[Report Overview](index=1&type=section&id=Report%20Overview) [GEM Characteristics and Disclaimer](index=2&type=section&id=GEM%20Characteristics%20and%20Disclaimer) This report highlights the GEM market as a listing platform for high-risk small and medium-sized companies, urging investors to consider potential risks, with HKEX disclaiming responsibility for the report's content - The GEM market is positioned as a listing platform for high-investment-risk small and medium-sized companies, requiring investors to understand potential risks[2](index=2&type=chunk) - Hong Kong Exchanges and Clearing Limited is not responsible for the content of this report and makes no statement as to its accuracy or completeness[2](index=2&type=chunk) [Directors' Report](index=2&type=section&id=Directors%27%20Report) The Board confirms the accuracy and completeness of this interim report, presenting the unaudited condensed consolidated results for the six months ended September 30, 2019, showing a shift from profit to loss - The Directors confirm that the information in this report is accurate and complete in all material respects, with no misleading or fraudulent content[3](index=3&type=chunk) Comparison of (Loss) / Earnings Per Share | Metric | Six Months Ended September 30, 2019 | Six Months Ended September 30, 2018 | | :-------------------------- | :---------------------------------- | :---------------------------------- | | (Loss) / Earnings Per Share | **(0.47) HK cents** | **0.03 HK cents** | [Condensed Consolidated Financial Statements](index=3&type=section&id=Condensed%20Consolidated%20Financial%20Statements) [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=3&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the six months ended September 30, 2019, the Group shifted from a profit to a loss compared to the prior period, primarily due to a significant decrease in revenue leading to reduced gross profit Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (Six Months Ended September 30) | Metric | 2019 (HK$'000) | 2018 (HK$'000) | | :---------------------------------------------------------- | :------------- | :------------- | | Revenue | 14,824 | 30,557 | | Cost of services provided | (11,138) | (23,647) | | Gross profit | 3,686 | 6,910 | | Other income | 147 | 179 | | General and administrative expenses | (5,566) | (5,237) | | (Loss) / Profit before tax | (1,733) | 1,852 | | Income tax (expense) / recoverable | (106) | (622) | | (Loss) / Profit for the period attributable to owners of the Company | (1,839) | 1,230 | [Condensed Consolidated Statement of Financial Position](index=4&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of September 30, 2019, the Group's net current assets and total equity both decreased, primarily impacted by an increase in trade and other payables Condensed Consolidated Statement of Financial Position (As of September 30) | Metric | 2019 (HK$'000) | March 31, 2019 (HK$'000) | | :-------------------------------------- | :------------- | :----------------------- | | Non-current assets | 12,654 | 10,482 | | Current assets | 47,102 | 44,627 | | Current liabilities | 11,257 | 4,771 | | Net current assets | 35,845 | 39,856 | | Total assets less current liabilities | 48,499 | 50,338 | | Non-current liabilities | 5,026 | 5,026 | | Net assets | 43,473 | 45,312 | | Equity attributable to owners of the Company | 43,473 | 45,312 | [Condensed Consolidated Statement of Changes in Equity](index=5&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) For the six months ended September 30, 2019, total equity attributable to owners of the Company decreased due to a loss for the period, contrasting with an increase from profit in the prior year Condensed Consolidated Statement of Changes in Equity (Six Months Ended September 30) | Metric | 2019 (HK$'000) | 2018 (HK$'000) | | :---------------------------------------------------------- | :------------- | :------------- | | Total at beginning of period | 45,312 | 50,467 | | (Loss) and total comprehensive income for the period | (1,839) | 1,230 | | Total at end of period | 43,473 | 51,697 | [Condensed Consolidated Statement of Cash Flows](index=6&type=section&id=Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) For the six months ended September 30, 2019, the Group's net cash outflow from operating activities increased, leading to a larger net decrease in cash and cash equivalents Condensed Consolidated Statement of Cash Flows (Six Months Ended September 30) | Metric | 2019 (HK$'000) | 2018 (HK$'000) | | :---------------------------------------- | :------------- | :------------- | | Net