Core Viewpoint - The company Tianping Daohuo (08403) has experienced a significant decline in revenue and has reported a loss for the first half of 2025, primarily due to ongoing business restructuring and a drop in exhibition-related activities, although this was partially offset by growth in SaaS platform services [1] Financial Performance - In the first half of 2025, the company achieved revenue of approximately 44.87 million HKD, representing a year-on-year decrease of about 23.20% [1] - The company reported a loss attributable to shareholders of 12.025 million HKD, marking a shift from profit to loss compared to the previous year [1] - The basic loss per share was recorded at 8.64 cents [1] Shareholder Activity - On November 12, shareholders transferred shares from Luhua Securities to Yuanyuan Securities, with a total market value of 21.0444 million HKD, accounting for 8.99% of the company [1]

FF301 股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2025年10月31日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 天平道合控股有限公司（ 於開曼群島註冊成立之有限公司） 呈交日期: 2025年11月6日 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 (註1) | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 08403 | 說明 | | | | | | | | | 已發行股份（不包括庫存股份）數目 | | 庫存股份數目 | | 已發行股份總數 | | | 上月底結存 | | | 154,000,000 | | 0 | | 154,000,000 | | 增加 / 減少 (-) | | | | | | | | | 本月底結存 | | | 154,000,000 | | 0 | | 154,000,000 | 第 2 頁 共 10 頁 v 1.1.1 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | ...

截至月份: 2025年9月30日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 天平道合控股有限公司（ 於開曼群島註冊成立之有限公司） 呈交日期: 2025年10月8日 I. 法定/註冊股本變動 FF301 股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 08403 | 說明 | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | 法定/註冊股本 | | | 上月底結存 | | | 1,000,000,000 | USD | | 0.002 USD | | 2,000,000 | | 增加 / 減少 (-) | | | | | | USD | | | | 本月底結存 | | | 1,000,000,000 | USD | | 0.002 USD | | 2,000,000 | 本月底法 ...

Should you have any queries relating to any of the above matters, please call the Branch Share Registrar's telephone hotline at (852) 2980 1333 during business hours from 9:00 a.m. to 6:00 p.m. Monday to Friday, excluding public holidays or send an email to 8403-ecom@vistra.com. NOTIFICATION LETTER 通知信函 Dear Non-Registered Shareholder(1), 26 September 2025 – Notification of publication of 2025 Interim Report (" Current Corporate Communications") The English and Chinese versions of Current Corporate Communic ...

NOTIFICATION LETTER 通知信函 Dear Registered Shareholders, 26 September 2025 – Notification of publication of 2025 Interim Report (" Current Corporate Communications") Note: Corporate Communications include any document(s) issued or to be issued by the Company for the information or action of holders of any of its securities or the investing public, including but not limited to: (a) the directors' report and its annual accounts together with a copy of the auditor's report and, where applicable, its summary fina ...

Financial Performance - For the six months ended June 30, 2025, the group generated revenue of approximately RMB 448.7 million, a decrease of RMB 135.5 million or approximately 23.2% year-on-year [12]. - Gross profit recorded was approximately RMB 48.5 million, representing a year-on-year decrease of approximately RMB 19.9 million or 29.1% due to low-margin projects and increased operating costs [13]. - The net loss for the reporting period was HKD 12.79 million, and the board does not recommend the payment of any dividend for the reporting period [13]. - The company's total revenue decreased from approximately RMB 58.42 million to approximately RMB 44.87 million, representing a year-on-year decline of about 23.20% or RMB 13.85 million [29]. - The group recorded a loss of approximately RMB 127.9 million for the reporting period, compared to a profit of approximately RMB 45.5 million for the six months ended June 30, 2024 [53]. - The company reported a total comprehensive loss of RMB 12,025 thousand for the six months ended June 30, 2025, compared to a loss of RMB 6,323 thousand for the same period in 2024 [108]. - For the six months ended June 30, 2025, the company reported a loss attributable to shareholders of RMB (12,785,000), compared to a profit of RMB 4,548,000 for the same period in 2024, resulting in a basic loss per share of (8.64) RMB versus a profit of 3.67 RMB [127]. Revenue Breakdown - Revenue from automotive-related exhibitions and events dropped significantly from approximately RMB 24.84 million to approximately RMB 12.55 million, a year-on-year decrease of about 49.46% or RMB 12.28 million, accounting for 27.98% of total revenue [30]. - Revenue from non-automotive-related exhibitions and events decreased from approximately RMB 23.86 million to approximately RMB 22.13 million, a year-on-year decline of about 7.26% or RMB 1.73 million, representing 49.33% of total revenue [30]. - Revenue from the company's one-stop value chain services during the reporting period was RMB 4.90 million, while revenue from SaaS platform services was RMB 5.09 million [14]. - Revenue from digital platform services increased significantly to approximately RMB 5,089 thousand from RMB 28 thousand, marking a substantial growth [123]. Market and Industry Insights - The exhibition industry in China showed strong performance, with 3,844 trade exhibitions held, maintaining levels similar to 2023, and total exhibition area expanding to 155 million square meters, a year-on-year increase of 10.1% [11]. - The exhibition industry contributed over 0.8% directly to GDP, with a broader impact of 2% to 3% across the value chain [11]. - The exhibition market in China is expected to grow in the second half of 2025, supported by government consumption stimulus policies and a focus on major trade exhibitions [16]. - The output multiplier for the exhibition industry is estimated at 2.45, indicating that every RMB 1 spent directly on exhibitions generates an additional RMB 1.45 in indirect and induced economic activity [23]. Strategic Initiatives - The company announced the acquisition of Yiwang Network Holdings Limited, a technology-driven company specializing in e-commerce platforms and supply chain management systems, to enhance its digital service capabilities, particularly in SaaS and blockchain technology [14]. - The group’s strategic decision to not proceed with a large project due to unsustainable pricing led to missed revenue opportunities [12]. - The company is focusing on strategic expansion in digital services, leveraging expertise in SaaS and blockchain technology to enhance operational efficiency and customer engagement [18]. - The strategic acquisition aims to integrate cutting-edge digital capabilities into the group's existing exhibition and event management framework, creating significant synergies [80]. Financial Position and Cash Flow - The net cash used in operating activities was approximately RMB 81.53 million, compared to RMB 91.87 million for the six months ended June 30, 2024 [57]. - The total interest-bearing borrowings amounted to RMB 34.16 million as of June 30, 2025, compared to RMB 28.56 million as of December 31, 2024 [62]. - The cash and cash equivalents increased to approximately RMB 153.82 million as of June 30, 2025, from RMB 111.77 million as of June 30, 2024 [57]. - The company raised RMB 21,030 thousand from the issuance of ordinary shares during the reporting period, significantly higher than RMB 6,437 thousand in the previous year [110]. Management and Governance - The group has adhered to corporate governance codes, with the chairman also serving as CEO, which the board believes is in the best interest of effective management [82]. - Total compensation for key management increased to RMB 4,105,000 in the six months ended June 30, 2025, compared to RMB 1,291,000 in the same period of 2024, representing a growth of 217% [138]. - The company has no significant capital commitments or contingent liabilities as of June 30, 2025 [71]. Shareholder Information - The company issued a total of 9,000,000 new ordinary shares at a subscription price of HKD 1.00 per share, representing a discount of approximately 9.91% from the market price of HKD 1.11 at the time of the agreement [64]. - As of June 30, 2025, Mr. Huang holds 33,645,000 shares (22.73%) and has a short position of 14,000,000 shares (9.46%) in the company [88]. - The company has not granted, exercised, or canceled any share options during the reporting period [100].

