Restaurant Business Performance - The restaurant business remains the core operation of the company, contributing significantly to overall financial performance despite challenging market conditions[11]. - The company adjusted its marketing strategies flexibly in response to market conditions, allowing its main restaurant and cake shop brand, Italian Tomato, to achieve relatively stable performance[11]. - The company reported that the restaurant industry in Hong Kong showed signs of recovery in early 2023 after the easing of cross-border restrictions[10]. - The flagship brand, Italian Tomato, has become one of the most recognized cake shop brands in Hong Kong, enhancing the company's business resilience[34]. - The restaurant business faced challenges due to the pandemic, but the Italian Tomato brand remains popular, with 4 cafes and 30 cake shops operating in Hong Kong as of March 31, 2023[165]. Oral Care Market - The company began mass production of antibacterial toothpaste during the reporting period, focusing on the oral care market, although contributions were below expectations due to high competition[12]. - The company plans to adopt a long-term development approach for its oral care products and will continue to seek suitable growth opportunities and potential partners for future collaboration[12]. - Despite efforts in the oral care sector, sales performance was below expectations due to intense competition and high industry entry barriers[169]. - The global oral care market was valued at $33.7 billion in 2022, with China's market growing to $2.8 billion due to aging population and technological advancements[163]. Marketing and Customer Engagement - The company has actively collaborated with various third-party delivery platforms to provide exclusive offers, capitalizing on the demand for delivery services[11]. - The company’s marketing strategies have proven effective in maintaining a strong position for Italian Tomato among well-known cake brands in Hong Kong[11]. - The company aims to regularly launch seasonal and festive products, such as mini "cakes," to cater to market trends and consumer demands[14]. - The membership program is moving towards digitization to strengthen customer interaction and improve satisfaction and loyalty, with a focus on utilizing big data analytics[14]. - The company will closely monitor the effectiveness of its multi-channel marketing activities to increase market share and customer loyalty[14]. Economic Environment - The economic growth in China fell to its lowest level in nearly half a century due to unexpected shocks, including frequent pandemic outbreaks and a historic downturn in the real estate market[10]. - The IMF forecasts global economic growth to slow to 2.8% in 2023, influenced by geopolitical tensions and persistent inflation[170]. - In 2022, the global economic growth rate declined to 3.4%, with China's growth at only 3.0%, significantly below its target of 5.5%[160]. - Hong Kong's GDP contracted by 3.5% in 2022, but retail sales showed signs of recovery with a 17.3% increase in the first two months of 2023 compared to the previous year[161]. Corporate Governance - The company is committed to maintaining high standards of corporate governance and has adhered to the GEM listing rules throughout the reporting period[19]. - The board of directors has been restructured, with Zhang Tao appointed as an executive director following the resignation of Huang Li[21]. - Independent non-executive directors are providing valuable insights into strategic development, ensuring high standards of financial reporting and shareholder protection[25]. - The company has established a clear distinction between the roles of the Chairman and the CEO, ensuring compliance with corporate governance codes[32]. - The company has established a corporate governance committee to oversee governance policies and compliance with legal and regulatory requirements[42]. Risk Management and Internal Control - The company emphasizes the importance of risk management and internal control systems in its financial reporting[41]. - The board is committed to maintaining effective risk management and internal control systems, with an external consultant reviewing these systems during the reporting period[67]. - The audit committee assists the board in overseeing financial, operational, compliance, and risk management functions, ensuring the effectiveness of internal controls[70]. - The board will review the effectiveness of risk management and internal control systems annually, confirming their adequacy during the reporting period[71]. Employee and Workforce Management - The company has a total of 115 full-time employees and 105 part-time employees, with a gender distribution of 43 males and 177 females, indicating a diverse workforce[72]. - The employee turnover rate has been increasing, leading to a higher proportion of part-time employees within the company[117]. - The average training hours per employee were 75 hours for males and 92 hours for females, reflecting the company's commitment to employee development[157]. - The company promotes a balanced work-life environment and provides health and safety information to enhance employee awareness[126]. Financial Performance - The audited revenue for the reporting period was approximately HKD 162.5 million, a decrease of about 5.5% compared to HKD 171.9 million in the previous fiscal year[159]. - The loss attributable to the company's owners for the reporting period was approximately HKD 12.4 million, down from HKD 19.8 million in the previous year[159]. - The total revenue for the reporting period was approximately HKD 162.5 million, a decrease of about 4.8% compared to HKD 171.9 million in the previous year[177]. - Operating expenses decreased by about 6% to approximately HKD 105.6 million from HKD 112.3 million in the previous year, reflecting strict cost control measures[182]. Environmental, Social, and Governance (ESG) Initiatives - The company has established a dedicated team to manage ESG matters across its business units[90]. - The ESG report covers the group's performance in environmental, social, and governance aspects during the reporting period from April 1, 2022, to March 31, 2023[86]. - The company has identified significant ESG issues such as water management, waste management, energy efficiency, anti-corruption measures, supply chain management, and product quality[98]. - The company promotes the "3R" initiative (Reduce, Reuse, Recycle) to enhance resource efficiency and reduce waste generation[105]. Future Plans and Strategies - The company plans to focus on the food and beverage business to capture market growth potential amid Hong Kong's economic recovery, with an expected growth rate of 3.5% to 5.5% for 2023[176]. - The company will collaborate with Japanese enterprises to introduce seasonal dishes, enhancing product diversification and customer base[173]. - The company has earmarked HKD 35 million for potential investment opportunities, with HKD 23 million remaining unutilized[200].

