Revenue and Profitability - For the six months ended September 30, 2021, Bingo Group Holdings Limited generated revenue of HK$3.4 million from its Cinema Business, a significant increase from HK$1.3 million in the corresponding period of 2020, representing a growth of approximately 161.5%[22] - The gross profit from the Cinema Business during the same period was HK$1.9 million, compared to HK$0.7 million in the corresponding period, indicating an increase of about 171.4%[22] - The Group recorded a total turnover of approximately HK$3.4 million, representing an increase of approximately HK$2.1 million compared to approximately HK$1.3 million in the corresponding period[31] - Revenue from cinema business for the three months ended September 30, 2021, was HK$1,540,000, an increase of 21.8% compared to HK$1,264,000 for the same period in 2020[76] - Total revenue for the six months ended September 30, 2021, reached HK$3,370,000, compared to HK$1,264,000 for the same period in 2020, representing a significant increase of 167.5%[76] Loss and Expenses - The loss for the period was approximately HK$8.2 million, a decrease of approximately HK$7.6 million from the loss of HK$15.8 million in the corresponding period[31] - The loss for the period was HK$4,475,000, a decrease from HK$8,899,000 in the previous year, reflecting an improvement of approximately 49.7%[55] - The Group's loss attributable to owners was HK$3,950,000 for the three months ended September 30, 2021, compared to HK$7,731,000 in the same period last year, marking a reduction of approximately 48.9%[55] - The total comprehensive loss for the period ended September 30, 2021, was HK$8,245,000, compared to HK$15,996,000 for the same period in 2020, showing an improvement of approximately 48.6%[68] - The company reported a total comprehensive loss of HK$7,518,000 for the six months ended September 30, 2021, compared to HK$14,304,000 for the same period in 2020, indicating a reduction of approximately 47.5%[68] Administrative and Operating Expenses - Administrative expenses decreased from approximately HK$13.7 million in the corresponding period to approximately HK$8.4 million during the period[31] - The Group's administrative expenses decreased significantly to HK$4,052,000 from HK$7,911,000 year-on-year, showing a reduction of about 48.7%[55] - The total employee costs for the period were approximately HK$4,900,000, down from HK$5,400,000 in the previous year, indicating a decrease of about 9.3%[42] - Key management personnel remuneration totaled HK$1,245,000 for the six months ended 30 September 2021, compared to HK$943,000 for the same period in 2020[184] Assets and Liabilities - As of 30 September 2021, the Group had total assets of approximately HK$36.5 million, down from HK$43.9 million as of 31 March 2021[32] - Cash and cash equivalents amounted to approximately HK$8.6 million as of 30 September 2021, compared to HK$15.3 million as of 31 March 2021[32] - The debt ratio was approximately 0.94 as of 30 September 2021, up from approximately 0.80 as of 31 March 2021[32] - Net current assets decreased to HK$1,296,000 as of September 30, 2021, from HK$7,649,000 as of March 31, 2021, reflecting a decline of 83.0%[64] - Total assets less current liabilities amounted to HK$17,557,000 as of September 30, 2021, down from HK$28,804,000 as of March 31, 2021, a decrease of 39.1%[64] Business Operations and Strategy - The ongoing development of the Cinema Business has positioned it as the primary revenue generator for the Group during the reporting period[21] - The Group continues to focus on Filmed Entertainment, New Media Exploitations, Licensing Businesses, and Cinema Business as its core operations[20] - The Group's strategic focus on cinema investment and management is expected to drive future growth and profitability[20] - The Group continues to explore business opportunities in the PRC cinema industry and online gaming, aiming to leverage growth potential in these sectors[47] Investments and Financial Instruments - The Group has granted a loan of RMB16.0 million (approximately HK$19.2 million) to the joint venture company for VR and MR projects, indicating a strategic investment in emerging technologies[48] - The company is actively managing its financial instruments, including the restructuring of convertible bonds to optimize capital structure[95] - The company has convertible bonds with a principal amount of HK$25 million, with Tranche 2 due on 1 June 2022[94] Share Capital and Equity - On 18 October 2021, the company issued 171,060,000 shares at a placing price of HK$0.034 per share, raising net proceeds of approximately HK$5.5 million[192] - As of 30 September 2021, Mr. Chiau Sing Chi holds 27,573,529 shares, representing 3.22% of the issued share capital[199] - The company’s total equity decreased to HK$2,142,000 as of September 30, 2021, from HK$8,821,000 as of March 31, 2021, reflecting a decline of 75.8%[64] Impairments and Losses - The company reported a loss of approximately HK$3,456,000 due to the termination of a cinema operation, including impairment losses on various assets[146] - The impairment of right-of-use assets was HK$369 million, reflecting potential challenges in asset utilization[91] Currency and Exchange - The Group recorded an exchange loss of HK$35,000 for the three months ended September 30, 2021, compared to an exchange gain of HK$957,000 in 2020[127] - The company reported an exchange difference arising on translation of HK$90,000 for the period ended September 30, 2021[68] Staff and Employment - As of September 30, 2021, the Group employed 58 staff, down from 65 as of 31 March 2021, with total staff costs of approximately HK$4.9 million during the period[38] - The Group employed 58 staff members as of September 30, 2021, down from 65 employees as of March 31, 2021, reflecting a reduction of approximately 10.8%[42]

