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 截至月份: 2025年8月31日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 合豐集團控股有限公司 呈交日期: 2025年9月1日 FF301 第 1 頁 共 10 頁 v 1.1.1 FF301 II. 已發行股份及/或庫存股份變動 | 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) | 02320 | 說明 | | 普通股 | | | | | | | | 已發行股份（不包括庫存股份）數目 | | | 庫存股份數目 | | 已發行股份總數 | | | 上月底結存 | | | | 817,644,000 | | 0 | | 817,644,000 | | 增加 / 減少 (-) | | | | 0 | | 0 | | | | 本月底結存 | | | | 817,644,000 | | 0 | | 817,644,000 ...

Core Viewpoint - 合丰集团 reported a significant decline in revenue and a narrowed loss for the six months ending June 30, 2025, indicating ongoing challenges in its financial performance [1] Financial Performance - Revenue for the period was HKD 69.134 million, representing a year-on-year decrease of 35.88% [1] - The loss attributable to shareholders was HKD 38.406 million, which is a 12.07% reduction compared to the previous year [1] - Basic loss per share was HKD 0.047 [1]

Group 1 - The company reported a revenue of HKD 69.134 million for the six months ending June 30, 2025, representing a year-on-year decrease of 35.88% [1] - The loss attributable to shareholders was HKD 38.406 million, which narrowed by 12.07% compared to the previous year [1] - The basic loss per share was HKD 0.047 [1]

Group 1 - The core viewpoint of the article highlights that Hefeng Group (02320.HK) reported a significant decline in revenue for the first half of 2025, with earnings of HKD 69.1 million, representing a year-on-year decrease of 35.9% due to reduced customer orders and intense competition [1] - The company recorded a loss of HKD 38.4 million for the first half of 2025, compared to a loss of HKD 43.7 million in the same period of 2024, indicating a slight improvement in financial performance despite ongoing challenges [1] - The board of directors has decided not to recommend the payment of an interim dividend for the six months ending June 30, 2025, consistent with the previous year where no dividend was paid [1] Group 2 - The corrugated packaging industry is facing significant pressure due to the global economic downturn and fierce market competition, which has contributed to the decline in revenue for the company [1] - Since October 2021, the company's upstream corrugated paper business has been temporarily suspended, impacting overall operations [1] - The company is currently coordinating with local government authorities to handle the annual inspection of coal-fired boiler permits and is working on transitioning to gas-fired boilers in compliance with environmental policies, with plans to resume production after completing the necessary coordination [1] - To ensure stable supply for its downstream corrugated packaging business, the company has been sourcing corrugated paper from third-party suppliers since 2022, following the cessation of its upstream business revenue [1]

[Financial Summary](index=1&type=section&id=Financial%20Summary) This section provides a concise overview of the company's financial performance and position for the six months ended June 30, 2025 As at June 30, 2025 Financial Summary | Indicator | 2025 (HK$ Million) | 2024 (HK$ Million) | Change | | :--- | :--- | :--- | :--- | | Revenue | 69.1 | 107.8 | -35.9% | | EBITDA* | (14.7) | (16.9) | -13.0% | | Loss for the Period | (38.4) | (43.7) | -12.1% | | **As at** | **June 30, 2025** | **December 31, 2024** | **Change** | | Gearing Ratio | 13.0% | 12.7% | 0.3 percentage points | | Net Gearing Ratio** | 10.0% | 8.0% | 2.0 percentage points | * EBITDA refers to earnings before finance costs, tax, depreciation and amortisation ** Refers to the ratio of net balance of total bank borrowings less bank balances and cash and restricted bank deposits to equity [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=2&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) This statement presents the company's financial performance, including revenue, expenses, and total comprehensive income for the period Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the six months ended June 30) | Indicator | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Revenue | 69,134 | 107,821 | | Cost of Sales | (64,094) | (98,586) | | Gross Profit | 5,040 | 9,235 | | Other Income | 1,079 | 1,120 | | Other Gains and Losses | 1,782 | 175 | | Selling and Distribution Costs | (4,449) | (5,867) | | Administrative Expenses | (16,112) | (17,983) | | Other Expenses | (27,489) | (29,546) | | Finance Costs | (1,662) | (1,831) | | Loss Before Tax | (41,811) | (44,697) | | Income Tax Credit | 3,405 | 1,020 | | Loss for the Period Attributable to Owners of the Company | (38,406) | (43,677) | | Exchange Differences on Translation of Overseas Operations | 19,849 | (22,724) | | Total Comprehensive Expense for the Period Attributable to Owners of the Company | (18,557) | (66,401) | | Basic and Diluted Loss Per Share (HK Cents) | (4.70) | (5.34) | [Condensed Consolidated Statement of Financial Position](index=3&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) This statement details the company's assets, liabilities, and equity as of June 30, 2025, and December 31, 2024 Condensed Consolidated Statement of Financial Position (As at June 30, 2025) | Indicator | As at June 30, 2025 (HK$ Thousand) | As at