智通财经APP讯，中国再生医学(08158)发布截至2025年6月30日止6个月中期业绩，该集团取得收益 2739.1万港元，同比减少54.18%;公司权益持有人应占溢利460.9万港元，同比减少78.15%;每股盈利1.51 港仙。 （原标题：中国再生医学(08158)发布中期业绩，股东应占溢利460.9万港元 同比减少78.15%） ...

中国再生医学(08158)发布截至2025年6月30日止6个月中期业绩，该集团取得收益2739.1万港元，同比减 少54.18%;公司权益持有人应占溢利460.9万港元，同比减少78.15%;每股盈利1.51港仙。 ...

Financial Performance - Revenue for the six months ended June 30, 2025, was HK$27,391,000, a decrease of 54.3% compared to HK$59,785,000 in the same period of 2024[21]. - Gross profit for the same period was HK$17,882,000, down 54.8% from HK$39,490,000 year-over-year[21]. - Profit before tax decreased to HK$4,609,000, a decline of 78.1% from HK$21,093,000 in the prior year[21]. - Total comprehensive income attributable to equity holders for the period was HK$3,867,000, down 81.1% from HK$20,527,000 in 2024[22]. - Basic and diluted earnings per share were both HK$0.0151, compared to HK$0.0693 in the previous year, reflecting a decrease of 78.2%[22]. - The total comprehensive income for the period ended June 30, 2025, was HK$3,867,000, down from HK$20,527,000 in the previous year, indicating a decline of about 81.1%[26]. - The group reported a profit before tax of HK$4,609,000 for the six months ended June 30, 2025, a significant decrease from HK$21,093,000 in the same period of 2024[57]. - The overall decrease in revenue was primarily due to a decrease in spending by customers from Mainland China[106]. Financial Position - Non-current assets increased to HK$104,800,000 as of June 30, 2025, compared to HK$77,397,000 at the end of 2024[23]. - Current liabilities totaled HK$59,761,000, slightly up from HK$58,869,000 at the end of 2024[24]. - Net assets increased to HK$29,064,000 as of June 30, 2025, compared to HK$25,197,000 at the end of 2024[24]. - Cash and bank balances decreased to HK$7,282,000 from HK$22,702,000 at the end of 2024, indicating a significant reduction in liquidity[23]. - The Group's current assets were approximately HK$53.10 million, while current liabilities were approximately HK$59.76 million, resulting in a working capital ratio of 0.89[112]. - As of June 30, 2025, the Group recorded net current liabilities of approximately HK$6.66 million, an increase from HK$0.56 million as of December 31, 2024[109]. - Total liabilities for the group increased to HK$128,839,000 as of June 30, 2025, compared to HK$110,512,000 at the end of 2024, reflecting a rise of 16.5%[60]. Governance and Compliance - The company is required to comply with the GEM Listing Rules, ensuring the accuracy and completeness of the information provided[9]. - The directors collectively accept full responsibility for the report's contents, confirming no misleading or deceptive information is included[11]. - The Company has complied with all provisions of the Corporate Governance Code except for the separation of roles between the chairman and chief executive officer, which is held by Mr. Wang Chuang[176]. - The Audit Committee, consisting of three independent non-executive Directors, has reviewed the unaudited condensed consolidated interim financial statements for the six months ended 30 June 2025[179]. - All Directors confirmed full compliance with the Required Standards of Dealings regarding securities transactions throughout the six months ended 30 June 2025[180]. Management and Personnel Changes - The company has appointed new directors and committee members, including Mr. Zhou Xudong as chairman of the Nomination and Remuneration Committees[14][15]. - Ms. Luo Min was appointed as a non-executive Director on 25 April 2025, and Mr. Zhou Xudong was appointed as an independent non-executive Director on 30 June 2025[187]. - Dr. Liu Ming resigned as an independent non-executive Director effective 30 June 2025[187]. - As of June 30, 2025, the Group had 24 employees, a decrease from 39 employees as of June 30, 2024, indicating a reduction in workforce[131][134]. - Total employee remuneration for the six months ended June 30, 2025, was approximately HK$6.30 million, down from approximately HK$8.35 million for the same period in 2024, reflecting a decrease of about 24.5%[131][134]. Share Capital and Options - The share capital remained unchanged at HK$60,850,000 as of June 30, 2025[26]. - The Company adopted a share incentive scheme on 14 September 2011 to recognize contributions from eligible participants[154]. - The share incentive scheme was terminated at the annual general meeting held on 27 June 2025, with no further options available for grant[155]. - The Company adopted a new share option scheme on June 27, 2025, with a mandate limit of 30,425,248 shares and a service provider sublimit of 3,042,524 shares available for grant[171]. - The movement of share options during the six months ended June 30, 2025, indicates no options were exercised or lapsed during this period[160]. Market and Economic Environment - The Group's business primarily relies on customers from Mainland China, facing challenges due to the economic environment affecting purchasing power and consumer willingness[100]. - The retail market in Hong Kong is experiencing contraction as residents prefer to travel to Mainland China for entertainment, impacting the Group's business development[99]. - The Group aims to leverage the influx of visitors from Mainland China to provide tailored medical and aesthetic services in Hong Kong[101]. Other Information - The interim report will be available on the Hong Kong Stock Exchange website and the company's website for at least seven days[5]. - There were no significant events reported after the reporting period up to the date of this report[97]. - The Company has no specific future plans for significant investments or capital assets as of June 30, 2025[132]. - The Group has not early adopted any new standards or interpretations that have been issued but are not yet effective[39].

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告內容概不負 責，對 其 準 確 性 或 完 整 性 亦 不 發 表 任 何 聲 明，並 明 確 表 示 概 不 就 本 公 告 全 部 或 任 何 部 份 內 容 而 產 生 或 因 倚 賴 該 等 內 容 而 引 致 之 任 何 損 失 承 擔 任 何 責 任。 China Regenerative Medicine International Limited 中國再生醫學國際有限公司 （於開曼群島註冊成立之有限公司） （股份代號：8158） 董事會會議通知 中 國 再 生 醫 學 國 際 有 限 公 司（「本公司」）之 董 事（「董 事」）會（「董事會」）茲 宣 佈 謹 訂 於 二 零 二 五 年 八 月 二 十 二 日（星 期 五）舉 行 董 事 會 會 議，藉 以（其 中 包 括）考 慮 及批准本公司及其附屬公司截至二零二五年六月三十日止六個月之未經審核 綜 合 中 期 業 績 及 其 刊 發，以 及 派 付 股 息（如 有）。 承董事會命 中國再生醫學國際有限公司 主 席、行 政 總 裁 兼 執 行 董 事 王 闖 香 港，二 零 二 五 年 ...

FF301 股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2025年7月31日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 中國再生醫學國際有限公司 (於開曼群島註冊成立之有限公司) 呈交日期: 2025年8月4日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | | 於香港聯交所上市 (註1) | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 08158 | 說明 | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | 法定/註冊股本 | | | 上月底結存 | | | 5,000,000,000 | HKD | | 0.2 HKD | | 1,000,000,000 | | 增加 / 減少 (-) | | | | | | HKD | | | | 本月底結存 | | | 5,000,000,000 | HKD | | 0.2 HKD | | 1,000,000,000 | ...

Industry Overview - Regenerative medicine (RM) utilizes biological and engineering theories to promote self-repair and regeneration of the body, or to construct new tissues and organs for repairing, regenerating, and replacing damaged tissues and organs [1][4] - The global regenerative medicine market is expanding, with the market size projected to grow from $20.04 billion in 2021 to $35.82 billion in 2024 [1][12] Market Status - Regenerative medicine is considered the "third medical revolution" following drug and surgical treatments, becoming a core component of life science strategies globally [6][12] - The industry includes upstream raw materials and equipment supply, midstream product R&D and production, and downstream application through medical institutions and aesthetic organizations [4][12] Policy and Regulatory Environment - Various countries have implemented policies to promote the development of regenerative medicine, such as the U.S. "21st Century Cures Act" and the EU's regulations on biotechnology [7][9] - In China, policies have been established to support the clinical application of regenerative medicine technologies, including the management of stem cell therapies and the promotion of innovative medical technologies [9][23] Market Competition - The regenerative medicine sector has attracted numerous companies, with major players including Johnson & Johnson, Bard, Geistlich, and domestic firms like Zhenghai Biological, Guanhou Biological, and Maipu Medical [16][18] - The market is characterized by a diverse range of products and applications, with companies focusing on specific therapeutic areas such as cancer treatment, tissue repair, and organ transplantation [18][20] Development Trends - The industry is witnessing technological integration and innovation, with advancements in 3D bioprinting, gene editing, and artificial intelligence enhancing treatment efficacy [22][24] - The dual drive of policy support and capital investment is accelerating the commercialization of regenerative medicine, with increasing coverage of medical insurance for regenerative products [23][24]

Financial Performance - The Group recorded a revenue of approximately HK$90.62 million for the year ended 31 December 2024, representing an increase of approximately 30.41% from last year (2023: approximately HK$69.49 million) [35] - Gross profit increased by approximately 196.83% to approximately HK$57.65 million from last year (2023: approximately HK$19.42 million) due to improved cost efficiency [35] - The Group achieved a profit for the year of approximately HK$17.75 million, a turnaround from a loss of approximately HK$107.70 million in 2023 [36] - Total operating expenses for the year ended 31 December 2024 amounted to approximately HK$51.52 million, representing an increase of approximately 13.14% compared to last year (2023: approximately HK$45.54 million) [37] - As at 31 December 2024, the Group recorded net current liabilities of approximately HK$0.56 million, a shift from net current assets of approximately HK$20.79 million in 2023 [38] - Net assets increased to approximately HK$25.20 million as at 31 December 2024, up from approximately HK$11.79 million in 2023, primarily due to the profit for the year [38] - Cash and bank balances as at 31 December 2024 were approximately HK$22.70 million, significantly higher than HK$3.33 million in 2023 [39] Strategic Initiatives - The Group expanded its service portfolio to include comprehensive medical, aesthetic, and value-added healthcare solutions, enhancing its position in Hong Kong's premium healthcare sector [16] - A key initiative in 2024 involved medical-academic exchange programs, which generated sustainable revenue streams and deepened trust among high net-worth individuals [17] - The Board implemented three core strategies focused on attracting like-minded partners to foster a collaborative ecosystem in the medical industry [17] - The Group's strategy includes optimizing asset portfolios and enhancing operational efficiency to secure long-term growth [21] - Future prospects involve expanding business scope in the healthcare industry and reallocating resources to maintain leadership in healthcare products and services [31] Credit Risk and Expected Credit Loss - The reversal of expected credit loss on Other Receivables for the year ended 31 December 2024 amounts to