FF301 股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2025年8月31日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 天平道合控股有限公司（ 於開曼群島註冊成立之有限公司） 呈交日期: 2025年9月4日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 (註1) | | 是 | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 08403 | 說明 | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 1,000,000,000 | USD | | 0.002 USD | | | 2,000,000 | | 增加 / 減少 (-) | | | | | | USD | | | | | 本月底結存 | | | 1,000,000,000 | USD | | 0.002 USD | | | ...

Core Insights - The company Tianping Daohe (08403) reported a mid-year performance for 2025, with revenue approximately 44.87 million, representing a year-on-year decrease of about 23.20% [1] - The company experienced a loss attributable to owners of 12.025 million, marking a shift from profit to loss compared to the previous year; basic loss per share was 8.64 cents [1] - The decline in revenue is primarily attributed to the ongoing transformation and optimization of the core business structure, with a significant drop in revenue from exhibition-related activities; however, this decline was partially offset by substantial growth in revenue from SaaS platform services [1]

Core Insights - Tianping Daohuo (08403) reported a mid-year performance for 2025, with revenue approximately 44.87 million, representing a year-on-year decrease of about 23.20% [1] - The company experienced a loss attributable to owners of 12.025 million, marking a shift from profit to loss compared to the previous year; basic loss per share was 8.64 cents [1] - The decline in revenue was primarily due to ongoing transformation and optimization of core business structure, with significant decreases in revenue from exhibition-related activities; however, this decline was partially offset by substantial growth in revenue from SaaS platform services [1]

Company Information and Financial Summary [Company Overview](index=1&type=section&id=1.1%20%E5%85%AC%E5%8F%B8%E6%A6%82%E5%86%B5) Dowway Holdings Limited announced its unaudited interim results for H1 2025, revealing a significant financial performance decline - Company Name: Dowway Holdings Limited, Stock Code: **8403**[2](index=2&type=chunk) - Reporting Period: For the six months ended June 30, 2025[2](index=2&type=chunk) - Announcement Type: Interim results announcement, including unaudited condensed consolidated financial statements and comparative figures[2](index=2&type=chunk) [Financial Summary](index=1&type=section&id=1.2%20%E8%B4%A2%E5%8A%A1%E6%91%98%E8%A6%81) Revenue decreased by **23.20%** and gross profit by **29.10%**, resulting in a **RMB 12.79 million** loss attributable to equity holders H1 2025 Key Financial Indicators Comparison | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | Year-on-Year Change (%) | | :--- | :--- | :--- | :--- | | Revenue | **44.87** | 58.42 | **-23.20%** | | Gross Profit | **4.85** | 6.84 | **-29.10%** | | Loss/(Profit) attributable to owners of the Company | **(12.79)** | 4.54 | Shifted from profit to loss | | Basic Loss Per Share (RMB cents) | **(8.64)** | 3.67 | Shifted from profit to loss | Financial Statements [Condensed Consolidated Statement of Comprehensive Income](index=2&type=section&id=2.1%20%E7%AE%80%E6%98%8E%E7%BB%BC%E5%90%88%E5%85%A8%E9%9D%A2%E6%94%B6%E7%9B%8A%E8%A1%A8) For H1 2025, the Group saw revenue decline, operating results shift from profit to loss, and a total comprehensive loss of **RMB 12.79 million** Condensed Consolidated Statement of Comprehensive Income (Summary) | Indicator | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Revenue | **44,866** | 58,416 | | Gross Profit | **4,850** | 6,839 | | Operating (Loss)/Profit | **(12,361)** | 6,402 | | (Loss)/Profit Before Income Tax | **(12,639)** | 6,064 | | (Loss)/Profit for the Period | **(12,785)** | 4,548 | | Basic (Loss)/Earnings Per Share attributable to owners of the Company (RMB cents) | **(8.64)** | 3.67 | [Condensed Consolidated Balance Sheet](index=3&type=section&id=2.2%20%E7%AE%80%E6%98%8E%E7%BB%BC%E5%90%88%E8%B5%84%E4%BA%A7%E8%B4%9F%E5%80%BA%E8%A1%A8) As of June 30, 2025, total assets slightly decreased, non-current assets significantly rose, and equity attributable to owners substantially increased Condensed Consolidated Balance Sheet (Summary) | Indicator | As of June 30, 2025 (RMB thousand) | As of Dec 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Total Non-current Assets | **9,032** | 1,606 | | Total Current Assets | **116,751** | 129,510 | | Total Assets | **125,783** | 131,116 | | Equity attributable to owners of the Company | **13,271** | 4,266 | | Total Current Liabilities | **113,508** | 125,091 | | Total Liabilities | **113,844** | 127,427 | - Total non-current assets increased from **RMB 1,606 thousand** as of December 31, 2024, to **RMB 9,032 thousand** as of June 30, 2025, primarily due to new intangible assets of **RMB 750 thousand** and goodwill of **RMB 7,243 thousand**[5](index=5&type=chunk) - Equity attributable to owners of the Company increased from **RMB 4,266 thousand** as of December 31, 2024, to **RMB 13,271 thousand** as of June 30, 2025[5](index=5&type=chunk) [Condensed Consolidated Statement of Changes in Equity](index=4&type=section&id=2.3%20%E7%AE%80%E6%98%8E%E7%BB%BC%E5%90%88%E6%9D%83%E7%9B%8A%E5%8F%98%E5%8A%A8%E8%A1%A8) Despite a comprehensive loss, equity attributable to owners increased due to significant rises in share capital and share premium from share placement activities Condensed Consolidated Statement of Changes in Equity (Summary) | Indicator | As of June 30, 2025 (RMB thousand) | As of Dec 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Share Capital | **1,937** | 1,632 | | Share Premium | **111,874** | 91,149 | | Accumulated Losses | **(94,405)** | (82,380) | | Equity attributable to owners of the Company | **13,271** | 4,266 | | Total Equity | **11,939** | 3,689 | - Total comprehensive loss for the period was **RMB 12,025 thousand**[6](index=6&type=chunk) - Share capital increased by **RMB 305 thousand** and share premium by **RMB 20,725 thousand** through share placement, contributing a total equity increase of **RMB 21,030 thousand**[6](index=6&type=chunk) [Condensed Consolidated Cash Flow Statement](index=5&type=section&id=2.4%20%E7%AE%80%E6%98%8E%E7%BB%BC%E5%90%88%E7%8E%B0%E9%87%91%E6%B5%81%E9%87%8F%E8%A1%A8) Operating cash outflow decreased, investing cash outflow significantly