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。 Swang Chai Chuan Limited 雙財莊有限公司 （於 開 曼 群 島 註 冊 成 立 之 有 限 公 司） （股 份 代 號：2321） 獨立非執行董事變動 及董事委員會組成變動 獨立非執行董事辭任 雙財莊有限公司（「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，由於其他個人及業務承擔，Khoo Chee Siang先 生（「Khoo先 生」）、 魏華生先生（「魏先生」）及Tiong Hui Ling女 士（「Tiong女 士」）已辭任本公司獨立非 執行董事（「獨立非執行董事」），自2025年8月1日起生效（「辭 任」）。 Lee先 生，67歲，為一名經驗豐富的財務主管，於亞太地區的快速消費品、零售、 製造及服務業擁有逾40年 經 驗。彼 於 財 務 領 導、併 購、業 ...

Group 1 - The article provides a list of companies listed on the Hong Kong stock market along with their dividend distribution dates and shareholder meeting dates [1][4][5] - Notable companies mentioned include China Railway, Green Town China, and Budweiser APAC, which are scheduled for dividend payments [4][5] - The document outlines various companies' actions regarding capital increases and dividend distributions, indicating ongoing corporate activities in the market [4][5]

Financial Performance - The company's revenue for the fiscal year ending December 31, 2024, decreased by approximately RM 18.9 million or 2.0% to about RM 913.0 million from RM 931.9 million in the previous year[16]. - The net profit for the fiscal year was approximately RM 28.1 million, an increase from RM 27.1 million in the previous year[17]. - Gross profit margin increased to approximately 12.4% from 11.8% in the previous year, attributed to competitive pricing strategies[21]. - Other income rose by approximately RM 0.15 million or 5.3% to about RM 3.0 million, mainly due to recognized rental income during the year[22]. - The decrease in revenue was primarily due to a reduction of approximately RM 15.3 million in distribution revenue from third-party brands, particularly in dairy, confectionery, and packaged foods[20]. - The group recorded a profit of approximately 28.1 million MYR for the reporting period, with a net profit margin increasing from 2.9% to 3.1%[27]. - The total assets increased to RM 391.9 million in 2024 from RM 349.1 million in 2023[15]. - Total equity rose to RM 248.3 million in 2024, up from RM 227.5 million in 2023[15]. Expenses and Costs - Sales and distribution expenses increased by approximately 0.05 million MYR or 0.1% to about 52.88 million MYR, primarily due to increases in packaging, maintenance of property and equipment, and promotional activities[23]. - Administrative and other operating expenses rose by approximately 5.7 million MYR or 28.3% to about 25.8 million MYR, mainly due to increased employee costs and depreciation of fixed assets[24]. - Financing costs decreased by approximately 1.0 million MYR or 43.5% to about 1.3 million MYR, attributed to a reduction in the usage of bank acceptance financing[25]. - Income tax expenses decreased by approximately 1.1 million MYR or 11.5% to about 8.5 million MYR, mainly due to a decline in non-deductible expenses and increased tax incentives[26]. Workforce and Employment - The group employed 909 full-time employees in Malaysia as of December 31, 2024, an increase from 840 employees as of December 31, 2023[36]. - The company has 169 self-operated logistics vehicles, enhancing service quality[19]. Corporate Governance - The company has adopted the corporate governance code as per the listing rules, ensuring compliance with applicable governance standards during the reporting period[61]. - The board consists of seven members, including three executive directors and four independent non-executive directors, ensuring a diverse governance structure[71]. - The company is committed to maintaining robust corporate governance and effective internal control systems to enhance shareholder value and accountability[61]. - The company has established mechanisms to ensure the board receives independent opinions and information on governance matters[69]. - The company has a policy for directors to disclose any other positions held, ensuring transparency in governance[83]. - The board regularly reviews its corporate governance policies and practices to ensure compliance with legal and regulatory requirements[83]. Risk Management - The company has established a risk management framework based on five elements: internal environment monitoring, risk management, control activities, information and communication, and monitoring and improvement[122]. - Identified risks are analyzed and assessed using established risk assessment criteria, helping prioritize risk management efforts[124]. - The company aims to minimize risks rather than eliminate them, with a structured approach to risk assessment and mitigation[121]. - The company has a risk management system in place, which is reviewed annually by the board and audit committee[141]. Shareholder Engagement - The company is committed to engaging with shareholders through the annual general meeting to gather feedback and address inquiries[111]. - Shareholders can submit inquiries to the board in writing at the company's main business location[113]. - The board declared a special dividend of HKD 0.0135 per share, totaling HKD 13,502,025, paid on August 26, 2024[118]. - No final dividend was recommended for the reporting period, consistent with the previous year[119]. Environmental, Social, and Governance (ESG) - The company’s environmental, social, and governance (ESG) report for the fiscal year 2024 is prioritized for preparation and disclosure[63]. - The company is committed to maintaining sustainable practices and closely monitors resource utilization to minimize environmental impact[149]. Strategic Plans - The company plans to actively expand its business by acquiring new warehouses, seeking new suppliers, and investing in product development[17]. - The company continues to implement strategies to enhance market penetration across different regions to reduce reliance on specific markets[141]. Legal and Compliance - The company has established multiple management systems and measures to ensure compliance with relevant laws and regulations, with no serious violations reported during the reporting period[149]. - The company has established a whistleblowing policy to encourage employees to report misconduct, with the CFO overseeing its implementation[129].

