CH BIOTECH SER(08037)
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中国生物科技服务(08037) - 2024 - 年度财报
2025-04-23 08:46
Precision Medicine and Cancer Treatment - The company achieved significant breakthroughs in precision medicine, focusing on CAR-T and BNCT therapies, solidifying its leadership in the cancer treatment sector[11] - A strategic investment of RMB 48 million was completed in February 2024 for the development of the LY007 CAR-T product, which has successfully completed 12 clinical trials[12] - The group aims to accelerate the commercialization of the CAR-T product LY007 and enter domestic Phase II clinical trials, seeking breakthroughs through patent exports[21] - Shanghai Longyao received approval for the IND application of LY007, the first CAR-T therapy targeting CD20 in China, with 12 patients successfully treated as of the report date[30] - The company is actively pursuing strategic collaborations and international technology licensing to drive growth in its three core precision medicine business segments[11] - The company plans to enhance its cancer precision testing and treatment integrated biotech service platform, focusing on innovative drug development and clinical transformation[11] Boron Neutron Capture Therapy (BNCT) Development - The company secured a bank loan of RMB 50 million for the construction of the Boron Neutron Capture Therapy Hospital, which is expected to begin operations in Q4 2025[13] - The company faced delays in the Boron Neutron Capture Therapy Hospital's construction due to extreme weather conditions, necessitating emergency repair plans[13] - The construction of the boron neutron capture therapy center is ongoing, with the opening expected to be delayed to Q4 2025 due to severe weather impacts[34] - The group plans to ensure the opening of BNCT hospitals and develop a network of BNCT treatment centers in Asia, aiming for the first sales of BNCT equipment[21] - The company has entered into agreements to purchase boron neutron capture therapy equipment and drugs, aiming to be the first provider of this advanced cancer treatment service in the Greater China region[79] Financial Performance and Revenue - The group recorded a revenue of approximately HKD 70,509,000 for the fiscal year ending December 31, 2024, representing a significant decrease of about 66.74% compared to HKD 211,985,000 for the fiscal year ending December 31, 2023[24] - The revenue from medical laboratory testing and health check services decreased by 79.70% from approximately HKD 192,910,000 in 2023 to about HKD 39,158,000 in 2024[26] - The sales revenue of the healthcare and pharmaceutical products segment decreased from approximately HKD 881,000 in 2023 to about HKD 686,000 in 2024, a decline of approximately 22.13%[31] - The insurance brokerage services segment saw a significant revenue increase from approximately HKD 18,163,000 in 2023 to about HKD 30,600,000 in 2024, an increase of 68.47%[35] - The logistics services segment's revenue increased from approximately HKD 31,000 in 2023 to about HKD 65,000 in 2024, representing a growth of 110%[36] - The company recorded a gross loss of approximately HKD 4,940,000 in 2024, a decrease of about HKD 39,264,000 compared to a gross profit of HKD 34,324,000 in 2023[38] - The company recorded a net loss attributable to shareholders of approximately HKD 198,146,000 for the fiscal year 2024, an increase from HKD 95,447,000 in fiscal year 2023[59] - The increase in net loss was primarily due to a decrease in demand for COVID-19 nucleic acid testing and intensified market competition in medical laboratory testing and health check services[59] Strategic Collaborations and Partnerships - The company signed a memorandum of cooperation with the Hong Kong-Shenzhen Innovation and Technology Park in April 2024, enhancing its integration into the Greater Bay Area biotech ecosystem[15] - The group has established a joint laboratory with Shanghai Guanhua Pharmaceutical Technology Co., Ltd. to enhance its one-stop testing solution capabilities, expanding its service footprint in the Asia-Pacific region[19] - The company has partnered with Abbott to upgrade its medical laboratory, becoming the first private lab in Hong Kong to install a customized virtual biochemical immunoassay system, improving efficiency and reducing human error[75] - The company has established partnerships with several domestic hospitals, including Huashan Hospital, to provide treatment services at the boron neutron capture therapy center set to open in Q4 2025[80] Corporate Governance and Management - The company has adopted the GEM Listing Rules Appendix C1 Corporate Governance Code principles and has complied with the code provisions, with one exception regarding attendance at the annual general meeting[123] - The board consists of three executive directors and three independent non-executive directors as of December 31, 2024[125] - The company emphasizes the importance of corporate governance for its success and has implemented measures to ensure transparency and accountability to shareholders[123] - The board is responsible for the overall strategic development of the group and monitoring management, administration, and operations[130] - The company has established appropriate insurance for directors to protect against legal claims[129] Employee and Operational Metrics - The group employed a total of 141 full-time employees as of December 31, 2024, down from 162 in 2023[106] - Total employee costs for the fiscal year 2024 were approximately HKD 65,779,000, a decrease from HKD 92,607,000 in the fiscal year 2023[106] - Contributions to the mandatory provident fund plan amounted to approximately HKD 2,231,000 for the fiscal year 2024, down from HKD 2,996,000 in the fiscal year 2023[107] Risk Management and Compliance - The company has adopted a risk management system aligned with the COSO framework to ensure operational effectiveness and compliance[176] - The group has not established an internal audit function due to cost considerations but will continue to review the necessity of such a department annually[178] - The company has implemented measures to ensure the accuracy and timeliness of its disclosures regarding inside information[178] Environmental, Social, and Governance (ESG) Initiatives - The company’s ESG report for 2024 covers key business segments including medical laboratory testing services in Hong Kong and tumor immunotherapy in China[197] - The board oversees the implementation of ESG policies and strategies, emphasizing the importance of a robust ESG framework for sustainable development[200] - The report covers the promotion of ESG concepts to employees and clients since 2016, with a summary of results expected for the 2024 fiscal year[198]
中国生物科技服务(08037) - 2024 - 年度业绩
2025-03-28 14:57
Financial Performance - The company's revenue for the year ended December 31, 2024, was HKD 70,509,000, a decrease of 66.7% compared to HKD 211,985,000 in 2023[3] - The gross loss for the year was HKD 4,940,000, compared to a gross profit of HKD 34,324,000 in the previous year[3] - Operating loss increased to HKD 143,048,000 from HKD 127,674,000 year-over-year[3] - The total comprehensive loss for the year was HKD 268,982,000, compared to HKD 174,253,000 in 2023, representing a 54.3% increase[4] - Basic and diluted loss per share was HKD 0.205, compared to HKD 0.099 in the previous year[4] - The group reported a loss of approximately HKD 251,854,000 for the year ended December 31, 2024[14] - The company reported a total loss before tax of HKD 252,797,000 for the year ended December 31, 2024, compared to a loss of HKD 142,025,000 in 2023[27][29] - The group recorded a net loss attributable to shareholders of approximately HKD 198,146,000 in 2024, an increase from HKD 95,447,000 in 2023[69] Assets and Liabilities - Total assets decreased to HKD 529,955,000 from HKD 662,362,000, a decline of 20.0%[5] - Total equity decreased to HKD 242,388,000 from HKD 490,726,000, a drop of 50.6%[6] - The total liabilities of the company as of December 31, 2024, were HKD 287,567,000, compared to HKD 171,636,000 in 2023[27][29] - As of December 31, 2024, the group's current liabilities exceeded its current assets by approximately HKD 129,519,000[14] - The total current assets decreased from HKD 39,636,000 in 2023 to HKD 25,416,000 in 2024, a decline of about 36%[35] Revenue Breakdown - Revenue from medical laboratory testing and health check services was HKD 39,158,000, down from HKD 192,910,000, indicating a decrease of about 79.7%[23] - Insurance brokerage services revenue increased to HKD 30,600,000 from HKD 18,163,000, reflecting a growth of approximately 68.4%[23] - The segment loss for the medical and healthcare services division was HKD 100,150,000 for the year ended December 31, 2024[27] - The overall demand for medical laboratory testing and health check services was weaker than expected in fiscal year 2024, attributed to local consumption recovery challenges post-pandemic[52] Financing and Capital Structure - The company has issued convertible bonds amounting to HKD 41,635,000, which were not present in the previous year[6] - The company plans to redeem USD 4,000,000 (approximately HKD 31,400,000) of the convertible bonds on December 17, 2024[40] - A new convertible bond issuance of USD 6,000,000 (approximately HKD 47,100,000) occurred on December 27, 2024, with an initial conversion price of HKD 1.20 per share[41] - The company has secured loans from controlling shareholders amounting to approximately HKD 24,772,000 as of December 31, 2024, with a fixed interest rate of 10%[90] - The group is actively seeking alternative financing and loans to meet its current financial obligations and future operational and capital expenditures, having secured approximately HKD 6,000,000 in additional loans as of the financial statement approval date[16] Impairment and Losses - The company reported a net impairment loss on property, plant, and equipment of HKD 52,713,000, compared to HKD 16,186,000 in 2023[3] - The impairment loss recognized for construction projects due to damage was approximately HKD 52,713,000[24] - The group recognized impairment losses of approximately HKD 13,374,000 and HKD 2,584,000 for intangible assets and right-of-use assets, respectively, related to the acquisition of DVF[67] Strategic Initiatives and Future Plans - The group has entered into a strategic cooperation framework agreement with Shenzhen Huada Gene Technology Co., Ltd., and an investment intention letter with investors for a potential investment of RMB 20 million to 30 million in Pengbo (Hainan)[16] - The company aims to be the first provider of boron neutron capture therapy services in Greater China, targeting inoperable, locally advanced, or locally recurrent head and neck cancer patients[85] - The company has launched a series of early health screening tests, including diabetes and HPV, to capitalize on the increased public awareness of health due to the pandemic[82] - The company continues to develop its anti-tumor cell therapy products, with clinical trials for its CAR-T drug progressing as planned[83] Governance and Compliance - The board of directors includes three executive directors and three independent non-executive directors[129] - The company has maintained compliance with the GEM listing rules regarding public float requirements[128] - The independent auditor's report indicated a significant uncertainty regarding the group's ability to continue as a going concern[112]
