Business Environment and Challenges - The Group reported a challenging business environment due to the ongoing COVID-19 pandemic, impacting cash flows and operational efficiencies[13] - Additional costs incurred for safety management measures on-site, including regular COVID-19 testing and safe distancing protocols[13] - The construction market in Hong Kong is experiencing adjustments under weakened market sentiment, leading to lower contract values awarded to the Group[13] - The Group's gross profit margin is under pressure from competitive pricing in tenders and quotations, affecting overall financial performance[13] - The Board acknowledges the intense market competition, which may result in fewer successful tenders[13] - The Group will continue to focus on long-term goals and sustainable development despite short-term challenges[13] Financial Performance - The interim financial statements cover the six months ended June 30, 2022[10] - The Group's revenue decreased by approximately HK$18.5 million or approximately 29.6% from approximately HK$62.3 million for the six months ended June 30, 2021, to approximately HK$43.9 million for the Review Period[26] - The Group reported a gross loss of approximately HK$24.8 million for the Review Period, an increase of approximately 319.7% compared to a gross loss of approximately HK$5.9 million for the six months ended 30 June 2021[36] - The gross loss margin for the Review Period was approximately 56.6%, compared to approximately 9.5% for the six months ended 30 June 2021[36] - The net loss attributed to owners of the Company was approximately HK$34.7 million for the Review Period, compared to a net loss of approximately HK$10.0 million for the six months ended June 30, 2021[36] - The loss before tax for the six months ended June 30, 2022, was approximately HK$34.8 million, compared to a loss of HK$10.0 million for the same period in 2021[48] - The loss and total comprehensive expense for the period was approximately HK$34.7 million, compared to HK$10.0 million in the prior year[48] Operational Efficiency and Strategy - A more prudent approach in project selection will be implemented, focusing on tenders from well-established contractors to ensure steady projects and sound receivables[13] - The Group aims to improve operating efficiency and take a cautious approach in tendering profitable projects to mitigate adverse impacts[13] - The Group aims to enhance its competitiveness by providing quality works and proactively seeking opportunities to expand its customer base and market share[19] - The Group continues to improve its operating efficiency and profitability while expanding its fleet of machinery and equipment to enhance technical capabilities for future project bids[28] - The Group is considering exploring other business opportunities and expanding its geographical coverage beyond the Hong Kong market to strengthen revenue bases[30] Revenue Breakdown - For the six months ended June 30, 2022, the Group's revenue from construction services was HK$43,564,000, a decrease from HK$62,340,000 in the same period of 2021, representing a decline of approximately 30.0%[76] - Revenue from construction IT services was HK$317,000 for the six months ended June 30, 2022, compared to HK$62,340,000 in the same period of 2021, indicating a significant decrease[76] - The Group's revenue from private sector construction services dropped to HK$16,696,000 from HK$54,705,000, reflecting a decline of approximately 69.5%[76] - Revenue from public sector construction services was HK$26,868,000 for the six months ended June 30, 2022, down from HK$43,881,000, a decrease of about 38.8%[76] Cash Flow and Financial Position - As of June 30, 2022, the Group had total bank balances and cash of approximately HK$27.2 million, up from approximately HK$9.6 million as of 31 December 2021[39] - Total borrowings as of 30 June 2022 were approximately HK$10.0 million, down from approximately HK$16.3 million as of 31 December 2021[39] - The Group's gearing ratio as of June 30, 2022, was approximately 7.9%, a decrease from 11.2% as of December 31, 2021, primarily due to repayment of borrowings[45] - The company raised approximately HK$15.3 million from the placing of new shares, with plans to allocate approximately HK$10.7 million (70%) for future business opportunities and approximately HK$4.6 million (30%) for working capital[39] - The net increase in cash and cash equivalents for the period was HK$17,643,000, significantly higher than HK$2,637,000 in the previous year[60] Corporate Governance and Compliance - The Company has adopted the Corporate Governance Code, with a noted deviation regarding the roles of chairman and chief executive officer being held by the same individual[184] - The Audit Committee was established on July 22, 2019, and consists of three