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都都控股(08250) - 须予披露交易:场内出售上市证券
2025-08-25 08:52
(股份代號:8250) 香港交易及結算所有限公司及香港聯合交易所有限公司對本公告之內容概不負責, 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內容而引致之任何損失承擔任何責任。 Du Du Holdings Limited 都 都 控 股 有 限 公 司 (於開曼群島註冊成立之有限公司) 須予披露交易 場內出售上市證券 出售事項 於二零二四年十二月九日至二零二五年八月二十二日期間,本公司通過其間接全 資持有之附屬公司越盛進行一連串場內交易,已出售合共3,188,000股上市股份(佔 於本公告日期已發行上市股份總數約0.202% ),平均價格介乎每股上市股份0.782港 元至1.030港元,總代價約為2,841,000港元(不含交易成本)。 GEM上市規則之涵義 由於有關出售事項之一項或多項適用百分比率(定義見GEM上市規則)超過 5% 但均低於 25%,出售事項構成本公司之須予披露交易,並須遵守GEM上市規則第19章項下 之申報及公告規定。 – 1 – 出售上市證券 於二零二四年十二月九日至二零二五年八月二十二日期間,本公司通過其間接全資 持有之附屬公司越盛進 ...
都都控股收购28.45万股百融云-W股份
Zhi Tong Cai Jing· 2025-08-20 10:40
Group 1 - The company, DouDou Holdings (08250), announced that on August 20, 2025, its indirect wholly-owned subsidiary, Yue Sheng, acquired a total of 284,500 shares of BaiRong Cloud-W through the public market on the Stock Exchange [1] - The total consideration for the acquisition was approximately HKD 3.021 million, excluding transaction costs, which translates to an average price of about HKD 10.62 per share of BaiRong Cloud-W [1]
都都控股(08250)收购28.45万股百融云-W股份
智通财经网· 2025-08-20 10:36
Group 1 - The company, DouDou Holdings (08250), announced that its indirect wholly-owned subsidiary, Yue Sheng, acquired a total of 284,500 shares of BaiRong Cloud-W through the stock exchange on the open market [1] - The total consideration for the acquisition was approximately HKD 3.021 million, excluding transaction costs, which translates to an average price of about HKD 10.62 per share of BaiRong Cloud-W [1]
都都控股(08250.HK)收购28.45万股百融云-W股份 总代价约302.1万港元
Ge Long Hui· 2025-08-20 10:34
格隆汇8月20日丨都都控股(08250.HK)公告,于2025年8月20日,越盛通过联交所于公开市场上合共收购 了284,500股百融云-W股份,总代价约302.1万港元(不含交易成本,即平均价格约每股百融云-W股份 10.62港元)。 ...
都都控股(08250) - 须予披露交易:场内收购上市证券
2025-08-20 10:26
香港交易及結算所有限公司及香港聯合交易所有限公司對本公告之內容概不負責, 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。 Du Du Holdings Limited 都 都 控 股 有 限 公 司 (於開曼群島註冊成立之有限公司) (股份代號:8250) 場內 須 收 予 購 披 上 露 市 交 證 易 券 收購事項 於二零二五年八月二十日,越盛通過聯交所於公開市場上合共收購了284,500股百融 雲-W股份,總代價約3,021,000港元(不含交易成本,即平均價格約每股百融雲-W股 份10.62港元)。 GEM上市規則之涵義 根據GEM上市規則第19章,由於有關收購事項之一項或多項適用百分比率(定義見 GEM上市規則)超過5%但均低於25%,收購事項構成本公司之須予披露交易,並須遵 守GEM上市規則第19章項下之申報及公告規定。 1 收購上市證券 於二零二五年八月二十日,越盛通過聯交所於公開市場上合共收購了284,500股百 融雲-W股份,總代價約3,021,000港元(不含交易成本,即平均價格約每股百融雲-W股 份1 ...
