Summary H1 2025 revenue slightly decreased, but parent company profit grew significantly, with EPS and interim dividends increasing [Financial Summary](index=2&type=section&id=Financial%20Summary) H1 2025 revenue slightly decreased, but parent company profit grew significantly, with EPS and interim dividends increasing Overview of H1 2025 Financial Performance | Metric | H1 2025 (RMB yuan) | H1 2024 (RMB yuan) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Revenue | 4,163,714,743.93 | 4,165,152,715.24 | -0.03% | | Profit Attributable to Equity Holders of Parent Company | 41,480,009.64 | 29,260,117.19 | +41.76% | | Basic Earnings Per Share | 0.23 | 0.18 | +27.78% | | Interim Cash Dividend (Per Share, Tax Inclusive) | 0.05 | N/A | New | Interim Results (Unaudited) [Disclosure of Interim Condensed Financial Information](index=3&type=section&id=Disclosure%20of%20Interim%20Condensed%20Financial%20Information) The Board announces the unaudited interim condensed financial information for the six months ended June 30, 2025 - The Group disclosed its unaudited interim condensed financial information for the six months ended June 30, **2025**[5](index=5&type=chunk) Consolidated and Company Balance Sheets [Overview of Consolidated Balance Sheet](index=4&type=section&id=Overview%20of%20Consolidated%20Balance%20Sheet) As of June 30, 2025, total assets grew to RMB 5.285 billion, liabilities slightly decreased, and shareholders' equity increased, indicating a sound financial position Consolidated Balance Sheet Key Data (Period-end Balance) | Item | June 30, 2025 (RMB yuan) | Dec 31, 2024 (RMB yuan) | | :--- | :--- | :--- | | **Total Assets** | 5,285,214,208.63 | 5,196,726,047.16 | | Total Current Assets | 3,960,804,234.77 | 3,830,000,817.43 | | Total Non-current Assets | 1,324,409,973.87 | 1,366,725,229.73 | | **Total Liabilities** | 2,942,201,066.09 | 2,990,079,928.74 | | Total Current Liabilities | 2,834,725,498.16 | 2,880,016,920.99 | | Total Non-current Liabilities | 107,475,567.93 | 110,063,007.75 | | **Total Shareholders' Equity** | 2,343,013,142.54 | 2,206,646,118.42 | - Total current assets increased by **3.42%**, mainly due to increased cash and bank balances, accounts receivable financing, and contract assets[7](index=7&type=chunk) - Total non-current assets slightly decreased, mainly due to reduced long-term equity investments and fixed assets[7](index=7&type=chunk) - Total current liabilities decreased by **1.57%**, mainly due to reduced notes payable and employee compensation payable[8](index=8&type=chunk) - Total equity attributable to parent company shareholders increased by **6.98%**, mainly due to increased share capital and retained earnings[8](index=8&type=chunk) Consolidated and Company Income Statements [Overview of Consolidated Income Statement](index=6&type=section&id=Overview%20of%20Consolidated%20Income%20Statement) H1 2025 operating revenue remained stable, while operating profit and net profit grew significantly due to cost control and expense optimization, boosting EPS Consolidated Income Statement Key Data (Current Period Amount) | Item | H1 2025 (RMB yuan) | H1 2024 (RMB yuan) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Operating Revenue | 4,163,714,743.93 | 4,165,152,715.24 | -0.03% | | Operating Costs | 3,932,988,741.91 | 3,974,282,672.99 | -1.04% | | Operating Profit | 90,001,166.52 | 42,630,898.06 | +111.12% | | Total Profit | 67,306,109.76 | 43,320,740.93 | +55.37% | | Net Profit | 43,476,775.16 | 31,219,294.40 | +39.27% | | Net Profit Attributable to Parent Company Shareholders | 41,480,009.64 | 29,260,117.19 | +41.76% | | Basic Earnings Per Share | 0.23 | 0.18 | +27.78% | - Operating costs decreased by **1.04%** year-on-year, demonstrating good cost control[10](index=10&type=chunk) - Finance expenses turned from positive in the prior period to negative in the current period, mainly due to increased interest income and decreased interest expense[10](index=10&type=chunk) - Non-operating expenses significantly increased, mainly due to inventory shortage losses and extraordinary losses from fire accidents[10](index=10&type=chunk)[61](index=61&type=chunk) Consolidated and Company Cash Flow Statements [Overview of Consolidated Cash Flow Statement](index=8&type=section&id=Overview%20of%20Consolidated%20Cash%20Flow%20Statement) H1 2025 net operating cash flow significantly decreased, investing cash outflow increased, but financing cash flow turned positive, reducing net cash and cash equivalents Consolidated Cash Flow Statement Key Data (Current Period Amount) | Item | H1 2025 (RMB yuan) | H1 2024 (RMB yuan) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 18,267,940.31 | 336,795,976.42 | -94.58% | | Net Cash Flow from Investing Activities | -34,415,768.27 | 70,054,444.84 | Turned from positive to negative | | Net Cash Flow from Financing Activities | 103,905,254.35 | -44,465,091.09 | Turned from negative to positive | | Net Increase in Cash and Cash Equivalents | 87,762,394.42 | 362,387,659.82 | -75.79% | | Cash and Cash Equivalents at Period End | 1,069,984,323.12 | 1,211,722,172.80 | -11.69% | - Subtotal of cash inflows from operating activities decreased by **16.78%** year-on-year, mainly due to reduced cash received from sales of goods and provision of services[13](index=13&type=chunk) - Cash inflows from financing activities significantly increased, mainly due to cash received from absorbing investments (share issuance) and borrowings[14](index=14&type=chunk) Consolidated Statement of Changes in Equity [Overview of Consolidated Statement of Changes in Equity](index=10&type=section&id=Overview%20of%20Consolidated%20Statement%20of%20Changes%20in%20Equity) H1 2025 total shareholders' equity grew significantly, driven by a 40,000,000 share increase in capital and growth in capital reserve and retained earnings Consolidated Statement of Changes in Equity Key Data | Item | June 30, 2025 (RMB yuan) | Dec 31, 2024 (RMB yuan) | | :--- | :--- | :--- | | Share Capital | 202,064,000.00 | 162,064,000.00 | | Capital Reserve | 128,004,708.41 | 67,079,415.05 | | Retained Earnings | 1,737,356,403.09 | 1,695,876,393.45 | | Total Equity Attributable to Parent Company Shareholders | 2,190,391,592.85 | 2,047,499,190.00 | | Total Shareholders' Equity | 2,343,013,142.54 | 2,206,646,118.42 | - Share capital increased by **40,000,000 shares**, mainly due to the allotment and issuance of new domestic shares to specific subscribers[8](index=8&type=chunk)[59](index=59&type=chunk) - Capital reserve significantly increased, reflecting the capital premium from new share issuance[8](index=8&type=chunk)[16](index=16&type=chunk) Company Statement of Changes in Equity [Overview of Company Statement of Changes in Equity](index=12&type=section&id=Overview%20of%20Company%20Statement%20of%20Changes%20in%20Equity) H1 2025 company shareholders' equity also grew, consistent with consolidated trends, driven by increased share capital and capital reserve Company Statement of Changes in Equity Key Data | Item | June 30, 202

2025 2025 2 0 2 5 目錄 | 2 | 公司資料 | | --- | --- | | 3 | 董事長致股東函 | | 7 | 財務摘要 | | 8 | 業務回顧 | | 30 | 其他資料 | | 40 | 獨立核數師審閱報告 | | 42 | 財務報表 | | 67 | 詞彙 | | 68 | 投資者參考資料 | 公司資料 榮譽董事長 陳啟宗 大紫荊勳賢 董事 陳文博 （董事長） 盧韋柏 （行政總裁） 袁偉良* 陳南祿* 陳嘉正 銅紫荊星章、太平紳士 * 馮婉眉 銅紫荊星章、太平紳士 * 李天芳* 趙家駒 （首席財務總監） 授權代表 盧韋柏 馬婉華 公司秘書 馬婉華 註冊辦事處 香港中環德輔道中4號28樓 電話：2879 0111 傳真：2868 6086 網址：http://www.hanglung.com 電郵：HLProperties@hanglung.com 核數師 畢馬威會計師事務所 於《會計及財務匯報局條例》下的註冊公眾利益實體核數師 * 獨立非執行董事 審核委員會 馮婉眉 銅紫荊星章、太平紳士（主席） 陳南祿 陳嘉正 銅紫荊星章、太平紳士 提名及薪酬委員會 袁偉良 （主席） 陳嘉 ...