December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | **Non-current Assets** | | | | Property, Plant and Equipment | 659,510 | 665,812 | | Right-of-use Assets | 17,449 | 17,493 | | Deposits and Prepayments | 125,252 | 131,821 | | **Current Assets** | | | | Inventories | 12,058 | 13,098 | | Trade and Other Receivables | 30,787 | 39,549 | | Deposits and Prepayments | 4,453 | 6,465 | | Restricted Bank Deposits | 596 | 586 | | Bank Balances and Cash | 20,125 | 33,558 | | **Current Liabilities** | | | | Trade and Other Payables | 61,812 | 77,581 | | Tax Payable | 1,689 | 1,361 | | Lease Liabilities | 64 | 141 | | Bank Borrowings | 4,317 | 4,239 | | **Non-current Liabilities** | | | | Bank Borrowings | 87,595 | 88,128 | | Deferred Tax | 5,347 | 8,969 | | **Net Assets** | 709,406 | 727,963 | | **Total Equity Attributable to Owners of the Company** | 709,406 | 727,963 | [Notes](index=4&type=section&id=Notes) This section provides detailed explanations and disclosures supporting the condensed consolidated financial statements [1. Basis of Preparation](index=4&type=section&id=1.%20Basis%20of%20Preparation) The unaudited condensed consolidated financial statements are prepared in accordance with HKAS 34 Interim Financial Reporting and Appendix D2 of the Listing Rules - The financial statements are prepared in accordance with Hong Kong Accounting Standard (HKAS) 34 and Appendix D2 of the Listing Rules[5](index=5&type=chunk) [Going Concern Basis](index=4&type=section&id=Going%20Concern%20Basis) The Group faces significant going concern uncertainties due to continuous losses and potential large tax liabilities, despite management's plans - The Group recorded continuous losses for the six months ended June 30, 2025, and 2024, amounting to **HK$38,406,000** and **HK$43,677,000** respectively[6](index=6&type=chunk) - There is a significant contingent liability related to the PRC tax authorities, which if realized, could lead to insufficient cash to meet obligations[6](index=6&type=chunk) - The Directors have prepared cash flow forecasts and obtained a letter of intent for a **RMB300 million** loan facility to support going concern[7](index=7&type=chunk) [2. Significant Accounting Policies](index=5&type=section&id=2.%20Significant%20Accounting%20Policies) The unaudited condensed consolidated financial statements are prepared on a historical cost basis, with consistent accounting policies - The financial statements are prepared on a historical cost basis, with accounting policies consistent with the prior year[8](index=8&type=chunk) - The adoption of new and revised Hong Kong Financial Reporting Standards has not resulted in significant changes to the Group's accounting policies, financial statement presentation, or reported amounts[9](index=9&type=chunk) [3. Revenue and Segment Information](index=5&type=section&id=3.%20Revenue%20and%20Segment%20Information) The Group's manufacturing operations in China are segmented into containerboard and corrugated packaging, with the latter being the sole source of external revenue [Segment Revenue and Results](index=6&type=section&id=Segment%20Revenue%20and%20Results) All Group revenue is derived from corrugated packaging, with both segments reporting losses, particularly the containerboard segment Analysis of Revenue and Results by Operating and Reportable Segment | Segment | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | | :--- | :--- | :--- | | **Revenue** | | | | Containerboard | – | – | | Corrugated Packaging | 69,134 | 107,821 | | **Segment Loss** | | | | Containerboard | (30,058) | (31,336) | | Corrugated Packaging | (4,424) | (3,341) | | Central Administrative Expenses | (5,667) | (8,189) | | Finance Costs | (1,662) | (1,831) | | Loss Before Tax | (41,811) | (44,697) | [4. Finance Costs](index=7&type=section&id=4.%20Finance%20Costs) The Group's finance costs primarily consist of interest on bank borrowings, showing a decrease compared to the prior period Details of Finance Costs (For the six months ended June 30) | Item | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Interest on Bank Borrowings | 1,660 | 1,826 | | Interest on Lease Liabilities | 2 | 5 | | **Total** | **1,662** | **1,831** | [5. Income Tax Credit](index=7&type=section&id=5.%20Income%20Tax%20Credit) The Group recorded an income tax credit, mainly from deferred tax, benefiting from Hong Kong's two-tiered tax rate and China's preferential rates for high-tech enterprises Details of Income Tax Credit (For the six months ended June 30) | Item | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Current Tax: Hong Kong Profits Tax | 331 | 390 | | Current Tax: PRC Enterprise Income Tax | 3 | – | | Deferred Tax Credit | (3,739) | (1,410) | | **Total** | **(3,405)** | **(1,020)** | - Hong Kong Profits Tax applies a two-tiered tax rate, with the first **HK$2,000,000** of assessable profits taxed at **8.25%** and the remainder at **16.5%**[14](index=14&type=chunk) - PRC subsidiaries are subject to a **25%** Enterprise Income Tax rate, with one high-tech enterprise enjoying a preferential rate of **15%**[15](index=15&type=chunk) [6. Loss for the Period](index=8&type=section&id=6.