中国生物科技服务(08037) - 2024 - 中期财报
2024-08-28 08:49
Financial Performance - Revenue for the six months ended June 30, 2024, was HKD 32,449,000, a decrease of 82.2% compared to HKD 182,357,000 in the same period of 2023[2]. - Gross loss for the period was HKD 3,107,000, compared to a gross profit of HKD 61,326,000 in the previous year[2]. - Operating loss increased to HKD 124,588,000 from HKD 34,067,000 year-on-year, reflecting a significant decline in performance[2]. - Total comprehensive loss for the period was HKD 132,973,000, compared to HKD 44,983,000 in the same period last year[4]. - The company reported a basic and diluted loss per share of HKD 0.083, compared to HKD 0.032 in the previous year[4]. - The group recorded a pre-tax loss of HKD 126,258 thousand for the period, compared to a pre-tax loss of HKD 24,677 thousand in the same period last year[15]. - The total loss for the period was HKD 125,731 thousand, compared to a loss of HKD 27,721 thousand in the previous year, indicating a significant increase in losses[16]. - For the six months ended June 30, 2024, the company reported a loss attributable to owners of approximately HKD 79,917,000, compared to a loss of HKD 30,484,000 for the same period in 2023[36]. Assets and Liabilities - Total assets as of June 30, 2024, were HKD 630,553,000, down from HKD 662,362,000 at the end of 2023[6]. - Non-current assets increased to HKD 238,275,000 from HKD 100,535,000, indicating substantial investment in property, plant, and equipment[5]. - Current assets decreased to HKD 473,486,000 from HKD 401,196,000, with a notable reduction in cash and bank balances[5]. - Equity attributable to owners of the company decreased to HKD 390,217,000 from HKD 462,754,000, reflecting a decline in shareholder value[6]. - Total liabilities increased to HKD 249,229,000 as of June 30, 2024, compared to HKD 171,636,000 as of December 31, 2023[18]. Cash Flow - For the six months ended June 30, 2024, the net cash used in operating activities was HKD (95,539) thousand, compared to HKD 310,855 thousand for the same period in 2023, indicating a significant decrease in cash flow from operations[10]. - The total cash and cash equivalents at the end of the period decreased to HKD 33,241 thousand from HKD 245,396 thousand a year earlier, indicating a decline in liquidity[10]. - The company reported a net decrease in cash and cash equivalents of HKD (38,449) thousand for the period, compared to an increase of HKD 155,283 thousand in the same period last year, highlighting a shift in cash management[10]. Revenue Breakdown - Revenue from medical laboratory testing and health check services was HKD 19,729 thousand, down from HKD 170,525 thousand year-on-year, indicating a decrease of about 88.4%[15]. - The insurance brokerage services generated revenue of HKD 12,255 thousand, compared to HKD 11,467 thousand in the previous year, reflecting an increase of approximately 6.9%[13]. - The logistics services segment reported revenue of HKD 28 thousand, significantly up from HKD 9 thousand in the prior year, marking a growth of approximately 211.1%[13]. - The decline in revenue was primarily due to the cessation of mandatory COVID-19 nucleic acid testing services by the Hong Kong government, which significantly impacted income[61]. Strategic Focus - The company is focusing on precision treatment and diagnosis as part of its future biotech platform strategy[1]. - The company continues to focus on providing medical laboratory testing services and health check services in Hong Kong, as well as cancer immunotherapy and health management services in China[12]. - The company is engaged in the sale and distribution of health-related and pharmaceutical products in both China and Hong Kong, indicating ongoing market expansion efforts[12]. Investments and Capital Expenditures - Capital expenditures for the six months ended June 30, 2024, were HKD 161,813,000, a significant increase from HKD 16,730,000 in the same period of 2023[19]. - The company completed a capital injection agreement amounting to RMB 49,960,000 into Shanghai Longyao, acquiring a 5.57% equity interest[46]. - The company has capital commitments of HKD 91,938,000 for boron neutron capture therapy equipment and center construction, down from HKD 208,295,000 as of December 31, 2023[54]. Shareholder Information - The company did not recommend any dividend for the six months ended June 30, 2024, consistent with the previous period[36]. - As of June 30, 2024, the total issued shares were 963,231,150, with Liu Xiaolin holding approximately 54.97% of the shares[86]. - Major shareholders include entities holding significant stakes, such as 529,500,546 shares (54.97%) and 187,903,805 shares (19.51%) respectively[90]. Corporate Governance - The board emphasizes the importance of corporate governance for the company's success and has implemented measures to ensure compliance with laws and regulations[107]. - The audit committee, consisting of three independent non-executive directors, oversees the financial reporting process and internal controls[108]. - The company has adopted a code of conduct for directors regarding securities trading, confirming compliance during the interim period of 2024[106].
中国生物科技服务(08037) - 2024 - 中期业绩
2024-08-26 12:10
Financial Performance - Revenue for the six months ended June 30, 2024, was HKD 32,449,000, a decrease of 82.2% compared to HKD 182,357,000 for the same period in 2023[2]. - Gross loss for the period was HKD 3,107,000, compared to a gross profit of HKD 61,326,000 in the previous year[2]. - Operating loss increased to HKD 124,588,000 from HKD 34,067,000 year-on-year[2]. - Loss for the period was HKD 125,731,000, significantly higher than the loss of HKD 27,721,000 in the same period last year[3]. - The company reported a total comprehensive loss of HKD 132,973,000 for the period, compared to HKD 44,983,000 in the same period last year[3]. - The group reported a gross loss of approximately HKD 3,107,000, a decrease of about HKD 64,433,000 compared to a gross profit of HKD 61,326,000 in the previous period[71]. - The company recorded a net loss attributable to shareholders of approximately HKD 79,917,000, an increase from HKD 30,484,000 in the previous period, driven by reduced demand for COVID-19 testing and increased competition in the medical laboratory services market[75]. Assets and Liabilities - Total assets as of June 30, 2024, were HKD 630,553,000, down from HKD 662,362,000 as of December 31, 2023[4]. - Total liabilities as of June 30, 2024, were HKD 249,229,000, compared to HKD 171,636,000 as of December 31, 2023, indicating an increase in liabilities[20]. - Current assets decreased to HKD 157,067,000 from HKD 261,166,000 as of December 31, 2023[4]. - The company’s total equity as of June 30, 2024, was HKD 656,862,000, down from HKD 826,520,000 at the beginning of the year[9]. - The company’s total assets as of June 30, 2024, were HKD 490,692,000[9]. - The company’s current liabilities have increased, leading to a current ratio of 0.74 as of June 30, 2024, down from 1.64 as of December 31, 2023[86]. Cash Flow - For the six months ended June 30, 2024, the company reported a net cash outflow from operating activities of HKD (95,539) thousand, compared to a net inflow of HKD 310,855 thousand in the same period of 2023[10]. - The net cash used in investing activities was HKD (61,468) thousand, an improvement from HKD (144,737) thousand in the previous year[10]. - Financing activities generated a net cash inflow of HKD 118,558 thousand, contrasting with a net cash outflow of HKD (10,835) thousand in the prior period[10]. - As of June 30, 2024, the company's cash and cash equivalents decreased to HKD 33,241 thousand from HKD 245,396 thousand at the end of June 2023[10]. Revenue Breakdown - Revenue from medical laboratory testing and health check services was HKD 19,729 thousand, down 88.4% from HKD 170,525 thousand in the previous year[14]. - The insurance brokerage services generated revenue of HKD 12,255 thousand, an increase of 6.9% from HKD 11,467 thousand in the prior year[14]. - The logistics services segment reported revenue of HKD 28 thousand, significantly up from HKD 9 thousand in the previous year[14]. - The decline in revenue was primarily due to the cessation of mandatory COVID-19 testing services by the end of February 2023, leading to an adjusted revenue decrease of 16.47% in the medical laboratory testing segment[64]. Business Segments - The group operates five business segments, including medical and health-related services, immunotherapy, boron neutron capture therapy, pharmaceutical products, and insurance brokerage[15]. - The group continues to face challenges in demand for diagnostic and health check services, attributed to weak market conditions and intensified competition among peers[65]. Investments and Capital Expenditures - Capital expenditures for the six months ended June 30, 2024, were HKD 161,813,000, significantly higher than the previous period[21]. - The company entered into a capital injection agreement on December 8, 2023, committing RMB 49,960,000 to Shanghai Longyao, acquiring a 5.57% equity interest[44]. - The company has made a first payment of approximately HKD 51,765,000 for boron neutron capture therapy equipment, with a remaining contract price of approximately HKD 14,565,000 expected to be paid in 2024[54]. Shareholder Information - The company did not recommend any dividend for the six months ended June 30, 2024, consistent with the previous year[30]. - The total number of issued shares of the company is 963,231,150, with a par value of HKD 0.10 per share[104]. - Genius Earn holds 529,500,546 shares, representing approximately 54.97% of the company's total shares[103]. Corporate Governance - The board emphasizes the importance of corporate governance and has implemented measures to ensure compliance with laws and regulations, maintaining high standards of integrity and transparency[125]. - An audit committee has been established to review and supervise the group's financial reporting procedures and internal controls, consisting of three independent non-executive directors[127]. Future Plans and Developments - The company aims to become the first provider in Greater China to offer boron neutron capture therapy for patients with inoperable head and neck cancers, enhancing advanced radiation treatment services[81]. - The company plans to expand its medical laboratory testing and health check services to provide public health screening in Hong Kong, responding to increased demand post-pandemic[80]. - The company has initiated preparations for the Phase II clinical trial of LY007, with full registration of 13 patients expected to be completed by October 2024[66].
中国生物科技服务(08037)与港深创科园公司订立谅解备忘录
Zhi Tong Cai Jing· 2024-04-18 13:47
智通财经APP讯,中国生物科技服务(08037)公布,港深创新及科技园有限公司与大约60个合作伙伴机构(包括该公司)签署谅解备忘录后,已于2024年4月18日举行港深创科园合作伙伴启动礼。根据公司与港深创科园公司所订立的谅解备忘录,有关各方已经协定合作开发位于河套深港科技创新合作区落马洲河套地区的港深创新及科技园。 根据谅解备忘录,该公司将会透过以下方式支援创科园内的创新及科技(创科)创业公司取得市场准入:(1) 引进公司约五家附属公司及伙伴公司落地创科园,并协助其拓展至中国及海外市场;(2) 在创科园设立分子诊断实验室、嵌合抗原受体T细胞(CAR-T)开发中心及硼中子俘获治疗中心,员工人数约为200人,并以优惠价格为创科园的社区公司及公众人士提供合约研究机构服务,包括CAR-T细胞制造、研究和开发细胞治疗、硼中子俘获治疗及研发,以及其他专业服务;(3) 考虑在创科园内设立其他研发中心。 另一方面,港深创科园公司将会透过以下方式接纳该公司进驻以到创科园以建立驻点及扩大公司的网络,从而支持公司的业务拓展:(1) 透过不同的企业家计划,便利公司的附属公司及伙伴公司进驻创科园,并提供办公室租赁及必要的业务营运支援; ...
