经审计委员会推荐，董事会进一步宣布，已议决委任香港立信德豪会计师事务所有限公司(立信德豪)为 公司核数师，自2025年8月4日起生效。此项委任旨在填补辞任后的临时空缺，并将持续有效直至公司下 届股东周年大会结束为止。 万城控股(02892)发布公告，由于公司与毕马威会计师事务所未能就截至2025年12月31日止财政年度的 审计费用达成共识，毕马威会计师事务所已辞任公司核数师，自2025年8月1日起生效。 ...

智通财经APP讯，万城控股(02892)发布公告，由于公司与毕马威会计师事务所未能就截至2025年12月31 日止财政年度的审计费用达成共识，毕马威会计师事务所已辞任公司核数师，自2025年8月1日起生效。 经审计委员会推荐，董事会进一步宣布，已议决委任香港立信德豪会计师事务所有限公司(立信德豪)为 公司核数师，自2025年8月4日起生效。此项委任旨在填补辞任后的临时空缺，并将持续有效直至公司下 届股东周年大会结束为止。 ...

格隆汇8月4日丨万城控股(02892.HK)公告，由于公司与毕马威会计师事务所未能就截至2025年12月31日 止财政年度的审计费用达成共识，毕马威会计师事务所已辞任公司核数师，自2025年8月1日起生效。 经审计委员会推荐，董事会进一步宣布，已议决委任香港立信德豪会计师事务所有限公司为公司核数 师，自2025年8月4日起生效。此项委任旨在填补辞任后的临时空缺，并将持续有效直至公司下届股东周 年大会结束为止。 ...

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責， 對其準確性或完整性亦不發表任何聲明，並明確表示，概不就因本公告全部或任何 部分內容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。 萬城控股有限公司 MILLION CITIES HOLDINGS LIMITED （於開曼群島註冊成立的有限公司） （股份代號：2892） 核數師變更 董事會與本公司審計委員會（「審計委員會」）亦已確認，除上文所披露者外，本公司 與畢馬威會計師事務所之間並無其他分歧或尚未解決之事宜，亦無任何其他與辭任 有關之事宜須提請本公司股東垂注。 畢馬威會計師事務所尚未就本集團截至2025年12月31日止財政年度的綜合財務報表 開展任何審核程序。董事會深信，換用新核數師不會對本期間綜合財務報表的編製 產生重大影響。 – 1 – 本公告由萬城控股有限公司（「本公司」，連同其附屬公司統稱「本集團」）根據香港聯 合交易所有限公司證券上市規則第13.51(4)條作出。 核數師辭任 本公司董事（「董事」）會（「董事會」）謹此宣佈，由於本公司與畢馬威會計師事務所未 能就截至2025年12月31日止財政年度的審計費用達成共識，畢 ...

FF301 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 公司名稱: 萬城控股有限公司 呈交日期: 2025年8月1日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 (註1) | | 是 | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 02892 | 說明 | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 1,400,000,000 | HKD | | 0.01 | HKD | | 14,000,000 | | 增加 / 減少 (-) | | | | | | | HKD | | | | 本月底結存 | | | 1,400,000,000 | HKD | | 0.01 | HKD | | 14,000,000 | | 2. 股 ...

Group 1 - The company, Wan Cheng Holdings, announced a transaction involving the acquisition of 25.3% of the issued share capital of Fortune Radiant City Limited for approximately HKD 151 million, to be settled in cash [1] - The company also agreed to subscribe for an additional 16.7% of the enlarged issued share capital of Fortune Radiant City Limited at a price of approximately HKD 120 million [1] - Upon completion of the transactions, the company's equity interest in the target company will increase to approximately 37.7% of the enlarged issued share capital [1] Group 2 - The board of directors recognized the target group's strong ability to generate stable rental income while maintaining land reserves for future development opportunities [2] - The board expressed interest in exploring potential investments in the target group as part of a long-term business expansion strategy [2]

Group 1 - Company announced that its wholly-owned subsidiary, Wancheng Development, entered into a sale and subscription agreement on July 18, 2025, to acquire approximately 25.3% of the issued share capital of Fortune Radiant City Limited for a total consideration of HKD 151 million [1] - The transaction will be settled through cash payment and the transfer of all issued shares of Fortune Brilliant from Wancheng Development to Ms. Wang Liying [1] - Following the completion of the subscription agreement, the equity stake related to the sold shares will decrease from approximately 25.3% to about 21.0%, resulting in the company holding approximately 37.7% of the enlarged issued share capital of the target company [1] Group 2 - The target company is an investment holding company registered in the British Virgin Islands, fully owned by Ms. Wang Liying as of the announcement date [2] - The board of directors recognized the target group's strong capability to generate stable rental income while maintaining land reserves for future development opportunities [2] - The board expressed interest in exploring potential investments in the target group as part of a long-term business expansion strategy, believing that establishing management services represents a strategic opportunity for business diversification [2]