Financial Performance - During the three months ended June 30, 2021, Bingo Group Holdings Limited generated approximately HK$1.8 million in revenue and HK$1.0 million in gross profit from its Cinema Business segment[17]. - The Group recorded a total turnover of approximately HK$1.8 million for the period, compared to no turnover in the corresponding period last year due to cinema closures caused by COVID-19[27]. - Revenue for the three months ended June 30, 2021, was HK$1,830,000, compared to HK$0 for the same period in 2020[41]. - Gross profit for the period was HK$1,035,000, with a gross profit margin of approximately 56.6%[41]. - Loss before taxation decreased to HK$3,678,000 from HK$6,924,000 in the previous year, representing a 46.5% improvement[41]. - Loss for the period was HK$3,678,000, compared to HK$6,939,000 in the same period last year, indicating a reduction of 47.0%[41]. - The Group's loss decreased from approximately HK$6.9 million for the three months ended June 30, 2020, to approximately HK$3.7 million for the current period[29]. - Total comprehensive loss for the period was HK$3,802,000, compared to HK$6,981,000 in the previous year, showing a 45.5% decrease[43]. - The company experienced a loss for the period of HK$3,478,000 as of June 30, 2021[81]. Business Segments - The Cinema Business has become the prime revenue generator for the Group during the Period[16]. - The Group's Filmed Entertainment Business did not generate any revenue during the Period as no suitable business opportunities were identified[18]. - The Group continues to focus on Filmed Entertainment, New Media Exploitations, Licensing Businesses, and Cinema Business[15]. - The ongoing development of the Cinema Business is a key focus for the Group moving forward[16]. - The Group's operations are primarily engaged in movie production, licensing, and cinema investment and management[15]. Cost Management - Administrative expenses decreased from approximately HK$5.7 million in the previous year to approximately HK$4.6 million during the period, reflecting tightened cost control measures[28]. - Administrative expenses decreased to HK$4,563,000 from HK$5,742,000, reflecting a reduction of 20.6%[41]. - Finance costs decreased to HK$603,000 from HK$861,000, a reduction of 30.0%[41]. - Direct expenses of cinema business for the three months ended 30 June 2021 were HK$795,000, with no expenses reported for the same period in 2020[67]. - Depreciation of property, plant, and equipment for 2021 was HK$413,000, down from HK$643,000 in 2020[67]. - Staff costs, including salaries and allowances, were HK$1,783,000 for 2021, compared to HK$1,891,000 in 2020[67]. Joint Ventures and Investments - Bingo Movie Development Limited entered into a joint venture agreement with Lechuang Holdings, with Bingo Movie holding a 49% stake and Lechuang holding 51%[22]. - Bingo Movie has advanced loans totaling RMB29 million (approximately HK$34.9 million) and RMB16 million (approximately HK$19.2 million) to the joint venture for VR and MR project development[22][34]. - The VR and MR industry is rapidly developing, and the Company sees growth potential in these projects through the joint venture[34][37]. - The Group plans to focus on investment opportunities in cinemas and the cultural industry in China, alongside existing business operations[33][36]. Share Capital and Options - As of June 30, 2021, the total issued share capital of the company was 855,384,669 shares[90]. - The basic and diluted loss per share for the three months ended June 30, 2021, was HK$0.41, compared to HK$0.75 for the same period in 2020[76]. - The weighted average number of ordinary shares for calculating basic and diluted loss per share remained constant at 855,384,669 for both 2021 and 2020[77]. - The Company has a share option scheme adopted on August 15, 2012, allowing the Board to offer share options to employees and directors[92]. - The total number of options granted to directors during the period was zero, indicating no new options were issued[95]. - The number of options exercised during the period was also zero, showing no options were utilized[95]. - The Company’s share option scheme allows for the issuance of shares to employees and directors based on their contributions[94]. - The adjustments to share options reflect a share consolidation effective on May 2, 2019[97]. Taxation - No Hong Kong Profits Tax provision was made for the three months ended June 30, 2021, as there were no assessable profits[72]. - The taxation charge recognized in profit or loss for the three months ended June 30, 2020 included a current tax of HK$15,000 in the PRC[70]. - The Company did not recognize any PRC Enterprise Income Tax for its subsidiaries for the three months ended June 30, 2021, due to lack of taxable profit[72]. - The directors of the Company assessed the impact of the two-tiered profits tax regime as negligible on the financial results[72]. - The Company continues to monitor its financial performance and tax obligations in light of the new tax regulations[72]. Corporate Governance - The audit committee reviewed the Group's unaudited results for the three months ended June 30, 2021, and confirmed compliance with applicable accounting standards and GEM Listing Rules[138]. - All Directors have complied with the required standard of dealings and the code of conduct regarding securities transactions throughout the three months ended June 30, 2021[140]. - The shareholding structure indicates a significant concentration of ownership among a few major shareholders, which may impact corporate governance and decision-making[113]. - The Group has not engaged in any business that competes with its operations, ensuring no conflict of interest among directors and substantial shareholders[136].