%20Loss%20for%20the%20Period) This section details key expenses and income items, such as depreciation, staff costs, and inventory costs, included in or deducted from the loss for the period Loss for the Period has been (Credited)/Charged with the following (For the six months ended June 30) | Item | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Depreciation of Property, Plant and Equipment | 25,105 | 25,652 | | Depreciation of Right-of-use Assets | 340 | 342 | | Gain on Termination of Lease Contracts | – | (7) | | Staff Costs (including Directors' Emoluments) | 17,394 | 19,574 | | Cost of Inventories Recognised as Expense | 64,094 | 98,586 | | Exchange Gain, Net | (29) | (81) | [7. Dividends](index=8&type=section&id=7.%20Dividends) The Group neither declared nor proposed any dividends during or at the end of the reporting period - For the six months ended June 30, 2025, and 2024, the Group did not declare or propose any dividends[17](index=17&type=chunk) [8. Loss Per Share](index=8&type=section&id=8.%20Loss%20Per%20Share) Basic and diluted loss per share attributable to owners was 4.70 HK cents, showing an improvement, with no dilutive effect from share options Loss Per Share Calculation (For the six months ended June 30) | Item | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Loss for the Purpose of Calculating Basic and Diluted Loss Per Share | (38,406) | (43,677) | | Weighted Average Number of Ordinary Shares for Basic and Diluted Loss Per Share | 817,644,000 | 817,644,000 | | Basic and Diluted Loss Per Share (HK Cents) | (4.70) | (5.34) | - The exercise price of share options was higher than the average market price of shares, thus no dilutive effect was included in the calculation of diluted loss per share[18](index=18&type=chunk) [9. Trade and Other Receivables](index=9&type=section&id=9.%20Trade%20and%20Other%20Receivables) The Group's total trade and other receivables decreased, primarily due to a reduction in trade receivables, with credit terms ranging from 5 to 120 days Total Trade and Other Receivables (As at June 30, 2025) | Item | As at June 30, 2025 (HK$ Thousand) | As at December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Trade Receivables | 21,796 | 30,665 | | Less: Provision for Credit Losses | (248) | (243) | | Other Receivables | 9,239 | 9,127 | | **Total Trade and Other Receivables** | **30,787** | **39,549** | Ageing Analysis of Trade Receivables (As at June 30, 2025) | Ageing | As at June 30, 2025 (HK$ Thousand) | As at December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Within 30 Days | 14,169 | 20,504 | | 31-60 Days | 6,474 | 9,488 | | 61-90 Days | 413 | 341 | | Over 90 Days | 492 | 89 | | **Total** | **21,548** | **30,422** | - The Group grants trade customers credit terms ranging from **5 to 120 days**, with an average ageing of approximately **56 days** (December 31, 2024: approximately **53 days**)[19](index=19&type=chunk) [10. Trade and Other Payables](index=10&type=section&id=10.%20Trade%20and%20Other%20Payables) The Group's total trade and other payables decreased, with supplier credit terms between 30 and 90 days, and overdue trade payables remaining stable Total Trade and Other Payables (As at June 30, 2025) | Item | As at June 30, 2025 (HK$ Thousand) | As at December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Trade Payables | 16,236 | 22,703 | | Payables for Acquisition of Property, Plant and Equipment | 3,200 | 2,492 | | Other PRC Taxes Payable | 13,010 | 11,794 | | Accrued Expenses | 25,692 | 37,811 | | Other Payables | 3,674 | 2,781 | | **Total** | **61,812** | **77,581** | Ageing Analysis of Trade Payables (As at June 30, 2025) | Ageing | As at June 30, 2025 (HK$ Thousand) | As at December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Current | 4,629 | 11,311 | | Overdue 1 to 30 Days | 23 | 8 | | Overdue 31 to 60 Days | – | – | | Overdue Over 60 Days | 11,584 | 11,384 | | **Trade Payables** | **16,236** | **22,703** | [11. Litigation and Contingent Liabilities](index=11&type=section&id=11.%20Litigation%20and%20Contingent%20Liabilities) The Group faces a significant tax issue related to its PRC subsidiary, Senye Paper, involving VAT invoice irregularities, unpaid taxes of approximately RMB 109 million, and administrative penalties of RMB 44.07 million, which the Group is contesting [Tax Treatment Decision](index=11&type=section&id=Tax%20Treatment%20Decision) Senye Paper appealed the Qingyuan Tax Bureau's tax treatment decision, including a rejected tax guarantee application and a review application to the Guangdong High People's Court, which was dismissed, now seeking administrative supervision - Senye Paper was required to pay approximately **RMB109 million** in outstanding taxes and surcharges due to VAT invoice issues[22](index=22&type=chunk) - Senye Paper's application for a tax guarantee was rejected, leading to appeals to various mainland authorities[23](index=23&type=chunk) - The application for review to the Guangdong High People's Court was dismissed, and an application for administrative supervision has been filed with the Qingyuan People's Procuratorate of Guangdong Province[24](index=24&type=chunk)[25](index=25&type=chunk) [Tax Penalty Decision](index=12&type=section&id=Tax%20Penalty%20Decision) Senye Paper sought administrative reconsideration and then initiated administrative litigation regarding the tax penalty decision; the second instance judgment overturned the first instance and dismissed Senye Paper's claims, prompting