increased, but strong financing cash inflow resulted in a net increase in cash and cash equivalents Condensed Consolidated Cash Flow Statement (Summary) | Indicator | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Net Cash Used in Operating Activities | **(8,153)** | (9,187) | | Net Cash (Used in)/Generated from Investing Activities | **(1,786)** | 15 | | Net Cash Generated from Financing Activities | **19,110** | 7,867 | | Net Increase/(Decrease) in Cash and Cash Equivalents | **9,171** | (1,305) | | Cash and Cash Equivalents at End of Period | **15,382** | 11,177 | - Net cash from investing activities shifted from a net inflow of **RMB 15 thousand** in H1 2024 to a net outflow of **RMB 1,786 thousand** in H1 2025, primarily due to the purchase of intangible assets and acquisition of investments[7](index=7&type=chunk) - Net cash generated from financing activities significantly increased from **RMB 7,867 thousand** in H1 2024 to **RMB 19,110 thousand** in H1 2025, mainly driven by proceeds from placing ordinary shares and bank borrowings[7](index=7&type=chunk) Notes to the Financial Statements [Basis of Preparation and Accounting Policies](index=6&type=section&id=3.1%20%E7%BC%96%E5%88%B6%E5%9F%BA%E7%A1%80%E4%B8%8E%E4%BC%9A%E8%AE%A1%E6%94%BF%E7%AD%96) The interim financial information is prepared under HKAS 34 and GEM Listing Rules, consistent with the 2024 annual report's accounting policies - Financial information is prepared in accordance with Hong Kong Accounting Standard **34** and Chapter **18** of the GEM Listing Rules[12](index=12&type=chunk) - The accounting policies adopted are consistent with those applied in the financial statements for the year ended December 31, 2024[13](index=13&type=chunk) [Application of Amendments to Hong Kong Financial Reporting Standards](index=7&type=section&id=3.2%20%E9%A6%99%E6%B8%AF%E8%B4%A2%E5%8A%A1%E6%8A%A5%E5%91%8A%E5%87%86%E5%88%99%E4%BF%AE%E8%AE%A2%E7%9A%84%E5%BA%94%E7%94%A8) The Group adopted new and amended HKFRS, leading to new policies and disclosures but no significant financial impact, with un-effective standards under evaluation - The newly adopted and amended standards had no significant impact on the financial statements, but led to new accounting policies and additional disclosures[14](index=14&type=chunk) - The Group is currently assessing the impact of new and amended Hong Kong Financial Reporting Standards that are not yet effective[14](index=14&type=chunk) [Estimates](index=7&type=section&id=3.3%20%E4%BC%B0%E7%AE%97) Interim financial statements involve management's judgments and estimates on accounting policies and financial amounts, where actual results may differ - Significant judgments and estimates made by management in preparing the interim financial information are consistent with those made in preparing the 2024 annual report[15](index=15&type=chunk) [Financial Risk Management](index=7&type=section&id=3.4%20%E8%B4%A2%E5%8A%A1%E9%A3%8E%E9%99%A9%E7%AE%A1%E7%90%86) The Group manages market, credit, and liquidity risks, with no significant changes to its risk management policies since the reporting period end - The Group's business is exposed to market risk (including foreign exchange risk), credit risk, and liquidity risk[16](index=16&type=chunk) - There have been no changes to risk management policies since the end of the reporting period[17](index=17&type=chunk) [Financial Risk Factors](index=7&type=section&id=3.4.1%20%E8%B4%A2%E5%8A%A1%E9%A3%8E%E9%99%A9%E5%9B%A0%E7%B4%A0) The Group's business primarily faces market, credit, and liquidity risks, with detailed management information available in the annual financial report - Financial risk factors include market risk (foreign exchange risk), credit risk, and liquidity risk[16](index=16&type=chunk) [Liquidity Risk](index=7&type=section&id=3.4.2%20%E6%B5%81%E5%8A%A8%E8%B5%84%E9%87%91%E9%A3%8E%E9%99%A9) The Group's finance department continuously forecasts and monitors cash flows to ensure adequate liquidity for operational needs - The Group's finance department monitors liquidity requirements through rolling forecasts to ensure sufficient cash on hand for operations[18](index=18&type=chunk) [Revenue Information](index=8&type=section&id=3.5%20%E6%94%B6%E5%85%A5%E4%BF%A1%E6%81%AF) Total revenue decreased year-on-year, with declines in most segments, but significant digital platform service revenue growth partially offset the reduction Revenue Details (by Service Type) | Revenue Source | H1 2025 (RMB thousand) | % of Total | H1 2024 (RMB thousand) | % of Total | Year-on-Year Change (%) | | :--- | :--- | :--- | :--- | :--- | :--- | | Automotive-related Exhibition and Event Services | **12,553** | **27.98%** | 24,837 | 42.52% | **-49.46%** | | Non-automotive-related Exhibition and Event Services | **22,131** | **49.33%** | 23,864 | 40.85% | **-7.26%** | | Showroom-related Services | **114** | **0.25%** | 1,544 | 2.64% | **-92.62%** | | Sales of Consumer Products | **4,898** | **10.92%** | 8,143 | 13.94% | **-39.97%** | | Rental Income | **81** | **0.18%** | – | 0% | New | | Provision of Digital Platform Services | **5,089** | **11.34%** | 28 | 0.05% | **+18075%** | | **Total Revenue** | **44,866** | **100%** | **58,416** | **100%** | **-23.20%** | [Other Income](index=8&type=section&id=3.6%20%E5%85%B6%E4%BB%96%E6%94%B6%E7%9B%8A) Other income significantly decreased, primarily due to a substantial reduction in the reversal of expected credit losses on trade receivables Other Income Details | Item | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Exchange Gain/(Loss) | **2** | (43) | | Government Grants | **30** | 16 | | Others | **5** | 294 | | Reversal of Expected Credit Losses on Trade Receivables | **513** | 8,745 | | Reversal of Expected Credit Losses on Contract Assets | – | 566 | | **Total** | **550** | **9,578** | [Income Tax Expense](index=9&type=section&id=3.7%20%E6%89%80%E5%BE%97%E7%A8%8E%E5%BC%80%E6%94%AF) Income tax expense significantly decreased, aligning with the Group's loss position for the reporting period Income Tax Expense | Item | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Current Tax on Profit for the Period | **146** | 1,516 | | **Income Tax Expense** | **146** | **1,516** | [Loss/Earnings Per Share](index=9&type=section&id=3.8%20%E6%AF%8F%E8%82%A1%EF%BC%88%E4%BA%8F%E6%8D%9F%EF%BC%89%E2%95%95%E7%9B%88%E5%88%A9) The company