2 公司資料 3 業務表現摘要 4 財務摘要及總結 5 數據中心摘要 6 主席報告書 10 管理層討論及分析 16 董事簡介 24 董事會報告書 47 企業管治報告書 65 獨立核數師報告書 69 綜合損益表和其他全面收益表 70 綜合財務狀況表 71 綜合權益變動表 72 綜合現金流量表 74 綜合財務報表附註 128 集團持有物業詳情 公司資料 董事會 執行董事 郭炳聯 （主席） 馮玉麟 （副主席） 董子豪 陳文遠 非執行董事 張永銳 （副主席） 郭基泓 David Norman Prince 廖家俊 蕭漢華 陳康祺 目錄 獨立非執行董事 李安國 金耀基 黃啟民 李惠光 陳真光 公司秘書 劉邦妮 審核委員會 黃啟民 （委員會主席） 張永銳 李安國 金耀基 薪酬委員會 金耀基 （委員會主席） 馮玉麟 張永銳 李安國 黃啟民 提名委員會 李安國 （委員會主席） 張永銳 金耀基 黃啟民 陳真光 企業管治委員會 張永銳 （委員會主席） 馮玉麟 李惠光 上市規則下之授權代表 馮玉麟 劉邦妮 註冊辦事處 PO Box 309, Ugland House Grand Cayman, KY1-1104 Cayman Is ...

2025年中期報告 2025 年中期報告 企業簡介 第一太平為一家建基於香港的投資控股公司，各項投資位於 亞太區。本公司的主要投資範疇為消費性食品、電訊、基建 及天然資源。 使命： 投資準則： 策略： Club 第一太平 2025年中期報告 ■ 為股東帶來股息╱分派回報 ■ 提升第一太平的股價╱價值 ■ 考慮所有相關準則，包括環境、社會及管治因素，更有效管理風險及建立可持續的長期回報，於有增值 效益的業務作進一步投資 ■ 投資項目必須位於增長迅速的亞洲新興經濟體或與之有貿易往來 ■ 它們須切合我們的四個行業（消費性食品、電訊、基建及天然資源） ■ 所投資之公司須於其各自所在行業內具穩健或主導市場地位 ■ 它們須有龐大現金流的潛力 ■ 物色具有強大增長潛力及可能兼有協同效益，但價值偏低或尚未發揮表現的資產 ■ 幫助我們的各項投資訂立策略方向、發展業務計劃，及界定目標 ■ 將第一太平及其各項投資的匯報及環境、社會及管治水平提升至國際級別標準 第一太平的投資組合聚焦於我們的核心行業及PT Indofood Sukses Makmur Tbk（「Indofood」）、PLDT Inc. （「PLDT」）及Metro ...

Financial Performance - For the six months ending June 30, 2025, the company recorded revenue of RMB 610.9 million, with a loss attributable to shareholders of RMB 261.4 million[13]. - Total revenue for the period reached RMB 610.9 million, a decrease of approximately 44.5% compared to the same period last year[43]. - Revenue decreased by RMB 489.1 million or 44.5%, from RMB 1,100.0 million in the same period last year to RMB 610.9 million[44]. - Cemetery services accounted for 78.1% of total revenue, generating RMB 477.4 million, down from RMB 906.1 million or 82.4% in the previous year[44]. - The company reported a segment loss of RMB 229,249,000 for the six months ended June 30, 2025, compared to a profit of RMB 512,237,000 in the same period of 2024[142]. - The company reported a net loss attributable to owners of RMB 5,920,055 thousand for the year ended December 31, 2023, compared to a loss of RMB 263,873 thousand for the year ended December 31, 2024[129]. - The company incurred a loss before tax of RMB 232,370 thousand for the six months ended June 30, 2025, compared to a profit of RMB 542,737 thousand for the same period in 2024[132]. - The total comprehensive loss for the six months ended June 30, 2025, was RMB 264,287,000, compared to total comprehensive income of RMB 363,135,000 for the same period in 2024[123]. Dividend and Shareholder Returns - The board proposed an interim dividend of HKD 0.07 per share, reflecting the company's stable and sustainable dividend policy[13]. - The interim dividend declared for the six months ended June 30, 2025, is HKD 0.07 per share, an increase from HKD 0.0638 per share in the same period of 2024[113]. - The company paid dividends of RMB 600,133 thousand during the reporting period[129]. Corporate Social Responsibility and Recognition - The company was recognized as a "Responsible Brand of the Year" at the 14th Public Welfare Festival, highlighting its commitment to corporate social responsibility[14]. - The company actively participates in public welfare projects, including support for organ donation awareness activities, demonstrating its social responsibility[17]. - The company has received recognition for its contributions to public welfare and brand development, including awards for responsibility and excellence in media[42]. Market and Industry Trends - The urbanization rate in China is projected to reach 67.0% by the end of 2024, an increase of 0.84 percentage points from 2023, with over 10 million rural residents moving to urban areas annually[23]. - By the end of 2024, the population aged 60 and above is expected to reach 310.31 million, accounting for 22.0% of the total population, an increase of 1,334 million from 2023[23]. - The cremation rate in China reached 58.8% in 2021, with 5.966 million bodies cremated, indicating a growing demand for funeral services[23]. Technological Innovation and Digital Transformation - The company has developed a digital life service system, incorporating features like digital memorial halls and AI remembrance, enhancing service quality[16]. - In April 2024, the company launched innovative services including life aesthetics products and virtual community plans, promoting digital transformation in the funeral industry[16]. - The company is actively promoting the integration of technology and digital transformation in funeral services to enhance service quality and customer experience[30]. - The company aims to transform from a funeral service provider to a life technology service provider, focusing on high-quality life services and technological memorial services[96]. Operational Efficiency and Cost Management - Operating expenses increased by RMB 252.3 million or 42.9%, primarily due to asset impairment and bad debt provisions totaling RMB 206.0 million[62]. - Employee costs decreased by RMB 75.3 million or 29.5%, attributed to a decline in sales revenue from cemetery and funeral services[62]. - Material and supply consumption decreased by approximately RMB 22.1 million or 28.6%, mainly due to a reduction in sales volume of cemetery and funeral services[63]. - Marketing and sales channel costs decreased by RMB 3.7 million or 17.9%, driven by a decline in service sales and tighter control over marketing expenses[65]. Future Outlook and Strategic Initiatives - The company plans to actively expand and integrate resources in the highly fragmented Chinese funeral industry to increase market share[94]. - The company is exploring potential acquisitions to enhance its service offerings, with a focus on companies in the same industry[192]. - New product development initiatives are expected to launch by Q3 2024, aiming to capture an additional 5% market share[189]. - Future guidance indicates a projected revenue growth of 12% for the next quarter, with an expected total of HKD 560 million[191]. Financial Position and Assets - As of June 30, 2025, the company's cash and cash equivalents amounted to RMB 1,622.7 million, down from RMB 2,056.6 million as of December 31, 2024[79]. - Non-current assets as of June 30, 2025, amounted to RMB 4,390,160,000, a decrease from RMB 4,624,213,000 as of December 31, 2024[126]. - Current assets as of June 30, 2025, were RMB 2,848,119,000, down from RMB 3,556,984,000 as of December 31, 2024[126]. - Total equity as of June 30, 2025, was RMB 4,865,631,000, down from RMB 6,155,828,000 as of December 31, 2024[127]. Employee and Management Information - As of June 30, 2025, the company has 1,998 full-time employees, down from 2,198 as of December 31, 2024[89]. - The remuneration for directors was RMB 4,440,000 for the six months ended June 30, 2025, compared to RMB 4,320,000 for the same period in 2024[186]. - The total remuneration for directors and key management personnel was RMB 4,451,000 for the six months ended June 30, 2025, down from RMB 5,414,000 in the previous year[186].