StarGlory Holdings Company Limited 榮 暉 控 股 有 限 公 司 （於開曼群島註冊成立之有限公司） 8213 （股份代號： ） 截至二零二三年三月三十一日止年度全年業績公告 GEM 香港聯合交易所有限公司（「聯交所」） 之特色 GEM 的定位，乃為相比起其他在聯交所上市的公司帶有較高投資風險的中小型公司提供 一個上市的市場。有意投資的人士應了解投資於該等公司的潛在風險，並應經過審慎周詳 的考慮後方作出投資決定。 GEM GEM 由於 上市公司通常為中小型公司，在 買賣的證券可能會較於主板買賣之證券承 GEM 受較大之市場波動風險，同時無法保證在 買賣的證券會有高流通量的市場。 香港交易及結算所有限公司及聯交所對本公告之內容概不負責，對其準確性或完整性亦 不發表任何聲明，並明確表示概不就因本公告全部或任何部分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。 GEM GEM 本公告的資料乃遵照《聯交所 證券上市規則》（「 上市規則」）而刊載，旨在提供有 關榮暉控股有限公司（「本公司」）之資料。本公司的董事（「董事」）願就本公告的資料共同及 個別承擔全部責任。各董事在作 ...

Financial Performance - The consolidated revenue for the nine months ended December 31, 2022, was approximately HKD 121.3 million, a decrease of about 7.2% compared to approximately HKD 130.6 million for the same period last year[3]. - The loss attributable to the owners of the company decreased from approximately HKD 11.5 million in the previous year to approximately HKD 7.8 million for the nine months ended December 31, 2022[3]. - The gross profit for the nine months ended December 31, 2022, was HKD 68.6 million, down from HKD 74.7 million in the same period last year[5]. - Operating loss for the nine months ended December 31, 2022, was HKD 5.2 million, an improvement from a loss of HKD 6.8 million in the previous year[5]. - The basic and diluted loss per share for the nine months ended December 31, 2022, was HKD 1.49, compared to HKD 2.21 for the same period last year[5]. - The total comprehensive loss for the nine months ended December 31, 2022, was HKD 7.5 million, compared to HKD 12.7 million in the previous year[6]. - The company reported a foreign exchange gain of HKD 1.54 million for the nine months ended December 31, 2022, compared to a loss of HKD 1.21 million in the previous year[6]. - The operating expenses for the nine months ended December 31, 2022, were HKD 81.3 million, slightly down from HKD 84.4 million in the previous year[5]. - The company reported a basic loss attributable to owners of approximately HKD 7,753,000, compared to a loss of HKD 11,534,000 in the previous year[16]. - The group recorded revenue of approximately HKD 121.3 million for the nine months ended December 31, 2022, a decrease of about 7.2% compared to HKD 130.6 million in the same period last year, primarily due to the impact of the fifth wave of the pandemic and strict social distancing measures[35]. - The group reported a loss attributable to owners of approximately HKD 7.8 million, an improvement from a loss of HKD 11.5 million in the previous year, mainly due to government wage subsidies totaling approximately HKD 5.6 million received during the reporting period[37]. - Operating expenses decreased by approximately 3.6% to about HKD 81.3 million, compared to HKD 84.4 million in the previous year, aligning with the revenue decline[35]. Market and Economic Conditions - The global economic growth forecast for 2022 was revised down to 3.2% due to inflation and tightening monetary policies, impacting the company's performance[20]. - The Hong Kong economy showed signs of recovery, with the composite consumer price index rising by 1.8% in November 2022, aided by government relief measures[20]. - The number of licensed restaurants in Hong Kong increased by 3.9% from 2020 to 2022, indicating a positive outlook for the food service industry post-pandemic[21]. - The company anticipates further growth in the restaurant sector driven by pent-up demand and the easing of pandemic-related restrictions[21]. - The global economy is expected to face uncertainty in 2023, with over one-third of economies predicted to enter recession, and a 25% chance of global GDP growth falling to 2%[30]. - China's economy is projected to accelerate to 4.7% growth in 2023 as COVID-19 impacts ease, with a strong V-shaped recovery expected in the second quarter driven by consumer spending[30]. - The Hong Kong government has revised its GDP growth forecast for 2022 down to -3.2%, but anticipates new growth opportunities for the restaurant industry following the lifting of pandemic measures[31]. Business Operations and Strategy - The company did not report any new product launches or technological advancements during this period[3]. - There were no significant market expansions or acquisitions mentioned in the report[3]. - The company has been expanding its healthcare business, focusing on oral hygiene and care products, and has started mass production of antibacterial toothpaste with stable online and offline sales[26]. - The company completed the construction phase of its oral care business in April 2022 and the development phase in July 2022, enhancing brand awareness through marketing activities[27]. - The group plans to invest more resources in the oral care business, aiming to enhance brand awareness and establish long-term relationships with customers[34]. - The group will continue to optimize its membership program to provide a more stable and convenient user experience[33]. - The group intends to cautiously adjust its business strategy in response to the uncertain outlook in the global tobacco and e-cigarette industry[34]. - The group aims to maintain existing business operations while actively seeking new business development opportunities[34]. - The group will deepen cooperation with local online food delivery platforms to meet customer demands for convenience and transparency[33]. Shareholder Information - As of December 31, 2022, the company had a total of 520,771,875 issued ordinary shares[44]. - After full conversion of the convertible bonds held by Mr. Tang Shengming, he will hold 71,428,571 ordinary shares, representing approximately 13.72% of the voting shares[44]. - The company has adopted a share option scheme to incentivize participants, allowing them to purchase shares up to a maximum of 30% of the issued share capital[45]. - No share options were granted, exercised, lapsed, or cancelled during the reporting period, and there were no unexercised share options as of December 31, 2022[48]. Corporate Governance - The audit committee, consisting of three independent non-executive directors, reviewed the financial reports and accounts for the nine months ending December 31, 2022[51]. - The company confirmed that all directors complied with the trading standards regarding securities transactions during the nine-month period ending December 31, 2022[54]. - The company is committed to maintaining high standards of corporate governance and has adhered to the GEM Listing Rules during the reporting period[55].