approximately HK$12,290,000, compared to a provision of approximately HK$83,001,000 for the year ended 31 December 2023 [66] - The lifetime Probability of Default (PD) for Other Receivables under the 5-year repayment plan is 45.8%, with a Loss Given Default (LGD) of 61.2% [73] - For Other Receivables that are not overdue and not under the repayment plan, the lifetime PD is 1.2%, with an LGD of 61.7% [73] - The significant changes in the value of inputs for PD assessment from FY2023 to FY2024 are noted, indicating a shift in credit risk evaluation [79] - The Valuer utilized Moody's 2024 default rate research to determine PD and LGD, reflecting a comprehensive approach to credit risk assessment [75] - The ECL calculation follows the formula: ECL = Exposure at default x PD x LGD, as per HKFRS 9 [67] - The assessment of Other Receivables includes historical aging schedules and industry credit data to ensure reliable measurement of ECL [78] - Forward-looking adjustments in the ECL assessment were made using regression models based on macroeconomic indicators and historical market default data [75] - The significant reversal in expected credit loss indicates an improvement in the credit quality of Other Receivables [66] - The expected credit loss (ECL) rates for the fiscal year ending December 31, 2024, are projected to be significantly lower, with a lifetime probability of default (PD) of 1.2% for balances not overdue and not under a repayment plan, and 45.8% for balances under the repayment plan [81] Corporate Governance - The company is committed to maintaining high standards of corporate governance practices, which provide a solid foundation for management quality and accountability to shareholders [105] - The company has complied with all code provisions of the Corporate Governance Code throughout the reporting period, except for the deviation regarding the roles of chairman and chief executive officer being held by the same individual [106] - The board believes that having the same person serve as both chairman and CEO can enhance the execution of business strategies and operational effectiveness [106] - The company will continue to review its governance structure and appoint suitable candidates for the roles of chairman or CEO as necessary to ensure compliance with the Corporate Governance Code [106] - The company has established a framework to attract and retain high-quality management and promote sound internal control [105] - The board is dedicated to meeting the expectations of various stakeholders through transparency and accountability [105] - The company has a history of strong governance practices, which are essential for achieving its strategic objectives [105] - The board will keep reviewing its governance practices to align with the latest developments in corporate governance standards [106] Board Composition and Diversity - As of December 31, 2024, the Board consists of four Directors, including one executive Director and three independent non-executive Directors [116] - The Company has appointed five Directors during the Reporting Period, with one female Director among them [125] - Male employees account for 29.41% and female employees account for 70.59% of the Group's total workforce, indicating a gender ratio within a reasonable range [126] - The Board has established measurable objectives to implement the Board Diversity Policy, focusing on various diversity perspectives including gender, age, and professional experience [124] - The current composition of the Board includes core competencies in accounting, finance, business management, legal profession, and merger and acquisition, deemed appropriate for the Company's operations [129] Audit and Risk Management - The Audit Committee consists of independent non-executive directors, with at least one member possessing appropriate professional qualifications or financial management expertise [174] - The Audit Committee met twice during the Reporting Period to review and supervise the financial reporting process and internal control of the Group [184] - The Audit Committee reviewed the Group's consolidated financial statements for the six months ended June 30, 2024, and for the year ended December 31, 2024 [183] - All members of the Audit Committee are independent non-executive directors, ensuring unbiased oversight [178] - The Audit Committee has the authority to obtain independent professional advice and has full access to management for effective duty discharge [180] - The Audit Committee's responsibilities include reviewing compliance with accounting principles and GEM Listing Rules related to financial reporting [182]

Financial Performance - The company's revenue for the year ended December 31, 2024, was HKD 390.617 million, an increase of 12.3% compared to HKD 69.487 million in 2023[4] - Gross profit for the same period was HKD 57.654 million, significantly up from HKD 19.423 million, reflecting a gross margin improvement[4] - Operating profit for the year was HKD 18.884 million, a turnaround from an operating loss of HKD 106.720 million in the previous year[4] - The company reported a net profit attributable to shareholders of HKD 17.752 million, compared to a net loss of HKD 107.699 million in 2023[4] - The basic earnings per share improved to HKD 5.83 from a loss per share of HKD 37.60 in the previous year[4] - The group reported a segment profit of HKD 37,683,000 for the aesthetic medical and beauty services division in 2024, compared to a segment loss of HKD 90,366,000 in 2023[21] - The segment loss for medical services was HKD 3,471,000 in 2024, compared to a loss of HKD 2,633,000 in 2023, indicating a worsening performance[21] - The group achieved a net profit of approximately HKD 17,750,000, reversing a loss of about HKD 107,700,000 in the previous year[38] Assets and Liabilities - Total assets decreased to HKD 135.709 million from HKD 185.897 million in the previous year, indicating a reduction in asset base[6] - Total liabilities also decreased to HKD 110.512 million from HKD 174.104 million, showing improved financial leverage[6] - The group's total assets decreased from HKD 185,897,000 in 2023 to HKD 135,709,000 in 2024, a decline of approximately 27%[22] - The group’s total liabilities decreased from HKD 174,104,000 in 2023 to HKD 110,512,000 in 2024, a reduction of approximately 36.5%[22] - Current liabilities due within one year amount to approximately HKD 58,869,000, while cash and bank balances included in current assets are approximately HKD 22,702,000[9] - The group’s asset-liability ratio based on shareholder loans and total equity was 1.95 as of December 31, 2024, down from 2.99 in the previous year[42] Cash Flow and Funding - Cash and bank balances increased significantly from HKD 3,334,000 in 2023 to HKD 22,702,000 in 2024, reflecting a growth of about 581%[22] - The company is actively seeking additional funding through equity financing to support operational capital and repay existing debts[10] - The major shareholder, Mr. Wang Chuang, has confirmed financial support to the group until June 30, 2026, to meet due liabilities and continue operations without significant business reduction[10] - The group reported a foreign exchange loss of HKD 4.348 million, compared to a loss of HKD 0.424 million in the previous year, impacting overall comprehensive income[5] Operational Plans and Strategies - The company plans to focus on expanding its market presence and enhancing product development in the upcoming fiscal year[5] - The group plans to continue expanding its business in the healthcare sector and will reallocate resources as necessary to maintain its leading position in health products and services[37] Compliance and Governance - The independent auditor expressed a qualified opinion regarding the financial statements due to significant uncertainties affecting the group's ability to continue as a going concern[62] - The group has complied with all provisions of the corporate governance code, except for the separation of roles between the Chairman and the CEO, which are held by the same individual[53] - The audit committee, composed of all independent non-executive directors, reviewed the group's performance for the year ending December 31, 2024[54] - Directors confirm that the information in the announcement is accurate and complete, with no misleading or fraudulent elements[66] Accounting Policies and Standards - The group has adopted new and revised standards effective from January 1, 2024, but these have not significantly impacted the group's performance and financial position[12] - The group has not made significant changes to its major accounting policies or made retrospective adjustments due to the adoption of new standards[12] - The group expects no significant financial impact from the adoption of the new standards and is currently reviewing its accounting policy disclosures to ensure compliance[16] - The group plans to adopt the new Hong Kong Financial Reporting Standard No. 18 starting from January 1, 2027, which will require retrospective application for comparative information[16] Employee and Compensation - As of December 31, 2024, the total employee compensation (including director remuneration and retirement benefit plan contributions) was approximately HKD 16,580,000, an increase from HKD 15,990,000 in 2023[51] - The group had 34 employees in Hong Kong and mainland China as of December 31, 2024, down from 46 employees in 2023[51] Dividends and Shareholder Returns - The group did not propose any dividend payments for both years, maintaining a policy of no dividends[26] - The company did not recommend the distribution of any dividends for the year ending December 31, 2024[55] Miscellaneous - The group has not disclosed any specific plans for major investments or capital assets as of December 31, 2024[50] - There were no significant events after the reporting period[56] - The company did not engage in any purchases, sales, or redemptions of its listed securities during the year[52] - The announcement complies with GEM listing rules and aims to provide relevant information about the company[66] - The company will publish the notice of the annual general meeting on its website and the Stock Exchange website[63]

