Operational Efficiency and Strategy - The company achieved significant operational efficiency by implementing a "focus, optimize, accelerate, and expand" strategy, resulting in a substantial reduction in operating costs during the reporting period[7]. - The company has successfully reduced operational costs while expanding its strategic partnerships and advancing new drug approvals[7]. - The company successfully achieved a light-asset operation model, effectively reducing operational costs while actively promoting strategic collaborations, including a proposed merger with Yiteng Pharmaceutical[24]. Drug Development and Approvals - The innovative drug, Laroisilib (GB491), received approval from the National Medical Products Administration (NMPA) on May 27, 2025, for treating HR+/HER2- locally advanced or metastatic breast cancer[7]. - The company reported that the Phase III clinical trial for Laroisilib in combination with Letrozole met its primary endpoint, leading to NMPA approval for its new drug application on May 27, 2025[11]. - GB268, an innovative trispecific antibody targeting PD-1, VEGF, and CTLA-4, completed GLP toxicology studies and received IND approval from NMPA on July 17, 2025[12]. - The NDA for GB491 was accepted by NMPA on March 28, 2023, for use in specific breast cancer treatments, and it was approved for marketing on May 27, 2025[27]. - GB268 completed two batches of GMP pilot production in the first half of 2025, showing good batch-to-batch consistency, high purity, and stability, with clinical research use approved[28]. - GB263T's I/II clinical trial has completed the dose escalation phase, showing promising efficacy at treatment doses of 1,260-1,680 mg in non-small cell lung cancer patients[28]. Financial Performance - Total revenue for the reporting period was approximately RMB 32.2 million, primarily due to a licensing and equity agreement with TRC 2004, Inc., while for the six months ending June 30, 2024, it was approximately RMB 14.5 million[23]. - Total comprehensive loss for the reporting period was approximately RMB 54.3 million, while for the six months ending June 30, 2024, it was approximately RMB 141.0 million, primarily due to reduced expenses[23]. - The company reported a net loss of approximately RMB 54.4 million for the reporting period, a decrease from a net loss of about RMB 135.1 million for the six months ended June 30, 2024[72]. - Revenue for the six months ended June 30, 2025, was RMB 32,245,000, compared to RMB 14,470,000 for the same period in 2024, representing a growth of 123.5%[189]. - The net loss for the period was RMB 54,373,000, compared to RMB 135,055,000 in the previous year, a reduction of 59.8%[189]. Strategic Collaborations and Mergers - The company entered into a merger agreement with Eton Pharmaceuticals on September 13, 2024, aiming to enhance R&D capabilities and market expansion through synergistic effects[8]. - The company has submitted a new listing application related to the proposed merger with Eton Pharmaceuticals to the Hong Kong Stock Exchange on April 15, 2025[8]. - The company aims to enhance its market competitiveness through deep integration across R&D, sales, production, and finance following the proposed merger[8]. - On September 13, 2024, the company entered into a merger agreement with Yiteng Pharmaceutical, with the original shareholders of Yiteng expected to hold approximately 77% of the enlarged issued shares post-merger[25]. - The company and Yiteng Pharmaceutical are processing regulatory feedback regarding the merger and new listing application, with updates expected[25]. Research and Development - The company is focused on core pipeline development and new drug approvals, with significant progress in clinical trials and regulatory submissions[11]. - The company is actively pursuing strategic collaborations and pipeline advancements, including the development of two trispecific antibodies in partnership with Eton Pharmaceuticals[9]. - The company has completed multiple preclinical candidate compound developments, focusing on first-in-class (FIC) and best-in-class (BIC) potential targets[16]. - The company is in the discovery phase for several undisclosed candidate molecules, indicating ongoing innovation efforts[18]. - The company is advancing the localization of GB491 production technology and has begun preparations for its commercialization[41][42]. Clinical Trial Results - GB261 (CD20/CD3) has shown promising efficacy and good safety in I/II clinical trials for lymphoma, with initial results presented at the 65th ASH Annual Meeting[13]. - GB261's I/II clinical trial results were presented at the 65th American Society of Hematology (ASH) annual meeting, showcasing its superior safety and efficacy balance in B-NHL patients who failed multiple prior therapies[49]. - The