（ 於 開 曼 群 島 註 冊 成 立 的 有 限 公 司 ） （股份代號： 1561） 於2024年年報日期（即2025年3月31日），根據購股權計劃可供發行之股份總數為 64,248,366股，佔本公司已發行股份（不包括庫存股份）之6.03%。 香港交易及結算所有限公司及香港聯合交易所有限公司對本公告之內容概不負責， 對其準確性或完整性亦不發表任何聲明，並明確表示，概不對因本公告全部或任 何部份內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 Pan Asia Data Holdings Inc. 聯 洋 智 能 控 股 有 限 公 司 有關截至2024年12月31日止年度年報之 補充公告 茲提述聯洋智能控股有限公司（「本公司」）於2025年4月30日刊發之截至2024年12 月31日止年度之年報（「2024年年報」）。除文義另有所指外，本公告所用詞彙與 2024年年報所界定者具有相同涵義。 董事會謹此向本公司股東及潛在投資者提供以下有關購股權計劃之補充資料，該 計劃載於2024年年報董事會報告「購股權計劃」章節。 主席 顧中立 香港，2025年9月23日 於本公告日期，董事會成員包括執行董事顧中 ...

[Chairman's Report](index=1&type=section&id=%E4%B8%BB%E5%B8%AD%E5%A0%B1%E5%91%8A%E6%9B%B8) The Chairman's report details the Group's financial performance, including a shift from profit to loss and a reduction in dividends [Performance and Dividends](index=1&type=section&id=%E6%A5%AD%E7%B8%BE%E5%8F%8A%E8%82%A1%E6%81%AF) The Group reported a consolidated loss after tax of HK$1.144 billion, turning from profit, and proposed a reduced final dividend | Metric | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | Change | | :--- | :--- | :--- | :--- | | Consolidated Loss/Profit After Tax | (1,144,071) | 171,004 | Turned from Profit to Loss | | Proposed Final Dividend (HK cents per share) | 2.00 | 4.00 | -50% | | Interim Dividend Paid (HK cents per share) | 2.25 | 2.25 | 0% | | Total Dividends for the Year (HK cents per share) | 4.25 | 6.25 | -32% | [Business Review and Outlook](index=2&type=section&id=%E6%A5%AD%E5%8B%99%E5%9B%9E%E9%A1%A7%E5%8F%8A%E5%B1%95%E6%9C%9B) This section reviews property market conditions and project updates in Hong Kong, China, Macau, and Malaysia, along with investment activities and the Group's strategic outlook [Hong Kong Property Market Overview](index=2&type=section&id=%E9%A6%99%E6%B8%AF%E6%88%BF%E5%9C%B0%E7%94%A2%E5%B8%82%E5%A0%B4%E6%A6%82%E6%B3%81) Hong Kong's residential property market showed encouraging recovery with record sales and projected growth, driven by policy support and improved sentiment - Hong Kong residential sales reached a four-year high, with **residential transaction volume projected to grow by 13% to 64,000 units in 2025**[5](index=5&type=chunk) - The residential rental market grew for seven consecutive months, with the official index nearing September 2019 levels[5](index=5&type=chunk) [Hong Kong Property Projects](index=2&type=section&id=%E9%A6%99%E6%B8%AF%E7%89%A9%E6%A5%AD%E9%A0%85%E7%9B%AE) The Group's Hong Kong residential projects, primarily for lease with varying occupancy rates, include some planned for future sale, while one tender sale fell short of expectations - One Kowloon Peak currently has an **occupancy rate of 50%**, with plans for market sale in early 2026[6](index=6&type=chunk)[104](index=104&type=chunk) - Chao's Garden Phase II maintains an **occupancy rate of 60%**, while Chao's Garden Phase III has an **occupancy rate of 90%**[8](index=8&type=chunk)[10](index=10&type=chunk)[104](index=104&type=chunk) - The tender sale for Villa Wisteria at Cheuk Nang Villa did not meet the expected price, and the asset enhancement strategy will continue[11](index=11&type=chunk)[104](index=104&type=chunk) - Over **20% of the villas in New Chao's Garden Phase I** have been leased[13](index=13&type=chunk)[104](index=104&type=chunk) [China Property Market Overview](index=3&type=section&id=%E4%B8%AD%E5%9C%8B%E6%88%BF%E5%9C%B0%E7%94%A2%E5%B8%82%E5%A0%B4%E6%A6%82%E6%B3%81) The Chinese government implemented various measures to stabilize the property market, leading the Group to be cautiously optimistic about a gradual recovery in Shenzhen and Hangzhou - The central government introduced measures to stabilize the property market, including easing home purchase restrictions, lowering down payment ratios, and mortgage interest rates[14](index=14&type=chunk) - Shenzhen and Hangzhou hold relatively favorable market positions due to their economic fundamentals and strategic importance, but recovery is expected to be gradual[15](index=15&type=chunk) [China Property Projects](index=4&type=section&id=%E4%B8%AD%E5%9C%8B%E7%89%A9%E6%A5%AD%E9%A0%85%E7%9B%AE) The Group's China property projects in Shenzhen and Hangzhou show strong sales and progress towards completion and title issuance - The Shenzhen property market demonstrated significant resilience, with average residential prices stabilizing and transaction volumes slightly rebounding[16](index=16&type=chunk) Cheuk Nang Garden Sales Performance | Project | Location | Sales Status | Cumulative Units Sold | Cumulative Sales (RMB) | | :--- | :--- | :--- | :--- | :--- | | Cheuk Nang Garden | Longhua, Shenzhen | Ongoing Sales Activities | 835 | 4,092,000,000 | - The Hangzhou residential market experienced high market sentiment and increased transaction volumes due to the digital economy and successful Asian Games[18](index=18&type=chunk) - Cheuk Nang Riverside Mansion (Hangzhou) received planning acceptance approval, with building acceptance and stratified property title deeds expected to be completed by 2026[19](index=19&type=chunk)[103](index=103&type=chunk) [Macau Property Projects](index=5&type=section&id=%E6%BE%B3%E9%96%80%E7%89%A9%E6%A5%AD%E9%A0%85%E7%9B%AE) The Group submitted a new development proposal for its "Avenida da Estrela No. 1" project in Macau, aligning with the government's economic diversification efforts - The Macau SAR government is promoting the "1+4" moderate diversification strategy and accelerating the development of the Guangdong-Macau Intensive Cooperation Zone in Hengqin[20](index=20&type=chunk) - A new development proposal, the "Draft Plan," for the "Avenida da Estrela No. 1" project was submitted to the Land, Public Works and Transport Bureau in mid-August 2025[21](index=21&type=chunk)[105](index=105&type=chunk) [Malaysia Property Projects](index=5&type=section&id=%E9%A6%AC%E4%BE%86%E8%A5%BF%E4%BA%9E%E7%89%A9%E6%A5%AD%E9%A0%85%E7%9B%AE) Malaysia's economy grew by 4.4%, with the Group's "Parkview" serviced residences achieving 95% occupancy, while "Cecil Central Residence" is under negotiation for sale or joint venture - Malaysia's economy grew by **4.4% in Q2 2025**, driven by domestic demand and investment growth[22](index=22&type=chunk) - The "Parkview" serviced residences achieved an **occupancy rate of 95%** and are undergoing property upgrades[24](index=24&type=chunk)[106](index=106&type=chunk) - Discussions are ongoing with developers for the sale or joint venture development of "Cecil Central Residence," but the price remains unsatisfactory[25](index=25&type=chunk)[107](index=107&type=chunk) [Investment in Bond and Equity Markets](index=6&type=section&id=%E6%8A%95%E8%B3%87%E5%82%B5%E5%88%B8%E5%8F%8A%E8%82%A1%E7%A5%A8%E5%B8%82%E5%A0%B4) The Group's bond market investments totaled HK$23.238 million, with significant sales of both bonds and Hong Kong securities during the year Bond and Equity Investment Summary | Metric | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Total Bond Market Investment | 23,238 | 49,248 | | Total Bonds Sold During the Year | 57,969 | - | | Total Hong Kong Securities Sold During the Year | 12,836 | - | [Overall Outlook](index=6&type=section&id=%E6%95%B4%E9%AB%94%E5%B1%95%E6%9C%9B) Despite global economic challenges, the Hong Kong property market shows resilience with projected price increases, leading the Group to adopt a cautious development strategy - The Hong Kong property market demonstrated resilience, with the primary residential market strong and property prices projected to rise by **3-5%**[28](index=28&type=chunk)[108](index=108&type=chunk) - The Group will adopt a prudent development strategy, focusing on delivering quality properties and maintaining operational efficiency and financial stability[28](index=28&type=chunk)[108](index=108&type=chunk) [Financial Statements](index=7&type=section&id=%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8) This section presents the Group's consolidated profit or loss and financial position, detailing changes in revenue, expenses, assets, and liabilities [Consolidated Statement of Profit or Loss](index=7&type=section&id=%E7%B6%9C%E5%90%88%E6%90%8D%E7%9B%8A%E8%A1%A8) The