第 1 頁 共 2 頁 v 1.1.1 EF001 EF001 免責聲明 | 香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責，對其準確性或完整性亦不發表任何聲明，並明確表示，概不對因 公告全部或任何部份內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 | | | --- | --- | | 股票發行人現金股息公告 | | | 發行人名稱 | 登輝控股有限公司 | | 股份代號 | 01692 | | 多櫃檯股份代號及貨幣 | 不適用 | | 相關股份代號及名稱 | 不適用 | | 公告標題 截至2025年6月30日止六個月之中期股息及暫停辦理股份過戶登記手續 | | | 公告日期 | 2025年8月28日 | | 公告狀態 | 新公告 | | 股息信息 | | | 股息類型 | 中期（半年期） | | 股息性質 | 普通股息 | | 財政年末 | 2025年12月31日 | | 宣派股息的報告期末 | 2025年6月30日 | | 宣派股息 | 每 股 0.07 HKD | | 股東批准日期 | 不適用 | | 香港過戶登記處相關信息 | | | 派息金額及公司預設派發貨幣 | ...

Group 1 - As of August 18, the stock price of Denghui Holdings (01692.HK) closed at 1.950 HKD, a decrease of 0.51% from the previous trading day, with an intraday low of 1.900 HKD, marking a new low in nearly a year [1] - On that day, the net capital outflow was 17.39 thousand HKD, with no significant inflow or outflow reported [1] - Denghui Holdings is headquartered in Hong Kong and is responsible for overall business operations, sales and marketing, product design, and financial and strategic management, with production facilities located in Huizhou [1] Group 2 - The company has established a strong reputation in the electric heating household appliance manufacturing industry over more than a decade since its founding in 2005 [1] - The company's competitive advantages include long-term relationships with major customers and suppliers, advancement in industry technology, strong design and R&D capabilities, strict quality control, a diversified product portfolio, and an experienced management team [1]

Group 1 - The company, Denghui Holdings (01692.HK), announced that it will hold a board meeting on August 28, 2025, to consider and approve its unaudited interim results for the six months ending June 30, 2025 [1] - The agenda includes the publication of the interim results announcement on the Hong Kong Stock Exchange and the company's website [1] - The board will also consider the distribution of an interim dividend, if any [1]

（股份代號：1692） （於開曼群島註冊成立的有限公司） 香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責，對其 準確性或完整性亦不發表任何聲明，並明確表示，概不就因本公告全部或任何部分內容 所產生或因倚賴該等內容而引致的任何損失承擔任何責任。 承董事會命 登輝控股有限公司 主席兼非執行董事 陳鑑光 香港，二零二五年八月十五日 於本公告日期，董事會成員包括執行董事陳偉明先生、趙維光先生、鄧美華女士及俞國 偉博士；非執行董事陳鑑光博士及鄭玉嬋女士；及獨立非執行董事蔡志良先生、陳承志 先生、陳德宜女士及梁麗兒女士。 董事會會議召開日期 登輝控股有限公司（「本公司」，連同其附屬公司統稱「本集團」）董事（「董事」）會（「董事 會」）謹此宣佈，本公司將於二零二五年八月二十八日（星期四）舉行董事會會議，其中議 程包括考慮及批准本集團截至二零二五年六月三十日止六個月的未經審核中期業績（「中 期業績」）以及在香港聯合交易所有限公司及本公司網站刊發中期業績公告，以及考慮派 發中期股息（如有）。 ...

股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 | | | 致：香港交易及結算所有限公司 公司名稱: 登輝控股有限公司 呈交日期: 2025年7月31日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 01692 | 說明 | 普通股 | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | 法定/註冊股本 | | | 上月底結存 | | | 4,000,000,000 | HKD | | 0.01 HKD | | 40,000,000 | | 增加 / 減少 (-) | | | 0 | | | HKD | | | | 本月底結存 | | | 4,000,000,000 | HKD | | 0.01 HKD | | 40,000,000 | 本月底法定/註冊股本總額： HKD 40,000,000 第 1 頁 共 10 頁 ...