cash (used in) operating activities | (9,000) | (8,412) | | Net cash (used in) investing activities | – | (810) | | Net cash from financing activities | – | 5,000 | | Net (decrease) in cash and cash equivalents | (9,000) | (4,222) | | Cash and cash equivalents at beginning of period | 29,419 | 44,831 | | Cash and cash equivalents at end of period | 20,419 | 40,609 | [Notes to the Condensed Consolidated Financial Statements](index=7&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) [General Information](index=7&type=section&id=General%20Information) China Choyin International Holdings Limited, incorporated in the Cayman Islands, listed on GEM of HKEX on December 12, 2016, primarily provides comprehensive architectural and structural engineering consultancy services - The Company was incorporated on July 29, 2015, under the Companies Law of the Cayman Islands and listed on GEM of HKEX on December 12, 2016[20](index=20&type=chunk) - The Group is principally engaged in the provision of comprehensive architectural and structural engineering consultancy services[21](index=21&type=chunk) [Basis of Preparation and Principal Accounting Policies](index=7&type=section&id=Basis%20of%20Preparation%20and%20Principal%20Accounting%20Policies) The Group's financial statements are prepared in accordance with HKFRS and GEM Listing Rules, using the historical cost convention and presented in HKD, with management judgments, estimates, and assumptions made during preparation - The unaudited condensed consolidated financial statements are prepared in accordance with all applicable Hong Kong Financial Reporting Standards issued by the HKICPA and the disclosure requirements of the GEM Listing Rules[22](index=22&type=chunk) - The unaudited condensed consolidated financial statements are prepared on the historical cost basis and presented in Hong Kong dollars[24](index=24&type=chunk)[25](index=25&type=chunk) [Segment Reporting](index=8&type=section&id=Segment%20Reporting) The Group operates in a single business segment with all operations and revenue derived from Hong Kong, thus no geographical analysis is presented - The Group has only one operating segment, and management reviews the Group's overall results and financial position as a whole[25](index=25&type=chunk) - All of the Group's business and revenue are conducted in Hong Kong[26](index=26&type=chunk) [Revenue](index=8&type=section&id=Revenue) Revenue primarily stems from comprehensive architectural and structural engineering consultancy services, including licensing, alteration and addition works, minor works consultancy, inspection, and certification - Revenue represents contract revenue from the provision of comprehensive architectural and structural engineering consultancy services[26](index=26&type=chunk) [Income Tax Expense](index=9&type=section&id=Income%20Tax%20Expense) For the six months ended September 30, 2019, Hong Kong profits tax provision was **HK$106 thousand**, a significant decrease from the prior period, consistent with reduced taxable profit Income Tax Expense (Six Months Ended September 30) | Metric | 2019 (HK$'000) | 2018 (HK$'000) | | :-------------------------------------- | :------------- | :------------- | | Provision for Hong Kong profits tax for the period | 106 | 622 | [Dividends](index=9&type=section&id=Dividends) The Company's directors do not recommend paying an interim dividend for the six months ended September 30, 2019, consistent with the prior period - The directors of the Company do not recommend the payment of an interim dividend for the six months ended September 30, 2019 (2018: nil)[30](index=30&type=chunk) [(Loss) / Earnings Per Share](index=9&type=section&id=%28Loss%29%20%2F%20Earnings%20Per%20Share) For the six months ended September 30, 2019, basic and diluted loss per share attributable to owners of the Company was **0.47 HK cents**, compared to a profit of **0.03 HK cents** in the prior period, with no diluted earnings due to no potential ordinary shares issued Calculation of (Loss) / Earnings Per Share (Six Months Ended September 30) | Metric | 2019 (HK$'000) | 2018 (HK$'000) | | :---------------------------------------------------------- | :------------- | :------------- | | (Loss) / Profit for the period attributable to owners of the Company | (1,839) | 1,230 | | Weighted average number of ordinary shares | 418,000,000 | 418,000,000 | - As there were no potential ordinary shares in issue during the period, diluted earnings per share for the six months ended September 30, 2019 and 2018 were not presented[35](index=35&type=chunk) [Property, Plant