Financial Performance - Total income for the six months ended June 30, 2025, was HK$45,184,000, representing an 18% decrease compared to HK$55,501,000 for the same period in 2024[20] - The company reported a loss before tax of HK$1,566,000, a significant decline from a profit of HK$7,436,000 in the previous year, marking a 121% change[20] - Loss attributable to equity holders of the company was HK$2,215,000, compared to a profit of HK$6,260,000 in the prior year, reflecting a 135% decrease[20] - The net profit margin decreased to -5.3% from 12.3% in the previous year[20] - Basic and diluted loss per share was HK$0.11, compared to a profit of HK$0.31 per share in the previous year, representing a 135% decline[20] - Return on equity fell to -0.9%, down from 2.6% in the previous year[20] - The Group recorded a net loss of HK$2.2 million for the 2025 Interim Period, compared to a net profit of HK$6.3 million in the corresponding period of 2024[31] Cash Flow and Liquidity - Net cash generated from operating activities was HK$7,030,000, a substantial improvement from a cash outflow of HK$2,879,000 in the same period last year, indicating a 344% increase[20] - Cash and bank balances as of 30 June 2025 amounted to HK$217.4 million, up from HK$205.2 million at the end of 2024, indicating strong liquidity[52] - The current ratio improved to 14.8, reflecting solid liquidity management[27] - The Group's gearing ratio remained nil, indicating no debt[23] - The Group maintained a healthy financial position with strong liquidity and low gearing, providing resilience to navigate market challenges[72] Revenue and Business Segments - Total revenue for the 2025 Interim Period was HK$41.6 million, a decrease of 17.4% from HK$50.7 million in the 2024 Interim Period[29] - Revenue from the healthcare business segment was approximately HK$41.6 million for the 2025 Interim Period, down from HK$50.7 million in the previous year[38] - The healthcare business remained the Group's core revenue contributor, although sales volume and gross profit margin were lower than the previous year[72] Operational Efficiency and Strategy - The company is focusing on improving operational efficiency and exploring new market opportunities to enhance future performance[21] - Management is committed to developing new products and technologies to drive growth and market expansion[21] - The Group's strategic focus includes product innovation, brand development, and operational efficiency to lay a solid foundation for long-term growth[71] - The Group is preparing to launch four new healthcare products supported by targeted digital campaigns and expanded distribution networks[79] Marketing and Product Development - The Group plans to allocate approximately HK$30-40 million over the next 12 months for inventory procurement and working capital management to support the expansion of its healthcare business[80] - Approximately HK$30 million to HK$40 million will be allocated for product diversification strategies, including the introduction of additional Chinese pharmaceutical brands and selected Western medicines[89] - The company plans to allocate approximately HK$3 million for logistics support to enhance delivery operations and customer service responsiveness[88] Trade Receivables and Credit Management - As of June 30, 2025, trade receivables were stable at HK$28.8 million, with the largest debtor accounting for 75% of total trade receivables[98] - Approximately 60% of trade receivables were current as of the reporting date, a significant increase from 25.5% as of December 31, 2024[99] - The Group has implemented measures to boost sales revenue from customers with shorter payment cycles while reducing sales to those with longer payment cycles[114] Corporate Governance and Compliance - The Company has complied with the Corporate Governance Code throughout the 2025 Interim Period, with a noted deviation regarding the roles of Chairman and Chief Executive being held by the same individual[139] - The Company engaged SHINEWING Risk Services Limited for internal audit functions to enhance risk oversight and governance practices[145] - All Directors confirmed compliance with the Model Code for Securities Transactions during the 2025 Interim Period[147] Shareholding and Capital Structure - As of June 30, 2025, the company has a total of 2,033,290,000 issued ordinary shares listed on the Main Board of the Stock Exchange[163] - Ji Guangfei, the Chairman and CEO, holds 1,121,561,000 shares, representing approximately 55.16% of the total shareholding[154] - The shareholding structure remains stable, with shares held by a broad base of institutional and retail investors[166] Future Outlook - The group maintains a cautiously optimistic outlook for the second half of 2025, anticipating significant expansion opportunities driven by increased health awareness and demand for quality health products in Asia[81] - The Board views reinvesting cash into operations as more beneficial than declaring dividends during the growth stage[179]

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: Top Eminent Healthcare Group Limited （卓著健康集團有限公司）* 呈交日期: 2025年9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) | 06877 | 說明 | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 4,000,000,000 | HKD | | 0.01 | HKD | | 40,000,000 | | 增加 / 減少 (-) | | | | | | | HKD | | | | 本月底結存 | | | 4,000,000,000 | ...

[Condensed Consolidated Interim Statement of Comprehensive Income](index=1&type=section&id=Condensed%20Consolidated%20Interim%20Statement%20of%20Comprehensive%20Income) This section presents the Group's interim comprehensive income statement, detailing revenue, expenses, and net loss for the period [Consolidated Profit and Loss Analysis](index=1&type=section&id=Consolidated%20Profit%20and%20Loss%20Analysis) The Group recorded a net loss of HK$2,215 thousand for the interim period 2025, a significant decline from a net profit of HK$6,260 thousand in 2024, primarily due to an 18.77% decrease in total revenue and a substantial increase in other operating expenses Consolidated Profit and Loss Summary (HK$ thousand) | Indicator | Six Months Ended June 30, 2025 (HK$ thousand) | Six Months Ended June 30, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Sales of healthcare products | 41,559 | 50,687 | -18.0% | | Other income | 3,625 | 4,814 | -24.7% | | Total revenue | 45,184 | 55,501 | -18.77% | | Cost of sales for healthcare business | (23,852) | (31,086) | -23.27% | | Total expenses | (46,750) | (48,065) | -2.74% | | (Loss)/Profit before tax | (1,566) | 7,436 | -121.06% | | Income tax expense | (649) | (1,176) | -44.81% | | (Loss)/Profit for the period | (2,215) | 6,260 | -135.38% | | Currency exchange differences | 6,154 | (519) | N/A | | Total comprehensive income for the period | 3,939 | 5,741 | -31.39% | | Basic and diluted (loss)/profit per share (HK cents) | (0.11) | 0.31 | -135.48% | [Condensed Consolidated Interim Statement of Financial Position](index=3&type=section&id=Condensed%20Consolidated%20Interim%20Statement%20of%20Financial%20Position) This section outlines the Group's financial position, including assets, liabilities, and equity as of June 30, 2025 [Consolidated Financial Position Analysis](index=3&type=section&id=Consolidated%20Financial%20Position%20Analysis) As of June 30, 2025, the Group's total assets decreased by 4.7% to HK$266,240 thousand, with total equity increasing by 1.61% to HK$248,246 thousand, while total current liabilities significantly decreased by 48.7% Consolidated Financial Position Summary (HK$ thousand) | Indicator | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Property, plant and equipment | 69 | 77 | -10.39% | | Inventories | 17,239 | 34,546 | -50.0% | | Trade receivables | 28,838 | 36,720 | -21.47% | | Cash and bank balances and client trust bank balances | 218,597 | 206,336 | 5.94% | | Total current assets | 266,171 | 279,305 | -4.69% | | Total assets | 266,240 | 279,382 | -4.70% | | Total equity | 248,246 | 244,307 | 1.61% | | Trade and other payables | 16,907 | 30,861 | -45.20% | | Total current liabilities | 17,994 | 35,075 | -48.70% | | Total liabilities | 17,994 | 35,075 | -48.70% | [Notes to the Interim Financial Information](index=4&type=section&id=Notes%20to%20the%20Interim%20Financial%20Information) This section provides detailed notes and explanations supporting the condensed consolidated interim financial statements [1. Basis of Preparation](index=4&type=section&id=1.%20Basis%20of%20Preparation) The condensed consolidated interim financial information is prepared in accordance with HKAS 34 "Interim Financial Reporting" and consistent with prior year accounting policies - The condensed consolidated interim financial information is prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" issued by the Hong Kong Institute of Certified Public Accountants[7](index=7&type=chunk) - The preparation of interim financial information requires management to make judgments, estimates, and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income, and expenses; actual results may differ from these estimates[7](index=7&type=chunk) [2. Segment Reporting](index=4&type=section&id=2.