Financial Performance - The company's revenue for the fiscal year was approximately HKD 703.6 million, with a gross profit of about HKD 231.7 million, resulting in a gross margin of approximately 32.9%[10] - The net profit attributable to equity holders for the year was around HKD 107.6 million, with a net profit margin of approximately 15.3%[10] - Earnings per share for the year were approximately HKD 0.2997, compared to HKD 0.3404 in 2023[10] - Total revenue for the fiscal year ending December 31, 2024, decreased slightly by approximately HKD 0.8 million or 0.1% to approximately HKD 703.6 million, primarily due to a decline in sales of garment care appliances, offset by an increase in cooking appliance sales[20] - Gross profit for the fiscal year ending December 31, 2024, decreased by approximately HKD 13.7 million or 5.6% to approximately HKD 231.7 million, with the gross profit margin declining by 1.9 percentage points to approximately 32.9% due to increased raw material and direct labor costs[21] - Net profit decreased from approximately HKD 122.2 million to approximately HKD 107.6 million, a decline of about HKD 14.6 million or approximately 11.9%[29] - Other income and net gains increased from approximately HKD 14.5 million for the year ended December 31, 2023, to approximately HKD 18.7 million for the year ended December 31, 2024, an increase of about HKD 4.2 million[22] Dividends and Shareholder Returns - The board proposed a final dividend of HKD 0.161 per ordinary share, an increase from HKD 0.151 in 2023[11] - The proposed final dividend for the year ending December 31, 2024, is HKD 0.161 per share, up from HKD 0.151 per share in 2023[51] - The company has adopted a dividend policy that balances shareholder interests with prudent capital management, with dividends subject to board approval and compliance with Cayman Islands regulations[141] Operational Strategies and Innovations - The company emphasized its focus on sustainability and high-quality development, integrating environmental practices into operations to meet growing demand for sustainable products[8] - Investments in automation and big data analytics were made to enhance production efficiency and productivity, positioning the company at the forefront of industry technological advancements[8] - The company plans to launch a fourth-generation fully automatic coffee machine with a new brewing system, which has received positive customer feedback, highlighting the company's commitment to product quality and innovation[18] - The company is integrating advanced technologies, including AI and RPA, to enhance operational efficiency and customer engagement, aiming to improve customer satisfaction[19] - The company is committed to product development, focusing on quality, aesthetic design, premium materials, and advanced technology to maintain its competitive edge[18] - The company is leveraging new technologies, including 3D simulation, to visualize and test product designs before production, minimizing errors and ensuring optimal quality[19] Market and Growth Opportunities - The company is actively exploring growth opportunities in regions such as the Middle East, Southeast Asia, and China, in response to recent trade tariff increases affecting its U.S. market strategy[18] - The company aims to diversify its customer base and expand sales channels to increase orders and strengthen its market position[18] - The company expresses a cautious optimism about emerging opportunities in a complex business environment, with signs of market improvement indicating potential for expansion and growth[18] Human Resources and Employee Management - The company expanded its quality design, sales, and marketing teams significantly to attract and retain top talent, enhancing its human resources capabilities[8] - The group had a total of 1,075 full-time employees as of December 31, 2024, an increase from 993 in 2023[45] - The total employee cost for the year was approximately HKD 116.6 million, compared to HKD 120.4 million in 2023[45] Financial Position and Capital Management - Cash and cash equivalents decreased to approximately HKD 75.9 million as of December 31, 2024, from approximately HKD 187.7 million as of December 31, 2023[38] - The capital-to-debt ratio increased to approximately 11.3% as of December 31, 2024, compared to approximately 6.2% as of December 31, 2023, due to an increase in interest-bearing bank borrowings[35] - Total interest-bearing bank borrowings increased to approximately HKD 40.0 million as of December 31, 2024, from approximately HKD 21.4 million as of December 31, 2023[39] Corporate Governance and Compliance - The company has adopted the corporate governance code as per the listing rules, confirming compliance with all provisions during the reporting period[98] - The board consists of ten members, including four executive directors, two non-executive directors, and four independent non-executive directors, ensuring a balanced governance structure[101] - The company has established a robust framework for financial oversight and strategic decision-making through its audit and remuneration committees[76][79] - The independent non-executive directors contribute diverse business and financial expertise, enhancing the board's effectiveness and independence[105] - The company has established written guidelines for employees regarding securities trading to prevent insider trading violations[100] Risk Management - The company has conducted an annual review of its risk management and internal control systems, which the board believes are effective and adequate[151] - The risk management policy aims to ensure sustainable and stable business growth while promoting proactive reporting and assessment of business-related risks[152] - The company has established a risk management system to identify, assess, quantify, mitigate, and manage all significant current and future risks[155] Community Engagement and Social Responsibility - The group made charitable donations of approximately HKD 1.1 million during the year[185] - The company has a strong commitment to corporate social responsibility, with board members actively participating in various charitable activities[78] Share Option Scheme - The company has adopted a share option scheme to reward and retain qualified participants, with no options granted, exercised, canceled, or lapsed since its adoption on May 25, 2023[189][190] - The maximum number of share options that can be granted under the share option plan is capped at 10.0% of the total issued shares as of the adoption date, equating to 35,900,000 shares[192] - The share option plan will remain effective for a period of ten years from the adoption date, expiring on May 24, 2033[200]