Financial Performance - The company reported a revenue of HK$6.9 million for the year, primarily generated from its filmed entertainment and new media development business[21]. - The Group recorded a total turnover of approximately HK$6.9 million for the year, a decrease of approximately 69.9% compared to HK$22.9 million in the previous year[48]. - Gross profit declined from approximately HK$13.5 million last year to approximately HK$3.9 million this year, a decrease of approximately HK$9.6 million[48]. - The net loss of the Group decreased significantly from approximately HK$54.9 million last year to approximately HK$24.9 million this year, despite the substantial revenue decline[51]. - As of March 31, 2021, the Group's total assets were approximately HK$43.9 million, down from HK$82.3 million in 2020, with cash and cash equivalents of approximately HK$15.3 million[53]. - The debt ratio as of March 31, 2021, was approximately 0.80, compared to 0.62 in 2020, indicating an increase in leverage despite a decrease in total assets[53]. - Total staff costs, including directors' remuneration, were approximately HK$10.7 million during the year, down from HK$14.9 million in 2020, with a reduction in staff from 78 to 65[54]. - The Group did not have any pledged bank deposits or bank overdrafts as of March 31, 2021, maintaining a stable financial position[53]. - There were no significant contingent liabilities or capital commitments as of March 31, 2021, indicating a conservative financial strategy[57][58]. Corporate Governance - The board of directors collectively accepts full responsibility for the accuracy and completeness of the information provided in the report[3]. - The Company emphasizes high standards of corporate governance to effectively monitor business activities and protect shareholder interests[111]. - The Company has complied with the mandatory provisions of the Corporate Governance Code, with some deviations noted in specific sections[112]. - The Board is responsible for directing and supervising the Company's business, with day-to-day management delegated to executive Directors and senior management[111]. - The Company has a diverse Board composition, which is crucial for promoting its success and overseeing major transactions[111]. - The Company has maintained a focus on legal and compliance matters, with experienced professionals in key positions[95]. - The Company has a structured approach to decision-making, requiring Board approval for significant transactions[111]. - The Company has a history of strong corporate governance practices, which it continues to uphold[112]. - The Company is committed to transparency and accountability in its operations and governance practices[112]. - The Board consists of ten Directors, including six executive Directors and three independent non-executive Directors, ensuring a balanced structure for effective oversight[117]. - Independent non-executive Directors have confirmed their independence in accordance with GEM Listing Rules, ensuring governance integrity[117]. - The Company has established a Remuneration Committee comprising all independent non-executive Directors and one executive Director, with responsibilities including reviewing and approving management's remuneration proposals[179]. - The Nomination Committee is responsible for reviewing the structure, size, and composition of the Board, and making recommendations for the appointment or reappointment of Directors[184]. - The Company has a corporate governance function carried out by the Board, which includes developing and reviewing policies and practices on corporate governance[170]. - The Company is committed to compliance with legal and regulatory requirements as part of its corporate governance practices[170]. Business Strategy and Development - The company aims to expand its market presence through new media and entertainment ventures[19]. - The Group is exploring investment opportunities in the virtual reality and mixed reality sectors, recognizing growth potential in these areas[75]. - The Group is focusing on identifying new business opportunities with significant potential, including consultancy services, online game development, and investments in the Chinese cultural industry[79]. - The Group believes that its existing businesses can create synergistic effects with the new ventures, benefiting future growth[81]. - The Group's strategic focus includes enhancing its online presence and expanding into new markets through innovative business models[79]. - The Group has entered into a joint venture with Lechuang Holdings to develop VR and MR projects, granting a loan of RMB 16 million (approximately HK$ 18.9 million) to the joint venture in September 2019[81]. - The Group aims to leverage its experience in interactive content provision alongside Lechuang's expertise in VR and MR development[81]. Operational Challenges - The Group's cinemas in Shanghai and Hangzhou reopened in August 2020, but generated minimal turnover during the year due to COVID-19 restrictions[48]. - The Group's cinema in Linan was closed in September 2020 due to unresolved business plans with the shopping mall owner[48]. - The COVID-19 pandemic has resulted in nearly 4 million deaths and over 180 million infections globally, impacting the economy in China to some extent[78]. - The cinemas in China were allowed to reopen in late July 2020 after being closed since early 2020 due to the pandemic, indicating a gradual recovery in the market[11]. Management and Board Activities - All Directors participated in continuous professional development activities during the year, enhancing their knowledge and skills relevant to the Company's business[119]. - The Company encourages Directors to attend external forums or training courses to support their continuous professional development[119]. - The attendance record for Board and Committee Meetings shows that Ms. CHOW Man Ki Kelly attended 12 out of 12 Board Meetings, indicating strong engagement[124]. - The Company Secretary, Mr. CHAN Ka Yin, undertook over 15 hours of professional training during the year to update his skills and knowledge[172]. - The Board has reviewed and discussed the corporate governance policy of the Group and is satisfied with its effectiveness[170]. - The Board practices good corporate governance by ensuring timely discussions on appropriate issues[140]. - The Board is currently seeking suitable candidates for the positions of Chairman and Chief Executive Officer, with existing members sharing responsibilities in the interim[135]. - The roles of Chairman and Chief Executive Officer should be separate, as per Code A.2.1, ensuring clear delineation of responsibilities[136].