都都控股(08250) - 须予披露交易: 场内出售上市证券
2025-08-15 08:31
香港交易及結算所有限公司及香港聯合交易所有限公司對本公告之內容概不負責, 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內容而引致之任何損失承擔任何責任。 Du Du Holdings Limited 都 都 控 股 有 限 公 司 (於開曼群島註冊成立之有限公司) (股份代號:8250) 須予披露交易 場內出售上市證券 出售事項 由於有關出售事項之一項或多項適用百分比率(定義見GEM上市規則)超過 5% 但均低於 25%,出售事項構成本公司之須予披露交易,並須遵守GEM上市規則第19章項下 之申報及公告規定。 – 1 – 出售上市證券 於二零二五年八月六日至二零二五年八月十五日期間,本公司通過其間接全資持有 之附屬公司越盛進行一連串場內交易,以出售合共2,000,000股上市股份(佔於本公告 日期已發行上市股份總數約0.031%),平均價格介乎每股上市股份6.926港元至7.100港元, 總代價約為13,965,000港元(不含交易成本)。 由於出售事項通過於公開市場銷售進行,故本公司並不知悉買方身份。就董事在作出 一切合理查詢後所深知、盡悉及確信,各買方及其 ...
都都控股(08250) - 2025 - 中期财报
2025-03-26 08:42
Financial Performance - The company's revenue for the six months ended December 31, 2024, was HKD 2,304,951, a decrease of 18.6% compared to HKD 2,835,216 for the same period in 2023[8] - Gross profit increased to HKD 15,484 from HKD 13,367, representing a growth of 15.8% year-over-year[8] - The company reported a net loss of HKD 258 for the period, a significant improvement from a loss of HKD 6,550 in the previous year[9] - The total comprehensive income attributable to the owners of the company was HKD 1,071, compared to a loss of HKD 8,125 in the same period last year[10] - Revenue from fresh and agricultural products trade and general trade decreased to HKD 1,893,002,000 for the six months ended December 31, 2024, down from HKD 2,832,914,000 in the same period of 2023, representing a decline of 33.3%[23] - Revenue from meat processing reached HKD 409,611,000 for the six months ended December 31, 2024, with no revenue reported in the same period of 2023[23] - The total comprehensive income for the period was HKD 1,071,000 for the six months ended December 31, 2024, compared to a total comprehensive loss of HKD 8,125,000 in the same period of 2023[15] - The company reported a loss before tax of HKD 5,000 for the six months ended December 31, 2024, compared to a loss of HKD 5,377,000 for the same period in 2023[27][28] - The company reported a loss attributable to owners of approximately HKD 1,239,000, compared to a loss of HKD 145,000 in the same period of 2023[50] Assets and Liabilities - Non-current assets increased to HKD 19,064 from HKD 12,878, indicating a growth of 47.8%[12] - Inventory levels rose to HKD 20,834, up from HKD 11,885, reflecting a 75% increase[12] - Trade receivables increased to HKD 208,573 from HKD 198,157, showing a growth of 5.7%[12] - Current liabilities increased to HKD 28,490 from HKD 26,109, a rise of 9.1%[12] - Total assets less current liabilities increased to HKD 338,802,000 as of December 31, 2024, compared to HKD 336,627,000 as of June 30, 2024, reflecting a growth of 0.65%[13] - The company's net assets amounted to HKD 338,769,000 as of December 31, 2024, up from HKD 336,432,000 as of June 30, 2024, indicating an increase of 0.69%[13] - The net amount of loans receivable and interest as of December 31, 2024, was approximately HKD 29,060,000, down from HKD 31,021,000 as of June 30, 2024[53] - The company’s trade payables decreased from HKD 6,427,000 as of June 30, 2024, to HKD 2,985,000 as of December 31, 2024[44] Cash Flow and Investments - The net cash used in operating activities was HKD (13,880,000) for the six months ended December 31, 2024, an improvement from HKD (30,711,000) in the same period of 2023[18] - The company’s cash and cash equivalents decreased to HKD 59,361,000 as of December 31, 2024, down from HKD 84,436,000 as of December 31, 2023[18] - As of December 31, 2024, the company's investments in listed securities amounted to approximately HKD 30,400,000, an increase from HKD 27,033,000 as of June 30, 2024, with a fair value gain of approximately HKD 3,256,000 during the period[57] Business Operations - The company has ceased operations in coal mining and construction services as of February 2024, focusing on its core businesses[19] - The company has ceased heating services in Tianjin since May 2023, resulting in no revenue recorded from this segment during the period[58] - The meat processing business, launched in April 2024, contributed total revenue of approximately HKD 409,611,000, accounting for about 17.8% of total revenue, with a gross profit margin of approximately 1.22%[52] Corporate Governance - The company has changed its name from "Silk Road Energy Services Group Limited" to "Du Du Holdings Limited" to better reflect its current status and future direction[66] - The company is committed to maintaining high corporate governance standards to enhance shareholder value[77] - The Audit Committee has been established to review the company's annual reports, interim reports, and quarterly reports, ensuring compliance with applicable accounting standards[78] - The Audit Committee consists of three independent non-executive directors, ensuring oversight of financial reporting and internal control procedures[78] - The company has complied with all corporate governance code provisions during the period[77] - The board of directors includes three executive directors and three independent non-executive directors as of the report date[79] Earnings Per Share - The company reported