Financial Performance - Revenue for the year ended December 31, 2024, decreased by approximately 2.0% to about 913.0 million MYR, compared to 931.9 million MYR for the year ended December 31, 2023[4] - Profit attributable to owners of the company for the reporting period was approximately 28.1 million MYR, an increase from 27.1 million MYR in the previous year[4] - Basic earnings per share for the reporting period was 2.81 sen, compared to 2.71 sen in the previous year[4] - Total comprehensive income for the year was 28.87 million MYR, slightly up from 28.30 million MYR in the previous year[5] - Pre-tax profit for 2024 was 36,575,000 MYR, slightly down from 36,742,000 MYR in 2023[31] - The group recorded a profit of approximately 28.1 million MYR for the reporting period, compared to 27.1 million MYR in the previous year, with net profit margin increasing from 2.9% to 3.1%[61] Revenue Breakdown - Revenue from food and beverage distribution and sales was 902,782 thousand MYR in 2024, down from 922,215 thousand MYR in 2023, reflecting a decline of 2.9%[26] - Revenue from logistics, warehousing, and other services increased to 10,226 thousand MYR in 2024, up from 9,705 thousand MYR in 2023, representing a growth of 5.4%[26] Assets and Liabilities - Non-current assets amounted to 62.65 million MYR, a decrease from 65.39 million MYR in the previous year[6] - Current assets increased to 329.30 million MYR from 283.67 million MYR in the previous year[6] - Total liabilities increased to 112.46 million MYR from 94.38 million MYR in the previous year[7] - Net assets increased to 248.26 million MYR from 227.53 million MYR in the previous year[7] Dividends - The company does not recommend any final dividend payment to shareholders for the reporting period[4] - The company declared a special dividend of 0.0135 HKD per ordinary share for 2024, down from 0.023 HKD in 2023, totaling 8,138,000 MYR[34] - The company did not recommend any final dividend for the year ending December 31, 2024[35] Operational Focus - The company continues to focus on its core business in the food and beverage distribution and sales sector in Malaysia[9] - The group operates primarily in Malaysia, with all revenue from external customers generated in this region[24] - The group has only one operating and reportable segment, focusing on food and beverage distribution and sales, as well as logistics and warehousing services[24] Financial Reporting and Compliance - The financial statements are prepared in accordance with International Financial Reporting Standards and comply with the disclosure requirements of the Hong Kong Companies Ordinance[10] - The group has adopted new and revised International Financial Reporting Standards, but these have not had a significant impact on the consolidated financial statements[14][16][20] - The group’s accounting policies remain consistent with those applied in the preparation of the consolidated financial statements for 2023[10] Employee and Operational Costs - Employee costs for 2024 were 44,268,000 MYR, an increase of 7.3% from 41,127,000 MYR in 2023[28] - Administrative and other operating expenses increased by approximately 5.7 million MYR or 28.3% to about 25.8 million MYR, primarily due to increased employee costs and depreciation of fixed assets[58] - Financing costs decreased by approximately 1.0 million MYR or 43.5% to about 1.3 million MYR, mainly due to reduced bank financing utilization leading to lower interest on bank notes[59] Taxation - The company reported a total tax expense of 8,512,000 MYR for 2024, down from 9,626,000 MYR in 2023[31] - Income tax expenses decreased by approximately 1.1 million MYR or 11.5% to about 8.5 million MYR, primarily due to a decrease in non-deductible expenses and increased tax incentives[60] Trade Receivables and Payables - Trade receivables from third parties increased to 134,608,000 MYR in 2024 from 121,127,000 MYR in 2023[36] - The overdue trade receivables over 90 days increased significantly to 4,666 thousand MYR in 2024 from 1,797 thousand MYR in 2023, indicating a potential liquidity concern[40] - Trade payables to third parties rose to 69,385 thousand MYR in 2024, up from 52,337 thousand MYR in 2023, reflecting increased operational costs[43] Corporate Governance - The audit committee consists of three independent non-executive directors, ensuring compliance with corporate governance standards[75] - The audit committee is responsible for reviewing the group's financial information, including compliance with accounting standards and listing rules[76] - The company has established policies for corporate governance and compliance with legal and regulatory requirements[78] Shareholding Structure - As of December 31, 2024, the directors and key executives collectively hold 72.29% of the company's shares through Soon Holdings Limited[77] - The major shareholder, Soon Holdings Limited, holds 723,000,000 shares, representing 