Corporate Information Provides an overview of the company's governance structure, key personnel, and registration details [Directors and Company Secretary](index=4&type=section&id=Directors%20and%20Company%20Secretary) The Board of Directors includes executive, non-executive, and independent non-executive directors, with recent changes in non-executive director and company secretary roles - Mr. Wang Chuang serves as the Executive Director, Chairman of the Board, and Chief Executive Officer[4](index=4&type=chunk) - Mr. Tsang Ho Yin, a Non-Executive Director, resigned on **August 20, 2024**[4](index=4&type=chunk) - Mr. Wong Po Tin was appointed Company Secretary on **July 2, 2024**, succeeding Mr. Yau Woon Fat who resigned on the same day[4](index=4&type=chunk) [Committees and Key Personnel](index=4&type=section&id=Committees%20and%20Key%20Personnel) The company operates with Nomination, Remuneration, and Audit Committees, all chaired by independent non-executive directors, with Mr. Wang Chuang also serving as Compliance Officer and Authorized Representative - Dr. Liu Ming chairs the Nomination Committee[4](index=4&type=chunk) - Dr. Liu Ming chairs the Remuneration Committee[4](index=4&type=chunk) - Mr. Leung Man Fai chairs the Audit Committee[4](index=4&type=chunk) [Company Details and Contacts](index=5&type=section&id=Company%20Details%20and%20Contacts) The company is registered in the Cayman Islands, with its principal place of business in Hong Kong, and uses HSBC as a primary bank and Zhongzheng Tianheng CPA Limited as auditor - The company's registered office is in the Cayman Islands[5](index=5&type=chunk) - The principal place of business in Hong Kong is located in Miramar Tower, Tsim Sha Tsui, Kowloon[5](index=5&type=chunk) - The company's stock code is **8158**, and its website is **www.crmi.hk**[6](index=6&type=chunk) Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income Presents the group's financial performance, highlighting revenue, gross profit, and net profit for the period [Financial Performance Overview](index=7&type=section&id=Financial%20Performance%20Overview) For the six months ended June 30, 2024, the Group reported revenue of HK$59,785 thousand, a 19.44% decrease, while gross profit increased by 29.53% to HK$39,490 thousand, and profit for the period significantly grew to HK$16,828 thousand Key Data from Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (Six Months Ended June 30) | Metric | 2024 (HK$ '000) | 2023 (HK$ '000) (Restated) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 59,785 | 74,216 | -19.44% | | Cost of sales | (20,295) | (43,729) | -53.60% | | Gross profit | 39,490 | 30,487 | +29.53% | | Other income, gains and losses | 83 | 20 | +315.00% | | Selling and distribution expenses | (3,116) | (3,352) | -7.04% | | Administrative and other expenses | (18,991) | (15,725) | +20.77% | | Finance costs | (638) | (540) | +18.15% | | Profit before tax | 16,828 | 10,890 | +54.53% | | Income tax credit | – | 1,872 | -100.00% | | Profit for the period attributable to owners of the Company | 16,828 | 12,762 | +31.86% | - Other comprehensive expenses for the period amounted to **HK$3,486 thousand**, primarily due to exchange losses on translation of financial statements of overseas operations[9](index=9&type=chunk) Earnings Per Share (Six Months Ended June 30) | Metric | 2024 (HK cents) | 2023 (HK cents) | | :--- | :--- | :--- | | Basic earnings per share | 5.53 | 4.47 | | Diluted earnings per share | 5.53 | 4.47 | Condensed Consolidated Statement of Financial Position Details the company's financial position, including assets, liabilities, and equity at the reporting date [Assets and Liabilities Overview](index=9&type=section&id=Assets%20and%20Liabilities%20Overview) As of June 30, 2024, the Group's net current assets and total equity significantly increased, primarily driven by profit for the period, while current liabilities substantially decreased, improving the financial position Key Data from Condensed Consolidated Statement of Financial Position (As of June 30) | Metric | 2024 (HK$ '000) | December 31, 2023 (HK$ '000) | Change (%) | | :--- | :--- | :--- | :--- | | Non-current assets | 12,205 | 17,318 | -29.52% | | Current assets | 132,869 | 168,579 | -21.29% | | Current liabilities | 98,213 | 147,790 | -33.54% | | Net current assets | 34,656 | 20,789 | +66.70% | | Total assets less current liabilities | 46,861 | 38,107 | +22.97% | | Non-current liabilities | 21,726 | 26,314 | -17.44% | | Net assets | 25,135 | 11,793 | +113.13% | | Total equity | 25,135 | 11,793 | +113.13% | - Contract liabilities within current liabilities significantly decreased from **HK$81,090 thousand** as of December 31, 2023, to **HK$18,908 thousand** as of June 30, 2024[11](index=11&type=chunk) - Shareholder loans (current portion) increased from **HK$13,629 thousand** as of December 31, 2023, to **HK$19,633 thousand** as of June 30, 2024[11](index=11&type=chunk) Condensed Consolidated Statement of Changes in Equity Outlines changes in the company's total equity, driven by profit and other comprehensive income [Equity Movement Analysis](index=11&type=section&id=Equity%20Movement%20Analysis) For the six months ended June 30, 2024, the Group's total equity increased from HK$11,733 thousand at the beginning of the period to HK$25,135 thousand, primarily due to profit for the period of HK$16,828 thousand, partially offset by exchange losses of HK$3,486 thousand Overview of Equity Movements (Six Months Ended June 30) | Metric | 2024 (HK$ '000) | 2023 (HK$ '000) | | :--- | :--- | :--- | | Total equity at beginning of period | 11,733 | 103,916 | | Profit for the period | 16,828 | 12,762 | | Exchange loss on translation of financial statements of overseas operations | (3,486) | (5,037) | | Total comprehensive income/(expense) for the period | 13,342 | 7,725 | | Total equity at end of period | 25,135 | 111,641 | - Special reserve represents the difference between the nominal value of shares of acquired subsidiaries and the nominal value of shares issued by the Company for the acquisition during the Group's reorganization in **2001**[24](index=24&type=chunk) - Other reserves include the difference between the fair value of consideration paid for increasing equity in subsidiaries and the adjustment to non-controlling interests, as well as deemed contributions from shareholders[25](index=25&type=chunk) Condensed Consolidated Statement of Cash Flows Summarizes cash movements from operating, investing, and financing activities during the period [Cash Flow Summary](index=13&type=section&id=Cash%20Flow%20Summary) For the six months ended June 30, 2024, the Group reported a net cash outflow from operating activities, a reversal from the prior period's inflow, with continued cash consumption in investing activities and a net cash inflow from financing activities, resulting in a net decrease in cash and cash equivalents Key Data from Condensed Consolidated Statement of Cash Flows (Six Months Ended June 30) | Metric | 2024 (HK$ '000) | 2023 (HK$ '000) | | :--- | :--- | :--- | | Net cash (used in)/generated from operating activities | (151) | 79 | | Net cash used in investing activities | (529) | (110) | | Net cash generated from/(used in) financing activities | 364 | (1,942) | | Net decrease in cash and cash equivalents | (316) | (1,973) | | Effect of foreign exchange rate changes, net | (1,171) | 933 | | Cash and cash equivalents at beginning of period | 3,334 | 1,849 | | Cash and cash equivalents at end of period | 1,847 | 809 | - Cash flow from operating activities shifted from a net inflow in the **2023** corresponding period to a net outflow in the **2024** corresponding period[26](index=26&type=chunk) - Cash flow from financing activities shifted from a net outflow in the **2023** corresponding period to a net inflow in the **2024** corresponding period[26](index=26&type=chunk) Notes to the Condensed Consolidated Financial Statements Provides detailed explanations and disclosures supporting the condensed consolidated financial statements [1. General Information](index=14&type=section&id=1.%20General%20Information) China Regenerative Medicine International Limited, incorporated in the Cayman Islands and listed on GEM, operates as an investment holding company with subsidiaries primarily providing aesthetic medical, beauty, and medical services - The Company was incorporated in the Cayman Islands on **April 20, 2001**[27](index=27&type=chunk) - The Company's shares are listed on GEM of The Stock Exchange of Hong Kong Limited[27](index=27&type=chunk) - The principal businesses are providing (i) aesthetic medical and beauty services; and (ii) medical services[27](index=27&type=chunk) [2. Basis of Preparation](index=14&type=section&id=2.%20Basis%20of%20Preparation) The interim financial statements are prepared in accordance with HKAS 34 and GEM Listing Rules, with consistent accounting policies as the 2023 annual financial statements, and no significant impact from new HKFRSs, noting the restatement of 2023 comparative figures due to revenue recognition adjustments for agency business - The statements are prepared in accordance with **HKAS 34** and the GEM Listing Rules[27](index=27&type=chunk) - The adoption of new or revised HKFRSs had no significant impact on the amounts or disclosures in the statements[28](index=28&type=chunk) Restatement Impact on Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income for the Six Months Ended June 30, 2023 | Metric | Previously reported (HK$ '000) | Correction of misstatement (HK$ '000) | Restated (HK$ '000) | | :--- | :--- | :--- | :--- | | Revenue | 100,091 | (25,875) | 74,216 | | Cost of sales | (69,604) | 25,875 | (43,729) | | Gross profit | 30,487 | - | 30,487 | - The agency business ceased operations from **May 2023** and made no contribution to the Group in the first half of **2024** (first half of **2023**: net loss of approximately **HK$897 thousand**)[29](index=29&type=chunk)[31](index=31&type=chunk) [3. Revenue and Other Income, Gains and Losses](index=17&type=section&id=3.%20Revenue%20and%20Other%20Income%2C%20Gains%20and%20Losses) For the six months ended June 30, 2024, total Group revenue was HK$59,785 thousand, a decrease from the prior period, with a significant increase in revenue recognized at a 'point in time' and a substantial decrease in revenue recognized 'over time', while other income, gains, and losses primarily stemmed from government grants and other gains Revenue Recognition Methods (Six Months Ended June 30) | Revenue recognition method | 2024 (HK$ '000) | 2023 (HK$ '000) (Restated) | | :--- | :--- | :--- | | Revenue recognized after services provided: at a point in time | 25,742 | 3,291 | | Revenue recognized after services provided: over time | 34,043 | 70,925 | | **Total revenue** | **59,785** | **74,216** | Other Income, Gains and Losses (Six Months Ended June 30) | Item | 2024 (HK$ '000) | 2023 (HK$ '000) | | :--- | :--- | :--- | | Bank interest income | 3 | 9 | | Government grant income | 36 | – | | Gain on disposal of property, plant and equipment | – | 1 | | Others | 44 | 10 | | **Total** | **83** | **20** | [4. Segment Information](index=18&type=section&id=4.%20Segment%20Information) The Group primarily operates in aesthetic medical and beauty services and medical services, with aesthetic medical and beauty services remaining the main revenue source, though external sales for both segments decreased, and Hong Kong contributed the vast majority of revenue, with emerging contributions from Mainland China - The Group's identified operating and reportable segments are: aesthetic medical and beauty services, and medical services[39](index=39&type=chunk)[41](index=41&type=chunk) Segment Revenue and Results (Six Months Ended June 30) | Metric | Aesthetic medical and beauty services (HK$ '000) | Medical services (HK$ '000) | Total (HK$ '000) | | :--- | :--- | :--- | :--- | | **2024** | | | | | External sales and revenue | 56,799 | 2,986 | 59,785 | | Segment profit/(loss) | 28,844 | (1,872) | 26,972 | | **2023 (Restated)** | | | | | External sales and revenue | 70,655 | 3,561 | 74,216 | | Segment profit | 29,028 | 1,316 | 30,344 | Geographical Location of Customer Revenue (Six Months Ended June 30) | Region | 2024 (HK$ '000) | 2023 (HK$ '000) (Restated) | | :--- | :--- | :--- | | Hong Kong | 59,368 | 74,216 | | China | 417 | – | | **Total** | **59,785** | **74,216** | [5. Finance Costs](index=21&type=section&id=5.