Financial Performance - The consolidated revenue for the six months ended September 30, 2022, was approximately HKD 78.4 million, a decrease of about 6.3% compared to approximately HKD 83.7 million for the same period last year[3]. - The loss attributable to the owners of the company decreased from HKD 8.4 million in the previous year to HKD 3.8 million for the six months ended September 30, 2022[3]. - Gross profit for the six months ended September 30, 2022, was HKD 45.0 million, compared to HKD 47.2 million for the same period last year[5]. - Operating loss for the six months ended September 30, 2022, was HKD 2.3 million, an improvement from an operating loss of HKD 5.8 million in the previous year[5]. - Total comprehensive loss for the six months ended September 30, 2022, was HKD 3.0 million, compared to HKD 9.3 million for the same period last year[7]. - The company reported a basic loss per share for the six months ended September 30, 2022, was HKD 0.73, improved from HKD 1.61 in the previous year[5]. - The company incurred a loss before tax of HKD 2,756,000 for the six months ended September 30, 2022, compared to a loss of HKD 2,800,000 in the same period last year, indicating a slight improvement[22]. - The company reported a basic loss attributable to owners of HKD 3,798,000 for the six months ended September 30, 2022, compared to a loss of approximately HKD 8,359,000 in the same period of 2021[25]. Cash Flow and Liquidity - The company reported a cash and cash equivalents balance of HKD 38.6 million as of September 30, 2022, down from HKD 51.5 million as of March 31, 2022[9]. - Cash and cash equivalents decreased to HKD 38,631,000 as of September 30, 2022, down from HKD 54,135,000 at the same time last year, reflecting a decrease of approximately 28.6%[16]. - The company reported a net cash inflow from operating activities of HKD 1,343,000, compared to a net outflow of HKD 8,472,000 in the same period last year[16]. - The company reported a net cash outflow from financing activities of HKD 12,580,000 for the six months ended September 30, 2022, compared to HKD 8,274,000 in the previous year, indicating increased financing needs[16]. - The company’s total liabilities as of September 30, 2022, were approximately HKD 109,106,000, which raises concerns regarding liquidity and financial stability[19]. Assets and Liabilities - Non-current assets decreased from HKD 33.7 million as of March 31, 2022, to HKD 21.0 million as of September 30, 2022[9]. - Current liabilities totaled HKD 160.4 million as of September 30, 2022, compared to HKD 172.8 million as of March 31, 2022[9]. - Trade receivables, net of loss allowance, amounted to HKD 16,689,000 as of September 30, 2022, a decrease from HKD 17,582,000 as of March 31, 2022[27]. - The aging analysis of trade receivables shows that HKD 2,703,000 was neither overdue nor impaired as of September 30, 2022, compared to HKD 1,884,000 as of March 31, 2022[32]. - The company has a loss allowance of HKD 478,000 for trade receivables, unchanged from March 31, 2022[29]. - The company’s debt-to-asset ratio was 215% as of September 30, 2022, compared to 193% on March 31, 2022, indicating a significant increase in liabilities relative to total assets[71]. Business Operations and Market Conditions - The company’s revenue from providing catering services and selling healthcare products was HKD 78,424,000 for the six months ended September 30, 2022, down from HKD 83,677,000 in the previous year, reflecting a decline in sales[21]. - The restaurant industry in Hong Kong generated revenue of approximately HKD 22 billion in the second quarter of 2022, a decrease of 5.4% year-on-year[54]. - The consumer price index in Hong Kong increased by 1.9% year-on-year in August 2022, with basic food prices rising by 4.7%[54]. - The restaurant confidence index in Hong Kong showed a slight increase, with 39% of surveyed restaurants expressing optimism about the industry outlook, up from 34% in the previous quarter[54]. - The global healthcare market is expected to reach $59.7 billion in 2022, with a market size of approximately $18.63 billion, primarily driven by the Chinese market[55]. - The oral care market in China is projected to generate $6.21 billion in revenue in 2022, with a compound annual growth rate (CAGR) of 7.85% from 2022 to 2026[55]. - The restaurant business has been adversely affected by COVID-19 measures, but the company plans to expand its Italian Tomato brand, which currently has 5 cafes and 30 cake shops in Hong Kong[60]. Strategic Initiatives - The company aims to increase the number of stores for Italian Tomato, contingent on lease agreements, while exploring outsourcing some production processes to reduce costs[60]. - The company plans to enhance its marketing strategies and improve its mobile app to provide a better user experience and expand its customer base[65]. - The company has successfully launched antibacterial toothpaste, which began sales in the first half of the fiscal year through online and offline channels[57]. - The company completed two phases of oral care business development, including store positioning and marketing activities to enhance brand awareness[57]. - The company continues to explore potential growth opportunities in the healthcare sector, leveraging existing resources and business networks to expand its market presence[68]. Corporate Governance and Shareholder Information - The company has maintained high standards of corporate governance and has complied with the GEM Listing Rules during the six months ended September 30, 2022[104]. - The audit committee has held two meetings to review and recommend the approval of the interim report and accounts for the six months ended September 30, 2022[102]. - The company confirms that all directors have complied with the trading standards and the code of conduct regarding securities transactions during the six months ended September 30, 2022[103]. - As of September 30, 2022, the company had a total of 520,771,875 shares issued, with major shareholder Hanbo Holdings Limited owning 296,887,066 shares, representing approximately 57.01% of the total[91]. - Ms. Huang Li, the beneficial owner of Hanbo Holdings Limited, controls 296,887,066 shares, equating to 57.01% of the total issued shares[91]. - The company has adopted a share option scheme to incentivize participants to contribute to the company's success, with a maximum limit of 30% of the issued share capital for options granted[93][94].