72.29% of the total shares[81] - The company’s major shareholders include family members with controlled interests, ensuring significant ownership concentration[86] Future Plans and Investments - The company plans to adopt prudent cost control measures to improve profit margins and maintain competitiveness in a high-inflation business environment[53] - The group plans to reallocate unutilized proceeds to further enhance distribution and sales capabilities, with a revised allocation of HKD 72.2 million for this purpose[63][64] Miscellaneous - There were no significant contingent liabilities as of December 31, 2023, and 2024[72] - There were no major investments, acquisitions, or sales of subsidiaries, associates, or joint ventures during the reporting period[74] - The group had no significant subsequent events reported after December 31, 2024, until the annual performance announcement date[90]

Financial Performance - Revenue for the six months ended June 30, 2024, decreased by 2.1% to approximately MYR 471.8 million from MYR 481.7 million in the same period last year[8]. - Gross profit for the same period was MYR 55.5 million, with a gross margin of 11.8%, down from 12.1% in the previous year[5][9]. - Pre-tax profit decreased to MYR 18.7 million from MYR 23.7 million, representing a decline of approximately 21.2%[5]. - Net profit for the period was MYR 14.3 million, compared to MYR 16.5 million in the previous year, reflecting a decrease of about 13.2%[5]. - Other income fell by 68.1% to approximately MYR 1.1 million, primarily due to the absence of foreign exchange gains[10]. - The group recorded a profit of approximately 14.3 million MYR for the current period, down from 16.5 million MYR in the same period last year, with a net profit margin decreasing from 3.4% to 3.0% due to a decline in gross profit margin[15]. - The company reported a profit of 16,450 thousand MYR for the six months ended June 30, 2024, compared to 23,662 thousand MYR for the same period in 2023, reflecting a decrease of approximately 30.4%[40]. - The group reported a pre-tax profit of 14,283 thousand MYR for the six months ended June 30, 2024, compared to 16,450 thousand MYR for the same period in 2023, reflecting a decline of 13.3%[56]. - Total comprehensive income for the period was 17,450 thousand MYR, which includes a profit of 14,283 thousand MYR and other comprehensive losses of 3,167 thousand MYR[39]. Expenses and Costs - Selling and distribution expenses decreased by 9.0% to approximately MYR 24.2 million, attributed to improved warehouse maintenance and reduced reliance on third-party logistics[11]. - Administrative and other operating expenses increased by 25.2% to approximately MYR 12.9 million, mainly due to higher employee costs and foreign exchange losses[12]. - Financing costs decreased by 33.3% to approximately MYR 0.8 million, due to reduced usage of bank acceptance financing[13]. - Tax expenses decreased by 38.9% to approximately MYR 4.4 million, primarily due to a reduction in pre-tax profits[14]. - Financing costs decreased to 839 thousand MYR from 1,259 thousand MYR year-over-year, indicating improved cost management[37]. Assets and Liabilities - As of June 30, 2024, the group's net current assets were approximately 207.0 million MYR, an increase from 189.3 million MYR as of December 31, 2023[18]. - The group's cash and cash equivalents as of June 30, 2024, were approximately 27.9 million MYR, down from 45.2 million MYR as of December 31, 2023[18]. - The group's bank borrowings amounted to approximately 37.2 million MYR as of June 30, 2024, with a weighted average effective interest rate of about 4.0%[18]. - The group's debt-to-equity ratio was approximately 16.7% as of June 30, 2024, down from 24.1% as of December 31, 2023, primarily due to an increase in equity and a decrease in bank financing[19]. - Total assets less current liabilities amounted to 269,790 thousand MYR as of June 30, 2024, an increase from 254,684 thousand MYR at the end of 2023[38]. - The company's net asset value increased to 244,975 thousand MYR as of June 30, 2024, compared to 227,525 thousand MYR at the end of 2023[38]. - The company's total liabilities decreased to 164,620 thousand MYR as of June 30, 2024, from 136,923 thousand MYR as of January 1, 2023, showing a reduction of about 20.2%[39]. Investments and Future Plans - The company plans to continue leveraging its industry knowledge to expand core strengths and explore new business opportunities while implementing prudent cost control measures[7]. - The group plans to enhance distribution and sales capabilities with an allocation of 50.3 million HKD for the year ending December 2024[16]. - The group is in the preliminary stages of purchasing land and constructing a warehouse in Klang, Selangor, which has delayed the utilization of funds[16]. - The company acquired an industrial land parcel in Penang, Malaysia, for 11.86 million MYR (approximately 19.69 