shifted from earnings to a basic loss per share of **RMB 8.64 cents**, primarily driven by the period's overall loss Loss/Earnings Per Share | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Total (Loss)/Profit attributable to shareholders (RMB) | **(12,785,000)** | 4,548,000 | | Weighted Average Number of Ordinary Shares in Issue (thousand shares) | **148,000** | 124,000 | | Basic (Loss)/Earnings Per Share (RMB cents) | **(8.64)** | 3.67 | - No diluted loss/earnings per share is presented as there were no potentially dilutive ordinary shares during the reporting period[24](index=24&type=chunk) - China Enterprise Income Tax is calculated at a statutory rate of **25%**, while Hong Kong-registered entities have a profits tax rate of **8.25%**, with no Hong Kong profits tax provision for the period[25](index=25&type=chunk) [Trade Receivables](index=10&type=section&id=3.9%20%E8%B4%B8%E6%98%93%E5%BA%94%E6%94%B6%E6%AC%BE%E9%A1%B9) Net trade receivables decreased year-on-year as of June 30, 2025, driven by a lower total amount and a slight reduction in impairment provisions Trade Receivables Net and Ageing Analysis | Indicator | As of June 30, 2025 (RMB thousand) | As of Dec 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Trade Receivables | **45,928** | 67,943 | | Less: Impairment Provision for Trade Receivables | **(17,655)** | (18,075) | | **Trade Receivables — Net** | **28,273** | **49,868** | | **Ageing Analysis:** | | | | Up to 90 days | **18,793** | 35,895 | | 91 to 180 days | **535** | 3,498 | | Over 180 days | **8,945** | 10,475 | [Deposits, Prepayments and Other Receivables](index=10&type=section&id=3.10%20%E6%8C%89%E9%87%91%E3%80%81%E9%A2%84%E4%BB%98%E6%AC%BE%E9%A1%B9%E5%8F%8A%E5%85%B6%E4%BB%96%E5%BA%94%E6%94%B6%E6%AC%BE%E9%A1%B9) Net deposits, prepayments, and other receivables slightly increased as of June 30, 2025, mainly due to increased loans to employees Deposits, Prepayments and Other Receivables | Item | As of June 30, 2025 (RMB thousand) | As of Dec 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Deposits | **351** | 336 | | Loans to Employees | **1,452** | 591 | | Prepayments | **18,118** | 18,139 | | **Total** | **19,921** | **19,066** | [Share Capital and Share Premium](index=11&type=section&id=3.11%20%E8%82%A1%E6%9C%AC%E5%8F%8A%E8%82%A1%E4%BB%BD%E6%BA%A2%E4%BB%B7) Share capital and share premium significantly increased through ordinary share placements, leading to substantial growth in total issued and paid capital Share Capital and Share Premium Movement | Item | Number of Shares | Par Value of Ordinary Shares (USD) | Equivalent of Ordinary Shares (RMB thousand) | Share Premium (RMB thousand) | Total (RMB thousand) | | :--- | :--- | :--- | :--- | :--- | :--- | | Balance as of Dec 31, 2024 and Jan 1, 2025 | **127,000,000** | 254,000 | 1,632 | 91,149 | 92,781 | | Placement of Ordinary Shares | **21,000,000** | 42,000 | 305 | 20,725 | 21,030 | | **Balance as of June 30, 2025** | **148,000,000** | **296,000** | **1,937** | **111,874** | **113,811** | - A placement of **9,000,000** ordinary shares was completed on April 9, 2025, raising net proceeds of approximately **HKD 8.95 million**[30](index=30&type=chunk) - A placement of **12,000,000** ordinary shares was completed on June 17, 2025, raising net proceeds of approximately **HKD 12.88 million**[30](index=30&type=chunk) [Trade and Other Payables](index=12&type=section&id=3.12%20%E8%B4%B8%E6%98%93%E5%8F%8A%E5%85%B6%E4%BB%96%E5%BA%94%E4%BB%98%E6%AC%BE%E9%A1%B9) Total trade and other payables decreased year-on-year, with trade payables and taxes payable declining, while amounts due to directors and employee benefits rose Trade and Other Payables Details and Ageing Analysis | Item | As of June 30, 2025 (RMB thousand) | As of Dec 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Trade Payables | **53,693** | 73,689 | | Amounts Due to Directors | **1,576** | 644 | | Employee Benefits Payable | **6,338** | 4,176 | | Other Taxes Payable | **5,310** | 8,246 | | Others | **3,696** | 4,517 | | **Total** | **70,613** | **91,272** | | **Trade Payables Ageing Analysis:** | | | | 0 to 90 days | **33,106** | 40,164 | | 91 to 180 days | **4,872** | 16,566 | | 181 to 365 days | **10,808** | 10,027 | | Over 365 days | **4,907** | 6,932 | [Dividends](index=12&type=section&id=3.13%20%E8%82%A1%E6%81%AF) The Group neither paid nor declared any dividends during the reporting period or the corresponding period last year - The Group neither paid nor declared any dividends for the periods ended June 30, 2024, and 2025[32](index=32&type=chunk) [Related Party Transactions](index=13&type=section&id=3.14%20%E5%85%B3%E8%BF%9E%E6%96%B9%E4%BA%A4%E6%98%93) The Group had balances with related parties, showing an increase in amounts due to directors and a significant rise in key management personnel compensation Balances with Related Parties | Item | As of June 30, 2025 (RMB thousand) | As of Dec 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Amounts Due to Directors of the Company | **1,576** | 644 | Key Management Personnel Compensation | Item | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Salaries and Wages | **3,731** | 1,105 | | Pension Scheme and Other Social Security Contributions | **374** | 152 | | Housing Benefits | – | 28 | | Other Costs and Benefits | – | 6 | | **Total** | **4,105** | **1,291** | [Events After the Reporting Period](index=13&type=section&id=3.15%20%E6%8A%A5%E5%91%8A%E6%9C%9F%E5%90%8E%E4%BA%8B%E9%A1%B9) After the reporting period, the company completed a share subscription agreement for **6,000,000 shares** with Executive Director Mr. Li Huaguo on August 8, 2025 - A subscription agreement with Mr. Li for **6,000,000** shares was entered into on May 27, 2025, and completed on August 8, 2025[35](index=35&type=chunk) Market and Business Review [Market Review](index=14&type=section&id=4.1%20%E5%B8%82%E5%9C%BA%E5%9B%9E%E9%A1%B1) The global exhibition industry fully recovered in 2024, with China's market leading, driven by new energy vehicles, cultural IP commercialization, and government support - In 2024, the global exhibition industry fully recovered, with total exhibition area reaching approximately **138 million square meters**, and the Asia-Pacific region accounting for **25.8%**[37](index=37&type=chunk) - China's indoor net exhibition area reached **12.4 million square meters**, ranking first