Financial Performance - The consolidated revenue for the three months ended June 30, 2022, was approximately HKD 39,300,000, a decrease of about 4.8% compared to approximately HKD 41,300,000 for the same period last year[3]. - The loss attributable to the owners of the company decreased from approximately HKD 5,200,000 in the same period last year to approximately HKD 500,000[3]. - Gross profit for the three months ended June 30, 2022, was HKD 23,070,000, compared to HKD 23,306,000 for the same period last year[7]. - Operating expenses for the period were HKD 27,405,000, a slight decrease from HKD 28,070,000 in the previous year[7]. - The company reported a loss before tax of HKD 1,241,000, significantly improved from a loss of HKD 5,554,000 in the same period last year[7]. - The basic and diluted loss per share for the period was HKD 0.1, compared to HKD 1.0 for the same period last year[8]. - The total comprehensive loss for the period was HKD 465,000, compared to HKD 5,959,000 for the same period last year[9]. - The group recorded revenue of approximately HKD 39,300,000, a decrease of about 4.8% compared to the same period last year, primarily due to strict social distancing measures during the fifth wave of the pandemic[40]. - The loss attributable to the company's owners was approximately HKD 500,000, a significant reduction from a loss of HKD 5,200,000 in the previous year, mainly due to wage subsidies received under the Hong Kong government's employment support scheme[40]. - The gross profit margin increased to approximately 58.7%, up from 56.5% in the previous year, attributed to better cost control and price adjustments[40]. - Total operating expenses decreased by approximately 2.4% to about HKD 27,400,000, consistent with the decline in revenue[41]. Financial Position - The company has a net current liability of approximately HKD 90,742,000 as of June 30, 2022[14]. - The company received a loan extension from a major shareholder, allowing for the repayment date to be extended to June 22, 2023, for an outstanding balance of approximately HKD 104,119,000[14]. - The board believes that the company will have sufficient financial resources to meet its financial obligations in the foreseeable future[14]. Dividend Policy - The company did not recommend the payment of an interim dividend for the three months ended June 30, 2022, compared to no dividend in the previous year[22]. Taxation - The effective tax rate for the company's subsidiaries in Hong Kong and China remains at 16.5% and 25%, respectively, with a specific subsidiary benefiting from a reduced rate of 8.25% on the first HKD 2 million of taxable profits[18]. Market Conditions - The global economic growth is projected to decline from 5.7% in 2021 to 2.9% in 2022, significantly lower than the earlier forecast of 4.1%[24]. - In Hong Kong, the restaurant industry saw a revenue drop of 23.1% year-on-year in the first quarter of 2022, generating approximately HKD 1.5 billion[25]. - The electronic cigarette industry is facing significant regulatory challenges, with a ban on imports and sales in Hong Kong effective April 30, 2022[29]. - The restaurant business has been significantly impacted by the COVID-19 pandemic, with food costs rising since Q3 2021, yet the company continues to develop its restaurant operations in Hong Kong[31]. - The economic outlook for China has been downgraded, with GDP growth expected at 4% for the year, below the official target of approximately 5.5%[35]. Business Development - The Italian Tomato brand has expanded to 5 cafes and 30 cake shops in Hong Kong as of June 30, 2022, following the addition of one cafe during the reporting period[31]. - The company has fully acquired 100% of Huayin Biotechnology, enhancing its stake in a subsidiary that produces and sells antibacterial toothpaste, with production actively ongoing[32]. - The first batch of toothpaste has been launched in stores, and the second batch is in production, with online marketing initiated across platforms like WeChat and JD.com[34]. - The company anticipates improved consumer sentiment in Hong Kong's restaurant industry due to the easing of social distancing measures and the introduction of a new consumption voucher scheme in August[37]. - The Chinese healthcare market is projected to reach $2.3 trillion by 2030, driven by population growth and government support, presenting opportunities for the company to expand its market share in oral care products[38]. - The company is strategically increasing its store count for Italian Tomato, contingent on lease agreements, while exploring outsourcing for some production processes to control costs[31]. - The company is focusing on integrating online and offline sales channels to attract more customers and expand its customer base[34]. - The company is developing its healthcare business, which has led to an increase in operating expenses[41]. Corporate Governance - The company has established an audit committee in compliance with GEM Listing Rules, which includes three independent non-executive directors[55]. - All directors have adhered to the trading compliance standards regarding securities transactions during the three months ending June 30, 2022[56]. - The company is committed to maintaining high standards of corporate governance and has complied with the corporate governance code as per GEM Listing Rules during the reporting period[57]. - The executive directors as of August 10, 2022, include Mr. Huang Chao and Mr. Wu Xiaowen, along with independent non-executive directors Mr. Chen Yiping, Mr. Yang Haiyu, and Mr. Zeng Shiquan[58]. Shareholder Information - Major shareholders include Hanbo Holdings Limited, holding 296,887,066 shares (57.01%), and Mr. Tang Shengming, holding 71,428,571 shares (13.72%) after conversion of convertible bonds[46]. - No stock options were granted during the reporting period, and there were no unexercised stock options as of June 30, 2022[50]. - The company aims to continue contributing to its achievements through its stock option plan, which allows participants to purchase shares[49].

