香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內 容概不負責，對其準確性或完整性亦不發表任何聲明，並明確表示概不 就因本公告全部或任何部分內容而產生或因倚賴該等內容而引致的任 何損失承擔任何責任。 天 平 道 合 控 股 有 限 公 司 （於開曼群島註冊成立的有限公司） （股份代號：8403） 截 至 二 零 二 二 年 十 二 月 三 十 一 日 止 年 度 全 年 業 績 公 告 香港聯合交易所有限公司（「聯交所」）GEM的特色 GEM的定位，乃為中小型公司提供一個上市的市場，此等公司相比起其 他 在 聯 交 所 上 市 的 公 司 帶 有 較 高 投 資 風 險。有 意 投 資 的 人 士 應 瞭 解 投 資於該等公司的潛在風險，並應經過審慎周詳的考慮後方作出投資決定。 由 於GEM上 市 公 司 普 遍 為 中 小 型 公 司，在GEM買 賣 的 證 券 可 能 會 較 於 聯 交 所 主 板 買 賣 之 證 券 承 受 較 大 的 市 場 波 動 風 險，同 時 無 法 保 證 在 GEM買賣的證券會有高流通量的市場。 本公告乃根據聯交所GEM證券上市規則（「GEM上市規則」）提供有關天 ...

Financial Performance - For the nine months ended September 30, 2022, the group managed and coordinated a total of 69 exhibition and event projects, generating revenue of approximately RMB 100.82 million, a decrease of RMB 14.22 million or about 12.36% year-on-year [9]. - The group recorded a gross profit of approximately RMB 4.34 million, a decrease of about RMB 9.21 million year-on-year, primarily due to the adverse impact of COVID-19 outbreaks in the second and third quarters of 2022 on the exhibition and event management services industry [9]. - The net loss attributable to the owners of the company for the period was approximately RMB 9.11 million, and the board does not recommend the distribution of dividends for this period [9]. - For the nine months ended September 30, 2022, total revenue decreased by approximately 12.36% to about RMB 100.82 million from RMB 115.04 million in the same period of 2021 [20]. - Gross profit for the nine-month period was RMB 4,338,000, down from RMB 13,552,000 in the previous year, reflecting a significant decline in profitability [94]. - Operating loss for the period was RMB 8,564,000, compared to an operating profit of RMB 1,863,000 in the same period last year [94]. - The net loss for the period was RMB 9,106,000, compared to a profit of RMB 1,415,000 in the previous year, indicating a substantial downturn [94]. - The group recorded a loss before tax of approximately RMB 9.09 million, a decrease of about RMB 10.55 million compared to a profit of RMB 1.46 million for the same period last year [32]. Revenue Breakdown - Revenue from automotive-related exhibition and event services increased by approximately 8.37% to about RMB 54.46 million, accounting for 54.02% of total revenue [22]. - Revenue from non-automotive-related exhibition and event services decreased by approximately 81.66% to about RMB 4.10 million, representing 4.06% of total revenue [22]. - Revenue from exhibition hall services decreased by approximately 73.95% to about RMB 5.31 million, accounting for 5.27% of total revenue [22]. - Revenue from advertising-related services increased by approximately 67.55% to about RMB 36.95 million, making up 36.65% of total revenue [22]. - Automotive-related exhibition and event services generated revenue of RMB 54,459,000, an increase of 8.7% from RMB 50,255,000 in the previous year [122]. - Non-automotive-related exhibition and event services revenue dropped significantly to RMB 4,095,000 from RMB 22,331,000, reflecting a decrease of 81.7% [122]. - Advertising-related services revenue increased to RMB 36,949,000, up 67.5% from RMB 22,053,000 in the prior year [122]. Economic Context - The GDP of China for the first three quarters of 2022 reached RMB 87,026.9 billion, with a year-on-year growth of 3.0%, showing improvement compared to the previous quarter [8]. - The service sector's value added grew by 2.3% year-on-year in the first three quarters of 2022, an increase of 0.5 percentage points compared to the first half of the year [8]. - The overall economic development of the country remains within a reasonable range, with effective measures in place for economic stability and pandemic control [8]. - The Chinese economy showed a GDP growth of 3.9% year-on-year in the third quarter of 2022, indicating a recovery trend despite ongoing global uncertainties [15]. - The overall economic environment remains challenging due to inflation risks and external uncertainties, impacting the company's operational landscape [14]. - The Chinese economy showed signs of recovery in Q3 2022, with a 2.3% year-on-year increase in the service sector, improving from the previous quarter [69]. Company Strategy and Operations - The group has established a solid customer base and reputation in the industry, providing comprehensive exhibition and event management services to well-known automotive brands since 2009 [7]. - The group operates in over 50 cities across China, focusing on the design, planning, coordination, and management of exhibitions and events [7]. - The company aims to enhance its service offerings by focusing on core customer needs and expanding into advertising and other exhibition promotion businesses [13]. - The management team emphasizes maintaining strategic partnerships with international automotive companies to strengthen market position [18]. - The company plans to continue monitoring the development trends in the exhibition and related services industry in China [13]. - The group plans to enhance the management of exhibitions and events to improve customer service and experience, aiming for sustainable returns for shareholders [69]. Financial Position and Liabilities - As of September 30, 2022, the group's cash and cash equivalents were approximately RMB 4.97 million, down from RMB 5.83 million as of September 30, 2021 [38]. - The total bank borrowings as of September 30, 2022, were RMB 10.00 million, an increase from RMB 9.00 million as of September 30, 2021 [39]. - The debt-to-equity ratio increased to 20.10% as of September 30, 2022, compared to 18.01% as of December 31, 2021 [43]. - The group reported a net cash outflow from operating activities of RMB 12,516,000 for the nine months ended September 30, 2022, compared to RMB 8,921,000 in the previous year [103]. - The company's total liabilities were RMB 96,609,000, a slight decrease from RMB 98,898,000 at the end of the previous year [97]. - The group has no significant investments, acquisitions, or capital asset plans during the reporting period [58]. - As of September 30, 2022, the group reported no significant contingent liabilities, consistent with the previous year [59]. Governance and Compliance - The board of directors confirmed the accuracy and completeness of the report, ensuring no misleading or fraudulent elements were present [3]. - The group has complied with all applicable corporate governance codes, with a noted exception regarding the roles of the chairman and CEO [71][72]. - The group has not engaged in any related party transactions during the reporting period [74]. - The company confirmed compliance with the trading standards set forth in GEM Listing Rules during the reporting period [90]. Shareholder Information - As of September 30, 2022, Mr. Huang holds 63,645,000 shares, representing 53.04% of the company's equity, through A&B Development Holding Limited [80]. - Mr. Ma and Mr. Yan each hold 1,000,000 shares, representing 0.83% of the company's equity, as beneficial owners [81]. - The company has a total of 5,150,000 stock options that remain unexercised as of September 30, 2022 [87]. - The company has adopted a share option scheme since May 16, 2018, with no new options granted, exercised, or cancelled during the reporting period, except for 1,650,000 options that have lapsed [87]. - As of September 30, 2022, the total issued and paid-up ordinary shares increased to 120,000,000 shares, with a total share premium of RMB 86,344,000 [135]. - The company completed a share consolidation on August 24, 2021, merging every 20 shares into 1 share, and subsequently issued 20,000,000 shares at a placement price of HKD 0.55 per share, raising approximately HKD 10,559,000 [138]. Taxation and Subsidies - The effective profit tax rate for the company in Hong Kong is 8.25% for the first HKD 2,000,000 of profits, with profits exceeding this amount taxed at 16.5% [129]. - The corporate income tax provision for the group companies operating in China is calculated at a statutory tax rate of 25% [130]. - The group received government subsidies amounting to RMB 70,000, down from RMB 121,000 in the previous year [125]. - The income tax expense for the period was RMB 19,000, consistent with the previous year's expense of RMB 44,000 [128].