and Equipment](index=10&type=section&id=Property%2C%20Plant%20and%20Equipment) As of September 30, 2019, the Group's carrying amount of property, plant and equipment decreased from March 31, 2019, primarily due to depreciation expenses during the period Carrying Amount of Property, Plant and Equipment | Metric | September 30, 2019 (HK$'000) | March 31, 2019 (HK$'000) | | :----------------------------------- | :--------------------------- | :----------------------- | | Carrying amount of property, plant and equipment | 1,123 | 1,451 | [Interests in an Associate](index=11&type=section&id=Interests%20in%20an%20Associate) The Group holds a **49%** effective interest in associate Jian An, whose principal business is interior design, renovation, and building engineering, but the associate had not commenced operations during the period - The Group holds a **49%** effective interest in associate Jian An, whose principal business is interior design, renovation, and building engineering[40](index=40&type=chunk) - The associate, Jian An, had not commenced operations during the period[40](index=40&type=chunk) [Trade and Other Receivables](index=11&type=section&id=Trade%20and%20Other%20Receivables) As of September 30, 2019, total trade and other receivables increased to **HK$17,713 thousand** from March 31, 2019, with trade receivables over 180 days decreasing, but those between 91 and 180 days significantly increasing Total Trade and Other Receivables | Metric | September 30, 2019 (HK$'000) | March 31, 2019 (HK$'000) | | :---------------------------- | :--------------------------- | :----------------------- | | Total trade and other receivables | 17,713 | 6,611 | Ageing Analysis of Trade Receivables (As of September 30) | Ageing | 2019 (HK$'000) | March 31, 2019 (HK$'000) | | :------------ | :------------- | :----------------------- | | Within 30 days | 1,541 | 785 | | 31 to 60 days | 918 | 550 | | 61 to 90 days | 415 | 336 | | 91 to 180 days| 2,744 | 433 | | Over 180 days | 411 | 1,650 | | **Total** | **6,029** | **3,754** | [Cash and Cash Equivalents](index=12&type=section&id=Cash%20and%20Cash%20Equivalents) As of September 30, 2019, the Group's cash and cash equivalents decreased to **HK$20,419 thousand** from **HK$29,419 thousand** as of March 31, 2019 Cash and Cash Equivalents (As of September 30) | Metric | September 30, 2019 (HK$'000) | March 31, 2019 (HK$'000) | | :----------------- | :--------------------------- | :----------------------- | | Cash at bank | 20,413 | 29,405 | | Cash on hand | 6 | 14 | | **Total** | **20,419** | **29,419** | [Trade and Other Payables](index=13&type=section&id=Trade%20and%20Other%20Payables) As of September 30, 2019, accrued expenses and other payables significantly increased to **HK$11,151 thousand**, leading to a substantial rise in total trade and other payables Trade and Other Payables (As of September 30) | Metric | September 30, 2019 (HK$'000) | March 31, 2019 (HK$'000) | | :---------------------------- | :--------------------------- | :----------------------- | | Trade payables | – | – | | Accrued expenses and other payables | 11,151 | 552 | | **Total** | **11,151** | **552** | [Share Capital](index=13&type=section&id=Share%20Capital) As of September 30, 2019, the Company's authorized share capital was **HK$20,000,000**, with issued and fully paid share capital of **HK$4,180,000** at **HK$0.01** par value per share, maintaining a consistent number of shares Share Capital Structure (As of September 30) | Metric | Number of Shares | HK$ | | :------------------------- | :--------------- | :--------- | | Authorized share capital | 2,000,000,000 | 20,000,000 | | Issued and fully paid share capital | 418,000,000 | 4,180,000 | [Management Discussion and Analysis](index=14&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review and Outlook](index=14&type=section&id=Business%20Review%20and%20Outlook) The Group primarily provides architectural and structural engineering consultancy services, focusing on existing clients and seeking to expand service offerings, with future plans to broaden business scope and service coverage, though near-term performance is expected to be impacted by market conditions and the economic-political environment - The Group is principally engaged in the provision of comprehensive architectural and structural engineering consultancy services, focusing on developing business opportunities from existing and referred clients[50](index=50&type=chunk) - The Group plans to expand its business scope and service coverage to capture new market