members, overseeing financial reporting and internal control procedures[190] - The Company will continue to comply with the Corporate Governance Code to protect shareholders' interests, except for the noted deviation[184] - The interim financial results for the Review Period are unaudited but have been reviewed and approved by the Audit Committee, ensuring compliance with applicable accounting standards and Listing Rules[197] Share Capital and Management - The company raised new bank borrowings of HK$2,000,000 during the period[60] - The share capital increased by HK$5,200,000 due to the issuance of 520,000,000 ordinary shares at a placing price of HK$0.03 per share[144] - The remuneration for key management personnel decreased from HK$1,542,000 in 2021 to HK$1,386,000 in 2022, reflecting a reduction of approximately 10.1%[153] - The company aims to attract and retain top personnel through the Share Option Scheme[181] - The Group's directors expect no significant impact from the new and amended HKFRSs on future financial statements[74]

恆新豐控股有限公司 HANDS FORM HOLDINGS LIMITED （於開曼群島註冊成立的有限公司） (Incorporated in the Cayman Islands with limited liability) Stock Code 股份代號 : 1920 年報 Contents 目錄 | --- | --- | |-------|--------------------------------------------------------------------| | | | | 2 | Corporate Information 公司資料 | | 5 | Chairman's Statement 主席報告 | | 7 | Management Discussion and Analysis 管理層討論與分析 | | 15 | Report of the Directors 董事會報告 | | | Biographies of the Directors and Senior | | 32 | Management 董事及高級管理層履歷 | | 36 | Corporate Govern ...

Financial Performance - For the six months ended June 30, 2021, the Group recorded a net loss of approximately HK$10.0 million, compared to a net profit of approximately HK$11.0 million for the same period in 2020, indicating a significant decrease in profitability [19]. - The Group reported a net loss of approximately HK$10.0 million for the Review Period, compared to a net profit of approximately HK$11.0 million for the six months ended 30 June 2020, primarily due to increased overall construction costs and delays caused by the COVID-19 pandemic [22]. - Revenue decreased by approximately HK$145.1 million or approximately 70.0%, from approximately HK$207.4 million for the six months ended 30 June 2020 to approximately HK$62.3 million for the Review Period, mainly due to substantial completion of projects [26][28]. - The gross loss for the Review Period amounted to approximately HK$5.9 million, representing a decrease of approximately 133.0% compared to a gross profit of approximately HK$17.9 million for the six months ended 30 June 2020 [27][29]. - Total comprehensive loss for the period was HK$9,998, compared to a profit of HK$11,006 in the same period of 2020 [73]. Cost and Expenses - The significant increase in overall construction costs was identified as a primary reason for the decrease in net profit [19]. - The Group's gross profit margin is under pressure due to competitive project pricing, which affects overall financial performance [20]. - Other income decreased by 78.2% to approximately HK$52,000, down HK$186,000 from approximately HK$238,000 for the six months ended 30 June 2020, primarily due to reduced government subsidies and rental income [32][36]. - Administrative expenses decreased by approximately 3.8% to approximately HK$4.3 million, down from approximately HK$4.5 million for the six months ended 30 June 2020, mainly due to reduced professional and administrative staff costs [33][37]. - Finance costs increased by approximately 34.2% to approximately HK$216,000, compared to approximately HK$161,000 for the six months ended 30 June 2020, driven by increased interest on bank borrowings [34][38]. Business Strategy and Market Position - The Group plans to explore other business opportunities and expand its geographical coverage beyond the Hong Kong market to enhance future development and revenue bases [21]. - The Group aims to maintain its market share in the wet trades works industry by closely monitoring market conditions and responding accordingly [20]. - The Directors are confident in the Group's reputation and experienced management team to compete effectively in the market [20]. - The Group will continue to seek opportunities to expand its customer base and undertake more wet trades projects to enhance shareholder value [20]. - The Group aims to maintain its market share in the civil engineering sector by closely monitoring market conditions and responding to changes, while continuing to seek opportunities to expand its customer base and project portfolio [22]. Liquidity and Financial Position - The Group's liquidity position is closely monitored to ensure it meets funding requirements at all times [44]. - As of June 30, 2021, the Group's gearing ratio was approximately 11.6%, an increase from 7.8% as of