eBROKER GROUP LIMITED 電子交易集團有限公司 (於開曼群島註冊成立的有限公司) 股份代號：8036 第三季度幸 香港聯合交易所有限公司（「聯交所」）GEM的特色 GEM乃為相比其他在聯交所上市的公司帶有更高投資風 險的中小型公司提供上市的市場。有意投資人士應瞭解 投資於該等公司的潛在風險，並應經過審慎周詳的考慮 後方作出投資決定。 鑑於在GEM上市的公司一般為中小型公司，在GEM買賣 的證券可能會較在聯交所主板買賣的證券承受較大市場 波動風險，同時無法保證在GEM買賣的證券會有高流通 量的市場。 香港交易及結算所有限公司及聯交所對本報告之內容概 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，概不會就因本報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。 本報告乃根據GEM上市規則之規定而提供有關本公司之 資料，各董事願就本報告所載資料共同及個別承擔全部 責任。董事在作出一切合理查詢後，確認就彼等所知及 所信，本報告所載資料在各重大方面均屬準確完整，沒 有誤導或欺詐成分，且並無遺漏其他事項，致使本報告 或當中所載任何陳述產生誤導。 內容 | --- | ...

[Company Information](index=4&type=section&id=Company%20Information) This section provides essential corporate details, including board composition, professional advisors, and registration information [Board of Directors and Committees](index=4&type=section&id=Board%20of%20Directors%20and%20Committees) The company's board comprises executive and independent non-executive directors, supported by audit, remuneration, and nomination committees for robust governance - Board members include Mr. Chan Lap Tak (Chairman), Mr. Lo Chi Ho (Chief Executive Officer) as executive directors, and Mr. Chan Chi Kwong, Mr. Liu Kin Sing, Mr. Au Yeung Po Fung as independent non-executive directors[6](index=6&type=chunk) - The company has an Audit Committee (Chairman: Mr. Au Yeung Po Fung), a Remuneration Committee (Chairman: Mr. Liu Kin Sing), and a Nomination Committee (Chairman: Mr. Chan Lap Tak)[6](index=6&type=chunk) [Professional Advisors and Registration Information](index=4&type=section&id=Professional%20Advisors%20and%20Registration%20Information) The company engages Somerley Capital Limited as compliance advisor and Addo C.P.A. Limited as auditor, with key banking and registration details provided - The compliance advisor is Somerley Capital Limited, and the auditor is Addo C.P.A. Limited[6](index=6&type=chunk) - The principal bankers are DBS Bank (Hong Kong) Limited[6](index=6&type=chunk) - The Hong Kong share registrar is Tricor Investor Services Limited[9](index=9&type=chunk) - The company's stock code is **8036**, and its official website is www.ebrokersystems.com[9](index=9&type=chunk) [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (Unaudited)](index=6&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income%20(Unaudited)) This section presents the unaudited condensed consolidated financial performance, including revenue, profit/loss, and other comprehensive income [Overview of Financial Performance for the Period](index=6&type=section&id=Overview%20of%20Financial%20Performance%20for%20the%20Period) For the six months ended June 30, 2021, revenue increased by **1.4%** to **HK$20,070 thousand**, and profit attributable to owners surged by **206.9%** to **HK$132 thousand**, despite a loss in the three-month period Financial Performance for the Three Months Ended June 30, 2021 | Metric | 2021 (HK$'000) | 2020 (HK$'000) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 9,388 | 10,175 | -7.7% | | Operating (Loss)/Profit | (695) | 154 | -551.3% | | (Loss)/Profit for the Period Attributable to Owners of the Company | (736) | 20 | -3780.0% | | Basic (Loss)/Earnings Per Share (HK cents) | (0.06) | 0.002 | -3100.0% | Financial Performance for the Six Months Ended June 30, 2021 | Metric | 2021 (HK$'000) | 2020 (HK$'000) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 20,070 | 19,802 | 1.4% | | Operating (Loss)/Profit | 209 | 235 | -11.1% | | (Loss)/Profit for the Period Attributable to Owners of the Company | 132 | 43 | 206.9% | | Basic (Loss)/Earnings Per Share (HK cents) | 0.01 | 0.004 | 150.0% | [Condensed Consolidated Statement of Financial Position (Unaudited)](index=7&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position%20(Unaudited)) This section presents the unaudited condensed consolidated financial position, detailing assets, liabilities, and equity [Analysis of Asset and Liability Structure](index=7&type=section&id=Analysis%20of%20Asset%20and%20Liability%20Structure) As of June 30, 2021, the Group's non-current and current assets increased, alongside current liabilities, while net assets and total equity maintained steady growth Financial Position as of June 30, 2021 | Metric | June 30, 2021 (HK$'000) | December 31, 2020 (HK$'000) | Change (%) | | :--- | :--- | :--- | :--- | | Non-current Assets | 21,301 | 18,066 | 17.9% | | Current Assets | 46,548 | 45,873 | 1.5% | | Current Liabilities | 7,616 | 6,860 | 11.0% | | Net Current Assets | 38,932 | 39,013 | -0.2% | | Net Assets | 58,072 | 56,958 | 2.0% | | Total Equity | 58,072 | 56,958 | 2.0% | [Condensed Consolidated Statement of Changes in Equity (Unaudited)](index=8&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity%20(Unaudited)) This section presents the unaudited condensed consolidated statement of changes in equity, detailing movements in various equity components [Changes in Equity](index=8&type=section&id=Changes%20in%20Equity) For the six months ended June 30, 2021, total equity increased from **HK$56,958 thousand** to **HK$58,072 thousand**, driven by share-based payment reserve and other comprehensive income Changes in Equity for the Six Months Ended June 30, 2021 | Metric | January 1, 2021 (HK$'000) | June 30, 2021 (HK$'000) | Change (HK$'000) | | :--- | :--- | :--- | :--- | | Share Capital | 1,230 | 1,230 | 0 | | Share Premium | 61,921 | 61,921 | 0 | | Capital Reserve | (54,333) | (54,333) | 0 | | Exchange Fluctuation Reserve | 1,244 | 1,516 | 272 | | Shares Held for Share Award Scheme | (21,805) | (21,805) | 0 | | Share-based Payment Reserve | – | 710 | 710 | | Retained Profits | 68,701 | 68,833 | 132 | | **Total Equity** | **56,958** | **58,072** | **1,114** | - Shares granted under the share award scheme led to an increase of **HK$710 thousand** in share-based payment reserve[19](index=19&type=chunk) - Other comprehensive income for the period was **HK$272 thousand**, primarily from exchange differences on translation of financial statements of overseas subsidiaries[19](index=19&type=chunk) [Condensed Consolidated Statement of Cash Flows (Unaudited)](index=9&type=section&id=Condensed%20Consolidated%20Statement%20of%20Cash%20Flows%20(Unaudited)) This section presents the unaudited condensed consolidated statement of cash flows, detailing cash movements from operating, investing, and financing activities [Cash Flow Analysis](index=9&type=section&id=Cash%20Flow%20Analysis) For the six months ended June 30, 2021, net cash used in operating, investing, and financing activities significantly decreased, resulting in a narrower net decrease in cash and cash equivalents, with an ending balance of **HK$26,007 thousand** Cash Flows for the Six Months Ended June 30, 2021 | Metric | 2021 (HK$'000) | 2020 (HK$'000) | Change (HK$'000) | | :--- | :--- | :--- | :--- | | Net Cash Used in Operating Activities | (663) | (6,648) | 5,985 | | Net Cash Used in Investing Activities | (1,743) | (10,951) | 9,208 | | Net Cash Used in Financing Activities | (149) | (1,139) | 990 | | Net Decrease in Cash and Cash Equivalents | (2,555) | (18,738) | 16,183 | | Cash and Cash Equivalents at June 30 | 26,007 | 28,205 | -2,198 | - Exchange rate changes had a **positive impact of HK$561 thousand** on cash and cash equivalents, compared to a negative impact in the prior period[22](index=22&type=chunk) [Notes to the Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed notes to the unaudited condensed consolidated financial statements, offering context and explanations for reported figures [1. General Information](index=10&type=section&id=1.%20General%20Information) E-Broker Systems Limited was incorporated in the Cayman Islands on May 23, 2016, and listed on GEM of the Hong Kong Stock Exchange on February 19, 2019 - The company was incorporated in the Cayman Islands on **May 23, 2016**[24](index=24&type=chunk) - The company's shares were listed on GEM of The Stock Exchange of Hong Kong on **February 19, 2019**[24](index=24&type=chunk) [2. Basis of Preparation](index=10&type=section&id=2.%20Basis%20of%20Preparation) The unaudited condensed consolidated financial statements are prepared in accordance with HKAS 34 and GEM Listing Rules, consistent with 2020 audited financial statements - The financial statements are prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" and the GEM Listing Rules[25](index=25&type=chunk) - The principal accounting policies are consistent with those adopted in the 2020 audited consolidated financial statements, except for new and revised standards first applied in the current period[25](index=25&type=chunk) [3. Adoption of New and Revised Hong Kong Financial Reporting Standards](index=10&type=section&id=3.%20Adoption%20of%20New%20and%20Revised%20Hong%20Kong%20Financial%20Reporting%20Standards) The adoption of new and revised HKFRSs effective January 1, 2021, is not expected to materially impact current or prior period results, with ongoing assessment for future standards - The adoption of new and revised Hong Kong Financial Reporting Standards effective **January 1, 2021**, is not expected to have a material impact on the results and financial position for the current and prior periods[26](index=26&type=chunk) - The Group is assessing the potential impact of new Hong Kong Financial Reporting Standards that are not yet effective or have not been early adopted[26](index=26&type=chunk) [4. Revenue](index=11&type=section&id=4.%20Revenue) The Group's revenue primarily stems from front-end trading, back-office settlement, installation, customization, and managed cloud services, with total revenue increasing by **1.4%** for the six months ended June 30, 2021, notably driven by a **78.9%** rise in installation and customization services Revenue Breakdown for the Six Months Ended June 30, 2021 | Service Line | 2021 (HK$'000) | 2020 (HK$'000) | Change (%) | | :--- | :--- | :--- | :--- | | Front-end Trading Solution Services Revenue | 9,924 | 11,012 | -9.9% | | Back-office Settlement Solution Services Revenue | 5,067 | 5,052 | 0.3% | | Installation and Customization Services Revenue | 2,090 | 1,168 | 78.9% | | Managed Cloud Services Revenue | 1,631 | 1,791 | -8.9% | | Others | 1,358 | 779 | 74.3% | | **Total** | **20,070** | **19,802** | **1.4%** | Revenue by Major Geographic Market for the Six Months Ended June 30, 2021 | Region | 2021 (HK$'000) | 2020 (HK$'000) | Change (%) | | :--- | :--- | :--- | :--- | | Hong Kong | 19,545 | 19,137 | 2.1% | | Macau | 525 | 665 | -21.1% | | **Total** | **20,070** | **19,802** | **1.4%** | [5. Other Income, and Net Other Gains and Losses](index=12&type=section&id=5.