Financial Performance - The company's revenue for the year ended December 31, 2024, was RMB 53,381,000, representing a 1.3% increase from RMB 52,684,000 in 2023[13] - Revenue from hot spring resort and hotel operations, as well as consulting and management services, decreased by 6.3% to RMB 45,062,000 from RMB 48,083,000[13] - Revenue from tourism property development surged by 80.8% to RMB 8,319,000 compared to RMB 4,601,000 in the previous year[13] - The company reported an operating loss of RMB 31,546,000, a significant improvement of 65.8% from the loss of RMB 92,175,000 in 2023[13] - The net loss attributable to the company's owners for the period was RMB 50,808,000, down 48.4% from RMB 98,530,000 in the prior year[13] - Basic and diluted loss per share improved by 50.3% to RMB 4.45 from RMB 8.95 in 2023[13] - The adjusted EBITDAF for the year was RMB 6,394,000, compared to a loss of RMB 6,226,000 in the previous year[13] - The adjusted net loss for the year was RMB 49,337,000, an improvement from a loss of RMB 98,530,000 in the previous year[18] - The net loss for the year was approximately RMB 50.8 million, a decrease from RMB 98.5 million in the previous year, with a net loss rate improving from 187.0% to 95.2%[34] Revenue Breakdown - Revenue from the company's hot spring resort and hotel operations decreased by approximately 6.3% to about RMB 45.1 million, primarily due to declines in ticket sales, dining, conference fees, and rental income[69] - The average occupancy rate for luxury resorts was 31% in 2024, down from 33% in 2023, while the mid-range resorts saw a decrease from 27% to 25%[19] - The average room rate for luxury resorts decreased to RMB 541 from RMB 648, and for mid-range resorts, it fell to RMB 168 from RMB 204[19] - Revenue from tourism property development increased by approximately 80.8% to about RMB 8.3 million, driven by a stable real estate market environment[73] Operational Highlights - The company completed eight tourism property projects, enhancing its portfolio in the wellness and leisure sector[5] - The flagship Gudou Hot Spring Resort is recognized as a national AAAA-level tourist attraction, contributing to the company's brand value[6] - The company aims to enhance guest experiences through its wellness and health-focused services, aligning with its vision of improving quality of life[5] - The company introduced new health and wellness initiatives, including AI-driven health screenings and traditional Chinese medicine services, enhancing visitor experience and increasing revenue[23] - The company plans to continue diversifying its business model by integrating various cultural and wellness tourism offerings into its operations[24] Financial Position - As of December 31, 2024, the group had bank and cash balances of approximately RMB 1.5 million[36] - The group had outstanding bank loans of RMB 215.8 million as of December 31, 2024, with a capital debt ratio increasing from 1.23 to 1.38[38] - Approximately RMB 478.1 million of the group's assets were mortgaged to obtain bank financing as of December 31, 2024[39] Compliance and Governance - The audit committee has reviewed the basis for the audit opinion regarding the consolidated financial statements for the year ending December 31, 2024, and management's response to the audit qualification[49] - The company has complied with significant laws and regulations affecting its business operations, as detailed in the Environmental, Social, and Governance report[92] - The company has established four board committees: Audit Committee, Nomination Committee, Remuneration Committee, and Compliance Committee to enhance governance[146] - The Audit Committee held four meetings during the period, with all members present except for one, focusing on reviewing the group's annual and interim performance[149] Shareholder Information - The total reserves available for distribution to shareholders as of December 31, 2024, is approximately RMB 292,300,000, a slight decrease from RMB 292,500,000 in 2023[94] - The company does not recommend any final dividend payment for the current year, with no final dividend distributed[93] - The total number of shares available for issuance under the share option plan is 92,627,400, representing 7.4% of the total shares issued as of the report date[102] Environmental and Social Responsibility - The group aims to integrate climate-related issues and ESG elements into its long-term business strategy, focusing on sustainable development goals[186] - The report covers the group's overall performance in environmental and social aspects for the fiscal year 2024, from January 1, 2024, to December 31, 2024[190] - The board is committed to continuously reviewing and monitoring the group's ESG performance and will provide consistent, comparable, and reliable ESG data annually[192] - The group has established clear short-term and long-term sustainability vision goals, progressing towards these goals after implementing measures to reduce emissions and resource usage[186]