Financial Performance - During the nine months ended December 31, 2020, Bingo Group Holdings Limited generated revenue of HK$3.5 million and gross profit of HK$2.0 million from its Cinema Business, a decline from HK$22.1 million and HK$13.0 million in the corresponding period of 2019[21]. - The total turnover for the Group was approximately HK$3.8 million, representing a decrease of approximately HK$18.3 million compared to HK$22.1 million in the corresponding period[31]. - The Group recorded a loss of approximately HK$18.6 million for the period, which is a decrease of approximately HK$14.5 million compared to a loss of HK$33.1 million in the corresponding period[31]. - For the three months ended December 31, 2020, the Group reported a turnover of HK$2,536,000, a decrease from HK$6,619,000 in the same period of 2019, representing a decline of approximately 61.7%[44]. - The gross profit for the same period was HK$1,305,000, down from HK$3,941,000 in 2019, indicating a decrease of about 66.9%[44]. - The total comprehensive loss for the period was HK$34,733,000 for the nine months ended December 31, 2020[113]. - The total loss for the nine months ended December 31, 2020, was HK$18,570,000, compared to HK$33,260,000 in the same period of 2019, indicating a reduction of approximately 44.3%[44]. - The loss attributable to owners of the Company for the period was HK$2,303,000, a significant reduction from HK$13,950,000 in the same quarter of 2019, reflecting a decrease of about 83.5%[44]. Impact of COVID-19 - The COVID-19 pandemic significantly impacted cinema operations, with cinemas in Hangzhou and Shanghai closed since late January 2020, reopening in August 2020 in low-risk areas[21]. - The cinema business in China faced significant disruptions due to the COVID-19 pandemic, with cinemas ordered to close since early 2020[35]. - The overall performance in the Cinema Business reflects the ongoing challenges posed by the pandemic, impacting revenue and profit margins[21]. - Future outlook remains cautious as the Group navigates the recovery phase post-COVID-19[21]. Business Strategy and Operations - The Group continues to focus on Filmed Entertainment, New Media Exploitations, Licensing Businesses, and Cinema Business as its primary operations[19]. - The Group's strategy includes a gradual normalization of cinema operations following the reopening of cinemas in certain areas[21]. - The Group is committed to exploring new opportunities in film production and interactive content to enhance its market position[19]. - The Group continues to explore investment opportunities in the Chinese cinema sector and online gaming, aiming to leverage potential growth in these areas[39]. - The establishment of a joint venture in Huzhou, Zhejiang Province, focuses on brand and intellectual property management, influencer incubation, and e-commerce, which is currently in a trial operation phase[39]. Joint Ventures and Investments - Bingo Family, a joint venture established in November 2020, generated approximately HK$0.3 million in revenue during its trial period[25]. - The Group has entered into a loan agreement with the joint venture company for an investment of between HK$25 million and HK$35 million for VR and MR projects[26]. - The Group is optimistic about the growth potential in the VR and MR industry and aims to leverage its experience in interactive content provision[38]. - The Group granted a loan of RMB16 million (approximately HK$18.2 million) to the joint venture company in September 2019 for the development of VR and MR projects[38]. Share Options and Awards - The company granted a total of 40,250,000 share options in 2015, with the exercise price at HK$0.940, and the fair value at the time of grant was HK$16,800,000[60]. - The number of share options granted in 2016 was 85,500,000, with an exercise price of HK$0.720 and a fair value of HK$26,600,000[60]. - The company has a share option scheme that includes options with various grant dates, with the latest being July 14, 2020, for 25,500,000 options at an exercise price of HK$0.074[60]. - The Share Award Scheme allows for a maximum of 10% of the issued shares (85,538,466 shares) to be purchased by the trustee[132]. - The maximum number of shares that can be awarded to any selected employee under the Share Award Scheme is limited to 1% of the issued share capital as of the Adoption Date[132]. - The Share Award Scheme was adopted on 14 August 2019 and is valid for ten years, aimed at recognizing and rewarding contributions to the Group[168]. Compliance and Governance - The unaudited consolidated results have been prepared in accordance with Hong Kong Financial Reporting Standards and comply with GEM Listing Rules[49]. - The third quarterly results have been reviewed by the audit committee of the Company[49]. - All Directors complied with the required standard of dealings regarding securities transactions throughout the nine months ended December 31, 2020[193]. - The audit committee reviewed the Group's unaudited results for the nine months ended December 31, 2020, ensuring compliance with applicable accounting standards and GEM Listing Rules[183].

Revenue and Profitability - During the six months ended 30 September 2020, Bingo Group Holdings Limited generated revenue of HK$1.3 million from its Cinema Business, a decline from HK$15.5 million in the corresponding period of 2019[21] - The gross profit from the Cinema Business for the Period was HK$0.7 million, down from HK$9 million in the same period last year[21] - The Group recorded total turnover of approximately HK$1.2 million, a decrease of approximately HK$14.3 million compared to HK$15.5 million in the corresponding period[28] - Revenue and gross profit from cinema operations were approximately HK$1.3 million and HK$0.7 million, respectively, showing a decline compared to HK$15.5 million and HK$9 million in the same period last year[28] - For the six months ended September 30, 2020, the Group reported a turnover of HK$1,264,000, a decrease of 92.8% compared to HK$15,467,000 for the same period in 2019[54] - The gross profit for the six months ended September 30, 2020, was HK$680,000, down 92.5% from HK$9,045,000 in the previous year[54] - The loss for the period was approximately HK$15.8 million, an increase of approximately HK$3.3 million from the loss of HK$12.5 million in the corresponding period[30] - The loss for the period was HK$15,838,000, compared to a loss of HK$12,512,000 for the same period in 2019, representing a 26.3% increase in losses[54] - The total comprehensive loss for the period amounted to HK$9,015,000, up from HK$8,013,000 in the prior year, indicating a year-over-year increase of 12.5%[55] - The total comprehensive loss for the period ended September 30, 2020, was HK$17,330,000, compared to HK$14,204,000 in the previous year, indicating a worsening financial performance[66] Impact of COVID-19 - The outbreak of COVID-19 led to the closure of cinemas in Hangzhou and Shanghai since late January 2020, impacting revenue generation significantly[21] - Cinemas in certain low-risk areas of the PRC were allowed to reopen in July 2020, with the Group's cinemas in Shanghai and Hangzhou reopening in August 2020[21] - The coronavirus outbreak has significantly impacted the cinema industry, with many cinemas in China only reopening in late July 2020[42] Assets and Liabilities - As of 30 September 2020, the Group's total assets were approximately HK$50.9 million, down from HK$82.3 million as of 31 March 2020[35] - Cash and cash equivalents amounted to approximately HK$21.2 million as of 30 September 2020, compared to HK$38.1 million