%20Other%20Income,%20and%20Net%20Other%20Gains%20and%20Losses) For the six months ended June 30, 2021, other income significantly decreased by **87.4%** to **HK$82 thousand** due to lower bank interest and government subsidies, while fair value losses in net other gains and losses narrowed Other Income for the Six Months Ended June 30, 2021 | Item | 2021 (HK$'000) | 2020 (HK$'000) | Change (%) | | :--- | :--- | :--- | :--- | | Interest income from bank deposits | 14 | 326 | -95.7% | | Management fee from a joint venture | – | 64 | -100.0% | | Employment Support Scheme | – | 263 | -100.0% | | Government grants | 68 | – | N/A | | **Total** | **82** | **653** | **-87.4%** | Net Other Gains and Losses for the Six Months Ended June 30, 2021 | Item | 2021 (HK$'000) | 2020 (HK$'000) | Change (%) | | :--- | :--- | :--- | :--- | | Fair value loss on financial assets at fair value through profit or loss – listed equity investments | 104 | (240) | N/A (Turned to gain) | | Fair value loss on financial assets at fair value through profit or loss – derivatives | (337) | (817) | 58.8% (Loss reduced) | | **Total** | **(233)** | **(1,057)** | **78.0% (Loss reduced)** | [6. Segment Information](index=12&type=section&id=6.%20Segment%20Information) The Group operates in a single reportable segment, providing financial software solutions, with Hong Kong as its primary market and no individual customer contributing over **10%** of total revenue - The Group has only one reportable segment, which is the provision of services to customers[33](index=33&type=chunk) - During the period, no individual customer contributed more than **10%** of the Group's total revenue[33](index=33&type=chunk) [7. Income Tax Expense](index=13&type=section&id=7.%20Income%20Tax%20Expense) For the six months ended June 30, 2021, income tax expense decreased by **43.5%** to **HK$48 thousand** due to lower taxable profit, with no provision for PRC corporate income tax due to carried forward tax losses Income Tax Expense for the Six Months Ended June 30, 2021 | Metric | 2021 (HK$'000) | 2020 (HK$'000) | Change (%) | | :--- | :--- | :--- | :--- | | Current tax – Hong Kong Profits Tax Provision for the period | 48 | 85 | -43.5% | - Hong Kong Profits Tax is calculated at a two-tiered rate of **8.25%** on the first **HK$2 million** of assessable profits and **16.5%** on assessable profits above **HK$2 million**[35](index=35&type=chunk) - No provision for PRC corporate income tax has been made for the PRC subsidiaries due to carried forward tax losses available to offset against taxable profits[36](index=36&type=chunk) [8. (Loss)/Profit for the Period](index=13&type=section&id=8.%20(Loss)/Profit%20for%20the%20Period) The Group's (loss)/profit for the period is stated after deducting items such as auditor's remuneration, cost of inventories sold, depreciation of property, plant and equipment, and right-of-use assets, with finance costs primarily comprising interest on lease liabilities Key Deductions for the Six Months Ended June 30, 2021 | Item | 2021 (HK$'000) | 2020 (HK$'000) | Change (%) | | :--- | :--- | :--- | :--- | | Auditor's remuneration | 325 | 400 | -18.8% | | Cost of inventories sold | 256 | – | N/A | | Depreciation of property, plant and equipment | 504 | 264 | 90.9% | | Depreciation of right-of-use assets | 317 | 1,153 | -72.5% | Finance Costs for the Six Months Ended June 30, 2021 | Item | 2021 (HK$'000) | 2020 (HK$'000) | Change (%) | | :--- | :--- | :--- | :--- | | Other interest expenses | – | 13 | -100.0% | | Interest on lease liabilities | 29 | 94 | -69.1% | | **Total** | **29** | **107** | **-72.9%** | [9. (Loss)/Earnings Per Share](index=14&type=section&id=9.%20(Loss)/Earnings%20Per%20Share) For the six months ended June 30, 2021, basic earnings per share increased to **HK$0.01 cents**, with no diluted (loss)/earnings per share calculated due to the absence of potentially dilutive ordinary shares (Loss)/Earnings Per Share for the Six Months Ended June 30, 2021 | Metric | 2021 (HK$'000) | 2020 (HK$'000) | Change (%) | | :--- | :--- | :--- | :--- | | Profit attributable to owners of the Company | 132 | 43 | 206.9% | | Weighted average number of ordinary shares ('000) | 1,117,700 | 1,110,000 | 0.7% | | Basic (Loss)/Earnings Per Share (HK cents) | 0.01 | 0.004 | 150.0% | - Diluted (loss)/earnings per share were not calculated as there were no potentially dilutive ordinary shares[40](index=40&type=chunk) [10. Dividends](index=14&type=section&id=10.%20Dividends) The directors do not recommend the payment of any dividend for the six months ended June 30, 2021 - The directors do not recommend the payment of any dividend for the six months ended **June 30, 2021** (2020: nil HKD)[41](index=41&type=chunk) [11. Contract Assets and Contract Liabilities](index=15&type=section&id=11.%20Contract%20Assets%20and%20Contract%20Liabilities) As of June 30, 2021, the Group's contract assets decreased due to fewer completed but unbilled works, while contract liabilities increased, primarily from higher customer prepayments for installation projects Changes in Contract Assets | Metric | June 30, 2021 (HK$'000) | December 31, 2020 (HK$'000) | Change (%) | | :--- | :--- | :--- | :--- | | Contract assets related to provision of services | 184 | 508 | -63.8% | Changes in Contract Liabilities | Metric | June 30, 2021 (HK$'000) | December 31, 2020 (HK$'000) | Change (%) | | :--- | :--- | :--- | :--- | | Contract liabilities related to provision of services | 4,030 | 2,873 | 40.3% | - As of **June 30, 2021**, revenue recognized from contract liabilities balances at the beginning of the period amounted to **HK$1,619 thousand**[46](index=46&type=chunk) [12. Trade and Other Receivables](index=17&type=section&id=12.%20Trade%20and%20Other%20Receivables) As of June 30, 2021, the Group's total trade and other receivables increased to **HK$14,456 thousand**, with higher impairment losses on trade receivables and a significant increase in amounts due from an associated company Trade Receivables and Impairment Losses | Metric | June 30, 2021 (HK$'000) | December 31, 2020 (HK$'000) | Change (%) | | :--- | :--- | :--- | :--- | | Trade receivables | 5,394 | 5,166 | 4.4% | | Impairment losses on trade receivables | (143) | (96) | 49.0% | - As of **June 30, 2021**, approximately **HK$2,658 thousand** of trade receivables from brokers were due from an associated company beneficially owned by Mr. Chan Lap Tak (December 31, 2020: HK$91 thousand)[48](index=48&type=chunk) Ageing Analysis of Trade Receivables (Net of Provision) | Ageing | June 30, 2021 (HK$'000) | December 31, 2020 (HK$'000) | Change (%) | | :--- | :--- | :--- | :--- | | 0 to 30 days | 3,174 | 2,628 | 20.8% | | 31 to 60 days | 255 | 1,309 | -80.5% | | 61 to 90 days | 435 | 111 | 291.9% | | 91 to 120 days | 9 | 375 | -97.6% | | Over 120 days | 1,378 | 647 | 112.9% | | **Total** | **5,251** | **5,070** | **3.6%** | [13. Trade and Other Payables](index=18&type=section&id=13.%20Trade%20and%20Other%20Payables) As of June 30, 2021, the Group's total trade and other payables decreased to **HK$2,313 thousand** from **HK$3,759 thousand** at the end of 2020, with a healthy ageing structure for trade payables, mostly within 60 days Changes in Trade and Other Payables | Metric | June 30, 2021 (HK$'000) | December 31, 2020 (HK$'000) | Change (%) | | :--- | :--- | :--- | :--- | | Trade payables | 350 | 359 | -2.5% | | Accruals and other payables | 1,963 | 3,400 | -42.3% | | **Total** | **2,313** | **3,759** | **-38.5%** | Ageing Analysis of Trade Payables | Ageing | June 30, 2021 (HK$'000) | December 31, 2020 (HK$'000) | Change (%) | | :--- | :--- | :--- | :--- | | 0 to 30 days | 235 | 92 | 155.4% | | 31 to 60 days | 104 | 157 | -33.8% | | 61 to 90 days | 9 | 86 | -89.5% | | Over 90 days | 2 | 24 | -91.7% | | **Total** | **350** | **359** | **-2.5%** | [14. Share Capital](index=19&type=section&id=14.%20Share%20Capital) The Group aims to ensure continuous operation and maximize shareholder returns through capital management, with a total liabilities to total assets ratio of **14.4%** and unchanged issued share capital as of June 30, 2021 - The Group's capital management objective is to ensure its ability to continue as a going concern and to maximise returns to shareholders through optimising the debt and equity balance[56](index=56&type=chunk) - As of **June 30, 2021**, the Group's total liabilities to total assets ratio was approximately **14.4%** (December 31, 2020: approximately 10.9%)[56](index=56&type=chunk) Share Capital Structure | Metric | Par Value Per Share (HKD) | Number of Shares ('000) | Amount (HK$'000) | | :--- | :--- | :--- | :--- | | Authorised ordinary shares | 0.001 | 5,000,000 | 5,000 | | Issued and fully paid ordinary shares | 0.001 | 1,230,000 | 1,230 | - As of **June 30, 2021**, the total number of shares included **112,300,000 shares** held by the trustee and **7,700,000 shares** held by the trustee on behalf of selected grantees under the share award scheme[58](index=58&type=chunk) [15. Right-of-Use Assets](index=21&type=section&id=15.%20Right-of-Use%20Assets) For the six months ended June 30, 2021, the Group added approximately **HK$3,150 thousand** in right-of-use assets and recognized approximately **HK$317 thousand** in depreciation expense - The Group added approximately **HK$3,150 thousand** in right-of-use assets[60](index=60&type=chunk) - Approximately **HK$317 thousand** in depreciation expense for right-of-use assets was recognized[60](index=60&type=chunk) [16. Property, Plant and Equipment](index=21&type=section&id=16.%20Property,%20Plant%20and%20Equipment) For the six months ended June 30, 2021, the Group acquired approximately **HK$522 thousand** in property, plant and equipment - The Group acquired approximately **HK$522 thousand** in property, plant and equipment[61](index=61&type=chunk) [17. Reserves](index=21&type=section&id=17.%20Reserves) The Group's reserve amounts and corresponding changes for the current and prior periods are presented in the condensed consolidated statement of changes in equity - Reserve amounts and changes are presented in the condensed consolidated statement of changes in equity[62](index=62&type=chunk) [18. Related Party Transactions](index=21&type=section&id=18.%20Related%20Party%20Transactions) For the six months ended June 30, 2021, the Group had no related party transactions, unlike the prior period which included management fees from a joint venture and rental expenses to a related party - For the six months ended **June 30, 2021**, the Group had no related party transactions[63](index=63&type=chunk) Related Party Transactions for the Six Months Ended June 30, 2020 | Type of Transaction | 2020 (HK$'000) | | :--- | :--- | | Management fee received from a joint venture | 64 | | Rental expenses paid to a related party | 1,080 | [19. Contingent Liabilities](index=22&type=section&id=19.%20Contingent%20Liabilities) As of June 30, 2021, the Group had no significant contingent liabilities - As of **June 30, 2021**, the Group had no significant contingent liabilities[66](index=66&type=chunk) [20. Events After the Reporting Period](index=22&type=section&id=20.