Financial Performance - For the fiscal year ending December 31, 2024, the company reported total revenue of RMB 53,380,000, a slight increase of 1.32% from RMB 52,684,000 in the previous year[3] - The company experienced a gross loss of RMB 6,208,000, compared to a gross loss of RMB 5,243,000 in the prior year, indicating a deterioration in gross margin[3] - Operating loss improved significantly to RMB 31,546,000 from RMB 91,523,000 year-over-year, reflecting better operational efficiency[3] - The net loss attributable to shareholders for the year was RMB 50,808,000, down from RMB 98,529,000 in the previous year, showing a reduction in overall losses[3] - Total revenue for the year ended December 31, 2024, was RMB 53,380,000, compared to RMB 52,684,000 for 2023, representing an increase of approximately 1.32%[21] - Hotel and resort operations generated RMB 45,061,000 in revenue for 2024, down from RMB 48,083,000 in 2023, a decrease of about 6.29%[21] - The company reported a net loss attributable to owners of RMB 50,808,000 for 2024, an improvement from a loss of RMB 98,529,000 in 2023, indicating a reduction in losses by approximately 48.6%[26] - Revenue for the year was approximately RMB 53,400,000, representing an increase of about 1.3% compared to the previous year, driven by an increase in tourism property development revenue[57] - Revenue from the hot spring resort and hotel operations decreased by approximately 6.3% to about RMB 45,100,000, primarily due to declines in ticket sales, dining, conference fees, and rental income[59] Assets and Liabilities - Total assets increased to RMB 958,528,000 from RMB 921,064,000, indicating growth in the company's asset base[4] - Total liabilities rose to RMB 784,031,000 from RMB 736,276,000, reflecting an increase in financial obligations[5] - Current liabilities exceeded current assets by approximately RMB 305,135,000 as of December 31, 2024[16] - The group has outstanding loans of approximately RMB 134,946,000, which are overdue, with cash and bank balances of only about RMB 1,450,000[16] - The group reported liabilities related to the dissolution of the joint venture totaling RMB 64,137,000 as of December 31, 2024, unchanged from 2023[48] Cash Flow and Liquidity - The company's cash and bank balances decreased to RMB 1,450,000 from RMB 3,575,000, indicating a decline in liquidity[4] - The group’s cash and bank balance as of December 31, 2024, was approximately RMB 1,500,000[81] - The group has secured bank financing of RMB 230,000,000, with an unused loan amount of RMB 205,060,000 as of December 31, 2024[18] - A new loan financing of RMB 50,000,000 has been signed with an independent third party, maturing in 2027[18] Operational Strategy and Future Outlook - The company plans to continue focusing on operational improvements and exploring new market opportunities to enhance future performance[3] - The group is optimistic about the recovery of its hotel and resort operations in 2024, expecting continued recovery in 2025[18] - The group plans to adjust sales strategies to improve sales volume and amounts following the dissolution of the joint venture[18] - The company aims to enhance its brand presence in China by providing high-quality products and services, with several promotional events planned for 2024 to boost the Gu Dou brand[66] - The company is focused on adapting its business model to the post-COVID-19 environment, emphasizing health and wellness as core components of its offerings[61] Joint Venture and Legal Matters - Guangdong Gudu has entered into a joint venture agreement with Guangdong Aoyuan, sharing net income from the joint business at 30% and 70% respectively[31] - The court ruled to dissolve the joint venture effective May 19, 2023, confirming the validity of the loan agreements[35] - Following the dissolution, the company became the sole legal owner of unsold properties, with an estimated market value of approximately RMB 64.14 million recognized as acquired properties[36] - The court ruled that Aoyuan must pay Guangdong Gudu RMB 10,000,000 as a penalty for breach of contract, which has been recognized as other income in the financial statements[53] Financial Reporting and Compliance - The new Hong Kong Financial Reporting Standard No. 18 will impact the presentation and disclosure of the income statement in future financial reports[12] - The group is assessing the detailed impact of the new standards on its consolidated financial statements[12] - The independent auditor expressed a reservation regarding the substantial uncertainty related to the group's ability to continue as a going concern[46] - The consolidated financial statements reflect the group's financial position as of December 31, 2024, in accordance with Hong Kong Financial Reporting Standards[47] Employee and Operational Costs - The total employee costs for the years ending December 31, 2023, and December 31, 2024, were approximately RMB 22.8 million and RMB 23.6 million, respectively[88] - The group’s administrative expenses decreased by 3.0% to approximately RMB 26,000,000, attributed to lower employee costs and audit fees[78] Shareholder Information - The company did not declare or pay any dividends for the year ended December 31, 2024, consistent with 2023[24] - The annual general meeting of shareholders is scheduled for June 20, 2025, in Hong Kong[97] - The company will suspend the transfer of shares from June 13, 2025, to June 20, 2025, to determine the eligibility of shareholders attending the annual general meeting[100]