a basic and diluted earnings per share of HKD 0.27, compared to a loss of HKD 1.71 in the previous year[10] - Basic and diluted earnings per share from continuing operations were HKD 2.69 for the six months ended December 31, 2024, compared to HKD 1.08 for the same period in 2023[38] Other Financial Metrics - The expected credit loss model resulted in an impairment loss of HKD 5,308, which was not present in the previous year[8] - Interest income from lending activities was HKD 2,338,000 for the six months ended December 31, 2024, compared to HKD 2,302,000 in the same period of 2023, showing a growth of 1.56%[23] - Interest income from bank deposits increased to HKD 668,000 in 2024 from HKD 616,000 in 2023[30] - The company’s administrative expenses totaled HKD 5,131,000 for the six months ended December 31, 2024, compared to HKD 4,894,000 in 2023[27][28] - The company’s administrative and other operating expenses for the period were approximately HKD 14,202,000, an increase from HKD 9,977,000 in the same period of 2023, primarily due to expenses related to the new meat processing business[48]
都都控股(08250) - 2025 - 中期业绩
2025-03-03 04:02
Company Name Clarification - Du Du Holdings Limited is clarifying its name in the mid-term performance announcement for the six months ending December 31, 2024, correcting it from "Silk Road Energy Services Group Limited" to "Du Du Holdings Limited" [3] - The board of directors confirms that the clarification does not affect the accuracy or completeness of the other information contained in the mid-term performance announcement [3] Compliance and Information Disclosure - The announcement complies with the GEM listing rules of the Hong Kong Stock Exchange and aims to provide information about the company [4]
都都控股(08250) - 2025 - 中期业绩
2025-03-02 10:23
Financial Performance - Revenue for the six months ended December 31, 2024, was HKD 2,304,951, a decrease of 18.7% compared to HKD 2,835,216 for the same period in 2023[5] - Gross profit increased to HKD 15,484, up 15.8% from HKD 13,367 in the previous year[5] - The company reported a profit attributable to owners of the company from continuing operations of HKD 981, compared to HKD 403 in the previous year[7] - Total comprehensive income attributable to owners was HKD 1,071, a significant recovery from a loss of HKD 8,125 in the same period last year[7] - The company reported a profit of HKD 981 for the period, compared to a loss of HKD 6,405 in the previous year[10] - The total comprehensive income for the period was HKD 1,071, compared to a total comprehensive loss of HKD 8,125 in the same period last year[10] - The group reported a loss from continuing operations of HKD 981,000 for the six months ended December 31, 2024, compared to a profit of HKD 403,000 in the same period of 2023[27] Assets and Liabilities - Non-current assets increased to HKD 19,064 from HKD 12,878, reflecting a growth in property, plant, and equipment[9] - Inventory rose to HKD 20,834, up from HKD 11,885, indicating potential market expansion or increased production[9] - Current liabilities increased to HKD 28,490 from HKD 26,109, suggesting a rise in operational costs[9] - The company’s total equity increased to HKD 338,769 from HKD 336,432, indicating stability in financial position[9] - The company’s total equity attributable to owners decreased to HKD 331,093 from HKD 337,960, a decline of 2.6%[10] - Trade receivables increased to HKD 153,998,000 as of December 31, 2024, compared to HKD 151,165,000 as of June 30, 2024[31] - Total trade payables decreased to HKD 2,985,000 as of December 31, 2024, from HKD 6,427,000 as of June 30, 2024[36] - The net current assets were approximately HKD 319,738,000, slightly decreased from HKD 323,749,000 as of June 30, 2024[52] Operational Changes - The company has ceased operations in coal mining and construction services as of February 2024[12] - The group has not recorded any revenue from heating services during the period due to the cessation of operations in Tianjin[44] - The company plans to focus on expanding its fresh and agricultural products trade and meat processing segments moving forward[12] - The group plans to establish food processing plants for fresh agricultural products in cities like Huizhou and Baoan to penetrate the market[48] Income and Expenses - Interest income from lending business was HKD 2,338, slightly up from HKD 2,302 in the previous year[15] - The company’s administrative expenses amounted to HKD 5,131, contributing to the overall loss before tax of HKD 5[18] - The group recorded a loss of approximately HKD 1,978,000 in the lending business, compared to a profit of HKD 1,050,000 in the previous year, mainly due to increased expected credit loss provisions[41] - Other income decreased to approximately HKD 808,000 from HKD 3,184,000, primarily due to the absence of government grants and property sales in the current period[39] Shareholder Information - Major shareholders included Hsu Kung Ming with a beneficial ownership of 600,000 shares (0.16%) and 102,719,000 shares (28.17%) held through a holding entity[59] - The company did not recommend an interim dividend for the six months ended December 31, 2024, consistent with the previous year[25] Compliance and Governance - The audit committee reviewed the unaudited condensed consolidated financial statements, ensuring compliance with applicable accounting standards and GEM listing rules[71] - The board of directors includes three executive directors and three independent non-executive directors[72] - The announcement complies with GEM listing rules and aims to provide accurate information about the company[72] - The board confirms that the information in the announcement is complete and not misleading[72]