opportunities[50](index=50&type=chunk) - Due to current market conditions and the economic and political environment, the Group expects its near-term performance to be severely affected[50](index=50&type=chunk) [Financial Review](index=14&type=section&id=Financial%20Review) Financial performance significantly deteriorated this period, with substantial declines in revenue and profit for the period, gross profit margin improved but faces maintenance challenges, and administrative expenses increased due to provisions and legal fees [Revenue](index=14&type=section&id=Revenue) For the six months ended September 30, 2019, total revenue was approximately **HK$14.8 million**, a **51.5%** decrease from the prior period, mainly due to reduced revenue contribution from completed design and build projects Revenue Comparison (Six Months Ended September 30) | Metric | 2019 (HK$ million) | 2018 (HK$ million) | Change (HK$ million) | Change (%) | | :----- | :----------------- | :----------------- | :------------------- | :--------- | | Revenue | 14.8 | 30.6 | (14.8) | (51.5%) | - The decrease in revenue was primarily due to the completion of design and build projects announced on July 18, 2017, leading to a reduced revenue contribution in the current period[51](index=51&type=chunk) [Gross Profit Margin](index=15&type=section&id=Gross%20Profit%20Margin) Gross profit margin increased from approximately **22.6%** in the prior period to approximately **24.9%** this period, mainly due to reduced revenue contribution from lower-margin design and build projects; however, deteriorating economic conditions may challenge future margin maintenance Gross Profit Margin Comparison (Six Months Ended September 30) | Metric | 2019 | 2018 | | :-------------- | :---- | :---- | | Gross Profit Margin | 24.9% | 22.6% | - The increase in gross profit margin was mainly due to the reduced revenue contribution from design and build projects, which have lower gross profit margins[53](index=53&type=chunk) - The Group expects to face challenges in maintaining its gross profit margin, as deteriorating economic conditions may lead to service price reductions and an inability to cut costs in the short term[53](index=53&type=chunk) [Administrative Expenses](index=15&type=section&id=Administrative%20Expenses) Total administrative expenses increased to approximately **HK$5.6 million**, primarily due to provisions for unrecovered trade and other receivables, and increased legal and compliance expenses related to recent bond events Administrative Expenses Comparison (Six Months Ended September 30) | Metric | 2019 (HK$ million) | 2018 (HK$ million) | | :------------------- | :----------------- | :----------------- | | Administrative Expenses | 5.6 | 5.2 | - The increase in administrative expenses was mainly due to provisions made for unrecovered trade and other receivables, and increased legal and compliance expenses related to the recently announced alleged bond incident[54](index=54&type=chunk) [Income Tax Expense](index=15&type=section&id=Income%20Tax%20Expense) Income tax expense decreased to approximately **HK$0.1 million**, consistent with the Group's reduced taxable profit Income Tax Expense Comparison (Six Months Ended September 30) | Metric | 2019 (HK$ million) | 2018 (HK$ million) | | :--------------- | :----------------- | :----------------- | | Income Tax Expense | 0.1 | 0.6 | - The decrease in income tax expense was consistent with the Group's reduced taxable profit[55](index=55&type=chunk) [Profit for the Period](index=15&type=section&id=Profit%20for%20the%20Period) The Group recorded a net loss attributable to owners of the Company of approximately **HK$1.8 million**, compared to a profit of **HK$1.2 million** in the prior period, primarily due to decreased revenue and gross profit Profit for the Period Comparison (Six Months Ended September 30) | Metric | 2019 (HK$ million) | 2018 (HK$ million) | | :-------------------------- | :----------------- | :----------------- | | (Loss) / Profit for the period | (1.8) | 1.2 | - The loss for the period was mainly due to the decrease in revenue recognized and gross profit generated during the period[56](index=56&type=chunk) [Liquidity, Financial Resources and Capital Structure](index=15&type=section&id=Liquidity%2C%20Financial%20Resources%20and%20Capital%20Structure) As of September 30, 2019, the Group's net current assets and cash balance both decreased, with the current ratio falling from **9.4 times** to **4.2 times**, primarily due to increased other payables, and total equity also reduced Liquidity and Financial Resources Comparison (As of September 30) | Metric | September 30, 2019 (HK$ million) | March 31, 2019 (HK$ million) | | :----------------------- | :------------------------------- | :--------------------------- | | Net current assets | 35.8 | 39.9 | | Cash | 20.4 | 29.4 | | Current ratio | 4.2 times | 9.4 times | | Total equity | 43.5 | 45.3 | - The decrease in the current ratio was mainly due to an increase in the balance of other payables as of September 30, 2019, compared to March 31, 2019[57](index=57&type=chunk) [Employee Information](index=16&type=section&id=Employee%20Information) For the six months ended September 30, 2019, total staff and directors' remuneration was approximately **HK$8.3 million**, remaining relatively stable, with remuneration policy based on performance, qualifications, experience, and market conditions Total Staff and Directors' Remuneration Comparison (Six Months Ended September 30) | Metric | 2019 (HK$ million) | 2018 (HK$ million) | | :------------------------------ | :----------------- | :----------------- | | Total staff and directors' remuneration | 8.3 | 8.6 | - The Group's remuneration policy is formulated based on individual employee's performance, qualifications, and experience, with reference to current market conditions[59](index=59&type=chunk) [Pledge of the Group's Assets](index=16&type=section&id=Pledge%20of%20the%20Group%27s%20Assets) As of September 30, 2019, the Group had no asset pledges arranged with any Hong Kong financial institutions - As of September 30, 2019, the Group had no pledges arranged with any Hong Kong financial institutions (2018: nil)[60](index=60&type=chunk) [Foreign Exchange Risk](index=16&type=section&id=Foreign%20Exchange%20Risk) The Group's revenue and cost of business are primarily denominated in Hong Kong dollars, resulting in minimal foreign exchange fluctuation risk, and no financial instruments are used for hedging - The Group's revenue and cost of business are primarily denominated in Hong Kong dollars, thus the Group's foreign exchange fluctuation risk is minimal[61](index=61&type=chunk) - The Group has not used any financial instruments for hedging purposes[61](index=61&type=chunk) [Contingent Liabilities](index=16&type=section&id=Contingent%20Liabilities) As of the end of the reporting period and the date of this report's publication, the Directors were not aware of any significant contingent liabilities - As of the six months ended September 30, 2019, and up to the date of publication of the Company's results announcement and interim report, the Directors were not aware of any significant contingent liabilities[62](index=62&type=chunk) [Events After the Reporting Period](index=16&type=section&id=Events%20After%20the%20Reporting%20Period) As of the date of this report's publication, the Directors were not aware of any other significant events concerning the Group's business or financial performance subsequent to the period ended September 30, 2019 - As of the date of publication of the Company's results announcement and interim report, the Directors were not aware of any other significant events concerning the Group's business or financial performance subsequent to the period ended September 30, 2019[63](index=63&type=chunk) [Use of Proceeds](index=16&type=section&id=Use%20of%20Proceeds) Net proceeds from the GEM listing, approximately **HK$25.1 million**, were partially used for general working capital, staff salaries, professional fees, equipment acquisition, and BIM system development, with the remaining **HK$13.3 million** deposited in bank accounts; the Directors do not intend to change the uses disclosed in the prospectus - Net proceeds from the GEM listing were approximately **HK$25.1 million**, of which approximately **HK$2.5 million** was used for the Group's general working capital[64](index=64&type=chunk) - Approximately **HK$4.3 million** was used to pay salaries for staff recruited after listing, approximately **HK$2.5 million** for the acquisition of new property, plant and equipment, and approximately **HK$2.5 million** for the development of the BIM system[64](index=64&type=chunk) - The remaining **HK$13.3 million** has been deposited into the Company's bank accounts, and the Directors do not intend to change the proposed use of proceeds as disclosed in the prospectus[64](index=64&type=chunk) [Other Information](index=17&type=section&id=Other%20Information) [Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares and Debentures](index=17&type=section&id=Directors%27%20and%20Chief%20Executive%27s%20Interests%20and%20Short%20Positions%20in%20Shares%2C%20Underlying%20Shares%20and%20Debentures) As