Financial Performance - The group reported revenue of RMB 22,494,000 for the six months ended June 30, 2024, a decrease of 3.8% compared to RMB 23,382,000 in the same period of 2023[2]. - The gross loss improved to RMB (2,239,000) from RMB (4,246,000), indicating a reduction in losses[2]. - Operating loss decreased significantly to RMB (23,246,000) from RMB (47,525,000), reflecting improved operational efficiency[2]. - The total comprehensive loss for the period was RMB (28,225,000), down from RMB (47,051,000) in the previous year, showing a 40% reduction[3]. - Basic and diluted loss per share improved to RMB (2.4) from RMB (4.4) year-on-year[4]. - The company incurred a total loss of RMB 27,621,000 for the six months ended June 30, 2024, compared to a loss of RMB 46,380,000 in the previous period[10]. - The loss for the six months ended June 30, 2024, was approximately RMB 29,800,000, a significant improvement from a loss of RMB 46,400,000 in the same period of 2023, representing a reduction of 35.8%[42]. Assets and Liabilities - Total assets as of June 30, 2024, were RMB 894,290,000, a decrease from RMB 921,064,000 as of December 31, 2023[5]. - Total liabilities remained stable at RMB 736,248,000 compared to RMB 736,276,000 at the end of 2023[6]. - The company's equity decreased to RMB 158,042,000 from RMB 184,788,000, indicating a decline in shareholder value[6]. - As of June 30, 2024, the company had total borrowings of RMB 216,083,000, slightly down from RMB 219,567,000 as of December 31, 2023[29]. - The company's net receivables as of June 30, 2024, were RMB 978,000, compared to RMB 4,852,000 as of December 31, 2023[25]. - The total future minimum lease payments receivable as of June 30, 2024, were RMB 21,025,000, down from RMB 22,459,000 as of December 31, 2023[30]. Revenue Sources - The segment revenue from hotel and resort operations was RMB 22,494,000, while the segment loss was RMB (17,798,000) for the same period[17]. - The company generated RMB 6,938,000 from ticket sales at the hot spring valley, an increase of 38.4% from RMB 5,015,000 in the previous year[15]. - Revenue from ticket sales increased by approximately 38.3% to about RMB 6,900,000 compared to the previous year[42]. - Room revenue from themed hotels decreased by approximately 28.3% to about RMB 7,500,000 compared to the same period in 2023[42]. - The average room rate for hotels decreased from approximately RMB 311 to RMB 280, reflecting a decline of about 10%[42]. Cash Flow - The net cash generated from operating activities for the six months ended June 30, 2024, was RMB 8,182,000, a significant improvement from a net cash outflow of RMB (4,935,000) in the same period of 2023[12]. - The financing activities resulted in a net cash outflow of RMB (7,928,000) for the six months ended June 30, 2024, compared to an inflow of RMB 17,419,000 in the previous year[12]. - The company reported a decrease in cash and cash equivalents to RMB 2,811,000 at the end of the period, down from RMB 15,155,000 at the end of June 30, 2023[12]. Strategic Initiatives - The company aims to enhance its market presence and explore new strategies for growth in the upcoming quarters[2]. - The company plans to develop five-star hotels and wellness facilities, indicating a strategic focus on expanding its hotel and resort operations[17]. - The group aims to enhance its position in the hot spring and hotel industry, continuing to pursue new opportunities for management services in potential target cities[38]. - The group plans to continue promoting the "Gudu" brand through various events, including the Gudu Kung Fu Hot Spring Festival and the Gudu Dragon Boat Festival[39]. - Property sales will be a focus for the remainder of 2024, with potential positive impacts from the sales and delivery of specific properties[53]. - The group aims to diversify revenue sources by providing consulting services to potential leisure hotels and resorts[53]. - The group plans to enhance room revenue and income from entry fees and dining through various promotional activities during the summer[53]. Corporate Governance - The company is committed to high standards of corporate governance, although the chairman and CEO positions are held by the same individual, which is an exception to the governance code[60]. - The board will regularly review the necessity of appointing different individuals to the roles of chairman and CEO to maintain good governance[60]. - The company has adopted a code of conduct for securities trading by directors, confirming compliance with the GEM listing rules during the period[57]. - No directors or controlling shareholders held any interests in businesses that compete or may compete with the group as of June 30, 2024[58]. Employee Information - As of June 30, 2024, the group employed 236 full-time employees, with approximately 97.5% based in China and 2.5% in Hong Kong[51]. - Employee costs for the six months ended June 30, 2024, were approximately RMB 11,800,000, compared to RMB 11,200,000 for the same period in 2023[51]. - The group emphasizes gender diversity among employees, with approximately 99 male and 137 female employees as of June 30, 2024[51]. Share Options and Capital - The company has a share option plan adopted in November 2016, which is unconditional and lasts for 10 years[61]. - Share options granted during the period include 11,000,000 options with an exercise price of 0.1, valid from June 27, 2024[61]. - The total number of stock options available for grant at the beginning and end of the period was 40,718,900 and 289,300 respectively, with no limits set for service providers[66]. - The total number of shares issued during the period was 39,000,000, with a total expense of HKD 68,400,700[66].