Market Performance - In 2024, the total sales area of commercial housing in China decreased by approximately 12.2% year-on-year to about 974 million sq.m.[20] - The monetary value of commercial housing sales fell by approximately 17.0% year-on-year to around RMB 9.68 trillion[20] - Total investment in the real estate sector in 2024 amounted to approximately RMB 10.0 trillion, representing a year-on-year decrease of about 9.6%[20] - The real estate market in China is expected to gradually stabilize, with a focus on high-quality development rather than rapid growth[30][33] - The management anticipates a gradual recovery in the real estate market, contingent on improved consumer confidence and liquidity conditions[20] Company Financial Performance - The company's revenue for 2024 was RMB 641.6 million, a decrease of 84.5% compared to 2023[16] - The loss attributable to shareholders for 2024 was RMB 99.7 million, compared to a loss of RMB 481.8 million in 2023, reflecting a 796.7% improvement[16] - The loss per share (LPS) for 2024 was RMB 15.18 cents, a decrease of 76.4% from RMB 64.3 cents in 2023[16] - The Group recorded a revenue of approximately RMB 99.7 million for FY2024, representing a decrease of approximately 84.5% compared to last year's sales revenue of RMB 641.6 million[25][52] - The loss attributable to equity shareholders of the Company for FY2024 amounted to approximately RMB 113.8 million, a decrease of 76.4% compared to the loss of RMB 482.3 million for FY2023[25][52] - Revenue from property sales for FY2024 was approximately RMB94.4 million, a decrease of approximately 85.2% compared to RMB637.1 million in FY2023[86] - Gross rental income for FY2024 increased by approximately 17.8% to RMB5.3 million from RMB4.5 million in FY2023, primarily due to higher rental income from carparks and investment properties[87] Cost and Expenses - Cost of sales for FY2024 was approximately RMB116.8 million, representing a decrease of approximately 85.5% from RMB806.1 million in FY2023[90] - The gross loss for FY2024 was approximately RMB17.1 million, a decrease of approximately 89.6% compared to a gross loss of RMB164.5 million in FY2023[91] - Selling expenses for FY2024 decreased by approximately 86.8% to RMB7.6 million from RMB57.3 million in FY2023[94] - Administrative expenses for FY2024 were approximately RMB41.8 million, a decrease of approximately 15.7% from RMB49.6 million in FY2023[101] Debt and Financial Stability - The debt ratio increased to 51.3% in 2024 from 49.2% in 2023, indicating a 2.3% rise[16] - All bank loans at the subsidiary level had been repaid in full by the end of FY2024, indicating improved financial stability[24][28] - The Group's gearing ratio as of December 31, 2024, was Nil, indicating no bank loans were held by subsidiaries[111] - Finance costs for FY2024 were approximately RMB18,000, a decrease of approximately 99.7% from RMB6.4 million in FY2023 due to the repayment of all bank loans[103] Strategic Plans and Market Position - The company plans to focus on market expansion and new product development in response to the ongoing challenges in the real estate sector[20] - The Group plans to continue exploring investment opportunities, including sustainable development projects, to create long-term value for shareholders[31][34] - The Group aims to optimize the housing supply structure and establish a new model for real estate development in response to government policies[30][33] - The Group is exploring potential mergers and acquisitions to enhance its market position and operational capabilities[20] Property Development and Inventory - The aggregated contracted sales value for FY2024 was approximately RMB 181 million, with a total GFA of approximately 26,400 sq.m., primarily from Million Cities Legend Phase 3 and other properties[26][29] - As of December 31, 2024, the total GFA of the Group's land bank was approximately 1,208,981 sq.m., including 348,000 sq.m. of unsold completed properties and 25,612 sq.m. of unsold properties under construction[60][63] - The total unsold completed properties in the land bank is approximately 348,000 sq.m., indicating potential future revenue opportunities[60][63] - The Group's properties held for future development include projects with a planned GFA of 835,369 sq.m., with various completion dates ranging from TBC to 2026[65] - The Group's properties under development include 25,612 sq.m. of GFA, with an estimated completion date between May 2025 and October 2025[68] Management and Governance - Mr. Wong Ting Chung has been the chairman and executive director since November 2016, with over 21 years of experience in property investment and development[186] - Mr. Lau Ka Keung has served as the executive director and CEO since August 2016, responsible for strategic planning and general management[188] - The company has appointed various directors with significant experience across different industries, enhancing its governance and strategic oversight[199] - The leadership team is committed to maintaining high standards of corporate governance and transparency in operations[199] Investment and Loans - The Group granted a loan of RMB96,500,000 to Huizhou Zhongyi Real Estate Co., Ltd with a term of 3 years at an interest rate of 4% per annum[146] - A loan of RMB39,000,000 was granted to Huizhou Shengtaichang Information Consulting Company Limited for a term of 3 years at an interest rate of 3.5% per annum[151] - The Group aims to enhance investment income and profits through the loans granted, which are expected to generate stable revenue streams[154] Impairments and Provisions - The Group's impairment loss on other receivables was RMB 1.3 million in FY2024, reflecting ongoing challenges in the macroeconomic environment[52][54] - The impairment recorded for FY2024 was primarily driven by a drop in prices per square meter due to economic and market factors, leading to decreased selling velocities in the localities of the Group's properties[58][61] - The impairment provision for inventories decreased compared to FY2023, contributing to the reduced losses from both Gold Concept Group and Junhong[162][170]