都都控股(08250) - 2024 - 年度财报
2024-10-31 08:26
Revenue and Financial Performance - Revenue for the year ended 30 June 2024 was approximately HK$5,847.76 million, representing a 16.15% increase compared to 2023, primarily driven by increased cattle sales[15] - Revenue increased by 16.15% to HK$5,847.76 million, driven by higher cattle sales[19][22] - The company recorded a loss of HK$6.2 million for the year, compared to a profit of HK$8.85 million in 2023, mainly due to loan receivable recoverability issues and fair value losses on financial assets[15] - The Group recorded a loss of HK$18.91 million, up from HK$4.68 million in 2023, primarily due to recoverability issues with loan receivables and fair value losses[22] - Gross profit rose to HK$32.52 million with a gross profit margin of 0.56%, up from 0.20% in 2023[22] - The Group recorded a revenue of approximately HK$5,711.43 million from the trading of fresh produce and agricultural products, accounting for 97.67% of total revenue[23] - The meat processing segment saw a dramatic increase in revenue to approximately HK$132.33 million, contributing 2.26% to total revenue with a gross profit margin of 1.80%[23] - Revenue from loan interest income decreased to approximately HK$4.01 million, accounting for 0.07% of total revenue, with a loss of approximately HK$9.99 million[23] - The Group's heating supply services segment generated a profit of approximately HK$1.66 million in 2024, compared to a loss of HK$3.65 million in 2023, due to a subsidy of HK$1.92 million from the PRC local government[49] - The coal mining and construction services segment recorded a revenue of HK$75.63 million in 2024, down from HK$127.07 million in 2023, and recorded a loss of HK$12.26 million, leading to the discontinuation of the segment[51] - The Group's financial results for the Year are detailed in the consolidated statement of profit or loss and other comprehensive income on pages 81 to 82 of the annual report[174] - A summary of the Group's results, assets, and liabilities for the last five financial years is provided on page 176 of the annual report[174] Loan Receivables and Credit Risk - Impairment losses on loan receivables under the ECL model amounted to approximately HK$8.07 million, while fair value losses on financial assets at FVTPL were approximately HK$10.81 million[15] - Impairment losses under ECL model for loan receivables were HK$8.07 million, reversing from a HK$8.06 million reversal in 2023[19][22] - As of 30 June 2024, the Group had 13 outstanding loans, with balances ranging from HK$1,000,000 to HK$7,000,000 and interest rates from 6.00% to 18.00%[25][26] - The top five borrowers constituted approximately 59.04% of the total principal amount and 59.54% of the Group's loan receivables[27] - The Group's loan portfolio includes 9 individual borrowers and 4 corporate borrowers, with only one loan secured by a second charge on a property in Hong Kong[25] - The senior management conducts face-to-face interviews and preliminary assessments of applicants' repayment ability and creditworthiness[32] - The loan approval process includes document collection, assessment of repayment ability, senior management discussion, and signing of loan agreements[30][31][32] - The senior management conducts credit risk assessments on loan applicants, including client identification, financial and legal due diligence, repayment ability assessment, and creditworthiness assessment[34][37] - Loan terms are determined based on factors such as borrower creditworthiness, loan principal, predicted recoverability, prevailing market interest rates, and pledged asset security[35][38] - The senior management monitors loan repayment status through monthly credit checks, litigation searches, and accounting records, ensuring timely repayments[36][39] - In cases of delinquent loans, the senior management reviews repayment schedules and may initiate legal proceedings to recover outstanding loan principal and interest[41][43] - Global high interest rates have adversely affected the financial positions and repayment abilities of the company's customers, increasing credit risks[42][43] - The company periodically reports overdue loan figures to the Board, which assesses impairment indications and determines impairment loss amounts[44][46] - Expected Credit Loss (ECL) for loan receivables is determined using historical data adjusted for current and forward-looking macroeconomic factors[45][46] - An