million HKD) through its wholly-owned subsidiary[34]. Corporate Governance - The company has complied with the corporate governance code, except for the roles of Chairman and CEO being held by the same individual, Soon See Beng, who is considered the best candidate for the position[24]. - The audit committee, established on July 14, 2022, consists of three independent non-executive directors and is responsible for reviewing and supervising the group's financial reporting procedures[25]. - The company emphasizes the importance of the company secretary's role in governance matters, appointing Yang Guangwei as the external service provider for this position[24]. - The board consists of three executive directors and four independent non-executive directors, ensuring a balance of power and authority[24]. Shareholder Information - Soon See Beng, Soon Chiew Ang, and Soon See Long each hold 723,000,000 shares, representing 72.29% of the company's equity[27]. - The shares are held by Soon Holdings Limited, with ownership distributed as 70% to Soon See Beng, and 10% each to Soon Chiew Ang, Soon See Long, and Soon Lee Shiang[28]. - The beneficial ownership of 723,000,000 shares is also reported for several spouses of the directors, indicating a significant concentration of ownership[30]. - The company has not disclosed any other interests or short positions held by directors or key executives in the company or any associated corporations[29]. Employee and Labor Relations - The group employed 895 full-time employees in Malaysia as of June 30, 2024, and maintained good relations with employees without any major labor disputes[20]. Cash Flow and Financing Activities - Operating cash flow for the six months ended June 30, 2024, was 16,768 thousand MYR, down from 21,279 thousand MYR in the previous year, indicating a decline of about 21.8%[40]. - The company experienced a net cash outflow from investing activities of 19,245 thousand MYR for the six months ended June 30, 2024, compared to a net inflow of 5,170 thousand MYR in 2023[41]. - The company raised 12,645 thousand MYR in new borrowings during the financing activities, an increase from 9,450 thousand MYR in the previous year[41]. - Cash and cash equivalents decreased to 27,942 thousand MYR as of June 30, 2024, down from 38,025 thousand MYR at the same time in 2023, representing a decline of approximately 26.5%[41]. Inventory and Receivables - As of June 30, 2024, the company's inventory amounted to 90,894,000 MYR, an increase of 3.3% from 87,938,000 MYR as of December 31, 2023[71]. - Trade receivables from third parties increased to 133,526,000 MYR as of June 30, 2024, up from 120,617,000 MYR as of December 31, 2023, representing a growth of 10.7%[73]. - The company's trade payables to third parties rose to 69,071,000 MYR as of June 30, 2024, compared to 52,337,000 MYR as of December 31, 2023, reflecting a significant increase of 31.9%[79]. - Trade receivables aged within 30 days increased significantly to 113,532,000 MYR as of June 30, 2024, compared to 63,635,000 MYR as of December 31, 2023, indicating improved collection efficiency[75]. - The total trade and other receivables reached 145,128,000 MYR as of June 30, 2024, compared to 127,716,000 MYR as of December 31, 2023, marking an increase of 13.6%[74]. Lease and Asset Management - The total carrying value of property, plant, and equipment was 39,172 thousand MYR, a decrease from 41,693 thousand MYR as of December 31, 2023[60]. - The company reported a total cost of 73,880 thousand MYR for property, plant, and equipment as of June 30, 2024, compared to 68,595 thousand MYR as of December 31, 2023[60]. - The total net value of right-of-use assets as of June 30, 2024, was 21,132 thousand MYR, slightly up from 21,113 thousand MYR as of December 31, 2023[65]. - The company has committed short-term lease or low-value asset lease obligations of approximately 74,000 MYR as of June 30, 2024, compared to 32,000 MYR as of December 31, 2023[68]. - The carrying value of leasehold land as of June 30, 2024, was approximately 13,862 thousand MYR, down from 14,852 thousand MYR as of December 31, 2023[67]. - The company reported a total accumulated depreciation of 32,187 thousand MYR for property, plant, and equipment as of June 30, 2024[60]. - The company has pledged leasehold land and buildings with a carrying value of 14,058 thousand MYR for bank financing as of June 30, 2024[61]. Taxation and Deferred Tax - The total tax expense for the six months ended June 30, 2024, was 4,377 thousand MYR, down from 7,212 thousand MYR in the same period of 2023, indicating a reduction of 39.5%[54]. - Deferred tax assets were reported at 2,459,000 MYR as of June 30, 2024, slightly down from 2,542,000 MYR as of December 31, 2023[85]. - The total deferred tax liabilities decreased from 1,166,000 MYR as of December 31, 2023, to 882,000 MYR as of June 30, 2024, reflecting a reduction of approximately 24.5%[85].