中国生物科技服务(08037) - 2023 - 年度财报
2024-04-01 10:16
Environmental Impact - The total greenhouse gas emissions related to the company's operations for Scope 1 and 2 were estimated at 787 tons of CO2 equivalent in 2023, with a significant reduction attributed to changes in the operations of Huasheng Diagnostic Center Limited[37] - The company continues to implement sustainable practices in its R&D, medical testing, and precision diagnosis businesses to minimize its environmental footprint[29] - The company has established multiple environmental policies to ensure compliance with applicable laws and regulations in China and Hong Kong[30] - The company has implemented a waste management policy to ensure compliance with local regulations regarding medical waste disposal[39] - Medical waste is separated from other waste to prevent contamination, and licensed contractors are employed for safe collection and disposal[40] - The company has successfully reduced non-hazardous waste significantly following the completion of a business unit's construction activities in 2023[42] - The company has adopted energy-saving policies and practices in the office, including adjusting air conditioning to 25.5 degrees Celsius[58] - The company has not recorded any violations of environmental laws and regulations during the reporting period[62] - The company plans to reassess its environmental key performance indicators to track performance more consistently due to fluctuations in business scale and environmental performance[68] - Total energy consumption decreased significantly to 7,204 GJ in 2023 from 103,633 GJ in 2022, representing a reduction of approximately 93%[69] - Greenhouse gas emissions totalled 843 tonnes of CO2 equivalent in 2023, down from 11,273 tonnes in 2022, indicating a reduction of about 92.5%[69] - The total amount of hazardous waste generated increased to 128.4 tonnes in 2023 from 105.7 tonnes in 2022, reflecting a rise of approximately 21.5%[69] - The total water consumption rose to 11,556 cubic meters in 2023, compared to 7,374 cubic meters in 2022, marking an increase of about 56%[69] - The density of greenhouse gas emissions per 1,000 HKD revenue improved to 0.00398 tonnes CO2 equivalent in 2023 from 0.00609 tonnes in 2022, showing an enhancement of approximately 34%[69] - The total amount of non-hazardous waste generated was 423.3 tonnes in 2023, a significant decrease from 10,137.2 tonnes in 2022, indicating a reduction of approximately 95.8%[69] - The company has set a five-year environmental goal to promote waste reduction and will review progress annually, particularly in its core operations in China and Hong Kong[93] Corporate Governance - The company encourages shareholders to participate in annual general meetings and supports principles of corporate governance[13] - The company has a shareholder communication policy that promotes two-way communication with shareholders[12] - The company has adopted corporate governance measures to maintain high standards of governance and ensure compliance with legal and regulatory requirements[151] - The board of directors consists of three executive directors, one non-executive director, and three independent non-executive directors as of December 31, 2023[152] Risk Management - The company has identified and analyzed risks to achieve its group objectives through a dynamic interactive process[6] - The company has a framework for regularly reviewing its ESG performance, including stakeholder engagement and feedback collection[24] - The group has implemented various risk management assessment tools, including FMECA, FTA, and HAZOP, to minimize quality risks and develop continuous improvement strategies[192] - The group has identified key risks including intense competition in the industry, which may adversely affect demand for its products and services[179] - The group will closely monitor changes in the macroeconomic environment and adjust its product diversification plans and marketing strategies accordingly[182] Employee Management - Employee turnover rate for full-time staff was reported at 28% in 2023, while part-time staff had a significantly higher turnover rate of 60%[88] - The company provides competitive compensation and benefits plans to attract and retain elite talent for long-term structural growth[96] - Employee safety is a top priority, with a commitment to maintaining high occupational safety and health standards[97] - 53% of male employees and 36% of female employees received training, with an average training duration of 5.1 hours for males and 6.3 hours for females[106] - The company conducts safety inspections of laboratory units and surrounding areas every two years to ensure compliance with safety standards[100] - The company has not reported any significant non-compliance with safety standards or regulations regarding occupational hazards in 2023[103] - The company has implemented an eight-hour workday and a five-day workweek system to ensure fair labor practices[109] - The management regularly reviews employee compensation based on market trends, inflation, and performance metrics[97] - The group has implemented a comprehensive human resources policy that includes equal opportunity and anti-discrimination measures[127] - The group has a commitment to not tolerate forced labor or child labor, ensuring compliance with relevant labor laws[129] - The group’s employee benefits include mandatory provident fund contributions, insurance, and training programs[138] Financial Performance - The audit fees payable to the auditor for audit services amounted to HKD 1,200,000 for the year 2023, consistent with the previous year[11] - The total employee cost for the fiscal year 2023 was approximately HKD 92,607,000, a decrease of 44.4% compared to HKD 166,735,000 in 2022[138] - The group employed a total of 162 full-time employees as of December 31, 2023, down from 260 in 2022, indicating a reduction of 37.7%[138] - The overall employee turnover rate for the group during the reporting period was 29%[131] - The group made contributions of approximately HKD 2,996,000 to retirement benefit plans in 2023, compared to HKD 3,271,000 in 2022, reflecting a decrease of 8.4%[139] - The group maintains a strong liquidity position to seize growth opportunities, adhering to prudent cash management policies[135] - The group does not face significant foreign exchange risks and has not employed any financial instruments for hedging purposes[136] - The group’s management will continue to monitor and manage risks associated with interest rate and exchange rate fluctuations[136] Investments - The company holds approximately 3.01% equity interest in Pillar, valued at HKD 52,204,000 (equivalent to USD 6,684,000) as of December 31, 2023, down from HKD 69,270,000 (equivalent to USD 8,881,000) in the previous year, representing 7.88% of the company's total assets[153] - The fair value loss on the investment in Pillar for the year 2023 was approximately HKD 17,066,000, compared to a fair value gain of HKD 1,330,000 in 2022[153] - Pillar recorded an unaudited consolidated loss of approximately USD 22,100,000 for the year ending December 31, 2023[153] - The group holds approximately 1.13% equity interest in Kubo, equivalent to 5,970,160 shares, with a fair value of approximately HKD 4,716,000 as of December 31, 2023, down from HKD 13,672,000 a year earlier[154] - Kubo reported an unaudited consolidated loss of approximately USD 14.7 million for the six months ending June 30, 2023[154] - The fair value loss on the investment in Kubo for the year was approximately HKD 8,956,000, compared to HKD 39,358,000 in the previous year[154] - The group did not receive any dividend income from Kubo during the two years[154] - The group aims to strategically allocate resources towards precision diagnostics and enter the precision treatment industry through its investment in Kubo[154] Community Engagement - The group donated a total of HKD 105,000 to various charitable activities in 2023[176] - The group has established a whistleblowing channel to report misconduct and ensure transparency and accountability[174] - In the fiscal year 2023, the group made charitable donations of approximately HKD 105,000, compared to zero in the fiscal year 2022[187] - The group encourages employee participation in community service and has committed resources to support future community engagement efforts[200] Compliance and Ethics - The group strictly adheres to all relevant anti-corruption laws and has established policies to guide employees on measures against bribery and corruption[197] - There were no concluded corruption litigation cases against the company or its employees during the reporting period[199]
中国生物科技服务(08037) - 2023 - 年度业绩
2024-03-28 13:18
Financial Performance - The company reported a gross profit of approximately HKD 34,324,000 for the fiscal year 2023, a decrease of about HKD 1,066,633,000 compared to HKD 1,100,957,000 in fiscal year 2022, resulting in a gross margin of 16.19%, down 43.27 percentage points from 59.46% in the previous year[28]. - The net loss attributable to the company's owners for fiscal year 2023 was approximately HKD 95,447,000, compared to a net profit of HKD 258,087,000 in fiscal year 2022, primarily due to a decline in demand for COVID-19 testing services and rapid antigen test kits following the easing of quarantine regulations[32]. - The company reported total revenue for the year ended December 31, 2023, was HKD 211,985,000, a decrease of 88.6% from HKD 1,851,601,000 in 2022[115]. - The net loss for the year was HKD 140,706,000, compared to a profit of HKD 705,568,000 in 2022, indicating a substantial downturn in financial performance[115]. - The total comprehensive loss for the year was HKD 174,253,000, compared to a comprehensive income of HKD 654,250,000 in 2022[117]. - The company reported a basic and diluted loss per share of HKD 9.9 for the year, down from earnings of HKD 26.8 per share in the previous year[117]. - The company reported external customer revenue of HKD 211,985,000 for the year ending December 31, 2023, with contributions from various segments including medical and healthcare services (HKD 192,910,000) and pharmaceutical products (HKD 881,000)[138]. - The total loss before tax for the year was HKD 142,025,000, with a net loss of HKD 140,706,000 after tax[138]. - The group reported a loss of HKD 95,447,000 for the year 2023, compared to a profit of HKD 258,087,000 in 2022[197]. Revenue and Demand Trends - The company experienced a significant decrease in revenue from medical laboratory testing and health check services, which contributed to the overall lower demand in fiscal year 2023[22]. - The demand for COVID-19 related laboratory testing services significantly decreased due to the relaxation and subsequent cancellation of quarantine regulations[186]. - The revenue of the division decreased from approximately HKD 1,619,568,000 in 2022 to approximately HKD 192,910,000 in 2023, representing a decline of 88.09%[186]. - The total revenue for Hong Kong in 2023 was HKD 211,972,000, down from HKD 1,851,331,000 in 2022, indicating a significant decrease[191]. Assets and Liabilities - The company reported total assets of HKD 662,362,000 for the year ended December 31, 2023, down from HKD 1,470,491,000 in 2022[104]. - The total liabilities decreased from HKD 643,971,000 in 2022 to HKD 171,636,000 in 2023, a reduction of approximately 73%[105]. - The company’s total current assets decreased to HKD 261,166,000 in 2023 from HKD 884,757,000 in 2022[104]. - The company’s non-current assets included property, plant, and equipment valued at HKD 100,535,000, an increase from HKD 96,073,000 in 2022[104]. - The company’s goodwill decreased to HKD 107,181,000 in 2023 from HKD 110,083,000 in 2022[104]. - The company’s trade receivables and other receivables decreased significantly to HKD 39,636,000 in 2023 from HKD 765,547,000 in 2022[104]. Operational Changes and Strategies - The company plans to expand its routine medical laboratory testing and health check services to provide high-throughput public health screening services in Hong Kong, responding to the reduced demand for COVID-19 testing[39]. - The company has established a high-standard molecular biology laboratory in Hong Kong, providing next-generation sequencing (NGS) cancer companion diagnostic tests since July 2022, and is seeking collaborations with local hospitals and clinical laboratories[40]. - The company aims to become the first service provider in Greater China to offer boron neutron capture therapy for difficult-to-treat head and neck cancer patients, with plans to enhance advanced tumor radiation therapy services in mainland China, Hong Kong, and Macau[41]. - The company continues to evaluate its strategic options for future growth and market expansion[145]. Investments and Commitments - The company has committed to building and operating a cancer treatment center using a boron neutron capture therapy system in Hainan, with the system being supplied by Sumitomo Heavy Industries, Ltd.[53]. - The company injected a total of RMB 48,000,000 into Shanghai Longyao Biotechnology Co., Ltd. as part of its investment strategy[49]. - The company has authorized but not contracted capital commitments totaling HKD 208,295,000 for the fiscal year 2023, compared to HKD 237,541,000 in 2022[75]. - The company has made an initial payment of approximately HKD 51,765,000 for the purchase of boron neutron capture therapy equipment, with a total contract price of approximately HKD 176,820,000[77]. Employee and Operational Costs - The total employee cost for the fiscal year 2023 was approximately HK$92,607,000, a decrease from HK$166,735,000 in the previous year, with a total of 162 full-time employees as of December 31, 2023[60]. - The company’s operating expenses and financing costs were impacted by the overall decline in business activity due to the pandemic[30]. - The total contributions made by the company to the retirement plans for the fiscal year 2023 amounted to approximately HKD 2,996,000, a decrease from HKD 3,271,000 in the fiscal year 2022[61]. Governance and Compliance - The company has complied with the corporate governance code as per GEM listing rules, ensuring high standards of corporate governance and transparency[64]. - The company has maintained the public float as required by GEM listing rules[73]. - The company has conducted five audit committee meetings during the fiscal year 2023 to review financial performance and compliance procedures[71]. Future Outlook - Future outlook remains uncertain due to the substantial decrease in both total equity and non-controlling interests, which may impact investor confidence[106]. - The company is exploring market expansion opportunities, although specific strategies were not disclosed in the financial report[108].