Financial Performance - Total revenue for the year ended December 31, 2024, was RMB 99.7 million, a decrease of 84.5% compared to RMB 641.6 million in 2023[3] - The gross loss for 2024 was RMB 17.1 million, representing an improvement of 89.6% from a gross loss of RMB 164.5 million in 2023[3] - Loss attributable to equity shareholders for 2024 was RMB 113.8 million, a reduction of 76.4% from RMB 482.3 million in 2023[3] - Basic and diluted loss per share for 2024 was RMB 15.18, down 76.4% from RMB 64.30 in 2023[3] - Total comprehensive loss for the year was RMB 148.4 million, compared to RMB 610.1 million in 2023, indicating a significant reduction[5] - The company reported a pre-tax loss of RMB 20,640,000 for 2024, compared to a pre-tax loss of RMB 80,987,000 in 2023, indicating an improvement[33] - The company recorded a total of RMB 100,424,000 in loans to third parties, including accrued interest, as of December 31, 2024[49] - The company recorded a loss attributable to equity shareholders of approximately RMB 113.8 million for the fiscal year 2024, a reduction of about 76.4% compared to the previous fiscal year[55] Revenue Sources - For the year ending December 31, 2024, property sales revenue was RMB 94,374,000, a significant decrease of 85.2% compared to RMB 637,108,000 in 2023[26] - Total rental income for 2024 was RMB 5,336,000, an increase of 17.8% from RMB 4,526,000 in 2023[26] - Revenue from property sales for the fiscal year 2024 was approximately RMB 94.4 million, a decrease of about 85.2% compared to RMB 637.1 million in fiscal year 2023[63] - Rental income from investment properties and inventory for fiscal year 2024 totaled approximately RMB 5.3 million, an increase of about 17.8% from RMB 4.5 million in fiscal year 2023[64] Assets and Liabilities - Total assets decreased to RMB 1,441.2 million in 2024 from RMB 1,672.4 million in 2023[6] - Current liabilities decreased to RMB 735.6 million in 2024 from RMB 819.3 million in 2023[6] - The net asset value for 2024 was RMB 701.5 million, down from RMB 849.9 million in 2023[7] - The total specified non-current assets decreased to RMB 290,864,000 in 2024 from RMB 410,349,000 in 2023, reflecting a decline of 29.0%[30] - The company's financial liabilities measured at amortized cost were RMB 429.8 million in 2024, down from RMB 447.2 million in 2023[14] Inventory and Sales - As of December 31, 2024, the total inventory amounted to RMB 566,369,000, a decrease from RMB 660,304,000 in 2023, with completed properties for sale valued at RMB 492,524,000[43] - The cost of sold inventory for the year was RMB 116,839,000, significantly lower than RMB 806,135,000 in 2023, indicating a reduction in inventory write-downs[44] - Contract liabilities related to property sales decreased to RMB 48,539,000 from RMB 78,161,000 in 2023, reflecting a reduction in prepayments received from customers[48] Corporate Governance and Compliance - The company adhered to the corporate governance code and maintained high standards of corporate governance throughout the fiscal year 2024[96] - The audit committee, consisting of three independent non-executive directors, reviewed and approved the consolidated financial statements for the fiscal year 2024[101] - The company's auditor, KPMG, confirmed that the preliminary announcement of the consolidated financial position and results for the fiscal year 2024 matched the audited financial statements[102] Future Outlook and Strategy - The company anticipates that the real estate market will gradually stabilize and operate moderately, with a focus on high-quality development[56] - The government is expected to continue implementing policies to stabilize the real estate market, including reducing restrictive measures and promoting the acquisition of existing commercial housing[56] - The company plans to explore and develop potential investment opportunities in sustainable projects to create long-term value for shareholders and investors[56] Dividends and Shareholder Returns - The company did not declare a final dividend for the year ended December 31, 2024[3] - The group has not declared any final dividends for the fiscal year 2024, consistent with the previous year[94] Employee and Operational Costs - The total employee costs for the fiscal year 2024 were approximately RMB 18.2 million, a decrease from RMB 31 million in 2023[90] Miscellaneous - The company has no single customer contributing over 10% of total revenue for 2024, maintaining a diversified customer base[26] - The company is currently evaluating the potential impact of new accounting standards that will take effect after January 1, 2025, but does not expect significant effects on the consolidated financial statements[24] - The group has no significant events occurring after the fiscal year ending December 31, 2024[89]