LEONARDA-1 clinical trial showed that GB491 combined with Fulvestrant significantly reduced the risk of disease progression and death by over 50% in patients previously treated with endocrine therapy[39]. - GB263T demonstrated an objective response rate (ORR) of 28.6% in patients with EGFR-sensitive mutations who progressed after third-generation TKI treatment, with some patients showing benefits for over 12 months[54]. Cost Management and Efficiency - Research and development expenses for the reporting period were approximately RMB 74.6 million, while for the six months ending June 30, 2024, it was approximately RMB 109.7 million, with the decrease mainly attributed to reduced employee benefits and lower new drug development and clinical trial expenses[23]. - Administrative expenses decreased by 34.8% from approximately RMB 38.5 million to about RMB 25.1 million, primarily due to reduced employee benefits expenses[69]. - Continuous optimization of CMC quality and efficiency has led to reduced production costs and improved supply chain stability[31]. - The CMC team is optimizing production processes and reducing costs through domestic sourcing of materials, enhancing supply chain stability and improving cash flow efficiency[53]. Stock Options and Incentives - The total number of unexercised stock options as of June 30, 2025, is 3,162,832 shares, with 59,000 shares exercised during the reporting period[109]. - The maximum number of shares that can be received by Mr. Wong under various share option plans is 1,250,000 shares[96]. - The maximum number of shares that can be received by Dr. Guo under various share option plans is 9,756,861 shares[96]. - The exercise price for stock options granted ranges from $0.0002 to $2 per share, with various vesting periods based on performance milestones[107]. - The plan aims to incentivize selected participants through the post-IPO stock option plan to contribute to its growth and development[111]. Future Outlook and Plans - The company is focusing on potential global oncology and autoimmune disease FIC and BIC innovative pipelines, aiming to address unmet medical needs in China and globally[64]. - The application and negotiation for the inclusion of GB491 in the national medical insurance catalog are expected to be completed by the end of 2025, with commercialization anticipated before the end of 2025[64]. - The company plans to submit a new listing application for the proposed merger to the Stock Exchange, expected to be completed in the second half of 2025[64].

（於中華人民共和國註冊成立的股份有限公司） (A joint stock company incorporated in the People's Republic of China with limited liability) Stock Code 股份代號 : 6806.HK 000166.SZ 公司制定2025年度利潤分配方案時，將考慮本次已派發的中期利潤分配金額。如在本利潤分配方案披露之日起至 實施權益分派股權登記日期間，公司總股本發生變動的，公司擬維持分配總額不變，相應調整每股分配比例。 此預案尚需提請公司股東大會審議批准。 2025 INTERIM REPORT 中期報告 重要提示 第一節 重要提示、目錄和釋義 備查文件目錄 中期報告 2025 申萬宏源集團股份有限公司 3 一、 中期財務資料審閱報告文本（H股）。 二、 報告期內公開披露過的所有公司文件的正本及公告的原稿。 三、 在其他證券市場公佈的中期報告。 中期報告 2025 申萬宏源集團股份有限公司 1 一、 本公司董事會、監事會及董事、監事、高級管理人員保證中期報告內容的真實、準確、完整，不存在虛假記 載、誤導性陳述或重大遺漏，並承擔個 ...

[Company Information](index=3&type=section&id=Company%20Information) [Board of Directors and Key Personnel](index=3&type=section&id=Board%20of%20Directors%20and%20Key%20Personnel) This section details Sincere Company Limited's board members, committee structures, and key corporate personnel including auditors and bankers - Board members include Executive Directors Dr. Lam Hiu Lo (Chairman), Ms. So Kiu Wah (Chief Executive Officer), Dr. Yu Lai; Non-executive Director Dr. Tai Tak Fung; Independent Non-executive Directors Mr. Yu Leung Fai, Mr. Chung Chun Hung, Mr. Lam Lam[2](index=2&type=chunk) - The Audit Committee is chaired by Mr. Yu Leung Fai, the Remuneration Committee by Mr. Lam Lam, the Nomination Committee by Mr. Chung Chun Hung, and the Executive Committee by Dr. Lam Hiu Lo[2](index=2&type=chunk) - The independent auditor is Grant Thornton Hong Kong Limited, and principal bankers include DBS Bank (Hong Kong) Limited and Bank of China (Hong Kong) Limited[2](index=2&type=chunk) [Unaudited Condensed Consolidated Financial Statements](index=4&type=section&id=Unaudited%20Condensed%20Consolidated%20Financial%20Statements) [Condensed Consolidated Statement of Profit or Loss](index=4&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss) This section presents the condensed consolidated statement of profit or loss for the six months ended June 30, 2025, showing a slight revenue decrease but a narrower loss for the period Key Data from Condensed Consolidated Statement of Profit or Loss | Metric | H1 2025 (HK$ thousand) | H1 2024 (HK$ thousand) | | :--- | :--- | :--- | | Revenue | 64,308 | 65,050 | | Cost of sales | (33,904) | (29,116) | | Other income and net gains | 10,180 | 10,368 | | Selling and distribution expenses | (34,155) | (33,476) | | General and