the Group to seek legal advice - Senye Paper was subject to an administrative penalty of approximately **RMB44.07 million**[22](index=22&type=chunk) - Senye Paper applied for administrative reconsideration with the Guangdong Provincial Tax Service regarding the tax penalty decision, followed by administrative litigation[26](index=26&type=chunk) - The second instance judgment overturned the first instance administrative judgment and dismissed Senye Paper's claims, and the Group is seeking PRC legal advice on this matter[27](index=27&type=chunk)[28](index=28&type=chunk) [Interim Dividend](index=14&type=section&id=Interim%20Dividend) The Board of Directors does not recommend the payment of an interim dividend for the six months ended June 30, 2025 - The Directors do not recommend the payment of an interim dividend for the six months ended June 30, 2025[29](index=29&type=chunk) [Business Review](index=14&type=section&id=Business%20Review) The Group's revenue declined significantly in the first half of 2025 due to reduced orders and intense market competition, while its upstream business aims to resume production after a boiler conversion project - In the first half of 2025, the Group's revenue decreased by **35.9%**, primarily due to reduced customer orders and intense market competition[30](index=30&type=chunk) - The upstream containerboard business has been temporarily suspended since October 2021 and is currently coordinating a coal-to-gas boiler conversion project to resume production[30](index=30&type=chunk) - The corrugated packaging industry faces a challenging operating environment, and the Group is committed to strengthening cost control management and improving efficiency to reduce losses[30](index=30&type=chunk) [Financial Review](index=14&type=section&id=Financial%20Review) This section provides a comprehensive analysis of the Group's financial performance, liquidity, and capital resources for the reporting period [Operating Results](index=14&type=section&id=Operating%20Results) The Group's revenue significantly decreased by 35.9% to HK$69.1 million, leading to lower gross profit and margin, though the loss for the period narrowed despite negative EBITDA Key Operating Results Changes (For the six months ended June 30) | Indicator | 2025 (HK$ Million) | 2024 (HK$ Million) | Change | | :--- | :--- | :--- | :--- | | Revenue | 69.1 | 107.8 | -35.9% | | Gross Profit | 5.0 | 9.2 | -45.7% | | Gross Profit Margin | 7.3% | 8.6% | -1.3 percentage points | | Other Income | 1.08 | 1.1 | -1.8% | | Other Gains and Losses (Net Gain) | 1.8 | 0.174 | +934.5% | | Selling and Distribution Costs | 4.4 | 5.9 | -25.5% | | Administrative Expenses | 16.1 | 17.9 | -10.1% | | Other Expenses | 27.5 | 29.5 | -6.8% | | Finance Costs | 1.7 | 1.8 | -5.6% | | EBITDA | (14.7) | (16.9) | +13.0% | | Loss for the Period | (38.4) | (43.7) | +12.1% | - The decrease in revenue was primarily due to reduced customer orders and intense competition[31](index=31&type=chunk) - The significant increase in net other gains and losses was mainly due to the write-off of accrued expenses and other payables[31](index=31&type=chunk) [Liquidity, Financial and Capital Resources](index=15&type=section&id=Liquidity%2C%20Financial%20and%20Capital%20Resources) The Group experienced reduced cash and cash equivalents, net current assets, and liquidity ratio, indicating increased liquidity pressure, alongside extended turnover days and higher leverage ratios Liquidity and Financial Indicators (As at June 30, 2025) | Indicator | As at June 30, 2025 | As at December 31, 2024 | Change | | :--- | :--- | :--- | :--- | | Total Cash and Cash Equivalents | HK$20.1 Million | HK$33.6 Million | -40.2% | | Net Current Assets | HK$0.1 Million | HK$9.9 Million | -99.0% | | Current Ratio | 1.0 | 1.12 | -0.12 | | Trade Receivables Turnover Days | Approx. 56 Days | Approx. 53 Days | +3 Days | | Trade Payables Turnover Days | Approx. 46 Days | Approx. 43 Days | +3 Days | | Inventory Turnover Days | Approx. 46 Days | Approx. 33 Days | +13 Days | | Total Bank Borrowings | HK$91.9 Million | HK$92.4 Million | -0.5% | | Gearing Ratio | 13.0% | 12.7% | +0.3 percentage points | | Net Borrowings | HK$71.2 Million | HK$58.2 Million | +22.3% | | Net Gearing Ratio | 10.0% | 8.0% | +2.0 percentage points | - The Group's capital expenditure in China was **HK$0.2 million**, primarily for property, plant, and equipment, a significant decrease from the prior period[34](index=34&type=chunk) [Outlook](index=16&type=section&id=Outlook) The corrugated packaging industry is expected to remain challenging, but the Group anticipates resuming upstream operations and benefiting from increasing demand for eco-friendly paper packaging - The operating environment for the corrugated packaging industry is expected to remain challenging, facing soaring manufacturing costs and weak market demand[36](index=36&type=chunk) - The Group anticipates its upstream business will resume operations after completing the coal-to-gas boiler conversion project to achieve vertical integration advantages[36](index=36&type=chunk) - Stricter controls on plastic packaging in China and market focus on sustainability will drive demand for environmentally friendly paper packaging, benefiting the Group's business[36](index=36&type=chunk) - The Group will focus