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通告的內容概不負責， 對其準確性或完整性亦不發表任何聲明，並明確表示概不就因本通告全部或任何部 分內容而產生或因依賴該等內容而引致的任何損失承擔任何責任。 Chuanglian Holdings Limited 創聯控股有限公司 （於開曼群島註冊成立之有限公司） （股份代號：2371） 股東週年大會通告 茲通告創聯控股有限公司（「本公司」）將於二零二五年十二月十八日（ 星期四）下午 三時正假座香港灣仔港灣道6-8號瑞安中心20樓2009-18室 舉 行 股 東 週 年 大 會，以 審 議以下事項： 普通決議案 – 1 – 1. 省覽及審議本公司及其附屬公司截至二零二五年六月三十日止年度的經審核綜 合財務報表暨本公司董事會及核數師報告； 2. (a) 重選李嘉先生為本公司執行董事（「董事」）； (b) 重選梁兆基先生為獨立非執行董事； (c) 重選王淑萍女士為獨立非執行董事；及 (d) 授權董事會（「董事會」）釐定董事酬金。 3. 重新委任信永中和（ 香港）會計師事務所有限公司作為本公司核數師，並授權董 事會釐定其酬金。 以本公司特別事項的方式，考慮並酌情通過 ...

Chuanglian Holdings Limited 創聯控股有限公司 （於開曼群島註冊成立之有限公司） （股份代號：2371） 股東週年大會代表委任表格 本代表委任表格供創聯控股有限公司（「本公司」）股東於二零二五年十二月十八日（星期四）下午三時正假座香港灣仔港灣道6–8號瑞安中心20樓2009-18室舉 行的本公司股東週年大會（「股東週年大會」）或其任何續會上使用。 | | 普通決議案（四） | 贊成（五） | 反對（五） | | --- | --- | --- | --- | | 1. | 省覽及審議截至二零二五年六月三十日止年度的經審核綜合財務報表暨本公司董事會及核數師報 | | | | | 告。 | | | | 2. | (a) 重選李嘉先生為本公司執行董事（「董事」）； | | | | | (b) 重選梁兆基先生為獨立非執行董事； | | | | | (c) 重選王淑萍女士為獨立非執行董事；及 | | | | | (d) 授權董事會（「董事會」）釐定董事酬金。 | | | | 3. | 重新委任信永中和（香港）會計師事務所有限公司作為本公司核數師，並授權董事會釐定其酬金。 | | | | 4. ...

Chuanglian Holdings Limited 此乃要件 請即處理 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通函的內容概不負 責，對其準確性或完整性亦不發表任何聲明，並明確表示，概不對因本通函全部 或 任 何 部 分 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。 閣下如 對本通函任何內容或應採取的行動 有任何疑問，應 諮 詢 閣下的持牌證 券 交 易 商、銀 行 經 理、律 師、專 業 會 計 師 或 其 他 專 業 顧 問。 閣下如已售出或轉讓 名下所有 創聯控股有限公司 的 股 份，應 立 即 將 本 通 函 連 同 隨 附 的 代 表 委 任 表 格 送 交 買 主 或 承 讓 人，或 經 手 買 賣 或 轉 讓 的 銀 行、持 牌 證 券 交 易 商 或 其 他 代 理 商，以 便 轉 交 買 主 或 承 讓 人。 創聯控股有限公司 （於開曼群島註冊成立之有限公司） （股份代號：2371） 建 議 授 出 發 行 及 購 回 股 份 的 一 般 授 權、 擴 大 發 行 股 份 的 一 般 授 權； 重 選 退 任 董 ...