as of 31 March 2020[35] - The debt ratio was approximately 0.66 as of 30 September 2020, compared to approximately 0.62 as of 31 March 2020[35] - Net current assets decreased to HK$13,010,000 as of September 30, 2020, down from HK$21,215,000 as of March 31, 2020, reflecting a decline of 38.7%[63] - Total assets less current liabilities were HK$36,796,000, down from HK$57,624,000, indicating a reduction of 36.2%[63] - Non-current liabilities, including convertible bonds and lease liabilities, totaled HK$19,466,000, compared to HK$26,030,000 in the previous period, a decrease of 25.2%[63] - The company reported a total equity of HK$17,330,000 as of September 30, 2020, down from HK$31,594,000, a decline of 45%[63] Cash Flow - For the six months ended September 30, 2020, the net cash used in operating activities was HK$6,005,000, compared to HK$13,621,000 in the same period of 2019, indicating an improvement[68] - The net cash generated from investing activities for the same period was HK$2,201,000, a significant decrease from HK$14,470,000 in 2019[68] - The net cash used in financing activities increased to HK$11,900,000 in 2020 from HK$2,048,000 in 2019, reflecting higher financing costs[68] - As of September 30, 2020, cash and cash equivalents decreased to HK$21,189,000 from HK$61,023,000 at the end of the same period in 2019[68] - The company experienced a net decrease in cash and cash equivalents of HK$15,704,000 for the six months ended September 30, 2020, compared to a decrease of HK$1,199,000 in 2019[68] Staff and Employee Costs - Total staff costs, including directors' remuneration, were approximately HK$5.4 million during the period, down from approximately HK$6.9 million in the corresponding period[38] - The Group employed 76 staff as of September 30, 2020, a slight decrease from 78 staff as of March 31, 2020[40] - Employee costs totaled approximately HK$5,400,000 for the period, down 21.0% from HK$6,900,000 in the previous year[40] - Key management personnel remuneration for the six months ended September 30, 2020, was HK$943,000, an increase from HK$500,000 in the same period of 2019[176] Business Operations and Future Plans - The Group continues to focus on Filmed Entertainment, New Media Exploitations, Licensing Businesses, and Cinema Business[19] - The management is actively seeking suitable business opportunities in the Filmed Entertainment sector[22] - The Group plans to focus on new business opportunities, including consultancy services and online game development, in addition to its existing cinema investments[46] - The Group has entered into a joint venture agreement in November 2020 to establish a company focused on brand management and film-related products in Huzhou City, Zhejiang Province[47] - The joint venture company will be 51% owned by the WOFE Subsidiary and will focus on brand management, film and television product development, and e-commerce[187] Share Options and Awards - The number of share options granted in 2020 was 25,500,000, a decrease of 43.8% compared to 45,000,000 in 2019[96] - The fair value of share options granted in 2020 was HK$892,500, significantly lower than HK$2,181,000 in 2019, indicating a decline in perceived value[96] - Share-based payments recognized for directors amounted to HK$556,000, while employees received HK$432,000, and advisors received HK$578,000, totaling HK$1,566,000 for the six months ended September 30, 2020[114] - The total number of awarded shares for employees was 12,780,000, with 50% vesting on the first anniversary and the remaining 50% on the second anniversary of the grant date[105] - The company adopted a share award scheme on August 14, 2019, with awards granted up to September 30, 2020, indicating a strategic move to incentivize key personnel[107] Losses and Impairments - The Group recorded a loss on the termination of a cinema operation of approximately HK$3,456,000 during the six months ended September 30, 2020[135] - The Group terminated the operation of a cinema in Hangzhou, resulting in a loss of approximately HK$3,456,000, which includes impairment losses of HK$369,000 on receivables and HK$7,144,000 on right-of-use assets[137] - Impairment of right-of-use assets for the six months ended September 30, 2020, was HK$7,144,000[91] Government Grants and Taxation - The group received government grants totaling HK$596,000 for the six months ended September 30, 2020, compared to HK$536,000 in the same period of 2019[76] - The Group did not derive any assessable profits in Hong Kong for the six months ended September 30, 2020, and thus no provision for Hong Kong Profits Tax was made[126] - The PRC subsidiaries are subject to a 25% Enterprise Income Tax for the six months ended September 30, 2020, and 2019[124]

Financial Performance - During the three months ended June 30, 2020, Bingo Group Holdings Limited generated no turnover due to the COVID-19 outbreak, which led to the closure of cinemas in Hangzhou and Shanghai since late January 2020[17]. - The Group reported a loss of approximately HK$6.9 million for the period, an increase of approximately HK$1.5 million compared to a loss of HK$5.4 million in the corresponding period[24]. - The increase in loss was mainly due to the suspension of cinema businesses caused by the COVID-19 outbreak[24]. - The loss attributable to owners of the Company for the period was HK$6.4 million, compared to HK$4.97 million in the previous year[36]. - The basic and diluted loss per share for the period was HK$0.75, compared to HK$0.58 in the corresponding period[36]. - The company reported a loss for the period of HK$6,939,000 for the three months ended June 30, 2020, compared to a loss of HK$5,372,000 in the same period of 2019, representing an increase in loss of approximately 29%[38]. - Total comprehensive loss for the period amounted to HK$6,981,000, up from HK$6,191,000 in 2019, indicating a year-over-year increase of about 13%[38]. - The loss for the period attributable to owners of the Company was HK$6,401,000 for the three months ended June 30, 2020, compared to HK$4,968,000 for the same period in 2019, representing a year-over-year increase of 28.56%[65]. Revenue Generation - The Cinema Business was previously the prime revenue generator, with approximately HK$7.2 million in revenue and HK$4.2 million in gross profit during the same period in 2019[17]. - No revenue was generated in the Filmed Entertainment Business segment during the period as no suitable business opportunities were identified[18]. - Revenue from cinema business was HK$0 for the three months ended June 30, 2020, a significant decline from HK$7,232,000 in the same period of 2019, reflecting a 100% decrease[45]. - Interest income decreased to HK$106,000 in Q1 2020 from HK$276,000 in Q1 2019, a decline of approximately 62%[47]. - Other income increased to HK$26,519,000 in Q1 2020 from HK$12,288,000 in Q1 2019, representing a growth of approximately 116%[47]. Business Operations - The Group continues to focus on Filmed Entertainment, New Media Exploitations, Licensing Businesses, and Cinema Business[15]. - The ongoing development of the Cinema Business has been a key focus for the Group, which has