Financial Performance - Revenue for the year ended December 31, 2024, decreased slightly by approximately HKD 0.8 million or about 0.1% to approximately HKD 703.6 million from HKD 704.4 million for the year ended December 31, 2023[4] - Gross profit decreased by approximately HKD 13.7 million or about 5.6% to approximately HKD 231.7 million, resulting in a gross margin decline of approximately 1.9 percentage points to about 32.9%[4] - Profit attributable to equity holders decreased by approximately HKD 14.6 million or about 11.9% to approximately HKD 107.6 million, with net profit margin decreasing by approximately 2.0 percentage points to 15.3%[4] - Basic earnings per share for the year ended December 31, 2024, were approximately HKD 0.2997, down from HKD 0.3404 for the year ended December 31, 2023[4] - Total comprehensive income for the year ended December 31, 2024, was HKD 104.1 million, compared to HKD 117.9 million for the previous year[8] - Pre-tax profit for 2024 was HKD 107,610,000, down from HKD 122,206,000 in 2023, reflecting a decrease of 11.9%[30] - The total tax expense for the year was HKD 22,807,000, compared to HKD 24,554,000 in 2023, indicating a reduction of 7.1%[28] - Net profit decreased from approximately HKD 122.2 million for the year ended December 31, 2023, to approximately HKD 107.6 million for the year ending December 31, 2024, a decrease of about 11.9%[52] Assets and Liabilities - Non-current assets increased to HKD 218.3 million from HKD 153.3 million, primarily due to increases in property, plant, and equipment[10] - Current assets rose to HKD 336.2 million from HKD 324.0 million, with inventory increasing to HKD 100.1 million from HKD 60.1 million[10] - Current liabilities increased to HKD 165.6 million from HKD 129.2 million, with trade payables rising to HKD 58.5 million from HKD 42.9 million[10] - Net assets increased to HKD 355.0 million from HKD 344.7 million, reflecting a growth in reserves[10] - Non-current assets increased to HKD 214,930,000 in 2024 from HKD 150,960,000 in 2023, representing a growth of 42.4%[21] - Trade receivables increased significantly to HKD 135,704,000 in 2024 from HKD 67,471,000 in 2023, with a net book value of HKD 132,069,000 after impairment[31] - The aging analysis of trade receivables shows that receivables over 90 days increased to HKD 58,475,000 in 2024 from HKD 15,012,000 in 2023, indicating a potential increase in credit risk[32] - Total trade payables rose to HKD 58,454,000 in 2024 from HKD 42,855,000 in 2023, with payables over 90 days decreasing to HKD 2,167,000 from HKD 4,750,000[33] Dividends - The board proposed a final dividend of HKD 0.161 per ordinary share, subject to approval at the 2025 annual general meeting[4] - The proposed final dividend for 2024 is HKD 57,799,000, an increase from HKD 54,209,000 in 2023, marking a rise of 6.4%[29] - The company plans to pay a final dividend of HKD 0.161 per share for the year ending December 31, 2024, compared to HKD 0.151 per share in 2023[74] - The final dividend is expected to be paid on or before June 11, 2025, pending approval at the annual general meeting[80] Operational Efficiency and Strategic Initiatives - The company is integrating advanced technologies, including AI and automation, to improve operational efficiency and customer engagement, with a focus on real-time data collection and analysis[40] - Strategic initiatives are in place to enhance product quality and operational efficiency, including employee training programs and the adoption of Industry 4.0 principles[36] - Sales and distribution expenses decreased from approximately HKD 17.2 million for the year ended December 31, 2023, to approximately HKD 15.6 million for the year ending December 31, 2024, a reduction of about HKD 1.6 million[46] - General and administrative expenses increased from approximately HKD 94.0 million for the year ended December 31, 2023, to approximately HKD 98.8 million for the year ending December 31, 2024, an increase of about HKD 4.8 million[47] - Net other expenses increased by approximately HKD 3.9 million to approximately HKD 3.3 million for the year ending December 31, 2024, primarily due to an increase in trade receivables impairment[48] - Financing costs decreased from approximately HKD 2.6 million for the year ended December 31, 2023, to approximately HKD 2.3 million for the year ending December 31, 2024, a reduction of about HKD 0.3 million[50] Future Outlook - The company is optimistic about new opportunities in 2025 despite a complex business environment, focusing on market diversification and exploring growth opportunities in regions like the Middle East and Southeast Asia[37] - A key highlight for 2025 is the launch of the fourth-generation fully automatic coffee machine featuring a new brewing system, aimed at enhancing customer satisfaction and maintaining market leadership[39] Employee and Operational Metrics - The group has a total of 1,075 full-time employees as of December 31, 2024, an increase from 993 in 2023[69] - Total employee costs for the year are approximately HKD 116.6 million, down from HKD 120.4 million