Environmental, Social and Governance report 環境、社會及管治報告 2025 ENVIRONMENTAL, SOCIAL AND GOVERNANCE REPORT 環境、社會及管治報告 CONTENTS 目錄 | ABOUT THIS REPORT | 關於本報告 | 2 | | --- | --- | --- | | INTRODUCTION | 緒言 | 3 | | STAKEHOLDER ENGAGEMENT AND MATERIALITY | 持份者參與及重要性評估 | 4 | | ASSESSMENT | | | | ESG GOVERNANCE | 環境、社會及管治事宜 | 8 | | A. ENVIRONMENTAL ASPECTS | A. 環境層面 | 10 | | A1. EMISSIONS | A1. 排放 | 11 | | A2. USE OF RESOURCES | A2. 資源使用 | 17 | | A3. THE ENVIRONMENT AND NATURAL RESOURCES | A3. 環境及天然資源 | 22 | | A4. C ...

Financial Performance - The Group recorded revenue of approximately RMB 655,074,000 for the year ended 30 June 2025, representing a decrease of approximately 21% compared to RMB 831,793,000 for the eighteen months ended 30 June 2024[19]. - Revenue from the financial services business segment was approximately RMB 494,771,000, accounting for approximately 76% of total revenue for the Reporting Period[19]. - The loss attributable to owners of the Company for the Reporting Period was approximately RMB 71,152,000, a decrease from RMB 158,347,000 in the previous period[20]. - Gross profit for the Reporting Period was RMB 75,922,000, down from RMB 102,403,000 in the previous period[13]. - The adjusted loss before tax for the Reporting Period was RMB (67,952,000), an improvement from RMB (90,061,000) in the previous period[13]. - The cost of services for the Reporting Period was approximately RMB 579,152,000, a decrease of approximately 21% compared to RMB 729,390,000 in the Corresponding Period[73]. - Gross profit margin slightly dropped to approximately 11.6% from approximately 12.3% in the Corresponding Period, mainly due to the higher proportion of revenue from the lower-margin financial services business[76]. - Selling and marketing expenses decreased by approximately 30% to approximately RMB 47,251,000 from RMB 67,731,000 in the Corresponding Period[77]. - Administrative expenses decreased by approximately 41% to approximately RMB 71,600,000 from RMB 121,078,000 in the Corresponding Period[78]. Asset Management - Non-current assets decreased to RMB 135,871,000 as of 30 June 2025, down from RMB 244,445,000 as of 30 June 2024[16]. - Current assets were RMB 175,565,000 as of 30 June 2025, compared to RMB 222,700,000 as of 30 June 2024[16]. - The Group's net current assets were RMB 33,610,000 as of 30 June 2025, a decrease from RMB 69,947,000 in the previous period[16]. - As of 30 June 2025, the Group had bank balances and cash of approximately RMB 102,230,000, down from approximately RMB 109,509,000 as of 30 June 2024[96]. - The current ratio as of 30 June 2025 was approximately 1.24 times, compared to approximately 1.46 times as of 30 June 2024[96]. - The gearing ratio was approximately 55.6% as of 30 June 2025, slightly up from approximately 54.3% as of 30 June 2024[96]. - The group's total borrowings were approximately RMB 13,348,000, down from RMB 17,677,000 as of June 30, 2024[98]. - The debt-to-asset ratio was approximately 55.6%, an increase from 54.3% as of June 30, 2024[98]. Strategic Initiatives - The Group aims to expand its domestic market presence in various cities, driven by increasing demand for education and financial services in the PRC[33]. - The Group has strategically expanded into vocational education and is leveraging AI-powered platforms to enhance user experience and service models[27]. - The Group plans to deepen the combination of online and offline service solutions in continuing education, aiming to increase market share[57]. - The Group intends to expand vocational skills