Financial Performance - For the six months ended June 30, 2022, the group managed and coordinated a total of 47 exhibition and event projects, generating revenue of approximately RMB 54.90 million, a decrease of RMB 6.07 million or about 9.96% year-on-year [9]. - The group recorded a gross profit of approximately RMB 0.23 million, a decrease of about RMB 7.62 million year-on-year, primarily due to the adverse impact of COVID-19 outbreaks on the exhibition and event management services industry in the second quarter of 2022 [9]. - The net loss attributable to the owners of the company for the period was approximately RMB 8.15 million, and the board of directors did not recommend the distribution of dividends for this period [9]. - Total revenue decreased by approximately 9.96% to about RMB 54.90 million compared to RMB 60.97 million in the same period last year [16]. - The gross profit for the same period was RMB 235,000, significantly down from RMB 7,857,000 in 2021, indicating a decline in profitability [125]. - The operating loss for the six months ended June 30, 2022, was RMB 7,786,000, compared to an operating profit of RMB 367,000 in the previous year [125]. - The net loss for the period was RMB 8,146,000, compared to a profit of RMB 154,000 in the same period last year [125]. - The income tax expense for the six months ended June 30, 2022, was RMB 8,000, compared to RMB 44,000 for the same period in 2021, showing a reduction of 81.8% [158]. - The average number of ordinary shares in issue was 120,000,000 for both periods, with a basic loss per share of RMB (6.79) for the six months ended June 30, 2022, compared to a profit of RMB 0.13 for the same period in 2021 [162]. Revenue Breakdown - Revenue from automotive-related exhibitions and activities decreased by approximately 8.76% to about RMB 24.99 million, accounting for 45.53% of total revenue [20]. - Revenue from advertising services increased by approximately 141.83% to about RMB 26.41 million, representing 48.10% of total revenue [20]. - Revenue from exhibition hall services decreased by approximately 76.86% to about RMB 3.50 million, accounting for 6.37% of total revenue [20]. - Revenue from automotive-related exhibition and event services was RMB 24,996,000, a decrease of 8.1% from RMB 27,396,000 in the same period last year [154]. - Revenue from advertising-related services increased significantly to RMB 26,408,000, up 142.5% from RMB 10,920,000 in the previous year [154]. - The total revenue for the six months ended June 30, 2022, was RMB 54,900,000, down 10% from RMB 60,970,000 in the same period of 2021 [154]. Economic Context - The GDP of China for the first half of 2022 was RMB 56,264.2 billion, with a year-on-year growth of 2.5% [8]. - In the second quarter of 2022, the GDP was RMB 29,246.4 billion, showing a year-on-year growth of 0.4% [8]. - The value added of the service industry increased by 1.8% year-on-year in the first half of 2022, while it decreased by 0.4% in the second quarter [8]. - The economic outlook for the second half of 2022 is expected to improve as the foundation for domestic economic recovery strengthens [14]. - The Chinese government has implemented a series of economic stabilization policies, leading to a positive growth in the economy during the second quarter of 2022 [86]. Operational Insights - The group has established a solid customer base and a good reputation in the industry, providing comprehensive exhibition and event management services to well-known automotive brands since 2009 [7]. - The group operates in over 50 cities across China, focusing on the design, planning, coordination, and management of exhibitions and events [7]. - The company is positioned as a comprehensive exhibition and event management service provider in China, facing challenges from the complex international environment and sporadic COVID-19 outbreaks domestically [8]. - The management team is committed to maintaining service quality and strengthening strategic partnerships with international automotive companies [15]. - The group aims to enhance the management of exhibitions and events, improve customer service and experience, and seek transformative changes to create sustainable returns for shareholders [86]. Cash Flow and Liquidity - The net cash used in operating activities was approximately RMB (9.73) million, compared to RMB (5.94) million for the six months ended June 30, 2021 [49]. - Cash and cash equivalents decreased by RMB 702,000 during the period, ending at RMB 5,788,000 compared to RMB 8,913,000 at the end of the same period last year [135]. - The company continues to monitor its liquidity and cash flow needs to ensure sufficient cash for operational requirements [152]. - The company reported a cash outflow from investment activities of RMB 255,000 in the previous year, which improved to a cash inflow of RMB 6,000 in the current period [135]. - The company’s cash flow from operating activities has shown a significant increase in outflow, indicating potential challenges in operational efficiency [135]. Shareholder Information - The company did not recommend any interim dividend for the period, consistent with the previous year [55]. - The company did not declare or pay any dividends for the periods ended June 30, 2021, and June 30, 2022 [173]. - As of June 30, 2022, Mr. Huang holds 63,645,000 shares, representing 53.04% of the company's equity, through A&B Development Holding Limited [98]. - Mr. Ma and Mr. Yan each hold 1,000,000 shares, representing 0.83% of the company's equity, under the stock option plan [99]. - A&B Development Holding Limited, fully owned by Mr. Huang, is the beneficial owner of 63,645,000 shares, equating to 53.04% of the equity [103]. - Ms. Lin, as Mr. Huang's spouse, is also considered to have an interest in the 63,645,000 shares held by A&B Development Holding Limited [104]. Governance and Compliance - The board of directors confirmed that the report's information is accurate and complete, with no misleading or fraudulent elements [3]. - The company proposed amendments to its Articles of Association to enhance corporate governance and comply with shareholder protection standards, which were approved at the annual general meeting on May 11, 2022 [92]. - The board has adopted trading standards for directors in compliance with GEM Listing Rules, ensuring adherence to regulations throughout the period [121]. - The company has complied with all applicable social security and housing fund contribution requirements under Chinese laws and regulations [79]. - No related party transactions or ongoing related party transactions were conducted during the period, adhering to GEM listing rules [94]. Risks and Challenges - The company faces significant risks including low entry barriers in the exhibition services industry and reliance on the automotive sector [61][62]. - Future expansion strategies may face resource allocation pressures and potential cost increases due to market conditions [72]. - The group has no significant foreign exchange risk as its main business transactions are conducted in RMB [80]. - The company has not reported any significant changes in risk management policies since the last fiscal year [151].