in 2023[69] Miscellaneous - The company faces risks from public health events, geopolitical conflicts, and reliance on major customers, which could adversely affect sales and performance[67] - The annual general meeting is scheduled for May 26, 2025[78] - Shareholder registration will be suspended from May 21 to May 26, 2025, to determine eligible shareholders for voting[79] - No significant matters requiring disclosure have occurred since December 31, 2024[81] - The company and its subsidiaries did not purchase, sell, or redeem any listed securities during the year[82] - The audit committee has been established to oversee financial reporting and internal controls since October 3, 2019[84] - The annual results announcement and annual report will be published on the company's website in April 2025[87] - The board expresses gratitude to the management team and all employees for their contributions over the past year[88] - The board consists of various executive and non-executive directors as of the announcement date[90]

Revenue Performance - Total revenue decreased by approximately HKD 94.6 million or 23.9% to approximately HKD 301.9 million for the six months ended June 30, 2024, compared to approximately HKD 396.5 million for the same period in 2023[57]. - The decline in revenue was primarily due to clients implementing inventory reduction measures, leading to decreased sales of cooking appliances[54]. - Revenue for the six months ended June 30, 2024, was HKD 301,933 thousand, a decrease of 24% compared to HKD 396,551 thousand for the same period in 2023[123]. - Revenue from electric heating appliances sales was HKD 301,847,000, down from HKD 393,749,000 in the previous year, indicating a decline of approximately 23.3%[152]. - Major customer A contributed HKD 84,257,000 to total revenue, down from HKD 164,359,000 in the previous year, representing a decline of 48.7%[151]. Profitability - The group's gross profit decreased by approximately HKD 47.8 million or about 32.2% to approximately HKD 100.7 million for the six months ending June 30, 2024, compared to approximately HKD 148.5 million for the same period in 2023[58]. - The gross profit margin fell by approximately 4.1 percentage points from about 37.4% to approximately 33.3% during the same period, primarily due to a decrease in sales of cooking appliances[58]. - The group's net profit decreased by approximately HKD 38.8 million or about 44.4% to approximately HKD 48.5 million for the six months ending June 30, 2024, compared to approximately HKD 87.3 million for the same period in 2023[65]. - Profit before tax decreased to HKD 57,025 thousand, representing a decline of 46% from HKD 105,805 thousand in the previous year[123]. - Basic and diluted earnings per share were 13.52 HKD cents, down from 24.33 HKD cents in the same period last year[123]. Expenses and Costs - Selling and distribution expenses decreased by approximately HKD 0.8 million to approximately HKD 7.2 million, with advertising and promotion expenses dropping from approximately HKD 1.9 million to approximately HKD 1.0 million[60]. - The cost of goods sold for the six months ended June 30, 2024, was HKD 201,268,000, down from HKD 248,067,000 in 2023, a decrease of 19%[154]. - Total employee costs for the period were approximately HKD 54.4 million, compared to HKD 56.2 million for the six months ended June 30, 2023[80]. Cash Flow and Financial Position - The group's cash and cash equivalents were approximately HKD 157.0 million as of June 30, 2024, down from approximately HKD 187.7 million as of December 31, 2023[74]. - Cash generated from operating activities was HKD 12,472,000 for the six months ended June 30, 2024, down from HKD 144,024,000 in the same period last year[135]. - The net cash outflow from investing activities was HKD 33,485,000 for the six months ended June 30, 2024, compared to HKD 25,106,000 in the previous year[135]. - The company reported a decrease in cash and bank balances to HKD 89,360,000 as of June 30, 2024, from HKD 60,537,000 in the previous year[138]. Strategic Initiatives - The company remains cautiously optimistic about the second half of 2024, driven by replenishment orders from clients who have largely completed their inventory reduction[56]. - New product models, which have received positive feedback from existing and new clients, are expected to be delivered later this year, showcasing significant improvements in design and functionality[56]. - The company is actively seeking opportunities outside Europe to diversify its customer base and expand its global presence[56]. - The company plans to continue its strategic initiatives, including customer diversification, ongoing product innovation, and strict financial discipline[54]. Employee and Management - As of June 30, 2024, the group employed 1,089 full-time employees, an increase from 993 employees as of December 31, 2023[80]. - Total compensation paid to key management personnel increased to HKD 9,366,000 for the six months ended June 30, 2024, compared to HKD 9,211,000 in 2023, reflecting a growth of approximately 1.68%[170]. Corporate Governance and Compliance - The company has adopted corporate governance codes to maintain investor confidence and protect stakeholder interests[84]. - The company recognizes the importance of compliance with regulatory requirements and the risks associated with non-compliance[89]. Dividends and Shareholder Information - The interim dividend declared is HKD 0.11 per share, totaling approximately HKD 39.5 million, compared to HKD 53.9 million for the same period last year[90]. - The company proposed an interim dividend of HKD 0.11 per share for 2024, compared to HKD 0.15 per share in 2023, reflecting a decrease of 26.7%[159]. Risks and Challenges - The group faced significant risks including potential impacts from public health events and geopolitical conflicts, which could adversely affect sales and performance[77].