Business Performance - The company reported a satisfactory performance from its main restaurant, café, and cake shop brand, Italian Tomato, during the reporting period[12]. - The company aims to expand its cake shop business strategically due to the significant market opportunities and the brand's impressive performance[12]. - The restaurant industry in Hong Kong showed signs of recovery after the government implemented economic stimulus measures, although it faced challenges from the fifth wave of the pandemic[11]. - The company maintained its profitability during challenging times by promoting online and offline business development[11]. - The company designed and launched seasonal and holiday products to increase marketing and promotional efforts, contributing to brand recognition[12]. - The group anticipates a recovery in the restaurant industry as the fifth wave of the pandemic stabilizes, with expectations of increased consumer visits[15]. - The company has continued to develop its new healthcare business, which has required significant financial resources[157]. - The company plans to increase the number of Italian Tomato stores, having opened 6 new cake shops and closed 3 locations during the reporting period, resulting in a total of 5 cafes and 25 cake shops in Hong Kong[166]. Strategic Initiatives - The company adjusted its strategy in Hong Kong by launching multiple promotional activities and collaborating with third-party delivery platforms to boost local consumption[11]. - The company focused on providing a diverse range of cuisines and excellent dining experiences while expanding takeaway and delivery services to meet increasing customer demand[11]. - The company emphasized the importance of adapting to market changes to ensure business resilience and growth[12]. - The group has expanded into the healthcare market, focusing on oral hygiene business after acquiring 70% of Huayin Biotechnology[14]. - The group plans to invest more resources in brand building and marketing to increase market share and brand awareness in the oral hygiene sector starting from April 2022[15]. - The company is actively promoting new products through online platforms and has established strategic partnerships for joint promotions[169]. - The company is adjusting its strategy to capture local consumption opportunities following the government's introduction of consumption vouchers[174]. Financial Overview - The audited revenue for the reporting period was approximately HKD 171.9 million, a decrease of about 8.5% compared to HKD 187.9 million in the previous fiscal year[157]. - The loss attributable to the company's owners was approximately HKD 19.8 million, compared to a profit of HKD 2.5 million in the previous year, primarily due to a decrease in other income and increased operating expenses[157]. - The total revenue value of the restaurant industry in Hong Kong increased by 29.1% in Q4 2021, reflecting a rebound from a low base in the previous year[159]. - The restaurant industry in Hong Kong faced a 23.1% year-on-year decline in total revenue value in Q1 2022 due to the fifth wave of the pandemic and related restrictions[161]. - Other income decreased by 81.9% to approximately HKD 3,300,000, down from HKD 18,500,000 in 2021, mainly due to the absence of government subsidies received in the previous year[180]. - Operating expenses decreased by approximately 6.5% to about HKD 112,300,000, compared to HKD 120,100,000 in 2021, reflecting strict cost control measures[181]. - The group recorded a loss of approximately HKD 1,700,000 from the sale of a subsidiary due to poor performance in the beauty products sector impacted by the pandemic[187]. Governance and Compliance - The company held four audit committee meetings during the reporting period to review and discuss the group's annual, quarterly, and interim performance and financial statements[34]. - The audit committee is composed of three independent non-executive directors, with Mr. Chan Yi Ping serving as the chairman, possessing appropriate professional qualifications in accounting or related financial management knowledge[32]. - The company has established a corporate governance committee, chaired by Mr. Chan Yi Ping, to review and monitor the company's compliance with legal and regulatory requirements[38]. - The company has implemented sufficient measures to ensure the separation of roles between the chairman and the CEO, with Mr. Wong Chao as chairman and Mr. Ng Siu Man as CEO[31]. - The audit committee's responsibilities include reviewing the group's quarterly, interim, and annual financial statements before submission to the board[35]. - The company aims to appoint at least one female director by December 31, 2024, to enhance board diversity, which currently consists of five male members[54]. - The company recognizes the importance of board diversity and will review its diversity policy regularly to ensure effectiveness[54]. Risk Management - The board is committed to maintaining effective risk management and internal control systems to protect shareholder interests and group assets[59]. - The group employs a risk self-assessment approach to identify, assess, prioritize, manage, and monitor risks continuously, categorizing them into strategic, operational, financial, and compliance risks[62]. - An external consultant was hired to review the effectiveness of the group's risk management and internal control systems during the reporting period[63]. - The board believes that the risk management and internal control systems are effective and adequate, based on the annual review conducted by the audit committee[63]. Environmental, Social, and Governance (ESG) - The company has identified key ESG issues including water management, waste management, energy efficiency, and anti-corruption measures[93]. - The company is committed to reducing energy consumption and has implemented measures such as encouraging employees to turn off idle lights and appliances[96]. - The company promotes the use of video conferencing to reduce business travel and associated carbon emissions[96]. - The company has a dedicated team to assess and prioritize ESG issues based on stakeholder concerns and industry trends[92]. - The company has established strict supplier evaluation procedures to ensure compliance with environmental and social standards, with all suppliers passing the assessment before engagement[131]. - The company emphasizes employee development and provides training opportunities to enhance job satisfaction and career growth[126]. - The company has maintained strict adherence to food safety standards, with no product recalls due to safety or health reasons during the reporting period[137]. Employee and Workplace - The group has 198 full-time employees and 128 part-time employees, with a gender distribution of 97 males and 229 females, indicating a diverse workforce[64]. - The employee turnover rate has been increasing, leading to a higher proportion of part-time employees[112]. - The company promotes a diverse and inclusive work environment, ensuring equal opportunities for all employees[113]. - The company has implemented various health and safety measures to ensure a safe working environment, including regular inspections and safety training for employees[119]. - The company encourages a work-life balance for employees and promotes mental health awareness[121]. - The total number of employees is 296, with 77 males and 219 females, indicating a gender distribution of approximately 26% male and 74% female[151]. - The employee turnover rate is 125.97% for males and 113.24% for females, with the highest turnover rate of 171.43% for employees aged 20 or below[151][152].