GUDOU HOLDINGS LIMITED 古 兜 控 股 有 限 公 司 （於開曼群島註冊成立之有限公司） （股份代號：8308） 截至二零二四年六月三十日止六個月 中期業績公佈 香港聯合交易所有限公司GEM之特色 GEM之定位，乃為相比起其他在香港聯交所上市之公司帶有較高投資風險之中小型公司 提供一個上市之市場。有意投資者應了解投資於該等公司之潛在風險，並應經過審慎周 詳之考慮後方作出投資決定。 由於GEM上市公司普遍為中小型公司，在GEM買賣之證券可能會較於香港聯交所主板買 賣之證券承受較大之市場波動風險，同時無法保證在GEM買賣之證券會有高流通量之市場。 香港交易及結算所有限公司及香港聯交所對本公佈之內容概不負責，對其準確性或完整 性亦不發表任何聲明，並明確表示，概不對因本公佈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。 本公佈之資料乃遵照GEM上市規則而刊載，旨在提供有關本公司之資料；董事願就本公 佈之資料共同及個別地承擔全部責任。各董事在作出一切合理查詢後，確認就其所深知 及確信，本公佈所載資料在各重要方面均屬準確完備，沒有誤導或欺詐成份，且並無遺 漏任何其他事項，足 ...

Revenue Performance - Revenue for the year ended December 31, 2023, was RMB 52.684 million, representing a 25.7% increase from RMB 41.9 million in 2022[12] - Revenue from the resort and hotel operations, along with consulting and management services, was RMB 48.083 million, up 15.9% from RMB 41.481 million in the previous year[12] - Revenue from tourism property development surged to RMB 4.601 million, a remarkable increase of 998.1% compared to RMB 419 thousand in 2022[12] - The company reported a revenue of approximately RMB 52.7 million for the fiscal year 2023, an increase of about 25.7% compared to RMB 41.9 million in 2022[27] - The revenue from the company's hot spring resort and hotel operations increased by approximately 15.9% to RMB 48.1 million, driven by a rise in visitor numbers due to the easing of social distancing measures[27] - The revenue from tourism property development surged by approximately 998% to RMB 4.6 million, attributed to the increased total construction area delivered and sold[27] Financial Losses and Improvements - The company reported an operating loss of RMB 92.175 million, a 31.0% improvement from the operating loss of RMB 133.667 million in 2022[12] - The net loss attributable to the company’s owners for the period was RMB 98.530 million, down 25.7% from RMB 132.693 million in the previous year[12] - Basic and diluted loss per share improved to RMB 8.95, a decrease of 33.8% from RMB 13.51 in 2022[12] - EBITDA loss for the year was RMB 60.076 million, a 39.7% reduction from RMB 99.605 million in 2022[12] - Adjusted net loss decreased by 23.4% to RMB 98.530 million from RMB 128.682 million in the previous year[12] - The company recorded a net loss for the year of RMB (98,530) thousand, a slight improvement from RMB (132,693) thousand in the previous year[18] - The group's net loss for the year was approximately RMB 98,500,000, a decrease from the net loss of approximately RMB 132,700,000 for the previous year, reflecting a reduction in financial asset impairment losses and provisions for properties held for sale[36] Operational Metrics - The average occupancy rate for luxury resorts improved to 33% in 2023 from 30% in 2022, while the overall average occupancy rate rose to 28% from 25%[19] - The average room rate for luxury resorts was RMB 648, a decrease from RMB 675 in the previous year[19] - The occupancy rate of the company's seven themed hotels rose from approximately 26% to about 28%, while the average room rate increased from approximately RMB 276.6 to RMB 283.3[81] Cost Management - The company’s sales costs decreased by approximately 30.2% to RMB 57.9 million, primarily due to reduced impairment losses on properties held for sale[28] - Selling expenses increased by approximately 35.8% to RMB 6,000,000, driven by increased sales and other tax expenses due to higher revenue[33] - Administrative expenses decreased by approximately 6.8% to RMB 26,800,000, mainly due to reduced employee costs[34] Strategic Initiatives - Gudou Holdings aims to expand its wellness and tourism offerings, focusing on enhancing guest experiences and property development[6] - The company plans to enhance scenic areas to cater to the changing preferences of younger travelers, while diversifying its business operations[25] - The company aims to closely monitor changes in domestic and international tourism markets to adjust its product offerings accordingly[24] - The company plans to continue expanding its tourism property development business and has adopted standardized development procedures to enhance resource efficiency[87] - The company is focused on health and wellness, believing that demand for health-related services will continue to grow post-pandemic[83] Governance and Compliance - The independent auditor's report highlighted unresolved issues related to the financial data of the joint venture with Guangdong Aoyuan, including a lack of cooperation in providing necessary records[53] - An independent review revealed doubts regarding a RMB 15,000,000 loan under a commitment letter and identified several internal control deficiencies[54] - The company has established internal monitoring systems to check the expiration dates of necessary qualifications and government approvals for its business operations[95] - The company has complied with the corporate governance code, with the exception of the chairman and CEO roles being held by the same individual, which the board believes enhances operational efficiency[150] - The board of directors has established four committees: Audit Committee, Nomination Committee, Remuneration Committee, and Compliance