on strategies such as pricing power, increasing sales volume, improving production efficiency, and reducing energy use and raw material waste[36](index=36&type=chunk) [Human Resources](index=16&type=section&id=Human%20Resources) The Group employed approximately 206 full-time staff as of June 30, 2025, a decrease from the prior period, offering competitive remuneration and performance-based incentives - As of June 30, 2025, the Group employed approximately **206** full-time staff, a decrease from **229** as of December 31, 2024[37](index=37&type=chunk) - The Group offers competitive remuneration packages to employees and may grant share options and discretionary bonuses based on performance[37](index=37&type=chunk) [Audit Committee](index=16&type=section&id=Audit%20Committee) The Audit Committee, comprising three independent non-executive directors, reviewed the interim results, financial statements, risk management, internal controls, and financial reporting - The Audit Committee, consisting of three independent non-executive directors, has reviewed the Group's interim results announcement and financial statements, and discussed risk management, internal controls, and financial reporting matters[38](index=38&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=16&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Listed%20Securities) Neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the six months ended June 30, 2025 - For the six months ended June 30, 2025, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[39](index=39&type=chunk) [Model Code for Securities Transactions](index=17&type=section&id=Model%20Code%20for%20Securities%20Transactions) The Company has adopted a code of conduct for directors' securities transactions, which is no less stringent than the Model Code in Appendix C3 of the Listing Rules - The Company has adopted a code of conduct for directors' securities transactions, with terms no less stringent than the Model Code set out in Appendix C3 of the Listing Rules[40](index=40&type=chunk) [Corporate Governance](index=17&type=section&id=Corporate%20Governance) The Company's corporate governance practices include deviations from certain code provisions regarding the roles of Chairman and CEO, audit committee meetings, and remuneration committee responsibilities [Code Provision C.2.1](index=17&type=section&id=Code%20Provision%20C.2.1) The Company deviates from the code provision requiring written delineation of Chairman and CEO responsibilities, as their roles are considered clearly defined - The Company has not formally separated the roles of Chairman and Chief Executive Officer in writing, but the Board believes their respective responsibilities are clearly defined[42](index=42&type=chunk)[43](index=43&type=chunk) [Code Provision D.3.3](index=17&type=section&id=Code%20Provision%20D.3.3) The Company deviates from the code provision for the Audit Committee to meet with auditors at least twice annually, as no auditors were engaged for the interim review - The Audit Committee meets with the auditors once a year, instead of the minimum two times required by the code, as no auditors were engaged to review the interim report[42](index=42&type=chunk)[43](index=43&type=chunk) [Code Provision E.1.2](index=18&type=section&id=Code%20Provision%20E.1.2) The Company deviates from the code provision for the Remuneration Committee to review senior management remuneration, which is currently handled by the Chairman and/or CEO - The Remuneration Committee only reviews the remuneration of Directors, while senior management remuneration is handled by the Chairman and/or Chief Executive Officer[44](index=44&type=chunk)[48](index=48&type=chunk) [Public Float](index=18&type=section&id=Public%20Float) As of the announcement date, at least 25% of the Company's total issued shares are held by the public - As of the date of this announcement, at least **25%** of the Company's total issued shares are held by the public[45](index=45&type=chunk) [Publication of Results Announcement and Interim Report](index=18&type=section&id=Publication%20of%20Results%20Announcement%20and%20Interim%20Report) The results announcement has been published on the Company's and HKEX websites, with the interim report to be dispatched to shareholders and published in September 2025 - This results announcement has been published on the Company's website and the website of Hong Kong Exchanges and Clearing Limited[46](index=46&type=chunk) - The interim report for the six months ended June 30, 2025, will be dispatched to shareholders and published on the Company's and HKEX websites in September 2025[46](index=46&type=chunk) [Acknowledgement](index=18&type=section&id=Acknowledgement) The Board of Directors extends its sincere gratitude to shareholders, business partners, and company employees - The Board of Directors extends its sincere gratitude to shareholders, business partners, and company employees[47](index=47&type=chunk)