Financial Performance - For the nine months ended December 31, 2021, the consolidated revenue was approximately HKD 130.6 million, a decrease of about 4.8% compared to approximately HKD 137.2 million for the same period last year[3]. - The loss attributable to the owners of the company for the nine months ended December 31, 2021, was approximately HKD 11.5 million, compared to a profit of approximately HKD 6.7 million for the same period last year[3]. - The gross profit margin for the nine months ended December 31, 2021, was approximately 57.1%, down from 60.5% in the same period last year[5]. - The company reported a loss per share of HKD (2.21) for the nine months ended December 31, 2021, compared to earnings per share of HKD 1.28 for the same period last year[5]. - The total comprehensive loss for the nine months ended December 31, 2021, was approximately HKD 12.7 million, compared to a total comprehensive income of approximately HKD 5.3 million for the same period last year[7]. - The operating loss for the nine months ended December 31, 2021, was approximately HKD 6.8 million, compared to an operating profit of approximately HKD 13.2 million for the same period last year[5]. - The company reported a loss attributable to shareholders of approximately HKD 11,534,000 for the period, compared to a profit of approximately HKD 6,672,000 in 2020[19]. - The group recorded revenue of approximately HKD 130.6 million for the nine months ended December 31, 2021, a decrease of about 4.8% compared to HKD 137.2 million in the same period last year[41]. - The group reported a loss attributable to owners of approximately HKD 11.5 million, compared to a profit of HKD 6.7 million in the previous year, primarily due to a decrease in other income and increased operating expenses[41]. - The gross profit margin decreased to 57% from 60% in the previous year, mainly due to rising food ingredient costs[42]. - Total operating expenses decreased by approximately 3.6% to about HKD 84.4 million, consistent with the revenue decline, due to strict cost control measures implemented during the reporting period[42]. Assets and Liabilities - The company’s total assets as of December 31, 2021, were approximately HKD 41.7 million[9]. - The net liabilities of the sold Townsman Group included total assets of HKD 7,191,000 and total liabilities of HKD 6,328,000[16]. - The company assessed its ability to continue as a going concern, despite having net current liabilities of approximately HKD 85,645,000 as of December 31, 2021[12]. - The company expects to have sufficient financial resources to meet its financial obligations in the foreseeable future[12]. Market and Business Strategy - The company plans to explore new market expansion opportunities and enhance its product offerings in the upcoming quarters[5]. - The company acquired 70% of Huayin (Shenzhen) Biotechnology Co., enhancing its healthcare business and product development capabilities[31]. - The company plans to expand its Italian Tomato brand, having opened 4 new cake shops and closed 1 café, resulting in a total of 29 cake shops and 5 cafés in Hong Kong[28]. - The company is exploring partnerships to expand sales channels and enhance brand promotion through various marketing activities[32]. - The group plans to establish a joint venture with industry experts to develop and sell oral care products, holding a 51% stake in the new company[38]. - The group aims to enhance its online brand promotion and leverage its internal live streaming team to maintain business growth and brand recognition in the healthcare sector[38]. - The group is exploring partnerships with various e-commerce platforms to capitalize on the growing online shopping trend in China, where e-commerce sales are expected to grow by 11% in 2022[37]. - The group will continue to integrate online and offline sales strategies in its healthcare business to strengthen its market position and drive sales growth[38]. Corporate Governance - The audit committee, consisting of three independent non-executive directors, reviewed the financial reports and accounts for the nine months ending December 31, 2021[60]. - The company confirmed that all directors complied with the trading standards regarding securities transactions during the nine-month period ending December 31, 2021[61]. - The company adheres to high standards of corporate governance and continuously reviews and improves its governance practices[63]. - The board of directors includes executive directors Mr. Huang Chao and Mr. Wu Xiaowen, along with independent non-executive directors Mr. Chen Yiping, Mr. Yang Haiyu, and Mr. Zeng Shiquan[64]. Economic Environment - The global economic recovery is threatened by the Omicron variant, with a growth forecast of only 0.7% in the last quarter of 2021[23]. - Hong Kong's retail sales increased by 7.1% year-on-year in November, with a total value of HKD 24.5 billion in the third quarter of 2021, representing a 43.8% increase compared to the same period last year[25]. - The Chinese skincare market is projected to reach nearly RMB 400 billion by 2025, driven by rising disposable income and consumer demand[27]. - The Hong Kong economy is expected to grow by 3% in 2022, following a strong 6.4% growth in 2021, contingent on stable local pandemic conditions[34]. Operational Challenges - The company incurred a foreign exchange loss of approximately HKD 1.2 million during the nine months ended December 31, 2021[7]. - Labor supply shortages are a significant challenge in the restaurant industry, impacting service quality at the Ginza Meirin restaurant[29]. - The company adopted a conservative approach in the e-cigarette business due to ongoing regulatory scrutiny in China, opting to monitor market conditions before making strategic adjustments[32]. Shareholder Information - As of December 31, 2021, the total number of issued voting shares of the company was 4,166,175,000[51]. - Hanbo Holdings Limited held 2,375,096,529 shares, representing approximately 57.01% of the total shares[51]. - Mr. Tang Shengming held convertible bonds with an outstanding principal amount of HKD 40,000,000, which could convert into 571,428,571 shares, equating to about 13.72% of the total shares upon full conversion[51]. - The company has adopted a share option scheme to incentivize participants, allowing them to purchase shares up to a maximum of 30% of the issued share capital[54]. - No share options were granted, exercised, lapsed, or cancelled during the reporting period, and there were no unexercised options as of December 31, 2021[58].