Group reported a consolidated loss after tax of HK$1.144 billion, a significant deterioration driven by reduced revenue, lower gross profit, and increased administrative expenses | Metric | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | Change | | :--- | :--- | :--- | :--- | | Revenue | 168,516 | 188,042 | -10.4% | | Direct Costs | (125,870) | (81,246) | +54.9% | | Gross Profit | 42,646 | 106,796 | -60.0% | | Other Income | 21,697 | 22,132 | -2.0% | | Fair Value Change of Investment Properties | (914,881) | (154,070) | Deterioration | | Administrative Expenses | (289,646) | (56,570) | +412.0% | | Finance Costs | (53,855) | (53,831) | +0.04% | | Loss Before Tax | (1,180,201) | (134,518) | Deterioration | | Income Tax Reversal | 37,130 | 305,522 | Decrease | | Loss/Profit from Continuing Operations for the Year | (1,144,071) | 171,004 | Turned from Profit to Loss | | Loss/Profit Attributable to Owners of the Company | (989,199) | 171,678 | Turned from Profit to Loss | | Basic Loss/Earnings Per Share (HK$) | (1.52) | 0.26 | Turned from Profit to Loss | [Consolidated Statement of Financial Position](index=8&type=section&id=%E7%B6%9C%E5%90%88%E8%B2%A1%E7%8B%80%E6%B3%81%E5%A0%B1%E8%A1%A8) The Group's total assets decreased by 12.5% to HK$8.363 billion, driven by a significant reduction in investment properties and an increase in net current liabilities | Metric | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | Change | | :--- | :--- | :--- | :--- | | **Assets** | | | | | Investment Properties | 3,682,520 | 5,365,067 | -31.4% | | Properties Under Development for Sale | 2,076,838 | 1,394,106 | +49.0% | | Completed Properties Held for Sale | 1,513,738 | 1,586,016 | -4.6% | | Bank Balances and Cash | 834,506 | 881,792 | -5.4% | | **Liabilities** | | | | | Interest-Bearing Borrowings (Current) | 543,520 | 1,131,508 | -52.0% | | Interest-Bearing Borrowings (Non-Current) | 480,000 | - | New | | Deferred Tax Liabilities | 639,183 | 704,926 | -9.3% | | **Equity** | | | | | Net Assets | 5,824,765 | 6,892,596 | -15.5% | | Equity Attributable to Owners of the Company | 5,771,409 | 6,684,368 | -13.7% | [Notes to the Financial Statements](index=10&type=section&id=%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8%E9%99%84%E8%A8%BB) This section details the Group's accounting policies, significant estimates, revenue, segment information, and specific financial statement line items [1. General Information](index=10&type=section&id=1.%20%E4%B8%80%E8%88%AC%E8%B3%87%E6%96%99) Cheuk Nang (Holdings) Limited is a Hong Kong-incorporated company primarily engaged in property development, investment, and management, listed on the HKEX - The Group's principal activities are property development and investment, and the provision of property management and related services[34](index=34&type=chunk) [2. Basis of Preparation](index=10&type=section&id=2.%20%E7%B7%A8%E5%88%B6%E5%9F%BA%E6%BA%96) The consolidated financial statements are prepared under HKFRS, complying with relevant regulations, primarily on a historical cost basis with certain assets measured at fair value - The consolidated financial statements are prepared in accordance with Hong Kong Financial Reporting Standards and comply with the Hong Kong Companies Ordinance and Listing Rules requirements[36](index=36&type=chunk) - The statements are prepared on a historical cost basis, except for investment properties and financial assets at fair value through profit or loss, which are stated at fair value[37](index=37&type=chunk)[38](index=38&type=chunk) [3. Adoption of New or Revised HKFRSs](index=11&type=section&id=3.%20%E6%8E%A1%E7%94%A8%E6%96%B0%E8%A8%82%E6%88%96%E7%B6%93%E4%BF%AE%E8%A8%82%E9%A6%99%E6%B8%AF%E8%B2%A1%E5%8B%99%E5%A0%B1%E5%91%8A%E6%9C%83%E8%A8%88%E6%BA%96%E5%89%87) The Group adopted several revised HKFRSs this year with no significant impact, while HKFRS 18, introducing new subtotals and disclosure requirements, will be effective in the future - The revised Hong Kong Financial Reporting Standards adopted this year had **no significant impact** on the Group's performance and financial position for the current and prior periods[40](index=40&type=chunk) - HKAS 1 (Revised) clarifies that the right to classify debt as current or non-current must exist at the reporting date[41](index=41&type=chunk) - HKFRS 18 will introduce new consolidated profit or loss subtotals, such as "operating profit," and disclosures for management-defined performance measures[45](index=45&type=chunk)[46](index=46&type=chunk) [4. Significant Accounting Estimates and Judgements](index=15&type=section&id=4.%20%E9%87%8D%E5%A4%A7%E6%9C%83%E8%A8%88%E4%BC%B0%E8%A8%88%E5%8F%8A%E5%88%A4%E6%96%B7) Financial statement preparation involves significant accounting estimates and judgments, particularly for property fair values, provisions, and income tax, where actual results may vary - Estimates and judgments are continually evaluated based on historical experience and other factors, including expectations of future events[47](index=47&type=chunk) [4.1 Estimation Uncertainty](index=15&type=section&id=4.1%20%E4%BC%B0%E8%A8%88%E4%B8%8D%E7%A2%BA%E5%AE%9A%E6%80%A7) Property fair value assessments and provisions for properties held for sale involve significant estimation uncertainty, relying on market data and future projections - Property fair value assessments are based on market value, considering prices of similar properties, economic changes, and discounted cash flow forecasts[48](index=48&type=chunk)[49](index=49&type=chunk) - Provisions for properties under development for sale amounted to **HK$166 million** as of June 30, 2025, with no provisions in the prior year[50](index=50&type=chunk) [4.2 Critical Accounting Estimates](index=16&type=section&id=4.2%20%E9%87%8D%E5%A4%A7%E6%9C%83%E8%A8%88%E4%BC%B0%E8%A8%88) Income tax accounting, especially for deferred tax liabilities and land appreciation tax on China investment properties, involves critical estimates dependent on future profits - Income tax treatment involves judgments on taxation in Hong Kong, China, Malaysia, and Macau, particularly land appreciation tax and corporate income tax for investment properties in China[52](index=52&type=chunk)[55](index=55&type=chunk) - As of June 30, 2025, deferred tax liabilities for fair value changes of investment properties were **HK$639 million**, a decrease from HK$705 million in 2024[55](index=55&type=chunk) [5. Revenue](index=17&type=section&id=5.%20%E6%94%B6%E5%85%A5) The Group's total revenue decreased by 10.4% to HK$168.5 million, primarily from property sales and rental income, with China being the largest contributor to sales Revenue by Source | Revenue Source | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | Change | | :--- | :--- | :--- | :--- | | Property Sales | 135,484 | 155,629 | -12.9% | | Property Rental | 32,992 | 31,794 | +3.8% | | Property Management | 40 | 619 | -93.5% | | **Total Revenue** | **168,516** | **188,042** | **-10.4%** | Revenue by Geographical Market | Geographical Market | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | | :--- | :--- | :--- | | China | 136,345 | 53,654 | | Hong Kong | 31,156 | 133,626 | | Malaysia | 1,015 | 762 | [6. Segment Information](index=19&type=section&id=6.%20%E5%88%86%E9%83%A8%E8%B3%87%E6%96%99) The Group's main segments are property sales and leasing, with property leasing incurring a significant loss, while China's external customer revenue grew and Hong Kong's declined Segment Revenue and Profit/Loss | Segment | 2025 External Customer Revenue (HK$ Thousand) | 2024 External Customer Revenue (HK$ Thousand) | 2025 Segment Loss/Profit (HK$ Thousand) | 2024 Segment Profit (HK$ Thousand) | | :--- | :--- | :--- | :--- | :--- | | Property Sales | 135,484 | 155,629 | (175,286) | 71,231 | | Property Leasing | 32,992 | 31,794 | (905,055) | (156,436) | | Property Management | 40 | 619 | 1,082 | 5,747 | | Others | - | - | (23,629) | 22,589 | | **Total** | **168,516** | **188,042** | **(1,102,888)** | **(56,869)** | Geographical Segment Information | Region | 2025 External Customer Revenue (HK$ Thousand) | 2024 External Customer Revenue (HK$ Thousand) | 2025 Non-Current Assets (HK$ Thousand) | 2024 Non-Current Assets (HK$ Thousand) | | :--- | :--- | :--- | :--- | :--- | | Hong Kong | 31,156 | 133,626 | 3,000,200 | 3,250,960 | | China | 136,345 | 53,654 | 453,302 | 453,328 | | Macau | - | - | - | 1,448,441 | | Malaysia | 1,015 | 762 | 417,433 | 403,857 | [7. Other Income, Net](index=22&type=section&id=7.