training for professional staff in response to government policy changes and market demands[58]. - The Group will allocate more resources to develop the business-to-consumer model to enhance consumer loyalty to its training platforms[59]. - The establishment of training centers geographically aims to improve post-sales services and increase average revenue per user[59]. - The Group has executed a series of strategic mergers and acquisitions since 2017 to enhance its financial services portfolio[49][50]. - The Group's vision includes integrating education and financial services to create a dual-track development model[41]. Market Trends - China's online education market grew from approximately RMB 122.5 billion in 2015 to RMB 419.1 billion in 2024, with a compound annual growth rate of over 14.6%[27]. - The total insurance premium revenue in 2023 and 2024 was approximately RMB 5.125 trillion and RMB 5.670 trillion, respectively, representing a growth rate of 10.6%[28]. - The insurance brokerage business has become one of the core businesses of the Group, contributing sustainably to revenue growth[29]. - RuiLian Financial Group manages approximately HK$2 billion in assets across several funds, reflecting its strong position in the financial services sector[52][54]. Contractual Arrangements and Compliance - The Group relies on Contractual Arrangements to conduct its online training and education services in China, which may not be as effective as direct ownership[123]. - The risks associated with the Contractual Arrangements include potential non-compliance with PRC laws and the possibility of adverse tax consequences[123]. - The Group has implemented internal control measures to mitigate risks associated with the Contractual Arrangements, including regular compliance reporting to senior management[125]. - The Company will monitor relevant PRC laws and regulations to ensure compliance and protect its interests in Beijing Chuanglian Education[126]. - The Group's operational agreements include a Business Operation Agreement, Share Disposal Agreement, and Equity Pledge Agreement, all established to control the business of Beijing Chuanglian Education[131]. Shareholder and Capital Structure - The company issued 470,000,000 new shares at a price of HK$0.102 per share, raising net proceeds of approximately HK$47,790,000[106]. - The total principal amount of convertible bonds placed was HK$40,000,000, which was fully converted into 320,000,000 new shares[105]. - The intended use of net proceeds includes potential investments in the education and finance market, with HK$42,000,000 utilized out of an intended HK$60,050,000[108]. - The company has not changed its capital structure, maintaining 6,752,210,578 issued shares as of June 30, 2025[99]. - Mr. Lu abstained from voting on the agreements due to his material interest in the New Contractual Arrangements[146]. Continuing Connected Transactions - The independent non-executive Directors confirmed that all continuing connected transactions were conducted in the ordinary course of business and on normal commercial terms[195]. - The auditor issued an unqualified letter regarding the continuing connected transactions, confirming compliance with the Listing Rules[196]. - The company has obtained waivers for annual cap requirements under Chapter 14A of the Listing Rules for fees payable under the Consultancy and Services Agreement[199]. - The actual amounts of transactions under the New Contractual Arrangements for the year ended June 30, 2025, are detailed in the report[170].