Financial Performance - Revenue decreased by approximately HKD 94.6 million or about 23.9% to approximately HKD 301.9 million for the six months ended June 30, 2024, compared to HKD 396.5 million for the same period in 2023[1] - Gross profit fell by approximately HKD 47.8 million or about 32.2% to approximately HKD 100.7 million for the six months ended June 30, 2024, down from HKD 148.5 million[1] - The gross profit margin decreased by approximately 4.1 percentage points to 33.3% for the six months ended June 30, 2024, from 37.4% for the same period in 2023[1] - Profit attributable to equity holders of the company decreased by approximately HKD 38.8 million or about 44.4% to approximately HKD 48.5 million for the six months ended June 30, 2024, compared to HKD 87.3 million for the same period in 2023[1] - Basic earnings per share were approximately HKD 0.1352 for the six months ended June 30, 2024, down from HKD 0.2433 for the same period in 2023[2] - Total revenue for the six months ended June 30, 2024, was HKD 301,933,000, a decrease of 24% compared to HKD 396,551,000 for the same period in 2023[16] - Revenue from Europe was HKD 270,240,000, down 20.5% from HKD 340,155,000 in the previous year[13] - Revenue from the United States decreased to HKD 3,347,000 from HKD 12,063,000, representing a decline of 72.2%[13] - The cost of goods sold for the six months ended June 30, 2024, was HKD 201,268,000, down from HKD 248,067,000 in 2023[17] - Net profit decreased by approximately HKD 38.8 million or approximately 44.4% from approximately HKD 87.3 million for the six months ended June 30, 2023, to approximately HKD 48.5 million for the six months ended June 30, 2024[35] Assets and Liabilities - The total assets less current liabilities amounted to HKD 372.2 million as of June 30, 2024, compared to HKD 348.2 million as of December 31, 2023[4] - Non-current assets increased to HKD 212.3 million as of June 30, 2024, from HKD 153.3 million as of December 31, 2023[4] - Current assets rose to HKD 435.6 million as of June 30, 2024, compared to HKD 324.0 million as of December 31, 2023[4] - The net asset value decreased to HKD 337.6 million as of June 30, 2024, from HKD 344.7 million as of December 31, 2023[5] - Trade receivables increased to HKD 135.8 million as of June 30, 2024, compared to HKD 67.5 million as of December 31, 2023[23] - The capital debt ratio as of June 30, 2024, was approximately 5.9%, a decrease from approximately 6.2% as of December 31, 2023, primarily due to a reduction in interest-bearing bank borrowings[40] - Cash and cash equivalents as of June 30, 2024, were approximately HKD 157.0 million, down from approximately HKD 187.7 million as of December 31, 2023[41] - Total interest-bearing bank borrowings as of June 30, 2024, were approximately HKD 19.8 million, down from approximately HKD 21.4 million as of December 31, 2023[42] Dividends and Share Issuance - The company declared an interim dividend of HKD 0.11 per share, totaling approximately HKD 39.5 million for the six months ended June 30, 2024[1] - The interim dividend for 2024 is proposed at HKD 11.0 cents per share, down from HKD 15.0 cents per share in 2023[21] - The company raised approximately HKD 90.7 million from the issuance of 100,000,000 new ordinary shares at HKD 1.30 per share on the listing date[48] - As of June 30, 2024, the company had utilized approximately HKD 78.6 million of the net proceeds from the share issuance, leaving a balance of approximately HKD 12.1 million[49] Expenses and Taxation - The total tax expense for the six months ended June 30, 2024, was HKD 8.5 million, compared to HKD 18.5 million for the same period in 2023[20] - Sales and distribution expenses decreased from approximately HKD 8.0 million for the six months ended June 30, 2023, to approximately HKD 7.2 million for the six months ended June 30, 2024, primarily due to a reduction in advertising and promotion expenses from approximately HKD 1.9 million to approximately HKD 1.0 million[31] - General and administrative expenses increased from approximately HKD 43.5 million for the six months ended June 30, 2023, to approximately HKD 44.8 million for the six months ended June 30, 2024, mainly due to employee benefits expenses rising from approximately HKD 28.2 million to approximately HKD 29.4 million[32] - Financing costs decreased from approximately HKD 1.4 million for the six months ended June 30, 2023, to approximately HKD 1.0 million for the six months ended June 30, 2024, due to a reduction in interest expenses on lease liabilities and bank borrowings[33] - Profit before tax decreased from approximately HKD 105.8 million for the six months ended June 30, 2023, to approximately HKD 57.0 million for the six months ended June 30, 2024, resulting in a decrease in income tax expenses from approximately HKD 18.5 million to approximately HKD 8.5 million[34] Future Outlook and Strategy - The company plans to deliver the first batch of new electric household appliances later this year, which have received positive feedback from existing and new customers[27] - The company maintains a cautious optimism for the second half of 2024, driven by replenishment orders from customers who have completed inventory reduction measures[27] - The company is focusing on diversifying its customer base and expanding its global presence beyond Europe[27] - The company expects to complete its existing automation projects in China by 2025, which will enhance product quality and reduce labor costs[27] Governance and Compliance - The group has no supplier financing arrangements, thus the recent accounting standards revisions had no impact on the interim financial statements[10] - The effective tax rate for the group remains at 16.5% for the period, consistent with the previous year[19] - Major customers contributing over 10% of revenue included Customer A with HKD 84,257,000 and Customer B with HKD 42,986,000[15] - The company has adopted corporate governance codes to