%20%E5%85%B6%E4%BB%96%E6%94%B6%E5%85%A5%EF%BC%8C%E6%B7%A8%E9%A1%8D) Net other income decreased by 2.0% to HK$21.697 million, primarily from interest income and dividends from listed equity investments Other Income Breakdown | Revenue Source | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | Change | | :--- | :--- | :--- | :--- | | Dividend Income from Listed Equity Investments | 3,149 | 4,425 | -28.8% | | Interest Income | 18,032 | 15,829 | +13.9% | | Miscellaneous Income | 516 | 1,878 | -72.5% | | **Total** | **21,697** | **22,132** | **-2.0%** | [8. Finance Costs](index=23&type=section&id=8.%20%E8%B2%A1%E5%8B%99%E6%88%90%E6%9C%AC) Total finance costs remained stable at HK$53.855 million, mainly comprising interest on bank loans and advances from directors Finance Costs Breakdown | Expense Type | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | Change | | :--- | :--- | :--- | :--- | | Interest on Bank Loans and Overdrafts | 37,978 | 38,577 | -1.6% | | Interest on Advances from Directors | 14,756 | 13,043 | +13.1% | | Other Borrowing Costs | 939 | 2,163 | -56.6% | | Finance Charges on Lease Liabilities | 182 | 48 | +279.2% | | **Total Finance Costs** | **53,855** | **53,831** | **+0.04%** | [9. Loss Before Tax](index=23&type=section&id=9.%20%E9%99%A4%E7%A8%85%E5%89%8D%E8%99%A7%E6%90%8D) Loss before tax significantly widened to HK$1.180 billion, driven by increased staff costs, contract interest, property inventory costs, and provisions for properties under development Expenses Included in Loss Before Tax | Expense Type | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | Change | | :--- | :--- | :--- | :--- | | Staff Costs | 25,630 | 24,284 | +5.5% | | Auditor's Remuneration | 912 | 838 | +8.8% | | Contract Interest Expenses | 24,468 | 5,200 | +370.5% | | Cost of Property Inventories Recognized as Expense | 86,339 | 52,532 | +64.3% | | Depreciation of Property, Plant and Equipment | 4,432 | 1,396 | +217.5% | | Depreciation of Right-of-Use Assets | 2,566 | 2,394 | +7.2% | | Direct Costs for Rental Income from Investment Properties | 16,568 | 15,431 | +7.4% | | Net Exchange Loss | 4,779 | 534 | +795.0% | | Loss on Disposal of Financial Assets | 39,627 | - | New | | Provision for Properties Under Development for Sale | 166,068 | - | New | [10. Income Tax Charged](index=24&type=section&id=10.%20%E6%89%80%E5%BE%97%E7%A8%85%E8%A8%88%E5%85%A5) Income tax reversal decreased to HK$37.13 million, with China corporate income tax and land appreciation tax as key components, while Hong Kong companies had no profits tax Income Tax Breakdown | Tax Type | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | Change | | :--- | :--- | :--- | :--- | | China Corporate Income Tax | 13,255 | 7,484 | +77.1% | | China Corporate Income Tax (Over-provision in prior years) | - | (353,163) | Decrease | | China Land Appreciation Tax | 18,671 | 55,244 | -66.2% | | Withholding Tax on Dividends | - | 20,436 | Decrease | | **Total Current Tax** | **31,926** | **(269,999)** | Turned from Reversal to Expense | | Deferred Tax (Current Year) | (69,056) | (35,523) | Deterioration | | **Total Income Tax Expense** | **(37,130)** | **(305,522)** | Decrease | - Hong Kong companies incurred **no Hong Kong profits tax** for the current and prior years due to no assessable profits or offset losses[67](index=67&type=chunk) [11. Dividends](index=25&type=section&id=11.%20%E8%82%A1%E6%81%AF) The Group proposed a total annual dividend of HK$0.0425 per share, including an interim dividend of HK$0.0225 and a final dividend of HK$0.02, representing a 32% decrease Dividend Payments | Dividend Type | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | Change | | :--- | :--- | :--- | :--- | | Interim Dividend (HK$0.0225 per share) | 14,685 | 14,685 | 0% | | Proposed Final Dividend (HK$0.02 per share) | 13,054 | 26,107 | -50% | | **Total Dividends for the Year** | **27,739** | **40,792** | **-32.0%** | [12. Loss/Earnings Per Share](index=25&type=section&id=12.%20%E6%AF%8F%E8%82%A1%EF%BC%88%E8%99%A7%E6%90%8D%EF%BC%89%E2%88%95%E7%9B%88%E5%88%A9) Basic and diluted loss per share were HK$1.52, a significant shift from prior year's earnings, primarily due to a HK$989 million loss attributable to owners Per Share Performance | Metric | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | Change | | :--- | :--- | :--- | :--- | | Loss/Profit Attributable to Owners of the Company | (989,199) | 171,678 | Turned from Profit to Loss | | Basic Loss/Earnings Per Share (HK$) | (1.52) | 0.26 | Turned from Profit to Loss | | Diluted Loss/Earnings Per Share (HK$) | (1.52) | 0.26 | Turned from Profit to Loss | - There were **no potential ordinary shares** in 2025 and 2024, hence basic and diluted loss/earnings per share were identical[75](index=75&type=chunk) [13. Trade and Other Receivables](index=26&type=section&id=13.%20%E6%87%89%E6%94%B6%E8%B2%BF%E6%98%93%E8%B3%A6%E6%AC%BE%E5%8F%8A%E5%85%B6%E4%BB%96%E6%87%89%E6%94%B6%E8%B3%A6%E6%AC%BE) Total trade and other receivables slightly increased to HK$21.436 million, primarily comprising overdue rent and management fees, with the Group managing credit risk through policies and deposits Trade and Other Receivables Summary | Type | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | Change | | :--- | :--- | :--- | :--- | | Trade Receivables | 3,666 | 4,197 | -12.7% | | Other Receivables | 17,770 | 16,898 | +5.2% | | **Total** | **21,436** | **21,095** | **+1.6%** | Aging of Trade Receivables | Aging of Trade Receivables | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | | :--- | :--- | :--- | | 0-30 days | 71 | 826 | | 31-60 days | - | 56 | | 61-90 days | - | 27 | | Over 90 days | 3,595 | 3,288 | [14. Other Payables](index=27&type=section&id=14.%20%E5%85%B6%E4%BB%96%E6%87%89%E4%BB%98%E8%B3%A6%E6%AC%BE) Total other payables slightly decreased to HK$144.7 million, mainly comprising tenant deposits and other accrued expenses, with a significant portion related to China property sales Other Payables Summary | Type | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | Change | | :--- | :--- | :--- | :--- | | Tenant Deposits | 7,165 | 6,227 | +15.1% | | Other Payables and Accrued Expenses | 137,507 | 139,865 | -1.7% | | **Total** | **144,672** | **146,092** | **-1.0%** | - Of other payables and accrued expenses, **HK$93.557 million** was related to the sale of China properties[79](index=79&type=chunk) [15. Amounts Due to Related Companies/Non-Controlling Shareholders](index=27&type=section&id=15.%20%E6%87%89%E4%BB%98%E9%97%9C%E9%80%A3%E5%85%AC%E5%8F%B8%E2%88%95%E9%9D%9E%E6%8E%A7%E8%82%A1%E8%82%A1%E6%9D%B1%E6%AC%BE%E9%A0%85) Amounts due to related companies and non-controlling shareholders are unsecured, interest-free, and have no fixed repayment terms, with carrying amounts similar to fair values - Amounts due to related companies and non-controlling shareholders are **unsecured, interest-free, and have no fixed repayment terms**[80](index=80&type=chunk) [Management Discussion and Analysis](index=28&type=section&id=%E7%AE%A1%E7%90%86%E8%A8%8E%E8%AB%96%E5%8F%8A%E5%88%86%E6%9E%90) This section provides a comprehensive financial review, detailing changes in equity, financial assets, debt, asset pledges, property valuations, and the Group's risk management, remuneration, and governance practices [Financial Review](index=28&type=section&id=%E8%B2%A1%E5%8B%99%E5%9B%9E%E9%A1%A7) Turnover decreased by 10.4% to HK$168.5 million, gross profit fell by 60%, and a significant loss of HK$989.2 million was recorded due to fair value adjustments and increased administrative expenses | Metric | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | Change | | :--- | :--- | :--- | :--- | | Turnover | 168,516 | 188,042 | -10.4% | | Property Rental Income | 32,992 | 31,794 | +3.8% | | Gross