Group 1 - The popular variety show "Goodbye Lover" has launched its new season, featuring the couple Lu Xing and Deng Sha [1][6] - On the second day of the show's premiere, Lu Xing, the chairman of the listed company Chuanglian Holdings, announced his resignation, drawing attention [2][3] - Lu Xing's resignation is effective from October 17, 2025, as he intends to focus more on his personal business development [3] Group 2 - Chuanglian Holdings has been experiencing continuous losses, with its stock price currently at 0.035 HKD, leading to a market capitalization of 236 million HKD [10] - For the fiscal year ending June 30, 2025, the company reported a revenue of 655 million RMB, a year-on-year decrease of 21%, and an annual loss of 69.01 million RMB [10] - The company's revenue composition shows that approximately 76% comes from financial services, while 24% is from education services [10] Group 3 - Deng Sha mentioned in the show that their work has not been going smoothly in recent years, leading to speculation that Lu Xing's resignation may be a strategic move to distance himself from the company amid public scrutiny [12]

Core Viewpoint - The resignation of the chairman of Chuanglian Holdings coincides with the launch of the popular reality show "Goodbye Lover," raising concerns about the potential impact on the company's reputation and operations [1][2]. Company Summary - On October 17, Chuanglian Holdings Limited announced the resignation of its executive director and chairman, Lu Xing, effective from October 17, 2025, to focus on personal business development [2]. - Chuanglian Holdings is a Hong Kong-listed company focused on lifelong education, primarily engaged in online training and educational services [8]. - The company reported a revenue of 655 million RMB for the fiscal year ending June 30, 2025, a decrease of 21% year-on-year, with a gross profit of 75.92 million RMB, down 25.86% [8]. - The annual loss for the company was 69.01 million RMB, with a reduction in losses of 92.17 million RMB, and a net loss attributable to shareholders of 72.25 million RMB, also showing a reduction in losses of 87.19 million RMB [8]. - As of October 17, the stock price of Chuanglian Holdings was only 0.035 HKD, with a total market capitalization of 236 million HKD [8]. Industry Context - The recent developments in the company, including the chairman's resignation and the ongoing financial struggles, have led to speculation about the potential motivations behind these actions, including the possibility of distancing from the reality show to mitigate negative publicity [10].

Core Points - The resignation of the executive director and chairman of Chuanglian Holdings, Lu Xing, is effective from October 17, 2025, due to his desire to focus on personal business development [1] - Lu Xing has been with Chuanglian Holdings since December 11, 2014, and has a background in banking and previous executive roles in other companies [1] - Lu Xing's leadership is associated with a controversial reverse merger and a bribery case involving significant stock and cash gifts [1][5] Company Overview - Chuanglian Holdings primarily engages in education consulting and financial services, reporting a revenue of 655 million RMB for the fiscal year ending June 30, 2025, a decrease of 21% year-on-year [9] - The company has experienced three consecutive years of losses, with a net loss of 72.25 million RMB reported for the latest fiscal year [9] - Financial services contributed approximately 76% of total revenue, while education services accounted for about 24% [10] Financial Performance - The gross profit for the company was 75.92 million RMB, reflecting a decline of 25.86% compared to the previous year [9] - The company has over 800 million RMB in cash and cash equivalents, with total borrowings of approximately 13.35 million RMB [10] - Chuanglian Holdings operates over 200 large-scale online training and education platforms, serving more than 8 million paying users [10]

Core Points - The chairman of Chuanglian Holdings, Lu Xing, has resigned to focus on personal business development, effective October 17, 2025 [1] - Lu Xing was involved in a bribery case where he allegedly offered nearly 10 million yuan in cash and stock to a retired official [1] Company Summary - Lu Xing has been with Chuanglian Holdings since December 11, 2014, serving as both executive director and chairman [1] - The company has multiple subsidiaries, and Lu Xing has held various senior positions in other companies, including First Video Group and China Public Procurement [1] Bribery Case Details - In July, a criminal judgment revealed that Lu Xing provided 31.41 million shares of Chuanglian Holdings worth 8.1244 million yuan, along with 1.6 million yuan in cash and a gift card valued at 470,000 yuan to a retired official [1] - The company has not publicly commented on the potential impact of the bribery case on its operations [1]

Core Viewpoint - The resignation of the executive director and chairman of Chuanglian Holdings, Lu Xing, is linked to his desire to focus on personal business development, and it follows a criminal case involving bribery related to the company's past [1][9]. Company Overview - Chuanglian Holdings Limited (02371.HK) has been experiencing continuous losses since the 2023 fiscal year, with a reported revenue of 655 million RMB for the fiscal year ending June 30, 2025, a decrease of 21% year-on-year [9]. - The company operates primarily in education consulting and financial services, with approximately 76% of its revenue coming from financial services and 24% from education services [9]. - As of the end of the reporting period, the company had over 800 million RMB in cash and bank balances, with total borrowings of approximately 13.35 million RMB [10]. Recent Developments - Lu Xing, who has been with the company since December 2014, is also known for his involvement in a bribery case where he allegedly provided significant stock and cash to a retired official [1][5]. - The company has established a network of branches in nearly 10 provinces in China, including major cities like Shanghai and Guangdong, through its subsidiary, Beijing Zhongjin Insurance Brokerage Co., Ltd. [9]. - Chuanglian Holdings has over 800 million paid users across its educational platforms, which have provided training to over 80 million individuals in recent years [10].