Financial Performance - The consolidated revenue for the six months ended September 30, 2021, was approximately HKD 83.7 million, a decrease of about 5.1% compared to approximately HKD 88.2 million for the same period last year[3]. - The loss attributable to the owners of the company for the six months ended September 30, 2021, was approximately HKD 8.4 million, compared to a profit of approximately HKD 5.2 million for the same period last year[3]. - The gross profit for the six months ended September 30, 2021, was HKD 47.2 million, down from HKD 54.1 million in the same period last year, reflecting a decrease of approximately 12.8%[5]. - The operating loss for the six months ended September 30, 2021, was HKD 5.8 million, compared to an operating profit of HKD 8.9 million for the same period last year[5]. - The total comprehensive loss for the six months ended September 30, 2021, was HKD 9.3 million, compared to a total comprehensive income of HKD 5.0 million for the same period last year[7]. - For the six months ended September 30, 2021, the company reported a loss before tax of approximately HKD 8,359,000, compared to a profit of HKD 5,240,000 for the same period in 2020[29]. - The total operating expenses decreased by approximately 4.5% to about HKD 55.4 million, aligning with the revenue decline due to strict cost control measures[65]. Assets and Liabilities - The company's total assets less current liabilities as of September 30, 2021, amounted to HKD (53.9) million, compared to HKD (72.6) million as of March 31, 2021[12]. - The net liabilities of the company as of September 30, 2021, were HKD (94.5) million, compared to HKD (84.6) million as of March 31, 2021[12]. - The company's basic loss per share for the six months ended September 30, 2021, was HKD (0.20), compared to earnings per share of HKD 0.13 for the same period last year[5]. - The cash and cash equivalents as of September 30, 2021, were HKD 18.3 million, down from HKD 19.1 million as of March 31, 2021[9]. - The company reported a decrease in inventory from HKD 5.7 million as of March 31, 2021, to HKD 5.1 million as of September 30, 2021[9]. - The company recorded a current liability of approximately HKD 104,991,000 in other loans, which is unsecured and bears an interest rate of 0.1% per month[38]. - The debt-to-asset ratio increased to 190% as of September 30, 2021, from 165% as of March 31, 2021[68]. Cash Flow and Financing - The net cash used in operating activities for the six months ended September 30, 2021, was HKD (8,472,000), compared to HKD 15,985,000 in the same period of 2020, indicating a significant decrease in cash flow[17]. - The cash flow from financing activities for the six months ended September 30, 2021, was HKD (8,274,000), compared to HKD (10,224,000) in the same period of 2020, indicating a reduction in financing outflows[17]. - The total cash and cash equivalents at the end of the period were HKD 54,135,000, down from HKD 86,341,000 a year earlier, reflecting a decrease of approximately 37.2%[17]. Business Operations - The restaurant business in Hong Kong added 2 new stores during the reporting period, bringing the total to 6 cafes and 25 cake shops as of September 30, 2021[55]. - The company faced challenges due to rising food costs in Q3 2021, impacting the restaurant business despite stable performance[55]. - The Japanese pork cutlet restaurant Ginza Bairin maintained satisfactory performance during the reporting period, supported by a loyal customer base[56]. - The company plans to increase the number of stores based on the findings that deploying resources in store operations yields better returns than in factory operations[55]. - The group aims to strengthen its restaurant business and enhance marketing efforts following the distribution of consumer vouchers by the government[62]. Shareholder and Corporate Governance - Major shareholder Hanbo Holdings Limited holds 57.01% of the company's shares, amounting to 2,375,096,529 shares[90]. - The company has adopted share option schemes to incentivize participants to contribute to its success[93]. - The audit committee has held two meetings to review and provide recommendations on the company's financial reports for the six months ending September 30, 2021[99]. - The company has adhered to the corporate governance code as outlined in the GEM Listing Rules during the reporting period[102]. Future Plans and Market Strategy - The group plans to implement online and offline marketing strategies for its skincare products, responding to the strong demand for beauty and health products[63]. - The group will explore partnerships with various e-commerce platforms to capitalize on the growing online shopping trend in China, with e-commerce sales expected to grow by 11.0% in 2022[63]. - The company is focusing on expanding its revenue base in the healthcare sector to enhance core competitiveness, reflecting the increasing importance of healthcare services and products[84]. - The company plans to invest HKD 15,000,000 in the e-cigarette business, including the establishment of offices and the purchase of new equipment[84].