administrative expenses | (24,126) | (25,091) | | Finance costs | (8,073) | (14,275) | | Loss before income tax | (26,462) | (26,662) | | Loss for the period | (26,468) | (26,662) | | Loss per share attributable to owners of the Company (basic and diluted) | (0.02) HK$ | (0.02) HK$ | - Loss for the period slightly decreased from **HK$26,662 thousand** in the same period of 2024 to **HK$26,468 thousand** in 2025, primarily due to a significant decrease in finance costs[4](index=4&type=chunk) [Condensed Consolidated Statement of Comprehensive Income](index=5&type=section&id=Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income) This section discloses the condensed consolidated statement of comprehensive income for the six months ended June 30, 2025, showing a total comprehensive loss of HK$26,423 thousand, a narrower loss than the prior period Key Data from Condensed Consolidated Statement of Comprehensive Income | Metric | H1 2025 (HK$ thousand) | H1 2024 (HK$ thousand) | | :--- | :--- | :--- | | Loss for the period | (26,468) | (26,662) | | Exchange differences on translation of overseas operations | 45 | 5 | | Revaluation surplus on leasehold land and buildings | – | 1,883 | | Total comprehensive loss for the period | (26,423) | (24,774) | | Attributable to owners of the Company | (25,853) | (25,415) | - In H1 2025, exchange differences on translation of overseas operations amounted to **HK$45 thousand**, while H1 2024 included a revaluation surplus of **HK$1,883 thousand** on leasehold land and buildings[5](index=5&type=chunk) [Condensed Consolidated Statement of Financial Position](index=6&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) This section presents the condensed consolidated statement of financial position as of June 30, 2025, indicating a significant increase in net current liabilities and a substantial decrease in net assets Key Data from Condensed Consolidated Statement of Financial Position | Metric | As of Jun 30, 2025 (HK$ thousand) | As of Dec 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Non-current assets | 277,125 | 266,636 | | Current assets | 73,097 | 77,306 | | Current liabilities | 268,750 | 81,536 | | Net current liabilities | (195,653) | (4,230) | | Total assets less current liabilities | 81,472 | 262,406 | | Non-current liabilities | 15,505 | 170,016 | | Net assets | 65,967 | 92,390 | | Total equity | 65,967 | 92,390 | - As of June 30, 2025, net current liabilities significantly increased to **HK$195,653 thousand** from **HK$4,230 thousand** as of December 31, 2024, mainly due to related company loans reclassified from non-current to current liabilities[6](index=6&type=chunk) - Net assets decreased from **HK$92,390 thousand** as of December 31, 2024, to **HK$65,967 thousand** as of June 30, 2025[7](index=7&type=chunk) [Condensed Consolidated Statement of Changes in Equity](index=8&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) This section illustrates the condensed consolidated statement of changes in equity for the six months ended June 30, 2025, primarily reflecting the impact of the period's loss on accumulated losses Key Data from Condensed Consolidated Statement of Changes in Equity (Attributable to Owners of the Company) | Metric | As of Jan 1, 2025 (HK$ thousand) | Loss for the Period (HK$ thousand) | Other Comprehensive Income for the Period (HK$ thousand) | As of Jun 30, 2025 (HK$ thousand) | | :--- | :--- | :--- | :--- | :--- | | Share capital | 469,977 | – | – | 469,977 | | Other reserves | 331,830 | – | 831 | 332,661 | | Investment revaluation reserve | (9,194) | – | – | (9,194) | | Accumulated losses | (746,023) | (26,684) | – | (772,707) | | Total reserves | (423,387) | (26,684) | 831 | (449,240) | | Total equity | 92,390 | (26,468) | 45 | 65,967 | - As of June 30, 2025, accumulated losses attributable to owners of the Company increased to **HK$772,707 thousand**, while total equity decreased to **HK$65,967 thousand**[8](index=8&type=chunk) [Condensed Consolidated Statement of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) This section provides the condensed consolidated statement of cash flows for the six months ended June 30, 2025, showing increased net cash outflow from operating activities and a decrease in period-end cash and cash equivalents Key Data from Condensed Consolidated Statement of Cash Flows | Metric | H1 2025 (HK$ thousand) | H1 2024 (HK$ thousand) | | :--- | :--- | :--- | | Net cash used in operating activities | (14,259) | (2,373) | | Net cash (used in) / generated from investing activities | (1,267) | 9,967 | | Net cash generated from / (used in) financing activities | 13,505 | (87,100) | | Net decrease in cash and cash equivalents | (2,021) | (79,506) | | Cash and cash equivalents at end of period | 8,926 | 13,188 | - Net cash used in operating activities increased from **HK$2,373 thousand** in the same period of 2024 to **HK$14,259 thousand** in 2025, indicating increased cash outflow pressure from operations[9](index=9&type=chunk) - Net cash from financing activities shifted from an outflow of **HK$87,100 thousand** in the same period of 2024 to an inflow of **HK$13,505 thousand** in 2025, primarily influenced by proceeds from related company loans[9](index=9&type=chunk) [Notes to the Condensed Consolidated Interim Financial Statements](index=10&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Interim%20Financial%20Statements) [1. Company Information](index=10&type=section&id=1.