globally, with the market recovering and surpassing pre-pandemic levels[37](index=37&type=chunk) - The growth of China's exhibition industry is primarily driven by the popularization of new energy vehicle exhibitions, commercialization of intellectual property from cultural events, and government policy support[40](index=40&type=chunk) - The output multiplier for the exhibition industry is estimated at **2.45**, meaning every **RMB 1** of direct exhibition expenditure generates an additional **RMB 1.45** in indirect and induced economic activity[39](index=39&type=chunk) [Business Review](index=15&type=section&id=4.2%20%E4%B8%9A%E5%8A%A1%E5%9B%9E%E9%A1%B1) The Group maintained its leading position in exhibition and event management, completing **38 projects** with revenue of **RMB 44.87 million** (**23.20% decrease**), while SaaS platform services grew significantly - The Group maintains a leading position in the exhibition and event management industry, particularly in automotive display and promotion[42](index=42&type=chunk) - During the reporting period, **38** exhibition and event projects, **2** showroom projects, digital platform systems, and one-stop value chain services were completed[42](index=42&type=chunk) - Total revenue was approximately **RMB 44.87 million**, a year-on-year decrease of approximately **23.20%**, but SaaS platform service output grew significantly[42](index=42&type=chunk) - The Group has invested in new business branches and digital capabilities to adapt to the industry's shift towards a high-tech, comprehensive service model[42](index=42&type=chunk) Financial Review [Revenue](index=16&type=section&id=5.1%20%E6%94%B6%E7%9B%8A) Total revenue decreased by **23.20%** year-on-year due to core business transformation and a drop in showroom revenue, partially offset by strong SaaS platform service growth Revenue Composition and Year-on-Year Change | Revenue Source | H1 2025 (RMB thousand) | % of Total | H1 2024 (RMB thousand) | % of Total | Year-on-Year Change (%) | | :--- | :--- | :--- | :--- | :--- | :--- | | Automotive-related Exhibitions and Events | **12,553** | **27.98%** | 24,837 | 42.52% | **-49.46%** | | Non-automotive-related Exhibitions and Events | **22,131** | **49.33%** | 23,864 | 40.85% | **-7.26%** | | Showroom-related Services | **114** | **0.25%** | 1,544 | 2.64% | **-92.62%** | | One-stop Value Chain Services | **4,898** | **10.92%** | 8,143 | 13.94% | **-39.97%** | | SaaS Platform Services | **5,089** | **11.34%** | 28 | 0.05% | **+18075%** | | Rental Income | **81** | **0.18%** | – | 0% | New | | **Total** | **44,866** | **100%** | **58,416** | **100%** | **-23.20%** | - The decline in revenue is primarily due to the ongoing transformation and optimization of the core business structure, leading to a significant decrease in showroom-related activity revenue[46](index=46&type=chunk) - SaaS platform service revenue significantly increased from **RMB 28 thousand** to **RMB 5.09 million**, partially offsetting the overall revenue decline[46](index=46&type=chunk)[48](index=48&type=chunk) [Cost of Services/Products](index=17&type=section&id=5.2%20%E6%9C%8D%E5%8A%A1%E2%95%95%E4%BA%A7%E5%93%81%E6%88%90%E6%9C%AC) Service costs decreased by **22.37%** year-on-year, mainly due to lower supplier costs for exhibition services, but rising sales costs emphasize the need for operational efficiency Service Cost Details | Item | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Cost of Services Provided by Suppliers | **27,202** | 38,503 | | Cost of Consumer Products | **5,008** | 8,062 | | Staff Costs | **2,660** | 3,373 | | Operating Lease Rentals and Related Expenses for Buildings | **3,845** | 375 | | **Total** | **40,016** | **51,577** | - Service costs decreased by approximately **22.37%**, or **RMB 11.54 million** year-on-year[51](index=51&type=chunk) - The primary reason for the decrease in service costs was a reduction of approximately **29.35%** in costs for services provided by suppliers for exhibition and event-related services[52](index=52&type=chunk) [Gross Profit and Gross Margin](index=18&type=section&id=5.3%20%E6%AF%9B%E5%88%A9%E5%8F%8A%E6%AF%9B%E5%88%A9%E7%8E%87) Gross profit decreased by **29.10%** year-on-year, with the gross margin declining from **11.71%** to **10.81%** Gross Profit and Gross Margin | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | Year-on-Year Change (%) | | :--- | :--- | :--- | :--- | | Gross Profit | **4.85** | 6.84 | **-29.10%** | | Gross Margin | **10.81%** | 11.71% | **-0.90 percentage points** | [Selling Expenses](index=18&type=section&id=5.4%20%E9%94%80%E5%94%AE%E5%BC%80%E6%94%AF) Selling expenses surged by **110.01%** year-on-year, driven by significant increases in supplier service costs, entertainment expenses, and other expenditures Selling Expenses Details | Item | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Cost of Services Provided by Suppliers | **70** | – | | Entertainment Expenses | **407** | 207 | | Others | **1,946** | 579 | | **Total** | **2,688** | **1,280** | - Selling expenses increased by approximately **110.01%**, or **RMB 1.41 million**, year-on-year[57](index=57&type=chunk) - Key growth factors include an increase of **RMB 70 thousand** in costs for services provided by suppliers, approximately **RMB 0.20 million** in entertainment expenses, and approximately **RMB 1.37 million** in other expenses[57](index=57&type=chunk) [Administrative Expenses](index=19&type=section&id=5.5%20%E8%A1%8C%E6%94%BF%E5%BC%80%E6%94%AF) Administrative expenses significantly increased by **80.86%** year-on-year, primarily driven by a substantial rise in staff costs Administrative Expenses Details | Item | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Staff Costs | **9,654** | 3,328 | | Management Consulting and Other Service Expenses | **2,986** | 3,176 | | Auditor's Remuneration | **548** | 940 | | **Total** | **14,744** | **8,152** | - Administrative expenses increased by approximately **80.86%**, or **RMB 6.59 million**, year-on-year[60](index=60&type=chunk) - The main reason for the increase in administrative expenses was the rise in staff costs from approximately **RMB 3.33 million** to approximately **RMB 9.66 million**[60](index=60&type=chunk) [Other Income — Net](index=20&type=section&id=5.6%20%E5%85%B6%E4%BB%96%E6%94%B6%E7%9B%8A%20%E2%80%94%20%E6%B7%A8%E9%A2%9D) Net other income