Dividends - The board of directors does not recommend the payment of any dividends for the period, consistent with the previous year where no dividends were paid[2] Company Information - The announcement aims to provide information about Dowway Holdings Limited in accordance with the GEM listing rules[3] - The company confirms that all information in the announcement is accurate and complete, with no misleading or fraudulent elements[3]

Financial Performance - For the first quarter of 2022, Dowway Holdings Limited reported a revenue growth driven by its comprehensive exhibition and event management services across over 50 cities in China[7]. - The company managed a total of 30 exhibitions and events, generating revenue of approximately RMB 10.06 million, a decrease of RMB 12.02 million or about 54.42% year-on-year[20]. - Total revenue decreased from approximately RMB 22.08 million for the three months ended March 31, 2021, to about RMB 10.06 million for the current period, a year-on-year decrease of approximately 54.42%[22]. - Revenue from automotive-related exhibition and event services decreased from approximately RMB 7.07 million to about RMB 3.39 million, a year-on-year decrease of approximately 52.06%[23]. - Revenue from advertising-related services was approximately RMB 6.68 million, accounting for 66.3% of total revenue for the period[25]. - The company reported a net loss attributable to shareholders of approximately RMB 3.62 million for the period, with no dividend recommended by the board[20]. - The net loss for Q1 2022 was RMB 3,617,000, compared to a net loss of RMB 2,828,000 in Q1 2021, reflecting a 27.9% increase in losses[93]. - Basic loss per share for Q1 2022 was RMB 3.62, compared to RMB 2.83 in Q1 2021[93]. - The group recorded a loss before tax of approximately RMB 3.61 million, an increase of approximately RMB 0.79 million compared to a loss of RMB 2.82 million in the same period last year[33]. Economic Context - In the first quarter of 2022, China's GDP reached RMB 27,017.8 billion, reflecting a year-on-year growth of 4.8%[9]. - The service sector's production index increased by 2.5% year-on-year in the first quarter, indicating a continued recovery despite challenges[9]. - The company anticipates that the Chinese economy may achieve a growth target of approximately 5.5% for the year, supported by stronger macroeconomic policies in the second quarter[9]. - The overall economic environment remains stable, with the service industry contributing significantly to GDP growth, accounting for 53.3% of the total[8]. - The Chinese economy showed resilience with a GDP growth of 4.8% year-on-year in the first quarter of 2022, despite complex external conditions and recurring COVID-19 cases[16]. Company Strategy and Operations - The company is focused on expanding its market presence and enhancing its service offerings in response to the recovering exhibition and event management industry[7]. - Dowway Holdings Limited continues to adapt its strategies to leverage the recovery trends in the service sector and the exhibition industry[9]. - The company aims to continue focusing on customer needs and expand its advertising and other exhibition promotion businesses to enhance its market position[20]. - The group plans to enhance online exhibition capabilities and reduce costs associated with multimedia equipment rentals from third-party suppliers[67]. - The group aims to improve overall management and coordination of exhibitions and events to enhance customer service and experience[67]. - The company plans to leverage the government's macroeconomic support policies to stabilize and grow its business in the exhibition and related services sector[20]. - The group will continue to monitor industry trends closely and adapt its strategies to capture market opportunities and maintain its leading position in the industry[20]. Financial Position and Cash Flow - Cash and cash equivalents at the end of the period were approximately RMB 9.38 million, an increase from RMB 7.47 million in the same period last year[39]. - The group’s total borrowings remained unchanged at RMB 9.00 million compared to the same period last year[41]. - The debt-to-equity ratio as of March 31, 2022, was 19.42%, compared to 18.01% as of December 31, 2021[43]. - The group employed a total of 54 employees as of March 31, 2022, with an employee cost of approximately RMB 2.23 million for the period[61]. - The group has no significant contingent liabilities as of March 31, 2022, consistent with the previous year[60]. - The group generated a net cash inflow from operating activities of RMB 2,863,000 in Q1 2022, compared to an outflow of RMB 7,574,000 in Q1 2021[103]. - The group’s financial department monitors cash flow forecasts to ensure sufficient cash for operational needs[121]. Market and Industry Trends - The exhibition industry in China saw a significant recovery, with 2,949 trade exhibitions held in 2021, a year-on-year increase of 48.6%[16]. - The group anticipates a gradual recovery in the exhibition and event services industry, supported by government macroeconomic policies[67]. - The group is exposed to credit risk primarily from trade receivables, with over 70% of these receivables coming from major automotive clients[63]. - The group has no significant foreign exchange risk as its main business transactions are conducted in RMB[62]. Shareholder Information - The company completed a placement agreement on March 24, 2022, to issue up to 20,000,000 shares at a price of HKD 0.55 per share, representing approximately 16.67% of the issued share capital post-placement[75]. - The net proceeds from the placement amounted to approximately HKD 10,559,000, with 50% allocated to enhance advertising-related services, 30% for showroom-related services, and 20% for general working capital[77]. - As of March 31, 2022, Mr. Huang Xiaodi holds 63,645,000 shares, representing 63.65% of the company's equity, through A&B Development Holding Limited[83]. - The company has a stock option plan adopted on May 16, 2018, with 6,150,000 options remaining unexercised as of March 31, 2022[87]. - The company confirmed compliance with the trading standards set forth in the GEM Listing Rules during the reporting period[88].

Financial Performance - Total revenue for the year 2021 was RMB 170,016,000, representing a 17.9% increase from RMB 144,166,000 in 2020[7] - Gross profit for 2021 was RMB 14,311,000, with a gross margin of 8.4% compared to 0.4% in 2020[7] - The net loss for the year 2021 was RMB 7,651,000, an improvement from a loss of RMB 17,834,000 in 2020[7] - Operating profit for 2021 was RMB 6,814,000, compared to an operating loss of RMB 16,232,000 in 2020[7] - The group reported a net loss attributable to shareholders of RMB 7.28 million for the year[16] - The total loss for the year was approximately RMB 7.65 million, down from RMB 17.83 million in 2020, representing a reduction of about RMB 10.18 million[42] Assets and Liabilities - The total assets increased to RMB 148,860,000 in 2021, up from RMB 125,735,000 in 2020, reflecting a growth of 18.4%[9] - The total liabilities for 2021 were RMB 98,898,000, which is an increase of 42.9% from RMB 69,316,000 in 2020[9] - Current assets totaled RMB 137,204,000 in 2021, a slight increase from RMB 121,409,000 in 2020[9] - Non-current assets rose significantly to RMB 11,656,000 in 2021, compared to RMB 4,326,000 in 2020, marking an increase of 169.5%[9] Revenue Breakdown - Revenue from non-automotive related exhibitions and activities surged by 304.54% to approximately RMB 26.56 million, accounting for 15.62% of total revenue[30] - Revenue from exhibition hall services increased by 132.70% to approximately RMB 20.45 million, representing 12.03% of total revenue[30] - Revenue from advertising services rose by 30.87% to approximately RMB 38.28 million, making up 22.52% of total revenue[30] - The company's revenue increased by approximately 17.93% to about RMB 170.02 million, driven by the recovery of the exhibition industry supported by China's economic growth[25] Economic Context - In 2021, China's