Financial Position - The total non-current assets as of June 30, 2024, adjusted, amounted to 62,831 thousand MYR, a decrease from 65,391 thousand MYR as of December 31, 2023, representing a decline of approximately 3%[2] - Current assets increased to 305,962 thousand MYR as of June 30, 2024, compared to 283,672 thousand MYR as of December 31, 2023, reflecting an increase of about 7.8%[2] - The total liabilities as of June 30, 2024, adjusted, were 99,003 thousand MYR, up from 94,379 thousand MYR as of December 31, 2023, indicating an increase of approximately 4.3%[2] - The net asset value as of June 30, 2024, was reported at 244,975 thousand MYR, an increase from 227,525 thousand MYR as of December 31, 2023, showing a growth of about 7.7%[3] - The total equity as of June 30, 2024, was 244,975 thousand MYR, which is an increase of approximately 7.7% from 227,525 thousand MYR as of December 31, 2023[3] Inventory and Receivables - Inventory as of June 30, 2024, was reported at 90,894 thousand MYR, an increase from 87,938 thousand MYR as of December 31, 2023, representing a growth of approximately 2.2%[2] - Trade and other receivables increased to 145,128 thousand MYR as of June 30, 2024, compared to 127,716 thousand MYR as of December 31, 2023, reflecting an increase of about 13.6%[2] Cash and Cash Equivalents - The company reported a significant increase in cash and cash equivalents, which stood at 27,942 thousand MYR as of June 30, 2024, down from 45,169 thousand MYR as of December 31, 2023, indicating a decrease of about 38.1%[2] System Upgrades and Management - The company upgraded its accounting and inventory management systems in the first half of 2024 to enhance efficiency, which led to a one-time error during the transition[1] - The company plans to ensure accuracy in future system upgrades and transitions to prevent similar errors[1]

Financial Performance - The group recorded unaudited revenue of approximately RM 471.8 million for the six months ended June 30, 2024, a decrease of about 2.1% compared to RM 481.7 million for the same period in 2023[1]. - The group reported a profit of approximately RM 14.3 million for the current period, down approximately 13.2% from RM 16.5 million in the previous year[1]. - The basic earnings per share attributable to the owners of the company were approximately 1.43 cents, compared to 1.64 cents for the same period last year[1]. - The gross profit for the six months ended June 30, 2024, was RM 55.5 million, down from RM 58.5 million in the previous year[2]. - Total comprehensive income for the period was RM 17.45 million, compared to RM 16.35 million for the same period in 2023[2]. - The group reported a total income of 1,086 thousand MYR for the six months ended June 30, 2024, down from 3,407 thousand MYR in the same period of 2023, representing a decline of 68.1%[14]. - The group’s profit attributable to shareholders for the six months ended June 30, 2024, was 14,283,000 MYR, compared to 16,450,000 MYR for the same period in 2023, reflecting a decrease of approximately 13%[18]. - The group recorded a profit of approximately 14.3 million MYR for the current period, down from approximately 16.5 million MYR in the same period last year, with a net profit margin declining from 3.4% to 3.0%[40]. Assets and Liabilities - Non-current assets as of June 30, 2024, amounted to RM 62.83 million, a decrease from RM 65.39 million as of December 31, 2023[3]. - Current assets net worth was RM 206.96 million, compared to RM 189.29 million in the previous year[4]. - Total liabilities decreased from RM 94.38 million to RM 99.00 million in the current period[4]. - The company's net assets increased to RM 244.98 million from RM 227.53 million in the previous year[5]. - The aging analysis of trade receivables showed that 113,532,000 MYR were within 30 days as of June 30, 2024, compared to 63,635,000 MYR as of December 31, 2023[24]. - The group had cash and cash equivalents of approximately 27.9 million MYR as of June 30, 2024, down from approximately 45.2 million MYR on December 31, 2023[43]. - The debt-to-equity ratio as of June 30, 2024, was approximately 16.7%, a decrease from 24.1% on December 31, 2023, due to an increase in equity base and a reduction in bank borrowings[44]. Expenses - The group incurred a total tax expense of 4,377 thousand MYR for the six months ended June 30, 2024, compared to 7,212 thousand MYR for the same period in 2023, reflecting a decrease of 39.5%[16]. - The group’s finance costs for the six months ended June 30, 2024, were 839 thousand MYR, down from 1,259 thousand MYR in the same period of 2023, indicating a reduction of 33.2%[15]. - The group’s employee costs, including directors' remuneration, amounted to 21,531 thousand MYR for the six months ended June 30, 2024, compared to 20,326 thousand MYR in the same period of 2023, an increase of 5.9%[15]. - Selling and distribution expenses decreased by approximately 2.4 million Ringgit (9.0%) to about 24.2 million Ringgit, mainly due to improved warehouse maintenance and reduced reliance on third-party logistics[36]. - Administrative and other operating expenses increased by approximately 2.6 million Ringgit (25.2%) to about 12.9 million Ringgit, primarily due to rising employee costs and foreign exchange losses[37]. - Financing costs decreased by approximately 0.4 million Ringgit (33.3%) to about 0.8 million Ringgit, mainly due to a reduction in bank financing utilization[38]. Dividends - The board of directors does not recommend the payment of an interim dividend for the current period[1]. - The company declared a special dividend of 0 HKD per ordinary share for the six months ended June 30, 2023, amounting to 13,702,000 MYR, which was paid on August 14, 2023[21]. - The company announced a special dividend of HKD 0.0135 per share, totaling approximately HKD 13,502,025 (equivalent to about MYR 8,137,589) to be paid on August 26, 2024[64]. - The company has not declared an interim dividend for the current