Financial Performance - For the three months ended June 30, 2021, the company's consolidated revenue was approximately HKD 41,300,000, a decrease of about 0.2% compared to approximately HKD 41,400,000 for the same period last year[3]. - The loss attributable to the company's owners for the same period was approximately HKD 5,190,000, compared to a profit of approximately HKD 600,000 for the same period last year[6]. - The gross profit margin for the three months ended June 30, 2021, was approximately 56.4%, down from 61.5% in the same period last year[7]. - Operating expenses for the period were approximately HKD 28,070,000, compared to HKD 27,584,000 in the previous year, indicating an increase of about 1.8%[7]. - The company reported a total comprehensive loss of approximately HKD 5,961,000 for the period, compared to a total comprehensive income of HKD 790,000 for the same period last year[9]. - The basic loss per share for the period was HKD 0.12, compared to earnings per share of HKD 0.01 for the same period last year[7]. - The company experienced a foreign exchange loss of approximately HKD 771,000 during the period[9]. - The total comprehensive income attributable to non-controlling interests was HKD 2,000, compared to HKD 19,000 in the previous year[9]. - The group recorded revenue of approximately HKD 41.3 million for the reporting period, a decrease of about 0.2% compared to HKD 41.4 million in the previous year[35]. - The group reported a loss attributable to owners of approximately HKD 5.2 million, compared to a profit of HKD 600,000 in the same period last year, primarily due to a decrease in other income and an increase in operating expenses[35]. - The gross profit margin decreased to approximately 56.5% from 61.4% in the previous year, mainly due to rising ingredient costs[35]. - Operating expenses increased by approximately 1.8% to about HKD 28.1 million, driven by the costs associated with developing the new healthcare business[36]. Corporate Governance - The board of directors confirmed that the financial report is accurate and complete, with no misleading or fraudulent elements[2]. - The company has established an audit committee to review financial reports and internal control procedures, consisting of three independent non-executive directors[52]. - The company has adopted a code of conduct for directors' securities trading, ensuring compliance with GEM listing rules[53]. - The company is committed to maintaining high standards of corporate governance and has adhered to the corporate governance code during the reporting period[54]. - The executive directors are Mr. Huang Chao and Mr. Wu Xiaowen, with independent non-executive directors including Mr. Chen Yiping, Mr. Yang Haiyu, and Mr. Zeng Shiquan[55]. - The chairman of the board is Mr. Huang Chao[56]. Future Outlook and Strategic Plans - The company’s financial performance reflects ongoing challenges in the market, necessitating strategic adjustments moving forward[12]. - The group plans to accelerate the expansion of the Italian Tomato network, which currently has 6 cafes and 23 cake shops in Hong Kong[29]. - The group completed the acquisition of 70% of Huayin Biotechnology in May 2021, which has begun generating revenue from its skincare products[30]. - The healthcare market in China is expected to reach RMB 198 billion by 2026, growing tenfold since 2016, indicating significant growth potential for the group[33]. - The group anticipates improved business performance in the second half of the year as the economy develops, supported by government relief measures[32]. - The group will continue to invest in digitalization and optimize its self-developed ordering platform to capture growth opportunities in the takeaway sector[32]. - The outlook for the electronic cigarette business remains uncertain due to increased regulatory scrutiny from Chinese authorities[30]. Financial Position - The company has no interim dividend recommended for the three months ended June 30, 2021, consistent with no dividend in the same period last year[20]. - The net current liabilities and net liabilities as of June 30, 2021, were approximately HKD 115,974,000 and HKD 91,514,000, respectively[14]. - The repayment date for other loans amounting to approximately HKD 109,801,000 has been extended from June 22, 2021, to June 22, 2022[14]. - The company expects to have sufficient financial resources to repay its financial liabilities as they fall due in the foreseeable future[14]. Market Insights - The global trade is projected to reach USD 6.6 trillion in the second quarter of 2021, reflecting a 31% increase from the lowest levels in 2020[22]. - In China, the GDP grew by 7.9% year-on-year in the second quarter of 2021, driven by increased exports and the easing of lockdown measures[23]. - The total revenue of local restaurants in Hong Kong for the second quarter of 2021 was HKD 23.3 billion, an increase of 9.9% year-on-year[25]. - The online food delivery service market is expected to grow from USD 115.07 billion in 2020 to USD 126.91 billion in 2021, representing a growth of 10.3%[25]. Shareholder Information - As of June 30, 2021, the total number of issued ordinary shares was 4,166,175,000[43]. - Hanbo Holdings Limited holds 2,375,096,529 shares, representing approximately 57.01% of the total[41]. - Mr. Tang Shengming holds convertible bonds with an outstanding principal amount of HKD 40,000,000, which can be converted into 571,428,571 ordinary shares, equating to about 13.72% of the issued share capital[42]. - Ms. He Mingyi, as the spouse of Mr. Tang Shengming, is deemed to have the same number of shares as Mr. Tang, totaling 571,428,571 shares[42]. - No options were granted during the reporting period, and there were no unexercised options as of June 30, 2020[49].

榮 暉 控 股 有 限 公 司 (於開曼群島註冊成立之有限公司) 股份代號：8213 2020/202l 「年報 香港聯合交易所有限公司（「聯交所」）GEM之特色 GEM的定位，乃為相比起其他在聯交所上市的公司帶有較高投資風險的中小型公司提供一個上市的市場。有意投 資的人士應了解投資於該等公司的潛在風險，並應經過審慎周詳的考慮後方作出投資決定。 由於GEM上市公司通常為中小型公司，在GEM買賣的證券可能會較於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買賣的證券會有高流通量的市場。 香港交易及結算所有限公司及聯交所對本報告之內容概不負責，對其準確性或完整性亦不發表任何聲明，並明確 表示概不就因本報告全部或任何部分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。 本報告的資料乃遵照《聯交所GEM證券上市規則》（「GEM上市規則」）而刊載，旨在提供有關榮暉控股有限公司（「本 公司」）之資料。本公司的董事（「董事」）願就本報告的資料共同及個別承擔全部責任。各董事在作出一切合理查詢 後，確認就其所知及所信，本報告所載資料在各重要方面均屬準確及完備，沒有誤導或欺詐成分，且並無遺漏任何 其他事項， ...