GDP grew by 8.1%, exceeding the government's target of over 6%[14] - The service sector's value added increased by 8.2% to approximately RMB 61 trillion, contributing 54.9% to economic growth[14] - The number of trade exhibitions held in China reached 2,949, a year-on-year increase of 48.6%[20] - The total exhibition area in 2021 was 92.99 million square meters, an increase of 27.2% compared to the previous year[20] - Retail sales in China grew by 12.5%, with automotive retail sales exceeding RMB 4 trillion, reaching RMB 4.4 trillion, a year-on-year increase of 7.6%[20] Strategic Focus and Future Plans - The company plans to focus on market expansion and new product development in the upcoming year[11] - The group aims to maintain strict service standards and expand its service portfolio to mitigate risks and enhance strategic positioning[17] - The group will continue to leverage its strong internal team to capitalize on market opportunities and strengthen its core business in exhibition and event management[17] - The group is actively seeking to overcome challenges posed by uncontrollable events and is looking to seize new business transformation opportunities[83] Cost Management - Service costs rose by approximately 8.48% to about RMB 155.71 million, primarily due to the recovery of the exhibition industry post-COVID-19[32] - Selling expenses increased by approximately 54.15% to about RMB 6.58 million, reflecting higher employee and travel costs[34] - Administrative expenses decreased by approximately 1.80% to about RMB 12.01 million, indicating cost control measures[35] Corporate Governance - The company has established a remuneration committee to review the compensation of directors and the five highest-paid individuals for the year ended December 31, 2021[137] - The company has complied with all applicable provisions of the Corporate Governance Code as of December 31, 2021, except for a specific deviation regarding the roles of chairman and CEO[152] - The audit committee was established on May 16, 2018, and is responsible for reviewing financial statements and monitoring internal control procedures[193] - The company is committed to maintaining high standards of corporate governance to protect shareholder interests and enhance corporate value[197] Employee Relations - The group has maintained good relationships with employees, with no significant labor disputes reported during the year[73] - The group employed 50 staff members, including 6 management personnel, with total employee costs amounting to RMB 9.98 million for the year, an increase from RMB 9.22 million in the previous year[73] Risk Management - The group faces risks related to supplier performance and cost increases due to rising labor and material costs in the exhibition and event services sector[67] - The group effectively manages credit risk by maintaining communication with major clients and assessing their financial conditions before extending credit[78] - The group regularly monitors cash reserves to meet both short-term and long-term liquidity needs, ensuring sufficient cash for operational demands[80]

DOWWAY HOLDINGS LIMITED 天平道合控股有限公司 （於開曼群島註冊成立之有限公司） 股份代號 : 8403 第三季度 報告 2O21 GEM的定位，乃為中小型公司提供一個上市的市場，此等公司相比起其他在聯交所上市的公司帶有較高投資風險。 有意投資的人士應了解投資於該等公司的潛在風險，並應經過審慎周詳的考慮後方作出投資決定。 由於GEM上市公司普遍為中小型公司，在GEM買賣的證券可能會較於聯交所主板買賣之證券承受較大的市場波 動風險，同時無法保證在GEM買賣的證券會有高流通量的市場。 香港交易及結算所有限公司及聯交所對本報告的內容概不負責，對其準確性或完整性亦不發表任何聲明，並明確 表示概不就因本報告全部或任何部分內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 1 香港聯合交易所有限公司（「聯交所」）GEM的特色 本報告乃根據聯交所GEM證券上市規則（「GEM上市規則」）提供有關天平道合控股有限公司（「本公司」）的資料。 本公司各董事（「董事」）願對本報告共同及個別承擔全部責任。各董事在作出一切合理查詢後確認，就彼等所深知 及確信，本報告所載資料在各重大方面均屬準確完整，並無誤導或 ...

DOWWAY HOLDINGS LIMITED 天平道合控股有限公司 （於開曼群島註冊成立之有限公司） 股份代號 : 8403 中期報告 2O21 香港聯合交易所有限公司 (「聯交所」) GEM 的特色 GEM的定位，乃為中小型公司提供一個上市的市場·此等公司相比超其他在聯交所上市的公司帶有較高投資風險。 有意投資的人士應了解投資於該等公司的潛在風險,並應經過審慎周詳的考慮後方作出投資決定。 由於GEM上市公司普遍為中小型公司，在 GEM 買賣的證券可能會較於聯交所主板買賣之證券承受較大的市場波 動風險,同時無法保證在 GEM 買賣的證券會有高流通量的市場。 香港交易及結算所有限公司及聯交所對本報告的內容概不負責,對其準確性或完整性亦不發表任何聲明,並明確 表示概不就因本報告全部或任何部分內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 本報告乃根據聯交所GEM證券上市規則(｢GEM上市規則｣)提供有關天平道合控股有限公司(｢本公司｣)的資料。 本公司各董事(Γ董事 J)願對本報告共同及個別承擔全部責任。各董事在作出一切合理查詢後確認・就彼等所深知 及確信,本報告所載資料在各重大方面均屬準確完整,並無 ...

[Company Information](index=4&type=section&id=Company%20Information) [Details of Company Information](index=4&type=section&id=Details%20of%20Company%20Information) This section lists key corporate information for Dowway Holdings Limited, including board members, principal places of business, share registrar, legal advisors, principal bankers, and company website - Executive Directors include Mr. Huang Xiaodi (Chairman and Chief Executive Officer), Mr. Ma Yong, and Mr. Run Jinghui[6](index=6&type=chunk) - Independent Non-Executive Directors are Ms. Xu Shuang, Mr. Gao Hongqi, and Mr. Yu Lianghui[6](index=6&type=chunk) - The Company has principal places of business in Central, Hong Kong, and Beijing, China[6](index=6&type=chunk) - The Company's website is http://www.dowway-exh.com[6](index=6&type=chunk) [Chairman's Statement](index=5&type=section&id=Chairman's%20Statement) [Overview of Chairman's Statement](index=5&type=section&id=Overview%20of%20Chairman's%20Statement) The Chairman reports on the Group's unaudited first-quarter results for the three months ended March 31, 2021, highlighting significant revenue growth and a return to positive gross profit despite a net loss - The Group, as a comprehensive exhibition and event management service provider in China, primarily serves internationally renowned automotive brands across over 50 cities nationwide[8](index=8&type=chunk) - In Q1 2021, the Group managed and coordinated 23 exhibition and event projects, 1 showroom project, and 1 advertising project, with 10 completed[12](index=12&type=chunk) Key Financial Performance for Q1 2021 | Indicator | Amount (RMB million) | | :--- | :--- | | Revenue | 22.08 | | Year-on-year increase | 10.51 | | Year-on-year growth rate | 90.84% | | Gross profit | 0.76 | | Year-on-year increase | 1.40 | | Loss attributable to owners of the Company | 2.83 | - Looking ahead, the Group will adhere to a "customer-centric" principle, deepen core customer needs, expand into advertising and other exhibition promotion businesses, and enhance audio-visual and technology equipment to strengthen online service capabilities[13](index=13&type=chunk) [Management Discussion and Analysis](index=7&type=section&id=Management%20Discussion%20and%20Analysis) [Market Review](index=7&type=section&id=Market%20Review) This section reviews the global economic contraction in 2020 due to COVID-19, China's recovery, and the exhibition industry's shift towards high-quality development - In 2020, global GDP contracted by **4.4%**, but China's GDP grew by **2.3%** to **RMB 101.6 trillion**[16](index=16&type=chunk) - In Q1 2021, China's GDP grew by **18.3%** year-on-year, with steady recovery in the service sector and a rebound in the exhibition industry's business activity index[17](index=17&type=chunk)[12](index=12&type=chunk) - The Board believes that the foundation for domestic economic recovery will be further consolidated in Q2 2021, leading to a brighter economic outlook[17](index=17&type=chunk) [Business Review](index=7&type=section&id=Business%20Review) The Group, a comprehensive exhibition and event management service provider in China, offers one-stop services primarily to the automotive industry, with revenue growing significantly - The Group provides comprehensive exhibition and event management services, including design, planning, coordination, and management, covering themes, venue design, procurement, project management, and on-site supervision[18](index=18&type=chunk) - Key clients are internationally renowned automotive companies, while also undertaking non-automotive related exhibition and event projects[18](index=18&type=chunk) - During the period, 9 exhibition and event projects and 1 showroom project were completed, with total revenue increasing by approximately **90.85%** year-on-year to approximately **RMB 22.08 million**[20](index=20&type=chunk) [Financial