%20Company%20Information) This section outlines Sincere Company Limited's registration, main business scope (department stores, securities trading, life insurance), and identifies its direct and ultimate controlling shareholders - The Group's principal activities include operating department stores, securities trading, and providing life insurance, with no change in business scope during the period[10](index=10&type=chunk) - Merryland Holdings Limited is the Company's direct controlling company, with ultimate shareholders being Dr. Lam Hiu Lo (**70%** equity) and Ms. So Kiu Wah (**30%** equity)[10](index=10&type=chunk) [2. Basis of Preparation](index=10&type=section&id=2.%20Basis%20of%20Preparation) This section details the basis of preparation for the condensed consolidated interim financial statements, focusing on the going concern assumption, and outlines management's measures and shareholder support to ensure continued operations despite net current liabilities and losses - The condensed consolidated interim financial statements are prepared in accordance with Hong Kong Accounting Standard 34 'Interim Financial Reporting' issued by the HKICPA and the Listing Rules of the Stock Exchange[11](index=11&type=chunk) - As of June 30, 2025, the Group recorded a net loss of **HK$26,468 thousand**, net current liabilities of **HK$195,653 thousand**, and cash and bank balances of **HK$8,926 thousand**[15](index=15&type=chunk) - Management has implemented measures to improve profitability, control costs, reduce capital expenditure, negotiate lower rents with landlords, and identify opportunities to realize assets[15](index=15&type=chunk) - Dr. Lam Hiu Lo and Merryland Holdings have committed to providing continuous financial support to the Group for at least twelve months from June 30, 2025, and the Group has unutilized bank facilities of **HK$730 thousand** and related company loan facilities of **HK$80,392 thousand**[15](index=15&type=chunk)[16](index=16&type=chunk) [3. Adoption of New and Revised Hong Kong Financial Reporting Standards](index=13&type=section&id=3.%20Adoption%20of%20New%20and%20Revised%20Hong%20Kong%20Financial%20Reporting%20Standards) This section explains that the adoption of HKAS 21 amendment 'Lack of Exchangeability' had no material impact, and lists new but not yet effective HKFRS standards - The adoption of the HKAS 21 amendment 'Lack of Exchangeability' had no material impact on the Group's condensed consolidated interim financial statements[19](index=19&type=chunk)[20](index=20&type=chunk) - New but not yet effective standards include HKFRS 18 'Presentation and Disclosure in Financial Statements' and HKFRS 19 'Non-publicly Accountable Subsidiaries: Disclosures', which are not expected to have a material impact on the Group's financial statements[21](index=21&type=chunk) [4. Segment Information](index=14&type=section&id=4.%20Segment%20Information) This section discloses the Group's revenue, results, assets, and liabilities by operating segment (department store, securities trading, other) and geography (Hong Kong, UK, other) to assess business unit performance - The Group's operating segments include department store business (providing consumer goods), securities trading (Hong Kong and overseas securities), and other (property rental and life insurance)[22](index=22&type=chunk) Operating Segment Revenue and Results | Segment | 2025 Revenue (HK$ thousand) | 2024 Revenue (HK$ thousand) | 2025 Results (HK$ thousand) | 2024 Results (HK$ thousand) | | :--- | :--- | :--- | :--- | :--- | | Department Store Business | 64,204 | 65,279 | (23,709) | (17,309) | | Securities Trading | – | (329) | (1,253) | (1,340) | | Other | 104 | 100 | (3,415) | (3,628) | | **Total** | **64,308** | **65,050** | **(28,377)** | **(22,277)** | Geographical Segment Revenue | Region | 2025 Revenue (HK$ thousand) | 2024 Revenue (HK$ thousand) | | :--- | :--- | :--- | | Hong Kong | 64,204 | 64,949 | | UK | 104 | 101 | | **Total** | **64,308** | **65,050** | [5. Revenue, Other Income and Net Gains](index=16&type=section&id=5.