been impacted by external factors such as the pandemic[16]. - The Group's cinemas in Shanghai and Hangzhou reopened in August 2020, following negotiations regarding business plans for the Linan cinema[17]. - The Group is in discussions regarding the reopening of its Linan cinema, but the date remains unconfirmed as of the report date[17]. - The Group's management is actively seeking suitable business opportunities in the Filmed Entertainment sector[18]. - The Group plans to explore other business opportunities, including consultancy services and online game development, in addition to its existing cinema business[29]. Financial Strategies and Investments - The Group has entered into a joint venture agreement with Lechuang Holdings, with Bingo Movie holding 49% and Lechuang holding 51% of the JV Company[23]. - Bingo Movie has advanced loans totaling RMB45 million (approximately HK$51.3 million) to the JV Company for investment in VR and MR projects[23]. - As of the report date, no suitable VR or MR projects have been identified[23]. - The VR and MR industry is experiencing rapid development, and the Group sees growth potential in this sector[30]. - The total finance costs for the three months ended June 30, 2020, were HK$861,000, down from HK$1,554,000 in 2019, representing a decrease of approximately 44.7%[51]. Shareholder Information - As of June 30, 2020, the total issued share capital of the company was 855,384,669 shares[86]. - The company’s directors held a total of 27,573,529 shares, representing approximately 3.22% of the issued share capital[86]. - The company’s major shareholders, including Mr. Chiau Sing Chi and Ms. Chow Man Ki Kelly, held 402,121,240 shares each, accounting for 47.01% of the issued share capital[86]. - The number of options granted to directors remained unchanged during the reporting period, indicating stability in executive compensation[91]. - The total options held by directors as of April 1, 2020, was 31,500,000, indicating a significant number of options available for future exercise[91]. Impact of COVID-19 - The impact of COVID-19 has significantly affected the Group's revenue generation capabilities during the reporting period[17]. - The company closed all cinemas in China starting January 2020 due to mandatory quarantine measures, significantly impacting operations[78]. - The directors noted that the financial effects of COVID-19 on the consolidated financial statements could not be reasonably estimated, but a material impact is expected for the year ending March 31, 2021[79]. - By June 30, 2020, the total comprehensive loss increased to approximately $6,981 million, reflecting ongoing challenges due to the COVID-19 pandemic[75]. - The company reported a significant impairment risk for assets due to the pandemic, affecting goodwill, property, plant, and equipment[79].

Financial Performance - For the year ended March 31, 2020, Bingo Group Holdings Limited generated revenue of HK$22.9 million, a decline from HK$38.0 million in the previous year, primarily due to the COVID-19 outbreak[13]. - The gross profit for the year was HK$13.5 million, down from HK$22.4 million in the prior year, reflecting the impact of cinema closures during the peak season[13]. - The Group recorded a total turnover of approximately HK$22.9 million for the year, representing a decrease of approximately 39.8% compared to HK$38.0 million in the previous year[24]. - The cinema business generated revenue of HK$22.9 million, down from HK$38.0 million in the previous year, primarily due to the impact of COVID-19[24]. - The net loss increased significantly from approximately HK$26.5 million in the previous year to approximately HK$54.8 million for the year, driven by decreased revenue and impairment losses[26]. - Impairment losses on fixed assets and lease assets totaled approximately HK$11.6 million, which were one-off in nature[25]. - As of March 31, 2020, the Group's total assets were approximately HK$82.3 million, down from HK$115.3 million in the previous year[27]. - The Group's cash and cash equivalents amounted to approximately HK$38.1 million, compared to HK$60.9 million in the previous year[27]. - The debt ratio increased to approximately 0.62 as of March 31, 2020, from 0.32 in the previous year[29]. Business Operations - All cinemas in Hangzhou and Shanghai were closed since late January 2020, affecting revenue generation during the traditional peak season of Chinese New Year[13]. - No revenue was generated in the Filmed Entertainment, New Media Exploitations, and Licensing Businesses segment during the year, as no suitable business opportunities were identified[14]. - The Cinema Business has become the prime revenue generator for the Group during the year, despite the significant decline in performance due to external factors[12]. - The Group's cinemas are exclusively located in Hangzhou and Shanghai, with no confirmed schedule for reopening as of the report date[13]. - The ongoing focus remains on movie production, licensing, and interactive content provision, despite the challenges faced in the Cinema Business[12]. - The Group continues to seek suitable business opportunities in the entertainment sector, although no appropriate targets were found during the year[14]. - The financial performance reflects the broader impact of the pandemic on the entertainment industry, particularly in cinema operations[13]. - The Group's strategic direction includes a commitment to adapt to market conditions and explore new avenues for revenue generation[12]. - The Group plans to focus on identifying new business opportunities, including consultancy services and online game development, despite the challenges posed by the COVID-19 pandemic[43]. Employee and Corporate Governance - The Group had 78 employees as of March 31, 2020, down from 115 in the previous year, with total staff costs of approximately HK$14.9 million[36]. - The Group employed 78 staff in China and Hong Kong, a decrease from 115 in 2019, with total employee costs amounting to approximately HK$14.9 million, down from HK$17.0 million in 2019[38]. - The Group's employee benefits include contributions to a statutory mandatory provident fund scheme, reflecting its commitment to employee welfare[38]. - The Company is committed to high standards of corporate governance, ensuring effective monitoring of business activities to protect shareholder interests[64]. - The Board of Directors is responsible for major decision-making and must approve significant transactions, delegating day-to-day management to executive directors and senior management[67]. - The Company has complied with the Corporate Governance Code, with no reported non-compliance in securities transactions by directors[65][66]. - The Company has appointed independent non-executive directors to ensure diverse perspectives in governance[57][60]. - The Company has established a Remuneration Committee comprising all independent non-executive Directors and one executive Director, responsible for making recommendations on remuneration policies[125]. - The primary goal of the executive remuneration packages is to motivate executive Directors and senior management by