Committee, to enhance governance effectiveness[158] Shareholder Information - The total reserves available for distribution to shareholders as of December 31, 2023, amounted to approximately RMB 292,500,000, a decrease from RMB 310,700,000 in 2022[103] - The company has not proposed any final dividends for the year, with no dividends distributed during the year[102] - The company has not issued any shares, bonds, or similar securities during the reporting period[98] Risk Management - The group has integrated risk management procedures into its business planning and monitoring processes, continuously assessing and monitoring significant risks[185] - The board reviews the effectiveness of the risk management and internal control systems at least annually, covering financial, operational, compliance monitoring, and risk management functions[187] - An independent investigation revealed insufficient internal control policies and procedures for joint ventures, leading to unclear roles and responsibilities for employees[189] Employee and Operational Structure - The group employed 246 full-time employees as of December 31, 2023, with employee costs for the year amounting to approximately RMB 22,600,000[48] - The company has maintained a quality control team to monitor the operational quality of its hot spring resorts and hotels, ensuring high service standards[92]

Financial Performance - The total revenue for the year ended December 31, 2023, was RMB 52,684,000, an increase of 25.9% compared to RMB 41,900,000 in 2022[4] - The gross loss for the year was RMB 5,243,000, significantly improved from a gross loss of RMB 41,112,000 in the previous year[4] - Operating loss decreased to RMB 91,523,000 from RMB 133,667,000 year-over-year, indicating a reduction of 31.6%[4] - The net loss attributable to owners of the company for the year was RMB 98,529,000, down from RMB 132,693,000 in 2022, representing a 25.7% improvement[4] - Basic and diluted loss per share improved to RMB 8.95 from RMB 13.51 in the previous year[4] - The group recorded a revenue of approximately RMB 52,700,000 for the year, representing an increase of about 25.7% compared to the previous year[76] - Revenue from the hot spring resort and hotel operations increased by approximately 15.9% to about RMB 48,100,000, driven by higher ticket sales, dining, conference fees, and rental income[76] - The net loss for the year was approximately RMB 98.5 million, a reduction from RMB 132.7 million in the previous year, primarily due to decreased impairment losses[102] - The group's net loss margin improved to approximately 187.0%, down from 316.7% in the previous year[102] Assets and Liabilities - Total assets as of December 31, 2023, were RMB 921,064,000, a slight decrease from RMB 937,933,000 in 2022[5] - Total liabilities increased to RMB 736,276,000 from RMB 684,932,000, reflecting a rise of 7.5%[7] - Current liabilities exceeded current assets by approximately RMB 353,272,000, indicating liquidity challenges[13] - The group's total payables as of December 31, 2023, amounted to RMB 51,515,000, showing an increase from RMB 50,933,000 in the previous year[61] Cash Flow and Financing - Cash and bank balances stood at RMB 3,575,000, up from RMB 3,356,000 in 2022, showing a slight increase in liquidity[5] - As of December 31, 2023, the group has a bank loan of RMB 111,006,000 and is actively negotiating with banks to extend the repayment schedule[16] - The group has secured a new uncommitted bank financing of RMB 230,000,000 to replace an existing unused bank financing of RMB 150,000,000 due on June 30, 2024[16] - The group is actively seeking other financing sources to improve its financial condition and support operations[18] Operational Challenges - The company reported a fair value loss on investment properties of RMB 53,850,000, compared to RMB 27,110,000 in the previous year[4] - The group is facing significant uncertainty regarding its ability to continue as a going concern due to financial difficulties and legal disputes with Guangdong Aoyuan[16] - The group has delayed payments of current taxes, including corporate income tax and land appreciation tax, due to negotiations with tax authorities[16] - The group has been unable to obtain complete financial records from the joint venture business, impacting the audit scope and findings[72] Joint Venture and Legal Issues - Following the dissolution of the joint venture, the group is adjusting its sales strategy to improve sales volume and cash collection[18] - The group has acknowledged the potential for disputes related to joint venture profits due to Guangdong Aoyuan's failure to fulfill its obligations under the joint venture agreement[54] - The independent investigation revealed doubts regarding the validity of the loan agreements and a commitment letter for RMB 15,000,000, indicating potential internal control deficiencies[49] - The company has been unable to resolve disputes regarding the loan agreements and commitment letter with Guangdong Aoyuan, pending further court decisions[50] Future Outlook and Strategy - The group is optimistic about the recovery of its hotel and resort operations