%20Finance%20Costs) For the six months ended June 30, 2024, the Group's total finance costs increased to HK$638 thousand, primarily comprising interest on lease liabilities and shareholder loans Finance Costs Details (Six Months Ended June 30) | Item | 2024 (HK$ '000) | 2023 (HK$ '000) | | :--- | :--- | :--- | | Interest on lease liabilities | 314 | 540 | | Interest on shareholder loans | 324 | – | | **Total** | **638** | **540** | - Interest on shareholder loans arose from an unsecured, non-current shareholder loan of approximately **HK$21,579 thousand** bearing an annual interest rate of **3%**[53](index=53&type=chunk)[54](index=54&type=chunk) [6. Profit Before Tax](index=22&type=section&id=6.%20Profit%20Before%20Tax) For the six months ended June 30, 2024, the Group's profit before tax was HK$16,828 thousand, after deducting depreciation of property, plant and equipment, right-of-use assets, advertising and marketing expenses, cost of inventories sold, and employee benefit expenses Deductions from Profit Before Tax (Six Months Ended June 30) | Item | 2024 (HK$ '000) | 2023 (HK$ '000) (Restated) | | :--- | :--- | :--- | | Depreciation of property, plant and equipment | 410 | 278 | | Depreciation of right-of-use assets | 5,235 | 5,432 | | Advertising and marketing (included in selling and distribution expenses) | 548 | 745 | | Cost of inventories sold | 4,757 | 3,838 | | Employee benefit expenses (including directors' emoluments) | 8,353 | 6,060 | - Employee benefit expenses significantly increased, reflecting higher personnel costs[55](index=55&type=chunk) [7. Income Tax Credit](index=22&type=section&id=7.%20Income%20Tax%20Credit) For the six months ended June 30, 2024, the Group made no provision for Hong Kong profits tax or PRC enterprise income tax due to sufficient tax losses available for offset in Hong Kong and no taxable profits generated in the PRC Income Tax Credit (Six Months Ended June 30) | Item | 2024 (HK$ '000) | 2023 (HK$ '000) | | :--- | :--- | :--- | | Current tax | – | – | | Deferred tax expense | – | 1,872 | | **Total** | **–** | **1,872** | - No provision for Hong Kong profits tax was made due to sufficient tax losses available for offset[59](index=59&type=chunk) - No provision for PRC enterprise income tax was made as no taxable profits were generated in the PRC during the period[58](index=58&type=chunk) [8. Dividends](index=23&type=section&id=8.%20Dividends) The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2024, consistent with the prior corresponding period - No interim dividend is recommended for the six months ended **June 30, 2024** (corresponding period in **2023**: nil)[60](index=60&type=chunk) [9. Earnings Per Share](index=23&type=section&id=9.%20Earnings%20Per%20Share) For the six months ended June 30, 2024, both basic and diluted earnings per share attributable to owners of the Company were 5.53 HK cents, an increase from the prior period, with calculations reflecting the share consolidation on September 6, 2023, and no potential dilutive ordinary shares Earnings Per Share (Six Months Ended June 30) | Metric | 2024 (HK cents) | 2023 (HK cents) | | :--- | :--- | :--- | | Basic earnings per share | 5.53 | 4.47 | | Diluted earnings per share | 5.53 | 4.47 | Earnings Per Share Calculation Data (Six Months Ended June 30) | Metric | 2024 (HK$ '000/thousand shares) | 2023 (HK$ '000/thousand shares) | | :--- | :--- | :--- | | Profit attributable to owners of the Company used in calculating basic earnings per share | 16,828 | 12,762 | | Weighted average number of ordinary shares in issue (thousand shares) | 304,252 | 285,429 | - On **September 6, 2023**, every ten issued and unissued ordinary shares of the Company were consolidated into one share, and comparative figures have been restated accordingly[67](index=67&type=chunk) - Share options were not assumed to be exercised for diluted earnings per share calculation as their exercise price was higher than the average market price of the shares[66](index=66&type=chunk) [10. Trade Receivables, Deposits, Prepayments and Other Receivables](index=25&type=section&id=10.%20Trade%20Receivables%2C%20Deposits%2C%20Prepayments%20and%20Other%20Receivables) As of June 30, 2024, total trade receivables, deposits, prepayments, and other receivables amounted to HK$129,175 thousand, a decrease from December 31, 2023, with trade receivables increasing and their aging structure becoming shorter-term Receivables Details (As of June 30) | Item | 2024 (HK$ '000) | December 31, 2023 (HK$ '000) | | :--- | :--- | :--- | | Trade receivables | 1,551 | 1,196 | | Deposits, prepayments and other receivables | 129,175 | 163,604 | | - Rental deposits | 5,657 | 5,657 | | - Other deposits | 888 | 1,328 | | - Prepayments | 96 | 189 | | - Other receivables (net of recognized impairment loss) | 122,534 | 156,430 | Aging Analysis of Trade Receivables (As of June 30) | Aging | 2024 (HK$ '000) | December 31, 2023 (HK$ '000) | | :--- | :--- | :--- | | 0–90 days | 1,403 | 646 | | 91–180 days | 3 | 235 | | 181–270 days | 143 | 310 | | 271–360 days | – | – | | Over 360 days | 2 | 5 | | **Total** | **1,551** | **1,196** | - The average credit period granted to customers by the Group is **60 to 180 days**, consistent with the prior year-end[72](index=72&type=chunk) [11. Trade Payables](index=26&type=section&id=11.%20Trade%20Payables) As of June 30, 2024, total trade payables significantly increased to HK$5,512 thousand from December 31, 2023, primarily concentrated in the 0-30 days aging category Aging Analysis of Trade Payables (As of June 30) | Aging | 2024 (HK$ '000) | December 31, 2023 (HK$ '000) | | :--- | :--- | :--- | | 0–30 days | 2,446 | 2,099 | | 31–60 days | 1,226 | 374 | | 61–90 days | 1,667 | – | | 91–120 days | – | – | | 121–150 days | 173 | – | | **Total** | **5,512** | **2,473** | - The average credit period granted by suppliers to the Group is **30 to 60 days**, consistent with the prior year-end[73](index=73&type=chunk) [12. Share Capital](index=26&type=section&id=12.%20Share%20Capital) As of June 30, 2024, the company's authorized and issued and fully paid share capital remained unchanged at 304,252,480 ordinary shares with a par value of HK$0.20 each Share Capital Structure (As of June 30) | Item | Number of shares | Par value (HK$ '000) | | :--- | :--- | :--- | | Authorized share capital (ordinary shares of HK$0.20 each) | 500,000,000 | 100,000 | | Issued and fully paid share capital (ordinary shares of HK$0.20 each) | 304,252,480 | 60,850 | - The Company's share capital structure remained unchanged during the reporting period[74](index=74&type=chunk) [13. Related Party Transactions](index=27&type=section&id=13.%20Related%20Party%20Transactions) For the six months ended June 30, 2024, the Group's total remuneration for key management personnel was HK$609 thousand, a decrease from the prior corresponding period Key Management Personnel Remuneration (Six Months Ended June 30) | Item | 2024 (HK$ '000) | 2023 (HK$ '000) | | :--- | :--- | :--- | | Salaries and other benefits | 600 | 1,000 | | Contributions to retirement benefit schemes | 9 | 15 | | **Total** | **609** | **1,015** | [14. Events After the Reporting Period](index=27&type=section&id=14.%20Events%20After%20the%20Reporting%20Period) No significant events occurred after the reporting period up to the date of this report - No significant events occurred after the reporting period up to the date of this report[79](index=79&type=chunk) Management Discussion and Analysis Offers management's perspective on the group's operational performance, financial condition, and future outlook [Business Review and Future Prospect](index=28&type=section&id=Business%20Review%20and%20Future%20Prospect) In the first half of 2024, the Group's business experienced a stabilization period post-border reopening, falling short of explosive growth expectations, as the Hong Kong retail market was affected by changing consumption patterns and Mainland China's economic challenges constrained customer spending, prompting the Group to continuously evaluate its operations and explore opportunities to expand its healthcare business - Business in **2024** did not experience the anticipated explosive growth, showing a stabilization phenomenon after the initial surge following border reopening[81](index=81&type=chunk) - The Hong Kong retail market contracted due to residents' preference for leisure consumption in Mainland China, having a slight impact on the Group's business[81](index=81&type=chunk) - The challenging economic environment in China may limit customer purchasing power and willingness to spend[81](index=81&type=chunk) - The Group will continue to seek opportunities to expand its business scope in the healthcare industry and reallocate resources as appropriate[82](index=82&type=chunk) [Financial Review](index=29&type=section&id=Financial%20Review) The Group's revenue for the first half of 2024 decreased by 19.44% to HK$59.78 million, primarily due to the absence of the retaliatory consumption from Mainland Chinese customers seen in 2023, yet gross profit increased by 29.53% to HK$39.49 million, and profit for the period grew to HK$16.83 million, with significant increases in net current assets and net assets, improving liquidity Financial Performance Summary (Six Months Ended June 30) | Metric | 2024 (HK$ million) | 2023 (HK$ million) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 59.78 | 74.22 | -19.44% | | Gross profit | 39.49 | 30.49 | +29.53% | | Profit for the period | 16.83 | 10.89 | +54.55% | | Total operating expenses | 22.11 | 19.08 | +15.88% | - The decrease in revenue was mainly due to the absence of the retaliatory consumption from Mainland Chinese customers in **2024** following the lifting of anti-epidemic measures in **2023**[82](index=82&type=chunk) Assets and Liabilities Position (As of June 30) | Metric | 2024 (HK$ million) | December 31, 2023 (HK$ million) | Change (%) | | :--- | :--- | :--- | :--- | | Net current assets | 34.66 | 20.79 | +66.71% | | Net assets | 25.14 | 11.79 | +113.23% | | Current assets | 132.87 | 168.58 | -21.29% | | Current liabilities | 98.21 | 147.79 | -33.54% | | Working capital ratio | 1.35 | 1.14 | +18.42% | | Debt-to-equity ratio | 1.64 | 2.99 | -45.15% | - The Group primarily funds its operations through internally generated cash flows and shareholder loans[83](index=83&type=chunk) [Details of Future Plans for Material Investment or Capital Assets](index=32&type=section&id=Details%20of%20Future%20Plans%20for%20Material%20Investment%20or%20Capital%20Assets) The Group is negotiating a RMB10.25 million (approximately HK$11.17 million) capital injection into Changzhou Bomei Biotechnology Co., Ltd. for approximately 33.3% equity, with no other specific material investment or capital asset plans as of June 30, 2024 - China Regenerative Medicine (Hong Kong) Health Technology Co., Ltd. is negotiating a capital increase and subscription agreement with Changzhou Xingkong Medical Aesthetic Clinic Co., Ltd. for Changzhou Bomei Biotechnology Co., Ltd[87](index=87&type=chunk) - China Regenerative Health will inject **RMB10,250,000** (approximately **HK$11,172,500**) in cash, holding approximately **33.3%** equity in the target company upon completion[87](index=87&type=chunk) - As of **June 30, 2024**, the Group had no other specific future plans for material investments or capital assets[87](index=87&type=chunk) [Dividend](index=32&type=section&id=Dividend) The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2024, consistent with the prior corresponding period - No interim dividend is recommended for the six months ended **June 30, 2024** (corresponding period in **2023**: nil)[87](index=87&type=chunk) [Employee Information and Remuneration Policy](index=33&type=section&id=Employee%20Information%20and%20Remuneration%20Policy) As of June 30, 2024, the Group's employee count increased to 39, primarily located in Hong Kong and Mainland China, with total employee remuneration rising to approximately HK$8.35 million, and remuneration policy based on individual performance and experience - As of **June 30, 2024**, the Group had **39** employees (corresponding period in **2023**: **29** employees), primarily located in Hong Kong and Mainland China[88](index=88&type=chunk) - For the six months ended **June 30, 2024**, total employee remuneration (including directors' emoluments and contributions to retirement benefit schemes) was approximately **HK$8.35 million** (corresponding period in **2023**: approximately **HK$6.06 million**)[88](index=88&type=chunk) - Remuneration and bonus policies are determined with reference to employees' individual performance and experience[88](index=88&type=chunk) Other Information Covers additional disclosures including director and shareholder interests, share options, and corporate governance practices [Directors and Chief Executives' Interests and Short Positions in Shares and Underlying Shares](index=34&type=section&id=Directors%20and%20Chief%20Executives%27%20Interests%20and%20Short%20Positions%20in%20Shares%20and%20Underlying%20Shares) As of June 30, 2024, Mr. Wang Chuang, the Executive Director and CEO, held a long position in the Company's shares, representing 24.28% of the issued share capital, with no other directors or chief executives having disclosable interests or short positions Directors' and Chief Executives' Long Positions in Shares and Underlying Shares (As of June 30) | Name | Capacity | Total long position in shares and underlying shares | Approximate percentage of issued share capital | | :--- | :--- | :--- | :--- | | Wang Chuang | Beneficial owner | 73,875,530 | 24.28% | - Save for Mr. Wang Chuang, no other directors or chief executives had any interests or short positions in the shares, underlying shares, or debentures of the Company that were required to be notified[93](index=93&type=chunk) [Substantial Shareholders and Other Persons' Interests in Shares and Underlying Shares](index=35&type=section&id=Substantial%20Shareholders%20and%20Other%20Persons%27%20Interests%20in%20Shares%20and%20Underlying%20Shares) As of June 30, 2024, several entities and individuals held significant long positions in the Company's shares, including Quan Hui Holdings Limited (19.15%), Mr. Ma Tak Man (19.18%), Mr. Wong Kwok Keung (19.18%), Mr. Li Ren (19.85%), China Orient Asset Management Co., Ltd. (5.18%), Changzhou Yaoguang Enterprise Management Consulting Partnership (Limited Partnership) (8.62%), and Changzhou Zhongmin Xingkong Enterprise Management Consulting Service Partnership (Limited Partnership) (5.28%) Substantial Shareholders' and Other Persons' Long Positions in Shares and Underlying Shares (As of June 30) | Name of shareholder | Capacity | Total long position in shares and underlying shares | Approximate percentage of issued share capital | | :--- | :--- | :--- | :--- | | Quan Hui Holdings Limited | Beneficial owner | 58,254,776 | 19.15% | | Ma Tak Man | Other | 58,342,276 | 19.18% | | Wong Kwok Keung | Other | 58,342,276 | 19.18% | | Li Ren | Interest in controlled corporation/Beneficial owner | 60,392,776 | 19.85% | | China Orient Asset Management Co., Ltd. | Interest in controlled corporation | 15,774,465 | 5.18% | | Changzhou Yaoguang Enterprise Management Consulting Partnership (Limited Partnership) | Interest in controlled corporation | 26,240,000 | 8.62% | | Lei Changjuan | Interest in controlled corporation | 26,240,000 | 8.62% | | Changzhou Zhongmin Xingkong Enterprise Management Consulting Service Partnership (Limited Partnership) | Interest in controlled corporation | 16,060,000 | 5.28% | | Kong Yushu | Interest in controlled corporation | 16,060,000 | 5.28% | - Quan Hui Holdings Limited has pledged its interest in **15,774,465** shares to Optimus[99](index=99&type=chunk) - Due to a bankruptcy order, Mr. Dai Yuk Man's property, including equity interests, has vested in the trustees Mr. Ma Tak Man and Mr. Wong Kwok Keung[99](index=99&type=chunk) [Directors' Rights to Acquire Shares or Debentures](index=39&type=section&id=Directors%27%20Rights%20to%20Acquire%20Shares%20or%20Debentures) For the six months ended June 30, 2024, no directors, their spouses, or children under 18 were granted or exercised any rights to acquire benefits through purchasing the Company's shares or debentures - For the six months ended **June 30, 2024**, no directors, their spouses, or children under **18** were granted or exercised any rights to acquire benefits through purchasing the Company's shares or debentures[103](index=103&type=chunk) [Directors' Interest in Competing Business](index=40&type=section&id=Directors%27%20Interest%20in%20Competing%20Business) For the six months ended June 30, 2024, no directors, substantial shareholders, or their respective close associates held any interests in businesses that compete or are likely to compete with the Group's business - For the six months ended **June 30, 2024**, no directors or substantial shareholders held interests in competing businesses[107](index=107&type=chunk) [Share Options](index=40&type=section&id=Share%20Options) The Company adopted a share option scheme in 2011 to incentivize participants, with two batches of unexercised share options remaining as of June 30, 2024, and no new grants, exercises, reclassifications, or lapses during the reporting period - The share option scheme was adopted on **September 14, 2011**, to provide incentives or rewards to eligible employees, suppliers, customers, and others[107](index=107&type=chunk) Overview of Share Option Movements (Six Months Ended June 30) | Date of grant | Adjusted exercise price (HK$) | Outstanding as of December 31, 2023 | Outstanding as of June 30, 2024 | | :--- | :--- | :--- | :--- | | September 16, 2015 | 90.00 | 330,200 | 330,200 | | September 9, 2016 | 58.20 | 390,520 | 390,520 | - For the six months ended **June 30, 2024**, there were no new grants, exercises, reclassifications, or lapses of share options[108](index=108&type=chunk)[113](index=113&type=chunk) - The number of share options and their exercise prices have been adjusted due to two share consolidations on **May 16, 2019**, and **September 6, 2023**[120](index=120&type=chunk)[121](index=121&type=chunk) [Issue of Equity Securities](index=47&type=section&id=Issue%20of%20Equity%20Securities) For the six months ended June 30, 2024, the Company did not issue any equity securities - For the six months ended **June 30, 2024**, the Company did not issue any equity securities[122](index=122&type=chunk) [Corporate Governance Practice](index=47&type=section&id=Corporate%20Governance%20Practice) The Company complied with all code provisions of the Corporate Governance Code in Appendix C1 of the GEM Listing Rules for the six months ended June 30, 2024, except for the combined roles of Chairman and Chief Executive Officer held by Mr. Wang Chuang, which the Board believes aids business strategy execution and operational efficiency - The Company complied with all code provisions of the Corporate Governance Code, except for code provision C.2.1[122](index=122&type=chunk) - Mr. Wang Chuang holds both the Chairman and Chief Executive Officer roles, which the Board believes facilitates the execution of the Group's business strategies and enhances operational efficiency[122](index=122&type=chunk) [Review of Interim Financial Statements by Audit Committee](index=48&type=section&id=Review%20of%20Interim%20Financial%20Statements%20by%20Audit%20Committee) The Company's Audit Committee, comprising three independent non-executive directors, has reviewed the unaudited condensed consolidated interim financial statements for the six months ended June 30, 2024 - The Audit Committee, composed of three independent non-executive directors, has reviewed the Company's unaudited condensed consolidated interim financial statements for the six months ended **June 30, 2024**[123](index=123&type=chunk) [Securities Dealing Code](index=48&type=section&id=Securities%20Dealing%20Code) The Company adopted the Securities Dealing Code for directors as set out in the GEM Listing Rules, and all directors confirmed full compliance with the required dealing standards for the six months ended June 30, 2024, following specific inquiries - The Company has adopted the Securities Dealing Code for directors as set out in Rules **5.48 to 5.67** of the GEM Listing Rules[123](index=123&type=chunk) - All directors confirmed full compliance with the required dealing standards for the six months ended **June 30, 2024**[123](index=123&type=chunk) [Purchase, Sale or Redemption of Securities](index=48&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20Securities) For the six months ended June 30, 2024, neither the Company nor any of its subsidiaries purchased, redeemed, or sold any of the Company's listed securities - For the six months ended **June 30, 2024**, neither the Company nor any of its subsidiaries purchased, redeemed, or sold any of the Company's listed securities[123](index=123&type=chunk) [Event After the Reporting Period](index=49&type=section&id=Event%20After%20the%20Reporting%20Period_Other%20Information) No significant events occurred after the reporting period up to the date of this report - No significant events occurred after the reporting period up to the date of this report[125](index=125&type=chunk)