of September 30, 2019, Mr. Poon Kai Kit and his spouse Ms. Chan Ka Yee held a **46.60%** long position in the Company's shares through their controlled corporation, Energetic Way Limited, and each beneficially owned shares in Energetic Way Limited Directors' Long Positions in Shares and Underlying Shares (As of September 30) | Name of Director | Capacity/Nature of Interest | Number of Shares Held | Approximate Percentage of Issued Share Capital | | :--------------- | :-------------------------- | :-------------------- | :--------------------------------------------- | | Mr. Poon Kai Kit | Interest in a controlled corporation | 194,800,000 shares | 46.60% | | Ms. Chan Ka Yee | Interest in a controlled corporation | 194,800,000 shares | 46.60% | Directors' Long Positions in Ordinary Shares of Energetic Way Limited (As of September 30) | Name of Director | Capacity/Nature of Interest | Number of Shares Held | Approximate Percentage of Issued Share Capital | | :--------------- | :-------------------------- | :-------------------- | :--------------------------------------------- | | Mr. Poon Kai Kit | Beneficial interest/Interest of spouse | 2 shares | 100% | | Ms. Chan Ka Yee | Beneficial interest/Interest of spouse | 2 shares | 100% | - Mr. Poon Kai Kit and Ms. Chan Ka Yee are deemed to be interested in the shares held by Energetic Way Limited, as Energetic Way Limited is controlled by them[68](index=68&type=chunk) [Substantial Shareholders' Interests and Short Positions in Shares and Underlying Shares](index=19&type=section&id=Substantial%20Shareholders%27%20Interests%20and%20Short%20Positions%20in%20Shares%20and%20Underlying%20Shares) As of September 30, 2019, substantial shareholder Energetic Way Limited held a **46.60%** long position in the Company's shares, and Ko Ngok Yin held a **20.01%** long position Substantial Shareholders' Interests and Short Positions in Shares and Underlying Shares (As of September 30) | Name | Capacity/Nature of Interest | Number of Shares Held | Approximate Percentage of Issued Share Capital | | :-------------------- | :-------------------------- | :-------------------- | :--------------------------------------------- | | Energetic Way Limited | Beneficial interest | 194,800,000 shares | 46.60% | | Ko Ngok Yin | Beneficial interest | 83,624,000 shares | 20.01% | - Energetic Way Limited is legally and beneficially owned by Mr. Poon and his spouse Ms. Chan, thus Mr. Poon and Ms. Chan are deemed to be interested in the shares held by it[72](index=72&type=chunk) [Other Disclosable Interests Under the SFO](index=20&type=section&id=Other%20Disclosable%20Interests%20Under%20the%20SFO) Aside from the disclosed interests of Directors and substantial shareholders, to the best of the Directors' knowledge, no other persons held interests or short positions in shares and underlying shares disclosable under Chapter 18 of the GEM Listing Rules - Save as disclosed above, to the best knowledge of the Directors, no other persons had interests or short positions in the shares and underlying shares disclosable under Chapter 18 of the GEM Listing Rules[76](index=76&type=chunk) [Share Option Scheme](index=20&type=section&id=Share%20Option%20Scheme) The Company has adopted a Share Option Scheme to grant options to eligible participants to subscribe for Company shares, effective from December 12, 2016, for ten years, with subscription prices determined by the Board, and no options granted as of this report date - The Share Option Scheme aims to enable the Company to grant share options to any eligible participant whom the Board, in its absolute discretion, considers to have contributed or may contribute to the Group[77](index=77&type=chunk) - The scheme became effective on December 12, 2016, and is valid for ten years[77](index=77&type=chunk) - As of the date of this report and since the adoption of the scheme, no share options have been granted by the Company[81](index=81&type=chunk) [Rights to Acquire Shares or Debentures](index=21&type=section&id=Rights%20to%20Acquire%20Shares%20or%20Debentures) Save for the disclosed interests of Directors and Chief Executive and the Share Option Scheme, for the six months ended September 30, 2019, neither the Company nor its subsidiaries participated in any arrangements enabling Directors to benefit from acquiring shares or debentures of the Company or any other body corporate - For the six months ended September 30, 2019, neither the Company nor any of its subsidiaries was a party to any arrangement to enable the Directors to acquire