%20Events%20After%20the%20Reporting%20Period) No significant events occurred between June 30, 2021, and the date of this report - No significant events occurred between **June 30, 2021**, and the date of this report[67](index=67&type=chunk) [21. Approval of Financial Statements](index=22&type=section&id=21.%20Approval%20of%20Financial%20Statements) The condensed consolidated financial statements for the six months ended June 30, 2021, were approved and authorized by the Board of Directors on August 9, 2021 - The condensed consolidated financial statements were approved and authorized by the Board of Directors on **August 9, 2021**[68](index=68&type=chunk) [Management Discussion and Analysis](index=23&type=section&id=Management%20Discussion%20and%20Analysis) This section provides management's perspective on the Group's operational and financial performance, outlook, and key risks [Business Review](index=23&type=section&id=Business%20Review) The Group, a financial software solutions provider in Hong Kong, saw its turnover increase by **1.4%** to **HK$20.1 million** and profit attributable to owners surge by **207%** to **HK$132 thousand** for the six months ended June 30, 2021, primarily due to higher installation and customization service revenue - The Group is principally engaged in providing financial software solution services to financial institutions in Hong Kong[70](index=70&type=chunk) - For the six months ended **June 30, 2021**, turnover was approximately **HK$20.1 million**, representing an increase of approximately **1.4%** compared to the same period last year[70](index=70&type=chunk) - Profit attributable to owners of the Company reached approximately **HK$132 thousand**, an increase of approximately **207%** compared to the same period last year, mainly attributable to an increase of approximately **HK$0.9 million** in installation and customization service revenue[70](index=70&type=chunk) [Outlook](index=23&type=section&id=Outlook) The Group plans to enhance competitiveness by expanding wealth management solutions, improving user trading applications, and extending managed cloud services, while prudently managing costs and risks amid ongoing pandemic, geopolitical, and economic recovery challenges - The Group intends to focus on (i) expanding its customer base for wealth management solutions; (ii) improving user trading applications; and (iii) extending its managed cloud services to local brokerage clients[71](index=71&type=chunk) - This year is expected to continue to be affected by factors such as the novel coronavirus pandemic, ongoing geopolitical tensions, and a difficult economic recovery[71](index=71&type=chunk) - The Group will continue to focus on executing and implementing its business strategies while maintaining a prudent approach to cost control and risk management[71](index=71&type=chunk) [Financial Review](index=24&type=section&id=Financial%20Review) This section reviews the Group's financial performance, covering revenue, inventory, profit before tax, other income, staff costs, depreciation, other operating expenses, and income tax, highlighting key drivers of profit attributable to owners - For the six months ended **June 30, 2021**, the Group's revenue was approximately **HK$20.1 million**, an increase of approximately **1.4%** compared to last year, mainly attributable to significant increases in installation and customization services and back-office settlement solution services[74](index=74&type=chunk) - Installation and customization service revenue grew by **78.9%** to approximately **HK$2.1 million**, while front-end settlement solution service revenue decreased by **9.9%** to approximately **HK$9.9 million**[74](index=74&type=chunk) - Profit before tax increased by **40.6%** to approximately **HK$180 thousand**, mainly due to increased installation and customization service revenue[77](index=77&type=chunk) - Other income decreased to approximately **HK$82 thousand**, mainly due to reduced interest income and government employment support scheme subsidies[78](index=78&type=chunk) - Depreciation decreased by **42.1%** to approximately **HK$0.8 million**, mainly due to reduced depreciation expense for right-of-use assets[80](index=80&type=chunk) - Profit attributable to owners of the Company for the period significantly increased by **207%** to approximately **HK$132 thousand**, mainly attributable to increased installation and customization service revenue[85](index=85&type=chunk) [Liquidity and Financial Resources](index=26&type=section&id=Liquidity%20and%20Financial%20Resources) The Group's operations are primarily funded by cash generated from operations, reporting net current assets of **HK$38.9 million** as of June 30, 2021, with no interest-bearing borrowings and **HK$5.0 million** in unutilized bank facilities - The Group's operations are primarily funded by cash generated from operating activities[86](index=86&type=chunk) - As of **June 30, 2021**, the Group recorded net current assets of approximately **HK$38.9 million** (December 31, 2020: approximately HK$39.0 million)[86](index=86&type=chunk) - The Group had no interest-bearing and non-interest-bearing borrowings, and had **HK$5.0 million** in unutilized bank facilities, secured by **HK$5.0 million** in bank deposits[86](index=86&type=chunk) [Key Risks and Uncertainties](index=26&type=section&id=Key%20Risks%20and%20Uncertainties) The Group faces key risks including the inability of R&D to keep pace with technological advancements, trade receivables recovery, and various financial risks such as credit, liquidity, and interest rate fluctuations - The Group's research and development may not keep pace with technological advancements essential for maintaining its competitiveness[87](index=87&type=chunk) - The Group may not be able to collect its trade receivables in a timely manner and may have to record impairment losses[87](index=87&type=chunk) - The Group's business faces various financial risks, including credit risk, liquidity risk, and interest rate risk[87](index=87&type=chunk) [Capital Structure](index=27&type=section&id=Capital%20Structure) The company's capital structure, primarily comprising issued share capital and reserves, has remained unchanged since its GEM listing on February 19, 2019 - The company's capital structure has remained unchanged since its listing on GEM of the Stock Exchange on **February 19, 2019**[89](index=89&type=chunk) - The company's capital structure primarily comprises issued share capital and reserves[89](index=89&type=chunk) [Purchase, Sale or Redemption of Securities by the Company and its Subsidiaries](index=27&type=section&id=Purchase,%20Sale%20or%20Redemption%20of%20Securities%20by%20the%20Company%20and%20its%20Subsidiaries) For the six months ended June 30, 2021, neither the company nor its subsidiaries purchased, sold, or redeemed any of the company's securities - For the six months ended **June 30, 2021**, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's securities[90](index=90&type=chunk) [Pledged Assets](index=27&type=section&id=Pledged%20Assets) As of June 30, 2021, the Group pledged **HK$5 million** in bank deposits to secure **HK$5 million** in overdraft facilities - As of **June 30, 2021**, the Group pledged **HK$5 million** in bank deposits to secure **HK$5 million** in overdraft facilities granted to the Group[91](index=91&type=chunk) [Material Acquisitions and Disposals](index=27&type=section&id=Material%20Acquisitions%20and%20Disposals) For the six months ended June 30, 2021, the Group made no material investments, acquisitions, or disposals of subsidiaries - For the six months ended **June 30, 2021**, the Group made no material investments in, or material acquisitions and disposals of, subsidiaries[92](index=92&type=chunk) [Capital Commitments and Contingent Liabilities](index=27&type=section&id=Capital%20Commitments%20and%20Contingent%20Liabilities) As of June 30, 2021, the Group had no significant capital commitments or contingent liabilities - As of **June 30, 2021**, the Group had no significant capital commitments or contingent liabilities[93](index=93&type=chunk) [Exchange Rate Fluctuation Risk](index=27&type=section&id=Exchange%20Rate%20Fluctuation%20Risk) The Group's revenue and costs are primarily denominated in HKD, with some costs in RMB; while currently without a foreign currency hedging policy, the directors continuously monitor exchange rate risks and consider hedging when necessary - The Group's revenue and costs are primarily denominated in Hong Kong Dollars, with some costs denominated in Renminbi[94](index=94&type=chunk) - The Group currently has no foreign currency hedging policy, but the directors continuously monitor relevant foreign exchange risks and will consider hedging when necessary[94](index=94&type=chunk) [Credit Risk](index=28&type=section&id=Credit%20Risk) The Group's credit risk primarily arises from cash and cash equivalents and receivables from customer contracts; management anticipates no significant credit risk due to bank balances held with recognized banks and comprehensive credit policies - The Group's credit risk primarily arises from cash and cash equivalents, and receivables and contract assets from contracts with customers[97](index=97&type=chunk) - Management expects no significant credit risk, as all bank balances are held with recognized banks in Hong Kong and are complemented by the Group's comprehensive credit policies[97](index=97&type=chunk) [Liquidity Risk](index=28&type=section&id=Liquidity%20Risk) The Group continuously monitors funding and anticipated liquidity needs to ensure sufficient cash reserves for both short-term and long-term requirements - The Group's policy is to continuously monitor funding and anticipated liquidity requirements to ensure sufficient cash reserves to meet its short-term and long-term liquidity needs[98](index=98&type=chunk) [Interest Rate Risk](index=28&type=section&id=Interest%20Rate%20Risk) The Group's interest rate risk stems from bank deposits bearing floating interest rates, but it faces no significant interest rate risk, as its income and operating cash flows are largely unaffected by floating rate changes - The Group's interest rate risk arises from its bank deposits, which bear interest at floating rates[99](index=99&type=chunk) - The Group has no significant interest rate risk, and its income and operating cash flows are largely unaffected by changes in floating interest rates[99](index=99&type=chunk) [Human Resources and Remuneration Policy](index=28&type=section&id=Human%20Resources%20and%20Remuneration%20Policy) As of June 30, 2021, the Group had **55** full-time employees, with remuneration based on qualifications, function, experience, performance, and market conditions, supported by share option and share award schemes for incentives - As of **June 30, 2021**, the Group had **55** full-time employees (2020: 56 