in 2024, expecting to generate cash flow from these operations[18] - The company plans to expand its tourism property development business by adopting standardized development procedures for more efficient use of funds and resources[86] - The company aims to enhance its position in the hot spring and hotel industry by replicating its business model and providing management services to other hot spring resort owners[86] - Future outlook indicates a projected revenue growth of 20% for the upcoming fiscal year, driven by new product launches and market expansion strategies[134] Corporate Governance and Compliance - The independent auditor's report disclosed a reservation of opinion regarding the financial information of the joint venture with Guangdong Aoyuan, primarily due to a lack of cooperation in providing necessary records[117] - The audit committee has been established and consists of all independent non-executive directors, ensuring compliance with corporate governance codes[126] - The company has complied with the corporate governance code, with a noted deviation regarding the dual role of the chairman and CEO[124]

Stock Code: 8308 Hot Spring Tourism Health Wellness 2023 (於開曼群島註冊成立的有限公司) 股份代號：8308 健康 養生 2023 第三季度 溫泉 文旅 業績報告 (Incorporated in the Cayman Islands with limited liability) THIRD QUARTERLY REPORT 香港聯合交易所有限公司GEM之特色 GEM之定位，乃為相比起其他在香港聯交所上市之公司帶有較高投資風險 之中小型公司提供一個上市之市場。準投資者應了解投資於該等公司之潛 在風險，並應經過審慎周詳之考慮後方作出投資決定。 由於GEM上市公司普遍為中小型公司，在GEM買賣之證券可能會較於香港 聯交所主板買賣之證券承受較大之市場波動風險，同時無法保證在GEM買 賣之證券會有高流通量之市場。 香港交易及結算所有限公司及香港聯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，概不對因本報告全部或 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。 本報告之資料乃遵照GEM上市規則而刊載，旨在提供有 ...

Financial Performance - Revenue for the first quarter of 2023 was RMB 14,683,000, an increase of 13.6% compared to RMB 12,925,000 in the same period of 2022[4] - Gross profit for the first quarter of 2023 was RMB 1,662,000, compared to a gross loss of RMB 1,291,000 in the first quarter of 2022[4] - Operating loss for the first quarter of 2023 was RMB 33,687,000, significantly higher than the operating loss of RMB 9,312,000 in the same period last year[4] - The net loss for the first quarter of 2023 was RMB 29,514,000, compared to a net loss of RMB 13,186,000 in the first quarter of 2022[5] - Basic and diluted loss per share for the first quarter of 2023 was RMB 2.95, compared to RMB 1.35 in the same period of 2022[5] - Other income increased to RMB 620,000 in the first quarter of 2023 from RMB 34,000 in the same period of 2022[4] - Fair value loss on investment properties was RMB 30,050,000 in the first quarter of 2023, compared to RMB 690,000 in the same period of 2022[4] - The total comprehensive loss for the first quarter of 2023 was RMB 29,331,000, compared to RMB 13,023,000 in the first quarter of 2022[5] - The company recorded a loss attributable to owners of approximately RMB 29,514,000 for the three months ended March 31, 2023, compared to a loss of RMB 13,186,000 for the same period in 2022[21] Revenue Sources and Growth - Room revenue from the company's seven themed hotels increased by approximately 29.4% to about RMB 7,400,000 for the three months ended March 31, 2023, compared to the same period in 2022[24] - The average occupancy rate of the themed hotels rose from approximately 26.1% for the three months ended March 31, 2022, to about 28.0% for the same period in 2023[24] - The company's selling costs for the period were approximately RMB 13,000,000, a decrease of about 8.4% from RMB 14,200,000 for the same period in 2022[28] - The deferred tax credit for the period was approximately RMB 7,500,000, significantly higher than the tax expense of about RMB 200,000 for the same period in 2022[32] - The company aims to expand its hotel portfolio domestically and diversify its revenue sources, focusing on health and wellness services[33] - The company anticipates continued growth in demand for health and wellness services as public awareness of health increases post-COVID-19[33] Shareholder Information - As of March 31, 2023, the company has a total of 1,129,962,000 shares issued, with major shareholders holding significant stakes, including Harvest Talent with 336,500,000 shares, representing 29.78% of the issued capital[38] - Mr. Han holds 350,900,000 shares, accounting for 31.05% of the total issued capital, through controlled entities and derivative instruments[37] - The company has a total of 60,000,000 shares held by Fu An and Fu Nuo, each representing 5.31% of the issued capital[38] - Mr. Li holds 97,500,000 shares, which is 8.63% of the total issued capital, through controlled entities[38] - The company has a total of 286,000,000 shares held by Mr. Tam through his controlled entities, representing 25.31% of the issued capital[38] Corporate Governance - The company is committed to high standards of corporate governance, although Mr. Han serves as both Chairman and CEO, which is a deviation from the corporate governance code[43] - The company has complied with applicable corporate governance code provisions during the reporting period[43] - No directors or major shareholders have reported any interests in competing