linking their remuneration to the Group's operational results[128]. Risk Management and Internal Controls - The Company has implemented a phased improvement plan to enhance its internal controls and risk management system, focusing on a risk-based approach[162]. - The internal controls model is based on the COSO framework, which includes five components: Control Environment, Risk Assessment, Control Activities, Information and Communication, and Monitoring[161]. - The Board is responsible for overseeing the risk management system and internal controls, setting strategic objectives, and monitoring risk exposure[167]. - Management is tasked with designing, implementing, and monitoring risk management and internal control systems across the Company[167]. - The Company aims to further integrate internal controls and risk management into its business processes, including annual budgeting and planning[163]. - The internal audit functions are performed independently to assess the adequacy and effectiveness of the Group's risk management systems[169]. - The Company has engaged independent professional advisors to conduct an annual review of its risk management and internal control systems, which were deemed effective and adequate[169]. - No significant areas of concern affecting financial, operational, compliance controls, and risk management functions were identified during the review[169]. Transparency and Communication - The Company emphasizes the importance of transparency and maintains open communication with shareholders through various reports and its website[179]. - The Board is committed to timely disclosure of corporate information to enhance investor relations[179]. - The Company has established procedures for shareholders to direct inquiries to the Board, ensuring effective communication[178]. - The Company has a policy for the nomination of Directors, ensuring a structured approach to Board composition[132]. - The Company has established an Audit Committee to review financial reporting, risk management, and internal control systems[143]. Future Outlook - The Group is optimistic about the growth potential in the VR and MR industry, having granted a loan of RMB16.0 million (approximately HK$17.5 million) to a joint venture company in September 2019[45]. - The Group's existing businesses are expected to create synergistic effects with new ventures, benefiting future operations[47]. - The Company’s business review indicates a fair assessment of its operations and potential future developments[189].

比高集團控股有限公司 股份代號 :822 0 ( 於開曼群島註冊成立之有限公司 ) 2019/20 香港聯合交易所有限公司（「聯交所」）GEM之特色 GEM乃為較於聯交所上市之其他公司帶有更高投資風險之公司提供上市之市場。有意投資者應 瞭解投資於該等公司之潛在風險，並應經過審慎周詳之考慮後方作出投資決定。基於GEM之較 高風險及其他特色，GEM較適合專業及其他經驗豐富之投資者。 由於GEM上市公司之新興性質使然，在GEM買賣之證券可能會承受較於主板買賣之證券為高 之市場波動風險，同時亦不保證在GEM買賣之證券會有高流通量之市場。 香港交易及結算所有限公司及聯交所對本報告之內容概不負責，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所產生或因依賴該等內容而引致之 任何損失承擔任何責任。 本報告乃遵照聯交所GEM證券上市規則（「GEM上市規則」）之規定提供有關比高集團控股有限 公司（「本公司」）之資料。本公司各董事（「董事」）共同及個別對本報告承擔全部責任。各董事於 作出一切合理查詢後確認，就彼等所深知及確信，本報告所載資料在各重大方面均為準確及完 整，且並無誤導或欺詐成分；而本 ...

Financial Performance - The annual report covers the financial performance for the year ended March 31, 2019[11]. - The Group recorded a total turnover of approximately HK$38.0 million for the Year, representing a decrease of approximately 20.6% compared to HK$47.9 million for last year[16]. - The gross revenue from the Cinema Business was HK$38.0 million, down from HK$46.9 million in the previous year, indicating a decline in both revenue and gross profit[16]. - The Group did not generate any revenue from the Filmed Entertainment Business during the Year due to the absence of suitable business opportunities[16]. - As of 31 March 2019, the Group's total assets were approximately HK$115.3 million, a decrease from HK$145.9 million in 2018, with cash and cash equivalents at approximately HK$60.9 million[19]. - The debt ratio as of 31 March 2019 was approximately 0.32, compared to 0.28 in the previous year, indicating a slight increase in leverage[19]. - The Group experienced a foreign exchange loss of approximately HK$3.9 million during the Year, a shift from an exchange gain of approximately HK$2.6 million in the previous year[17]. - The Group reported a loss for the year ended March 31, 2019, with no final dividend recommended for the year (2018: Nil)[179]. Strategic Focus and Business Development - The Group focused on movie production, licensing, derivatives, crossover marketing, and interactive content provision during the year[12]. - The cinema investment and management segment was also a key area of focus for the Group[12]. - The Group's strategy includes expanding its presence in the filmed entertainment and new media sectors[12]. - The Group aims to leverage its licensing businesses to drive revenue growth[12]. - Future outlook includes potential market expansion in cinema management[12]. - The Group is committed to exploring new technologies to enhance its film production capabilities[12]. - The report highlights the significance of crossover marketing in reaching broader audiences[12]. - The Group's overall performance reflects its strategic focus on diversified entertainment offerings[12]. - The Group plans to focus on investment opportunities in cinemas and popular movies in the PRC, alongside expanding into consultancy services and online gaming[39][40]. - The Group aims to leverage its existing businesses to create synergies with new ventures, enhancing future benefits[43][45]. Corporate Governance - The Company emphasizes high standards of corporate governance to effectively monitor business activities and protect shareholder interests[59]. - The Board is composed of seven Directors, including three executive Directors and three independent non-executive Directors, ensuring a balance of expertise and independence[69]. - The Company has complied with the mandatory provisions of the Corporate Governance Code, with specific deviations noted in the sections regarding the Chairman and Chief Officer[60]. - Directors' emoluments are determined based on their duties, the Company's performance, and current market conditions, with details disclosed in the financial statements[68]. - All Directors participated in continuous professional development activities during the Year to enhance their knowledge and skills[77]. - The Company has arranged appropriate insurance coverage for Directors and senior management against legal actions arising from corporate activities, reviewed annually[79]. - The Board is responsible for major decision-making and must approve significant transactions before they are executed[62]. - The Company has adopted a code of conduct for securities transactions by Directors, ensuring compliance with GEM Listing Rules[61]. - The Board will regularly review its composition to maintain an appropriate balance of skills and experience[67]. - The Company has made specific inquiries to all Directors regarding compliance with securities transaction standards, with no non-compliance reported[64]. - The company does not have a Chairman of the Board and Chief Executive Officer as of March 31, 2019, and is in the process of locating suitable candidates