[Supplemental Announcement to the 2024 Annual Report](index=1&type=section&id=%E4%BA%8C%E9%9B%B6%E4%BA%8C%E5%9B%9B%E5%B9%B4%E5%B9%B4%E5%A0%B1%E4%B9%8B%E8%A3%9C%E5%85%85%E5%85%AC%E5%91%8A) [Details of the 2023 Share Option Scheme](index=1&type=section&id=%E4%BA%8C%E9%9B%B6%E4%BA%8C%E4%B8%89%E5%B9%B4%E8%B3%BC%E8%82%A1%E6%AC%8A%E8%A8%88%E5%8A%83%E8%A9%B3%E6%83%85) This supplemental announcement provides additional information on the 2023 Share Option Scheme disclosed in Hop Fung Group Holdings Limited's 2024 Annual Report, detailing authorization limits, vesting periods, exercise periods, acceptance terms, and share subscription price determination criteria [Maximum Entitlement for Each Eligible Participant](index=1&type=section&id=%E5%90%84%E5%90%88%E8%B3%87%E6%A0%BC%E5%8F%83%E8%88%87%E8%80%85%E5%8F%AF%E7%8D%B2%E6%8E%88%E6%AC%8A%E6%AC%8A%E7%9B%8A%E4%B8%8A%E9%99%90) This section clarifies the maximum total number of shares that various eligible participants may be granted and exercise within a 12-month period under the 2023 Share Option Scheme and other related plans, and specifies conditions requiring shareholder approval - The total number of shares issued upon exercise of share options and awards to any grantee within any 12-month period (including the grant date) shall not exceed **1% of the company's then-issued share capital**[4](index=4&type=chunk) - Granting share options to directors (excluding independent non-executive directors), chief executives, or their associates, if resulting in the aggregate of shares granted and to be granted within 12 months exceeding **0.1% of the issued shares**, requires shareholder approval, with relevant parties abstaining from voting[4](index=4&type=chunk) - Granting share options to independent non-executive directors, substantial shareholders, or their associates, if resulting in the aggregate of shares granted and to be granted within 12 months exceeding **0.1% of the issued shares**, requires shareholder approval, with relevant parties abstaining from voting[5](index=5&type=chunk) [Vesting Period](index=2&type=section&id=%E6%AD%B8%E5%B1%AC%E6%9C%9F) This section outlines the minimum holding period before share options can be exercised and notes the Board's discretion to determine shorter vesting periods and set performance targets - Grantees must hold share options for a minimum of **12 months** before exercise[6](index=6&type=chunk) - The Board (or Remuneration Committee) may, at its discretion, grant shorter vesting periods to employee participants[6](index=6&type=chunk) - The Board may determine and set performance targets that must be achieved before the exercise of share options[6](index=6&type=chunk) [Exercise Period](index=2&type=section&id=%E8%A1%8C%E4%BD%BF%E6%9C%9F) This section stipulates the maximum period during which share options can be exercised - Share options may be exercised at any time within the period determined and notified by the directors to the grantee, but not exceeding **ten (10) years** from the date of the share option offer[7](index=7&type=chunk) [Time for Acceptance and Vesting of Share Options](index=2&type=section&id=%E6%8E%A5%E7%B4%8D%E8%B3%BC%E8%82%A1%E6%AC%8A%E5%8F%8A%E6%AD%B8%E5%B1%AC%E4%B9%8B%E6%99%82%E9%96%93) This section clarifies the acceptance deadline for share option offers and the nominal consideration required - Offers may be accepted within a maximum of **21 days** from the date the offer is made (which must be a business day)[8](index=8&type=chunk) - A consideration of **HK$1.00** must be paid upon acceptance[8](index=8&type=chunk) [Basis for Determining Share Subscription Price](index=2&type=section&id=%E8%82%A1%E4%BB%BD%E8%AA%8D%E8%B3%BC%E5%83%B9%E7%9A%84%E9%8E%9A%E5%AE%9A%E5%9F%BA%E6%BA%96) This section details the three criteria for determining the share option subscription price, stipulating that the subscription price must not be lower than the highest of these - The subscription price for any share option shall not be less than the highest of the following three items[9](index=9&type=chunk) - 1. The closing price of the shares as stated in the daily quotation sheet of the Stock Exchange on the date of grant[9](index=9&type=chunk) - 2. The average closing price of the shares as stated in the daily quotation sheets of the Stock Exchange for the **five business days** immediately preceding the date of grant[9](index=9&type=chunk) - 3. The nominal value of the shares[10](index=10&type=chunk) [Board Members](index=3&type=section&id=%E8%91%A3%E4%BA%8B%E6%9C%83%E6%88%90%E5%93%A1) This section lists the current executive and independent non-executive directors of Hop Fung Group Holdings Limited as of the announcement date - Executive Directors include: Mr. Hui Sum Ping, Mr. Hui Sum Tai, and Ms. Hui Yuk Ling[11](index=11&type=chunk) - Independent Non-Executive Directors include: Mr. Cho Sze Wai, Mr. Wong Chu Leung, and Mr. Chow Suk Ming[11](index=11&type=chunk)

Group 1 - The company, Hefeng Group (02320.HK), has announced a board meeting scheduled for August 22, 2025 [1] - The meeting will consider and approve the unaudited interim results report for the six months ending June 30, 2025, and the distribution of an interim dividend, if any [1] - Other matters will also be addressed during the board meeting [1]

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，概不對因本公告全部或任 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。 董事會召開日期 合豐集團控股有限公司（「本公司」及其附屬公司「本集團」）董事會（「董事會」）茲 通告謹定於二零二五年八月二十二日舉行董事會會議，以考慮及通過本集團截至 二零二五年六月三十日止六個月未經審核之中期業績報告及派發中期股息（如有）， 以及處理其他事項。 承董事會命 合豐集團控股有限公司 公司秘書 陳偉民 香港，二零二五年八月八日 許玉玲 獨立非執行董事： （於開曼群島註冊成立的有限公司） 股份代號：2320 於本公告日期，本公司董事為： 執行董事： 許森平 許森泰 曹思維 黃珠亮 周淑明 ...