[Corporate Information](index=4&type=section&id=Corporate%20Information) The company's board comprises executive, non-executive, and independent non-executive directors, with Mr. Wang Chuang serving as Chairman and CEO [Directors and Company Secretary](index=4&type=section&id=Directors%20and%20Company%20Secretary) The board consists of executive, non-executive, and independent non-executive directors, with Mr. Wang Chuang as Chairman and CEO; Mr. Tsang Ho Yin resigned as non-executive director, and Mr. Wong Po Tin was appointed company secretary - Mr. Wang Chuang serves as Chairman and Chief Executive Officer, also acting as Compliance Officer and Authorised Representative[5](index=5&type=chunk)[6](index=6&type=chunk) - Mr. Tsang Ho Yin resigned as a non-executive director on August 20, 2024[5](index=5&type=chunk) - Mr. Wong Po Tin was appointed Company Secretary and Authorised Representative on July 2, 2024, with Mr. Yau Woon Fat resigning on the same day[5](index=5&type=chunk)[6](index=6&type=chunk) [Committees](index=4&type=section&id=Committees) The company has Nomination, Remuneration, and Audit Committees to ensure effective corporate governance, chaired by Dr. Liu Ming and Mr. Leung Man Fai respectively - The Nomination Committee is chaired by Dr. Liu Ming, with members Mr. Leung Man Fai and Ms. Fok Chun Yuk[5](index=5&type=chunk) - The Remuneration Committee is chaired by Dr. Liu Ming, with members Ms. Fok Chun Yuk and Mr. Leung Man Fai; Mr. Tsang Ho Yin resigned on August 20, 2024[5](index=5&type=chunk) - The Audit Committee is chaired by Mr. Leung Man Fai, with members Dr. Liu Ming and Ms. Fok Chun Yuk[5](index=5&type=chunk) [Key Offices and Advisors](index=5&type=section&id=Key%20Offices%20and%20Advisors) The company is registered in the Cayman Islands with its principal Hong Kong office in Tsim Sha Tsui, engaging HSBC as a primary bank and Zhongzheng Tianheng CPA as auditor - The company's registered office is in the Cayman Islands, and its principal place of business in Hong Kong is located in Miramar Tower, Tsim Sha Tsui, Kowloon[6](index=6&type=chunk) - Principal bankers include The Hongkong and Shanghai Banking Corporation Limited, Hang Seng Bank Limited, Dah Sing Bank, Limited, Hua Xia Bank, and Jiangnan Rural Commercial Bank[6](index=6&type=chunk) - The auditor is Zhongzheng Tianheng CPA Limited, and legal advisors include Conyers Dill & Pearman (Cayman Islands law) and Yau Woon Fat & Co. (Hong Kong law)[6](index=6&type=chunk)[7](index=7&type=chunk) [Condensed Consolidated Financial Statements](index=7&type=section&id=Condensed%20Consolidated%20Financial%20Statements) The condensed consolidated financial statements provide a summary of the company's financial performance and position for the period [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=7&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the six months ended June 30, 2024, revenue decreased by 19.44% to HKD 59,785 thousand, but gross profit increased by 29.53% to HKD 39,490 thousand, with profit for the period rising 31.86% to HKD 16,828 thousand Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the six months ended June 30) | Indicator | 2024 (HKD thousand) | 2023 (HKD thousand) (Restated) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 59,785 | 74,216 | -19.44% | | Cost of sales | (20,295) | (43,729) | -53.60% | | Gross profit | 39,490 | 30,487 | +29.53% | | Other income, gains and losses | 83 | 20 | +315.00% | | Selling and distribution expenses | (3,116) | (3,352) | -7.04% | | Administrative and other expenses | (18,991) | (15,725) | +20.77% | | Finance costs | (638) | (540) | +18.15% | | Profit before tax | 16,828 | 10,890 | +54.53% | | Income tax credit | – | 1,872 | -100.00% | | Profit for the period | 16,828 | 12,762 | +31.86% | | Other comprehensive expenses | (3,486) | (5,037) | -30.80% | | Total comprehensive income for the period | 13,342 | 7,725 | +72.72% | | Basic earnings per share (HK cents) | 5.53 | 4.47 | +23.71% | | Diluted earnings per share (HK cents) | 5.53 | 4.47 | +23.71% | - The decrease in revenue was primarily due to the absence of the retaliatory consumption by mainland Chinese customers in 2024, which occurred in 2023 after the lifting of anti-epidemic measures[83](index=83&type=chunk) - The increase in gross profit was mainly attributable to a significant decrease in cost of sales[9](index=9&type=chunk) [Condensed Consolidated Statement of Financial Position](index=9&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2024, net current assets and total equity increased, driven by the profit for the period, with total current assets at HKD 132,869 thousand and net current assets at HKD 34,656 thousand Condensed Consolidated Statement of Financial Position (As of June 30) | Indicator | June 30, 2024 (HKD thousand) | December 31, 2023 (HKD thousand) | Change (%) | | :--- | :--- | :--- | :--- | | **Non-current assets** | | | | | Property, plant and equipment | 2,995 | 2,873 | +4.25% | | Right-of-use assets | 9,210 | 14,445 | -36.11% | | **Current assets** | | | | | Inventories | 296 | 445 | -33.50% | | Trade receivables | 1,551 | 1,196 | +29.68% | | Deposits, prepayments and other receivables | 129,175 | 163,604 | -21.05% | | Cash and bank balances | 1,847 | 3,334 | -44.59% | | **Current liabilities** | | | | | Trade payables | 5,512 | 2,473 | +122.97% | | Accruals and other payables | 19,510 | 14,910 | +30.85% | | Contract liabilities | 18,908 | 81,090 | -76.68% | | Lease liabilities | 9,667 | 10,395 | -7.00% | | Shareholder loans | 19,633 | 13,629 | +44.06% | | Current tax liabilities | 24,983 | 25,293 | -1.23% | | **Net current assets** | 34,656 | 20,789 | +66.70% | | **Total equity** | 25,135 | 11,793 | +113.13% | - The increase in net current assets and total equity was primarily attributable to the operating profit of approximately **HKD 16.83 million** for the six months ended June 30, 2024[84](index=84&type=chunk) [Condensed Consolidated Statement of Changes in Equity](index=11&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) Total equity increased from HKD 11,733 thousand to HKD 25,135 thousand for the six months ended June 30, 2024, primarily due to profit for the period, partially offset by exchange losses Condensed Consolidated Statement of Changes in Equity (For the six months ended June 30) | Indicator | January 1, 2024 (HKD thousand) | Profit for the period (HKD thousand) | Other comprehensive expenses (HKD thousand) | June 30, 2024 (HKD thousand) | | :--- | :--- | :--- | :--- | :--- | | Share capital | 60,850 | – | – | 60,850 | | Share premium | 3,215,749 | – | – | 3,215,749 | | Exchange reserve | (11,188) | – | (3,486) | (14,675) | | Special reserve | (200) | – | – | (200) | | Other reserves | (413,100) | – | – | (413,100) | | Share option reserve | 40,609 | – | – | 40,609 | | Accumulated losses | (2,880,926) | 16,828 | – | (2,864,098) | | **Total equity** | **11,793** | **16,828** | **(3,486)** | **25,135** | - **Profit for the period of HKD 16,828 thousand** was the main contributor to the growth in total equity[23](index=23&type=chunk) - Exchange losses had a negative impact on total equity, amounting to **HKD 3,486 thousand** during the period[23](index=23&type=chunk) [Condensed Consolidated Statement of Cash Flows](index=13&type=section&id=Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) For the six months ended June 30, 2024, the company reported net cash outflow from operating activities of HKD 151 thousand and investing activities of HKD 529 thousand, offset by net cash inflow from financing activities of HKD 364 thousand Condensed Consolidated Statement of Cash Flows (For the six months ended June 30) | Indicator | 2024 (HKD thousand) | 2023 (HKD thousand) | | :--- | :--- | :--- | | Net cash (used in) / generated from operating activities | (151) | 79 | | Net cash used in investing activities | (529) | (110) | | Net cash generated from / (used in) financing activities | 364 | (1,942) | | Net decrease in cash and cash equivalents | (316) | (1,973) | | Effect of foreign exchange rate changes, net | (1,171) | 933 | | Cash and cash equivalents at beginning of period | 3,334 | 1,849 | | Cash and cash equivalents at end of period | 1,847 | 809 | - Operating activities shifted from net inflow to net outflow, reflecting pressure on operating cash flow[27](index=27&type=chunk) - Cash flow from financing activities changed from net outflow to net inflow, likely related to an increase in shareholder loans[27](index=27&type=chunk)[84](index=84&type=chunk) [Notes to the Condensed Consolidated Financial Statements](index=14&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) These notes provide detailed explanations and disclosures supporting the condensed consolidated financial statements, covering accounting policies, segment information, and financial instrument details [1. General Information](index=14&type=section&id=1.%20General%20Information) The company, incorporated in the Cayman Islands, primarily engages in investment holding, with subsidiaries providing aesthetic medical, beauty, and medical services, and its financial statements are presented in HKD - The company's principal business is investment holding, with subsidiaries providing aesthetic medical and beauty services and medical services[28](index=28&type=chunk) - The financial statements are presented in Hong Kong Dollars, consistent with the Group's functional currency[28](index=28&type=chunk) [2. Basis of Preparation](index=14&type=section&id=2.%20Basis%20of%20Preparation) Interim financial statements are prepared in accordance with HKAS 34 and GEM Listing Rules, reviewed by the Audit Committee, and include a restatement of 2023 comparatives for revenue recognition - The interim financial statements are prepared in accordance with Hong Kong Accounting Standard 34 and the GEM Listing Rules, and have been reviewed by the Audit Committee[28](index=28&type=chunk)[29](index=29&type=chunk) - The comparative financial statements for 2023 were restated due to an adjustment in the recognition method for agency business revenue, changing from a gross basis to a net basis, resulting in a **HKD 25,875 thousand** reduction in both 2023 revenue and cost of sales[29](index=29&type=chunk)[31](index=31&type=chunk) - The restatement had no impact on 2023 basic and diluted earnings per share or accumulated losses[33](index=33&type=chunk) - The agency business ceased operations in May 2023 and made no contribution to the Group in the first half of 2024[32](index=32&type=chunk) [3. Revenue and Other Income, Gain and Loss](index=17&type=section&id=3.%20Revenue%20and%20Other%20Income%2C%20Gain%20and%20Loss) For the six months ended June 30, 2024, the group's revenue primarily derived from services, with significant shifts between point-in-time and over-time recognition, and other income included bank interest and government grants Revenue Composition (For the six months ended June 30) | Revenue Recognition Method | 2024 (HKD thousand) | 2023 (HKD thousand) (Restated) | | :--- | :--- | :--- | | At a point in time | 25,742 | 3,291 | | Over time | 34,043 | 70,925 | | **Total Revenue** | **59,785** | **74,216** | Other Income, Gains and Losses (For the six months ended June 30) | Item | 2024 (HKD thousand) | 2023 (HKD thousand) | | :--- | :--- | :--- | | Bank interest income | 3 | 9 | | Government grants | 36 | – | | Gain on disposal of property, plant and equipment | – | 1 | | Others | 44 | 10 | | **Total** | **83** | **20** | - Point-in-time revenue recognition significantly increased in 2024, while over-time revenue recognition substantially decreased[38](index=38&type=chunk) [4. Segment Information](index=18&type=section&id=4.