December 31, 2020, primarily due to increased borrowings for working capital [47]. - The Group had approximately HK$6.2 million of net book value of leasehold land and buildings pledged for banking facilities as of June 30, 2021 [45]. - The Group's assets and liabilities are primarily denominated in Hong Kong dollars, minimizing foreign exchange risk [46]. - The Group's financial performance is being closely monitored in light of ongoing assessments of new accounting standards [118]. Employee and Operational Changes - The number of employees decreased to 18 as of June 30, 2021, down from 21 as of December 31, 2020 [56]. - Total staff costs for the Review Period amounted to approximately HK$4.8 million, a decrease from approximately HK$8.0 million for the six months ended June 30, 2020 [56]. - The Group's accrued expenses decreased to HK$1,011,000 as of June 30, 2021, from HK$1,892,000 as of December 31, 2020, reflecting a decline of approximately 46.61% [187]. - The Group's other payables were recorded at HK$1,240,000 as of June 30, 2021, down from HK$2,523,000 as of December 31, 2020 [187]. Revenue Recognition and Accounting Standards - The Group's revenue recognition practices are aligned with the performance obligations outlined in customer contracts, ensuring compliance with accounting standards [126]. - The Group is currently assessing the impact of new and amended Hong Kong Financial Reporting Standards (HKFRSs) but expects no material impact on its financial position [118]. - The adoption of new HKFRSs is unlikely to significantly affect the Group's results of operations and financial position according to the directors [121]. - The financial statements have been prepared in accordance with Hong Kong Accounting Standard 34, with no material impact from the adoption of new or amended HKFRSs [106]. Investments and Capital Management - The net proceeds from the listing were approximately HK$90.0 million, with approximately HK$70.8 million utilized for upfront costs for projects, a revision from the previously disclosed HK$39.9 million [63][64]. - The company made investments in financial assets at fair value through profit or loss amounting to HK$3,003,000 during the reporting period [94]. - The Group did not engage in any derivatives agreement or financial instruments to hedge foreign exchange exposure during the Review Period [46]. - The Group did not add any machinery and equipment during the six months ended June 30, 2021, while it had additions of HK$2,652,000 in the same period of 2020 [164].

恆新豐控股有限公司 HANDS FORM HOLDINGS LIMITED ANNUAL REPORT 年報 (Incorporated in the Cayman Islands with limited liability) (於開曼群島註冊成立的有限公司) Stock Code 股份代號 : 1920 2020 Contents 目錄 2 Corporate Information 公司資料 5 Chairman's Statement 主席報告 7 Management Discussion and Analysis 管理層討論與分析 14 Report of the Directors 董事會報告 31 Biographies of the Directors and Senior Management 董事及高級管理層履歷 36 Corporate Governance Report 企業管治報告 50 Environmental, Social and Governance Report 環境、社會及管治報告 71 Independent Auditors' Report 獨立核數師報告 | - ...

Financial Performance - The Group recorded a net profit of approximately HK$11.0 million for the six months ended June 30, 2020, compared to HK$16.3 million for the same period in 2019, representing a decrease of approximately 32.5%[19]. - The Group's revenue decreased by approximately HK$72.8 million or approximately 26.0% from approximately HK$280.2 million for the six months ended 30 June 2019 to approximately HK$207.4 million for the Review Period[26]. - Gross profit for the Review Period amounted to approximately HK$17.9 million, representing a decrease of approximately 48.4% compared to approximately HK$34.7 million for the six months ended 30 June 2019, with a gross profit margin of approximately 8.6%[27]. - Profit before tax decreased to HK$12,994, a decline of 40% compared to HK$21,493 in the previous year[70]. - Profit and total comprehensive income for the period was HK$11,006, down 32% from HK$16,305 in 2019[70]. - Basic earnings per share decreased to 0.42 HK cents, down 50% from 0.84 HK cents in the same period last year[70]. Impact of COVID-19 - The decrease in net profit was primarily attributed to an increase in overall construction costs and delays in site progress due to the COVID-19 outbreak, which led to higher subcontracting costs[19]. - The impact of the COVID-19 pandemic has resulted in increased costs due to the prolonged need for maintaining the required site workforce[19]. - The Group's management is focused on ensuring sustainable operations amid economic uncertainty caused by COVID-19[61]. Projects and Operations - As of June 30, 2020, the Group had a total of 13 ongoing projects with an original contract sum of approximately HK$867.9 million in aggregate[18]. - The ongoing projects include those that have commenced but are not