%20Segment%20Reporting) The Group's operations are divided into healthcare business (selling healthcare products) and unallocated segments (providing non-healthcare services and investment holding), with healthcare business revenue and segment profit decreasing in the interim period 2025 - The Group's operating segments include the healthcare business segment (selling healthcare products) and the unallocated segment (providing services other than healthcare business and investment holding)[8](index=8&type=chunk) - The Group commenced its healthcare business in 2022, establishing online stores on internationally renowned e-commerce platforms to sell healthcare products sourced from suppliers[8](index=8&type=chunk) Segment Performance (HK$ thousand) | Indicator | Six Months Ended June 30, 2025 (HK$ thousand) | Six Months Ended June 30, 2024 (HK$ thousand) | | :--- | :--- | :--- | | **Healthcare Business Segment** | | | | Segment revenue from external customers | 41,559 | 50,687 | | Segment profit/(loss) | 5,656 | 8,401 | | **Unallocated Segment** | | | | Other income | 3,625 | 4,814 | | Segment profit/(loss) | (7,222) | (965) | | **Total** | | | | Total revenue and other income | 45,184 | 55,501 | | Profit/(Loss) for the period | (2,215) | 6,260 | [Major Customers](index=6&type=section&id=Major%20Customers) In the interim period 2025, Customer A was the largest customer, contributing HK$9,161 thousand in revenue, indicating a high dependency on a single customer, with the largest debtor accounting for 75% of total trade receivables Revenue from Major Customers (HK$ thousand) | Customer | Six Months Ended June 30, 2025 (HK$ thousand) | Six Months Ended June 30, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Customer A | 9,161 | – | | Customer B | 2,760 | 10,841 | | Customer C | 2,659 | 8,699 | | Customer D | 2,550 | 6,092 | - As of June 30, 2025, trade receivables from the largest debtor accounted for **75%** of total trade receivables (December 31, 2024: 85%)[25](index=25&type=chunk) [3. Other Income](index=6&type=section&id=3.%20Other%20Income) The Group's other income, primarily interest income, decreased by 24.7% to HK$3,625 thousand in the interim period 2025, mainly due to interest rates returning to normal levels Other Income Details (HK$ thousand) | Item | Six Months Ended June 30, 2025 (HK$ thousand) | Six Months Ended June 30, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Interest income | 3,625 | 4,814 | - The decrease in other income was primarily due to interest income returning to normal levels in the interim period 2025 as interest rates declined[43](index=43&type=chunk) [4. Other Operating Expenses](index=7&type=section&id=4.%20Other%20Operating%20Expenses) Other operating expenses significantly increased by 47.47% to HK$20,424 thousand in the interim period 2025, mainly driven by higher marketing, advertising, and promotion expenses, and a substantial increase in net exchange losses Other Operating Expenses Details (HK$ thousand) | Item | Six Months Ended June 30, 2025 (HK$ thousand) | Six Months Ended June 30, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Auditor's remuneration – audit services | 684 | 679 | 0.74% | | Marketing, advertising and promotion expenses | 6,806 | 5,490 | 23.97% | | Professional and consulting fees | 3,145 | 3,895 | -19.30% | | Import duties on inbound goods | 1,889 | 1,659 | 13.86% | | Postage and courier fees | 1,352 | 1,064 | 27.07% | | Information services expenses | 672 | 269 | 149.81% | | Net exchange losses | 3,802 | 19 | 19910.53% | | Total other operating expenses | 20,424 | 13,850 | 47.47% | - The increase in other operating expenses was primarily due to an increase of **HK$1,300 thousand** in marketing and promotion expenses compared to the interim period 2024, aimed at enhancing the Group's long-term brand awareness and customer engagement[48](index=48&type=chunk) [5. Income Tax Expense](index=7&type=section&id=5.%20Income%20Tax%20Expense) Income tax expense for the interim period 2025 was HK$649 thousand, a decrease from HK$1,176 thousand in the same period of 2024, with Hong Kong profits tax at 16.5% and New Zealand and Australia at 28% and 30% respectively Income Tax Expense Details (HK$ thousand) | Item | Six Months Ended June 30, 2025 (HK$ thousand) | Six Months Ended June 30, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Current tax: expense for the period | 649 | 1,176 | | Income tax expense | 649 | 1,176 | - Hong Kong profits tax is provided at a rate of **16.5%** on the estimated assessable profits for the period; overseas profits tax is calculated at prevailing rates in the countries where the Group operates, with New Zealand and Australia income tax expenses calculated at **28%** and **30%** respectively[15](index=15&type=chunk) [6. Dividends](index=7&type=section&id=6.%20Dividends) The Board resolved not to declare any dividends for the six months ended June 30, 2025, consistent with the prior year - The Board resolved not to declare any dividends for the six months ended June 30, 2025 (six months ended June 30, 2024: nil)[17](index=17&type=chunk) [7. Earnings/(Loss) Per Share](index=8&type=section&id=7.%20Earnings%2F%28Loss%29%20Per%20Share) The loss attributable to equity holders of the Company was HK$2,215 thousand for the interim period 2025, resulting in a basic and diluted loss per share of 0.11 HK cents, compared to a profit of HK$6,260 thousand and earnings per share of 0.31 HK cents in the prior year Earnings/(Loss) Per Share Details | Indicator | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | (Loss)/Profit attributable to equity holders of the Company (HK$ thousand) | (2,215) | 6,260 | | Weighted average number of ordinary shares outstanding (number of shares) | 2,033,290,000 | 2,033,290,000 | | Basic and diluted (loss)/profit per share (HK cents) | (0.11) | 0.31 | - Basic and diluted earnings/(loss) per share were the same for the six months ended June 30, 2025 and 2024[19](index=19&type=chunk) [8. Inventories](index=8&type=section&id=8.%20Inventories) Finished goods inventories decreased significantly by 50% to HK$17,239 thousand as of June 30, 2025, with the cost of goods recognized as cost of sales being HK$23,852 thousand for the period Inventories (HK$ thousand) | Item | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Finished goods – merchandise | 17,239 | 34,546 | -50.0% | - For the six months ended June 30, 2025, the cost of goods recognized as cost of sales was approximately **HK$23,852 thousand** (six months ended June 30, 2024: HK$31,086 thousand)[19](index=19&type=chunk) [9. Trade Receivables](index=8&type=section&id=9.%20Trade%20Receivables) Net trade receivables decreased by 21.47% to HK$28,838 thousand as of June 30, 2025, comprising amounts due from fellow subsidiaries and third parties, with the Group strictly monitoring receivables and applying HKFRS 9 for expected credit losses Trade Receivables Summary (HK$ thousand) | Item | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Trade receivables – fellow subsidiaries | 21,688 | – | N/A | | Trade receivables – third parties | 7,775 | 37,345 | -79.19% | | Total trade receivables | 29,463 | 37,345 | -21.09% | | Less: Impairment allowance | (625) | (625) | 0.0% | | Net trade receivables | 28,838 | 36,720 | -21.47% | - The Group is committed to strictly monitoring its outstanding receivables and has established a credit control team to minimize credit risk[19](index=19&type=chunk) - The Group applies the simplified approach under HKFRS 9 to measure expected credit losses, which requires the use of a lifetime expected loss allowance for all trade receivables[20](index=20&type=chunk) [Aging Analysis](index=9&type=section&id=Aging%20Analysis) As of June 30, 2025, current trade receivables significantly increased to 59.7% from 25.5% in December 2024, indicating improved collection efficiency, while receivables over six but within twelve months decreased from 20.6% to 8.7% Trade Receivables Aging Analysis (HK$ thousand) | Aging | June 30, 2025 (HK$ thousand) | June 30, 2025 (%) | December 31, 2024 (HK$ thousand) | December 31, 2024 (%) | | :--- | :--- | :--- | :--- | :--- | | Current | 17,577 | 59.7 | 9,514 | 25.5 | | Within three months | 6,696 | 22.7 | 15,480 | 41.5 | | Over three months but within six months | 2,618 | 8.9 | 4,619 | 12.4 | | Over six months but within twelve months | 2,572 | 8.7 | 7,732 | 20.6 | | Total | 29,463 | 100.0 | 37,345 | 100.0 | [Movement in Impairment Loss Allowance](index=9&type=section&id=Movement%20in%20Impairment%20Loss%20Allowance) The impairment loss allowance for trade receivables remained at HK$625 thousand as of June 30, 2025, consistent with December 31, 2024 Impairment Loss Allowance (HK$ thousand) | Item | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Beginning/End of period | 625 | – | | Impairment loss | – | 625 | | End of period/year | 625 | 625 | [Trade Receivables from Related Parties](index=9&type=section&id=Trade%20Receivables%20from%20Related%20Parties) As of June 30, 2025, trade receivables from related parties amounted to HK$21,688 thousand, with a loss allowance of HK$531 thousand, representing an expected credit loss rate of 2.45%, with no such receivables in the prior year Related Party Trade Receivables (HK$ thousand) | Item | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Trade receivables from related parties | 21,688 | Zero | | Loss allowance | 531 | Zero | | Expected credit loss rate | 2.45% | Not applicable | [Trade Receivables from Third Parties](index=10&type=section&id=Trade%20Receivables%20from%20Third%20Parties) As of June 30, 2025, trade receivables from third parties significantly decreased to HK$7,775 thousand from HK$37,345 thousand in December 2024, with a loss allowance of HK$94 thousand and an expected loss rate of 1.21% Third Party Trade Receivables (HK$ thousand) | Item | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Trade receivables from third parties | 7,775 | 37,345 | | Loss allowance | 94 | 625 | | Expected credit loss rate | 1.21% | 1.67% | [Concentration of Risk](index=10&type=section&id=Concentration%20of%20Risk) As of June 30, 2025, trade receivables from the largest debtor accounted for 75% of the total, a decrease from 85% in December 2024, yet still indicating high customer concentration, which the Group manages through counterparty limits and approval processes - As of June 30, 2025, trade receivables from the largest debtor accounted for **75%** of total trade receivables (December 31, 2024: 85%)[25](index=25&type=chunk) - The Group adopts various monitoring and measures, including setting counterparty limits, approval, and evaluation controls, to avoid excessive concentration of risk in its portfolio[25](index=25&type=chunk) [Currency Denomination](index=10&type=section&id=Currency%20Denomination) Trade receivables are primarily denominated in HKD and RMB, with HK$15,010 thousand in HKD and HK$12,425 thousand in RMB as of June 30, 2025 Trade Receivables by Currency (HK$ thousand) | Currency | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | HKD | 15,010 | 28,607 | | RMB | 12,425 | 6,667 | | USD | 1,403 | 1,446 | | Total | 28,838 | 36,720 | [10. Other Receivables, Prepayments and Deposits](index=11&type=section&id=10.