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 截至月份: 2025年7月31日 狀態: 新提交 致：香港交易及結算所有限公司 FF301 第 1 頁 共 10 頁 v 1.1.1 FF301 II. 已發行股份及/或庫存股份變動 | 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) | 02320 | 說明 | | 普通股 | | | | | | | | 已發行股份（不包括庫存股份）數目 | | | 庫存股份數目 | | 已發行股份總數 | | | 上月底結存 | | | | 817,644,000 | | 0 | | 817,644,000 | | 增加 / 減少 (-) | | | | 0 | | 0 | | | | 本月底結存 | | | | 817,644,000 | | 0 | | 817,644,000 | 公司名稱: 合豐集團控股有限公司 呈交日期: 2025年8月6 ...

Financial Performance - In 2024, the Group's revenue from corrugated packaging decreased by 5.7% year-on-year, with a 1.5% increase in the first half followed by a 12% decrease in the second half compared to the respective periods in 2023[23]. - The Group recorded a loss in 2024, although it was an alleviated loss compared to 2023, attributed to decreased procurement costs, reduced impairment losses, lower depreciation expenses, and a decrease in staff numbers[13]. - The Group recorded revenue of HK$211.5 million in 2024, a decrease of HK$12.9 million (5.7%) from HK$224.4 million in 2023 due to a reduction in customer orders[28][34]. - Cost of sales decreased from HK$210.4 million in 2023 to HK$193.7 million in 2024, primarily due to reduced overseas containerboard procurement and lower domestic containerboard prices[29][34]. - Gross profit increased from HK$13.9 million in 2023 to HK$17.8 million in 2024, with the gross profit margin rising from 6.2% to 8.4%[29][34]. - Other income fell from HK$6.7 million in 2023 to HK$2.7 million in 2024, mainly due to a decline in bank interest and service income[30][34]. - The Group recorded a loss of HK$95.2 million in 2024, an improvement of HK$5.6 million compared to a loss of HK$100.8 million in 2023, with the net loss margin increasing from 44.9% to 45.0%[38][43]. - As of December 31, 2024, the Group's bank balances and cash were HK$33.6 million, down from HK$47.3 million in 2023, while bank borrowings increased from HK$72.8 million to HK$92.4 million[39][44]. - The Group's net borrowings level rose to HK$58.2 million as of December 31, 2024, compared to HK$25.6 million in 2023, with a gearing ratio of 12.7%[40][44]. - Capital expenditures for property, plant, and equipment in China were HK$2.1 million in 2024, significantly lower than HK$8.5 million in 2023[41][45]. - Debtors, creditors, and inventory turnover improved to approximately 53 days, 43 days, and 33 days respectively in 2024, compared to 62 days, 52 days, and 46 days in 2023[42][45]. Business Environment - The business environment for the corrugated packaging industry is expected to remain challenging due to geopolitical tensions and sluggish demand in the post-pandemic era[19]. - The corrugated packaging industry is expected to face a challenging business environment due to rising manufacturing costs and weakening market demand[47]. - The Group anticipates that the upstream business will resume operations after transitioning from coal-fuel to gas-fuel boilers, enhancing competitive advantage through vertical integration[47]. - The growth of e-commerce is projected to increase the demand for corrugated packaging materials for safe and efficient product shipping[48]. Operational Strategies - The Group continues to purchase containerboard from third-party suppliers to ensure a stable supply for its downstream corrugated packaging business[24]. - Key strategies include enhancing pricing power, increasing sales volume, improving production efficiency, and reducing energy usage and raw material wastage[49]. - The Group's management emphasizes good capital management to enhance operational efficiency and cope with market volatility for long-term sustainable development[19]. Legal and Tax Matters - The Group has not made provisions for certain tax payments due to ongoing appeals, with management believing it is probable to succeed in these appeals[60]. - The independent auditor's report includes a qualified opinion regarding uncertainties related to tax payment assessments[56]. - The Group's management considers that uncertainties concerning tax obligations could be resolved by a court decision expected before December 31, 2025[63]. - The Company is awaiting a final decision from the Mainland China courts regarding tax liabilities, expected in 2025, which may resolve current audit issues[70]. - The Group's PRC legal advisor indicated that the State Administration of Taxation no longer has the right to appeal, leading to the removal of contingent liabilities related to the "Tax Matter Notice" this year[71]. - The Company filed a retrial application on August 10, 2023, against a judgment from July 5, 2023, regarding value-added tax invoices, which has been accepted for retrial by the Guangdong Higher People's Court[86][90]. - The Audit Committee has reviewed the management's position on audit issues