%20Revenue,%20Other%20Income%20and%20Net%20Gains) This section details the Group's revenue composition, primarily from own goods and counter sales, and other income and net gains, with imputed interest from Win Dynamic grant as a major component Revenue Composition | Revenue Source | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Sales of goods – own goods | 51,460 | 48,944 | | Sales from concessionaire counters and consignment | 12,744 | 16,335 | | Net realized loss on securities trading | – | (330) | | Rental income | 104 | 101 | | **Total Revenue** | **64,308** | **65,050** | Other Income and Net Gains | Income Source | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Bank interest income | 194 | 156 | | Imputed interest income from Win Dynamic grant | 9,426 | 9,424 | | Dividends from financial assets at fair value through profit or loss | 376 | 72 | | Net exchange (loss) / gain | (31) | 26 | | Other | 215 | 690 | | **Total** | **10,180** | **10,368** | - Performance obligations for customer loyalty programs amounted to **HK$1,014 thousand** (2024: **HK$1,202 thousand**), expected to be recognized as revenue within one year[37](index=37&type=chunk) [6. Finance Costs](index=18&type=section&id=6.%20Finance%20Costs) This section discloses finance costs for the six months ended June 30, 2025, showing a significant year-on-year decrease in total finance costs, mainly due to reduced interest on bank and related company loans Finance Costs Composition | Cost Source | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Interest on bank borrowings | 179 | 2,584 | | Interest on lease liabilities | 1,031 | 910 | | Interest on other loans | 6 | 23 | | Interest on related company loans | 6,857 | 10,758 | | **Total Finance Costs** | **8,073** | **14,275** | - Total finance costs decreased by **43.4%** year-on-year, from **HK$14,275 thousand** to **HK$8,073 thousand**[40](index=40&type=chunk) [7. Loss Before Income Tax](index=18&type=section&id=7.%20Loss%20Before%20Income%20Tax) This section lists key deductions impacting the Group's loss before income tax, including employee benefits, depreciation, inventory provisions, and expected credit loss allowances Key Deductions from Loss Before Income Tax | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Employee benefits expense (excluding directors' and chief executive's emoluments) | 18,668 | 16,848 | | Depreciation | 9,831 | 16,670 | | Provision for inventories | 389 | 580 | | Expected credit loss allowance for other receivables | 632 | 626 | | Other charges relating to leased properties | 17,214 | 9,472 | - Depreciation expense decreased from **HK$16,670 thousand** in the same period of 2024 to **HK$9,831 thousand** in 2025[41](index=41&type=chunk) [8. Income Tax Expense](index=19&type=section&id=8.%20Income%20Tax%20Expense) This section explains the current income tax expense, noting no provision for Hong Kong profits tax due to no taxable profit, and other regions' taxes calculated at local rates - No provision for Hong Kong profits tax was made due to no taxable profit during the period[43](index=43&type=chunk) Income Tax Expense | Region | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Hong Kong | – | – | | Other regions | 6 | – | | **Total** | **6** | **–** | [9. Loss Per Share Attributable to Owners of the Company](index=19&type=section&id=9.%20Loss%20Per%20Share%20Attributable%20to%20Owners%20of%20the%20Company) This section calculates basic and diluted loss per share for the six months ended June 30, 2025, noting they are identical due to the absence of potential dilutive ordinary shares - For the six months ended June 30, 2025, basic and diluted loss per share attributable to owners of the Company remained flat at **HK$(0.02)**, consistent with the same period in 2024[45](index=45&type=chunk) - Loss per share is calculated based on the loss attributable to owners of the Company of **HK$26,684 thousand** (2024: **HK$27,260 thousand**) and the weighted average of **1,313,962,560** ordinary shares outstanding during the period[45](index=45&type=chunk) [10. Dividends](index=19&type=section&id=10.%20Dividends) The Board resolved not to declare an interim dividend for the six months ended June 30, 2025 - The Board resolved not to declare an interim dividend for the six months ended June 30, 2025 (2024: nil)[46](index=46&type=chunk) [11. Property, Plant and Equipment](index=19&type=section&id=11.%20Property,%20Plant%20and%20Equipment) This section discloses the net book value and period-end changes of property, plant and equipment (including owned and right-of-use assets), showing an increase in total net book value Changes in Net Book Value of Property, Plant and Equipment | Item | Owned Assets (HK$ thousand) | Right-of-Use Assets (HK$ thousand) | Total (HK$ thousand) | | :--- | :--- | :--- | :--- | | Net book value as of Jan 1, 2025 | 1,764 | 14,319 | 16,083 | | Additions | 1,397 | 274 | 1,671 | | Lease modifications | – | 13,064 | 13,064 | | Depreciation for the period | (567) | (9,264) | (9,831) | | Disposals/write-offs | (40) | – | (40) | | **Net book value as of Jun 30, 2025** | **2,554** | **18,393** | **20,947** | - Total net book value of property, plant and equipment increased from **HK$16,083 thousand** as of January 1, 2025, to **HK$20,947 thousand** as of June 30, 2025, primarily due to lease modifications[47](index=47&type=chunk) [12. Prepayments, Deposits, Other Receivables and Other Assets](index=20&type=section&id=12.