enhance investor confidence and protect shareholder interests[50] - The Audit Committee was established on October 3, 2019, consisting of four independent non-executive directors, ensuring compliance with listing rules[55] - The interim financial results disclosed are unaudited but have been reviewed by the Audit Committee, which believes they comply with applicable accounting standards and listing rules[56] - The interim results announcement and report will be published on the Hong Kong Stock Exchange and the company's website in September 2024[57] - The Board expresses gratitude to the management team and all employees for their significant contributions to the group[58] Risks and Challenges - The company faces risks from public health events, geopolitical conflicts, and reliance on a few major customers, which could adversely affect sales and performance[45] - The company has not made any significant investments other than in its subsidiaries as of June 30, 2024[46]

Financial Performance - Net profit for the year ended December 31, 2023, is detailed in the consolidated financial statements on pages 60 to 117 of the annual report[2] - Total equity as of December 31, 2023, was HK$344,678,000, compared to HK$349,926,000 in 2022[21] - The company's reserves as of December 31, 2023, were HK$341,088,000, down from HK$346,336,000 in 2022[27] - The company has approximately HKD 146.9 million in distributable reserves as of December 31, 2023[44] - The company's revenue for the year was approximately HKD 704.4 million, with a gross profit of HKD 245.4 million and a gross profit margin of 34.8%[155] - The net profit attributable to equity holders was approximately HKD 122.2 million, with a net profit margin of 17.3%[155] - Earnings per share for the year were approximately HKD 0.3404, compared to HKD 0.3741 in the previous year[155] - Gross profit margin increased by 2.9 percentage points from 31.9% in 2022 to 34.8% in 2023, driven by RMB depreciation, reduced raw material costs, and lower indirect costs[177] - Gross profit decreased by HKD 17.1 million (6.5%) from HKD 262.5 million in 2022 to HKD 245.4 million in 2023, primarily due to lower sales of cooking appliances[177] - Total revenue decreased by HKD 119.3 million (14.5%) from HKD 823.7 million in 2022 to HKD 704.4 million in 2023, mainly due to reduced sales of cooking appliances[196] - Financing costs decreased from HKD 4.0 million in 2022 to HKD 2.6 million in 2023, driven by lower interest expenses on bank loans and lease liabilities[178] - Other income and net gains increased from HKD 11.1 million in 2022 to HKD 14.5 million in 2023, mainly due to higher bank interest income[187] Dividends and Shareholder Returns - The company proposed a final dividend of HK$0.151 per share, totaling approximately HK$54.2 million, to be paid on or before July 11, 2024, subject to shareholder approval[2] Corporate Governance and Board Structure - The company's auditors, Ernst & Young, will retire at the 2024 Annual General Meeting, and a resolution for their reappointment will be proposed[11] - The company's directors, including CEO Mr. Chan Wai Ming, are required to retire at the 2024 Annual General Meeting and are eligible for re-election[30] - The company has no significant transactions, arrangements, or contracts involving directors or their connected entities that are material to the group's business[31] - The company's directors have service agreements with an initial fixed term of three years, automatically renewable for successive three-year terms unless terminated[32] - The company's board of directors consists of 11 members, including 4 executive directors, 2 non-executive directors, and 5 independent non-executive directors[110] - The company supports the separation of the roles of chairman and CEO, currently held by Dr. Chen Jianguang and Mr. Chen Weiming, respectively, with clearly defined responsibilities[112] - The company has complied with the listing rules regarding the composition of the board, with independent non-executive directors making up at least one-third of the board members[113] - The company has received annual written confirmations from independent non-executive directors regarding their independence, and no independent non-executive director has served on the board for more than nine years as of December 31, 2023[115] - The Board of Directors ensures the appointment of at least three independent non-executive directors, with at least one-third of the Board being independent non-executive directors, to maintain high independence[133] - The Board conducts an annual review of the mechanisms ensuring independence and confirms their proper execution[134] - The Board of Directors is responsible for leading and monitoring the company, overseeing the group's business, strategic direction, and performance, and implementing financial policies, including risk management and internal control[135] - All directors have access to relevant information and can seek independent professional advice at the company's expense to ensure compliance with board procedures and applicable laws and regulations[135] - Each new director receives an induction upon appointment to ensure they understand the company's business and operations and are fully aware of their responsibilities under the listing rules and statutory requirements[139] - The Board of Directors holds regular meetings at least four times a year, with all directors given at least 14 days' notice for regular meetings[141] - The company has adopted a Board Diversity Policy to enhance board performance, considering factors such as gender, age, cultural background, education, race, professional experience, and skills[147] - The Board has set measurable goals for gender diversity, aiming for at least one female director and one director with different professional qualifications or experience from the company's main business[148] - The Board has reviewed the implementation and effectiveness of the Board