Review](index=8&type=section&id=Financial%20Review) This section details the Group's Q1 2021 financial performance, showing significant revenue growth driven by exhibition recovery and advertising, but increased expenses led to an expanded loss - Revenue increased by approximately **90.85%** or approximately **RMB 10.51 million** year-on-year to approximately **RMB 22.08 million**, primarily due to steady economic growth in China, exhibition industry recovery, and sustained growth in advertising business[22](index=22&type=chunk) Revenue Breakdown for Q1 2021 | Revenue Source | Q1 2021 (RMB thousand) | Percentage | Q1 2020 (RMB thousand) | Percentage | | :--- | :--- | :--- | :--- | :--- | | Automotive-related exhibition and event services | 7,069 | 32.01% | 6,568 | 56.77% | | Non-automotive related exhibition and event services | 1,850 | 8.38% | 1,017 | 8.79% | | Showroom-related services | 2,242 | 10.15% | 3,985 | 34.44% | | Advertising-related services | 10,920 | 49.46% | - | - | | **Total** | **22,081** | **100%** | **11,570** | **100%** | - Cost of services increased by **74.63%** year-on-year to approximately **RMB 21.32 million**, mainly due to increased market demand and sales revenue driven by the exhibition industry's recovery[28](index=28&type=chunk) - The Group recorded a gross profit of approximately **RMB 0.76 million** for the period, a significant improvement from a gross loss of **RMB 0.64 million** in the same period last year, primarily due to revenue growth[28](index=28&type=chunk) - Selling expenses increased by **61.98%** year-on-year to approximately **RMB 1.21 million**, and administrative expenses increased by **16.24%** year-on-year to approximately **RMB 2.41 million**[29](index=29&type=chunk)[30](index=30&type=chunk) - The loss for the period expanded to approximately **RMB 2.83 million**, compared to a loss of **RMB 2.51 million** in the same period last year, mainly due to the combined effect of increased selling expenses and decreased other income[37](index=37&type=chunk) [Liquidity and Financial Resources](index=10&type=section&id=Liquidity%20and%20Financial%20Resources) This section analyzes the Group's liquidity and financial resources, noting a decrease in cash, net cash outflow from operations, increased bank borrowings, and a 16.79% gearing ratio Selected Cash Flow Data for Q1 2021 | Indicator | Q1 2021 (RMB thousand) | Q1 2020 (RMB thousand) | | :--- | :--- | :--- | | Net cash (used in)/generated from operating activities | (7,574) | 14,745 | | Net cash (used in)/generated from investing activities | (88) | 13 | | Net cash used in financing activities | (87) | (25) | | Net (decrease)/increase in cash and cash equivalents | (7,749) | 14,703 | | Cash and cash equivalents at end of period | 7,472 | 39,889 | - As of March 31, 2021, bank borrowings were **RMB 9.00 million**, an increase from **RMB 5.00 million** as of March 31, 2020[43](index=43&type=chunk) Gearing Ratio | Indicator | March 31, 2021 | December 31, 2020 | | :--- | :--- | :--- | | Total interest-bearing borrowings (RMB thousand) | 9,000 | 9,000 | | Total equity (RMB thousand) | 53,591 | 56,419 | | Gearing ratio | 16.79% | 15.95% | - The Board does not recommend the payment of any dividend for the period[47](index=47&type=chunk) [Key Risks and Uncertainties](index=11&type=section&id=Key%20Risks%20and%20Uncertainties) The Group faces risks including intense competition, high reliance on the automotive sector, customer base expansion challenges, cost fluctuations, cash flow issues, supplier quality, and ongoing pandemic impacts - The entry barrier for China's exhibition services industry is relatively low, leading to intense competition[48](index=48&type=chunk) - The Group's business is highly dependent on providing exhibition and event management services to the automotive industry, and there is no guarantee of successfully expanding its customer base[49](index=49&type=chunk)[50](index=50&type=chunk) - Service costs may fluctuate and cannot be passed on to customers, and the Group may face cash flow problems if customer payments are not collected on time[53](index=53&type=chunk)[54](index=54&type=chunk) - The Group relies on suppliers for construction services, equipment leasing, and logistics transportation services, and may bear consequences due to unqualified supplier services[56](index=56&type=chunk) - Global pandemic control remains challenging and risky, potentially continuing to affect the normal recovery of China's exhibition industry, with a significant adverse impact on the Group's business, financial condition, and operating results[57](index=57&type=chunk) - Rising remuneration for employees hired by suppliers and increasing average consumer prices may lead to higher total costs for suppliers providing exhibition and event-related services[58](index=58&type=chunk) [Future Plans for Material Investments, Acquisitions, and Capital Assets](index=12&type=section&id=Future%20Plans%20for%20Material%20Investments,%20Acquisitions,%20and%20Capital%20Assets) The Group has no future plans for material investments, acquisitions, or capital assets beyond those already disclosed for the period - The Group had no other plans involving material investments, material acquisitions, and capital assets during the period[59](index=59&type=chunk) [Commitments](index=12&type=section&id=Commitments) As of March 31, 2021, the Group had minimum lease payments of RMB 1,637,000 under non-cancellable operating leases for offices, not yet recognized as liabilities - As of March 31, 2021, minimum lease payments under non-cancellable operating leases for offices, not yet recognized as payables in the financial statements, amounted to **RMB 1,637,000**[60](index=60&type=chunk) [Material Acquisitions and Disposals of Subsidiaries and Associated Companies](index=12&type=section&id=Material%20Acquisitions%20and%20Disposals%20of%20Subsidiaries%20and%20Associated%20Companies) The Group had no material acquisitions or disposals of subsidiaries and associated companies during the period - The Group had no material acquisitions or disposals of subsidiaries and associated companies during the period[61](index=61&type=chunk) [Contingent Liabilities](index=13&type=section&id=Contingent%20Liabilities) As of March 31, 2021, the Group had no material contingent liabilities - As of March 31, 2021, the Group had no material contingent liabilities[64](index=64&type=chunk) [Human Resources](index=13&type=section&id=Human%20Resources) As of March 31, 2021, the Group employed 58 staff, all based in China, with staff costs of approximately RMB 2.65 million, and maintained good labor relations - As of March 31, 2021, the Group employed a total of **58 staff**, including **6 management personnel**, all based in China[65](index=65&type=chunk) - Staff costs (including directors' emoluments) for the period were approximately **RMB 2.65 million**[65](index=65&type=chunk) - The Group has complied with all applicable social security insurance and housing provident fund contribution requirements under Chinese laws and regulations, with a total contribution of approximately **RMB 0.57 million** for the period[65](index=65&type=chunk) - The Group provides various training opportunities for employees and maintains good working relationships, with no significant labor disputes occurring during the period[65](index=65&type=chunk) [Foreign Exchange Risk](index=13&type=section&id=Foreign%20Exchange%20Risk) The Group faces no significant foreign exchange risk as its primary business transactions are conducted and settled in RMB in China - The Group's principal business transactions are conducted and settled in RMB in China, thus posing no significant foreign exchange risk[66](index=66&type=chunk) [Credit Risk](index=13&type=section&id=Credit%20Risk) Credit risk primarily arises from cash, trade, and other receivables, managed by depositing cash with reputable institutions and assessing major automotive clients' creditworthiness - Credit risk primarily arises from cash and cash equivalents, trade and other receivables, bills receivable, and contract assets[67](index=67&type=chunk) - The