period[63]. Corporate Governance - All directors have complied with the standards set forth in the Standard Code for trading the company's listed securities during the period[51]. - The company has adhered to the corporate governance code, with the chairman and CEO roles currently held by Soon See Beng, deemed the best candidate for these positions[52]. - The audit committee, established on July 14, 2022, consists of three independent non-executive directors and is responsible for overseeing the group's financial reporting process[54]. - The audit committee has reviewed the group's unaudited consolidated results for the period and discussed accounting principles and internal controls with management[55]. - The company’s board of directors consists of both executive and independent non-executive directors, ensuring a balanced governance structure[65]. Strategic Initiatives - The company aims to expand its core strengths and explore more business opportunities while implementing prudent cost control measures in a high-inflation business environment[32]. - The group plans to utilize the net proceeds from the global offering for various business purposes, including enhancing distribution and sales capabilities, developing proprietary products, and strategic acquisitions[41]. - The group is actively seeking strategic investments but has faced challenges in finding suitable opportunities[41]. Shareholder Information - As of the announcement date, Soon See Beng and other directors hold 723,000,000 shares, representing 72.29% of the company's equity[56]. - Soon Holdings Limited, which holds the shares, is owned by Soon See Beng (70%), Soon Chiew Ang (10%), Soon See Long (10%), and Soon Lee Shiang (10%)[57]. - The company has a significant shareholder, Soon Holdings Limited, holding 723,000,000 shares, which represents approximately 72.29% of the total equity[59]. - The company’s issued share capital is primarily held by Soon See Beng, Soon Chiew Ang, Soon See Long, and Soon Lee Shiang, with respective ownership stakes of 70%, 10%, 10%, and 10%[60]. Operational Insights - The company operates a total of 9 owned warehouses and 4 leased warehouses, with a total designated storage capacity of approximately 30,900 cubic meters as of June 30, 2024[32]. - The company has 166 self-operated logistics vehicles, enhancing service quality[32]. - The group employed 895 full-time employees in Malaysia as of June 30, 2024, emphasizing the importance of maintaining good relationships with employees to ensure operational efficiency[45]. Compliance and Reporting - The company has disclosed no other significant interests or short positions in shares as per the Securities and Futures Ordinance[61]. - The company has not conducted any significant post-period events from June 30, 2024, until the announcement date[64]. - The company’s mid-term performance announcement and report will be published on the Hong Kong Stock Exchange and the company’s website[65].

Proceeds from IPO - The net proceeds from the initial public offering amounted to approximately HKD 105.2 million[1]. - The remaining unutilized proceeds as of December 31, 2023, total HKD 74.0 million[1]. Utilization of Proceeds - As of December 31, 2023, the actual use of proceeds includes HKD 50.3 million for enhancing distribution and sales capabilities, HKD 19.0 million for proprietary product business development, HKD 7.3 million for e-commerce mobile platform development, and HKD 18.1 million for strategic acquisitions and investments[1]. - The actual usage of proceeds for enhancing distribution and sales capabilities was HKD 8.4 million, while HKD 10.5 million was allocated for general working capital[1]. - The company plans to utilize the proceeds for various business purposes by December 2024[1].

Financial Performance - The company's revenue increased by approximately RM 96.0 million or 11.5% from RM 835.9 million in 2022 to RM 931.9 million in 2023[20] - The net profit for the year was approximately RM 27.1 million, compared to RM 26.8 million in 2022[21] - The company reported a gross profit of RM 110.3 million in 2023, slightly down from RM 111.6 million in 2022[17] - Gross profit margin decreased to approximately 11.8% from about 13.4% in the previous year, primarily due to competitive pricing strategies and inflationary pressures[27] - Other income rose by approximately 3.4 million MYR or 103.0% to about 6.7 million MYR, mainly due to the recovery of previously provided for trade receivables and interest income from fixed deposits[28] - Selling and distribution expenses increased by approximately 5.1 million MYR or 10.7% to about 52.8 million MYR, driven by rising salaries and increased vehicle maintenance costs due to revenue growth[29] - Administrative and other operating expenses increased by approximately 5.9 million MYR or 30.9% to about 25.0 million MYR, mainly due to professional fees and provisions for bad debts following the IPO[30] - Financing costs rose by approximately 0.8 million MYR or 53.3% to about 2.3 million MYR, attributed to increased interest rates and short-term borrowings[31] - Net profit for the reporting period was approximately 27.1 million MYR, with a net profit margin decreasing to 2.9% from 3.2% in the previous year[34] Assets and Liabilities - The total assets decreased from RM 369.1 million in 2022 to RM 349.1 million in 2023[17] - The total liabilities decreased from RM 156.2 million in 2022 to RM 121.5 million in 2023[17] - As of December 31, 2023, the company's current assets net value was approximately 189.3 million MYR, an increase from about 169.5 million MYR in the previous year[40] - The debt-to-equity ratio as of December 31, 2023, was approximately 24.1%, a decrease from 35.0% as of December 31, 2022, primarily due to an increase in the equity base[42] - As of December 31, 2023, the bank borrowings amounted to approximately RM 49.7 million, with a weighted average effective annual interest rate of about 4.00%[41] - The total