%20Segment%20Information) The group operates in aesthetic medical and beauty services and medical services, with the former contributing most revenue and profit, and revenue primarily generated from Hong Kong - The Group's operating segments include aesthetic medical and beauty services and medical services[40](index=40&type=chunk)[42](index=42&type=chunk) Segment Revenue and Results (For the six months ended June 30) | Segment | 2024 Revenue (HKD thousand) | 2024 Segment Profit/(Loss) (HKD thousand) | 2023 Revenue (HKD thousand) (Restated) | 2023 Segment Profit (HKD thousand) | | :--- | :--- | :--- | :--- | :--- | | Aesthetic medical and beauty services | 56,799 | 28,844 | 70,655 | 29,028 | | Medical services | 2,986 | (1,872) | 3,561 | 1,316 | | **Total** | **59,785** | **26,972** | **74,216** | **30,344** | - In 2024, revenue from aesthetic medical and beauty services decreased year-on-year, but segment profit remained stable; medical services saw a decline in both revenue and profit, turning into a loss[45](index=45&type=chunk)[46](index=46&type=chunk) Revenue by Geographical Location (For the six months ended June 30) | Geographical Location | 2024 (HKD thousand) | 2023 (HKD thousand) (Restated) | | :--- | :--- | :--- | | Hong Kong | 59,368 | 74,216 | | China | 417 | – | | **Total** | **59,785** | **74,216** | - In 2024, the China region began contributing revenue, while revenue from the Hong Kong region decreased[52](index=52&type=chunk) [5. Finance Costs](index=21&type=section&id=5.%20Finance%20Costs) For the six months ended June 30, 2024, total finance costs were HKD 638 thousand, mainly comprising interest on lease liabilities and a new item of interest on shareholder loans Finance Costs (For the six months ended June 30) | Item | 2024 (HKD thousand) | 2023 (HKD thousand) | | :--- | :--- | :--- | | Interest on lease liabilities | 314 | 540 | | Interest on shareholder loans | 324 | – | | **Total** | **638** | **540** | - New interest on shareholder loans amounted to **HKD 324 thousand** in 2024, arising from an unsecured shareholder loan of **HKD 21,579 thousand** with an annual interest rate of 3%[54](index=54&type=chunk)[55](index=55&type=chunk) [6. Profit Before Tax](index=22&type=section&id=6.%20Profit%20Before%20Tax) For the six months ended June 30, 2024, profit before tax was determined after deducting depreciation, advertising, cost of inventories sold, and significantly increased employee benefit expenses Profit Before Tax Deductions (For the six months ended June 30) | Item | 2024 (HKD thousand) | 2023 (HKD thousand) (Restated) | | :--- | :--- | :--- | | Depreciation of property, plant and equipment | 410 | 278 | | Depreciation of right-of-use assets | 5,235 | 5,432 | | Advertising and marketing expenses | 548 | 745 | | Cost of inventories sold | 4,757 | 3,838 | | Employee benefit expenses | 8,353 | 6,060 | - Employee benefit expenses increased by **37.84%** year-on-year, primarily due to the Group commencing operations in China in June 2023, leading to higher staff costs[56](index=56&type=chunk)[83](index=83&type=chunk) [7. Income Tax Credit](index=22&type=section&id=7.%20Income%20Tax%20Credit) For the six months ended June 30, 2024, no provision was made for Hong Kong profits tax or PRC enterprise income tax due to sufficient tax losses and no assessable profits respectively Income Tax Credit (For the six months ended June 30) | Item | 2024 (HKD thousand) | 2023 (HKD thousand) | | :--- | :--- | :--- | | Current tax | – | – | | Deferred tax expense | – | 1,872 | | **Total** | **–** | **1,872** | - No provision was made for Hong Kong profits tax as there were sufficient tax losses available to offset assessable profits[60](index=60&type=chunk)[63](index=63&type=chunk) - No provision was made for PRC enterprise income tax as no assessable profits were generated during the period[59](index=59&type=chunk)[63](index=63&type=chunk) [8. Dividends](index=23&type=section&id=8.%20Dividends) The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2024, consistent with the prior year - The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2024 (2023: nil)[61](index=61&type=chunk)[64](index=64&type=chunk) [9. Earnings Per Share](index=23&type=section&id=9.%20Earnings%20Per%20Share) For the six months ended June 30, 2024, basic earnings per share increased to 5.53 HK cents, with diluted earnings per share being identical due to non-dilutive share options Earnings Per Share (For the six months ended June 30) | Indicator | 2024 (HK cents) | 2023 (HK cents) | | :--- | :--- | :--- | | Basic earnings per share | 5.53 | 4.47 | | Diluted earnings per share | 5.53 | 4.47 | Earnings Per Share Calculation Data (For the six months ended June 30) | Indicator | 2024 (HKD thousand/thousand shares) | 2023 (HKD thousand/thousand shares) | | :--- | :--- | :--- | | Profit attributable to equity holders of the Company | 16,828 | 12,762 | | Weighted average number of ordinary shares in issue | 304,252 | 285,429 | - Diluted earnings per share are the same as basic earnings per share because the exercise price of share options was higher than the average market price of shares, and there were no other potential dilutive ordinary shares[67](index=67&type=chunk)[69](index=69&type=chunk) - On September 6, 2023, the company effected a share consolidation of ten shares into one, and comparative figures have been restated accordingly[68](index=68&type=chunk)[69](index=69&type=chunk) [10. Trade Receivables, Deposits, Prepayments and Other Receivables](index=25&type=section&id=10.%20Trade%20Receivables%2C%20Deposits%2C%20Prepayments%20and%20Other%20Receivables) As of June 30, 2024, trade receivables increased to HKD 1,551 thousand, while deposits, prepayments, and other receivables decreased to HKD 129,175 thousand, with most trade receivables due within 90 days Trade Receivables, Deposits, Prepayments and Other Receivables (As of June 30) | Item | June 30, 2024 (HKD thousand) | December 31, 2023 (HKD thousand) | | :--- | :--- | :--- | | Trade receivables | 1,551 | 1,196 | | Lease deposits | 5,657 | 5,657 | | Other deposits | 888 | 1,328 | | Prepayments | 96 | 189 | | Other receivables (net of recognised impairment losses) | 122,534 | 156,430 | | **Total** | **129,175** | **163,604** | Ageing Analysis of Trade Receivables (As of June 30) | Ageing | June 30, 2024 (HKD thousand) | December 31, 2023 (HKD thousand) | | :--- | :--- | :--- | | 0–90 days | 1,403 | 646 | | 91–180 days | 3 | 235 | | 181–270 days | 143 | 310 | | 271–360 days | – | – | | Over 360 days | 2 | 5 | | **Total** | **1,551** | **1,196** | - The average credit period granted to customers by the Group is **60-180 days**, consistent with the prior year[73](index=73&type=chunk) [11. Trade Payables](index=26&type=section&id=11.%20Trade%20Payables) As of June 30, 2024, trade payables significantly increased to HKD 5,512 thousand, primarily due within 90 days, with an average credit period of 30-60 days from suppliers Ageing Analysis of Trade Payables (As of June 30) | Ageing | June 30, 2024 (HKD thousand) | December 31, 2023 (HKD thousand) | | :--- | :--- | :--- | | 0–30 days | 2,446 | 2,099 | | 31–60 days | 1,226 | 374 | | 61–90 days | 1,667 | – | | 91–120 days | – | – | | 121–150 days | 173 | – | | **Total** | **5,512** | **2,473** | - Trade payables increased by **122.97%** year-on-year, primarily concentrated within 0-90 days[74](index=74&type=chunk) - The average credit period granted by suppliers to the Group is **30-60 days**, consistent with the prior year[74](index=74&type=chunk) [12. Share Capital](index=26&type=section&id=12.%20Share%20Capital) As of June 30, 2024, the company's authorized share capital was 500,000,000 ordinary shares of HKD 0.20 each, with 304,252,480 shares issued and fully paid, totaling HKD 60,850 thousand Share Capital Information (As of June 30) | Item | Number of Shares | Par Value (HKD thousand) | | :--- | :--- | :--- | | Authorised share capital (ordinary shares of HKD 0.20 each) | 500,000,000 | 100,000 | | Issued and fully paid share capital (ordinary shares of HKD 0.20 each) | 304,252,480 | 60,850 | - The share capital structure remained stable during the reporting period, with no new issues[75](index=75&type=chunk) [13. Related Party Transactions](index=27&type=section&id=13.%20Related%20Party%20Transactions) For the six months ended June 30, 2024, total remuneration for key management personnel decreased to HKD 609 thousand compared to the prior year Key Management Personnel Remuneration (For the six months ended June 30) | Item | 2024 (HKD thousand) | 2023 (HKD thousand) | | :--- | :--- | :--- | | Salaries and other benefits | 600 | 1,000 | | Contributions to retirement benefit schemes | 9 | 15 | | **Total** | **609** | **1,015** | - Key management personnel remuneration decreased by **39.90%** year-on-year[78](index=78&type=chunk) [14. Events After the Reporting Period](index=27&type=section&id=14.%20Events%20After%20the%20Reporting%20Period) No significant events occurred after the reporting period up to the date of this report - No significant events occurred after the reporting period up to the date of this report[80](index=80&type=chunk)[81](index=81&type=chunk) [Management Discussion and Analysis](index=28&type=section&id=Management%20Discussion%20and%20Analysis) This section reviews the company's business performance, financial results, and future outlook, highlighting key operational and financial trends and strategic initiatives [Business Review and Future Prospect](index=28&type=section&id=Business%20Review%20and%20Future%20Prospect) In H1 2024, Hong Kong's commercial activity improved but retail market shrank due to changing consumption patterns, impacting the group's stable business growth, with future plans to expand healthcare and reallocate resources - After the lifting of anti-epidemic measures, commercial activities in Hong Kong improved, but the retail market contracted due to changing consumption patterns (Hong Kong residents preferring mainland consumption), affecting the Group's business development[82](index=82&type=chunk) - The Group's customer base primarily originates from mainland China, but economic challenges in China may limit customer purchasing power and willingness to spend[82](index=82&type=chunk) - The Group's business focuses on medical and aesthetic medical services for mainland visitors to Hong Kong, with plans to continuously evaluate business operations and development directions to provide more comprehensive solutions[82](index=82&type=chunk) - Future plans include striving to expand the scope of business in the healthcare industry and reallocating resources as appropriate to maintain a leading position[83](index=83&type=chunk) [Financial Review](index=29&type=section&id=Financial%20Review) For the six months ended June 30, 2024, revenue decreased by 19.44% to HKD 59.78 million, but gross profit increased by 29.53% to HKD 39.49 million, with profit for the period rising to HKD 16.83 million, improving liquidity and reducing the gearing ratio Key Financial Performance (For the six months ended June 30) | Indicator | 2024 (HKD million) | 2023 (HKD million) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 59.78 | 74.22 | -19.44% | | Gross profit | 39.49 | 30.49 | +29.53% | | Profit for the period | 16.83 | 10.89 | +54.55% | | Total operating expenses | 22.11 | 19.08 | +15.88% | - The decrease in revenue was primarily due to the absence of the retaliatory consumption effect from mainland Chinese customers in 2024, which was present in 2023[83](index=83&type=chunk) - The **15.88% increase in operating expenses** was mainly due to the Group commencing operations in China in June 2023, leading to higher staff costs[83](index=83&type=chunk) Asset and Liability Status (As of June 30) | Indicator | June 30, 2024 (HKD million) | December 31, 2023 (HKD million) | Change (%) | | :--- | :--- | :--- | :--- | | Net current assets | 34.66 | 20.79 | +66.71% | | Net assets | 25.14 | 11.79 | +113.23% | | Cash and