employees)[100](index=100&type=chunk) - Employee remuneration is determined based on qualifications, function, experience, performance, and local market conditions[100](index=100&type=chunk) - For the six months ended **June 30, 2021**, the Group's total employee benefit expenses were approximately **HK$12.3 million** (2020: approximately HK$11.5 million)[100](index=100&type=chunk) - The company adopted a share option scheme on **January 22, 2019**, and a share award scheme on **August 12, 2019**[100](index=100&type=chunk) [Use of Proceeds](index=29&type=section&id=Use%20of%20Proceeds) The net proceeds from the share offer were **HK$23.3 million**; as of June 30, 2021, **HK$13.96 million** has been utilized, with the remaining **HK$9.34 million** allocated for expanding wealth management solutions, improving user trading applications, extending managed cloud services, and establishing a China R&D center - The net proceeds from the share offer were approximately **HK$23.3 million**[105](index=105&type=chunk) Use of Listing Proceeds (as of June 30, 2021) | Description of intended use of proceeds | Net proceeds (HK$ million) | Approximate percentage of net proceeds | Actual use (HK$ million) | Unutilized amount (HK$ million) | Expected timeline for full utilization of remaining net proceeds | | :--- | :--- | :--- | :--- | :--- | :--- | | Expand wealth management solution business | 2.6 | 11% | 1.08 | 1.52 | Before December 31, 2022 | | Improve user trading applications | 6.8 | 29% | 1.60 | 5.20 | Before December 31, 2022 | | Expand managed cloud services for local brokerage clients | 2.6 | 11% | 1.23 | 1.37 | Before December 31, 2022 | | Establish a research and development center in China | 10.7 | 46% | 9.45 | 1.25 | Before December 31, 2022 | | General working capital | 0.6 | 3% | 0.6 | – | Before December 31, 2022 | | **Total** | **23.3** | **100%** | **13.96** | **9.34** | | [Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares and Debentures](index=30&type=section&id=Directors'%20and%20Chief%20Executive's%20Interests%20and%20Short%20Positions%20in%20Shares,%20Underlying%20Shares%20and%20Debentures) As of June 30, 2021, Mr. Chan Lap Tak and Mr. Lo Chi Ho held long positions in the company's shares, with no other directors or chief executives having disclosable interests or short positions Directors' and Chief Executive's Long Positions (as of June 30, 2021) | Name of Director | Capacity and Nature of Interest | Number of Shares Held | Approximate Percentage of Issued Shares | | :--- | :--- | :--- | :--- | | Mr. Chan Lap Tak | Interest of spouse | 2,291,420 | 0.19% | | Mr. Lo Chi Ho | Beneficial interest | 9,830,010 | 0.8% | - Mr. Lo Chi Ho's interest includes **9,100,010 shares** vested under the share award scheme and **730,000 underlying shares**[107](index=107&type=chunk) [Substantial Shareholders' Interests and Short Positions in Shares, Underlying Shares and Debentures](index=31&type=section&id=Substantial%20Shareholders'%20Interests%20and%20Short%20Positions%20in%20Shares,%20Underlying%20Shares%20and%20Debentures) As of June 30, 2021, Quantsmile (BVI) Limited, Eagle Enterprise Consultants Limited, Good Steward Foundation, Financial Data Technologies Limited, Mr. Nip Fan Ki, and Bank of Communications Trustee Limited were substantial shareholders holding long positions in varying proportions Substantial Shareholders' Long Positions (as of June 30, 2021) | Name/Company Name | Capacity and Nature of Interest | Number of Shares Held | Approximate Percentage of Issued Shares | | :--- | :--- | :--- | :--- | | Quantsmile (BVI) Limited | Beneficial interest | 411,902,870 | 33.49% | | Eagle Enterprise Consultants Limited | Beneficial interest/Interest of controlled corporation | 664,296,910 | 54.01% | | Good Steward Foundation | Interest of controlled corporation | 664,296,910 | 54.01% | | Financial Data Technologies Limited | Beneficial interest | 130,000,000 | 10.57% | | Mr. Nip Fan Ki | Interest of controlled corporation | 130,000,000 | 10.57% | | Bank of Communications Trustee Limited | Trustee | 112,300,000 | 9.13% | - Eagle Enterprise Consultants Limited is deemed to be interested in the shares of the company held by Quantsmile (BVI) Limited[111](index=111&type=chunk) - Bank of Communications Trustee Limited is the trustee appointed by the company for the share award scheme[114](index=114&type=chunk) [Share Option Scheme](index=32&type=section&id=Share%20Option%20Scheme) The company adopted a share option scheme on January 22, 2019, but no share options were granted for the six months ended June 30, 2021 - The company adopted a share option scheme on **January 22, 2019**[115](index=115&type=chunk) - No share options were granted for the six months ended **June 30, 2021**[115](index=115&type=chunk) [Share Award Scheme](index=32&type=section&id=Share%20Award%20Scheme) The company adopted a share award scheme on August 12, 2019; as of June 30, 2021, the trustee held **112,300,000 shares**, and the Board resolved to grant **21,400,000** award shares to **50** selected grantees, vesting in two tranches - The company adopted a share award scheme on **August 12, 2019**[116](index=116&type=chunk) - As of **June 30, 2021**, the trustee held **112,300,000 shares**[116](index=116&type=chunk) - The Board resolved to grant a total of **21,400,000 award shares** to **50** selected grantees under the share award scheme[116](index=116&type=chunk) - The award shares will vest in two tranches: **50%** on **December 31, 2021**, and the remaining **50%** on **December 31, 2022**[116](index=116&type=chunk) [Competing Interests and Non-Competition Undertaking](index=33&type=section&id=Competing%20Interests%20and%20Non-Competition%20Undertaking) Each controlling shareholder entered into a non-competition undertaking with the company on January 22, 2019, and for the six months ended June 30, 2021, no director or controlling shareholder had interests in any business competing with the Group - Each controlling shareholder entered into a non-competition undertaking with the company as beneficiary on **January 22, 2019**[118](index=118&type=chunk) - For the six months ended **June 30, 2021**, no director or controlling shareholder had any interest in any business directly or indirectly competing with the Group's business[118](index=118&type=chunk) [Corporate Governance Practices](index=33&type=section&id=Corporate%20Governance%20Practices) The company is committed to achieving high standards of corporate governance and has adopted and complied with the principles and code provisions of the Corporate Governance Code in Appendix 15 of the GEM Listing Rules - The company is committed to achieving high standards of corporate governance[119](index=119&type=chunk) - The company has adopted and complied with the principles and code provisions of the Corporate Governance Code set out in Appendix 15 to the GEM Listing Rules[119](index=119&type=chunk) [Directors' Securities Transactions](index=33&type=section&id=Directors'%20Securities%20Transactions) Following specific inquiries, all directors confirmed compliance with the required standard of dealings for the six months ended June 30, 2021 - All directors confirmed their compliance with the required standard of dealings for the six months ended **June 30, 2021**[120](index=120&type=chunk) [Interests of Compliance Advisor](index=34&type=section&id=Interests%20of%20Compliance%20Advisor) The Group appointed Somerley Capital Limited as its compliance advisor, and apart from the compliance advisor agreement, neither the advisor nor its associates hold any disclosable interests related to the company - The Group appointed Somerley Capital Limited as its compliance advisor[123](index=123&type=chunk) - Save for the compliance advisor agreement, neither the compliance advisor, its directors, employees, nor close associates have any interests in relation to the company that are required to be notified to the Group under Rule 6A.32 of the GEM Listing Rules[123](index=123&type=chunk) [Events After Reporting Period](index=34&type=section&id=Events%20After%20Reporting%20Period) No significant events occurred from June 30, 2021, up to the date of this report for the company or the Group - No significant events occurred from **June 30, 2021**, up to the date of this report for the company or the Group[124](index=124&type=chunk) [Audit Committee](index=34&type=section&id=Audit%20Committee) The company's Audit Committee reviewed the report and the Group's unaudited condensed consolidated financial results for the six months ended June 30, 2021, confirming compliance with applicable accounting standards and GEM Listing Rules - The company's Audit Committee reviewed this report and the Group's unaudited condensed consolidated financial results for the six months ended **June 30, 2021**[125](index=125&type=chunk) - The Audit Committee believes these results were prepared in compliance with applicable accounting standards, the GEM Listing Rules, and other applicable legal requirements, and that adequate disclosures have been made[125](index=125&type=chunk) [Dividends](index=34&type=section&id=Dividends) The directors do not recommend the payment of any dividend for the six months ended June 30, 2021 - The directors do not recommend the payment of any dividend for the six months ended **June 30, 2021** (2020: nil HKD)[126](index=126&type=chunk) [Definitions](index=35&type=section&id=Definitions) This section provides definitions for key terms used throughout the report to ensure consistent understanding for readers [Definitions of Key Terms](index=35&type=section&id=Definitions%20of%20Key%20Terms) This section defines key terms such as "Board," "China," "Company," "Controlling Shareholder," "Directors," "GEM Listing Rules," "Group," "HKD," "Hong Kong," "Listing," "Listing Date," "Prospectus," "SFO," "Shares," "Shareholder," "%," "Share Award Scheme," "Share Option Scheme," and "Stock Exchange" - This section defines key terms such as "Board", "China", "Company", "Controlling Shareholder", "Directors", "GEM Listing Rules", "Group", "HKD", "Hong Kong", "Listing", "Listing Date", "Prospectus", "SFO", "Shares", "Shareholder", "%", "Share Award Scheme", "Share Option Scheme", and "Stock Exchange"[128](index=128&type=chunk)[130](index=130&type=chunk)[131](index=131&type=chunk)