%20Prepayments,%20Deposits,%20Other%20Receivables%20and%20Other%20Assets) This section details the composition of prepayments, deposits, other receivables, and other assets, with the Win Dynamic grant as a major component and an increase in expected credit loss allowance Composition of Prepayments, Deposits, Other Receivables and Other Assets | Item | As of Jun 30, 2025 (HK$ thousand) | As of Dec 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Receivable from Win Dynamic grant | 202,527 | 193,101 | | Prepayments, deposits and other receivables | 40,060 | 39,040 | | Other assets | 4,421 | 4,421 | | Expected credit loss allowance | (1,886) | (1,254) | | **Total** | **245,122** | **235,308** | | Classified as non-current portion | 224,255 | 218,630 | | Classified as current portion | 20,867 | 16,678 | - Receivable from Win Dynamic grant increased from **HK$193,101 thousand** as of December 31, 2024, to **HK$202,527 thousand** as of June 30, 2025[48](index=48&type=chunk) - Expected credit loss allowance increased from **HK$1,254 thousand** as of December 31, 2024, to **HK$1,886 thousand** as of June 30, 2025[48](index=48&type=chunk) [13. Trade Payables](index=20&type=section&id=13.%20Trade%20Payables) This section provides an aging analysis of trade payables as of June 30, 2025, showing most payables are within three months, but those aged four to six months significantly increased Aging Analysis of Trade Payables | Aging | As of Jun 30, 2025 (HK$ thousand) | As of Dec 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Current to three months | 30,394 | 38,083 | | Four to six months | 7,794 | 1,195 | | Seven to twelve months | 109 | 55 | | Over one year | 2,013 | 2,059 | | **Total** | **40,310** | **41,392** | - Trade payables aged four to six months significantly increased from **HK$1,195 thousand** as of December 31, 2024, to **HK$7,794 thousand** as of June 30, 2025[50](index=50&type=chunk) [14. Leases](index=21&type=section&id=14.%20Leases) This section outlines the Group's lease contracts as a lessee and discloses the carrying amount and period-end changes of lease liabilities, indicating an increase in total lease liabilities - The Group holds lease contracts for shops and warehouses used in its operations, typically with lease terms ranging from **1 to 3 years**, and some contracts include extension and termination options[52](index=52&type=chunk) Changes in Carrying Amount of Lease Liabilities | Item | H1 2025 (HK$ thousand) | Year ended Dec 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Beginning of period/year | 13,643 | 11,913 | | Accreted interest recognized during the period/year | 1,031 | 1,609 | | Payments | (9,843) | (31,997) | | Additions | 274 | 9,389 | | Lease modifications | 13,064 | 22,729 | | **End of period/year** | **18,169** | **13,643** | | Within one year | 9,597 | 7,319 | | Second to fifth year | 8,572 | 6,324 | - Total lease liabilities increased from **HK$13,643 thousand** at year-end 2024 to **HK$18,169 thousand** as of June 30, 2025, primarily due to lease modifications[54](index=54&type=chunk) [15. Bank Borrowings, Other Loans and Related Company Loans](index=22&type=section&id=15.%20Bank%20Borrowings,%20Other%20Loans%20and%20Related%20Company%20Loans) This section details the terms, interest rates, maturity, and collateral of the Group's bank borrowings, other loans, and related company loans, highlighting related company loans as a primary funding source Bank Borrowings | Type | Effective Interest Rate | Maturity Date | As of Jun 30, 2025 (HK$ thousand) | As of Dec 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | :--- | :--- | | Secured bank borrowings | HIBOR+1.0% | 2025 | 8,834 | 8,572 | | **Analyzed as: within one year or on demand** | | | **8,834** | **8,572** | - The Group's bank borrowings and facilities are secured by bank balances and time deposits of **HK$11,103 thousand** (December 31, 2024: **HK$11,216 thousand**)[55](index=55&type=chunk) - Related company loans (provided by companies owned **70%** by Dr. Lam and **30%** by Ms. So) are unsecured, bear interest at HIBOR plus **5%** per annum, and are repayable by March 20, 2026[58](index=58&type=chunk) [16. Share Capital](index=23&type=section&id=16.