businesses as of March 31, 2023[40] Stock Options - The stock option plan adopted in November 2016 is valid for 10 years, having become unconditional after the company's listing[44] - The company granted stock options with an exercise price of HKD 0.62 on April 5, 2017, and HKD 0.1742 on June 20, 2022, totaling 83,038,000 options granted, with 15,813,800 options canceled during the period[46][47] - As of March 31, 2023, the total number of stock options remaining after cancellations is 74,448,000[46] - The stock options are subject to a vesting schedule, with 25% of the total shares to be issued exercisable from April 5, 2018, to April 4, 2025[47] - The company has no new stock options granted, exercised, or expired during the covered period, aside from those disclosed[47] Operational Information - The company operates the "Gudu Hot Spring Resort" located in Jiangmen City, Guangdong Province, China[54] - The "Yuequan Lake Residence Hotel" commenced operations in July 2019 as a new themed hotel[57] - The company has a land area of approximately 67,860.7 square meters at the Gudu Hot Spring Resort[55] - The total number of available room nights for rental is calculated excluding rooms under renovation or maintenance[55] - The occupancy rate is defined as the total number of room nights sold divided by the total available room nights[55] Audit and Compliance - The audit committee reviewed the report and confirmed that the financial performance for the three months ending March 31, 2023, complies with applicable accounting standards[49] - The company did not purchase, redeem, or sell any of its listed securities during the three months ending March 31, 2023[48] - The report covers the three-month period ending March 31, 2023[55] - The company is registered in the British Virgin Islands under the name Harvest Talent Investments Limited[54] - The report includes information on the board of directors as of March 27, 2024[58]

Business Operations - The company focuses on health and wellness tourism, managing hot spring resorts and hotels, and has developed and sold seven tourism property projects[4]. - The flagship Gudou Hot Spring Resort is a national AAAA-level tourist attraction located in Jiangmen, Guangdong Province[4]. - The company provides consulting services to third-party hot spring resorts and hotel operators[4]. - The company has a commitment to managing and operating hot spring resorts to revitalize guests' physical and mental well-being[4]. - The company has established a significant presence in the tourism property market, including villas, apartments, and commercial units[4]. - The company is primarily engaged in the operation and management of hot spring resorts and the development and sale of tourism properties in Guangdong Province[88]. - The company aims to expand its management services to third-party resorts and hotel operators as part of its growth strategy[92]. - The company has adopted standardized development procedures to enhance efficiency and control costs in tourism property development[102]. - The company plans to continue promoting the "Gu Dou" brand through various marketing events, including the opening of the Gu Dou Tian Ji Hot Spring Hotel in August 2022[103]. Financial Performance - Revenue for the year ended December 31, 2022, was RMB 41,900,000, a decrease of 34.5% compared to RMB 63,964,000 in 2021[10]. - Operating loss increased to RMB (133,667,000) in 2022 from RMB (52,253,000) in 2021, representing a 155.8% increase[10]. - Adjusted EBITDAF for 2022 was RMB 3,416,000, a significant improvement from RMB (333,000) in 2021, indicating a 1,125.8% change[16]. - Net loss for the year was RMB (132,693,000), an increase of 92.4% compared to RMB (68,950,000) in 2021[10]. - The company reported a significant increase in adjusted net loss to RMB (128,682,000) from RMB (68,763,000) in the previous year, marking an 87.1% increase[16]. - Revenue from the hot spring resort and hotel operations decreased by approximately 31.9% to RMB 41,500,000, primarily due to the resurgence of COVID-19 impacting recovery[36]. - The company recorded a gross loss of approximately RMB 41,100,000, with a gross loss margin of about 98.1%, compared to a gross profit margin of 0.1% in the previous year[38]. - The company recorded a revenue of approximately RMB 41,900,000 for the year, a decrease of about 34.5% compared to RMB 64,000,000 in the previous year[36]. - Revenue from tourism property development decreased by approximately 86.1% to around RMB 400,000, primarily due to weak demand in the real estate market[93]. Market Conditions - Average occupancy rate for luxury resorts dropped to 30% in 2022 from 45% in 2021, while city hotels decreased to 46% from 65%[17]. - Average room rate for luxury resorts decreased to RMB 675 in 2022 from RMB 780 in 2021[17]. - Total revenue per available room (RevPAR) for luxury resorts fell to RMB 206 in 2022 from RMB 347 in 2021[17]. - The decrease in revenue was mainly attributed to the impact of COVID-19 measures, including travel restrictions and mandatory quarantine[91]. - The occupancy rate of the company's nine themed hotels decreased from