[Financial Statements](index=4&type=section&id=%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8) This section presents the company's financial performance and position, including comprehensive income and changes in equity for the period [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=4&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E6%90%8D%E7%9B%8A%E5%8F%8A%E5%85%B6%E4%BB%96%E5%85%A8%E9%9D%A2%E6%94%B6%E7%9B%8A%E8%A1%A8%EF%BC%88%E6%9C%AA%E7%B6%93%E5%AF%A9%E6%A0%B8%EF%BC%89) For the three months ended March 31, 2021, the Group reported revenue of approximately **HKD 10,682 thousand**, reflecting an 11.0% year-on-year growth, with a significant increase in profit attributable to owners and basic earnings per share Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (Unaudited) | Metric | For the Three Months Ended March 31 (Unaudited) | | | :--- | :--- | :--- | | | **2021 (HKD Thousand)** | **2020 (HKD Thousand)** | | **Revenue** | **10,682** | **9,627** | | Operating profit | 905 | 81 | | Profit before tax | 903 | 30 | | **Profit for the period attributable to owners of the Company** | **869** | **23** | | Total comprehensive income for the period attributable to owners of the Company | 860 | 16 | | **Basic earnings per share (HK Cents)** | **0.08** | **0.002** | [Condensed Consolidated Statement of Changes in Equity](index=5&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E6%AC%8A%E7%9B%8A%E8%AE%8A%E5%8B%95%E8%A1%A8%28%E6%9C%AA%E7%B6%93%E5%AF%A9%E6%A0%B8%29) As of March 31, 2021, total equity attributable to owners increased from the beginning of the year, primarily driven by profit for the period and share award scheme related accounting adjustments - As of March 31, 2021, total equity attributable to owners amounted to **HKD 58.07 million**[13](index=13&type=chunk) - Total equity increased from **HKD 56.958 million** at the beginning of the year to **HKD 58.07 million** at period-end, primarily contributed by total comprehensive income of **HKD 860 thousand** and an increase in share-based payment reserve of **HKD 252 thousand**[13](index=13&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=6&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8%E9%99%84%E8%A8%BB) This section provides detailed notes to the condensed consolidated financial statements, including revenue analysis, segment information, dividends, and earnings per share [Revenue Analysis](index=7&type=section&id=4.%20%E6%94%B6%E7%9B%8A) Total revenue for the quarter was **HKD 10,682 thousand**, an 11.0% year-on-year increase, primarily driven by a significant 141.1% rise in installation and customization service income, with Hong Kong contributing the majority of revenue Revenue by Service Line | Revenue Source (by Service Line) | For the Three Months Ended March 31 (Unaudited) | | | :--- | :--- | :--- | | | **2021 (HKD Thousand)** | **2020 (HKD Thousand)** | | Front-end trading solutions service income | 5,092 | 5,310 | | Back-end settlement solutions service income | 2,477 | 2,495 | | Installation and customization service income | 1,473 | 611 | | Managed cloud services income | 855 | 877 | | Others | 785 | 334 | | **Total** | **10,682** | **9,627** | Revenue by Geographical Region | Revenue Source (by Region) | For the Three Months Ended March 31 (Unaudited) | | | :--- | :--- | :--- | | | **2021 (HKD Thousand)** | **2020 (HKD Thousand)** | | Hong Kong | 10,389 | 9,376 | | Macau | 293 | 251 | | **Total** | **10,682** | **9,627** | - No single customer contributed more than 10% of the Group's total revenue during the period[33](index=33&type=chunk) [Segment Information](index=10&type=section&id=6.%20%E5%88%86%E9%83%A8%E8%B3%87%E6%96%99) The Group operates as a single business segment, providing contractual trading solutions and electronic trading system development services, with management assessing performance based on overall Group operating results - The Group has only one reportable segment, which is providing services to customers, and no separate segment analysis is presented due to integrated resource allocation and lack of independent financial data[32](index=32&type=chunk) [Dividends](index=12&type=section&id=9.%20%E8%82%A1%E6%81%AF) The Board did not recommend the payment of any dividends for the three months ended March 31, 2021 - The Directors did not recommend the payment of dividends for the three months ended March 31, 2021[40](index=40&type=chunk) [Earnings Per Share](index=12&type=section&id=10.%20%E6%AF%8F%E8%82%A1%E7%9B%88%E5%88%A9) For the three months ended March 31, 2021, basic earnings per share significantly increased to **0.08 HK cents** from **0.002 HK cents** in the prior year, with no diluted earnings per share calculated due to the absence of potential dilutive ordinary shares Earnings Per Share Calculation | Metric | For the Three Months Ended March 31 (Unaudited) | | | :--- | :--- | :--- | | | **2021** | **2020** | | Profit attributable to owners of the Company (HKD Thousand) | 869 | 23 | | Weighted average number of ordinary shares (Thousand Shares) | 1,117,700 | 1,110,000 | | **Basic earnings per share (HK Cents)** | **0.08** | **0.002** | [Management Discussion and Analysis](index=13&type=section&id=%E7%AE%A1%E7%90%86%E5%B1%A4%E8%A8%8E%E8%AB%96%E8%88%87%E5%88%86%E6%9E%90) This section provides an overview of the Group's business performance, financial results, and future strategies, including the use of listing proceeds and details of the share award scheme [Business Review and Outlook](index=13&type=section&id=%E6%A5%AD%E5%8B%99%E5%9B%9E%E9%A1%A7%E8%88%87%E5%B1%95%E6%9C%9B) The Group's core business is providing financial software solutions to Hong Kong financial institutions, with this quarter seeing an 11.0% revenue growth to **HKD 10.7 million** and a significant increase in profit attributable to owners, while future strategies focus on expanding wealth management solutions, improving user applications, and extending managed cloud services - This quarter's turnover was approximately **HKD 10.7 million**, an 11.0% year-on-year increase, with profit attributable to owners significantly rising by approximately **HKD 0.8 million** to **HKD 0.9 million**[45](index=45&type=chunk) - Profit growth was primarily driven by: (i) an increase of approximately **HKD 0.9 million** in non-recurring installation and customization service income; and (ii) a reduction of approximately **HKD 0.3 million** in staff costs[45](index=45&type=chunk) - Future strategic priorities include: (i) expanding the wealth management solutions client base; (ii) improving user trading applications; and (iii) extending managed cloud services to local brokerage firms[46](index=46&type=chunk) [Financial Review](index=14&type=section&id=%E8%B2%A1%E5%8B%99%E5%9B%9E%E9%A1%A7) This quarter's strong financial performance saw profit before tax reach **HKD 903 thousand**, an increase of approximately **HKD 873 thousand** year-on-year, driven by significantly higher installation and customization service income and effective staff cost control, despite a 13.8% rise in other operating expenses due to increased service and rental costs - Revenue: Increased by **11.0%** year-on-year to **HKD 10.7 million**, primarily driven by a **141.1%** growth in installation and customization service income[49](index=49&type=chunk) - Profit before tax: Increased by **HKD 873 thousand** year-on-year to **HKD 903 thousand**, mainly due to higher installation and customization service income and reduced staff costs[51](index=51&type=chunk) - Staff costs: Decreased by **5.3%** year-on-year to **HKD 6.0 million**, primarily due to reduced research and development expenses[54](index=54&type=chunk) - Other operating expenses: Increased by **13.8%** year-on-year to **HKD 3.2 million**, mainly due to higher service costs and rental expenses[56](index=56&type=chunk) [Use of Proceeds from Listing](index=16&type=section&id=%E4%B8%8A%E5%B8%82%E6%89%80%E5%BE%97%E6%AC%BE%E9%A0%85%E7%94%A8%E9%80%94) The company's net proceeds from listing were approximately **HKD 23.3 million**, with **HKD 12.77 million** utilized and **HKD 10.53 million** remaining unused as of March 31, 2021, primarily for business expansion, application improvements, cloud service growth, and a delayed China R&D center establishment Use of Proceeds from Listing (HKD Million) | Description of Intended Use of Proceeds | Net Proceeds (HKD Million) | Utilized as of March 31, 2021 (HKD Million) | Unutilized as of March 31, 2021 (HKD Million) | | :--- | :--- | :--- | :--- | | Expand wealth management solutions business | 2.6 | 0.94 | 1.66 | | Improve user trading applications | 6.8 | 1.34 | 5.46 | | Expand managed cloud services for local brokerage clients | 2.6 | 1.06 | 1.54 | | Establish an R&D center in China | 10.7 | 9.43 | 1.27 | | General working capital | 0.6 | – | 0.6 | | **Total** | **23.3** | **12.77** | **10.53** | - The use of proceeds for establishing a China R&D center was delayed due to social unrest in Hong Kong in late 2019 and the COVID-19 outbreak[64](index=64&type=chunk) [Share Award Scheme](index=18&type=section&id=%E8%82%A1%E4%BB%BD%E7%8D%8E%E5%8B%B5%E8%A8%88%E5%8A%83) The company adopted a share award scheme in August 2019, under which the Board resolved on February 10, 2021, to grant **21.4 million** award shares to 50 selected individuals, vesting in two tranches by the end of 2021 and 2022 - On February 10, 2021, the Board granted a total of **21.4 million** award shares to 50 selected individuals under the Share Award Scheme[70](index=70&type=chunk) - The award shares will vest in two tranches: **50%** on December 31, 2021, and the remaining **50%** on December 31, 2022[70](index=70&type=chunk) [Major Shareholders' Interests](index=19&type=section&id=%E4%B8%BB%E8%A6%81%E8%82%A1%E6%9D%B1%E6%96%BC%E8%82%A1%E4%BB%BD%E3%80%81%E7%9B%B8%E9%97%9C%E8%82%A1%E4%BB%BD%E5%8F%8A%E5%82%B5%E6%AC%8A%E8%AD%89%E7%9A%84%E6%AC%8A%E7%9B%8A%E5%8F%8A%E6%B7%A1%E5%80%89) As of March 31, 2021, major shareholders include Eagle Corporate Advisory Limited (and its associate) and Financial Data Technologies Limited, with Eagle Corporate Advisory (controlled by Good Steward Foundation) holding approximately **54.01%** of interests, and Bank of Communications Trustee Limited holding **9.13%** as trustee for the share award scheme - Eagle Corporate Advisory Limited (and its associate Good Steward Foundation) are deemed to hold **664.297 million** shares, representing **54.01%** of the issued shares[72](index=72&type=chunk)[75](index=75&type=chunk) - Financial Data Technologies Limited (wholly owned by Mr. Nie Fanqi) holds **130 million** shares, representing **10.57%** of the issued shares[72](index=72&type=chunk)[75](index=75&type=chunk) - Bank of Communications Trustee Limited, as trustee for the Share Award Scheme, holds **112.3 million** shares, representing **9.13%** of the issued shares[72](index=72&type=chunk)[75](index=75&type=chunk)

eBROKER GROUP LIMITED 電子交易集團有限公司 【 】 】 】 （於開曼群島註冊成立的有限公司） 股份代號：8036 幸 o 香港聯合交易所有限公司（「聯交所」）GEM的特色 GEM乃為相比其他在聯交所上市的公司帶有更高投資風險的中小型公司提供上市的市場。有意投資人士應瞭解投資於該等公 司的潛在風險，並應經過審慎周詳的考慮後方作出投資決定。 鑑於在GEM上市的公司一般為中小型公司，在GEM買賣的證券可能會較在聯交所主板買賣的證券承受較大市場波動風險，同 時無法保證在GEM買賣的證券會有高流通量的市場。 香港交易及結算所有限公司及聯交所對本報告之內容概不負責，對其準確性或完整性亦不發表任何聲明，並明確表示，概不會 就因本報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。 本報告乃根據GEM上市規則之規定而提供有關本公司之資料，各董事願就本報告所載資料共同及個別承擔全部責任。董事在 作出一切合理查詢後，確認就彼等所知及所信，本報告所載資料在各重大方面均屬準確完整，沒有誤導或欺詐成分，且並無遺 漏其他事項，致使本報告所載任何陳述或本報告產生誤導。 目錄 | --- | -- ...

[Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (Unaudited)](index=4&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income%20(Unaudited)) [Third Quarter Results](index=4&type=section&id=Third%20Quarter%20Results) The Group's unaudited results show a significant profit increase despite a revenue decline, driven by cost control and government subsidies Financial Performance Highlights | Indicator | For the three months ended Sep 30, 2020 (HK$'000) | For the three months ended Sep 30, 2019 (HK$'000) | For the nine months ended Sep 30, 2020 (HK$'000) | For the nine months ended Sep 30, 2019 (HK$'000) | | :--- | :--- | :--- | :--- | :--- | | Revenue | 9,919 | 10,289 | 29,721 | 33,868 | | Other income | 836 | 322 | 1,489 | 534 | | Other gains and losses, net | (20) | – | (1,077) | – | | Operating profit | 1,814 | 91 | 2,049 | 2,292 | | Profit before tax | 1,770 | 30 | 1,898 | 2,097 | | Income tax credit/(expense) | 53 | (46) | (32) | (566) | | Profit/(loss) for the period attributable to owners of the Company | 1,823 | (16) | 1,866 | 1,531 | | Basic earnings/(loss) per share (HK cents per share) | 0.16 | (–)* | 0.17 | 0.13 | - For the three months ended September 30, 2020, revenue decreased by **3.6%** year-on-year, but profit attributable to owners of the Company turned from a loss of **HK$16 thousand** in the same period of 2019 to a profit of **HK$1,823 thousand**[7](index=7&type=chunk) - For the nine months ended September 30, 2020, revenue decreased by **12.2%** year-on-year, but profit attributable to owners of the Company increased by **21.9%** to **HK$1,866 thousand**[7](index=7&type=chunk) [Condensed Consolidated Statement of Changes in Equity (Unaudited)](index=5&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity%20(Unaudited)) [For the nine months ended September 30, 2020](index=5&type=section&id=For%20the%20nine%20months%20ended%20September%2030,%202020) The Group's total equity decreased in the first nine months of 2020, mainly impacted by shares held for the share award scheme, while retained profits increased Equity Position | Indicator | As at Sep 30, 2019 (HK$'000) | As at Sep 30, 2020 (HK$'000) | | :--- | :--- | :--- | | Share capital | 1,230 | 1,230 | | Share premium | 61,921 | 61,921 | | Capital reserve | (54,333) | (54,333) | | Foreign currency translation reserve | – | 241 | | Shares held for share award scheme | (7,701) | (23,300) | | Share-based compensation reserve | – | 245 | | Retained profits | 68,549 | 69,898 | | **Total equity** | **69,666** | **55,902** | - As of September 30, 2020, shares held for the share award scheme increased to **(HK$23,300 thousand)** from **(HK$7,701 thousand)** on September 30, 2019, indicating the implementation of the scheme[9](index=9&type=chunk) - Total equity decreased from **HK$69,666 thousand** as of September 30, 2019, to **HK$55,902 thousand** as of September 30, 2020[9](index=9&type=chunk) [Notes to the Condensed Consolidated Financial Statements](index=6&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) [1. General Information](index=6&type=section&id=1.%20General%20Information) e-Brokerage Group Limited was incorporated in the Cayman Islands in 2016 and was listed on the GEM of the Hong Kong Stock Exchange on February 19, 2019 - The Company was incorporated in the Cayman Islands as an exempted company with limited liability on May 23, 2016[12](index=12&type=chunk) - The Company's shares were listed on the GEM of The Stock Exchange of Hong Kong Limited on February 19, 2019[12](index=12&type=chunk) [2. Basis of Preparation](index=6&type=section&id=2.%20Basis%20of%20Preparation) The unaudited condensed consolidated financial statements are prepared in accordance with HKAS 34 and are consistent with the 2019 audited financial statements - The unaudited condensed consolidated financial statements have been prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" issued by the HKICPA[13](index=13&type=chunk) - The principal accounting policies used are consistent with those followed in the preparation of the 2019 audited consolidated financial statements, except for new and amended standards[13](index=13&type=chunk) [3. Adoption of New and Amended Hong Kong Financial Reporting Standards](index=7&type=section&id=3.%20Adoption%20of%20New%20and%20Amended%20Hong%20Kong%20Financial%20Reporting%20Standards) The adoption of new and amended HKFRSs effective January 1, 2020, did not have a material impact on the Group's results and financial position - The Directors believe that the adoption of new and amended HKFRSs effective for the accounting period beginning on January 1, 2020, will not have a material impact on the results and financial position[17](index=17&type=chunk) - The Group is assessing the potential impact of newly issued HKFRSs that are not yet effective or have not been early adopted[17](index=17&type=chunk) [4. Revenue](index=7&type=section&id=4.%20Revenue) The Group's revenue, primarily from fintech solutions, declined by 12.2% year-on-year for the nine months ended September 30, 2020 Revenue Breakdown | Revenue Category | For the three months ended Sep 30, 2020 (HK$'000) | For the three months ended Sep 30, 2019 (HK$'000) | For the nine months ended Sep 30, 2020 (HK$'000) | For the nine months ended Sep 30, 2019 (HK$'000) | | :--- | :--- | :--- | :--- | :--- | | Front-office trading solution services income | 5,314 | 5,701 | 16,326 | 18,345 | | Back-office settlement solution services income | 2,551 | 2,854 | 7,603 | 8,948 | | Installation and customisation services income | 427 | 437 | 1,595 | 2,716 | | Managed cloud services income | 964 | 750 | 2,755 | 2,543 | | Others | 663 | 547 | 1,442 | 1,316 | | **Total** | **9,919** | **10,289** | **29,721** | **33,868** | - For the nine months ended September 30, 2020, front-office trading solution services income decreased by **11.0%**, back-office settlement solution services income decreased by **14.6%**, and installation and customisation services income decreased by **41.3%** year-on-year[18](index=18&type=chunk) - Managed cloud services income grew slightly by **8.3%** year-on-year for the nine months ended September 30, 2020[18](index=18&type=chunk) [5. Other Income, and Other Gains and Losses, Net](index=9&type=section&id=5.%20Other%20Income,%20and%20Other%20Gains%20and%20Losses,%20Net) Other income increased significantly due to government employment support subsidies, while financial assets at FVTPL resulted in a net loss Breakdown of Other Income and Gains/Losses | Indicator | For the three months ended Sep 30, 2020 (HK$'000) | For the three months ended Sep 30, 2019 (HK$'000) | For the nine months ended Sep 30, 2020 (HK$'000) | For the nine months ended Sep 30, 2019 (HK$'000) | | :--- | :--- | :--- | :--- | :--- | | Interest income from bank deposits | 19 | 291 | 345 | 438 | | Management fee from an associate | 31 | 31 | 95 | 96 | | Government subsidies under Employment Support Scheme | 786 | – | 1,049 | – | | **Total other income** | **836** | **322** | **1,489** | **534** | | Fair value gain/(loss) on financial assets at FVTPL | (20) | – | (1,077) | – | | **Total other gains and losses, net** | **(20)** | **–** | **(1,077)** | **–** | - For the nine months ended September 30, 2020, other income grew by **178.8%** year-on-year, driven by **HK$1,049 thousand** in government subsidies from the Employment Support Scheme[26](index=26&type=chunk) - For the nine months ended September 30, 2020, financial assets at FVTPL generated a loss of **HK$1,077 thousand**, primarily from derivative investments[26](index=26&type=chunk) [6. Segment Information](index=9&type=section&id=6.%20Segment%20Information) The Group operates as a single reportable segment providing services to customers, with revenue predominantly generated from the Hong Kong market - The Group has one reportable segment, which is the provision of services to its customers, and separate financial information is not available due to resource integration[27](index=27&type=chunk) - For the nine months ended September 30, 2020, revenue from the Hong Kong market was **HK$28,930 thousand**, accounting for the vast majority of total revenue[30](index=30&type=chunk) Revenue by Geographical Market | Geographical Market | For the three months ended Sep 30, 2020 (HK$'000) | For the three months ended Sep 30, 2019 (HK$'000) | For the nine months ended Sep 30, 2020 (HK$'000) | For the nine months ended Sep 30, 2019 (HK$'000) | | :--- | :--- | :--- | :--- | :--- | | Hong Kong | 9,793 | 10,079 | 28,930 | 33,658 | | Macau | 126 | 210 | 791 | 210 | | **Total** | **9,919** | **10,289** | **29,721** | **33,868** | [7. Income Tax (Credit)/Expense](index=10&type=section&id=7.%20Income%20Tax%20(Credit)/Expense) The Group's income tax expense decreased significantly due to Hong Kong's two-tiered profits tax rates and losses incurred by a PRC subsidiary Current Tax - Hong Kong Profits Tax | Indicator | For the three months ended Sep 30, 2020 (HK$'000) | For the three months ended Sep 30, 2019 (HK$'000) | For the nine months ended Sep 30, 2020 (HK$'000) | For the nine months ended Sep 30, 2019 (HK$'000) | | :--- | :--- | :--- | :--- | :--- | | Provision for the period | (53) | 46 | 32 | 566 | - For the nine months ended September 30, 2020, income tax expense was **HK$32 thousand**, a **94.3%** decrease from HK$566 thousand in the same period of 2019[31](index=31&type=chunk)[61](index=61&type=chunk) - Hong Kong Profits Tax is calculated at **8.25%** on the first HK$2 million of assessable profits and **16.5%** thereafter; no provision was made for the PRC subsidiary due to losses[31](index=31&type=chunk)[32](index=32&type=chunk) [8. Profit Before Tax](index=11&type=section&id=8.%20Profit%20Before%20Tax) The Group's profit before tax is stated after charging various operating expenses and finance costs, with depreciation and short-term lease expenses increasing Expenses by Nature | Expense Item | For the three months ended Sep 30, 2020 (HK$'000) | For the three months ended Sep 30, 2019 (HK$'000) | For the nine months ended Sep 30, 2020 (HK$'000) | For the nine months ended Sep 30, 2019 (HK$'000) | | :--- | :--- | :--- | :--- | :--- | | Auditor's remuneration | 200 | 151 | 600 | 446 | | Cost of inventories sold | 170 | 5 | 170 | – | | Depreciation of property, plant and equipment | 255 | 51 | 519 | 143 | | Depreciation of right-of-use assets | 575 | 520 | 1,728 | 1,544 | | Listing expenses | – | – | – | 1,835 | | Legal and professional fees | 552 | 1,056 | 2,190 | 2,309 | | Expenses relating to short-term leases | 56 | 52 | 448 | 209 | Finance Costs | Finance Costs | For the three months ended Sep 30, 2020 (HK$'000) | For the three months ended Sep 30, 2019 (HK$'000) | For the nine months ended Sep 30, 2020 (HK$'000) | For the nine months ended Sep 30, 2019 (HK$'000) | | :--- | :--- | :--- | :--- | :--- | | Other interest expenses | 7 | – | 20 | – | | Interest expenses on lease liabilities | 37 | 61 | 131 | 195 | | **Total** | **44** | **61** | **151** | **195** | - For the nine months ended September 30, 2020, depreciation of property, plant and equipment increased by **262.9%** year-on-year, and depreciation of right-of-use assets increased by **11.9%**[34](index=34&type=chunk) [9. Earnings/(Loss) Per Share](index=12&type=section&id=9.