Group deposits local funds with reputable national financial institutions in China and overseas funds with renowned international financial institutions, believing its cash is not exposed to high credit risk[67](index=67&type=chunk) - Over **70%** of trade receivables are from well-known automotive companies, and management mitigates risk by maintaining communication with clients and assessing their creditworthiness, deeming the inherent credit risk low[69](index=69&type=chunk) - The default risk for other receivables and bills receivable is low, indicating no high credit risk[69](index=69&type=chunk)[70](index=70&type=chunk) [Liquidity Risk](index=14&type=section&id=Liquidity%20Risk) The Group regularly monitors current and anticipated liquidity needs through rolling forecasts to ensure sufficient cash reserves for short-term and long-term operational requirements - The Group regularly monitors existing and anticipated liquidity needs through rolling forecasts to ensure sufficient cash on hand to meet operational requirements[71](index=71&type=chunk) [Outlook](index=14&type=section&id=Outlook) The Group anticipates continued recovery in China's economy and the exhibition industry, planning to enhance online services, reduce third-party rental expenses, and seize business transformation opportunities - China's economy and the exhibition and event services industry are expected to gradually recover and return to normal operations[72](index=72&type=chunk) - The Group will increase online exhibitions, enhance online service capabilities by upgrading audio-visual and information technology equipment, and reduce expenses for leasing multimedia audio-visual equipment and venues from third-party suppliers[72](index=72&type=chunk) - The Group will actively address challenges under force majeure, firmly grasp new opportunities for business transformation, create new business growth, and generate sustainable returns for shareholders[72](index=72&type=chunk) [Other Information](index=15&type=section&id=Other%20Information) [Corporate Governance Practices](index=15&type=section&id=Corporate%20Governance%20Practices) The Company complied with all applicable code provisions of the Corporate Governance Code in Appendix 15 of the GEM Listing Rules, except for deviation from code provision A.2.1 - The Company complied with all applicable code provisions of the Corporate Governance Code in Appendix 15 of the GEM Listing Rules, except for deviation from code provision A.2.1[75](index=75&type=chunk) [Chairman and Chief Executive Officer](index=15&type=section&id=Chairman%20and%20Chief%20Executive%20Officer) Mr. Huang Xiaodi serves as both Chairman and CEO, a deviation from code A.2.1, which the Board deems beneficial due to his extensive industry experience - Mr. Huang Xiaodi holds both the Chairman and Chief Executive Officer positions, deviating from code provision A.2.1[76](index=76&type=chunk) - The Board believes this arrangement is in the Group's best interest, as Mr. Huang possesses over ten years of professional experience in the exhibition and event management industry, contributing to effective business management and development[76](index=76&type=chunk) [Interests of Compliance Adviser](index=15&type=section&id=Interests%20of%20Compliance%20Adviser) The compliance adviser agreement with Kingston Corporate Finance Limited ended on March 29, 2021, with no disclosable interests held by the adviser or its associates as of March 31, 2021 - The compliance adviser agreement ended on March 29, 2021[77](index=77&type=chunk) - As of March 31, 2021, the compliance adviser or its associates held no interests in the Group or the Company's share capital[77](index=77&type=chunk) [Competing Business](index=15&type=section&id=Competing%20Business) No directors, controlling shareholders, or their associates engaged in any business competing with the Group or had other conflicts of interest during the period - No directors, controlling shareholders, or major shareholders or their close associates engaged in any business that constitutes or may constitute direct or indirect competition with the Group's business, nor were there any other conflicts of interest[78](index=78&type=chunk) [Connected Transactions and Continuing Connected Transactions](index=15&type=section&id=Connected%20Transactions%20and%20Continuing%20Connected%20Transactions) The Company did not engage in any connected transactions or continuing connected transactions requiring disclosure under the GEM Listing Rules during the period - The Company did not engage in any connected transactions or continuing connected transactions requiring disclosure under the GEM Listing Rules during the period[79](index=79&type=chunk) [Purchase, Sale or Redemption of Listed Securities](index=15&type=section&id=Purchase,%20Sale%20or%20Redemption%20of%20Listed%20Securities) Neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the period - Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the period[80](index=80&type=chunk) [Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares and Debentures of the Company and its Associated Corporations](index=16&type=section&id=Directors'%20and%20Chief%20Executive's%20Interests%20and%20Short%20Positions%20in%20Shares,%20Underlying%20Shares%20and%20Debentures%20of%20the%20Company%20and%20its%20Associated%20Corporations) As of March 31, 2021, directors and the chief executive held long positions in the Company's shares, with Mr. Huang Xiaodi holding 63.65% through his wholly-owned entity Directors' Long Positions in Shares (as of March 31, 2021) | Director Name | Capacity/Nature | Number of Shares Interested | Percentage of Interest | | :--- | :--- | :--- | :--- | | Mr. Huang Xiaodi | Interest in controlled corporation | 1,272,900,000 | 63.65% | | Mr. Ma Yong | Beneficial owner | 20,000,000 | 1% | | Mr. Run Jinghui | Beneficial owner | 20,000,000 | 1% | | Mr. Yuan Liqian | Beneficial owner | 20,000,000 | 1% | - Mr. Huang Xiaodi's interest is held through A&B Development Holding Limited, which he wholly owns[83](index=83&type=chunk) - Mr. Ma Yong, Mr. Run Jinghui, and Mr. Yuan Liqian were each granted **20,000,000 share options** with an exercise price of **HKD 0.0508 per share**[84](index=84&type=chunk) - Mr. Huang Xiaodi holds a **100%** beneficial interest in his associated corporation, A&B Development Holding Limited[87](index=87&type=chunk) [Substantial Shareholders' and Other Persons' Interests and Short Positions in Shares, Underlying Shares and Debentures of the Company](index=17&type=section&id=Substantial%20Shareholders'%20and%20Other%20Persons'%20Interests%20and%20Short%20Positions%20in%20Shares,%20Underlying%20Shares%20and%20Debentures%20of%20the%20Company) As of March 31, 2021, A&B Development Holding Limited (wholly-owned by Mr. Huang Xiaodi) held 63.65% of the Company's shares, with Ms. Lin Yuting (Mr. Huang's spouse) deemed to have the same interest Substantial Shareholders' Long Positions in Shares (as of March 31, 2021) | Name | Capacity/Nature | Number of Shares Held/Interested | Percentage of Interest | | :--- | :--- | :--- | :--- | | A&B Development Holding Limited | Beneficial owner | 1,272,900,000 | 63.65% | | Ms. Lin Yuting | Spouse's interest | 1,272,900,000 | 63.65% | - A&B Development Holding Limited is wholly owned by Mr. Huang Xiaodi[88](index=88&type=chunk) - Ms. Lin Yuting, being the spouse of Mr. Huang Xiaodi, is deemed to be interested in all shares held by Mr. Huang[89](index=89&type=chunk) [Directors' Rights to Acquire Shares or Debentures](index=18&type=section&id=Directors'%20Rights%20to%20Acquire%20Shares%20or%20Debentures) No arrangements existed during the period for directors to acquire benefits through shares or debentures of the Company or any other corporation, nor were any such rights granted or exercised by directors or their associates - During the period and up to the date of this report, no arrangements existed enabling directors to obtain benefits by acquiring shares or debentures of the Company or any other corporation[91](index=91&type=chunk) - No rights to subscribe for equity or