中国生物科技服务(08037):海南省药品监督管理局批准进口医疗装置
Zhi Tong Cai Jing· 2024-01-30 14:12
智通财经APP讯,中国生物科技服务(08037)发布公告,海南省药品监督管理局已经于2024年1月28日批准进口(i)硼中子俘获治疗中子照射系统(型号: BNCTS-2-3);及(ii)硼中子俘获治疗之治疗规划程序(型号:BNCTDE-1),作为在中华人民共和国海南自由贸易港博鰲乐城国际医疗旅游先行区硼中子俘获治疗癌症治疗中心使用之急需医疗装置。 该等医疗装置乃由Sumitomo Heavy Industries, Ltd.生产及供应,其将会在硼中子俘获治疗中心用作治疗不可切除的局部晚期或局部复发性头颈癌。 硼中子俘获治疗中子照射系统为一种紧凑型硼中子俘获治疗系统,可安装于医院内。其由质子加速器、质子束传输系统、中子照射装置及其他相关装置组成。传输系统会将来自加速器的质子束辐合或偏转以撞击放置于中子照射装置上的靶点。靶点由铍制成,而质子与铍原子核之间的碰撞会引发核反应,产生具有非常高能量的中子。硼中子俘获治疗中子照射系统中的相关装置会缓和并降低中子能量,安全地产生适合患者进行硼中子俘获治疗的稳定中子束。 硼中子俘获治疗之治疗规划程序根据轮廓资料(身体轮廓、器官形状、骨骼区域、治疗区域的形状╱组成部分及生物参数 ...
中国生物科技服务(08037) - 2023 Q3 - 季度财报
2023-11-13 12:47
Financial Performance - For the three months ended September 30, 2023, the total revenue was HKD 18,355,000, a decrease of 96.9% compared to HKD 588,842,000 for the same period in 2022[12] - For the nine months ended September 30, 2023, the total revenue was HKD 200,712,000, down 84.3% from HKD 1,275,751,000 in the same period of 2022[12] - The company reported a net loss of HKD 54,976,000 for the three months ended September 30, 2023, compared to a profit of HKD 257,246,000 in the same period of 2022[24] - The division's revenue decreased from approximately HKD 1,044,983,000 in Q3 2022 to about HKD 185,559,000 in Q3 2023, representing a decline of 82.24%[43] - The group recorded a revenue of approximately HKD 200,712,000 in Q3 2023, a significant decrease of about 84.27% compared to HKD 1,275,751,000 in the same period of 2022[60] - The company reported a loss attributable to owners of the company of HKD 35,492,000 for the three months ended September 30, 2023, compared to a profit of HKD 91,296,000 in the same period of 2022[46] - The basic and diluted loss per share for the nine months ended September 30, 2023, was HKD (0.068), compared to a profit of HKD 0.166 for the same period in 2022[46] - The total comprehensive loss for the three months ended September 30, 2023, was HKD 57,374,000, compared to a total comprehensive income of HKD 239,090,000 in Q3 2022[70] Revenue Sources and Trends - The demand for COVID-19 related laboratory testing services significantly decreased due to the relaxation of quarantine regulations by the government, impacting revenue negatively[43] - The core business revenue from nucleic acid testing services and rapid antigen test kits has significantly decreased due to the easing threat of the COVID-19 pandemic[129] - The company continues to provide a variety of medical laboratory testing services and quality health check diagnostic services through three medical laboratories and three health check centers in Hong Kong[56] - The sales and distribution of healthcare-related and pharmaceutical products saw a significant decline, with revenue dropping from approximately HKD 216,557,000 in Q3 2022 to about HKD 473,000 in Q3 2023, a decrease of approximately 99.78%[63] - The revenue from logistics services decreased from approximately HKD 7,816,000 in Q3 2022 to about HKD 19,000 in Q3 2023, a decline of 99.76% due to intense market competition and reduced demand for testing supplies and sample logistics services[109] Expenses and Losses - The gross loss for the three months ended September 30, 2023, was HKD 11,403,000, compared to a gross profit of HKD 385,091,000 in Q3 2022[74] - The operating loss for the three months ended September 30, 2023, was HKD 49,241,000, compared to an operating profit of HKD 314,260,000 in the same period of 2022[74] - Administrative expenses for Q3 2023 were approximately HKD 108,728,000, a decrease of about HKD 48,827,000 or 30.99% compared to HKD 157,555,000 in Q3 2022, mainly due to reduced employee costs[103] - The company’s financing costs increased to approximately HKD 3,936,000 in Q3 2023, up from HKD 3,259,000 in Q3 2022, due to costs associated with convertible bonds issued[103] Government Support and Taxation - The company recognized government subsidies related to COVID-19 amounting to approximately HKD 1,661,000 during the nine months ended September 30, 2022[13] - The effective corporate income tax rate for the nine months ended September 30, 2023, was 25%, consistent with the same period in 2022[16] - The tax expense for the three months ending September 30, 2023, included a current tax expense of HKD (133,000) for Hong Kong profits tax[32] - The deferred tax for the period was recorded as HKD (302,000) for the three months ending September 30, 2023[32] - The group recognized government subsidies of approximately HKD 48,000 during the nine months ended September 30, 2023, related to employment support provided by the Chinese government[81] Corporate Governance and Shareholder Information - The company has not adopted new Hong Kong Financial Reporting Standards that have been issued but are not yet effective[11] - The company has issued shares listed on the GEM since June 17, 2004[9] - The company’s issued share capital as of September 30, 2023, was 963,231,150 shares with a par value of HKD 0.10 per share[142] - The company has a stock incentive plan that limits the total number of shares granted to no more than 10% of the total issued shares as of August 18, 2021[166] - The maximum rights for each participant in the stock incentive plan cannot exceed 1% of the total issued shares as of August 18, 2021[167] - The company confirmed that all directors complied with the prescribed trading standards and the code of conduct for securities trading during the third quarter of 2023[192] - The company has maintained the public float as specified under the GEM listing rules as of the report date[197] - The company has implemented corporate governance measures emphasizing integrity towards shareholders and the quality of information disclosure[193] Future Plans and Developments - The company aims to expand its market presence through exclusive distribution agreements for NMN products in Hong Kong and Macau[63] - The group plans to introduce new tests, including HPV DNA tests and colorectal cancer DNA tests, and seeks collaboration with the Hong Kong government and medical experts to enter the early screening market for colorectal cancer[116] - The company aims to become the first provider of boron neutron capture therapy for cancer treatment in the Greater China region, targeting advanced radiation therapy for late-stage cancer patients[117] - The company is progressing with the construction of a boron neutron capture therapy center in Boao, aiming for completion by the end of 2024 or early 2025[136] - The company has established partnerships with several domestic hospitals for cancer treatment services, including the upcoming Hainan boron neutron capture therapy center[136] Shareholder and Stock Options - The total number of stock options granted to directors and executives amounts to 8,220,000 shares, with a total exercise value of HKD 8,220,000[154] - The stock options granted to Ms. Xu Haiyin on January 6, 2023, total 5,000,000 shares, with an exercise price of HKD 1.45 per share[164] - During the third quarter of 2023, the company purchased a total of 5,295,000 shares at an approximate total cost of HKD 4,185,000[185] - A total of 582,000 incentive shares were granted to selected participants under the share incentive plan during the third quarter of 2023[185] - The number of incentive shares that can still be granted under the share incentive plan is 95,741,115, which represents 9.94% of the total issued shares of the company[186] - The share incentive plan has a validity period of 10 years from the date of adoption, expiring on August 17, 2031[200]
中国生物科技服务(08037) - 2023 Q3 - 季度业绩
2023-11-13 09:40
[Company Information and Announcements](index=1&type=section&id=%E5%85%AC%E5%8F%B8%E4%BF%A1%E6%81%AF%E4%B8%8E%E5%85%AC%E5%91%8A%E5%A3%B0%E6%98%8E) This section covers company announcements, GEM listing characteristics, director responsibilities, and unaudited third-quarter results [GEM Listing Characteristics and Risk Disclosure](index=1&type=section&id=GEM%E4%B8%8A%E5%B8%82%E7%89%B9%E7%82%B9%E4%B8%8E%E9%A3%8E%E9%99%A9%E6%8F%90%E7%A4%BA) This announcement advises investors that GEM-listed companies are typically small to medium-sized, facing higher market volatility and no guarantee of high liquidity - GEM-listed company securities trading may be subject to **significant market volatility risks**, and a highly liquid market is **not guaranteed**[36](index=36&type=chunk)[42](index=42&type=chunk)[55](index=55&type=chunk) [Directors' Responsibility Statement](index=1&type=section&id=%E8%91%A3%E4%BA%8B%E8%B4%A3%E4%BB%BB%E5%A3%B0%E6%98%8E) The company's directors collectively and individually assume full responsibility for the accuracy, completeness, and non-misleading nature of this announcement's information - Directors confirm the information in this announcement is accurate, complete, and not misleading, assuming full responsibility[43](index=43&type=chunk) [Unaudited Third Quarterly Results Announcement](index=2&type=section&id=%E6%9C%AA%E7%BB%8F%E5%AE%A1%E6%A0%B8%E7%AC%AC%E4%B8%89%E5%AD%A3%E5%BA%A6%E4%B8%9A%E7%BB%A9%E5%85%AC%E5%91%8A) The Board presents the unaudited condensed consolidated third quarterly results for the three and nine months ended September 30, 2023, with comparative figures for 2022 - The Board presents the unaudited condensed consolidated third quarterly results for the three and nine months ended September 30, 2023[44](index=44&type=chunk)[56](index=56&type=chunk) [Financial Statements](index=2&type=section&id=%E8%B4%A2%E5%8A%A1%E6%8A%A5%E8%A1%A8) This section presents the company's unaudited condensed consolidated financial statements, including the statement of profit or loss and other comprehensive income, and statement of changes in equity [Unaudited Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=2&type=section&id=%E6%9C%AA%E7%BB%8F%E5%AE%A1%E6%A0%B8%E7%AE%80%E6%98%8E%E7%BB%BC%E5%90%88%E6%8D%9F%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) For