%20Other%20Receivables%2C%20Prepayments%20and%20Deposits) Total other receivables, prepayments, and deposits decreased to HK$1,239 thousand as of June 30, 2025, from HK$1,703 thousand in December 2024, mainly due to a reduction in interest receivables and prepayments Other Receivables, Prepayments and Deposits (HK$ thousand) | Item | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Interest receivables | 734 | 947 | -22.5% | | Prepayments | 298 | 551 | -45.9% | | Other receivables | 161 | 141 | 14.2% | | Total | 1,239 | 1,703 | -27.2% | [11. Cash and Bank Balances and Client Trust Bank Balances](index=11&type=section&id=11.%20Cash%20and%20Bank%20Balances%20and%20Client%20Trust%20Bank%20Balances) Total cash and bank balances and client trust bank balances increased by 5.94% to HK$218,597 thousand as of June 30, 2025, primarily driven by a significant growth in cash and bank balances, with client trust funds unavailable for the Group's own debts Cash and Bank Balances and Client Trust Bank Balances (HK$ thousand) | Item | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Cash and bank balances | 30,884 | 9,353 | 230.2% | | Bank time deposits | 186,549 | 195,818 | -4.73% | | Client trust bank balances | 1,164 | 1,165 | -0.09% | | Total | 218,597 | 206,336 | 5.94% | - The Group holds trust and segregated accounts with authorized financial institutions to safeguard client deposits from general business transactions and cannot use client funds to settle its own debts[27](index=27&type=chunk) - As of June 30, 2025 and December 31, 2024, no bank balances were pledged to banks for bank facilities, and no overdrafts were utilized[27](index=27&type=chunk) [12. Trade and Other Payables](index=12&type=section&id=12.%20Trade%20and%20Other%20Payables) Total trade and other payables significantly decreased by 45.2% to HK$16,907 thousand as of June 30, 2025, primarily due to a reduction in trade payables, with supplier credit terms typically ranging from immediate to 90 days Trade and Other Payables (HK$ thousand) | Item | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Trade payables | 15,633 | 28,606 | -45.35% | | Accrued audit fees | 705 | 1,400 | -49.64% | | Other accrued expenses | 544 | 796 | -31.66% | | Total | 16,907 | 30,861 | -45.20% | - Credit terms granted by suppliers for goods payable are typically from immediate to **90 days**[29](index=29&type=chunk) [13. Share Capital and Reserves](index=12&type=section&id=13.%20Share%20Capital%20and%20Reserves) The Company's issued and fully paid share capital remained at HK$20,333 thousand as of June 30, 2025, consistent with December 31, 2024, while reserves slightly increased to HK$227,913 thousand Share Capital (HK$ thousand) | Item | June 30, 2025 (Number of Shares) | June 30, 2025 (HK$ thousand) | December 31, 2024 (Number of Shares) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | :--- | :--- | | Authorized share capital (par value HK$0.01 per share) | 4,000,000,000 | 40,000 | 4,000,000,000 | 40,000 | | Issued and fully paid share capital | 2,033,290,000 | 20,333 | 2,033,290,000 | 20,333 | - Reserves include capital reserve, which represents the difference between the carrying amount of net assets of subsidiaries like CA Premium New Zealand Limited and the par value of shares issued in exchange for these subsidiaries as part of a reorganization completed in 2012[31](index=31&type=chunk) [14. Related Party Transactions and Balances](index=13&type=section&id=14.%20Related%20Party%20Transactions%20and%20Balances) The Group engaged in significant related party transactions during the period, including payments for software maintenance, management services, and sales, inventory purchases, and commission payments with fellow subsidiaries, all conducted on normal commercial terms Related Party Transactions (HK$ thousand) | Transaction Type | Related Party | Six Months Ended June 30, 2025 (HK$ thousand) | Six Months Ended June 30, 2024 (HK$ thousand) | | :--- | :--- | :--- | :--- | | Payment for software maintenance, upgrade and support services | Related party | 14 | 16 | | Payment for management services | Then direct holding company | 115 | 173 | | Payment for management services | Fellow subsidiary | 70 | – | | Sales of goods | Fellow subsidiary | 817 | – | | Purchase of inventories | Fellow subsidiary | 493 | – | | Payment of commission | Fellow subsidiary | 86 | – | - Tehealth (Hong Kong) Limited and Tong Ren Tang International conducted buying and selling of healthcare products on normal commercial terms and after fair negotiation[33](index=33&type=chunk) - In accordance with Rule 14A.76 of the Listing Rules, the above continuing connected transactions are fully exempt from shareholder approval, independent non-executive directors' and auditor's annual review, and disclosure requirements[34](index=34&type=chunk) [15. Litigation and Contingent Liabilities](index=14&type=section&id=15.%20Litigation%20and%20Contingent%20Liabilities) Two legal proceedings involving the Group and Sheng Hui Information Technology Co., Ltd. are ongoing, with trials scheduled for January 2026, and the Company's legal counsel is cautiously optimistic about the outcome, thus no provision is deemed necessary by the directors - The Company received a writ of summons with endorsement of claim from Sheng Hui Information Technology Co., Ltd. against the Company, claiming for improper termination of the IT service agreement and other matters[35](index=35&type=chunk) - The aforementioned litigation will be heard together with the High Court legal proceedings initiated by the Company against Sheng Hui in 2019 for breach of the IT service agreement, with the trial scheduled for January 2026[35](index=35&type=chunk) - Despite the uncertainty of the litigation outcome and potential financial impact, the Company's directors believe no provision is required as the Company's legal counsel is cautiously optimistic about the outcome of both cases[35](index=35&type=chunk) [Management Discussion and Analysis](index=15&type=section&id=Management%20Discussion%20and%20Analysis) This section provides management's perspective on the Group's financial performance, position, and operational developments during the interim period [Financial Highlights](index=15&type=section&id=Financial%20Highlights) In the interim period 2025, the Group's total revenue decreased by 18% to HK$45,184 thousand, turning a pre-tax profit into a loss of HK$1,566 thousand, with a net loss attributable to shareholders of HK$2,215 thousand, while net cash from operating activities significantly increased by 344% Financial Performance Summary (HK$ thousand) | Item | Six Months Ended June 30, 2025 (HK$ thousand) | Six Months Ended June 30, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Total revenue | 45,184 | 55,501 | -18% | | (Loss)/Profit before tax | (1,566) | 7,436 | -121% | | (Loss)/Profit for the period attributable to equity holders of the Company | (2,215) | 6,260 | -135% | | Net cash generated from/(used in) operating activities | 7,030 | (2,879) | +344% | | Net profit margin | (5.3%) | 12.3% | N/A | | Inventory turnover (times) | 0.9 | 3.0 | N/A | | Basic and diluted (loss)/profit per share (HK cents/share) | (0.11) | 0.31 | -135% | | Return on equity | (0.9%) | 2.6% | N/A | Financial Position Summary (HK$ thousand) | Item | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Total assets | 266,240 | 279,382 | -5% | | Total equity | 248,246 | 244,307 | 2% | | Current ratio | 14.8 | 8.0 | N/A | | Total equity attributable to equity holders of the Company | 248,246 | 244,307 | 2% | | Total number of issued shares (in thousands) | 2,033,290 | 2,033,290 | – | | Net asset value per share attributable to equity holders of the Company (HK$/share) | 0.1221 | 0.1202 | 2% | | Debt-to-equity ratio | Zero | Zero | Not applicable | [Changes in Equity](index=16&type=section&id=Changes%20in%20Equity) As of June 30, 2025, total equity increased from the beginning of the year to HK$248,246 thousand, primarily due to other comprehensive income of HK$6,154 thousand, which partially offset the period's loss Changes in Equity (HK$ thousand) | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Balance at January 1 | 244,307 | 239,865 | | (Loss)/Profit for the period | (2,215) | 6,260 | | Other comprehensive income/(expense) | 6,154 | (519) | | Total equity balance at June 30 | 248,246 | 245,606 | [Key Financial Ratios and Trends](index=16&type=section&id=Key%20Financial%20Ratios%20and%20Trends) The Group experienced a temporary decline in profitability but maintained a strong current ratio, reflecting robust