debt securities of the Company or any other corporation were granted to or exercised by directors or their spouses or children under 18 years of age[91](index=91&type=chunk) [Share Option Scheme](index=18&type=section&id=Share%20Option%20Scheme) The Group adopted a share option scheme on May 16, 2018, with no options granted, exercised, or cancelled, and no outstanding options during the period - The Group adopted a share option scheme on May 16, 2018[92](index=92&type=chunk) - No share options were granted, exercised, or cancelled during the period, and no share options remained outstanding[93](index=93&type=chunk) [Required Standard of Securities Transactions by Directors](index=18&type=section&id=Required%20Standard%20of%20Securities%20Transactions%20by%20Directors) The Group adopted the required standard of dealings from GEM Listing Rules 5.48 to 5.67 for directors' securities transactions, and all directors confirmed compliance during the period - The Group 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[94](index=94&type=chunk) - All directors confirmed their compliance with these required standards throughout the period[94](index=94&type=chunk) [Audit Committee](index=18&type=section&id=Audit%20Committee) The Audit Committee, established on May 16, 2018, comprises three independent non-executive directors and has reviewed the Group's unaudited first-quarter financial statements - The Audit Committee was established on May 16, 2018, in compliance with Rule 5.28 of the GEM Listing Rules[95](index=95&type=chunk) - The Audit Committee comprises three independent non-executive directors: Mr. Yu Lianghui (Chairman), Mr. Gao Hongqi, and Ms. Xu Shuang[95](index=95&type=chunk) - The Audit Committee has reviewed the Group's unaudited first-quarter financial statements for the period[95](index=95&type=chunk) [Financial Statements](index=19&type=section&id=Financial%20Statements) [Condensed Consolidated Statement of Comprehensive Income for the First Quarter](index=19&type=section&id=Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income%20for%20the%20First%20Quarter) This statement presents the Group's unaudited condensed consolidated comprehensive income for Q1 2021, showing significant revenue growth but an expanded loss due to increased costs and expenses Condensed Consolidated Statement of Comprehensive Income for the First Quarter (RMB thousand) | Indicator | Q1 2021 (Unaudited) | Q1 2020 (Unaudited) | | :--- | :--- | :--- | | Revenue | 22,081 | 11,570 | | Cost of services | (21,320) | (12,208) | | Gross profit | 761 | (638) | | Selling expenses | (1,213) | (455) | | Administrative expenses | (2,405) | (2,069) | | Other income — net | 149 | 719 | | Operating loss | (2,708) | (2,443) | | Finance income/(expenses) — net | (110) | (63) | | Loss before income tax | (2,818) | (2,506) | | Income tax expense | (10) | (1) | | **Loss for the period** | **(2,828)** | **(2,507)** | | Basic loss per share attributable to owners of the Company (RMB cents) | (0.14) | (0.13) | [Condensed Consolidated Statement of Financial Position for the First Quarter](index=20&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position%20for%20the%20First%20Quarter) This statement presents the Group's unaudited condensed consolidated financial position as of March 31, 2021, showing a decrease in total assets and liabilities, with total equity at RMB 53.59 million Condensed Consolidated Statement of Financial Position for the First Quarter (RMB thousand) | Indicator | March 31, 2021 (Unaudited) | December 31, 2020 (Audited) | | :--- | :--- | :--- | | **Total assets** | **91,121** | **125,735** | | Total non-current assets | 3,707 | 4,326 | | Total current assets | 87,414 | 121,409 | | Trade and other receivables | 24,233 | 51,683 | | Bills receivable | 1,147 | 18,869 | | Contract assets | 41,105 | 27,225 | | Cash and cash equivalents | 7,472 | 15,312 | | **Total equity** | **53,591** | **56,419** | | **Total liabilities** | **37,530** | **69,316** | | Total current liabilities | 36,637 | 68,423 | | Trade and other payables | 21,282 | 52,497 | | Bank credit loans | 9,000 | 9,000 | - Trade and other receivables decreased from approximately **RMB 51.68 million** as of December 31, 2020, to approximately **RMB 24.23 million** as of March 31, 2021[104](index=104&type=chunk) - Bills receivable decreased from approximately **RMB 18.87 million** as of December 31, 2020, to approximately **RMB 1.15 million** as of March 31, 2021[104](index=104&type=chunk) [Condensed Consolidated Statement of Changes in Equity for the First Quarter](index=21&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity%20for%20the%20First%20Quarter) This statement outlines the Group's condensed consolidated changes in equity for Q1 2021, with total equity decreasing to RMB 53.59 million primarily due to the total comprehensive loss for the period Condensed Consolidated Statement of Changes in Equity for the First Quarter (RMB thousand) | Indicator | Share Capital | Share Premium | Other Reserves | Retained Earnings | Total Equity | | :--- | :--- | :--- | :--- | :--- | :--- | | Balance at December 31, 2020 and January 1, 2021 | 1,277 | 76,152 | (4,793) | (16,217) | 56,419 | | Total comprehensive loss for the period (Unaudited) | - | - | - | (2,828) | (2,828) | | **Balance at March 31, 2021** | **1,277** | **76,152** | **(4,793)** | **(19,045)** | **53,591** | - The decrease in total equity is primarily due to the total comprehensive loss of **RMB 2.83 million** for the period[108](index=108&type=chunk) [Condensed Consolidated Statement of Cash Flows for the First Quarter](index=22&type=section&id=Condensed%20Consolidated%20Statement%20of%20Cash%20Flows%20for%20the%20First%20Quarter) This statement presents the Group's condensed consolidated cash flows for Q1 2021, indicating a net cash outflow from operating activities and a significant decrease in cash and cash equivalents Condensed Consolidated Statement of Cash Flows for the First Quarter (RMB thousand) | Indicator | Q1 2021 (Unaudited) | Q1 2020 (Unaudited) | | :--- | :--- | :--- | | Net cash (used in)/generated from operating activities | (7,574) | 14,745 | | Net cash (used in)/generated from investing activities | (88) | 13 | | Net cash used in financing activities | (87) | (55) | | Net (decrease)/increase in cash and cash equivalents | (7,749) | 14,703 | | Cash and cash equivalents at beginning of period | 15,312 | 25,116 | | Cash and cash equivalents at end of period | 7,472 | 39,889 | - Operating activities resulted in a net cash outflow of **RMB 7.57 million** for the period, contrasting with a net cash inflow in the same period last year[117](index=117&type=chunk)[118](index=118&type=chunk) - Cash and cash equivalents at the end of the period amounted to **RMB 7.47 million**, a significant decrease from **RMB 15.31 million** at the beginning of the period[125](index=125&type=chunk) [Notes to the Condensed Consolidated First Quarterly Financial Statements](index=23&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20First%20Quarterly%20Financial%20Statements) [General Information](index=23&type=section&id=General%20Information) This section provides basic information about Dowway Holdings Limited, including its Cayman Islands registration, GEM listing, principal business in China, and Mr. Huang Xiaodi as the ultimate controlling party - The Company was incorporated in the Cayman Islands as an exempted company with limited liability on April 28, 2017[128](index=128&type=chunk) - The Group is principally engaged in the design, planning, coordination, and management of exhibitions and events in China[128](index=128&type=chunk) - The Company has been listed on GEM of The Stock Exchange of Hong Kong Limited since June 12, 2018[130](index=130&type=chunk) - The ultimate controlling party of the Group is Mr. Huang Xiaodi, who is also an executive director and the Chairman of the Board of the Company[129](index=129&type=chunk) [Basis of Preparation and Accounting Policies](index=23&type=section&id=Basis%20of%20Preparation%20and%20Accounting%20Policies) These condensed consolidated financial