Diversity Policy and considers it to be sufficient and effective[149] - The company appointed two new female independent non-executive directors in 2023, bringing the total number of female board members to four, achieving gender diversity[150] - The company's employee gender composition as of December 31, 2023, was approximately 40% male and 60% female[152] - The company has established three board committees: Audit Committee, Remuneration Committee, and Nomination Committee, each with defined terms of reference and responsibilities[153] - The Audit Committee consists of five independent non-executive directors, responsible for financial reporting, internal controls, and risk management systems[158] - The company's board diversity policy includes a list of suitable skills, experience, qualifications, and perspectives for potential board candidates[150] - The company's employee diversity plan aims to maintain a balanced gender diversity in the foreseeable future[152] - The company's board committees are provided with sufficient resources to fulfill their duties, including access to management and professional advice when necessary[153] - The company's nomination committee reviewed the independence of independent non-executive directors and considered directors retiring and being re-elected at the 2024 annual general meeting[169] - The company's remuneration committee reviewed and approved management's remuneration proposals and provided recommendations on compensation for directors and senior management[164] - The company has adopted a nomination policy outlining the methods and procedures for selecting and appointing directors, including additional, replacement, and re-election of directors[198] - The Nomination Committee is authorized to oversee the implementation, monitoring, and periodic review of the nomination policy[198] - Criteria for evaluating and selecting director candidates include character, integrity, diversity goals, independence, qualifications, skills, experience, and willingness to commit time[198] - The company utilizes multiple channels, including recommendations from directors, shareholders, management, advisors, and external headhunters, to identify suitable director candidates[199] - The Nomination Committee compiles a shortlist of candidates based on selection criteria and other relevant factors for consideration by the Board[199] - The Board holds the final authority to decide on the appointment of suitable director candidates[199] Directors and Senior Management - The company's directors and senior management receive compensation including salaries and performance-based discretionary bonuses, with market-level benchmarking[34] - The company has appointed two new directors, Ms. Chan Tak Yee and Ms. Leung Lai Yee, effective December 21, 2023[35] - The company's CEO, Mr. Chan Wai Ming, has over 26 years of accounting experience and holds various leadership roles in industry associations[49][50][51] - The company's directors and senior officers have disclosed their interests in shares and debentures as required under the Securities and Futures Ordinance[39][41] - The company's directors and senior management are subject to non-compete commitments and have disclosed their interests in competing businesses[35] - The company's non-executive director, Dr. Chan Kam Kwong, has over 47 years of experience in the home appliance industry, having held various senior positions including Senior Buyer and Director at Dixons Stores Group (Far East) Limited[66] - Dr. Chan Kam Kwong has been involved in strategic planning, development planning, and investment planning for the company, and serves as a director for multiple subsidiaries including Tung Po Group Limited and Tung Po Electric (Huizhou) Limited[65][66] - The company's independent non-executive director, Mr. Choi Chi Leung, has over 43 years of experience in the electrical products manufacturing and sales industry, having founded and served as a director for Lok Fung Industrial Limited and Sun Kei Industrial Limited[69] - Ms. Chan Tak Yee, an independent non-executive director, has over 15 years of experience in corporate finance, mergers and acquisitions, and compliance with listing rules, having worked at Ernst & Young and the Listing Division of the Stock Exchange of Hong Kong[72] - Ms. Leung Lai Yee, another independent non-executive director, has over 37 years of experience in the financial industry, specializing in property investment and mortgage brokerage services in the UK market[73] - The company's R&D Director, Mr. Li Bowen, has over 32 years of experience in product engineering, inspection, and development[76] - The company's Engineering Director, Mr. Zhu Mingde, has over 35 years of experience in product engineering, inspection, and development[80] - The company's Design Director, Mr. Pan Zhengzheng, has over 31 years of experience in product design and development[81] - The company's sales director, Mr. Li Guohao, has over 14 years of experience in product development and project management, and was promoted to Senior Sales Project Manager in May 2021 and Sales Director in April 2022[122] - The company's CFO, Ms. Dong Mingyao, has over 18 years of experience in accounting and finance, and was promoted to Financial Manager in October 2019 and CFO in April 2023[123] - The company's Innovation and Applied Technology Director, Mr. Lu Heqiang, has over 19 years of experience in procurement and product engineering, and was promoted to Director in September 2023[125] Operational and Strategic Initiatives - The company maintains stable and high-quality raw material supplies through established relationships with approved suppliers, potentially securing more competitive pricing[4] - The company has implemented a mandatory provident fund scheme for eligible employees, with contributions based on a percentage of their basic salary[9] - The company has made appropriate insurance arrangements for directors and senior officers