%20Earnings/(Loss)%20Per%20Share) The Group's basic earnings per share for the nine months ended September 30, 2020, was 0.17 HK cents, an increase from the prior year EPS Calculation | Indicator | For the three months ended Sep 30, 2020 | For the three months ended Sep 30, 2019 | For the nine months ended Sep 30, 2020 | For the nine months ended Sep 30, 2019 | | :--- | :--- | :--- | :--- | :--- | | Profit/(loss) attributable to owners of the Company (HK$'000) | 1,823 | (16) | 1,866 | 1,531 | | Weighted average number of ordinary shares ('000 shares) | 1,110,000 | 1,212,696 | 1,110,000 | 1,182,886 | | Basic earnings/(loss) per share (HK cents per share) | 0.16 | (–)* | 0.17 | 0.13 | - For the nine months ended September 30, 2020, basic earnings per share was **0.17 HK cents**, an improvement from 0.13 HK cents in the same period of 2019[41](index=41&type=chunk) - Diluted earnings/(loss) per share was not presented as there were no potential dilutive ordinary shares in existence[41](index=41&type=chunk) [10. Dividend](index=13&type=section&id=10.%20Dividend) The Board does not recommend the payment of any dividend for the nine months ended September 30, 2020, consistent with the prior year - The Directors do not recommend the payment of a dividend for the nine months ended September 30, 2020 (2019: Nil)[43](index=43&type=chunk) [11. Reserves](index=13&type=section&id=11.%20Reserves) The amounts of the Group's reserves and the movements therein are presented in the condensed consolidated statement of changes in equity - The amounts of the Group's reserves for the current and prior periods and the movements therein are presented in the unaudited condensed consolidated statement of changes in equity[44](index=44&type=chunk) [Management Discussion and Analysis](index=14&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review](index=14&type=section&id=Business%20Review) The Group's turnover decreased by 12.2% while profit attributable to owners increased by 21.9%, driven by cost reductions and government subsidies - The Group primarily generates revenue from front-office trading solution services, back-office settlement solution services, installation and customisation services, managed cloud services, and other services[47](index=47&type=chunk) - For the nine months ended September 30, 2020, turnover was approximately **HK$29.7 million**, a decrease of approximately **12.2%** from the prior year period[47](index=47&type=chunk) - Profit attributable to owners of the Company reached approximately **HK$1.9 million**, an increase of approximately **21.9%**, mainly due to decreased listing expenses, subcontracting costs, service costs, and government subsidies[47](index=47&type=chunk) [Outlook](index=14&type=section&id=Outlook) The Group aims to solidify its market position by expanding its wealth management client base, enhancing user applications, and extending cloud services - The Group intends to focus on expanding the client base for its wealth management solutions, improving user trading applications, and extending managed cloud services to brokerage clients in the Asia-Pacific region[48](index=48&type=chunk) - The Group's next-generation wealth management solution, set to launch by the end of 2020, aims to empower individual investors on mobile applications[48](index=48&type=chunk) - The Group will closely monitor the COVID-19 pandemic's impact on its financial condition and operating results while strictly adhering to cost control measures[50](index=50&type=chunk) [Financial Review](index=15&type=section&id=Financial%20Review) This section details the Group's financial performance for the nine months ended September 30, 2020, analyzing key drivers of change - For the nine months ended September 30, 2020, total revenue was approximately **HK$29.7 million**, a decrease of about **12.2%** year-on-year, mainly due to a significant drop in installation, back-office, and front-office service income[51](index=51&type=chunk) - Managed cloud services revenue slightly increased by approximately **8.3%** to about **HK$2.8 million**[51](index=51&type=chunk) - Profit attributable to owners of the Company increased by approximately **21.9%** to about **HK$1.9 million**, driven by a combination of reduced expenses and government subsidies[62](index=62&type=chunk) [Revenue](index=15&type=section&id=Revenue) The Group's total revenue for the nine months ended September 30, 2020, was HK$29.7 million, a decrease of 12.2% year-on-year - For the nine months ended September 30, 2020, revenue was approximately **HK$29.7 million**, a decrease of about **12.2%** from approximately HK$33.9 million in the prior period[51](index=51&type=chunk) - Installation and customisation services income decreased by approximately **41.3%** to about **HK$1.6 million**[51](index=51&type=chunk) - Front-office trading services income decreased by approximately **11.0%** to about **HK$16.3 million**, and back-office settlement solution services income decreased by approximately **14.6%** to about **HK$7.6 million**[51](index=51&type=chunk) [Purchases and Changes in Inventories](index=15&type=section&id=Purchases%20and%20Changes%20in%20Inventories) Purchases and changes in inventories increased by approximately HK$155,000 for the nine months ended September 30, 2020, due to higher sales of goods - The Group's purchases and changes in inventories increased by approximately **HK$155,000** for the nine months ended September 30, 2020[52](index=52&type=chunk) - The increase was mainly due to a rise in revenue from the sale of goods by approximately **HK$169,000** during the period[52](index=52&type=chunk) [Profit Before Tax](index=16&type=section&id=Profit%20Before%20Tax) The Group's profit before tax was HK$1.9 million for the nine months ended September 30, 2020, a decrease of 9.5% year-on-year - The Group's profit before tax for the nine months ended September 30, 2020, was approximately **HK$1.9 million**, a decrease of about **9.5%** from the prior year period[55](index=55&type=chunk) - The decrease was mainly due to a reduction in non-recurring installation and customisation service income of approximately **HK$1.1 million** and front-office trading solution service income of approximately **HK$2.0 million**[55](index=55&type=chunk) - This decrease was partially offset by a reduction in listing expenses of approximately **HK$1.8 million**[55](index=55&type=chunk) [Other Income](index=16&type=section&id=Other%20Income) Other income for the nine months ended September 30, 2020, increased to approximately HK$1.5 million, primarily from government employment subsidies - For the nine months ended September 30, 2020, the Group's other income increased from approximately **HK$0.5 million** to approximately **HK$1.5 million**[56](index=56&type=chunk) - The increase was mainly due to government subsidies of approximately **HK$1.0 million** received under the Employment Support Scheme during the period[56](index=56&type=chunk) [Staff Costs](index=16&type=section&id=Staff%20Costs) Staff costs for the nine months ended September 30, 2020, were HK$17.1 million, a 14.6% year-on-year increase due to inflation and R&D expansion - For the nine months ended September 30, 2020, the Group's staff costs were approximately **HK$17.1 million**, an increase of about **14.6%** from the prior year period[57](index=57&type=chunk) - The increase was mainly due to a general inflation rate rise in staff costs and the establishment of an R&D center in the PRC[57](index=57&type=chunk) [Depreciation](index=16&type=section&id=Depreciation) Depreciation expense for the nine months ended September 30, 2020, increased significantly by 33.2% to approximately HK$0.6 million due to asset additions - The Group's depreciation expense for the nine months ended September 30, 2020, increased significantly by approximately **HK$0.6 million**, a **33.2%** rise from the prior year period[58](index=58&type=chunk) - The increase was mainly due to the addition of fixed assets during the period[58](index=58&type=chunk) [Other Operating Expenses](index=16&type=section&id=Other%20Operating%20Expenses) Other operating expenses for the nine months ended September 30, 2020, were HK$8.5 million, a 44.8% year-on-year decrease due to cost reductions - The Group's other operating expenses for the nine months ended September 30, 2020, were approximately **HK$8.5 million**, a decrease of about **44.8%** from the prior year period[59](index=59&type=chunk) - The decrease was mainly attributable to reductions in service costs (**HK$2.6 million**), subcontracting costs (**HK$1.8 million**), and listing expenses (**HK$1.8 million**) following the establishment of an in-house R&D team in Shenzhen, PRC[59](index=59&type=chunk) [Income Tax Expense](index=17&type=section&id=Income%20Tax%20Expense) Income tax expense for the nine months ended September 30, 2020, was HK$32,000, a 94.3% year-on-year decrease, with the effective tax rate dropping to 1.7% - The Group's income tax expense for the nine months ended September 30, 2020, was approximately **HK$32,000**, a decrease of about **94.3%** from the prior year period[61](index=61&type=chunk) - The effective income tax rate decreased from approximately **27%** in the same period of 2019 to approximately **1.7%** in 2020[61](index=61&type=chunk) - The decrease in the effective tax rate was mainly due to non-deductible government subsidies and the capitalization of development costs that were fully deducted as incurred[61](index=61&type=chunk) [Profit Attributable to Owners of the Company for the Period](index=17&type=section&id=Profit%20Attributable%20to%20Owners%20of%20the%20Company%20for%20the%20Period) Profit attributable to owners for the nine months ended September 30, 2020, reached HK$1.9 million, a 21.9% year-on-year increase - For the nine months ended September 30, 2020, profit attributable to owners of the Company was approximately **HK$1.9 million**, an increase of about **21.9%** from the prior year period[62](index=62&type=chunk) - The increase was mainly attributable to the decrease