significantly decreased, primarily due to a substantial reduction in the reversal of expected credit losses on trade receivables Other Income — Net | Item | H1 2025 (RMB million) | H1 2024 (RMB million) | Year-on-Year Change (RMB million) | | :--- | :--- | :--- | :--- | | Net Other Income | **0.55** | 9.58 | **-9.03** | - Primarily due to the reversal of expected credit losses on trade receivables and government grants[61](index=61&type=chunk) [Finance Income](index=20&type=section&id=5.7%20%E8%B4%A2%E5%8A%A1%E6%94%B6%E5%85%A5) Finance income slightly decreased, primarily derived from interest on bank balances and deposits Finance Income | Item | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Finance Income | **8** | 15 | [Finance Expenses](index=20&type=section&id=5.8%20%E8%B4%A2%E5%8A%A1%E5%BC%80%E6%94%AF) Finance expenses decreased, mainly comprising interest expenses on bank borrowings and lease liabilities Finance Expenses | Item | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Finance Expenses | **286** | 353 | [Loss Before Income Tax](index=20&type=section&id=5.9%20%E9%99%A4%E6%89%80%E5%BE%97%E7%A8%8E%E5%89%8D%E4%BA%8F%E6%8D%9F) The Group recorded a loss before income tax of **RMB 12.64 million**, shifting from profit, primarily due to increased selling and administrative expenses (Loss)/Profit Before Income Tax | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | | :--- | :--- | :--- | | (Loss)/Profit Before Income Tax | **(12.64)** | 6.06 | - Primarily due to increased selling and administrative expenses during the reporting period[64](index=64&type=chunk) [Income Tax Expense](index=20&type=section&id=5.10%20%E6%89%80%E5%BE%97%E7%A8%8E%E5%BC%80%E6%94%AF) Income tax expense significantly decreased, aligning with the company's shift from a profitable to a loss-making financial position Income Tax Expense | Indicator | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Income Tax Expense | **146** | 1,516 | [Loss for the Period](index=20&type=section&id=5.11%20%E6%8A%A5%E5%91%8A%E6%9C%9F%E9%97%B4%E4%BA%8F%E6%8D%9F) The Group recorded a loss of **RMB 12.79 million** for the period, a significant shift from the **RMB 4.55 million** profit in the prior year (Loss)/Profit for the Period | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | | :--- | :--- | :--- | | (Loss)/Profit for the Period | **(12.79)** | 4.55 | Liquidity and Financial Resources [Capital Structure](index=21&type=section&id=6.1%20%E8%B5%84%E6%9C%AC%E6%9E%B6%E6%9E%84) The Group's capital structure remained largely unchanged during the reporting period, except for equity fundraising activities - Apart from equity fundraising activities, there were no significant changes to the Group's capital structure during the reporting period[67](index=67&type=chunk) [Cash Position](index=21&type=section&id=6.2%20%E7%8E%B0%E9%87%91%E7%8A%B6%E5%86%B5) Cash and cash equivalents increased to **RMB 15.38 million** as of June 30, 2025, primarily driven by significant net cash inflow from financing activities Cash Flow Data | Item | H1 2025 (RMB thousand) | H1 2024 (RMB thousand) | | :--- | :--- | :--- | | Net Cash Used in Operating Activities | **(8,153)** | (9,187) | | Net Cash (Used in)/Generated from Investing Activities | **(1,786)** | 15 | | Net Cash Generated from Financing Activities | **19,110** | 7,867 | | Net Increase/(Decrease) in Cash and Cash Equivalents | **9,171** | (1,262) | | **Cash and Cash Equivalents at End of Period** | **15,382** | **11,177** | - Cash and cash equivalents at the end of the period were approximately **RMB 15.38 million**, primarily denominated in RMB[69](index=69&type=chunk) [Borrowings](index=21&type=section&id=6.3%20%E5%80%9F%E6%AC%BE) As of June 30, 2025, bank borrowings increased, with private borrowings and acceptance bills present, but no other outstanding debt instruments - Bank borrowings amounted to **RMB 22 million** (December 31, 2024: **RMB 12.98 million**)[70](index=70&type=chunk) - Private borrowings balance was **RMB 5.58 million**[70](index=70&type=chunk) - Acceptance bills of **RMB 6.58 million** were used to acquire a company[71](index=71&type=chunk) - Directors confirmed no significant adverse changes in debt and contingent liabilities during the reporting period[72](index=72&type=chunk) [Pledge of Assets](index=21&type=section&id=6.4%20%E8%B5%84%E4%BA%A7%E6%8A%B5%E6%8A%BC) The Group had no assets pledged as of June 30, 2025 - The Group had no assets pledged as of June 30, 2025[73](index=73&type=chunk) [Gearing Ratio](index=22&type=section&id=6.5%20%E8%B5%84%E6%9C%AC%E8%B4%9F%E5%80%BA%E6%AF%94%E7%8E%87) The Group's gearing ratio significantly decreased as of June 30, 2025, though it remains at a high level Gearing Ratio | Indicator | As of June 30, 2025 (RMB thousand) | As of Dec 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Total Interest-bearing Borrowings | **34,157** | 28,563 | | Total Equity | **11,939** | 3,689 | | **Gearing Ratio** | **286.10%** | **774.27%** | [Interim Dividend](index=22&type=section&id=6.6%20%E4%B8%AD%E6%9C%9F%E8%82%A1%E6%81%AF) The Board does not recommend the payment of an interim dividend for the reporting period - The Board does not recommend the payment of an interim dividend for the reporting period (June 30, 2024: nil)[75](index=75&type=chunk) [Equity Fundraising Activities and Use of Net Proceeds](index=22&type=section&id=6.7%20%E8%82%A1%E6%9D%83%E7%AD%B9%E8%B5%84%E6%B4%BB%E5%8A%A8%E5%8F%8A%E6%89%80%E5%BE%97%E6%AC%BE%E9%A1%B9%E5%87%80%E9%A2%9D%E7%94%A8%E9%80%94) The Group raised approximately **HKD 28.43 million** in net proceeds from three equity fundraising activities for working capital, debt repayment, and new business R&D Equity Fundraising Activities and Use of Net Proceeds | Fundraising Activity | Use of Proceeds | Planned Use (HKD thousand) | Actual Use (HKD thousand) | Unutilized Net Proceeds (HKD thousand) | | :--- | :--- | :--- | :--- | :--- | | March 2025 Subscription | General Working Capital | **8,950** | **5,500** | **3,450** | | May 2025 Placement | Repayment of Acceptance Bills | **7,000** | – | **7,000** | | | R&D Costs for New Businesses | **4,000** | – | **4,000** | | | General Working Capital | **1,880** | – | **1,880** | | May 2025 Subscription | General Working Capital | **6,600** | – | **6,600** | | **Total** | | **28,430** | **5,500** | **22,930** | - The March 2025 subscription raised