liquidity and prudent working capital management, with the Board remaining optimistic about future prospects and committed to enhancing operational efficiency - The Group's profitability experienced a temporary decline, primarily due to strategic adjustments in product mix and pricing aimed at positioning the business for long-term growth[38](index=38&type=chunk) - Despite short-term performance being affected by transitional factors, the Group's current ratio remained strong, reflecting a robust liquidity position and prudent working capital management[38](index=38&type=chunk) [Review of Significant Changes](index=16&type=section&id=Review%20of%20Significant%20Changes) In the interim period 2025, the Group's revenue decreased due to a temporary slowdown in the healthcare business, operating expenses moderately increased reflecting strategic investments, and profit attributable to shareholders turned into a loss mainly due to one-off professional fees related to a change in controlling shareholder, while the healthcare segment remains a growth driver expanding B2C channels and ODM portfolio - The Group recorded revenue of **HK$41.6 million** in the interim period 2025, a decrease from **HK$50.7 million** in the interim period 2024, primarily due to a temporary slowdown in the healthcare business segment[39](index=39&type=chunk) - Operating expenses moderately increased, reflecting effective strategic investments in professional services and marketing activities, which are expected to support future growth and strengthen the Group's brand influence[39](index=39&type=chunk) - The Group recorded a temporary net loss of **HK$2.2 million**, primarily due to one-off professional fees of **HK$2.5 million** related to the change in the Company's controlling shareholder and the subsequent general offer triggered in the interim period 2025[39](index=39&type=chunk) - The healthcare segment continues to be the Group's growth driver; despite a temporary decline, the Group is expanding its B2C channels and ODM portfolio, which is expected to drive sustainable revenue growth[39](index=39&type=chunk) - As of June 30, 2025, the Group maintained a robust financial position with cash and bank balances of **HK$217.4 million**, providing strong liquidity and flexibility to support future growth initiatives[40](index=40&type=chunk) [Comparison of Interim Period 2025 with Interim Period 2024](index=17&type=section&id=Comparison%20of%20Interim%20Period%202025%20with%20Interim%20Period%202024) This section provides a detailed comparison of key financial metrics for the interim periods of 2025 and 2024, highlighting decreases in total revenue, healthcare business revenue, other income, cost of sales, referral expenses, staff costs, and depreciation, alongside significant increases in other operating expenses and net loss - Total revenue, healthcare business revenue, other income, cost of sales, referral expenses and other fees, staff costs, and depreciation all decreased compared to the same period last year[41](index=41&type=chunk)[42](index=42&type=chunk)[43](index=43&type=chunk)[44](index=44&type=chunk)[45](index=45&type=chunk)[46](index=46&type=chunk)[47](index=47&type=chunk) - Other operating expenses and net loss significantly increased, leading to the Group's shift from profit to loss[48](index=48&type=chunk)[49](index=49&type=chunk) [Total Revenue](index=17&type=section&id=Total%20Revenue) In the interim period 2025, the Group's total revenue was approximately HK$45,200 thousand, a decrease of about 18.6% from approximately HK$55,500 thousand in the same period of 2024 Total Revenue (HK$ thousand) | Item | Six Months Ended June 30, 2025 (HK$ thousand) | Six Months Ended June 30, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Total revenue | 45,200 | 55,500 | -18.6% | [A. Healthcare Business Revenue](index=17&type=section&id=A.%20Healthcare%20Business%20Revenue) Healthcare business revenue for the interim period 2025 was approximately HK$41,600 thousand, a decrease of about 17.95% from HK$50,700 thousand in the same period of 2024 Healthcare Business Revenue (HK$ thousand) | Item | Six Months Ended June 30, 2025 (HK$ thousand) | Six Months Ended June 30, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Healthcare business revenue | 41,600 | 50,700 | -17.95% | [B. Other Income](index=17&type=section&id=B.%20Other%20Income) Other income decreased by approximately 24.7% from HK$4,800 thousand in the interim period 2024 to HK$3,600 thousand in the interim period 2025, primarily due to interest rates returning to normal levels Other Income (HK$ thousand) | Item | Six Months Ended June 30, 2025 (HK$ thousand) | Six Months Ended June 30, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Other income | 3,600 | 4,800 | -24.7% | [Cost of Sales](index=17&type=section&id=Cost%20of%20Sales) Cost of sales for the interim period 2025 was HK$23,900 thousand, a decrease of approximately 23.2% from HK$31,100 thousand in the same period of 2024 Cost of Sales (HK$ thousand) | Item | Six Months Ended June 30, 2025 (HK$ thousand) | Six Months Ended June 30, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Cost of sales | 23,900 | 31,100 | -23.2% | [Referral Expenses and Other Fees](index=17&type=section&id=Referral%20Expenses%20and%20Other%20Fees) Referral expenses and other fees decreased from HK$1,300 thousand in the interim period 2024 to HK$1,100 thousand in the interim period 2025, consistent with changes in healthcare business activities Referral Expenses and Other Fees (HK$ thousand) | Item | Six Months Ended June 30, 2025 (HK$ thousand) | Six Months Ended June 30, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Referral expenses and other fees | 1,100 | 1,300 | -15.4% | [Staff Costs](index=17&type=section&id=Staff%20Costs) Staff costs decreased from HK$1,600 thousand in the interim period 2024 to HK$1,400 thousand in the interim period 2025 Staff Costs (HK$ thousand) | Item | Six Months Ended June 30, 2025 (HK$ thousand) | Six Months Ended June 30, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Staff costs | 1,400 | 1,600 | -12.5% | [Depreciation – Property, Plant and Equipment](index=17&type=section&id=Depreciation%20%E2%80%93%20Property%2C%20Plant%20and%20Equipment) Depreciation of property, plant, and equipment decreased from approximately HK$200 thousand in the interim period 2024 to approximately HK$30 thousand in the interim period 2025, primarily because some assets were fully depreciated in 2025 Depreciation – Property, Plant and Equipment (HK$ thousand) | Item | Six Months Ended June 30, 2025 (HK$ thousand) | Six Months Ended June 30, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Depreciation – property, plant and equipment | 30 | 200 | -85.0% | [Other Operating Expenses](index=17&type=section&id=Other%20Operating%20Expenses) Other operating expenses increased by approximately 47.5% from HK$13,800 thousand in the interim period 2024 to HK$20,400 thousand in the interim period 2025, mainly due to increased marketing and promotion expenses Other Operating Expenses (HK$ thousand) | Item | Six Months Ended June 30, 2025 (HK$ thousand) | Six Months Ended June 30, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Other operating expenses | 20,400 | 13,800 | 47.5% | [Net Loss](index=17&type=section&id=Net%20Loss) A net loss of HK$2,200 thousand was recorded in the interim period 2025, compared to a net profit of HK$6,300 thousand in the same period of 2024, primarily due to decreased revenue, increased other operating expenses, and one-off professional fees related to a change in controlling shareholder Net Loss (HK$ thousand) | Item | Six Months Ended June 30, 2025 (HK$ thousand) | Six Months Ended June 30, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Net loss | (2,200) | 6,300 | -134.9% | - The net loss was primarily due to the aforementioned reasons, coupled with one-off expenses related to the change in the Company's controlling shareholder and the subsequent general offer, such as legal, advisory, and other transaction-related professional fees[49](index=49&type=chunk) [Liquidity and Financial Resources](index=17&type=section&id=Liquidity%20and%20Financial%20Resources) In the interim period 2025, the Group's operations were primarily funded by equity, cash generated from business operations, and cash and bank deposits, with cash and bank balances (including time deposits maturing within three months) increasing to HK$217,400 thousand as of June 30, 2025 - The Group's operations are primarily funded by equity, cash generated from the Group's business operations, and cash and bank deposits[50](index=50&type=chunk) Cash and Bank Balances (HK$ thousand) | Item | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Cash and bank balances (including bank time deposits with original maturity within three months) | 217,400 | 205,200 | 5.95% | [Foreign Exchange Risk](index=18&type=section&id=Foreign%20Exchange%20Risk) In the interim period 2025, the Group recorded an exchange loss of HK$3,800 thousand and a currency exchange gain of approximately HK$6,200 thousand, mainly due to the translation of foreign currency denominated monetary assets by Australian and New Zealand subsidiaries into their local reporting currencies, with the Group actively managing foreign exchange risk through regular review of currency positions and hedging strategies Foreign Exchange Impact (HK$ thousand) | Item | Six Months Ended June 30, 2025 (HK$ thousand) | Six Months Ended June 30, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Exchange loss | 3,800 | 20 | | Currency exchange gain/(loss) | 6,200 | (500) | - The currency exchange gain was primarily