independent firm of professional valuers conducts valuations on the allowance for ECL on loan receivables, which is cross-examined by independent auditors[45][46] - The Group's loan receivables are classified into three stages: Stage 1 (performing) with ECL of HK$0.04 million, Stage 2 (doubtful) with ECL of HK$0.62 million, and Stage 3 (default) with ECL of HK$21.94 million as of 30 June 2024[47] - Aggregate ECL impairment of the Group as of 30 June 2024 was approximately HK$22.60 million, resulting in an ECL impairment loss of HK$8.07 million after exchange alignment adjustment[47] Business Operations and Strategy - Core business operations included trading of fresh produce, agricultural products, meat production, processing, packaging, delivery, money lending, and heating supply services[16] - The company discontinued its coal mining and construction services during the year[16] - Meat processing is expected to be the major growth driver for the company moving forward[16] - The Group expects meat processing to be a major growth driver in the future[19] - The Group plans to maintain diversified business operations and scale to create more value for shareholders[20] - The Group's meat processing factory began operations in April 2024, focusing on cutting, processing, packing, cooling, and distribution[23] - The Group commenced factory operations in China for cutting, processing, packing, cooling, and distribution, enabling faster response to market demands and enriching the product portfolio with new ready-to-cook and low-temperature processed meat products[53] - The Group plans to continue promoting branded products, developing valuable customers, broadening the customer base, and improving factory operation efficiency to create value for shareholders[54] - The company disposed of its indirect wholly-owned subsidiary, Ordos City Taipu Mining Construction Limited, in March 2024[61] - The company's coal mining and construction services revenue is concentrated among fewer than five customers, with significant risks if key customers face adverse business conditions or terminate relationships[73][76] - The company's coal mining and construction services are provided under management contracts with terms of one to two years, posing risks if contracts are not renewed or new customers are not secured[74][77] - Mining and construction operations face risks such as technical problems, natural disasters, accidents, and equipment failures, which could disrupt operations and damage business reputation[75][78] - The company faces increasing competition from other mining service providers, particularly in Inner Mongolia, which may lead to lower service fees and reduced profit margins[79] - The coal mining and construction services business segment has been disposed of, eliminating related risks[81][83] - The company faces intensified competition from other mining service providers, particularly in the unfavorable coal mining market conditions[82] - The company may need to reduce fees for mining-related services to enhance competitiveness, potentially lowering profit margins[82] - The company will strengthen corporate management and improve service quality to maintain competitiveness and customer relationships[82] - The company is closely monitoring national regulatory policies for the coal industry and changes in mineral resources management policies to ensure normal operations[80][82] - The company's operations are subject to a wide range of PRC laws and regulations, which could increase compliance efforts and operating costs if changed[80][82] - The company will liaise with mine owners to respond to regulatory changes in a timely manner[80][82] Financial Position and Liquidity - The company maintained a strong financial position with bank and cash balances of approximately HK$81.76 million at the end of the year[16] - Bank and cash balances stood at HK$81.76 million at the end of the year[19] - The Group held cash and cash equivalents of approximately HK$81.76 million as of 30 June 2024, with net current assets of HK$323.75 million and a current ratio of 13.40[55] - Cash and cash equivalents held by the company amounted to HK$81.76 million as of June 30, 2024, compared to HK$105.08 million in 2023[60] - The company's net current assets were HK$323.75 million as of June 30, 2024, slightly down from HK$332.45 million in 2023[60] - The current ratio improved significantly to 13.40x as of June 30, 2024, compared to 3.62x in 2023[60] - The company had no bank borrowings as of June 30, 2024, maintaining the same position as 2023[60] - The company had no significant capital commitments as of June 30, 2024, consistent with 2023[62] - No dividends were paid or proposed during the year, maintaining the same position as 2023[67] - The company had no significant contingent liabilities as of June 30, 2024[67] - The company had no pledged or restricted bank deposits as of June 30, 2024, compared to RMB5.00 million pledged and RMB0.50 million restricted in 2023[63] - As of 30 June 2024, the company's distributable reserves amounted to approximately