statements are prepared in accordance with HKAS 34 and GEM Listing Rules, with consistent accounting policies as the prior year-end financial statements - The condensed consolidated financial information is prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" and the applicable disclosure requirements of Chapter 18 of the GEM Listing Rules[132](index=132&type=chunk) - This report should be read in conjunction with the Group's financial information for the year ended December 31, 2020[132](index=132&type=chunk) - The accounting policies adopted are consistent with those applied in the financial statements for the year ended December 31, 2020[133](index=133&type=chunk) [Changes in Accounting Policies](index=24&type=section&id=Changes%20in%20Accounting%20Policies) The Group retrospectively adopted HKFRS 16 "Leases" from January 1, 2019, and does not intend to apply the practical expedient for COVID-19 related rent concessions, expecting no financial impact - The Group retrospectively adopted Hong Kong Financial Reporting Standard 16 "Leases" from January 1, 2019[135](index=135&type=chunk) - The amendments to HKFRS 16 regarding COVID-19-related rent concessions are not intended to be applied by the Group using the practical expedient[136](index=136&type=chunk)[137](index=137&type=chunk) - This application is not expected to have an impact on the Group's financial position and performance[137](index=137&type=chunk) [Estimates](index=24&type=section&id=Estimates) Preparing the first-quarter financial information requires management judgments, estimates, and assumptions, with key sources of estimation uncertainty consistent with those in the 2020 annual report - The preparation of the first-quarter financial information requires management to make judgments, estimates, and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income, and expenses[138](index=138&type=chunk) - The significant judgments made by management and the key sources of estimation uncertainty in preparing this condensed consolidated first-quarter financial information are the same as those applied in the accountants' report contained in the Group's 2020 annual report[138](index=138&type=chunk) [Financial Risk Management](index=25&type=section&id=Financial%20Risk%20Management) The Group's business is exposed to market, credit, and liquidity risks, with no changes in risk management policies since year-end, and liquidity monitored through rolling forecasts - The Group's business is exposed to various financial risks: market risk (including foreign exchange risk), credit risk, and liquidity risk[141](index=141&type=chunk) - There have been no changes in risk management policies since the year-end[142](index=142&type=chunk) - The Group's finance department monitors rolling forecasts of the Group's liquidity requirements to ensure sufficient cash to meet operational needs[143](index=143&type=chunk) [Revenue Information](index=25&type=section&id=Revenue%20Information) This section provides a breakdown of the Group's revenue by service type for Q1 2021 and the comparative period, highlighting the significant contribution of advertising-related services Revenue Information (RMB thousand) | Revenue Source | Q1 2021 (Unaudited) | Q1 2020 (Unaudited) | | :--- | :--- | :--- | | Automotive-related exhibition and event services | 7,069 | 6,568 | | Non-automotive related exhibition and event services | 1,850 | 1,017 | | Showroom-related services | 2,242 | 3,985 | | Advertising-related services | 10,920 | - | | **Total** | **22,081** | **11,570** | [Other Income — Net](index=25&type=section&id=Other%20Income%20—%20Net) This section details the Group's Q1 2021 net other income of RMB 0.15 million, primarily from input VAT deductions and government grants, partially offset by foreign exchange losses, a decrease from the prior year Other Income — Net (RMB thousand) | Indicator | Q1 2021 (Unaudited) | Q1 2020 (Unaudited) | | :--- | :--- | :--- | | Foreign exchange (loss)/gain | (92) | 32 | | Additional input VAT deduction | 213 | 687 | | Government grants | 31 | - | | Others | (3) | - | | **Total** | **149** | **719** | - Other income primarily benefited from the Chinese government's policy allowing taxpayers in production and service industries to use an additional **10%** of output VAT to deduct input VAT[145](index=145&type=chunk) [Income Tax Expense](index=26&type=section&id=Income%20Tax%20Expense) This section explains the Group's Q1 2021 income tax expense of RMB 10,000, with the Company exempt in Cayman Islands, Hong Kong entities subject to a two-tiered profits tax, and China entities at 25% Income Tax Expense (RMB thousand) | Indicator | Q1 2021 (Unaudited) | Q1 2020 (Unaudited) | | :--- | :--- | :--- | | Current tax on profit for the period | 10 | 1 | | **Income tax expense** | **10** | **1** | - The Company is exempt from income tax in the Cayman Islands[147](index=147&type=chunk) - Hong Kong-registered entities are subject to a two-tiered profits tax rate of **8.25%** on the first **HKD 2,000,000** of assessable profits and **16.5%** thereafter, with no provision made for the period due to no estimated assessable profits[148](index=148&type=chunk) - Provision for China corporate income tax is calculated at the statutory rate of **25%** on assessable income[149](index=149&type=chunk) [Loss Per Share](index=26&type=section&id=Loss%20Per%20Share) This section presents the Group's basic loss per share of RMB (0.14) cents for Q1 2021, with no diluted loss per share presented due to the absence of potential dilutive ordinary shares Basic Loss Per Share (RMB) | Indicator | Q1 2021 (Unaudited) | Q1 2020 (Unaudited) | | :--- | :--- | :--- | | Total (loss) attributable to shareholders | (2,828,000) | (2,507,000) | | Weighted average number of ordinary shares in issue (thousand shares) | 2,000,000 | 2,000,000 | | **Basic (loss) per share (RMB cents)** | **(0.14)** | **(0.13)** | - Diluted (loss)/earnings per share is not presented as the Group had no potential dilutive ordinary shares during the period[150](index=150&type=chunk) [Share Capital and Share Premium](index=27&type=section&id=Share%20Capital%20and%20Share%20Premium) This section details the Group's share capital structure, with an authorized share capital of USD 2 million and 2 billion issued and fully paid shares, equivalent to RMB 1.277 million in share capital and RMB 76.152 million in share premium Share Capital and Share Premium (RMB thousand) | Indicator | Number of Shares | Par Value of Ordinary Shares (USD) | Equivalent of Ordinary Shares (RMB thousand) | Share Premium (RMB thousand) | Total (RMB thousand) | | :--- | :--- | :--- | :--- | :--- | :--- | | Authorized share capital (par value USD 0.0001 per share) | 20,000,000,000 | 2,000,000 | - | - | - | | Issued and fully paid (March 31, 2021) | 2,000,000,000 | 200,000 | 1,277 | 76,152 | 77,429 | - On May 16, 2018, the Company's shareholders resolved to increase the authorized share capital from **USD 50,000** to **USD 2,000,000**[154](index=154&type=chunk) - On June 12, 2018, the Company was listed on GEM, offering **500,000,000 shares** through a share offer at an offer price of **HKD 0.145 per share**, raising gross proceeds of approximately **RMB 59 million**[154](index=154&type=chunk) [Events After Reporting Period](index=27&type=section&id=Events%20After%20Reporting%20Period) This section confirms that there are no post-reporting period events requiring additional disclosure as of the report date - No post-reporting period events require additional disclosure[155](index=155&type=chunk)

DOWWAY HOLDINGS LIMITED 天平道合控股有限公司 ANNUAL REPORT 年度報告 2020 DOWWAY HOLDINGS LIMITED 天平道合控股有限公司 （於開曼群島註冊成立之有限公司） 股份代號 : 8403 年度 報告 2O20 GEM的定位，乃為中小型公司提供一個上市的市場，此等公司相比起其他在聯交所上市的公司帶有較高投資風險。 有意投資的人士應瞭解投資於該等公司的潛在風險，並應經過審慎周詳的考慮後方作出投資決定。 由於GEM上市公司普遍為中小型公司，在GEM買賣的證券可能會較於聯交所主板買賣之證券承受較大的市場波 動風險，同時無法保證在GEM買賣的證券會有高流通量的市場。 香港交易及結算所有限公司及聯交所對本報告的內容概不負責，對其準確性或完整性亦不發表任何聲明，並明確表 示概不就因本報告全部或任何部分內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 1 香港聯合交易所有限公司（「聯交所」）GEM的特色 本報告乃根據聯交所GEM證券上市規則（「GEM上市規則」）提供有關天平道合控股有限公司（「本公司」）的資料。本 公司各董事（「董事」）願對本報告共同及個別承擔 ...