the nine months ended September 30, 2023, the company transitioned from profit to loss, primarily due to a significant revenue decline and increased comprehensive loss Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income Key Data (Nine Months Ended September 30) | Indicator | 2023 (HK$ thousand) | 2022 (HK$ thousand) | | :--- | :--- | :--- | | (Loss)/Profit for the period | (82,697) | 463,606 | | Total comprehensive (loss)/income for the period | (102,357) | 402,352 | | Revenue | 200,712 | 1,275,751 | | Gross profit | 49,923 | 736,313 | | Operating (loss)/profit | (83,308) | 571,206 | | (Loss)/Earnings Per Share (HK$) | (0.068) | 0.166 | - Loss for the period attributable to owners of the company turned from a profit of HK$159,516 thousand in the prior year to a loss of **HK$65,976 thousand** in 2023[40](index=40&type=chunk)[107](index=107&type=chunk) [Unaudited Condensed Consolidated Statement of Changes in Equity](index=4&type=section&id=%E6%9C%AA%E7%BB%8F%E5%AE%A1%E6%A0%B8%E7%AE%80%E6%98%8E%E7%BB%BC%E5%90%88%E6%9D%83%E7%9B%8A%E5%8F%98%E5%8A%A8%E8%A1%A8) For the nine months ended September 30, 2023, total equity decreased from HK$826,520 thousand at the beginning of the year to HK$562,266 thousand, influenced by period loss, share award scheme purchases, and dividend payments Condensed Consolidated Statement of Changes in Equity Key Data (Nine Months Ended September 30) | Indicator | September 30, 2023 (HK$ thousand) | January 1, 2023 (HK$ thousand) | | :--- | :--- | :--- | | Total equity | 562,266 | 826,520 | | Loss for the period | (82,697) | - | | Shares purchased under share award scheme | (4,185) | - | | Dividends paid | (9,632) | - | - During the third quarter of 2023, the company paid a final dividend of approximately **HK$9,632 thousand**[29](index=29&type=chunk)[47](index=47&type=chunk) [Notes to the Financial Statements](index=6&type=section&id=%E8%B4%A2%E5%8A%A1%E6%8A%A5%E8%A1%A8%E9%99%84%E6%B3%A8) This section provides detailed notes on the company's general information, accounting policies, revenue breakdown, other income, finance costs, and tax expenses [General Information](index=6&type=section&id=%E4%B8%80%E8%88%AC%E8%B5%84%E6%96%99) The company, incorporated in the Cayman Islands and re-domiciled in Bermuda, primarily engages in investment holding and provides medical laboratory testing, oncology immunotherapy, health product sales, and insurance brokerage services through its subsidiaries - The company has been listed on GEM since **June 17, 2004**, with Genius Lead Limited and Genius Earn Limited as its direct and ultimate holding companies, respectively[68](index=68&type=chunk)[69](index=69&type=chunk) - The company's principal activities include medical laboratory and health check services in Hong Kong, oncology immunotherapy and health management in China, sales of healthcare and pharmaceutical products in Hong Kong and China, and insurance brokerage services[96](index=96&type=chunk) [Basis of Preparation and Principal Accounting Policies](index=6&type=section&id=%E7%BC%96%E5%88%B6%E5%9F%BA%E6%BA%96%E5%8F%8A%E4%B8%BB%E8%A6%81%E6%9C%83%E8%A8%88%E6%94%BF%E7%AD%96) The quarterly results are prepared under the historical cost convention and Hong Kong Financial Reporting Standards, with newly adopted standards having no significant impact on financial position - The quarterly results are prepared under the historical cost convention and Hong Kong Financial Reporting Standards, with newly adopted standards having **no significant impact** on financial position[70](index=70&type=chunk)[98](index=98&type=chunk)[99](index=99&type=chunk) [Revenue](index=7&type=section&id=%E8%90%A5%E4%B8%9A%E9%A2%9D) For the nine months ended September 30, 2023, total revenue significantly decreased to HK$200,712 thousand, mainly due to reduced demand for COVID-19 nucleic acid testing services Revenue by Service Category (Nine Months Ended September 30) | Service Category | 2023 (HK$ thousand) | 2022 (HK$ thousand) | | :--- | :--- | :--- | | Medical laboratory testing and health check services | 185,559 | 1,044,983 | | Sale of healthcare and pharmaceutical products | 473 | 216,557 | | Insurance brokerage services | 14,661 | 6,360 | | Logistics services | 19 | 7,816 | | Money lending business | – | 35 | | **Total Revenue** | **200,712** | **1,275,751** | - Total revenue decreased significantly by **84.27%** year-on-year, primarily due to a decline in demand for COVID-19 nucleic acid testing services[147](index=147&type=chunk) [Other Income and Gains/(Losses)](index=8&type=section&id=%E5%85%B6%E4%BB%96%E6%94%B6%E5%85%A5%E5%8F%8A%E6%94%B6%E7%9B%8A%E2%95%95%EF%BC%88%E4%B8%8B%E8%B7%8C%EF%BC%89) For the nine months ended September 30, 2023, net other income and gains resulted in a loss of HK$13,892 thousand, a substantial increase from the HK$924 thousand loss in the prior year, primarily due to exchange losses Other Income and Gains/(Losses) Key Data (Nine Months Ended September 30) | Indicator | 2023 (HK$ thousand) | 2022 (HK$ thousand) | | :--- | :--- | :--- | | Interest income | 2,344 | 23 | | Dividend income | 23 | – | | Miscellaneous income | 510 | 710 | | Government grants | 48 | 1,661 | | Gain/(loss) on disposal of property, plant and equipment | 322 | 1,103 | | Loss on write-off of property, plant and equipment | (1,530) | (4) | | Exchange losses, net | (15,609) | (4,417) | | **Total** | **(13,892)** | **(924)** | - During the third quarter of 2023, the company recognized approximately **HK$48 thousand** in employment support subsidies from the Chinese government[74](index=74&type=chunk) [Finance Costs](index=8&type=section&id=%E8%9E%8D%E8%B3%87%E6%88%90%E6%9C%AC) For the nine months ended September 30, 2023, finance costs increased to HK$3,936 thousand, mainly due to higher interest expenses from convertible bonds Finance Costs Key Data (Nine Months Ended September 30) | Indicator | 2023 (HK$ thousand) | 2022 (HK$ thousand) | | :--- | :--- | :--- | | Interest expense on other borrowings | – | 530 | | Effective interest expense on convertible bonds | 3,297 | 2,260 | | Interest expense on lease liabilities | 639 | 469 | | **Total** | **3,936** | **3,259** | [Income Tax (Credit)/Expense](index=9&type=section&id=%E6%89%80%E5%BE%97%E7%A8%85%EF%BC%88%E6%8A%B5%E5%85%8D%EF%BC%89%E2%95%95%E9%96%8B%E6%94%AF) For the nine months ended September 30, 2023, income tax expense was HK$2,609 thousand, comprising Hong Kong profits tax and deferred tax, with high-tech enterprises enjoying a preferential tax rate of 15% Income Tax (Credit)/Expense Key Data (Nine Months Ended September 30) | Indicator | 2023 (HK$ thousand) | 2022 (HK$ thousand) | | :--- | :--- | :--- | | Hong Kong profits tax | 3,544 | 107,700 | | Deferred tax | (935) | (996) | | **Total** | **2,609** | **106,704** | - Under the two-tiered profits tax regime in Hong Kong, the first **HK$2,000,000** of assessable profits is taxed at **8.25%**, with the remainder taxed at **16.5%**[77](index=77&type=chunk) - The corporate income tax rate in China is **25%**, with high-tech enterprises enjoying a preferential tax rate of **15%**[78](index=78&type=chunk)[104](index=104&type=chunk) [Dividends](index=9&type=section&id=%E8%82%A1%E6%81%AF) The Board does not recommend any dividend for the nine months ended September 30, 2023, but a final dividend for the previous financial year was paid during the period - The Board does not recommend any dividend for the nine months ended September 30, 2023[79](index=79&type=chunk) - During the nine months ended September 30, 2023, a final dividend of **HK$0.01 per share**, totaling approximately **HK$9,632 thousand**, for the previous financial year was paid[29](index=29&type=chunk) [(Loss)/Earnings Per Share](index=10&type=section&id=%E6%AF%8F%E8%82%A1%EF%BC%88%E8%99%A7%E6%90%8D%EF%BC%89%E2%95%95%E7%9B%88%E5%88%A9) For the nine months ended September 30, 2023, basic and diluted loss per share was HK$0.068, compared to earnings per share of HK$0.166 in the prior year, reflecting the company's shift from profit to loss (Loss)/Earnings Per Share Key Data (Nine Months Ended September 30) | Indicator | 2023 (HK$) | 2022 (HK$) | | :--- | :--- | :--- | | Basic and diluted (loss)/earnings per share | (0.068) | 0.166 | - Unexercised share options and convertible bonds were not assumed to be exercised in calculating diluted (loss)/earnings per share due to their anti-dilutive effect[81](index=81&type=chunk)[139](index=139&type=chunk) [Disposal of Subsidiaries](index=11&type=section&id=%E5%87%BA%E5%94%AE%E9%99%84%E5%B1%AC%E5%85%AC%E5%8F%B8) In 2022, the company disposed of Pearl Group and Chaocheng Group for cash consideration, recognizing corresponding gains [Disposal of Pearl Group](index=11&type=section&id=%E5%87%BA%E5%94%AE%E6%98%8E%E7%8F%A0%E9%9B%86%E5%9C%98) On April 4, 2022, the company disposed of its entire equity interest in Pearl Group for a cash consideration of HK$6,400 thousand, generating net cash inflow of HK$5,363 thousand - The company disposed of its entire equity interest in Pearl Group for a cash consideration of **HK$6,400 thousand** on April 4, 2022[30](index=30&type=chunk)[85](index=85&type=chunk)[141](index=141&type=chunk) Disposal of Pearl Group Gain and Cash Inflow | Indicator | Amount (HK$ thousand) | | :--- | :--- | | Consideration | 6,400 | | Less: Net assets disposed of | (5,810) | | **Gain** | **590** | | Consideration received in cash | 6,400 | | Less: Cash and cash equivalents disposed of | (1,037) | | **Net cash inflow from disposal** | **5,363** | [Disposal of Chaocheng Group](index=12&type=section&id=%E5%87%BA%E5%94%AE%E6%9C%9D%E6%AD%A3%E9%9B%86%E5%9C%98) On May 31, 2022, the company disposed of its entire equity interest in Chaocheng Group for a cash consideration of HK$50 thousand, generating net cash inflow of HK$11 thousand - The company disposed of its entire equity interest in Chaocheng