substantially completed, as well as projects that have been awarded but not yet commenced[18]. - The Group's operations are primarily focused in Hong Kong, where it is recognized as an established subcontractor in the construction industry[15]. Financial Position - The Group's total cash and bank balances as of 30 June 2020 were approximately HK$9.7 million, down from approximately HK$24.7 million as of 31 December 2019[36]. - The gearing ratio increased to approximately 6.9% as of 30 June 2020, up from approximately 1.7% as of 31 December 2019, due to higher total indebtedness from new bank borrowings[43]. - The Group had approximately HK$6.4 million of net book value of leasehold land and buildings pledged for banking facilities as of 30 June 2020[44]. - As of June 30, 2020, the Group's debt-to-equity ratio was approximately 6.9%, an increase from about 1.7% on December 31, 2019, primarily due to new bank borrowings during the review period[48]. Staff and Expenses - Total staff costs for the review period amounted to approximately HK$8.0 million, down from approximately HK$8.7 million for the six months ended June 30, 2019[54]. - Administrative expenses rose by approximately 60.1% to approximately HK$4.5 million compared to approximately HK$2.8 million for the six months ended June 30, 2019[32]. - The company reported a short-term lease expense of HK$157,000 for renting office premises from a controlling shareholder, Mr. Adam Cheung, for the six months ended 30 June 2020, compared to HK$70,000 in the same period of 2019[192]. Share Capital and Listing - The Group's shares were successfully listed on the Main Board of The Stock Exchange of Hong Kong Limited on August 16, 2019, marking a significant milestone for the Company[17]. - The issued share capital remained at HK$40,000,000 as of both June 30, 2020, and December 31, 2019, with a total of 4,000,000,000 shares authorized[183]. - A total of 650,000,000 ordinary shares were issued at an offer price of HK$0.2 per share upon listing on the Stock Exchange on 16 August 2019[188]. Related Party Transactions - The company’s related party transactions included short-term lease expenses, indicating ongoing financial interactions with its controlling shareholder[191]. - The remuneration for key management personnel, including directors and their close family members, was HK$1,342,000 in short-term benefits and HK$41,000 in post-employment benefits for the six months ended 30 June 2020, down from HK$1,701,000 and HK$44,000 respectively in 2019[194]. Accounting and Reporting - The company has prepared its condensed consolidated financial statements in accordance with Hong Kong Accounting Standards, specifically HKAS 34 for interim financial reporting[1]. - The financial statements do not include all information required in annual consolidated financial statements and should be read in conjunction with the Group's annual financial statements as of December 31, 2019[1]. - The Group has adopted new and amended HKFRSs effective from January 1, 2020, but these have had no material impact on the Group's financial performance or position[98].

Financial Performance - The Group recorded a net profit of approximately HK$16.3 million for the six months ended 30 June 2019, a decrease from HK$20.8 million in the same period of 2018, primarily due to non-recurring listing expenses of approximately HK$10.9 million incurred during the Review Period[16] - Excluding the listing expenses, the Group's net profit for the Review Period would have been approximately HK$27.2 million[16] - The Group's revenue increased by approximately HK$78.4 million or 38.9% from approximately HK$201.8 million to approximately HK$280.2 million for the six months ended 30 June 2018[24] - The gross profit for the Review Period amounted to approximately HK$34.7 million, representing an increase of approximately 40.7% compared to approximately HK$24.7 million for the same period in 2018[24] - The gross profit margin for the Review Period was approximately 12.4%, slightly up from approximately 12.2% for the six months ended 30 June 2018[24] - Total comprehensive income for the period was HK$16,305,000, a decline of 21.5% compared to HK$20,808,000 in 2018[57] - Basic earnings per share for the period was 0.84 HK cents, down from 1.07 HK cents in the prior year[57] - Profit before taxation decreased to HK$21,493,000, down 11.8% from HK$24,400,000 in the previous year[57] - For the six months ended June 30, 2019, the profit before taxation was HK$16,305,000, a decrease from HK$20,808,000 in the same period of 2018, representing a decline of approximately 21.8%[149] Expenses and Costs - Other income decreased by 97.9% to approximately HK$12,000 from approximately HK$570,000 due to the absence of rental income and government subsidy[26] - Administrative expenses increased by