bank balances | 1.85 | 3.33 | -44.59% | | Current assets | 132.87 | 168.58 | -21.29% | | Current liabilities | 98.21 | 147.79 | -33.54% | | Working capital ratio | 1.35 | 1.14 | +18.42% | | Shareholder loans | 41.21 | 35.21 | +17.04% | | Gearing ratio (Shareholder loans/Total equity) | 1.64 | 2.99 | -45.15% | - The Group primarily funds its operations through internal cash flow and shareholder loans[84](index=84&type=chunk) - The Group's foreign exchange risk is manageable, and it will continue to monitor and implement hedging measures as appropriate[85](index=85&type=chunk) [Details of Future Plans for Material Investment or Capital Assets](index=32&type=section&id=Details%20of%20Future%20Plans%20for%20Material%20Investment%20or%20Capital%20Assets) The company plans to inject RMB 10,250,000 into Changzhou Bomei Biotechnology Co., Ltd. through a wholly-owned subsidiary to acquire approximately 33.3% equity, with the transaction still under negotiation - Zhongzaisheng (Hong Kong) Health Technology Co., Limited plans to inject **RMB 10,250,000** (approximately **HKD 11,172,500**) into Changzhou Bomei Biotechnology Co., Ltd., with **RMB 250,000** for increasing registered capital and **RMB 10,000,000** for capital reserve[88](index=88&type=chunk) - Upon completion, Zhongzaisheng Health will hold approximately **33.3%** equity in the target company; this transaction is still under negotiation[88](index=88&type=chunk) - Other than the aforementioned disclosure, as of June 30, 2024, the Group had no other specific future plans for material investments or capital assets[88](index=88&type=chunk) [Dividend](index=32&type=section&id=Dividend) The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2024 - The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2024 (2023: nil)[88](index=88&type=chunk) [Employee Information and Remuneration Policy](index=33&type=section&id=Employee%20Information%20and%20Remuneration%20Policy) As of June 30, 2024, the group had 39 employees, primarily in Hong Kong and mainland China, with total employee remuneration of HKD 8.35 million, and compensation based on individual performance and experience Employee Information (As of June 30) | Indicator | June 30, 2024 | June 30, 2023 | | :--- | :--- | :--- | | Total number of employees | 39 | 29 | | Total employee remuneration (HKD million) | 8.35 | 6.06 | - The increase in employee numbers was primarily due to the Group commencing operations in China in June 2023[89](index=89&type=chunk)[90](index=90&type=chunk) - Remuneration and bonus policies are determined based on individual employee performance and experience[89](index=89&type=chunk)[90](index=90&type=chunk) [Other Information](index=34&type=section&id=Other%20Information) This section provides additional disclosures including directors' and substantial shareholders' interests, share option schemes, corporate governance practices, and other statutory information [Directors and Chief Executives' Interests and Short Positions in Shares and Underlying Shares](index=34&type=section&id=Directors%20and%20Chief%20Executives%27%20Interests%20and%20Short%20Positions%20in%20Shares%20and%20Underlying%20Shares) As of June 30, 2024, Executive Director Mr. Wang Chuang held a long position of 73,875,530 shares, representing 24.28% of the issued share capital, with no other directors holding disclosable interests Directors and Chief Executives' Long Positions in Shares and Underlying Shares | Name | Capacity | Total Long Position | Approximate Percentage of Issued Share Capital | | :--- | :--- | :--- | :--- | | Wang Chuang | Beneficial owner | 73,875,530 | 24.28% | - Save for Mr. Wang Chuang, as of June 30, 2024, no other directors or chief executives had any disclosable interests or short positions in the shares, underlying shares, or debentures of the company[94](index=94&type=chunk) [Substantial Shareholders and Other Persons' Interests in Shares and Underlying Shares](index=35&type=section&id=Substantial%20Shareholders%20and%20Other%20Persons%27%20Interests%20in%20Shares%20and%20Underlying%20Shares) As of June 30, 2024, substantial shareholders included Quan Hui Holdings Limited and its associates (Mr. Dai Yu Min, Mr. Li Ren), China Orient Asset Management Co., Ltd. and its associates, and Changzhou Yaoguang Enterprise Management Consulting Partnership (Limited Partnership) and Changzhou Zhongmin Xingkong Enterprise Management Consulting Service Partnership (Limited Partnership) and their associates, all holding long positions in the company's shares Substantial Shareholders and Other Persons' Long Positions in Shares and Underlying Shares | Shareholder Name/Entity | Capacity | Total Long Position | Approximate Percentage of Issued Share Capital | | :--- | :--- | :--- | :--- | | Quan Hui Holdings Limited | Beneficial owner | 58,254,776 | 19.15% | | Ma De Min (Trustee) | Other | 58,342,276 | 19.18% | | Wong Kwok Keung (Trustee) | Other | 58,342,276 | 19.18% | | Li Ren | Held by controlled corporation/Beneficial owner | 60,392,776 | 19.85% | | China Orient Asset Management Co., Ltd. | Held by controlled corporation | 15,774,465 | 5.18% | | Changzhou Yaoguang Enterprise Management Consulting Partnership (Limited Partnership) | Held by controlled corporation | 26,240,000 | 8.62% | | Lei Chang Juan | Held by controlled corporation | 26,240,000 | 8.62% | | Changzhou Zhongmin Xingkong Enterprise Management Consulting Service Partnership (Limited Partnership) | Held by controlled corporation | 16,060,000 | 5.28% | | Kong Yu Shu | Held by controlled corporation | 16,060,000 | 5.28% | - Due to a bankruptcy order, Mr. Dai Yu Min's property, including shares, has been vested in the trustees Mr. Ma De Min and Mr. Wong Kwok Keung[100](index=100&type=chunk) - Quan Hui Holdings Limited has pledged its interest in **15,774,465 shares** to Optimus[100](index=100&type=chunk) [Directors' Rights to Acquire Shares or Debentures](index=39&type=section&id=Directors%27%20Rights%20to%20Acquire%20Shares%20or%20Debentures) For the six months ended June 30, 2024, no directors, chief executives, or their spouses or children under 18 were granted or exercised any rights to acquire shares or debentures of the company - For the six months ended June 30, 2024, no directors or chief executives or their spouses or children under the age of 18 were granted or exercised any rights to acquire benefits through the purchase of shares or debentures of the company[104](index=104&type=chunk)[106](index=106&type=chunk) [Directors' Interest in Competing Business](index=40&type=section&id=Directors%27%20Interest%20in%20Competing%20Business) For the six months ended June 30, 2024, no directors, substantial shareholders, or their close associates had any interests in businesses competing or potentially competing with the group - For the six months ended June 30, 2024, no directors or substantial shareholders or their close associates had any interests in any business that competes or is likely to compete with the Group's business[108](index=108&type=chunk) [Share Options](index=40&type=section&id=Share%20Options) The company adopted a share option scheme on September 14, 2011, to incentivize participants, with no changes in the number of outstanding options during the six months ended June 30, 2024 - The Share Option Scheme aims to provide incentives or rewards to participants for their contributions to the Group and to attract and retain excellent employees[108](index=108&type=chunk) Share Option Movements (For the six months ended June 30) | Grant Date | Exercise Price (HKD) | Outstanding at Dec 31, 2023 | Granted in 2024 | Exercised in 2024 | Reclassified in 2024 | Lapsed in 2024 | Outstanding at June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | September 16, 2015 | 90.00 | 330,200 | – | – | – | – | 330,200 | | September 9, 2016 | 58.20 | 390,520 | – | – | – | – | 390,520 | - There were no changes in the number of share options during the six months ended June 30, 2024[109](index=109&type=chunk)[114](index=114&type=chunk) - The number of shares and exercise prices of the share options have been adjusted in accordance with the company's two share consolidations (effective May 16, 2019, and September 6, 2023)[121](index=121&type=chunk)[122](index=122&type=chunk) [Issue of Equity Securities](index=47&type=section&id=Issue%20of%20Equity%20Securities) For the six months ended June 30, 2024, the company did not issue any equity securities - For the six months ended June 30, 2024, the company did not issue any equity securities[123](index=123&type=chunk) [Corporate Governance Practice](index=47&type=section&id=Corporate%20Governance%20Practice) The company complied with the GEM Listing Rules' Corporate Governance Code, except for the combined roles of Chairman and CEO, which the Board believes enhances business strategy execution and operational efficiency - The company complied with the Corporate Governance Code set out in Appendix C1 to the GEM Listing Rules, except for the combined roles of Chairman and Chief Executive Officer held by Mr. Wang Chuang[123](index=123&type=chunk) - The Board believes this combined arrangement facilitates the execution of the Group's business strategies and enhances operational efficiency, and will review the existing structure from time to time[123](index=123&type=chunk) [Review of Interim Financial Statements by Audit Committee](index=48&type=section&id=Review%20of%20Interim%20Financial%20Statements%20by%20Audit%20Committee) The Audit Committee, comprising three independent non-executive directors, has reviewed the unaudited condensed consolidated interim financial statements for the six months ended June 30, 2024 - The Audit Committee comprises three independent non-executive directors: Mr. Leung Man Fai (Chairman), Ms. Fok Chun Yuk, and Dr. Liu Ming[124](index=124&type=chunk) - The Audit Committee has reviewed the unaudited condensed consolidated interim financial statements for the six months ended June 30, 2024[124](index=124&type=chunk) [Securities Dealing Code](index=48&type=section&id=Securities%20Dealing%20Code) The company adopted the GEM Listing Rules' Securities Dealing Code for Directors, with all directors confirming full compliance during the reporting period - The company has adopted the Securities Dealing Code for Directors as set out in Rules 5.48 to 5.67 of the GEM Listing Rules[124](index=124&type=chunk) - All directors have confirmed full compliance with the code for the six months ended June 30, 2024[124](index=124&type=chunk) [Purchase, Sale or Redemption of Securities](index=48&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20Securities) For the six months ended June 30, 2024, neither the company nor its subsidiaries purchased, redeemed, or sold any of the company's listed securities - For the six months ended June 30, 2024, neither the company nor any of its subsidiaries purchased, redeemed, or sold any of the company's listed securities[124](index=124&type=chunk) [Event After the Reporting Period](index=49&type=section&id=Event%20After%20the%20Reporting%20Period) No significant events occurred after the reporting period up to the date of this report - No significant events occurred after the reporting period up to the date of this report[126](index=126&type=chunk)[127](index=127&type=chunk)