and agreed that no provision should be made unless an irrevocable decision is reached by the courts[68]. - The auditor's view is that audit modifications can be removed if a final decision is made by the courts in 2025 and relevant provisions are recorded in the financial statements[77]. - The management believes that the audit issues will be resolved similarly to previous years, following effective action plans[71][78]. Corporate Governance - The Company has adopted the Corporate Governance Code as the basis for its governance practices[131]. - The Company has established a corporate governance framework based on the CG Code to enhance oversight on business conduct[132]. - The Company complied with all code provisions of the CG Code for the year ended December 31, 2024, except for provisions C.2.1, D.3.3, and E.1.2[133]. - The Company has a Code of Conduct for Directors' dealings in securities, which has been confirmed as complied with throughout the year[138]. - The Company has established policies and procedures to enhance the Board's ability to implement governance[132]. - The Company has confirmed that there are no financial, business, family, or other material relationships among the members of the Board[141]. - The Board comprises six Directors, including three Executive Directors and three Independent Non-executive Directors[140]. - The Company has established a Nomination Committee to identify suitable candidates for directorship, ensuring at least three independent non-executive directors represent one-third of the Board[145][149]. - The Board has reviewed the effectiveness of its mechanisms for ensuring independent views and considers them effective as of December 31, 2024[150]. - Each independent non-executive director has provided written annual confirmation of their independence in accordance with Listing Rules[154]. - The independent non-executive directors are appointed for a specific term of around two years, subject to renewal[155]. - The Board is responsible for leadership and control of the Company, overseeing strategic decisions and performance[157]. - The management is required to provide monthly updates to the Board on the Company's performance, position, and prospects[165]. - The Company has mechanisms in place to ensure compliance with internal control and risk management systems[158]. - The Chairman and Chief Executive Officer roles are held by Mr. Hui Sum Ping and Mr. Hui Sum Tai, respectively, with clear and distinctive responsibilities[147][148]. - The Company provided induction training and legal advice to newly appointed Directors to ensure understanding of business operations and responsibilities under Listing Rules[168]. - Continuous Professional Development (CPD) records for Directors included training sessions and relevant reading materials to keep them updated on regulatory developments[171]. - The Audit Committee held two meetings to review the interim and annual financial results for the year ended December 31, 2024, focusing on financial reporting and internal control systems[183]. - The Remuneration Committee met twice during the year to review the remuneration policy and structure for Directors, including the New Share Option Scheme[187]. - Directors' remuneration is determined based on their duties, responsibilities, performance, and the Group's results, with annual reviews conducted by the Remuneration Committee[188]. - The Company has established three Board committees: Audit Committee, Remuneration Committee, and Nomination Committee, each with defined terms of reference[174]. - The Audit Committee consists of three Independent Non-executive Directors, ensuring oversight of financial reporting and risk management[176]. - The Remuneration Committee is responsible for establishing transparent procedures for developing remuneration policies to prevent conflicts of interest[186]. - The Company provided e-learnings on updates related to Listing Rules for all Directors during the year ended December 31, 2024[170]. - The Company encourages all Directors to attend relevant external training courses at the Company's expense to enhance their skills[169]. - Senior management remuneration details for the year ended December 31, 2024, include 2 members earning between HK$0–HK$1,000,000, 1 member earning between HK$5,000,001–HK$5,500,000, and 1 member earning between HK$5,500,001–HK$6,000,000[197]. - The Nomination Committee consists of three Independent Non-executive Directors, with Mr. Tso Sze Wai serving as the chairman[198]. - The Nomination Committee's principal duties include reviewing Board composition and making recommendations on the appointment and succession planning of Directors[199]. - The Nomination Committee considers factors concerning Board diversity as outlined in the Company's Board Diversity Policy[200].