HK$202.45 million, a decrease from HK$275.43 million in 2023[177] Corporate Governance and Board Activities - The Board currently consists of six Directors, including three executive Directors and three independent non-executive Directors, each bringing diverse professional and industry experience to the Group's business development[101] - The Board held nine meetings during the year, with all Directors attending all meetings except for Mr. Luk Chi Shing, who was appointed on 30 August 2024 and attended 0/9 meetings[107] - Mr. Luk Chi Shing, aged 55, joined the Company as an independent non-executive Director on 30 August 2024, bringing over 25 years of experience in auditing, financial management, and corporate mergers and acquisitions[94][95] - The Company has adopted the required standard of dealings as set out in Rules 5.48 to 5.67 of the GEM Listing Rules as the code of conduct for securities transactions by Directors, with all Directors complying throughout the year[99][104] - The Board is committed to maintaining good corporate governance standards, which provide a framework for business strategy formulation, risk management, and enhancing transparency and accountability to shareholders and creditors[97][102] - The company has three independent non-executive directors, representing more than one-third of the Board, with one having appropriate professional qualifications or accounting expertise[113] - The Audit Committee held five meetings during the year, with two attended by the company's independent auditors to exchange views and concerns[119] - The Audit Committee reviewed the Group's quarterly report for the three months ended 30 September 2023, interim report for the six months ended 31 December 2023, and audited annual results for the year ended 30 June 2024[120] - The company has not yet appointed a new chief executive officer following the resignation in January 2021, with duties currently undertaken by executive directors collectively[112] - The company secretary, Mr. Choi Wai Yip, completed not less than 15 hours of relevant professional training during the year[117] - The Board established three committees: Audit Committee, Nomination Committee, and Remuneration Committee, each with defined written terms of reference[118] - All directors participated in continuous professional development, including training courses and internal briefings on corporate governance and regulations[111] - The company maintains an appropriate system to protect shareholders' interests, as ensured by the independent non-executive directors[113] - The company provides independent professional advice to directors at its expense to assist them in fulfilling their duties[109] - The company's Audit Committee made recommendations to the Board and management regarding financial reporting and internal control procedures[120] - The remuneration of the Independent Auditor for audit services for the year ended 30 June 2024 amounted to HK$800,000, a decrease from HK$1,430,000 in 2023[142] - The Remuneration Committee held two meetings during the year to review the company's remuneration policy and recommend specific remuneration packages for Directors and senior management[133] - The Nomination Committee held one meeting during the year to review the structure, size, and composition of the Board and make recommendations on the appointment of Directors[130] - The Remuneration Committee comprises two independent non-executive Directors and one executive Director, responsible for recommending remuneration policies and packages for Directors and senior management[131][132] - The Nomination Committee comprises two independent non-executive Directors and one executive Director, responsible for formulating nomination policies and reviewing Board diversity[127][128] - The company's independent auditor, Confucius International CPA Limited, issued a statement regarding their reporting responsibilities, detailed in the "Independent Auditor's Report" section of the annual report[140] - The Audit Committee is responsible for recommending the appointment, re-appointment, and removal of the independent auditor, as well as approving their remuneration and terms of engagement[141] - Directors are subject to retirement by rotation at least once every three years and are eligible for re-election at the AGM[135] - The company has established a Remuneration Committee with written terms of reference in compliance with the CG Code[131] - The company has established a Nomination Committee with written terms of reference in compliance with the CG Code[126] - Independent auditor's remuneration for audit services for the year ending June 30, 2024, was HKD 800,000, a decrease from HKD 1,430,000 in 2023[145] - The Board is responsible for maintaining sound risk management and internal control systems to safeguard assets and shareholders' interests[146] - A risk management policy has been established to ensure the Group operates in a safe and steady environment[147] - The risk management process includes periodic risk identification, analysis, and annual risk management