in listing expenses of approximately **HK$1.8 million** and service costs of approximately **HK$2.6 million**[62](index=62&type=chunk) - The growth was partially offset by a decrease in non-recurring installation and customisation service income of approximately **HK$1.1 million** and front-office trading solution service income of approximately **HK$2.0 million**[62](index=62&type=chunk) [Dividend](index=17&type=section&id=Dividend) The Board does not recommend the payment of any dividend for the nine months ended September 30, 2020, consistent with the prior year - The Board does not recommend the payment of any dividend for the nine months ended September 30, 2020 (2019: Nil)[63](index=63&type=chunk) [Use of Proceeds](index=18&type=section&id=Use%20of%20Proceeds) The net proceeds of approximately HK$23.3 million from the listing are allocated for business expansion, with some plans delayed due to external factors - The net proceeds from the Share Offer amounted to approximately **HK$23.3 million**[65](index=65&type=chunk) - The use of some proceeds has been delayed, primarily due to the significant impact of social unrest in Hong Kong in the second half of 2019 and the COVID-19 outbreak on the local and global economy[66](index=66&type=chunk) Allocation and Utilization of Net Proceeds | Intended Use | Approx. % of Net Proceeds | Utilised Amount as of Sep 30, 2020 (HK$ million) | Unutilised Amount as of Sep 30, 2020 (HK$ million) | | :--- | :--- | :--- | :--- | | Expanding wealth management solution business | 11% | 0.64 | 1.96 | | Improving user trading applications | 29% | 0.65 | 6.15 | | Expanding managed cloud services for local brokerage clients | 11% | 0.42 | 2.18 | | Establishing an R&D center in the PRC | 46% | 9.43 | 1.27 | | General working capital | 3% | – | 0.6 | | **Total** | **100%** | **11.14** | **12.16** | [Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares and Debentures](index=19&type=section&id=Directors'%20and%20Chief%20Executive's%20Interests%20and%20Short%20Positions%20in%20Shares,%20Underlying%20Shares%20and%20Debentures) As of September 30, 2020, Mr. Chan Lidor and Mr. Lo Chi Ho held long positions in the Company's shares and underlying shares Directors' Interests | Name of Director | Capacity and Nature of Interest | Number of Shares/Underlying Shares Held | Approx. % of Issued Shares | | :--- | :--- | :--- | :--- | | Mr. Chan Lidor | Interest of spouse | 2,291,420 | 0.19% | | Mr. Lo Chi Ho (also Chief Executive) | Beneficial interest | 9,830,010 | 0.80% | - Mr. Lo Chi Ho's interest comprises 9,100,010 Shares and 730,000 underlying Shares in respect of the awarded Shares granted under the Share Award Scheme[70](index=70&type=chunk) [Substantial Shareholders' Interests and Short Positions in Shares, Underlying Shares and Debentures](index=20&type=section&id=Substantial%20Shareholders'%20Interests%20and%20Short%20Positions%20in%20Shares,%20Underlying%20Shares%20and%20Debentures) As of September 30, 2020, several entities and individuals held substantial long positions in the Company's shares Substantial Shareholders' Interests | Name | Capacity and Nature of Interest | Number of Shares Held | Approx. % of Issued Shares | | :--- | :--- | :--- | :--- | | Quantsmile (BVI) Limited | Beneficial interest | 411,902,870 | 33.49% | | Eagle Soar Corporate Advisory Limited | Beneficial interest & interest of controlled corporation | 652,896,910 | 53.08% | | Good Steward Foundation Limited | Interest of controlled corporation | 652,896,910 | 53.08% | | Financial Data Technologies Limited | Beneficial interest | 130,000,000 | 10.57% | | Mr. Nie Fanqi | Interest of controlled corporation | 130,000,000 | 10.57% | | Bank of Communications Trustee Limited | Trustee | 120,000,000 | 9.76% | - Eagle Soar Corporate Advisory Limited holds a total interest of approximately **53.08%** in the Company through direct holdings and its control over Quantsmile (BVI) Limited[73](index=73&type=chunk)[75](index=75&type=chunk) - Bank of Communications Trustee Limited, as the trustee of the Share Award Scheme, holds **120,000,000** Shares of the Company[73](index=73&type=chunk)[75](index=75&type=chunk) [Share Option Scheme](index=21&type=section&id=Share%20Option%20Scheme) The Company adopted a share option scheme on January 22, 2019, but no options were granted during the nine months ended September 30, 2020 - The Company adopted a share option scheme on January 22, 2019[77](index=77&type=chunk) - No share options were granted during the nine months ended September 30, 2020[77](index=77&type=chunk) [Share Award Scheme](index=22&type=section&id=Share%20Award%20Scheme) The Company adopted a share award scheme on August 12, 2019, under which 8,010,000 awarded shares were granted during the period - The Company adopted a share award scheme on August 12, 2019, for a term of 10 years[80](index=80&type=chunk) - The maximum number of shares to be awarded under the scheme shall not exceed **1%** of the issued share capital of the Company from time to time within any 12-month period[80](index=80&type=chunk) - As of September 30, 2020, the trustee held **120,000,000** Shares, and **8,010,000** awarded shares were granted to 40 selected persons, of which 310,000 had lapsed[80](index=80&type=chunk)[81](index=81&type=chunk) [Purchase, Sale or Redemption of Listed Securities](index=22&type=section&id=Purchase,%20Sale%20or%20Redemption%20of%20Listed%20Securities) Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the period - During the nine months ended September 30, 2020, neither the Company nor any of its subsidiaries had purchased, sold or redeemed any of the Company's listed securities[82](index=82&type=chunk)[87](index=87&type=chunk) [Competing Interests](index=22&type=section&id=Competing%20Interests) No Director or controlling shareholder had any interest in a business that competes or is likely to compete with the Group's business - During the nine months ended September 30, 2020, and up to the date of this report, no Director or controlling shareholder had any interest in a business which competes or is likely to compete, either directly or indirectly, with the business of the Group[83](index=83&type=chunk) [Interests of the Compliance Adviser](index=23&type=section&id=Interests%20of%20the%20Compliance%20Adviser) The Group has appointed Somerley Capital Limited as its compliance adviser, which holds no disclosable interest in the Company beyond its advisory agreement - The Group has appointed Somerley Capital Limited as its compliance adviser to provide advice and guidance on compliance with applicable laws and the GEM Listing Rules[85](index=85&type=chunk) - Apart from the compliance adviser agreement dated December 19, 2018, neither the compliance adviser nor its associates had any interest in relation to the Company which is required to be notified to the Group[85](index=85&type=chunk) [Review of Financial Statements](index=23&type=section&id=Review%20of%20Financial%20Statements) The Audit Committee has reviewed the Group's unaudited condensed consolidated financial statements for the nine months ended September 30, 2020 - The Audit Committee comprises three independent non-executive Directors, with Mr. Au Yeung Po Fung as the chairman[86](index=86&type=chunk) - The Audit Committee has reviewed the unaudited condensed consolidated financial statements, the accounting policies and practices adopted by the Group, and this report[86](index=86&type=chunk) [Definitions](index=24&type=section&id=Definitions) [Glossary of Terms](index=24&type=section&id=Glossary%20of%20Terms) This section provides definitions for key terms used in this report to ensure a clear understanding of the content - This section lists the specific meanings of terms such as "Board", "China", "Company", "Controlling Shareholders", "Directors", "GEM Listing Rules", "Group", "HK$", "Hong Kong", "Listing", "Listing Date", "Prospectus", "SFO", "Share", "Shareholders", "Share Award Scheme", "Share Option Scheme", and "Stock Exchange"[89](index=89&type=chunk)

eBROKER GROUP LIMITED 電子交易集團有限公司 (於開曼群島註冊成立的有限公司) 股份代號：8036 @ 18.07 中期報告 2020 香港聯合交易所有限公司（「聯交所」）GEM的特色 GEM乃為相比其他在聯交所上市的公司帶有更高投資風險的中小型公司提供上市的市 場。有意投資人士應瞭解投資於該等公司的潛在風險，並應經過審慎周詳的考慮後方作 出投資決定。 鑑於在GEM上市的公司一般為中小型公司，在GEM買賣的證券可能會較在聯交所主板 買賣的證券承受較大市場波動風險，同時無法保證在GEM買賣的證券會有高流通量的市 場。 香港交易及結算所有限公司及聯交所對本報告之內容概不負責，對其準確性或完整性亦 不發表任何聲明，並明確表示，概不會就因本報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。 本報告乃根據GEM上市規則之規定而提供有關本公司之資料，各董事願就本報告所載 資料共同及個別承擔全部責任。董事在作出一切合理查詢後，確認就彼等所知及所信， 本報告所載資料在各重大方面均屬準確完整，沒有誤導或欺詐成分，且並無遺漏其他事 項，致使本報告所載任何陳述或本報告產生誤導。 | - ...

eBROKER GROUP LIMITED 電子交易集團有限公司 (於開曼群島註冊成立之有限公司) 股份代號：8036 李 唐 香港聯合交易所有限公司（「聯交所」）GEM的特色 GEM乃為相比其他在聯交所上市的公司帶有更高投資風險的中小型公司提供上市的市場。 有意投資人士應瞭解投資於該等公司的潛在風險，並應經過審慎周詳的考慮後方作出投資 決定。 鑑於在GEM上市的公司一般為中小型公司，在GEM買賣的證券可能會較在聯交所主板買 賣的證券承受較大市場波動風險，同時無法保證在GEM買賣的證券會有高流通量的市場。 香港交易及結算所有限公司及聯交所對本報告之內容概不負責，對其準確性或完整性亦不 發表任何聲明，並明確表示，概不會就因本報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。 本報告乃根據GEM上市規則之規定而提供有關本公司之資料，各董事願就本報告所載資料 共同及個別承擔全部責任。董事在作出一切合理查詢後，確認就彼等所知及所信，本報告 所載資料在各重大方面均屬準確完整，沒有誤導或欺詐成分，且並無遺漏其他事項，致使 本報告所載任何陳述或本報告產生誤導。 | --- | --- | --- ...

eBROK E R G R O U P LIMITED 電子交易集團有限公司 eBROKER GROUP LIMITED 電子交易集團有限公司 （於開曼群島註冊成立的有限公司） 股份代號：8036 eBROKER GROUP LIMITED 電子交易集團有限公司 (incorporated in the Cayman Islands with limited liability) Stock code: 8036 Annual Report 2019 ANNUAL REPORT 2019 年報 年報 2019 香港聯合交易所有限公司（「聯交所」）GEM的特色 GEM乃為相比其他在聯交所上市的公司帶有更高投資風險的中小型公司提供上市的市場。有意投資人士應瞭解投資於該等公 司的潛在風險，並應經過審慎周詳的考慮後方作出投資決定。 鑑於在GEM上市的公司一般為中小型公司，在GEM買賣的證券可能會較在聯交所主板買賣的證券承受較大市場波動風險，同 時無法保證在GEM買賣的證券會有高流通量的市場。 香港交易及結算所有限公司及聯交所對本報告之內容概不負責，對其準確性或完整性亦不發表任何聲明，並明確表示，概不會 就因本報告全部 ...

eBROKER GROUP LIMITED 電子交易集團有限公司 (於開曼群島註冊成立之有限公司) 股份代號：8036 001 第三季度報告 2019 內容 香港聯合交易所有限公司（「聯交所」）GEM的特色 GEM乃為相比其他在聯交所上市的公司帶有更高投資風險的中小型公司提供上市的市 場。有意投資人士應瞭解投資於該等公司的潛在風險，並應經過審慎周詳的考慮後方作 出投資決定。 鑑於在GEM上市的公司一般為中小型公司，在GEM買賣的證券可能會較在聯交所主板 買賣的證券承受較大市場波動風險，同時無法保證在GEM買賣的證券會有高流通量的市 場。 香港交易及結算所有限公司及聯交所對本報告之內容概不負責，對其準確性或完整性亦 不發表任何聲明，並明確表示，概不會就因本報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。 本報告乃根據GEM上市規則之規定而提供有關本公司之資料，各董事願就本報告所載 資料共同及個別承擔全部責任。董事在作出一切合理查詢後，確認就彼等所知及所信， 本報告所載資料在各重大方面均屬準確完整，沒有誤導或欺詐成分，且並無遺漏其他事 項，致使本報告所載任何陳述或本報告產生誤導。 | ...

eBROKER GROUP LIMITED 電子交易集團有限公司 (於開曼群島註冊成立的有限公司) 股份代號：8036 0.66 50.66 58.065 2.25 32.25 43.125 1.89 11.89 78.06 56 18.11 中期報告 2019 香港聯合交易所有限公司（「聯交所」）GEM的特色 GEM乃為相比其他在聯交所上市的公司帶有更高投資風險的中小型公司提供上市的市 場。有意投資人士應瞭解投資於該等公司的潛在風險，並應經過審慎周詳的考慮後方作 出投資決定。 鑑於在GEM上市的公司一般為中小型公司，在GEM買賣的證券可能會較在聯交所主板 買賣的證券承受較大市場波動風險，同時無法保證在GEM買賣的證券會有高流通量的市 場。 香港交易及結算所有限公司及聯交所對本報告之內容概不負責，對其準確性或完整性亦 不發表任何聲明，並明確表示，概不會就因本報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。 本報告乃根據GEM上市規則之規定而提供有關本公司之資料，各董事願就本報告所載 資料共同及個別承擔全部責任。董事在作出一切合理查詢後，確認就彼等所知及所信， 本報告所載資料在各重大 ...