benefits by means of the acquisition of shares in, or debentures of, the Company or any other body corporate[82](index=82&type=chunk) [Competing Interests](index=22&type=section&id=Competing%20Interests) As of September 30, 2019, no Directors, substantial shareholders, or their respective associates held any interests in businesses that directly or indirectly compete or may compete with the Group's business - As of September 30, 2019, none of the Directors, substantial shareholders, and their respective associates had any interests in any business that competes or may compete, either directly or indirectly, with the business of the Group[85](index=85&type=chunk) [Directors' Securities Transactions](index=22&type=section&id=Directors%27%20Securities%20Transactions) The Company has adopted the required standard of dealings set out in the GEM Listing Rules as the code of conduct for Directors' securities transactions, and all Directors confirmed compliance during the reporting period - The Company has adopted the required standard of dealings as set out in Rules 5.48 to 5.67 of the GEM Listing Rules as the code of conduct for Directors' dealings in the Company's securities[86](index=86&type=chunk) - Each of the Directors has confirmed that they have complied with the required standard of dealings throughout the six months ended September 30, 2019[86](index=86&type=chunk) [Purchase, Sale or Redemption of Shares](index=22&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20Shares) For the six months ended September 30, 2019, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities - For the six months ended September 30, 2019, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[87](index=87&type=chunk) [Compliance with Corporate Governance Code](index=22&type=section&id=Compliance%20with%20Corporate%20Governance%20Code) The Company is committed to high standards of corporate governance and confirmed compliance with the Corporate Governance Code during the reporting period; despite no CEO position, the Board believes its operations ensure a balanced distribution of power and authority - The Company has complied with the code provisions in the Corporate Governance Code[88](index=88&type=chunk) - The Company has not established the position of chief executive officer, with daily operations and management overseen by the executive Directors and senior management[91](index=91&type=chunk) - The Board believes that despite the absence of a chief executive officer, its operations ensure a balanced distribution of power and authority[91](index=91&type=chunk) [Audit Committee](index=23&type=section&id=Audit%20Committee) The Company has established an Audit Committee, comprising three independent non-executive Directors, responsible for reviewing and overseeing financial reporting, internal controls, and risk management systems, and has reviewed the unaudited consolidated results for the current period - The Audit Committee comprises three independent non-executive Directors, with Mr. Lee Pui Chung as chairman[92](index=92&type=chunk) - The primary duties of the Audit Committee are to review and supervise the Company's financial reporting process and the Group's internal control and risk management systems[92](index=92&type=chunk) - The Audit Committee has reviewed the Group's unaudited consolidated results for the six months ended September 30, 2019, and considers them to be in compliance with applicable accounting standards and Listing Rules requirements[92](index=92&type=chunk)

Financial Performance - Revenue for the three months ended June 30, 2019, was HKD 7,135,000, a decrease of 50.8% compared to HKD 14,490,000 for the same period in 2018[5] - Gross profit for the same period was HKD 2,704,000, down 29.5% from HKD 3,836,000 year-on-year[5] - Profit before tax decreased to HKD 254,000, a decline of 81.8% from HKD 1,396,000 in the previous year[5] - Net profit attributable to owners of the company was HKD 125,000, down 88.5% from HKD 1,083,000 in the same quarter of 2018[5] - Basic and diluted earnings per share were 0.03 cents, compared to 0.26 cents for the same period last year[5] - Total comprehensive income for the period was HKD 125,000, significantly lower than HKD 1,083,000 in the same quarter of 2018[5] Expenses and Assets - Administrative expenses were HKD 2,524,000, slightly decreased from HKD 2,546,000 in the previous year[5] - As of June 30, 2019, the company's current assets net amounted to approximately HKD 41.2 million, up from HKD 29.9 million as of March 31, 2019[32] - The income tax expense for the three months