due to the translation of foreign currency denominated monetary assets by the Company's subsidiaries in Australia and New Zealand into their local reporting currencies at the half-year end[51](index=51&type=chunk) - The Group actively manages foreign exchange risk by regularly reviewing currency positions within a basket of currencies and employing hedging strategies based on current market conditions and the working capital needs of its subsidiaries[51](index=51&type=chunk) [Capital Structure](index=18&type=section&id=Capital%20Structure) In the interim period 2025, the Group's capital structure comprised equity attributable to owners of the Company, including issued share capital and reserves - In the interim period 2025, the Group's capital structure comprised equity attributable to owners of the Company (including issued share capital and reserves)[52](index=52&type=chunk) [Pledge of the Group's Assets](index=18&type=section&id=Pledge%20of%20the%20Group%27s%20Assets) As of June 30, 2025, the Group had no pledged assets, consistent with December 31, 2024 - As of June 30, 2025, the Group had no pledged assets (December 31, 2024: nil)[53](index=53&type=chunk) [Contingent Liabilities](index=18&type=section&id=Contingent%20Liabilities) Details of the Group's contingent liabilities as of June 30, 2025, are provided in the notes to the interim financial information, primarily involving litigation with Sheng Hui Information Technology Co., Ltd - Details of the Group's contingent liabilities as of June 30, 2025, are set out in the notes to the interim financial information[54](index=54&type=chunk) [Employees and Remuneration Policy](index=18&type=section&id=Employees%20and%20Remuneration%20Policy) The Group's remuneration policy aligns with market practices, determined by employee performance and experience, with a total of 13 employees as of June 30, 2025 - The Group's remuneration policy is in line with current market practices and determined based on individual employee performance and experience[55](index=55&type=chunk) - As of June 30, 2025, the Group employed a total of **13 staff** (including employees, consultants, and directors)[55](index=55&type=chunk) [Business Review and Outlook](index=18&type=section&id=Business%20Review%20and%20Outlook) In the interim period 2025, the Group faced a complex competitive environment with expected declines in revenue and profit, but focused on product innovation, brand development, and operational efficiency, making progress in expanding B2C distribution channels and optimizing its ODM product portfolio, while maintaining cautious optimism for the second half of 2025 with plans for new product launches, strengthened partnerships, and continued investment in digital marketing, supply chain optimization, and R&D - For the six months ended June 30, 2025, the Group faced a more complex and competitive operating environment compared to the same period in 2024, primarily due to shifting consumer preferences and intensified competition in the healthcare product market; despite year-on-year declines in revenue and profit, these fluctuations were within expectations[56](index=56&type=chunk) - The Group continued to focus on strategic priorities such as product innovation, brand development, and operational efficiency to lay a solid foundation for long-term growth, actively promoting and selling over **eighty well-known healthcare products** through various major e-commerce platforms, including Tmall, Douyin, and JD.com[56](index=56&type=chunk) - As of the date of this announcement, the Group is actively negotiating agency arrangements for **four new healthcare products** with relevant organizations; looking ahead to the second half of 2025, the Group remains cautiously optimistic about its prospects, planning to launch new healthcare products and related services, strengthen cooperation with existing brand partners, and expand sales channels[57](index=57&type=chunk) [Concentration of Credit Risk in Trade Receivables](index=19&type=section&id=Concentration%20of%20Credit%20Risk%20in%20Trade%20Receivables) As of June 30, 2025, trade receivables remained stable at HK$28,800 thousand, with the largest debtor accounting for 75% of the total, reflecting typical B2B relationships in the healthcare industry, and the Group maintains a robust credit control framework, with approximately 60% of trade receivables being current Trade Receivables (HK$ thousand) | Item | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Trade receivables | 28,800 | 36,700 | -21.53% | - As of June 30, 2025, trade receivables from the largest debtor accounted for **75%** of total trade receivables (December 31, 2024: 85%)[58](index=58&type=chunk) - As of the reporting date, approximately **60%** of trade receivables were current, compared to 25.5% of trade receivables being current as of December 31, 2024[58](index=58&type=chunk) [Subsequent Settlement of Trade Receivables](index=19&type=section&id=Subsequent%20Settlement%20of%20Trade%20Receivables) As of June 30, 2025, total trade receivables amounted to HK$29,463 thousand, of which HK$10,606 thousand had been subsequently settled as of the date of this announcement Subsequent Settlement of Trade Receivables (HK$ thousand) | Aging | Total Balance as of June 30, 2025 (HK$ thousand) | Subsequently Settled as of this Announcement Date (HK$ thousand) | | :--- | :--- | :--- | | Current | 17,577 | 3,734 | | Within 3 months | 6,696 | 5,101 | | Over 3 months but within 6 months | 2,618 | 1,771 | | Over 6 months but within 12 months | 2,572 | – | | Total | 29,463 | 10,606 | [Expected Recovery of Long-Term Receivables and Justification for Loss Allowance](index=20&type=section&id=Expected%20Recovery%20of%20Long-Term%20Receivables%20and%20Justification%20for%20Loss%20Allowance) The Group is confident in the full recovery of trade receivables, deeming the HK$625 thousand loss allowance sufficient, based on high customer credit standing, ongoing business relationships with customers for long-term receivables, and a consistent business model and customer base - Based on high customer credit standing, ongoing business relationships with customers for trade receivables balances over six months from invoice date, and a consistent business model and customer base, the Group is confident that trade receivables are fully recoverable; therefore, the loss allowance of **HK$625 thousand** is considered sufficient[62](index=62&type=chunk) [(1) High Customer Credit Standing](index=20&type=section&id=%281%29%20High%20Customer%20Credit%20Standing) The Group's customer credit standing remains robust, primarily from reputable large and well-known customers, with past payment behavior indicating full recoverability of receivables - Our customer credit standing remains robust, with past payment behavior indicating full recoverability of receivables; as of June 30, 2025, the Group's trade receivables primarily originate from reputable large and well-known customers[60](index=60&type=chunk) [(2) Ongoing Business Relationships with Customers for Trade Receivables Over Six Months](index=20&type=section&id=%282%29%20Ongoing%20Business%20Relationships%20with%20Customers%20for%20Trade%20Receivables%20Over%20Six%20Months) As of June 30, 2025, trade receivables with invoice dates over six but within twelve months are from three customers who maintain ongoing contracts and good business relationships with the Group - As of June 30, 2025, trade receivables with invoice dates over six months but within twelve months totaled **HK$2.6 million**, originating from three customers who currently maintain ongoing contracts and good business relationships with the Group[61](index=61&type=chunk) [(3) Consistent Business Model and Customer Base](index=20&type=section&id=%283%29%20Consistent%20Business%20Model%20and%20Customer%20Base) The Group's current business model and customer base remain largely consistent, with no issues identified regarding the recoverability of trade receivables or the need for additional impairment provisions - Regarding trade receivables, the Group's current business model and customer base remain largely consistent, and this is expected to continue in the future[62](index=62&type=chunk) - The Group believes it has established standard business arrangements with these customers (especially B2B customers) and has not identified any issues related to the recoverability of trade receivables or the need for additional impairment provisions to date[62](index=62&type=chunk) [Actions Taken or to be Taken for Recovery of Long-Term Receivables (if any)](index=20&type=section&id=Actions%20Taken%20or%20to%20be%20Taken%20for%20Recovery%20of%20Long-Term%20Receivables%20%28if%20any%29) The Group has implemented several measures to recover long-term receivables, including increasing sales revenue from customers with shorter payment cycles, strict control of outstanding receivables by a dedicated credit control team, and regular review of customer backgrounds and business conditions - Increase sales revenue from customers with shorter payment cycles while gradually reducing sales to customers with relatively longer payment cycles to improve the overall recovery period of trade receivables[65](index=65&type=chunk) - Strict control of outstanding trade receivables by a dedicated credit control team, including direct follow-up by sales personnel for invoices over three months old and escalation of invoices over six months old to senior management[65](index=65&type=chunk) - Regularly review customer backgrounds, reputations, market positions, and business conditions using publicly available information to guide credit