approximately 90.8% to approximately HK$2.8 million from approximately HK$1.5 million, mainly due to increased staff costs[27] - Finance costs surged by approximately 2,433.3% to approximately HK$152,000 from approximately HK$6,000, driven by increased bank overdrafts and borrowings[28] - Income tax expense rose by approximately 44.4% to approximately HK$5.2 million from approximately HK$3.6 million, reflecting the increase in profit before taxation[29] - Total staff costs for the Review Period amounted to approximately HK$8.7 million, an increase from approximately HK$4.1 million for the six months ended June 30, 2018[41] - The company reported other income of HK$12,000 for the six months ended June 30, 2019, compared to HK$570,000 in 2018, indicating a significant decrease of approximately 97.9%[114] Financial Position - The Group's total cash and bank balances as of 30 June 2019 were approximately HK$188,000, down from approximately HK$18.1 million as of 31 December 2018[35] - Total borrowings as of 30 June 2019 were approximately HK$8.1 million, a decrease from approximately HK$20.8 million as of 31 December 2018[35] - As of June 30, 2019, the Group's gearing ratio was approximately 8.7%, a decrease from 27.3% as of December 31, 2018, primarily due to lower total indebtedness from bank borrowings repayment[38] - Current assets increased to HK$152,441,000 from HK$153,146,000 as of December 31, 2018[62] - Net current assets improved to HK$84,508,000, up from HK$68,209,000 at the end of 2018[62] - Total assets less current liabilities rose to HK$92,527,000, compared to HK$76,127,000 at the end of the previous year[62] - Net assets increased to HK$92,306,000 from HK$76,001,000 as of December 31, 2018[62] Listing and Corporate Structure - The shares of the Company were successfully listed on the Main Board of The Stock Exchange of Hong Kong Limited on 16 August 2019, marking an important milestone for the business[15] - The Company was incorporated in the Cayman Islands and completed a reorganisation on 28 February 2019, becoming the holding company of the Group[73] - The Group's reorganisation is regarded as a continuing entity for financial reporting purposes[73] - The Company is primarily an investment holding company[75] Market Position and Strategy - The Group aims to maintain its market share in the wet trades works industry by closely monitoring market conditions and responding to changes[22] - The Directors are confident in the Group's competitive position due to its reputation and experienced management team in the wet trades works industry[22] - The Group plans to proactively seek opportunities to expand its customer base and market share by undertaking more wet trades projects[22] Accounting Policies and Standards - The financial statements have been prepared in accordance with HKAS 34 and applicable disclosure requirements[75] - The Group adopted HKFRS 16 Leases starting from 1 January 2019, superseding HKAS 17[79] - The accounting policies used in the financial statements for the six months ended 30 June 2019 are consistent with those followed in the preparation of the Group's historical financial information[79] - The Group's financial reporting reflects compliance with the latest accounting standards, ensuring transparency and accuracy in financial disclosures[104] Cash Flow and Investments - The operating cash flow before movement in working capital was HK$21,400,000, down from HK$23,929,000 in the previous year, indicating a decline of 10.6%[68] - Net cash used in operating activities was HK$12,083,000, compared to a net cash generated of HK$18,124,000 in the same period last year, reflecting a significant decrease[68] - The company reported a net cash inflow from investing activities of HK$10,915,000, contrasting with a net cash outflow of HK$23,391,000 in the prior year[70] - New bank borrowings raised amounted to HK$5,000,000, with no borrowings reported in the same period last year[70] Employee and Staff Information - The Group's employee count increased to 42 as of June 30, 2019, up from 35 as of December 31, 2018[41] - The Group's remuneration policy is periodically reviewed to ensure competitive salary and benefit levels[41] Trade and Contractual Obligations - The Group's contracts with customers are fixed-price agreements, with terms ranging from 1 month to 40 months, and revenue is recognized over time[109] - The Group's performance obligations for contracts with customers include wet trades works and related ancillary services, which are rendered directly to customers[109] - Contract assets increased to HK$106,813,000 as of June 30, 2019, from HK$84,498,000 at the end of 2018, reflecting a growth of approximately 26.6%[169] - The Group's contract liabilities decreased from HK$2,737,000 to HK$1,770,000, indicating a reduction in obligations[169]