ended June 30, 2019, was approximately HKD 0.1 million, a decrease from HKD 0.3 million in 2018[30] - The company reported a total equity of HKD 45,437,000 as of June 30, 2019, compared to HKD 51,550,000 a year earlier[7] - The company’s capital as of June 30, 2019, amounted to approximately HKD 45.4 million, an increase from HKD 42.9 million as of March 31, 2019[32] Business Operations - The company operates primarily in Hong Kong, with all revenue generated from this region[15] - The company continues to focus on providing comprehensive construction and structural engineering consultancy services[10] - The company plans to expand its business scope and service coverage to capture new market opportunities for long-term development[25] - The company does not recommend the payment of an interim dividend for the three months ended June 30, 2019[21] Shareholding Structure - As of June 30, 2019, the company had 418,000,000 shares issued, with 194,800,000 shares (46.60%) held by Energetic Way Limited, controlled equally by Mr. Pan and Ms. Chan[46][48] - Major shareholder Energetic Way Limited holds 194,800,000 shares, representing 46.60% of the issued share capital[48] - Mr. Ke holds 83,624,000 shares, accounting for 20.01% of the issued share capital[48] - Mr. Zhang and Ms. Wang each hold 24,000,000 shares, representing 5.74% of the issued share capital[48] - The percentage of shares held by directors and senior management is based on the total issued shares as of June 30, 2019[46] Stock Options and Corporate Governance - The company has a stock option plan effective from December 12, 2016, allowing for the issuance of up to 41,800,000 shares, which is approximately 10% of the issued share capital at the time of adoption[56] - The stock option plan is designed to incentivize employees and other qualified participants[54] - The company has not granted any stock options since the adoption of the stock option plan[60] - The company has established an audit committee consisting of three independent non-executive directors to review and supervise the financial reporting process and internal control systems[69] - The company has adhered to the corporate governance code as per GEM listing rules throughout the reporting period[66] - The company is committed to high standards of corporate governance to protect shareholder interests and enhance corporate value[66] Compliance and Interests - The company is subject to the disclosure requirements under the Securities and Futures Ordinance[53] - There were no interests held by directors, major shareholders, or their associates in any business that competes directly or indirectly with the company as of June 30, 2019[62] - The company has not issued any stock options exceeding the limit set by the stock option plan without shareholder approval[59] - The company’s board of directors has confirmed compliance with trading standards during the reporting period[63] - No shares were purchased, sold, or redeemed by the company or its subsidiaries during the three months ending June 30, 2019[65] - The company has not established a CEO position; daily operations are overseen by executive directors and senior management[67] - The company and its subsidiaries did not engage in any arrangements that would allow directors to benefit from purchasing shares or debentures of the company or any other corporate entity[61] - No other individuals or entities, apart from those disclosed, hold any recorded interests in the company's shares as of June 30, 2019[52]

KNK Holdings Limited 中 國卓銀國際控股有限公司 Annual Report 2019 年報 中國卓銀國際控股有限公司 股份代號：8039 2019 年 報 香港聯合交易所有限公司（「聯交所」）GEM之特色 GEM之定位乃為相比起其他在聯交所上市之公司帶有較高投資風險之公司提供一個上市之市場。有意投資 者應了解投資於該等公司之潛在風險，並應經過審慎周詳之考慮後方作出投資決定。GEM之較高風險及其 他特色意味著GEM較適合專業及其他資深投資者。 由於GEM上市公司新興之性質使然，在GEM買賣之證券可能會較於聯交所主板買賣之證券承受較大之市 場波動風險，同時無法保證在GEM買賣之證券會有高流通量之市場。 香港交易及結算所有限公司及聯交所對本報告的內容概不負責，對其準確性或完整性亦不發表任何聲明， 並明確表示，概不對因本報告全部或任何部份內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 本報告包括的資料乃遵照GEM證券上市規則（「GEM上市規則」）的規定而提供有關中國卓銀國際控股有限 公司（「本公司」）的資料。本公司董事（「董事」）願就本報告共同及個別承擔全部責任。董事在作出一切合理 查 ...

中國卓銀國際控股有限公司 股份代號：8039 2018 第三季度 業績報告 香港聯合交易所有限公司（「聯交所」）GEM之特色 GEM 之定位乃為相比起其他在聯交所上市之公司帶有較高投資風險之中小型公司提供一 個上市之市場。有意投資者應了解投資於該等公司之潛在風險，並應經過審慎周詳之考慮 後方作出投資決定。 由於GEM 上市公司一般為中小型公司，在GEM 買賣之證券可能會較於聯交所主板買賣之 證券承受較大之市場波動風險，同時無法保證在GEM 買賣之證券會有高流通量之市場。 香港交易及結算所有限公司及香港聯合交易所有限公司對本報告內容概不負責，對其準確 性或完整性亦不發表任何聲明，並明確表示，概不對因本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。 本報告包括的資料乃遵照聯交所GEM 證券上市規則（「GEM 上市規則」）的規定而提供有關 中國卓銀國際控股有限公司（「本公司」連同其附屬公司，統稱「本集團」）的資料，本公司的 董事（「董事」）願就本報告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備，且無誤導或欺騙成分，及本 ...