assessments[65](index=65&type=chunk) [Latest Regulatory Compliance](index=20&type=section&id=Latest%20Regulatory%20Compliance) Following its successful resumption of trading in July 2024, the Company continues to operate normally and confirms compliance with Rule 13.24 of the Listing Rules of The Stock Exchange of Hong Kong Limited - Following its successful resumption of trading in July 2024, the Company continues to operate its business normally and in an orderly manner[63](index=63&type=chunk) - The Board confirms that the Company remains in compliance with Rule 13.24 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited[63](index=63&type=chunk) [Material Acquisitions or Disposals](index=20&type=section&id=Material%20Acquisitions%20or%20Disposals) The Group did not undertake any material acquisitions or disposals of subsidiaries, associates, or joint ventures during the interim period 2025 - The Group did not undertake any material acquisitions or disposals of subsidiaries, associates, or joint ventures during the interim period 2025[64](index=64&type=chunk) [Other Information](index=21&type=section&id=Other%20Information) This section covers additional disclosures including significant investments, litigation, post-reporting period events, dividends, securities transactions, corporate governance, directors' interests, and financial statement review [Material Investments Held](index=21&type=section&id=Material%20Investments%20Held) The Group did not hold any material investments during the interim period 2025 - The Group did not hold any material investments during the interim period 2025[66](index=66&type=chunk) [Material Litigation and Arbitration](index=21&type=section&id=Material%20Litigation%20and%20Arbitration) Apart from the legal actions disclosed in this announcement for the interim period 2025, the Group had no other material litigation or arbitration and was unaware of any material contingent liabilities - Apart from the legal actions disclosed in this announcement for the interim period 2025, the Group had no other material litigation or arbitration and was unaware of any material contingent liabilities[67](index=67&type=chunk) [Events After the Reporting Period](index=21&type=section&id=Events%20After%20the%20Reporting%20Period) No significant events affecting the Group occurred after the reporting period and up to the date of this announcement - No significant events affecting the Group occurred after the reporting period and up to the date of this announcement[68](index=68&type=chunk) [Interim Dividends](index=21&type=section&id=Interim%20Dividends) The Board resolved not to declare any dividends for the interim period 2025 (interim period 2024: nil) - The Board resolved not to declare any dividends for the interim period 2025 (interim period 2024: nil)[69](index=69&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=21&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Listed%20Securities) Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the interim period 2025 - Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the interim period 2025[70](index=70&type=chunk) [Compliance with Corporate Governance Code](index=21&type=section&id=Compliance%20with%20Corporate%20Governance%20Code) The Company complied with the Corporate Governance Code throughout the interim period 2025, except for the deviation where Mr. Ji Guangfei held both Chairman and Chief Executive Officer roles, which the Board believes enhances business strategy execution and operational efficiency, with a balanced board structure providing adequate checks and balances - The Company complied with the code provisions of the Corporate Governance Code set out in Appendix C1 of the Listing Rules throughout the interim period 2025[71](index=71&type=chunk) - Since April 11, 2025, Mr. Ji Guangfei has held both the roles of Chairman and Chief Executive Officer, which constitutes a deviation from code provision C.2.1 of the Corporate Governance Code[71](index=71&type=chunk) - The Board believes that combining the roles of Chairman and Chief Executive Officer facilitates the execution of the Group's business strategies and enhances operational efficiency; furthermore, under the supervision of a Board comprising three executive directors, three non-executive directors, and three independent non-executive directors, the Company believes the Board structure is appropriate, with a balanced distribution of power, providing sufficient checks and balances to safeguard the interests of the Company and its shareholders[71](index=71&type=chunk) [Directors' Securities Transactions](index=21&type=section&id=Directors%27%20Securities%20Transactions) The Board adopted the Model Code for Securities Transactions by Directors of Listed Issuers, and all directors confirmed compliance with it throughout the interim period 2025 - The Board adopted the Model Code for Securities Transactions by Directors of Listed Issuers set out in Appendix C3 of the Listing Rules as the code of conduct for directors' dealings in the Company's securities[72](index=72&type=chunk) - In response to specific inquiries from the Company, all directors confirmed that they had complied with the Model Code at all applicable times during the interim period 2025[72](index=72&type=chunk) [Directors' Interests in Transactions, Arrangements or Contracts](index=21&type=section&id=Directors%27%20Interests%20in%20Transactions%2C%20Arrangements%20or%20Contracts) Except for related party transactions disclosed in the notes to the interim financial information, the Group did not enter into any significant ongoing transactions, arrangements, or contracts during the interim period where directors or their associated entities had a material direct or indirect interest - All related party transactions entered into by the Group during the reporting period were conducted in the ordinary course of business on normal commercial terms and in compliance with applicable Listing Rules[73](index=73&type=chunk) - Except for those disclosed in the 'Related Party Transactions and Balances' section of the notes to the interim financial information, the Group did not enter into any ongoing transactions, arrangements, or contracts during the interim period 2025 or at any time during the relevant period that were significant to the Group's business and in which a director or an entity connected with a director had a material direct or indirect interest[73](index=73&type=chunk) [Changes in Directors' Information](index=22&type=section&id=Changes%20in%20Directors%27%20Information) Effective April 11, 2025, Mr. Yuan Feng was re-designated as a non-executive director and resigned as Deputy Chief Executive Officer, and Mr. Zhong Zhuoxun was re-designated as a non-executive director and notified his waiver of director's fees from July 1, 2025 - Effective April 11, 2025, Mr. Yuan Feng was re-designated as a non-executive director and resigned as Deputy Chief Executive Officer[74](index=74&type=chunk) - Mr. Zhong Zhuoxun was re-designated as a non-executive director, and on June 26, 2025, a notification was received confirming his waiver of director's fees of **HK$240,000 per annum**, effective from July 1, 2025[74](index=74&type=chunk) [Basis of Determining Directors' Remuneration](index=22&type=section&id=Basis%20of%20Determining%20Directors%27%20Remuneration) Directors' remuneration is determined by the Board based on recommendations from the Remuneration Committee, considering company performance, individual performance, industry benchmarks, and market conditions, and is reviewed periodically, with the basis remaining unchanged in the interim period 2025 - Directors' remuneration is determined by the Board based on the recommendations of the Company's Remuneration Committee, with reference to the Company's performance and profitability, individual directors' performance, industry remuneration benchmarks, and current market conditions[75](index=75&type=chunk) - The basis for determining directors' remuneration (including bonuses) remained unchanged during the interim period 2025[75](index=75&type=chunk) [Review of Financial Statements](index=22&type=section&id=Review%20of%20Financial%20Statements) The Audit Committee reviewed and had no objections to the accounting treatments adopted for the Company's unaudited condensed consolidated interim results for the interim period 2025, providing recommendations and opinions - The Audit Committee reviewed and had no objections to the accounting treatments adopted by the Company for the preparation of the Group's unaudited condensed consolidated interim results for the interim period 2025, and provided recommendations and opinions accordingly[76](index=76&type=chunk) [Publication of Interim Report](index=22&type=section&id=Publication%20of%20Interim%20Report) The Company's 2025 interim report will be published on its website (www.tehealth.com) and the HKEX website (www.hkexnews.hk) in due course, with printed copies dispatched to shareholders - The Company's 2025 interim report (containing all financial and other relevant information of the Company as required by the Listing Rules) will be published on the Company's website (www.tehealth.com) and the HKEX website (www.hkexnews.hk) in due course, and printed copies will be dispatched to shareholders[77](index=77&type=chunk)

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: Top Eminent Healthcare Group Limited （卓著健康集團有限公司）* 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) | 06877 | 說明 | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 4,000,000,000 | HKD | | 0.01 | HKD | | 40,000,000 | | 增加 / 減少 (-) | | | | | | | HKD | | | | 本月底結存 | | | 4,000,000,000 | ...