for these positions[86]. - The Board members share the responsibility to ensure good corporate governance practices and procedures are established, discussing corporate governance issues in meetings to approve interim and annual results[89]. - The executive Directors are responsible for encouraging all directors to actively contribute to the Board's affairs and ensuring that decisions reflect Board consensus[90]. - Independent non-executive Directors hold at least one meeting annually to discuss significant issues of the Company without influence from executive Directors[91]. - The executive Directors ensure effective communication with shareholders, discussing shareholder viewpoints in Board meetings following shareholders' meetings[92]. - The nomination committee is chaired by an executive Director and consists of a majority of independent non-executive Directors, who have veto power over inappropriate nominations[97]. - The remuneration committee consults with an executive Director regarding remuneration proposals for other executive Directors[98]. - The Board has appointed at least one executive Director to attend the annual general meeting due to the chairmanship vacancy[100]. - The Company has established a Remuneration Committee comprising all independent non-executive Directors and one executive Director, responsible for making recommendations on remuneration policies[121]. - The primary goal of the executive remuneration packages is to motivate executive Directors and senior management by linking their remuneration to the Group's operational results[123]. - The principal elements of the Group's executive remuneration package include basic salary, discretionary bonus, and share options[125]. - The Company Secretary reports to the executive Directors and assists the Board in functioning effectively[120]. - The corporate governance policy of the Group has been reviewed and deemed effective by the Board[112]. - Non-executive Directors are subject to re-election at the annual general meeting, ensuring accountability[106]. - One-third of the Directors must retire by rotation, with each Director subject to retirement at least once every three years[107]. - The Remuneration Committee reviews and approves compensation arrangements for Directors dismissed for misconduct[121]. - The Company has a formal and transparent procedure for developing remuneration policy, ensuring alignment with corporate goals[121]. - The Nomination Committee is composed of Ms. Chow Man Ki Kelly (Chairman) and all independent non-executive Directors, including Ms. Choi Mei Ping, Mr. Tsoi Chiu Yuk, and Mr. Ong King Keung[126]. - The responsibilities of the Nomination Committee include reviewing the structure, size, and composition of the Board, and making recommendations for the appointment or reappointment of directors[127]. - The Board has adopted a board diversity policy that considers factors such as gender, age, cultural background, educational background, skills, knowledge, and professional experience[136]. - The Audit Committee, comprising all independent non-executive Directors, is responsible for reviewing the Company's annual, interim, and quarterly reports[138]. - As of March 31, 2019, the Directors are not aware of any material uncertainties that may cast significant doubt on the Company's ability to continue as a going concern[140]. - The Nomination Committee may consult various sources to identify suitable candidates, including referrals from existing Directors and recommendations from third-party agencies[132]. - All appointments of Directors will be confirmed by filing the consent to act as Director with relevant regulatory authorities if required[133]. - The Audit Committee provides advice and comments on the Company's financial reporting, risk management, and internal control systems[139]. - The Nomination Committee will evaluate candidates' suitability through interviews, background checks, and third-party reference checks[133]. - The Company has established specific written terms of reference for both the Nomination Committee and the Audit Committee in compliance with relevant regulations[138]. Risk Management and Internal Controls - The Board has engaged independent professional advisors to conduct an annual review of the Group's risk management and internal control systems, which were deemed effective and adequate[162]. - The Company has implemented a phased improvement plan to enhance its internal controls and risk management system, focusing on a risk-based approach[155]. - The risk management framework includes a comprehensive identification and prioritization of material risks throughout the Group[152]. - The internal controls model is based on the COSO framework, which includes five components: Control Environment, Risk Assessment, Control Activities, Information and Communication, and Monitoring[154]. - The Board is responsible for overseeing the effectiveness of the risk management systems and internal controls, setting strategic objectives, and monitoring risk exposure[160]. - The Company aims to further integrate internal controls and risk management into business processes, including annual budgeting and planning[156]. - No significant areas of concern affecting financial, operational, compliance controls, and risk management functions were identified during the review[162]. - The Company has established a policy for handling and disseminating inside information to comply with statutory and listing rule disclosure requirements[164]. - The risk management process and internal controls are practiced across business operations and functional areas[160]. Environmental and Social Responsibility - The Group has initiated a paper recycling program in offices to promote environmental awareness among employees[191]. - The Board has instructed employees to adhere to anti-corruption practices and not to solicit or accept advantages from business partners[196]. - The Group emphasizes the importance of integrity and fairness, ensuring all employees adhere to anti-corruption regulations[197]. - The Group provides career advancement opportunities and encourages participation in professional examinations and training through leave grants[198]. - Competitive remuneration is offered to employees, with annual performance reviews reflecting individual contributions[198]. - The Company operates a share option scheme to incentivize and reward eligible participants contributing to its success[199]. Communication and Transparency - The Company emphasizes the importance of good communication with shareholders and maintains a policy of open and timely disclosure of corporate information[172]. - The Board recognizes the need for transparency to enhance investor relations[172]. - The Company updates shareholders on business developments and financial performance through various corporate publications[173]. - A summary of the Group's financial performance over the last five years is available, although it does not form part of the audited consolidated financial statements[180]. - The Company’s business review and likely future developments are detailed in the Directors' Business Review section[187].