%20Share%20Capital) This section discloses the Company's issued and fully paid share capital, noting no changes for the six months ended June 30, 2025 Share Capital Information | Item | As of Jun 30, 2025 (HK$ thousand) | As of Dec 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Issued and fully paid: 1,313,962,560 ordinary shares | 469,977 | 469,977 | - There were no changes in the Company's share capital for the six months ended June 30, 2025[59](index=59&type=chunk) [17. Related Party Transactions](index=24&type=section&id=17.%20Related%20Party%20Transactions) This section lists significant related party transactions, including professional fees, interest expenses, handling fees, goods sales, and sales commissions, and discloses key management personnel remuneration Related Party Transactions | Transaction Type | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Professional fees paid to fellow subsidiaries | – | 993 | | Interest expense on related company loans | 6,857 | 10,758 | | Handling fees paid to related companies | 1,050 | 1,163 | | Expenses paid to related companies | 1,281 | 1,507 | | Sales of goods to related companies | 70 | 430 | | Sales commissions | 282 | 394 | Key Management Personnel Remuneration | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Short-term employee benefits | 342 | 342 | | Pension contributions | – | – | | **Total** | **342** | **342** | - Interest expense on related company loans decreased from **HK$10,758 thousand** in the same period of 2024 to **HK$6,857 thousand** in 2025[60](index=60&type=chunk) [18. Fair Value Hierarchy of Financial Instruments](index=25&type=section&id=18.%20Fair%20Value%20Hierarchy%20of%20Financial%20Instruments) This section provides the fair value hierarchy for the Group's financial instruments, including equity investments at fair value through other comprehensive income and financial assets at fair value through profit or loss, detailing valuation techniques and significant unobservable inputs for Level 3 measurements Assets Measured at Fair Value | Item | Level 1 (HK$ thousand) | Level 2 (HK$ thousand) | Level 3 (HK$ thousand) | Total (HK$ thousand) | | :--- | :--- | :--- | :--- | :--- | | **As of Jun 30, 2025** | | | | | | Equity investments at fair value through other comprehensive income | – | – | 6,165 | 6,165 | | Financial assets at fair value through profit or loss | – | 178 | – | 178 | | Other assets | – | 2,000 | – | 2,000 | | **Total** | **–** | **2,178** | **6,165** | **8,343** | | **As of Dec 31, 2024** | | | | | | Equity investments at fair value through other comprehensive income | – | – | 6,165 | 6,165 | | Financial assets at fair value through profit or loss | – | 846 | – | 846 | | Other assets | – | 2,000 | – | 2,000 | | **Total** | **–** | **2,846** | **6,165** | **9,011** | - Equity investments measured at Level 3 fair value use the market approach, adjusted for a **20.4%** discount for lack of marketability[67](index=67&type=chunk) - A **3%** increase/(decrease) in unobservable inputs would result in a (decrease)/increase in other comprehensive income of **HK$201 thousand**[67](index=67&type=chunk) [19. Commitments and Contingent Liabilities](index=27&type=section&id=19.%20Commitments%20and%20Contingent%20Liabilities) This section discloses the Group's outstanding commitments at the end of the reporting period, primarily irrevocable letters of credit Outstanding Commitments | Item | As of Jun 30, 2025 (HK$ thousand) | As of Dec 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Irrevocable letters of credit | 1,536 | 1,581 | [20. Litigation](index=27&type=section&id=20.%20Litigation) This section details significant litigation between the Group and Win Dynamic regarding deed validity and payment, including Win Dynamic's claim of invalidity, a High Court injunction, and mutual claims and defenses, with no trial date yet set - Win Dynamic executed a deed of gift in favor of the Company in 2020, promising approximately **HK$260,443 thousand**, but declared the deed invalid and cancelled it in February 2021[70](index=70&type=chunk)[71](index=71&type=chunk) - The High Court has issued an interim injunction restricting Win Dynamic from disposing of or reducing its assets in Hong Kong, up to the value of the WD proceeds[75](index=75&type=chunk) - The Company and Well Link have claimed against Win Dynamic and Mr. Ma King Hin, seeking specific performance of the deed and a declaration of its validity; Win Dynamic and Mr. Ma counterclaimed for a declaration of invalidity[76](index=76&type=chunk)[77](index=77&type=chunk) - As of June 30, 2025, the carrying amount of the receivable from Win Dynamic grant was **HK$200,641 thousand** (net of expected credit loss allowance), with no trial date yet fixed[85](index=85&type=chunk) [Management Discussion and Analysis](index=32&type=section&id=Management%20Discussion%20and%20Analysis) [Interim