available bank financing as of December 31, 2023, was approximately RM 122.8 million, of which RM 34.0 million was utilized and RM 88.8 million remained unutilized[41] Business Expansion and Strategy - The company plans to actively expand its business by purchasing new warehouses and seeking new suppliers[21] - The company aims to expand its private label products into Indonesia and China[21] - The company has obtained new distribution rights for dairy products in Northern Peninsula Malaysia and for sauces and condiments in Eastern Peninsula Malaysia[20] - The company distributes a wide range of products, including over 200 well-known international and domestic brands[23] - The company emphasizes strategic acquisitions and investments to enhance inventory capabilities[21] - The company continues to implement strategies to enhance market penetration in various regions to reduce reliance on specific markets[175] Human Resources - The group employed 840 full-time employees in Malaysia as of December 31, 2023, compared to 779 employees as of December 31, 2022[43] - The group did not encounter any significant issues in employee recruitment or retention during the reporting period[43] Corporate Governance - The company has adopted the corporate governance code as per the listing rules, ensuring compliance with applicable governance provisions[76] - The board consists of seven members, including three executive directors and four independent non-executive directors[87] - The company held a total of five board meetings during the reporting period, with all executive directors attending all meetings[96] - The company has established a mechanism to ensure the board receives independent opinions and information, which is reviewed annually[85] - The company has complied with listing rules regarding the appointment of independent non-executive directors, with at least one possessing appropriate professional qualifications[84] - The chairman and CEO roles are currently held by Soon See Beng, who is considered the best candidate for these positions[93] - The company has implemented a standard code of conduct for directors' securities transactions, confirming compliance during the reporting period[79] - The board is responsible for strategy, business development, risk management, and compliance, among other duties[81] - The company has arranged appropriate liability insurance for directors concerning legal proceedings[86] - The board's composition reflects independence, with independent non-executive directors making up at least one-third of the board[84] - The company has a robust internal control system and regularly reviews management performance and functions[83] Risk Management - The board has established a risk management framework aimed at minimizing risks rather than eliminating them entirely[150] - The risk management framework consists of five elements: internal environment monitoring, risk management, control activities, information and communication, and monitoring and improvement[151] - Identified risks are analyzed and assessed using established risk assessment criteria, which include both qualitative and quantitative techniques[154] - The annual risk assessment results indicate that significant risks identified during the reporting period showed limited variation in nature and extent[154] - The board reviewed the effectiveness of the risk management and internal control systems for the year ending December 31, 2023, and found them to be effective and adequate[156] - The internal control consultant will conduct an annual review of the internal control system's adequacy and effectiveness, reporting findings to the audit committee[155] Shareholder Communication and Dividends - The company has established multiple communication channels with shareholders to ensure timely and non-selective disclosure of information[165] - The board will consider various factors, including financial performance and cash flow, when proposing dividends to shareholders[143] - The company has no predetermined dividend payout ratio, and the declaration and payment of dividends are at the board's discretion[145] - The company is committed to maintaining sufficient reserves for future development while providing returns to shareholders[142] - A special dividend of HKD 0.023 per ordinary share was paid on June 30, 2023, totaling HKD 23,003,450 (approximately MYR 13,702,000)[146] - No final dividend was recommended for the reporting period, consistent with the previous year[147] Compliance and Training - The company has established procedures for handling and communicating insider information, ensuring timely and consistent disclosure[158] - Anti-bribery and anti-corruption training is provided to all managerial staff, covering topics such as integrity, confidentiality, and conflicts of interest[162] - The audit committee is responsible for overseeing the whistleblowing policy and has delegated daily responsibilities to the Chief Financial Officer[161] - The company has implemented a whistleblowing policy to encourage employees to report potential misconduct, with all reports treated confidentially[161] Appointments and Board Diversity - The company appointed Tan Teow Choon as an independent non-executive director in July 2022, who has extensive experience in strategic planning and business operations[61] - Ooi Guan Hoe was appointed as the Chief Financial Officer in June 2023, responsible for the company's financial functions and human resources[68] - Teh Mun Ning joined the company as Sales Director in September 2023, bringing over 30 years of business development and marketing experience[71] - The board currently consists of seven members, including one female director, reflecting a commitment to diversity[120] - The Nomination Committee is responsible for reviewing the board's structure, size, composition, and diversity at least annually[117] - The board has adopted a diversity policy that considers various factors such as skills, industry experience, and gender when appointing directors[120] - The company aims to gradually increase the proportion of female members in the board and senior management as suitable candidates are identified[120]