Group for a cash consideration of **HK$50 thousand** on May 31, 2022[112](index=112&type=chunk)[113](index=113&type=chunk) Disposal of Chaocheng Group Gain and Cash Inflow | Indicator | Amount (HK$ thousand) | | :--- | :--- | | Consideration | 50 | | Release of exchange differences | 740 | | Less: Net liabilities disposed of | (316) | | **Gain** | **474** | | Consideration received in cash | 50 | | Less: Cash and cash equivalents disposed of | (39) | | **Net cash inflow from disposal** | **11** | [Business Review and Financial Analysis](index=13&type=section&id=%E4%B8%9A%E5%8A%A1%E5%9B%9E%E9%A1%BE%E4%B8%8E%E8%B4%A2%E5%8A%A1%E5%88%86%E6%9E%90) This section provides a review of the company's financial performance and business operations, highlighting revenue trends, segment performance, and key expense items [Financial Review](index=13&type=section&id=%E8%B4%A2%E5%8A%A1%E5%9B%9E%E9%A1%BE) For the nine months ended September 30, 2023, the company's revenue significantly decreased by 84.27% to HK$200,712 thousand, primarily due to a sharp decline in demand for COVID-19 related testing services - Revenue for the third quarter of 2023 was **HK$200,712 thousand**, a significant decrease of **84.27%** compared to HK$1,275,751 thousand in the same period of 2022[147](index=147&type=chunk) - The decline in revenue was primarily due to a substantial drop in demand for COVID-19 nucleic acid testing services and rapid antigen test kits[147](index=147&type=chunk) [Business Review](index=13&type=section&id=%E4%B8%9A%E5%8A%A1%E5%9B%9E%E9%A1%BE) The company's business segments showed mixed performance in Q3 2023, with medical testing affected by post-pandemic demand, oncology immunotherapy and BNCT center construction progressing, and insurance brokerage rebounding strongly [Provision of Medical Laboratory Testing and Health Check Services](index=13&type=section&id=%E6%8F%90%E4%BE%9B%E9%86%AB%E5%AD%B8%E5%AF%A6%E9%A9%97%E5%AE%A4%E6%AA%A2%E6%B8%AC%E6%9C%8D%E5%8B%99%E5%8F%8A%E5%81%A5%E5%BA%B7%E6%AA%A2%E6%9F%A5%E6%9C%8D%E5%8B%99) Revenue for this segment significantly decreased by 82.24% to HK$185,559 thousand, mainly due to reduced demand for COVID-19 nucleic acid testing and slow local consumption recovery Medical Laboratory Testing and Health Check Services Revenue (Nine Months Ended September 30) | Indicator | 2023 (HK$ thousand) | 2022 (HK$ thousand) | | :--- | :--- | :--- | | Revenue | 185,559 | 1,044,983 | | Year-on-year change | -82.24% | - | - The demand decline was primarily due to the government's relaxation of COVID-19 quarantine regulations, leading to a significant drop in demand for nucleic acid testing services from cross-boundary travelers[26](index=26&type=chunk) [Provision of Oncology Immunotherapy Services](index=14&type=section&id=%E6%8F%90%E4%BE%9B%E8%85%AB%E7%98%A4%E5%85%8D%E7%96%AB%E7%B4%B0%E8%83%9E%E6%B2%BB%E7%99%82%E6%9C%8D%E5%8B%99) Phase I clinical trials for LY007 cell injection are progressing as planned, with 9 patients having completed cell reinfusion, full enrollment expected by Q1 2024, and Phase II preparations planned for Q2 2024 - Phase I clinical trials for LY007 cell injection (CD20-targeted CAR-T) have completed cell reinfusion for **9 patients** with B-cell non-Hodgkin lymphoma[117](index=117&type=chunk) - Full enrollment of all **12 patients** is expected by the end of the **first quarter of 2024** at the latest[3](index=3&type=chunk)[117](index=117&type=chunk) - Preparations for the pivotal Phase II clinical trials will commence in the **second quarter of 2024**[117](index=117&type=chunk) [Sale and Distribution of Healthcare-related and Pharmaceutical Products](index=14&type=section&id=%E9%8A%B7%E5%94%AE%E5%8F%8A%E5%88%86%E9%8A%B7%E4%BF%9D%E5%81%A5%E7%9B%B8%E9%97%9C%E5%8F%8A%E9%86%AB%E8%97%A5%E7%94%A2%E5%93%81) Revenue for this segment significantly decreased by 99.78% to HK$473 thousand, primarily due to reduced demand for rapid antigen test kits after the relaxation of COVID-19 quarantine regulations Sale of Healthcare and Pharmaceutical Products Revenue (Nine Months Ended September 30) | Indicator | 2023 (HK$ thousand) | 2022 (HK$ thousand) | | :--- | :--- | :--- | | Revenue | 473 | 216,557 | | Year-on-year change | -99.78% | - | - The company has signed a **five-year exclusive license and distribution agreement** with a Japanese pharmaceutical company for intravenous NMN powder products[118](index=118&type=chunk) [Construction of Boron Neutron Capture Therapy Cancer Treatment Center](index=15&type=section&id=%E5%BB%BA%E8%A8%AD%E7%A0%8B%E4%B8%AD%E5%AD%90%E4%BF%98%E8%8E%B2%E6%B2%BB%E7%99%82%E7%99%8C%E7%97%87%E6%B2%BB%E7%99%82%E4%B8%AD%E5%BF%83) Construction of the BNCT center is on schedule, with the main structure targeted for completion by end of 2023, operations expected by end of 2024 or early 2025, and a medical institution practice license already obtained - Construction of the Boron Neutron Capture Therapy (BNCT) center is progressing as planned, with the main structure targeted for completion by the **end of 2023**[120](index=120&type=chunk) - The BNCT center aims to commence operations by the **end of 2024 or early 2025**[4](index=4&type=chunk)[120](index=120&type=chunk) - The BNCT center obtained its medical institution practice license from the administration in **December 2022**, valid until **December 2027**[4](index=4&type=chunk)[152](index=152&type=chunk) [Provision of Logistics Services](index=15&type=section&id=%E6%8F%90%E4%BE%9B%E7%89%A9%E6%B5%81%E6%9C%8D%E5%8B%99) Revenue for this segment significantly decreased by 99.76% to HK$19 thousand, mainly due to intense market competition and reduced demand for testing supplies and sample logistics services Logistics Services Revenue (Nine Months Ended September 30) | Indicator | 2023 (HK$ thousand) | 2022 (HK$ thousand) | | :--- | :--- | :--- | | Revenue | 19 | 7,816 | | Year-on-year change | -99.76% | - | [Provision of Insurance Brokerage Services](index=15&type=section&id=%E6%8F%90%E4%BE%9B%E4%BF%9D%E9%9A%AA%E7%B6%93%E7%B4%80%E6%9C%8D%E5%8B%99) Revenue for this segment significantly increased by 1.31 times to HK$14,661 thousand, primarily benefiting from the lifting of travel restrictions for mainland Chinese customers visiting Hong Kong Insurance Brokerage Services Revenue (Nine Months Ended September 30) | Indicator | 2023 (HK$ thousand) | 2022 (HK$ thousand) | | :--- | :--- | :--- | | Revenue | 14,661 | 6,360 | | Year-on-year change | +131% | - | [Money Lending Business](index=16&type=section&id=%E6%94%BE%E5%82%B5%E6%A5%AD%E5%8B%99) The money lending business recorded no interest income and granted no new loans during the third quarter of 2023 - The money lending business recorded **no interest income** during the third quarter of 2023 (2022: HK$35 thousand)[155](index=155&type=chunk) - The Group did not grant any new loans during the third quarter of 2023[155](index=155&type=chunk) [Gross Profit and Gross Profit Margin](index=16&type=section&id=%E6%AF%9B%E5%88%A9%E5%8F%8A%E6%AF%9B%E5%88%A9%E7%8E%87) For the nine months ended September 30, 2023, gross profit significantly decreased to HK$49,923 thousand, with gross profit margin falling by 32.85 percentage points to 24.87%, mainly due to reduced medical testing revenue and rapid antigen test kit sales Gross Profit and Gross Profit Margin Key Data (Nine Months Ended September 30) | Indicator | 2023 (HK$ thousand) | 2022 (HK$ thousand) | | :--- | :--- | :--- | | Gross profit | 49,923 | 736,313 | | Gross profit margin | 24.87% | 57.72% | | Year-on-year change | -HK$686,390 thousand | -32.85 percentage points | - The decline in gross profit margin was primarily due to reduced medical laboratory testing service revenue and decreased sales of rapid antigen test kits[155](index=155&type=chunk) [Selling and Distribution Expenses](index=16&type=section&id=%E9%8A%B7%E5%94%AE%E5%8F%8A%E5%88%86%E9%8A%B7%E9%96%8B%E6%94%AF) For the nine months ended September 30, 2023, selling and distribution expenses slightly increased by 4.09% to HK$10,611 thousand, primarily due to higher staff costs Selling and Distribution Expenses (Nine Months Ended September 30) | Indicator | 2023 (HK$ thousand) | 2022 (HK$ thousand) | | :--- | :--- | :--- | | Selling and distribution expenses | 10,611 | 10,194 | | Year-on-year change | +4.09% | - | - The slight increase in selling and distribution expenses was mainly due to higher staff costs[124](index=124&type=chunk) [Administrative Expenses](index=16&type=section&id=%E8%A1%8C%E6%94%BF%E9%96%8B%E6%94%AF) For the nine months ended September 30, 2023, administrative expenses decreased by 30.99% to HK$108,728 thousand, mainly due to reduced staff and recruitment costs following the cessation of COVID-19 testing services Administrative Expenses (Nine Months Ended September 30) | Indicator | 2023 (HK$ thousand) | 2022 (HK$ thousand) | | :--- | :--- | :--- | | Administrative expenses | 108,728 | 157,555 | | Year-on-year change | -30.99% | - | - The decrease in administrative expenses was primarily due to a reduction of approximately **HK$36,730 thousand** in staff costs and recruitment expenses after ceasing to provide COVID-19 testing services[156](index=156&type=chunk) [Finance Costs](index=16&type=section&id=%E8%9E%8D%E8%B3%87%E6%88%90%E6%9C%AC) For the nine months ended September 30, 2023, finance costs increased to HK$3,936 thousand, primarily due to finance costs arising from convertible bonds issued on December 30, 2022 Finance Costs (Nine Months Ended September 30) | Indicator | 2023 (HK$ thousand) | 2022 (HK$ thousand) | | :--- | :--- | :--- | | Finance costs | 3,936 | 3,259 | | Year-on-year change | +20.78% | - | - The increase in finance costs was mainly due to finance costs arising from convertible bonds issued on **December 30, 2022**[184](index=184&type=chunk) [Loss for the Period](index=17&type=section&id=%E6%9C%AC%E6%9C%9F%E9%96%93%E8%99%A7%E6%90%8D) For the nine