Group 1: Industry Overview - The Chinese innovative drug industry is accelerating towards high-quality development driven by policy incentives and capital influx [1][3] - The National Medical Products Administration has introduced a "30-day fast approval channel" for innovative drug clinical trials, enhancing the efficiency of drug development [1] - The CSI Innovative Drug Industry Index has shown a cumulative return of approximately 5% over the past year, while the Hang Seng Hong Kong Stock Connect Innovative Drug Index has achieved a remarkable 34% return [3] Group 2: Company Highlights - Dongyang Sunshine Pharmaceutical Co., Ltd. (06877.HK) is set to list 112.7 million H-shares on the Hong Kong Stock Exchange, with trading expected to commence on August 7 [3][4] - The company has a strong focus on innovation, with R&D investment projected to exceed 20% of revenue in 2024 [4] - Dongyang Sunshine has led the domestic pharmaceutical industry in the number of patents published and authorized from 2014 to 2023, marking a shift from following to leading in technology [4] Group 3: Technological Advancements - Dongyang Sunshine is leveraging AI technology to enhance R&D efficiency, including AI-assisted patent literature summarization and the use of GAT algorithms to improve clinical trial success rates [4] - The first candidate drug developed through the AI-driven platform, HEC169584, has entered clinical trials, with plans for further AI applications in drug design [4] Group 4: Market Sentiment - The competitive landscape for domestic innovative drugs is improving, with expectations for a significant revaluation of the sector [4] - Upcoming negotiations for the 2025 medical insurance directory are anticipated to catalyze positive policy developments for the industry [4]

Core Viewpoint - Dongyangguang Pharmaceutical Co., Ltd. is set to return to the capital market with a new positioning as an innovative pharmaceutical company through a "introduction listing" on the Hong Kong Stock Exchange, aiming to list 112.7 million H shares by August 7, 2025, following its privatization [1] Group 1: Company Transformation and R&D Focus - The company has successfully transformed by focusing on innovative drug research and development, showcasing resilience and growth [1] - Dongyangguang has established the only national key laboratory for the research and development of new anti-infection drugs in Guangdong Province, equipped with over 50,000 square meters of laboratory space and more than 400 high-performance liquid chromatography instruments [1] - The company has maintained a high investment in R&D, with over 20% of its revenue allocated to R&D in 2024, leading to breakthroughs in core technologies and breaking foreign technology monopolies [2] Group 2: Innovation and AI Integration - Dongyangguang ranks first among domestic pharmaceutical companies in the number of patents published and granted in China from 2014 to 2023 [2] - The company is actively integrating AI technology to enhance R&D efficiency, with the first candidate drug HEC169584 developed through an AI-driven platform currently in clinical trials [2] Group 3: Organizational Culture and Competitive Advantage - The company emphasizes expert-led decision-making and team practices to build core competencies, allowing experts to focus on technical areas without administrative duties [3] - The organizational culture, established by founder Zhang Zhongneng, promotes resilience and confidence, which has helped attract and motivate talent [3] - Dongyangguang has developed a mature system covering three major fields and the entire R&D lifecycle, achieving a leap towards "systematic innovation" [3]

Core Viewpoint - The impact of the U.S. "reciprocal tariffs" on Chinese pharmaceutical companies is limited, with many companies reporting normal operations and minimal effects on their business [1][2][4][7][12]. Group 1: Company Responses - Heng Rui Pharmaceutical reported that overseas sales account for only 2.56% of its revenue, indicating that U.S. tariffs have a minimal impact on its business [1]. - Han Yu Pharmaceutical stated that it has a diversified market presence across North America, Asia, Europe, and South America, which mitigates risks from single market policy changes [2]. - Bai Yang Pharmaceutical noted that its supply chain is globally diversified, and the impact of tariffs is minimal [3]. - WuXi AppTec acknowledged that tariffs will have some impact but emphasized their optimized supply chain and management practices to minimize effects [4]. - Kangtai Biological confirmed that it has no products exported to the U.S. and is focusing on markets along the Belt and Road [5]. Group 2: Industry Trends - The medical device industry in China is rapidly developing, with companies like Mindray Medical actively seeking alternatives for U.S. imported raw materials [5]. - Companies are increasingly focusing on domestic production and local supply chains to counteract potential tariff impacts [6][8]. - The vaccine industry in China is evolving, with companies like CanSino Biologics transitioning from followers to leaders in vaccine technology [8][9]. - The overall sentiment among Chinese pharmaceutical companies is that the current tariff situation presents an opportunity for domestic substitution and innovation [10][12].

Group 1 - CLSA PREMIUM (06877) announced the resignation of several directors effective April 10, 2025, including Mr. Xu Jianqiang as non-executive director and chairman of the corporate governance committee, Mr. Wu Jianfeng as independent non-executive director and member of the remuneration and audit committees, and Mr. Ma Anyang due to potential conflicts affecting his independence [1] - Effective April 11, 2025, new appointments include Mr. Ji Guangfei as executive director, chairman of the board, and CEO; Ms. Li Jiang as executive director and vice-chairman; Mr. Zhang Huanping as executive director; Mr. Zhou Zuyu as independent non-executive director and chief independent non-executive director; and Mr. Lv Aiping as independent non-executive director [1] - Following the resignations of Mr. Xu Jianqiang and Mr. Yuan Feng's reassignment, they will no longer serve as authorized representatives under the listing rules and relevant Hong Kong laws, with Mr. Ji Guangfei and company secretary Mr. Shi Yonghua appointed as authorized representatives and legal process agents effective April 11, 2025 [2]

Financial Performance - The company reported a revenue increase of 15% year-over-year, reaching $500 million for the fiscal year[7]. - The company provided a forward guidance of 10% revenue growth for the next fiscal year, projecting revenues of $550 million[7]. - The consolidated net profit increased by 15% compared to the previous year, driven by strategic investments in sales channels and market outreach[41]. - The Group recorded a consolidated net profit of approximately HK$11.3 million for the year ended 31 December 2024, an increase from approximately HK$9.8 million for the year ended 31 December 2023[80]. - Profit before tax for the year ended December 31, 2024, increased to HK$12,589,000, up from HK$11,587,000 in 2023, marking a growth of 8.7%[134]. - Profit for the year reached HK$11,338,000, compared to HK$9,842,000 in 2023, representing a year-on-year increase of 15.1%[134]. - The Group's total income for the year ended 31 December 2024 was approximately HK$102.8 million, a decrease from approximately HK$199.7 million for the year ended 31 December 2023[65]. - Revenue from the healthcare business was approximately HK$86.5 million for the year ended 31 December 2024, down from HK$191.2 million for the year ended 31 December 2023, indicating a significant decline[66]. Operational Efficiency - The company reported a net profit margin of 12%, reflecting improved operational efficiency[7]. - The total cash flow from operations increased by 18%, amounting to $80 million for the quarter[7]. - Operational efficiencies improved by streamlining supply chain processes, reducing operational redundancy while maintaining quality[43]. - The cost of sales for the continuing operations was HK$52.5 million for the year ended 31 December 2024, down from HK$151.1 million for the year ended 31 December 2023, reflecting the drop in revenue[69]. - Total expenses, excluding the cost of sales, increased by approximately 11% to HK$37.8 million for the year ended 31 December 2024, compared to HK$34.0 million for the year ended 31 December 2023[70]. Market Expansion and Strategy - Market expansion efforts have led to a 25% increase in market share in the Asia-Pacific region[7]. - The strategic plan includes expanding into emerging markets, identified key regions for growth, and discussions with potential partners are underway[47]. - The Group plans to launch original design manufacturing (ODM) products in the PRC and Hong Kong to expand its product range[112]. - The Group aims to leverage Hong Kong's position as a global supply chain center and its relationship with the PRC to enhance its healthcare business[111]. - The Group is negotiating with local famous chain stores to set up counters for selling its products[117]. Product Development and Innovation - New product launches contributed to 30% of total revenue, with the latest product generating $150 million in sales[7]. - New products launched have been well-received, designed based on direct customer feedback, enhancing the company's competitive edge[42]. - The Group's B2C model expansion on popular short-form video platforms in China generated approximately HK$40 million in revenue for the year[59]. - The Group's strategy includes utilizing artificial intelligence technology to identify suitable products for target customers globally[111]. Governance and Management - The Group's management team includes individuals with significant experience in their respective fields, enhancing operational capabilities and strategic direction[34]. - The board of directors includes members with diverse backgrounds in finance, technology, and healthcare, contributing to comprehensive governance[34]. - The Group aims to enhance its corporate governance and operational efficiency through the expertise of its directors and senior management[34]. - Mr. Xu Jianqiang has been appointed as a non-executive director since May 21, 2018, and currently serves as the chairman of the corporate governance committee[24]. - The Group employed a total of 13 staff as of December 31, 2024, including employees, consultants, and directors[96]. Sustainability and Corporate Responsibility - Commitment to sustainability includes reducing carbon footprint, enhancing packaging materials, and supporting community initiatives[48]. - The company has implemented internal recycling programs and energy-saving practices to minimize its environmental impact[154]. - The company emphasizes the importance of transparency and communication with stakeholders to foster relationships[49]. - The focus on delivering sustainable results is a priority for the company as it moves forward in the healthcare industry[52]. Risk Management - The Group has implemented a robust risk management system to address financial risks, including credit, market, and liquidity risks[138]. - The Company continues to invest in IT systems to enhance cybersecurity and mitigate risks associated with potential disruptions[145]. - The Group has diversified its supply chain to reduce dependence on single sources, aiming to minimize the impact of disruptions[146]. - The Company is actively monitoring macroeconomic changes to adapt its business strategies accordingly[139]. - Legal risks related to ongoing litigation against Banclogix System Co., Limited are being managed as part of the Company's compliance strategy[147]. Dividend Policy and Shareholder Relations - The Group does not recommend the payment of a final dividend for the year ended December 31, 2024[125]. - The company has a dividend policy that considers operating results, cash flow, and financial condition when determining the payout ratio[186]. - The payment and amount of dividends will depend on the group's operational results, cash flows, financial position, and other relevant factors, with no predetermined distribution ratio[192]. - The company’s dividend payments are subject to statutory and regulatory restrictions[192]. - The company recognizes employees as valuable assets and aims to provide competitive remuneration and career advancement opportunities[161].