Financial Performance - Revenue for the year ended December 31, 2023, increased by approximately 11.5% to approximately 931.9 million MYR, compared to 835.9 million MYR for the year ended December 31, 2022[2]. - Profit attributable to owners of the company for the reporting period was approximately 27.1 million MYR, slightly up from 26.8 million MYR in the previous year[2]. - Basic earnings per share for the reporting period was 2.71 sen, down from 3.25 sen in the previous year[2]. - Total comprehensive income for the year was 28.3 million MYR, compared to 25.98 million MYR in the previous year[13]. - The company reported a decrease in gross profit to 110.34 million MYR from 111.62 million MYR in the previous year[13]. - The company's net profit margin decreased from 3.2% in the previous year to 2.9% during the reporting period, with net profit recorded at approximately 27.1 million MYR compared to 26.8 million MYR in the prior year[49]. - Other income for the year was 6.66 million MYR, significantly higher than 3.32 million MYR in the previous year[13]. - Financing costs increased to 2.28 million MYR in 2023 from 1.55 million MYR in 2022[13]. - The group reported a decrease in income tax expenses from approximately 12.8 million MYR in the previous year to about 9.6 million MYR, a reduction of 25.0%[115]. Equity and Liabilities - Total equity as of December 31, 2023, was 227.53 million MYR, up from 212.93 million MYR in 2022[5]. - Non-current liabilities increased to 27.16 million MYR in 2023 from 16.41 million MYR in 2022, primarily due to an increase in interest-bearing loans[5]. - As of December 31, 2023, bank borrowings amounted to approximately 4.97 million MYR, with a weighted average effective interest rate of about 4.00%[58]. - The group's debt-to-equity ratio as of December 31, 2023, was approximately 24.1%, a decrease from 35.0% as of December 31, 2022, mainly due to an increase in equity[137]. Dividends - The company did not recommend any final dividend payment to shareholders for the reporting period[2]. - The company declared a special dividend of HKD 0.023 per ordinary share for 2023, totaling 13,702 thousand HKD, compared to zero in 2022[62]. - The company does not recommend the distribution of any final dividend for the year ending December 31, 2023[168]. Trade Receivables and Payables - The total trade receivables as of December 31, 2023, were 52,337 thousand MYR, down from 60,462 thousand MYR in the previous year[46]. - Trade receivables from third parties amounted to 120,617 thousand MYR in 2023, slightly up from 120,100 thousand MYR in 2022[94]. - Trade payables to third parties decreased from 60,462 thousand MYR in 2022 to 52,337 thousand MYR in 2023[82]. - The company recorded a loss provision of 4,892 thousand MYR for trade receivables in 2023, compared to 3,807 thousand MYR in 2022[94]. Business Operations - The group operates a single reportable segment focused on food and beverage distribution and sales, as well as logistics and warehousing services in Malaysia[26]. - All revenue for the fiscal year ending December 31, 2023, and 2022, was generated from external customers in Malaysia, with no single external customer accounting for 10% or more of total revenue[27]. - The company reported a revenue of 922,215 thousand MYR for the food and beverage distribution and sales segment, with additional logistics and warehousing services contributing 9,705 thousand MYR, totaling 931,920 thousand MYR[41]. - Revenue from third-party brand distribution increased by approximately 92.6 million MYR, primarily due to growth in dairy products, sauces, oils, and frozen foods, which contributed approximately 113.4 million MYR[91]. - The company has strategic distribution rights for dairy products and sauces in various regions of Malaysia, impacting revenue positively for 2023[91]. Future Plans and Investments - The company plans to continuously evaluate and explore new business opportunities to achieve sustainable growth and long-term benefits for shareholders[50]. - The company plans to enhance distribution and sales capabilities with a budget of HKD 50.3 million, with an expected completion date of December 2024[183]. - The company aims to develop its proprietary product business with a budget of HKD 19.0 million, also expected to be completed by December 2024[183]. - The company is investing HKD 7.3 million in the development of an e-commerce mobile platform, with a completion target of December 2024[183]. - Strategic acquisitions and investments are budgeted at HKD 18.1 million, with an expected completion date of December 2024[183]. Governance and Compliance - The board of directors consists of three executive directors and four independent non-executive directors, ensuring a balance of power and authority[151]. - The company has adhered to the corporate governance code, with no deviations reported during the reporting period[150]. - The audit committee is responsible for overseeing the company's financial reporting system and ensuring compliance with legal and regulatory requirements[160]. - The company confirmed that all directors complied with the standard code of conduct for securities trading during the reporting period[152]. Miscellaneous - The company has not engaged in any purchases, sales, or redemptions of its listed securities during the reporting period[157]. - There were no significant subsequent events reported after December 31, 2023, until the date of this announcement[153]. - The company has no taxable profits in Hong Kong for the years ended December 31, 2023, and 2022, thus no provision for Hong Kong profits tax was made[170]. - The group has not encountered any significant difficulties or liquidity issues due to foreign exchange fluctuations during the reporting period[122].