Profit | 42,646 | 106,796 | -60.0% | | Other Income | 21,697 | 22,132 | -2.0% | | Fair Value Change of Investment Properties | (914,881) | (154,070) | Deterioration | | Administrative Expenses | (289,646) | (56,570) | +412.0% | | Finance Costs | (53,855) | (53,831) | +0.04% | | Loss/Profit Attributable to Owners of the Company | (989,199) | 171,678 | Turned from Profit to Loss | | Basic Loss/Earnings Per Share (HK$) | (1.52) | 0.26 | Turned from Profit to Loss | | Proposed Final Dividend (HK cents per share) | 2.00 | 4.00 | -50% | | Total Annual Dividend (HK cents per share) | 4.25 | 6.25 | -32% | - The increase in administrative expenses was primarily due to a **HK$166 million provision for properties under development for sale** and a **HK$39.627 million loss on disposal of perpetual notes and bonds** during the year[83](index=83&type=chunk) [Equity Attributable to Owners of the Company](index=28&type=section&id=%E6%9C%AC%E5%85%AC%E5%8F%B8%E6%8C%81%E6%9C%89%E4%BA%BA%E6%87%89%E4%BD%B5%E6%AC%8A%E7%9B%8A) Total equity attributable to owners decreased by 13.7% to HK$5.771 billion, with equity per share also declining by 13.7% to HK$8.84 Equity Attributable to Owners | Metric | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | Change | | :--- | :--- | :--- | :--- | | Total Equity Attributable to Owners of the Company | 5,771,409 | 6,684,368 | -13.7% | | Equity Per Share (HK$) | 8.84 | 10.24 | -13.7% | [Financial Assets at Fair Value Through Profit or Loss](index=29&type=section&id=%E6%8A%95%E8%B3%87%E6%8C%89%E5%85%AC%E5%85%81%E5%83%B9%E5%80%BC%E8%A8%88%E5%85%A5%E6%90%8D%E7%9B%8A%E4%B9%8B%E9%87%91%E8%9E%8D%E8%B3%87%E7%94%A2) Fund investments and perpetual notes and bonds had fair values of HK$2.955 million and HK$23.238 million respectively, with all listed securities sold during the year Financial Assets at Fair Value Through Profit or Loss | Metric | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | Change | | :--- | :--- | :--- | :--- | | Fair Value of Fund Investments | 2,955 | 57,216 | -94.8% | | Fair Value of Perpetual Notes and Bonds | 23,238 | 49,248 | -52.8% | | Increase in Fair Value of Investment Portfolio | 12,836 | 5,953 | +115.6% | | Financial Assets as % of Total Assets | 0.3% | 1.1% | -0.8% | - All listed securities were sold at market price during the year, and no perpetual notes and bonds were redeemed[87](index=87&type=chunk) [Equity](index=29&type=section&id=%E8%82%A1%E6%9C%AC%E6%AC%8A%E7%9B%8A) The number of ordinary shares issued remained unchanged at 652,676,781 as of June 30, 2025 and 2024 Ordinary Shares Issued | Metric | 2025 (Shares) | 2024 (Shares) | Change | | :--- | :--- | :--- | :--- | | Number of Ordinary Shares Issued | 652,676,781 | 652,676,781 | 0% | [Indebtedness and Capital and Gearing Ratios](index=29&type=section&id=%E5%82%B5%E5%8B%99%E5%8F%8A%E8%B3%87%E6%9C%AC%E8%88%87%E8%B2%A0%E5%82%B5%E6%AF%94%E7%8E%87) Total bank and other borrowings were HK$1.2737 billion, with net debt at HK$435.1 million, and both debt-to-equity ratios increased due to reduced net assets Indebtedness and Gearing Ratios | Metric | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | Change | | :--- | :--- | :--- | :--- | | Total Bank and Other Borrowings | 1,273,654 | 1,343,125 | -5.1% | | Cash and Bank Balances | 838,542 | 881,792 | -4.9% | | Net Debt | 435,112 | 461,333 | -5.7% | | Total Debt to Equity Ratio | 22.2% | 20.1% | +2.1% | | Net Debt to Equity Ratio | 7.5% | 6.9% | +0.6% | - **62.3% of borrowings are repayable within one year**, and **37.7% are repayable within one to two years**[89](index=89&type=chunk) [Pledged Assets](index=30&type=section&id=%E8%B3%87%E7%94%A2%E6%8A%B5%E6%8A%BC) Investment properties and land and buildings, valued at HK$2.369 billion and HK$180.7 million respectively, were pledged to secure banking facilities Pledged Assets Carrying Value | Pledged Asset | 2025 Carrying Value (HK$ Thousand) | 2024 Carrying Value (HK$ Thousand) | Change | | :--- | :--- | :--- | :--- | | Investment Properties | 2,368,955 | 2,546,738 | -7.0% | | Land and Buildings | 180,660 | 180,254 | +0.2% | [Finance Costs](index=30&type=section&id=%E8%B2%A1%E5%8B%99%E6%88%90%E6%9C%AC) Finance costs remained stable at HK$53.855 million, with the average interest rate decreasing to 4.1% from 4.5% last year Finance Costs and Average Interest Rate | Metric | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | Change | | :--- | :--- | :--- | :--- | | Interest Expense | 53,855 | 53,831 | +0.04% | | Average Interest Rate | 4.1% | 4.5% | -0.4% | [Property Valuation](index=30&type=section&id=%E7%89%A9%E6%A5%AD%E4%BC%B0%E5%80%BC) Total investment property valuation was HK$3.6825 billion, with a HK$914.9 million fair value decrease recognized in profit or loss, while land and buildings also saw a fair value decrease Property Valuation Summary | Property Type | 2025 Valuation (HK$ Thousand) | 2024 Valuation (HK$ Thousand) | Change | | :--- | :--- | :--- | :--- | | Total Valuation of Investment Properties and Investment Properties Under Development | 3,682,520 | 5,365,067 | -31.4% | | Fair Value Decrease (Recognized in Profit or Loss) | 914,881 | 154,070 | Deterioration | | Fair Value of Land and Buildings | 180,660 | 186,254 | -3.0% | | Fair Value Change of Land and Buildings (Recognized in Revaluation Reserve) | (1,869) | 593 | Turned from Increase to Decrease | [Risk Management](index=30&type=section&id=%E9%A2%A8%E9%9A%AA%E7%AE%A1%E7%90%86) The Group maintains robust risk management procedures, supported by proactive management, internal controls, and audits, to safeguard its interests - The Group has adequate risk management procedures, supplemented by proactive management, effective internal controls, and sufficient internal audits[93](index=93&type=chunk) [Remuneration Policy and Share Option Scheme](index=30&type=section&id=%E9%85%AC%E9%87%91%E6%94%BF%E7%AD%96%E5%8F%8A%E8%B3%BC%E8%82%A1%E6%8B%89%E6%AC%8A%E8%A8%88%E5%8A%83) The Group had 49 employees, an increase of 2, with remuneration based on performance and industry practice, and no share option scheme adopted Employee Information | Metric | 2025 | 2024 | Change | | :--- | :--- | :--- | :--- | | Number of Employees | 49 | 47 | +2 | - Employee remuneration is determined based on performance, experience, and industry practice, and **no share option scheme was adopted** during the year[95](index=95&type=chunk) [Financial Key Performance Indicators](index=31&type=section&id=%E8%B2%A1%E5%8B%99%E9%97%9C%E9%8D%B5%E7%B9%A9%E6%95%88%E6%8C%87%E6%A8%99) The Company uses profit attributable to owners and earnings per share as key financial performance indicators, aiming for growth and comparative analysis - The Company uses **profit attributable to owners and earnings per share** as financial key performance indicators, aiming to increase these metrics[96](index=96&type=chunk) [Internal Control](index=31&type=section&id=%E5%85%A7%E9%83%A8%E7%9B%A3%E6%8E%A7) External review of internal controls identified minor weaknesses, prompting the Group to implement necessary improvement procedures - External review identified **minor weaknesses in internal controls**, and the Group will initiate improvement procedures[97](index=97&type=chunk) [Environmental Policy and Compliance](index=31&type=section&id=%E7%92%B0%E5%A2%83%E6%94%BF%E7%AD%96%E5%92%8C%E9%81%B5%E5%AE%88) The Group's environmental policy ensures compliance with all relevant environmental legislation, and its performance has been reviewed - The Group's environmental policy complies with all relevant environmental legislation, and its performance has been reviewed[98](index=98&type=chunk) [Key Relationships](index=31&type=section&id=%E9%97%9C%E9%8D%B5%E9%97%9C%E4%BF%82) The Group maintains cooperative relationships with suppliers, customers, and employees, with recent supplier financial issues resolved through work reallocation - Cooperative relationships have been established with suppliers, and recent financial issues with one supplier were resolved through work reallocation[99](index=99&type=chunk) - Relationships with customers and employees are good and stable, with no significant impacting