months ended September 30, 2023, net loss attributable to owners of the company was HK$65,976 thousand, mainly due to decreased demand for COVID-19 related testing services and rapid antigen test kit sales (Loss)/Profit for the Period (Nine Months Ended September 30) | Indicator | 2023 (HK$ thousand) | 2022 (HK$ thousand) | | :--- | :--- | :--- | | Net (loss)/profit attributable to owners of the company | (65,976) | 159,516 | - The shift from profit to loss was primarily due to decreased demand for nucleic acid testing services and rapid antigen test kits following the relaxation and cancellation of COVID-19 quarantine regulations[126](index=126&type=chunk) [Continuing Connected Transactions](index=17&type=section&id=%E6%8C%81%E7%BA%8C%E9%97%9C%E9%80%A3%E4%BA%A4%E6%98%93) The company renewed its master supply agreement with BGI Genomics for equipment, consumables, and reagents, and signed a sales and maintenance service contract with Sumitomo for BNCT components [Renewal of Master Supply Agreement](index=17&type=section&id=%E9%87%8D%E7%BA%8C%E6%9C%89%E9%97%9C%E7%B8%BD%E4%BE%9B%E6%87%89%E5%8D%94%E8%AD%B0) Hybribio Diagnostic Centre renewed its master supply agreement with BGI Genomics for equipment, consumables, and reagents, with an annual cap of HK$120,000 thousand - Hybribio Diagnostic Centre renewed its master supply agreement with BGI Genomics for the procurement of equipment, consumables, and reagents, with an annual cap of **HK$120,000 thousand** until **December 31, 2023**[158](index=158&type=chunk) [Purchase of Boron Neutron Capture Therapy Components and Maintenance Services](index=17&type=section&id=%E8%B3%BC%E8%B2%B7%E7%A0%8B%E4%B8%AD%E5%AD%90%E4%BF%98%E8%8E%B2%E6%B2%BB%E7%99%82%E9%83%A8%E4%BB%B6%E5%8F%8A%E7%B6%AD%E8%AD%B7%E6%9C%8D%E5%8B%99) Pengbo Hainan entered into a sales and maintenance service contract with Sumitomo for BNCT components (approx. HK$26,502 thousand) and maintenance services (approx. HK$21,919 thousand) - Pengbo Hainan entered into a contract with Sumitomo for the purchase of Boron Neutron Capture Therapy components, with an initial sales contract price of approximately **HK$26,502 thousand**[158](index=158&type=chunk) - Pengbo Hainan agreed to procure BNCT equipment maintenance services from Sumitomo for a consideration of approximately **HK$21,919 thousand**[158](index=158&type=chunk) [Future Outlook and Corporate Governance](index=18&type=section&id=%E6%9C%AA%E6%9D%A5%E5%B1%95%E6%9C%9B%E4%B8%8E%E5%85%AC%E5%8F%B8%E6%B2%BB%E7%90%86) This section outlines the company's future strategies, including business expansion, clinical trial progress, and adherence to corporate governance standards [Future Outlook](index=18&type=section&id=%E6%9C%AA%E4%BE%86%E5%B1%95%E6%9C%9B) The company plans to expand medical testing and health check services, accelerate CAR-T clinical trials and BNCT center construction, and actively seek collaborations with medical platforms and insurance companies for innovative solutions - The company will expand routine medical testing services to high-throughput public health screening and collaborate with District Health Centres to provide services[160](index=160&type=chunk)[190](index=190&type=chunk) - It will actively seek collaborations with medical platforms and insurance companies to promote healthcare services and expand business in the Greater Bay Area[191](index=191&type=chunk) - The company will continue to offer customized services, enrich its diagnostic and health check business, and leverage biomedical research and technology to develop innovative solutions[133](index=133&type=chunk) - The company aims to be the **first provider of Boron Neutron Capture Therapy cancer services** in Greater China and has signed cooperation agreements with domestic hospitals[162](index=162&type=chunk)[192](index=192&type=chunk) [Major Acquisitions and Disposals of Subsidiaries, Associates, and Joint Ventures](index=20&type=section&id=%E9%87%8D%E5%A4%A7%E6%94%B6%E8%B3%BC%E5%8F%8A%E5%87%BA%E5%94%AE%E9%99%84%E5%B1%AC%E5%85%AC%E5%8F%B8%E3%80%81%E8%81%AF%E7%87%9F%E5%85%AC%E5%8F%B8%E5%8F%8A%E5%90%88%E7%87%9F%E4%BC%81%E6%A5%AD) During the third quarter of 2023, the company did not undertake any other major acquisitions or disposals of subsidiaries, associates, or joint ventures - During the third quarter of 2023, the company did not undertake any other major acquisitions or disposals of subsidiaries, associates, or joint ventures[163](index=163&type=chunk) [Employees and Remuneration Policy](index=20&type=section&id=%E5%83%B1%E5%93%A1%E5%8F%8A%E9%85%AC%E9%87%91%E6%94%BF%E7%AD%96) The company determines remuneration based on employee performance, experience, and market rates, offering discretionary bonuses, MPF, insurance, medical, and training benefits, along with share option and share award schemes - The company determines remuneration based on employee performance, experience, and market rates, and provides discretionary bonuses[134](index=134&type=chunk) - Other employee benefits include Mandatory Provident Fund, insurance, medical, training, and participation in share option and share award schemes[134](index=134&type=chunk) - For the nine months ended September 30, 2023, total staff costs were approximately **HK$72,193 thousand**, a decrease from the prior year[5](index=5&type=chunk) - As of September 30, 2023, the Group employed **180 full-time employees**, a reduction from 295 in the prior year[5](index=5&type=chunk) [Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares, and Debentures](index=21&type=section&id=%E8%91%A3%E4%BA%8B%E5%8F%8A%E6%9C%80%E9%AB%98%E8%A1%8C%E6%94%BF%E4%BA%BA%E5%93%A1%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%E5%88%B8%E4%B8%AD%E6%93%81%E6%9C%89%E7%9A%84%E6%AC%8A%E7%9B%8A%E5%8F%8A%E6%B7%A1%E5%80%89) As of September 30, 2023, the company's directors and chief executive held long positions in company shares, associated corporation shares, and share options, with Mr. Liu Xiaolin holding 55.05% of the company's shares [Long Positions in Shares of the Company](index=21&type=section&id=%E6%96%BC%E6%9C%AC%E5%85%AC%E5%8F%B8%E8%82%A1%E4%BB%BD%E4%B9%8B%E5%A5%BD%E5%80%89) Mr. Liu Xiaolin held a long position representing 55.05% of the total issued shares of the company Directors' Long Positions in Shares of the Company (As of September 30, 2023) | Director Name | Capacity and Nature of Interest | Number of Shares | Approximate Percentage | | :--- | :--- | :--- | :--- | | Mr. Liu Xiaolin | Interest in controlled corporation | 529,500,546 | 54.97% | | | Beneficial owner | 792,000 | 0.08% | | **Total** | | **530,292,546** | **55.05%** | [Long Positions in Shares of Associated Corporations](index=22&type=section&id=%E6%96%BC%E7%9B%B8%E8%81%AF%E6%B3%95%E5%9C%98%E8%82%A1%E4%BB%BD%E4%B9%8B%E5%A5%BD%E5%80%89) Mr. Liu Xiaolin in Genius Earn and Genius Lead both held 100% beneficial ownership or controlled corporate interest Directors' Long Positions in Shares of Associated Corporations (As of September 30, 2023) | Director Name | Name of Associated Corporation | Nature of Interest | Approximate Percentage | | :--- | :--- | :--- | :--- | | Mr. Liu Xiaolin | Genius Earn | Beneficial owner | 100% | | | Genius Lead | Interest in controlled corporation | 100% | [Long Positions in Share Options Granted by the Company](index=22&type=section&id=%E6%96%BC%E6%9C%AC%E5%85%AC%E5%8F%B8%E6%89%80%E6%8E%88%E5%87%BA%E8%B3%BC%E8%82%A1%E6%AC%8A%E4%B9%8B%E5%A5%BD%E5%80%89) Mr. He Xun and Ms. Xu Haiyin held 3,220,000 and 5,000,000 share options respectively, representing 0.33% and 0.52% of the total issued shares Directors' Long Positions in Share Options Granted by the Company (As of September 30, 2023) | Director Name | Nature of Interest | Exercise Period | Exercise Price Per Share | Total Long Position in Relevant Shares | Approximate Percentage | | :--- | :--- | :--- | :--- | :--- | :--- | | Mr. He Xun | Beneficial owner | September 2, 2023 to September 1, 2024 | HK$2.00 | 3,220,000 | 0.33% | | Ms. Xu Haiyin | Beneficial owner | January 5, 2023 to January 4, 2027 | HK$1.45 | 5,000,000 | 0.52% | | **Total** | | | | **8,220,000** | **0.85%** | [Substantial Shareholders' Discloseable Interests and Short Positions in Shares and Underlying Shares](index=23&type=section&id=%E4%B8%BB%E8%A6%81%E8%82%A1%E6%9D%B1%E6%96%BC%E8%82%A1%E4%BB%BD%E5%8F%8A%E7%9B%B8%E9%97%9C%E8%82%A1%E4%BB%BD%E4%B8%AD%E6%8C%81%E6%9C%89%E7%9A%84%E9%A0%88%E4%BA%88%E5%85%AC%E4%BD%88%E6%AC%8A%E7%9B%8A%E5%8F%8A%E6%B7%A1%E5%80%89) As of September 30, 2023, Genius Earn, Genius Lead, Guoyuan Securities Investment (Hong Kong) Co., Ltd., Guoyuan International Holdings Limited, Guoyuan Securities Co., Ltd., Richlane Ventures Limited, and Mr. Gao Zhenshun were substantial shareholders with significant interests in the company's shares and underlying shares Substantial Shareholders' Interests in Shares and Underlying Shares (As of September 30, 2023) | Shareholder Name/Entity | Capacity and Nature of Interest | Number of Ordinary Shares | Approximate Percentage | | :--- | :--- | :--- | :--- | | Genius Earn | Interest in controlled corporation | 529,500,546 | 54.97% | | Genius Lead | Beneficial owner | 529,500,546 | 54.97% | | Guoyuan Securities Investment (Hong Kong) Co., Ltd. | Beneficial owner | 54,137,931 | 5.62% | | | Person with security interest in shares | 187,903,805 | 19.51% | | Guoyuan International Holdings Limited | Interest in controlled corporation | 242,041,736 | 25.13% | | Guoyuan Securities Co., Ltd. | Interest in controlled corporation | 242,041,736 | 25.13% | | Richlane Ventures Limited | Beneficial owner | 58,000,000 | 6.02% | | Mr. Gao Zhenshun | Interest in controlled corporation | 95,545,000 | 9.92% | [Share Option Scheme](index=24&type=section&id=%E8%B3%BC%E8%82%A1%E6%AC%8A%E8%A8%88%E5%8A%83) The company adopted a share option scheme on May 29, 2014, to reward eligible participants; as of September 30, 2023, the