against potential legal actions arising from corporate activities[46] - The company's subsidiary is registered as a wholly foreign-owned enterprise under Chinese law[36] - The company completed the acquisition of parking spaces on February 29, 2024, and expects to complete the acquisition of 7A and 7B rooms by April 8, 2024[84] - The company maintained strong cash flow through rigorous fund management, ensuring high operational flexibility[91] - The company leveraged core technologies and product uniqueness to secure new orders and complete several new projects[91] - The company's sales, marketing, production, and R&D teams maintained strong relationships with customers, delivering high-quality products[91] - The company's financial statements for the year ended December 31, 2023, were reviewed by the audit committee[87] - The company's audit committee was established on October 3, 2019, with clearly defined powers and responsibilities[86] - The company has no significant matters to disclose after December 31, 2023, up to the date of the annual report[85] - The company's controlling shareholders, including Dr. Chen Jianguang, Ms. Zheng Yuchan, and Modern Expression, have complied with the non-compete deed established on October 3, 2019, with no violations reported as of December 31, 2023[95] - The company's subsidiaries in mainland China participate in a unified retirement benefit plan, contributing a certain percentage of salary costs as required by local municipal regulations[96] - The company maintained a public float of at least 25% of its issued share capital as required by the listing rules throughout the year and up to the date of the annual report[99] - The company's mission is to become a top supplier of advanced electric heating home appliances, guided by five core values: "Exquisite Design," "Exquisite Value," "Exquisite Quality," "Exquisite Communication," and "Exquisite Service"[104] - The company's strategy includes upgrading production facilities, enhancing product design and development capabilities, expanding the customer base, and upgrading IT systems[104] - The company successfully navigated challenges in 2023, maintaining stable performance despite high inflation and rising interest rates, with resilience and determination[131] - In 2024, the EU's record-low unemployment and rising real wages are driving signs of recovery in European retail demand, though inflation-related challenges such as reduced consumption and inventory issues persist[132] - The company maintained stable order volumes despite reduced orders during the year, benefiting from the depreciation of the RMB against the USD, which helped reduce operating costs and improve gross margins[174] - The company expects inventory clearance measures by European retailers to end mainly in the second half of 2024, laying the foundation for new inventory replenishment and subsequent order growth[175] - The company implemented internal measures such as comprehensive employee training, adoption of automated production systems, and Industry 4.0 standards, significantly improving production quality and operational efficiency[174] - The company operates in over 30 countries and regions, supplying high-end electric home appliances to internationally renowned brands, with products categorized into clothing care appliances and cooking appliances[173] - The company maintained a robust financial strategy, rigorously managing cash flow and optimizing operational efficiency through prudent inventory management[174] - The company's board and audit committee reviewed and discussed the audited annual financial statements, risk management, and internal control systems for the year ended December 31, 2023[160] - The company's remuneration policy aims to provide competitive but not excessive compensation to directors, including fixed salaries, bonuses, and share options, benchmarked against companies of similar size and business[165] - The company's chairman expressed gratitude for the stable performance achieved in 2023 despite challenges and emphasized the commitment to maximizing long-term returns for stakeholders[171] - The company plans to launch several new cooking appliance models in the second half of 2024, targeting different market segments with competitive pricing[183][185] - The company is focusing on market expansion in the US, South America, Southeast Asia, and China, leveraging economic resilience and potential interest rate cuts in 2024[183] - The company is investing in upgrading operations to Industry 4.0 standards to improve production efficiency and reduce costs[183] - The company is committed to product development and innovation, aiming to maintain its competitive advantage and industry leadership[183][185] - The company is diversifying its customer base and introducing new product designs to revitalize the market and explore emerging opportunities[186] Awards and Recognition - The company received multiple prestigious industry awards, including the "Outstanding Listed Company Award 2023" by 730 Media Limited, the "International Diamond Prize for Excellence in Quality" by the European Society for Quality Research, and the "2023 Decision Analysis Excellence Award - Outstanding Business Analysis Award" by Hang Seng University of Hong Kong[63] - The company was recognized for the third time by Forbes as one of the "2023 Forbes Asia 200 Best Under A Billion" companies[63] - The company's performance and diligence were acknowledged through various awards, highlighting the team's dedication and hard work[63] Shareholder Information - The Chairman, Dr. Chan, holds 213,640,000 shares (59.51%) through controlled entities, and his spouse holds 6,806,000 shares (1.90%)[37] - The company has not entered into any equity-linked agreements other than the share option plan as of December 31, 2023[45] - The company has established written guidelines for securities transactions by employees, with no reported violations of these guidelines[108]