net proceeds of approximately **HKD 8.95 million** for general working capital[76](index=76&type=chunk) - The May 2025 placement raised net proceeds of approximately **HKD 12.88 million** for repayment of acceptance bills, R&D for new businesses, and general working capital[77](index=77&type=chunk)[78](index=78&type=chunk) - The May 2025 subscription raised net proceeds of approximately **HKD 6.6 million** for general working capital[79](index=79&type=chunk) [Material Investments Held, Material Acquisitions and Disposals of Subsidiaries, and Future Plans for Material Investments or Capital Assets](index=24&type=section&id=6.8%20%E6%89%80%E6%8C%81%E9%87%8D%E5%A4%A7%E6%8A%95%E8%B5%84%E3%80%81%E9%99%84%E5%B1%AC%E5%85%AC%E5%8F%B8%E7%9A%84%E9%87%8D%E5%A4%A7%E6%94%B6%E8%B3%BC%E5%8F%8A%E5%87%BA%E5%94%AE%EF%BC%8C%E4%BB%A5%E5%8F%8A%E9%87%8D%E5%A4%A7%E6%8A%95%E8%B3%87%E6%88%96%E8%B3%87%E6%9C%AC%E8%B3%87%E7%94%A2%E7%9A%84%E6%9C%AA%E4%BE%86%E8%A8%88%E5%8A%83) The Group established a new subsidiary for consumer product sales and acquired a technology-driven company to enhance digital services and expand e-commerce and supply chain - A new subsidiary was established, with **51%** ownership, for selling consumer products in China[81](index=81&type=chunk) - A technology-driven company, focused on advanced digital solutions including e-commerce and supply chain management systems, was acquired for a cost of **RMB 7,516,504**[81](index=81&type=chunk) - The acquisition was paid with **RMB 939,563** in cash and **RMB 6,576,941** in acceptance bills[81](index=81&type=chunk) [Capital Commitments and Contingent Liabilities](index=24&type=section&id=6.9%20%E8%B5%84%E6%9C%AC%E6%89%BF%E6%8B%85%E5%8F%8A%E6%88%96%E7%84%B6%E8%B4%9F%E5%80%BA) The Group had no significant capital commitments or contingent liabilities as of June 30, 2025 - The Group had no significant capital commitments or contingent liabilities as of June 30, 2025[82](index=82&type=chunk) Other Information [Employees and Remuneration Policy](index=24&type=section&id=7.1%20%E5%83%B1%E5%93%A1%E5%8F%8A%E8%96%AA%E9%85%AC%E6%94%BF%E7%AD%96) As of June 30, 2025, the Group employed **118 staff**, with significantly increased staff costs, and maintains regular performance reviews, training, and social welfare compliance - As of June 30, 2025, the Group employed **118** staff, including **19** management personnel[83](index=83&type=chunk) - Staff costs (including directors' emoluments) for the reporting period were approximately **RMB 12.31 million**, a significant increase from **RMB 6.67 million** in the prior year[83](index=83&type=chunk) - The Group regularly reviews employee performance and determines salaries, benefits, and discretionary bonuses based on qualifications, contributions, seniority, and performance[83](index=83&type=chunk) - The Group makes social insurance and housing provident fund contributions for all eligible employees, totaling approximately **RMB 1.37 million** during the reporting period[83](index=83&type=chunk) [Foreign Exchange Risk](index=25&type=section&id=7.2%20%E5%A4%96%E6%B1%87%E9%A3%8E%E9%99%A9) Operating primarily in China with RMB-settled transactions, the Group does not face significant foreign exchange risk in its ordinary business - The Group primarily operates in China, with transactions settled in RMB, and therefore does not face any significant foreign exchange risk[84](index=84&type=chunk) [Credit Risk](index=25&type=section&id=7.3%20%E4%BF%A1%E8%B4%B7%E9%A3%8E%E9%99%A9) Credit risk from cash, receivables, and contract assets is managed by depositing with reputable institutions and closely monitoring key customer creditworthiness - Credit risk primarily arises from cash and cash equivalents, trade and other receivables, bills receivable, and contract assets[85](index=85&type=chunk) - The Group places domestic deposits with reputable national financial institutions in China with good credit ratings and overseas deposits with reputable international financial institutions[85](index=85&type=chunk) - Over **51%** of trade receivables are from well-known automotive companies, and management mitigates risk through close communication and assessing new customers' financial standing[85](index=85&type=chunk)[86](index=86&type=chunk) - The risk of default for other receivables and bills receivable is low[86](index=86&type=chunk)[87](index=87&type=chunk) [Liquidity Risk](index=25&type=section&id=7.4%20%E6%B5%81%E5%8A%A8%E8%B5%84%E9%87%91%E9%A3%8E%E9%99%A9) The Group regularly monitors liquidity needs through rolling forecasts, ensuring sufficient cash reserves for both short-term and long-term requirements - The Group regularly monitors existing and anticipated liquidity requirements, ensuring sufficient cash on hand through rolling forecasts to meet operational needs[88](index=88&type=chunk) Outlook [Outlook](index=26&type=section&id=%E5%B1%95%E6%9C%9B) Despite China's upgraded growth forecast and persistent domestic challenges, the Group will enhance cost-effectiveness, consolidate core business, integrate with emerging industries, and pursue strategic acquisitions for new revenue and operational flexibility - The International Monetary Fund has revised China's full-year GDP growth forecast for 2025 upwards to **4.8%**, but warns of weak domestic demand and structural challenges in the real estate sector[89](index=89&type=chunk) - The Group will continue to focus on enhancing cost-effectiveness, consolidating its core business model, and accelerating integration with new emerging industries[90](index=90&type=chunk) - The successful acquisition of Yiwang Holdings Limited, a technology-driven enterprise, on April 28, 2025, aims to integrate digital capabilities, enhance operational efficiency and customer experience, and capture new revenue streams in high-growth digital sectors[90](index=90&type=chunk) - The Group will continue to seek strategic partnerships, diversify its customer base, improve service feedback mechanisms, and strive to deliver sustainable returns to shareholders[91](index=91&type=chunk) Corporate Governance and Other Disclosures [Corporate Governance Practices](index=27&type=section&id=9.1%20%E4%BC%81%E4%B8%9A%E7%AE%A1%E6%B2%BB%E5%B8%B8%E8%A6%8F) The Company complies with GEM Listing Rules' Corporate Governance Code, with a deviation where Mr. Wong Hiu Tik holds both Chairman and CEO roles, deemed