Financial Performance - Total revenue for the year ended December 31, 2024, was HKD 102,821,000, a decrease of 48.6% from HKD 199,683,000 in 2023[3] - Profit before tax from continuing operations was HKD 12,589,000, a decrease of 13.6% compared to HKD 14,575,000 in 2023[5] - The annual profit from continuing operations was HKD 11,338,000, down 11.6% from HKD 12,830,000 in the prior year[5] - Total comprehensive income for the year was HKD 4,442,000, a decline of 50.9% from HKD 9,065,000 in 2023[5] - The total revenue for the group's continuing operations for the year ended December 31, 2024, was approximately HKD 102,800,000, compared to HKD 199,700,000 for the year ended December 31, 2023, representing a decline of about 48.6%[43] - The healthcare business revenue for the year ended December 31, 2024, was approximately HKD 86,500,000, down from HKD 191,200,000 for the year ended December 31, 2023, indicating a decrease of approximately 54.7%[44] - The group recorded a net profit of approximately HKD 11,300,000 for the year ended December 31, 2024, compared to HKD 9,800,000 for the year ended December 31, 2023, reflecting an increase of about 15.3%[52] Cost and Expenses - The cost of goods sold for the healthcare business was HKD 52,454,000, down 65.3% from HKD 151,077,000 in the previous year[3] - The total cost of goods sold recognized for the year 2024 is approximately HKD 52,454,000, significantly lower than HKD 151,077,000 in 2023, indicating a reduction of about 65.3%[31] - The sales cost for the group's continuing operations for the year ended December 31, 2024, was HKD 52,500,000, down from HKD 151,100,000 for the year ended December 31, 2023, indicating a decrease of about 65.3%[47] - The total expenses (excluding sales costs) for the group for the year ended December 31, 2024, were approximately HKD 37,800,000, an increase of about 11% from HKD 34,000,000 for the year ended December 31, 2023[48] Assets and Liabilities - Current assets increased to HKD 279,305,000 from HKD 251,387,000, representing an increase of 11.1%[6] - Total equity rose to HKD 244,307,000, up from HKD 239,865,000, reflecting a growth of 1.8%[6] - Cash and bank balances decreased to HKD 206,336,000 from HKD 223,574,000, a decline of 7.7%[6] - Trade receivables increased to HKD 37,345,000 in 2024 from HKD 12,979,000 in 2023, marking an increase of approximately 187.5%[32] - The inventory of finished goods as of December 31, 2024, is HKD 34,546,000, compared to HKD 11,916,000 in 2023, reflecting an increase of approximately 189.5%[31] - Trade payables increased to HKD 28,606,000 in 2024 from HKD 6,536,000 in 2023, representing an increase of approximately 338.5%[35] Income and Earnings - The company reported a basic and diluted earnings per share of HKD 0.56, compared to HKD 0.48 in the previous year, indicating an increase of 16.7%[5] - Basic and diluted earnings per share from continuing operations for 2024 is HKD 0.56, a decrease from HKD 0.63 in 2023, representing a decline of approximately 11.1%[29] - The income tax expense for the year 2024 is HKD 1,251,000, compared to HKD 1,745,000 in 2023, reflecting a decrease of approximately 28.3%[26] Business Operations - The company has terminated its margin trading business in New Zealand, Australia, and Hong Kong due to uncertainties, with a reported loss of HKD 2,988 thousand for the discontinued operations in 2023[23] - The company has established an online store for healthcare products through a well-known international e-commerce platform, indicating a strategic expansion into the healthcare market[12] - The group plans to expand its B2C model through popular short video platforms in China, which generated approximately HKD 40,000,000 in revenue for the year[41] - The group anticipates further opportunities in the healthcare industry driven by technological advancements and changing consumer expectations[41] - The group intends to launch its Original Design Manufacturing (ODM) products in China and Hong Kong, utilizing established e-commerce cross-border channels for distribution[67] - The group has obtained a wholesale license from the Hong Kong Department of Health and plans to collaborate with Japanese pharmaceutical companies for product distribution[69] Corporate Governance and Compliance - The company has not adopted any new or revised accounting standards that are expected to have a significant impact on the current or future periods[9] - The company expects that the application of the new Hong Kong Financial Reporting Standard 18 will not impact its financial position and performance in the foreseeable future, but will affect the presentation of the comprehensive income statement[11] - The group has complied with the corporate governance code throughout the year ending December 31, 2024[73] - The audit committee reviewed the audited consolidated financial statements for the year ending December 31, 2024, and submitted its opinions to the board[65] Shareholder Matters - The company has no dividends recommended for the year ending December 31, 2024, consistent with 2023[27] - The board does not recommend a final dividend for the year ending December 31, 2024, consistent with the previous year[71] - The company plans to change its name from "CLSA Premium Limited" to "Top Eminent Healthcare Group Limited" pending shareholder approval[80] - The board of directors has proposed amendments to the company's articles of association to reflect the name change, which will require special resolution approval from shareholders[85] - The company will hold a meeting for shareholders to consider and approve the proposed name change and amendments to the articles of association[87] Employee Matters - The group employed a total of 13 employees as of December 31, 2024, including employees, consultants, and directors[60] - Directors Li Jiong and Xu Jianqiang have agreed to waive their annual director's fees of HKD 120,000 each, effective from April 1, 2023[77] - Mr. Yuan Feng has notified the company of his waiver of annual remuneration of HKD 789,600, effective from September 30, 2024[77] Miscellaneous - The group has no significant investments, acquisitions, or disposals of subsidiaries for the year ending December 31, 2024[59] - The group has not purchased, sold, or redeemed any of its listed securities during the year ending December 31, 2024[74] - The annual report for the year ending December 31, 2024, will be published on the company's website and the Hong Kong Stock Exchange website[79] - Independent non-executive director Mr. Wu Jianfeng's position as Chief Engineer at Accertify will be independent following its spin-off on May 1, 2024[77] - The company will not arrange for the exchange of existing shares for new shares bearing the new company name after the name change[84] - The name change will not affect shareholders' rights or the trading of the company's shares on the stock exchange[84] - The board believes the new name will provide a better corporate image and potential business opportunities for the company[83]