meetings[148] - The Group engages an independent professional adviser to review the effectiveness of risk management and internal control systems annually[156] - The Board has adopted a Board Diversity Policy to achieve diversity, including increasing the number of female Directors in the coming years[161] - The Nomination Committee reviews the Board Diversity Policy to ensure its continued effectiveness[161] - The Board has adopted a nomination policy for selecting and recommending candidates for directorship[162] - The Nomination Committee recommends candidates based on skills, knowledge, experience, and other relevant criteria[162] - The Board comprises six Directors, including three independent non-executive Directors, promoting critical review and control of the management process[161] - The Board adopted a dividend policy on 8 May 2019, aiming to maintain adequate cash reserves for working capital, future growth, and shareholder value without a pre-determined dividend payout ratio[165][166] - The Board considers factors such as financial condition, liquidity, working capital requirements, debt levels, and market conditions when declaring dividends[167] - The Group has established disclosure procedures for price-sensitive information to ensure timely, fair, and accurate disclosure of inside information[168] - The Company provides shareholders with high standards of financial transparency through quarterly, interim, and annual reports, as well as announcements and circulars on the Stock Exchange website[169] - The Company did not recommend the payment of a dividend for the Year (2023: nil)[174] Shareholding and Corporate Structure - Mr. Xu Gongming is deemed to be interested in 102,719,000 shares held by Redwood Bay Investment Group International Company Limited, representing 27.42% of the company's shareholding[186][188] - Ms. Yan Weiwei is deemed to be interested in 74,474,000 shares held by Star Link Technology Limited, representing 19.88% of the company's shareholding[188] - The company acquired 10,000,000 shares on the Stock Exchange in May 2024 at a total consideration of approximately HK$1,985,000, which were subsequently cancelled in July 2024[72] - The company has a share option scheme allowing the issuance of up to 26,662,511 shares, representing approximately 7.12% of issued shares[192] - No options have been granted under the share option scheme since its adoption[192] - The company's independent auditor changed to Confucius on 20 June 2024, replacing Shinewing (HK) CPA Limited[193] - The company's emolument policy for senior management is based on merit, qualifications, and competence, with director remuneration tied to operating results and individual performance[193] - The company maintains sufficient public float as required by GEM Listing Rules[193] Environmental, Social, and Governance (ESG) - The ESG report scope includes money lending in Hong Kong, fresh agricultural products trading, and food processing in Shenzhen, excluding live cattle trading but including Du Du Fresh Meat Industry[197][199] - The company follows four reporting principles and the latest disclosure requirements of the ESG Reporting Guide under Appendix C2 of the GEM Listing Rules to ensure the ESG report clearly presents the environmental, social, and governance issues of concern to stakeholders[200] - The corporate governance section will be separately presented in the "Corporate Governance Report" section of the annual report[200] - The ESG report includes an index based on the ESG Reporting Guide for reference[200] Risk Factors and Market Conditions - Fluctuations in fresh produce prices could materially and adversely affect the company's profitability, with fresh produce costs expected to account for substantially all of its cost of sales[72] - The company relies on third-party logistics providers for importing fruits and delivering fresh produce, with potential disruptions due to events like COVID-19, which could increase loss rates and affect timely supply[72] - The company's money lending business is exposed to credit risks, with most loans being unsecured, potentially leading to unrecoverable loans if customer financial positions deteriorate[72] - The company's coal mining and construction services revenue is concentrated among fewer than five customers, with significant risks if key customers face adverse business conditions or terminate relationships[73][76] - The company's coal mining and construction services are provided under management contracts with terms of one to two years, posing risks if contracts are not renewed or new customers are not secured[74][77] - Mining and construction operations face risks such as technical problems, natural disasters, accidents, and equipment failures, which could disrupt operations and damage business reputation[75][78] - The company faces increasing competition from other mining service providers, particularly in Inner Mongolia, which may lead to lower service fees and reduced profit margins[79] - The coal mining and construction services business segment has been disposed of, eliminating related