events during the year[100](index=100&type=chunk)[101](index=101&type=chunk) [Other Information](index=34&type=section&id=%E5%85%B6%E4%BB%96%E4%BF%A1%E6%81%AF) This section covers dividend proposals, share transfer suspensions, share transaction disclosures, compliance with governance codes, audit committee review, auditor's scope, and statutory information [Final Dividend](index=34&type=section&id=%E6%9C%AB%E6%9C%9F%E8%82%A1%E6%81%AF) The Board recommended a final dividend of HK$0.02 per share, totaling HK$0.0425 per share for the year, payable on December 15, 2025, pending shareholder approval Dividend Details | Dividend Type | 2025 (HK cents per share) | 2024 (HK cents per share) | Change | | :--- | :--- | :--- | :--- | | Proposed Final Dividend | 2.00 | 4.00 | -50% | | Interim Dividend Paid | 2.25 | 2.25 | 0% | | **Total Dividends for the Year** | **4.25** | **6.25** | **-32%** | - The final dividend will be paid on **December 15, 2025**, subject to shareholder approval at the Annual General Meeting[110](index=110&type=chunk) [Closure of Register of Members](index=34&type=section&id=%E6%9A%AB%E5%81%9C%E8%BE%A6%E7%90%86%E8%82%A1%E4%BB%BD%E9%81%8E%E6%88%B6%E7%99%BB%E8%A8%98) The Company will suspend its register of members in two periods in November 2025 to facilitate the Annual General Meeting and final dividend distribution - The register of members will be suspended from **November 14 to November 20, 2025**, to determine eligibility for attending and voting at the Annual General Meeting[113](index=113&type=chunk) - The register of members will be suspended from **November 26 to November 28, 2025**, to determine eligibility for receiving the final dividend[113](index=113&type=chunk) [Purchase, Sale or Redemption of Listed Securities](index=34&type=section&id=%E8%B3%BC%E8%B2%B7%E3%80%81%E5%87%BA%E5%94%AE%E6%88%96%E8%B4%96%E5%9B%9E%E4%B8%8A%E5%B8%82%E8%82%A1%E4%BB%BD) Neither the Company nor its subsidiaries redeemed, purchased, or sold any of the Company's shares during the year - During the year, neither the Company nor its subsidiaries redeemed, purchased, or sold any of the Company's shares[111](index=111&type=chunk) [Standard Code for Securities Transactions by Directors](index=34&type=section&id=%E8%91%A3%E4%BA%8B%E9%80%B2%E8%A1%8C%E8%AD%89%E5%88%B8%E4%BA%A4%E6%98%93%E4%B9%8B%E6%A8%99%E6%BA%96%E5%AE%88%E5%89%87) The Company adopted a standard code for directors' securities transactions, complying with Listing Rules Appendix C3, and all directors confirmed adherence - The Company adopted a standard code for securities transactions by directors that complies with Appendix C3 of the Listing Rules, and all directors confirmed compliance[112](index=112&type=chunk) [Compliance with Corporate Governance Code](index=35&type=section&id=%E9%81%B5%E5%AE%88%E4%BC%81%E6%A5%AD%E7%AE%A1%E6%B2%BB%E5%B8%B8%E8%A6%8F%E5%AE%88%E5%89%87) The Company complied with the Corporate Governance Code, with the exception of the combined Chairman and CEO roles, as a suitable CEO candidate is still being sought - The Company complied with the Corporate Governance Code, except for the non-segregation of the roles of Chairman and Chief Executive Officer, as a suitable candidate is still being sought[114](index=114&type=chunk) [Audit Committee](index=35&type=section&id=%E5%AF%A9%E6%A0%B8%E5%A7%94%E5%93%A1%E6%9C%83) The Audit Committee reviewed the annual results, and the Group's consolidated accounts received an unqualified opinion from the auditor - The Audit Committee reviewed the annual results, and the auditor issued an **unqualified opinion** on the consolidated accounts[115](index=115&type=chunk) [Auditor's Scope of Work](index=35&type=section&id=%E6%A0%B8%E6%95%B8%E5%B8%AB%E7%9A%84%E5%B7%A5%E4%BD%9C%E7%AF%84%E5%9C%8D) The auditor confirmed consistency between preliminary announcement figures and draft financial statements but provided no assurance on the announcement itself - The auditor confirmed that the figures in the preliminary announcement were consistent with the draft consolidated financial statements, but **no assurance was provided on the preliminary announcement**[116](index=116&type=chunk) [Information Required by Section 436 of the Companies Ordinance](index=35&type=section&id=%E5%85%AC%E5%8F%B8%E6%A2%9D%E4%BE%8B%E7%AC%AC436%E6%A2%9D%E8%A6%8F%E5%AE%9A%E7%9A%84%E8%B3%87%E6%96%99) The Company submitted its 2024 financial statements and will submit 2025's, with the auditor issuing unqualified opinions for both years - The Company has submitted its 2024 financial statements as required by the Companies Ordinance and will submit the 2025 financial statements in due course[117](index=117&type=chunk) - The auditor issued an **unqualified opinion** on the financial statements for both the 2024 and 2025 financial years[118](index=118&type=chunk)

Financial Performance - Revenue for the six months ended June 30, 2025, was HK$4,996,205, a significant increase from HK$892,649 in the same period of 2024, representing a growth of approximately 460%[11] - Gross profit for the same period was HK$185,762, compared to HK$153,448 in 2024, indicating a year-over-year increase of about 21%[11] - Operating profit rose to HK$13,205 from HK$4,980 in 2024, reflecting a growth of approximately 165%[11] - Profit for the period from continuing operations was HK$4,070, a turnaround from a loss of HK$3,071 in the previous year[11] - Basic earnings per share from continuing operations improved to HK$0.17, compared to a loss of HK$0.57 in 2024[14] - The company reported a profit before tax of HK$15,193, up from HK$2,490 in the same period last year, marking a growth of approximately 510%[11] - Profit for the period increased to HK$4,070,000 compared to HK$1,572,000 in the same period last year, representing a growth of 158.5%[15] - Total comprehensive income for the period reached HK$22,103,000, a significant improvement from a loss of HK$8,385,000 in the previous year[15] - Comprehensive income attributable to equity shareholders from continuing operations was HK$18,431,000, compared to a loss of HK$14,627,000 in the prior year[15] Expenses and Costs - Administrative expenses increased slightly to HK$85,820 from HK$82,528, indicating a controlled cost environment despite revenue growth[11] - Finance costs decreased significantly to HK$4,414 from HK$8,709, showing improved financial management[11] - Selling and distribution costs increased by 9.8% to approximately HK$96,174,000, with selling and distribution costs to revenue at approximately 9.7%[118] - Other income, gains, and losses decreased by 56.4% to approximately HK$9,437,000 from HK$21,620,000 in 2024, primarily due to a one-off government subsidy recorded in the previous year[117] Assets and Liabilities - Non-current assets totaled HK$602,426,000, slightly decreased from HK$602,786,000 at the end of 2024[18] - Current assets increased to HK$1,712,307,000 from HK$1,569,405,000, reflecting a growth of 9.1%[18] - Current liabilities rose to HK$947,004,000, up from HK$825,004,000, indicating an increase of 14.8%[18] - Total liabilities as of December 31, 2024, were HK$861,674,000, with segment liabilities in machinery amounting to HK$445,986,000[61] - The consolidated total liabilities were HK$982,113,000, with segment liabilities for machinery manufacturing at HK$494,142,000[58] Cash Flow and Financing - Net cash used in operating activities for the six months ended June 30, 2025, was HK$58,413,000, compared to HK$4,367,000 for the same period in 2024, indicating a significant increase in cash outflow[25] - Cash used in investing activities totaled HK$33,884,000 for the six months ended June 30, 2025, slightly down from HK$34,388,000 in 2024[25] - The company repaid bank loans amounting to HK$101,325,000 during the six months ended June 30, 2025, compared to HK$132,644,000 in the same period of 2024, reflecting a decrease in loan repayments[25] - New bank loans raised during the same period were HK$127,001,000, a decrease from HK$136,453,000 in 2024[25] - The net decrease in cash and cash equivalents was HK$73,898,000 for the six months ended June 30, 2025, compared to HK$90,571,000 in 2024, showing