balance of share options was 11,555,000, with Ms. Xu Haiyin granted 5,000,000 in 2023 - The company adopted a share option scheme on **May 29, 2014**, to reward eligible participants for their contributions to the Group's business success[202](index=202&type=chunk) Share Option Movement Details (As of September 30, 2023) | Grantee Category/Name | Balance as of January 1, 2023 | Granted during Q3 2023 | Lapsed during Q3 2023 | Balance as of September 30, 2023 | | :--- | :--- | :--- | :--- | :--- | | Subtotal for Directors | 6,760,000 | 5,000,000 | 3,540,000 | 8,220,000 | | Subtotal for Connected Entity Participants | 6,575,000 | – | 3,240,000 | 3,335,000 | | Subtotal for Employees | 1,180,000 | – | 1,180,000 | – | | **Total** | **14,515,000** | **5,000,000** | **7,960,000** | **11,555,000** | - Ms. Xu Haiyin was granted **5,000,000 share options** on **January 6, 2023**, with an exercise price of **HK$1.45** and a three-year vesting period[14](index=14&type=chunk)[173](index=173&type=chunk) [Share Award Scheme](index=27&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 on August 18, 2021, to reward eligible participants; as of September 30, 2023, the trustee held 7,038,000 company shares, purchased 5,295,000 shares, and awarded 582,000 shares during the quarter [Purpose and Participants of the Share Award Scheme](index=27&type=section&id=%E8%82%A1%E4%BB%BD%E7%8D%8E%E5%8B%B5%E8%A8%88%E5%8A%83%E4%B9%8B%E7%9B%AE%E7%9A%84%E5%8F%8A%E5%8F%83%E8%88%87%E8%80%85) The share award scheme aims to reward eligible participants, including employees, connected entities, and service providers, for their contributions to the Group's business success - The share award scheme was adopted on **August 18, 2021**, to reward eligible participants for their contributions to the Group's business success[175](index=175&type=chunk) [Total Number of Shares Available for Grant](index=27&type=section&id=%E5%8F%AF%E4%BE%9B%E7%99%BC%E8%A1%8C%E7%9A%84%E8%82%A1%E4%BB%BD%E7%B8%BD%E6%95%B8) As of the announcement date, 95,741,115 award shares, representing 9.94% of the total issued shares, remained available for grant under the share award scheme - As of the announcement date, **95,741,115 award shares**, representing **9.94%** of the total issued shares, remained available for grant under the share award scheme[235](index=235&type=chunk) - Under the scheme, the total number of shares awarded shall not exceed **10%** of the company's total issued shares on the adoption date (i.e., **963,231,150 shares**)[19](index=19&type=chunk) [Maximum Entitlement of Participants](index=27&type=section&id=%E5%8F%83%E8%88%87%E8%80%85%E7%9A%84%E6%AC%8A%E7%9B%8A%E4%B8%8A%E9%99%90) The maximum entitlement for any single participant under the share award scheme shall not exceed 1% of the company's total issued shares on the adoption date - The maximum entitlement for any single participant under the share award scheme shall not exceed **1%** of the company's total issued shares on the adoption date[236](index=236&type=chunk) [Vesting and Conditions](index=28&type=section&id=%E6%AD%B8%E5%B1%AC%E5%8F%8A%E6%A2%9D%E4%BB%B6) The Board may determine the vesting criteria, conditions, and periods for awards, which will be stipulated in the relevant award letters - The Board may determine the vesting criteria, conditions, and periods for awards, which will be stipulated in the relevant award letters[224](index=224&type=chunk) [Basis for Determining Purchase Price](index=28&type=section&id=%E9%87%90%E5%AE%9A%E8%B3%BC%E8%B2%B7%E5%83%B9%E7%9A%84%E5%9F%BA%E6%BA%96) The Board may instruct the trustee to subscribe for or purchase existing shares of the company, with the purchase price range adhering to applicable laws and GEM Listing Rules - The Board may instruct the trustee to subscribe for or purchase existing shares of the company, with the purchase price range adhering to applicable laws and GEM Listing Rules[224](index=224&type=chunk) [Remaining Term of the Scheme](index=28&type=section&id=%E8%A8%88%E5%8A%83%E7%9A%84%E5%89%A9%E9%A4%98%E6%9C%9F%E9%99%90) The share award scheme has a validity period of 10 years and will expire on August 17, 2031 - The share award scheme has a validity period of **10 years** and will expire on **August 17, 2031**[225](index=225&type=chunk) [Directors' Rights to Acquire Shares and Debentures](index=28&type=section&id=%E8%91%A3%E4%BA%8B%E6%94%B6%E8%B3%BC%E8%82%A1%E4%BB%BD%E5%8F%8A%E5%82%B5%E6%AC%8A%E8%AD%89%E7%9A%84%E6%AC%8A%E5%88%A9) Except for share options granted to three directors and shares awarded to one director, the company and its subsidiaries have not entered into any arrangements enabling directors to benefit from acquiring shares or debentures - Except for share options granted to three directors and shares awarded to one director, the company and its subsidiaries have not entered into any arrangements enabling directors to benefit from acquiring shares or debentures[225](index=225&type=chunk) [Pre-emptive Rights](index=28&type=section&id=%E5%84%AA%E5%85%88%E8%B3%BC%E8%B2%B7%E6%AC%8A) Neither the company's bye-laws nor Bermuda law contains provisions or restrictions regarding pre-emptive rights - Neither the company's bye-laws nor Bermuda law contains provisions or restrictions regarding pre-emptive rights[226](index=226&type=chunk) [Purchase, Sale, or Redemption of Listed Securities](index=29&type=section&id=%E8%B3%BC%E8%B2%B7%E3%80%81%E5%87%BA%E5%94%AE%E6%88%96%E8%B3%96%E5%9B%9E%E4%B8%8A%E5%B8%82%E8%AD%89%E5%88%B8) During the third quarter of 2023, the share award scheme trustee purchased 5,295,000 company shares for a total consideration of approximately HK$4,185 thousand, all held in trust by the trustee - During the third quarter of 2023, the share award scheme trustee purchased **5,295,000 company shares** for a total consideration of approximately **HK$4,185 thousand**[221](index=221&type=chunk) Trustee Share Purchase Details (Q3 2023) | Month | Number of Shares | Highest Purchase Price Per Share (HK$) | Lowest Purchase Price Per Share (HK$) | Approximate Total Consideration (HK$ thousand) | | :--- | :--- | :--- | :--- | :--- | | June | 1,975,000 | 1.00 | 0.93 | 1,934 | | August | 1,050,000 | 0.70 | 0.59 | 676 | | September | 2,270,000 | 0.79 | 0.58 | 1,575 | | **Total** | **5,295,000** | | | **4,185** | [Compliance with the Code of Conduct for Securities Transactions by Directors](index=29&type=section&id=%E9%81%B5%E5%AE%88%E8%91%A3%E4%BA%8B%E9%80%B2%E8%A1%8C%E8%AD%89%E5%88%B8%E4%BA%A4%E6%98%93%E4%B9%8B%E8%A1%8C%E7%82%BA%E5%AE%88%E5%89%87) The company has adopted a code of conduct for directors' securities transactions no less stringent than the GEM Listing Rules, confirming all directors complied during the third quarter of 2023 - The company has adopted a code of conduct for directors' securities transactions no less stringent than the GEM Listing Rules, and confirms all directors complied with this code during the third quarter of 2023[228](index=228&type=chunk) [Corporate Governance Code](index=29&type=section&id=%E4%BC%81%E6%A5%AD%E7%AE%A1%E6%B2%BB%E5%B8%B8%E8%A6%8F%E5%AE%88%E5%89%87) The company is committed to maintaining high corporate governance standards and confirms compliance with the code provisions of Appendix 15 to the GEM Listing Rules' Corporate Governance Code throughout the third quarter of 2023 - The company is committed to maintaining high corporate governance standards and confirms compliance with the code provisions of Appendix 15 to the GEM Listing Rules' Corporate Governance Code throughout the third quarter of 2023[229](index=229&type=chunk)[239](index=239&type=chunk) [Competing Interests and Conflicts of Interest](index=29&type=section&id=%E7%AB%B6%E7%88%AD%E6%AC%8A%E7%9B%8A%E5%8F%8A%E5%88%A9%E7%9B%8A%E8%A1%9D%E7%AA%81) During the third quarter of 2023, no directors, controlling shareholders, or their close associates had any direct or indirect business interests competing or potentially competing with the Group's business, nor any conflicts of interest - During the third quarter of 2023, no directors, controlling shareholders, or their close associates had any direct or indirect business interests competing or potentially competing with the Group's business, nor any conflicts of interest[239](index=239&type=chunk) [Audit Committee](index=30&type=section&id=%E5%AF%A9%E6%A0%B8%E5%A7%94%E5%93%A1%E6%9C%83) The Audit Committee, comprising three independent non-executive directors, is responsible for reviewing and overseeing the Group's financial reporting process and internal controls, and has reviewed the unaudited quarterly results - The Audit Committee comprises **three independent non-executive directors** and is responsible for reviewing and overseeing the Group's financial reporting process and internal controls[232](index=232&type=chunk) - The Audit Committee has reviewed the unaudited condensed consolidated quarterly results for the period and discussed internal controls and financial reporting matters[240](index=240&type=chunk) [Sufficiency of Public Float](index=30&type=section&id=%E5%85%AC%E7%9C%BE%E6%8C%81%E8%82%A1%E9%87%8F%E4%B9%8B%E5%85%85%E8%B6%B3%E6%80%A7) The company has maintained a public float in compliance with the GEM Listing Rules - The company has maintained a public float in compliance with the GEM Listing Rules[241](index=241&type=chunk) [General Information](index=30&type=section&id=%E4%B8%80%E8%88%AC%E8%B3%87%E6%96%99) The Board of Directors comprises three executive directors, one non-executive director, and three independent non-executive directors, with Mr. Liu Xiaolin serving as Chairman and Executive Director - The Board of Directors includes **three executive directors** (Mr. Liu Xiaolin, Mr. He Xun, Mr. Huang Song), **one non-executive director** (Ms. Xu Haiyin), and **three independent non-executive directors** (Mr. Yan Guoxiang, Dr. He Junjie, Mr. Qian Hongji)[243](index=243&type=chunk)