approximately 27% to about 26% due to strict pandemic prevention and quarantine policies[92]. - The average room rate for the nine themed hotels decreased from approximately RMB 286.4 to about RMB 276.6, primarily due to a reduction in rates for mid-range resort and city hotels[92]. - The company has faced challenges in its tourism property development business due to weak demand in the general real estate market[91]. Governance and Compliance - The company has a diverse board of directors with recent changes in executive positions, ensuring governance and compliance[7]. - The company has implemented internal monitoring systems to ensure compliance with necessary permits and licenses for business operations[108]. - The independent auditor raised concerns regarding the financial data of a joint venture, indicating a lack of cooperation from the partner in providing necessary information[61]. - An independent review revealed doubts about the existence of a RMB 15 million loan under a commitment letter, highlighting internal control deficiencies[62]. - The audit committee believes that once a ruling is made regarding the joint venture rights, there will be no further disputes with Guangdong Aoyuan[64]. - The company has adopted a standard code of conduct for securities trading, which is not less stringent than the GEM listing rules[160]. - The company has confirmed the independence of its independent non-executive directors in accordance with GEM listing rules[152]. - The company has established four board committees: audit, nomination, remuneration, and compliance, to assist the board in fulfilling its responsibilities[168]. Future Outlook - The company is optimistic about 2023, viewing it as a year for recovery and innovation in the tourism sector, supported by favorable government policies[33]. - The company anticipates that the tourism industry will recover as global conditions improve, with a focus on health and wellness[94]. - The company plans to continue investing in the renovation of its resort properties, which significantly impacts its cost structure and financial performance[13]. - The company expects the sales of the Gu Dou Yi Shui Ming Ting and Guan Shan Yue Gong Guan projects to continue into 2023, with deliveries starting in the same year[102]. - The management expects that the audit opinion can be removed within 2 to 3 years after the auditor performs alternative audit procedures[63]. Shareholder Information - The total reserves available for distribution to shareholders as of December 31, 2022, amounted to approximately RMB 310.7 million, an increase from RMB 303.4 million in 2021[116]. - The company did not recommend any final dividend for the year, with no final dividend paid during the year[115]. - The company has not issued any shares, bonds, or similar rights during the reporting period[112]. - The company has granted stock options totaling 54.3 million shares at an exercise price of HKD 0.1742 on June 20, 2022, with a remaining balance of 49.35 million shares after cancellations[127]. - The total number of stock options granted during the period was 39.2 million, with 14.35 million options exercised or forfeited[130]. - Major shareholders include Mr. Li with 97,500,000 shares (9.80%) and Sky Success Ventures with 143,000,000 shares (14.37%)[139]. Risk Management - The company is dependent on existing hot spring water sources, and any adverse geological changes could significantly impact its business[110]. - The company may face risks related to the operation of hot spring resorts, including accidents and environmental issues, which could negatively affect the brand reputation[110]. - The company has implemented internal control and risk management systems, which are monitored by the audit committee[169]. - The board reviews the overall risk management system at least annually to ensure adequate monitoring and management of significant risks[196]. - The company has adopted a risk management system that includes identifying risk ownership and assessing the potential impact on business objectives[197]. Employee and Operational Costs - Employee costs for the fiscal years ending December 31, 2021, and December 31, 2022, were approximately RMB 35.8 million and RMB 23.9 million, respectively[57]. - The group employed 256 full-time employees as of December 31, 2022, with about 97.3% based in China[57]. - The company has implemented cost-saving measures that have led to a reduction in material and energy costs despite an increase in employee costs[37]. - Administrative expenses decreased slightly by about 0.4% to RMB 28,800,000, primarily due to reduced professional fees[43].

GUDOU HOLDINGS LIMITED 古 兜 控 股 有 限 公 司 （ 於 開 曼 群 島 註 冊 成 立 之 有 限 公 司 ） （股份代號：8308） 截至二零二三年九月三十日止九個月 第三季度業績公佈 | | | 截至九月三十日止三個月 | | 截至九月三十日止九個月 | | | --- | --- | --- | --- | --- | --- | | | | 二零二三年 | 二零二二年 | 二零二三年 | 二零二二年 | | | 附註 | 人民幣千元 | 人民幣千元 | 人民幣千元 | 人民幣千元 | | | | （未經審核） | （未經審核） | （未經審核） | （未經審核） | | 收入 | 3 | 10,692 | 9,905 | 34,074 | 29,954 | | 銷售成本 | | (12,585) | (10,816) | (38,206) | (35,111) | | 毛虧 | | (1,893) | (911) | (4,132) | (5,157) | | 其他收入 | | 155 | 49 | 802 | 965 | | 投資物業之公平值虧損 | | (11,800 ...