an improvement in cash management[25] - Total outstanding bank borrowings as of June 30, 2025, amounted to approximately HK$141,590,000, an increase from HK$115,259,000 as of December 31, 2024[161] Market and Sales Performance - Revenue from the sale of goods increased to HK$991,703,000 in 2025, up from HK$888,700,000 in 2024, reflecting a growth of 11.6%[44] - Revenue from contracts with customers reached HK$994,005,000, compared to HK$890,301,000 in the previous year, marking a growth of 11.7%[48] - The segment revenue for industrial consumables was HK$246,375,000, a significant increase of 40.5% from HK$175,319,000 in 2024[56] - Revenue from Mainland China increased to HK$894,064,000 for the six months ended June 30, 2025, compared to HK$768,345,000 in the same period of 2024, reflecting a growth of approximately 16.4%[63] - The company reported a decrease in revenue from Hong Kong, which fell to HK$13,827,000 in 2025 from HK$15,083,000 in 2024[63] Strategic Initiatives and Future Outlook - The Group plans to enhance customization and innovative design capabilities in the second half of the year to improve product performance and consumer experience[140] - The company is expanding its overseas marketing team to increase export sales share, with a focus on high-quality domestically produced specialized machinery[134] - The Group anticipates continued challenges in the market for the second half of the year, with demand in various sectors expected to slow down[164] - The Group will invest more resources in the machinery manufacturing business to capitalize on the growth of high-quality Chinese manufacturing industrial equipment[183] - The Group plans to enhance research and development efforts for customized solutions in niche markets, particularly in improving production efficiency and optimizing energy efficiency[188] Employee and Governance - The Group's workforce consisted of 1,776 employees as of June 30, 2025, with a gender ratio of 30:70[176] - The Board did not recommend the payment of an interim dividend for the six months ended June 30, 2025[189] - There were no material acquisitions or disposals by the Group during the six months ended June 30, 2025[170]

Financial Performance - The Group's revenue for the six months ended June 30, 2025, decreased by approximately 19.7% to approximately HK$67.4 million from approximately HK$83.9 million in the same period of 2024[14]. - The Group recorded a net loss of approximately HK$24.4 million for the Period, compared to a net profit of approximately HK$4.5 million for the corresponding period in 2024[14]. - For the six months ended June 30, 2025, the total revenue decreased to approximately HK$67.4 million from HK$83.9 million in the same period of 2024, representing a decline of 19.7%[42]. - The gross profit dropped significantly from approximately HK$20.9 million and a gross profit margin of 24.9% in 2024 to approximately HK$1.9 million and 2.8% in 2025, indicating a substantial decrease in profitability[43][45]. - The Group reported a loss before income tax of HK$23,912,000 for the six months ended June 30, 2025, compared to a profit of HK$6,323,000 for the same period in 2024[188]. - The Company reported a net loss of HK$22,761,000 for the six months ended June 30, 2025, compared to a net loss of HK$894,000 for the same period in 2024[161]. - Total comprehensive loss for the period was HK$23,279,000, down from a total comprehensive income of HK$4,403,000 in the previous year[150]. Revenue Breakdown - Revenue from Future Energy Auckland Limited, acquired in July 2024, amounted to approximately HK$26.6 million, representing an increase of nearly 20% compared to approximately HK$22.7 million in the second half of last year[15]. - The AI+ electricity trading business in Guangdong achieved revenue growth from approximately HK$4.6 million for the six months ended June 30, 2024, to approximately HK$7.3 million for the Period[16]. - Revenue from the Green Power Energy Business was HK$24,324,000, while the BMU Systems Business generated HK$43,053,000 for the six months ended June 30, 2025[188]. - The Group's revenue from Hong Kong decreased to HK$41,563,000 for the six months ended June 30, 2025, down from HK$76,196,000 in 2024[184]. - The Group's revenue from New Zealand was HK$26,577,000 for the six months ended June 30, 2025, with no revenue reported in the previous year[184]. Expenses and Losses - Administrative expenses surged to approximately HK$27.1 million in 2025, up from HK$12.7 million in 2024, primarily due to the development of the Green Power Energy Business and the acquisition of a renewable energy business in New Zealand[48][53]. - Total administrative expenses increased to HK$27,137,000 in 2025 from HK$12,744,000 in 2024, reflecting a rise of 112.5%[147]. - The segment results for the Green Power Energy Business showed a loss of HK$17,292,000 for the six months ended June 30, 2025, compared to a profit of HK$542,000 in 2024[188]. - Operating loss for the six months ended June 30, 2025, was HK$21,666,000, compared to an operating profit of HK$7,870,000 in 2024[147]. Financial Position - The gearing ratio improved to 37.7% as of June 30, 2025, down from 78.6% as of December 31, 2024[10]. - The Group's monetary assets decreased to approximately HK$63.6 million as of June 30, 2025, down from approximately HK$67.9 million as of December 31, 2024[57][61]. - As of June 30, 2025, the Group's total borrowings amounted to approximately HK$41.6 million, a decrease from approximately HK$79.7 million as of December 31, 2024[64]. - The Group's net debt-to-equity ratio improved significantly from 20.2% as of December 31, 2024, to a net cash position as of June 30, 2025, due to loan capitalisation[66]. - The Group's total liabilities decreased significantly to HK$107,705,000 as of June 30, 2025, from HK$139,898,000 as of December 31, 2024, a reduction of approximately 23.0%[155]. - Equity attributable to owners of the company increased to HK$135,062,000 as of June 30, 2025, compared to HK$108,088,000 as of December 31, 2024, marking an increase of about 24.9%[153]. Shareholder Information - The Group completed a placing of 124,800,000 new shares at a price of HK$0.138 per share, raising net proceeds of approximately HK$16.4 million[73]. - The company entered into a subscription agreement with Treasure Ship to issue 188,370,000 shares at a subscription price of HK$0.172 per share[84]. - As of June 30, 2025, the total number of shares issued by the company was 937,170,000[118]. - Mr. Lin Zhang holds 219,205,000 shares, representing 23.39% of the total shareholding[115]. - Mr. Kwan Kam Tim holds 34,500,000 shares, representing 3.68% of the issued shares of the company[108]. Strategic Initiatives - The Group plans to achieve a total installed capacity of 10-20 GW in Southeast Asia within the next five years, focusing on renewable energy generation projects[33]. - Management believes that the Green Power Energy Business will become the core growth driver, continuously generating sustainable long-term value and competitive advantages[37]. - The Group will continue to optimize strategies and explore new market opportunities to enhance operational performance[29]. Corporate Governance - The company has complied with all applicable code provisions as set out in the Corporate Governance Code[93]. - The audit committee has reviewed the unaudited interim condensed consolidated financial information for the period[102]. - The Board does not recommend the payment of an interim dividend for the six months ended 30 June 2025, consistent with the previous year[83].

Tian Cheng Holdings Limited 天成控股有限公司 （於開曼群島註冊成立的有限公司） (incorporated in the Cayman Islands with limited liability) Stock code 股份代號: 2110 2024/2025 ANNUAL REPORT 年 度 報 告 Tian Cheng Holdings Limited 天成控股有限公司 2024/2025 Tian Cheng Holdings Limited 天 成 控 股 有 限 公 司 年 度 報 告 CONTENTS 目錄 | Corporate Information 公司資料 | 2 | | --- | --- | | Chairman's Statement 主席報告 | 5 | | Management Discussion and Analysis 管理層討論與分析 | 7 | | Biographical Details of Directors and Senior Management 董事及高級管理層履歷詳情 | 14 | | Directors' Report ...