in the Group's best interest - The Company has complied with all applicable code provisions of the Corporate Governance Code set out in Appendix C1 to the GEM Listing Rules[92](index=92&type=chunk) - A deviation from code provision C.2.1 (separation of Chairman and Chief Executive Officer roles) exists, with Mr. Wong Hiu Tik holding both positions, which the Board believes is in the best interest of the Group[92](index=92&type=chunk) [Competing Interests](index=27&type=section&id=9.2%20%E7%AB%9E%E4%BA%89%E6%9D%83%E7%9B%8A) No directors, controlling shareholders, or their associates engaged in any business directly or indirectly competing with the Group during the reporting period - During the reporting period, no director, controlling shareholder, or substantial shareholder, or any of their respective close associates, engaged in any business that competes or may compete, directly or indirectly, with the Group's business[93](index=93&type=chunk) [Directors' Interests in Transactions, Arrangements and Contracts](index=27&type=section&id=9.3%20%E8%91%A3%E4%BA%8B%E4%BA%8E%E4%BA%A4%E6%98%93%E3%80%81%E5%AE%89%E6%8E%92%E5%8F%8A%E5%90%88%E7%B4%84%E7%9A%84%E6%9D%83%E7%9B%8A) Neither the Company nor its subsidiaries entered into any material transactions, arrangements, or contracts where directors or their connected entities held a material interest - Neither the Company nor its holding company, subsidiaries, or fellow subsidiaries entered into any material transactions, arrangements, or contracts during the reporting period or at any time subsisting in which a director or an entity connected with a director had a material direct or indirect interest[94](index=94&type=chunk) [Connected Transactions and Continuing Connected Transactions](index=27&type=section&id=9.4%20%E5%85%B3%E8%BF%9E%E4%BA%A4%E6%98%93%E5%8F%8A%E6%8C%81%E7%BB%AD%E5%85%B3%E8%BF%9E%E4%BA%A4%E6%98%93) Except for the May 2025 Subscription detailed in the equity fundraising section, the Group had no other disclosable connected or continuing connected transactions - Save for the May 2025 Subscription as detailed in the section "Equity Fundraising Activities and Use of Net Proceeds — May 2025 Subscription", the Group did not enter into any other connected transactions or continuing connected transactions subject to disclosure requirements under the GEM Listing Rules during the reporting period[95](index=95&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=27&type=section&id=9.5%20%E8%B4%AD%E4%B9%B0%E3%80%81%E5%87%BA%E5%94%AE%E6%88%96%E8%B5%8E%E5%9B%9E%E6%9C%AC%E5%85%AC%E5%8F%B8%E4%B8%8A%E5%B8%82%E8%AF%81%E5%88%B8) Neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the reporting period - Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the reporting period[96](index=96&type=chunk) [Directors' Rights to Acquire Shares or Debentures](index=27&type=section&id=9.6%20%E8%91%A3%E4%BA%8B%E8%B4%AD%E4%B9%B0%E8%82%A1%E4%BB%BD%E6%88%96%E5%80%BA%E6%9D%83%E8%AF%81%E4%B9%8B%E6%9D%83%E5%88%A9) Except as disclosed, no arrangements existed for directors to acquire benefits through shares or debentures, nor were any subscription rights granted or exercised - Save as disclosed in this announcement, at no time during the reporting period and up to the date of this announcement has the Group or any of its subsidiaries entered into any arrangements to enable the directors to acquire benefits by means of the acquisition of shares in or debentures of the Company or any other body corporate, and no rights to subscribe for equity or debt securities of the Company or any other body corporate have been granted to, or exercised by, any director or their respective spouses or children under **18** years of age[97](index=97&type=chunk) [Share Option Scheme](index=28&type=section&id=9.7%20%E8%B4%AD%E8%82%A1%E6%9D%83%E8%AE%A1%E5%88%92) The Group's ten-year share option scheme, adopted on May 16, 2018, saw no grants, exercises, or cancellations of options during the reporting period, with no outstanding options - The Group adopted a share option scheme on May 16, 2018, with a ten-year validity, expiring on May 15, 2028[98](index=98&type=chunk) - During the reporting period, no share options were granted, exercised, or cancelled, and there were no outstanding share options[99](index=99&type=chunk) [Required Standard of Securities Transactions by Directors](index=28&type=section&id=9.8%20%E8%91%A3%E4%BA%8B%E8%BF%9B%E8%A1%8C%E8%AF%81%E5%88%B8%E4%BA%A4%E6%98%93%E4%B9%8B%E8%A7%84%E5%AE%9A%E6%A0%87%E5%87%86) The Company adopted GEM Listing Rules' required standard for directors' securities transactions, confirming compliance with no known breaches during the reporting period - The Company has adopted the required standard of dealings set out in Rules **5.48** to **5.67** of the GEM Listing Rules as the code of conduct for directors' securities transactions[100](index=100&type=chunk) - Directors have confirmed compliance with the required standard of dealings, and no breaches were known during the reporting period[100](index=100&type=chunk) [Audit Committee](index=28&type=section&id=9.9%20%E5%AE%A1%E6%A0%B8%E5%A7%94%E5%91%98%E4%BC%9A) The Audit Committee, composed of three independent non-executive directors, reviewed the interim financial statements and confirmed their compliance with applicable accounting standards and requirements - The Audit Committee comprises three independent non-executive directors, with Mr. Tam Chak Chi as Chairman[101](index=101&type=chunk) - The Audit Committee reviewed the interim financial statements and confirmed their preparation in compliance with applicable accounting standards and requirements, with adequate disclosures[101](index=101&type=chunk) [Board Order and Others](index=28&type=section&id=9.10%20%E8%91%A3%E4%BA%8B%E4%BC%9A%E5%91%BD%E4%BB%A4%E5%8F%8A%E5%85%B6%E4%BB%96) This announcement, issued by Chairman and CEO Mr. Wong Hiu Tik on August 29, 2025, includes the Board of Directors list and a responsibility statement for the information - The announcement was issued by Mr. Wong Hiu Tik, Chairman, Chief Executive Officer, and Executive Director of the Board, on August 29, 2025[102](index=102&type=chunk) - The information in this announcement is published in accordance with the GEM Listing Rules, and the Directors collectively and individually accept full responsibility for the information[103](index=103&type=chunk)