Economic Overview - The gross domestic product (GDP) of China experienced a solid growth rate of approximately 5.0% year-on-year in the first half of 2024[5]. - The overall macro-economy in China is showing a stable and forward-looking trend despite facing negative external factors[5]. Real Estate Market Performance - The total sales area of commercial housing in China amounted to approximately 479 million sq.m., representing a decrease of approximately 19.5% compared to the same period last year[6]. - The sales volume of commercial housing decreased by approximately 25.3% year-on-year to approximately RMB 4.71 trillion in the first half of 2024[6]. - Total investment in the real estate sector in the first half of 2024 amounted to approximately RMB 5.25 trillion, representing a year-on-year decrease of approximately 10.3%[6]. - Market confidence in the real estate sector remains low, with cautious purchasing behavior and a strong wait-and-see sentiment among buyers[6]. - The real estate sector continues to face challenges of insufficient market demand and deleveraging, with an overall downtrend remaining unchanged[6]. Government Policies and Market Outlook - The central government has implemented stimulus policies in the real estate sector, including reducing the down payment ratio and lowering interest rates for housing loans[9]. - The policies to support the real estate sector aim to gradually restore stable development and build a new model for real estate development[9]. - The pace of market recovery is expected to be constrained due to weak demand, and it will take time to consume the excess inventory[9]. - The central government is expected to continue easing regulatory policies in the real estate sector to promote healthy market development and accelerate inventory reduction[15][18]. - The Group anticipates that inflation will ease and interest rates will gradually decline, which may improve market conditions in the second half of 2024[15][18]. Financial Performance of the Group - The Group recorded a revenue of approximately RMB 46.1 million for the first half of 2024, representing a decrease of approximately 85.9% compared to RMB 327.7 million in the same period of 2023[12][19]. - The loss attributable to equity shareholders for the first half of 2024 was approximately RMB 61.7 million, compared to a profit of approximately RMB 0.7 million in the corresponding period of 2023[12][19]. - The Group's aggregated contracted sales value for the first half of 2024 was approximately RMB 106.2 million, with a total gross floor area (GFA) of approximately 15,200 sq.m.[12][19]. - The cost of sales for the first half of 2024 was approximately RMB 31.4 million, a decrease of approximately 84.5% from RMB 202.5 million in the same period of 2023[20]. - The gross profit for the first half of 2024 was approximately RMB 14.8 million, down 88.2% from RMB 125.2 million in the previous year[20]. - Revenue from property sales for the six months ended June 30, 2024, was approximately RMB 43.5 million, a decrease of approximately 86.6% compared to RMB 325.8 million for the same period in 2023[24]. Changes in Assets and Liabilities - Total assets decreased to RMB 1,574,851,000 as of June 30, 2024, down from RMB 1,672,400,000 at the end of 2023, representing a decline of approximately 5.8%[121]. - Total equity attributable to equity shareholders decreased to RMB 625,609,000 from RMB 685,421,000, reflecting a decline of approximately 8.7%[122]. - The company reported a loss for the period of RMB 61,722,000 for the six months ended June 30, 2024, compared to a profit of RMB 730,000 for the same period in 2023[125]. - Cash and cash equivalents decreased to RMB 314,416,000 from RMB 363,294,000, a reduction of about 13.5%[121]. - Trade and other receivables increased significantly to RMB 233,550,000 from RMB 150,095,000, marking a rise of approximately 55.6%[121]. Corporate Governance and Compliance - The Board is committed to maintaining high standards of corporate governance and has complied with all mandatory code provisions for the six months ended June 30, 2024[82]. - All Directors confirmed full compliance with the Model Code and the Company's code of conduct for the six months ended June 30, 2024[86]. - The Audit Committee reviewed the unaudited interim financial information for the six months ended June 30, 2024, which was also reviewed by external auditor KPMG[89]. Shareholder Information - Mr. Wong Ting Chung holds 562,500,000 ordinary shares, representing approximately 75.0% of the issued share capital of the Company[96]. - The total number of issued ordinary shares is 750,000,000[5]. - The Company has not entered into any arrangements to enable Directors to acquire benefits through the acquisition of shares or debentures during the six months ended June 30, 2024[100]. Employee and Management Compensation - The Group's total staff costs were approximately RMB 12.4 million, down from RMB 17.7 million for the same period in 2023[73]. - The Group's key management personnel received short-term employee benefits totaling RMB 3,215,000 for the six months ended June 30, 2024, down from RMB 3,543,000 in the same period of 2023[197].