Results](index=32&type=section&id=Interim%20Results) This section outlines the Group's main business performance during the review period (H1 2025), including department store operations, securities trading, and life insurance provision - The Group's principal activities during the review period were operating department stores, securities trading, and providing life insurance[86](index=86&type=chunk) [Overall Financial Review](index=32&type=section&id=Overall%20Financial%20Review) This section summarizes the Group's overall financial performance for H1 2025, noting a slight decrease in consolidated revenue but a narrower net loss year-on-year, primarily due to a weak Hong Kong consumer and retail market and reduced finance costs Overall Financial Performance | Metric | H1 2025 (approx.) | H1 2024 (approx.) | Change (approx.) | Change % (approx.) | | :--- | :--- | :--- | :--- | :--- | | Consolidated Revenue | 64,300 HK$ thousand | 65,100 HK$ thousand | (800) HK$ thousand | (1.2%) | | Net Loss | 26,500 HK$ thousand | 26,700 HK$ thousand | (200) HK$ thousand | (0.7%) | | Gross Profit | 30,400 HK$ thousand | 35,900 HK$ thousand | (5,500) HK$ thousand | (15.3%) | - The persistently weak Hong Kong consumer and retail market led to a decline in gross profit for the department store business, but a reduction in finance costs of approximately **HK$6,200 thousand** offset some of the impact[87](index=87&type=chunk) [Revenue](index=32&type=section&id=Revenue%20(MD%26A)) This section details the Group's revenue composition and year-on-year changes for H1 2025, primarily driven by the department store business - Revenue for H1 2025 was approximately **HK$64,300 thousand**, a decrease of approximately **HK$800 thousand** or **1.2%** compared to H1 2024[88](index=88&type=chunk) - Revenue primarily derived from department store operations, amounting to approximately **HK$64,200 thousand** (H1 2024: approximately **HK$65,300 thousand**)[88](index=88&type=chunk) [Other Income and Net Gains](index=32&type=section&id=Other%20Income%20and%20Net%20Gains%20(MD%26A)) This section explains the sources of other income and net gains for H1 2025, primarily from imputed interest on the Win Dynamic grant - Other income and net gains for H1 2025 were approximately **HK$10,200 thousand**, a decrease of approximately **HK$200 thousand** or **1.9%** compared to H1 2024[89](index=89&type=chunk) - Primarily from imputed interest on the Win Dynamic grant, amounting to approximately **HK$9,400 thousand** (H1 2024: approximately **HK$9,400 thousand**)[89](index=89&type=chunk) [Selling and Distribution Expenses](index=33&type=section&id=Selling%20and%20Distribution%20Expenses) This section analyzes the composition and year-on-year increase in selling and distribution expenses for H1 2025, mainly due to higher employee benefits expenses - Selling and distribution expenses for H1 2025 were approximately **HK$34,200 thousand**, an increase of approximately **HK$700 thousand** or **2.1%** compared to H1 2024[90](index=90&type=chunk) - The increase was mainly due to higher employee benefits expenses of approximately **HK$1,100 thousand**[90](index=90&type=chunk) - Key components include depreciation expenses of approximately **HK$8,100 thousand** (H1 2024: approximately **HK$16,400 thousand**) and short-term lease expenses and other occupancy costs of approximately **HK$15,500 thousand** (H1 2024: approximately **HK$7,400 thousand**)[90](index=90&type=chunk) [General and Administrative Expenses](index=33&type=section&id=General%20and%20Administrative%20Expenses) This section analyzes the composition and year-on-year decrease in general and administrative expenses for H1 2025, mainly due to reduced trademark registration fees, partially offset by increased depreciation related to leased warehouses - General and administrative expenses for H1 2025 were approximately **HK$24,100 thousand**, a decrease of approximately **HK$1,000 thousand** or **4.0%** compared to H1 2024[91](index=91&type=chunk) - The decrease was mainly due to no trademark registration fees in H1 2025 (H1 2024: approximately **HK$2,300 thousand**)[91](index=91&type=chunk) [Finance Costs](index=33&type=section&id=Finance%20Costs%20(MD%26A)) This section explains the significant year-on-year decrease in finance costs for H1 2025, primarily due to reduced interest expenses on bank borrowings and related company loans - Finance costs for H1 2025 were approximately **HK$8,100 thousand**, a decrease of approximately **HK$6,200 thousand** or **43.4%** compared to H1 2024[92](index=92&type=chunk) - The decrease was mainly due to reduced interest expenses on bank borrowings of approximately **HK$2,400 thousand** and related company loans of approximately **HK$3,900 thousand**[92](index=92&type=chunk) [Loss Attributable to Owners of the Company](index=33&type=section&id=Loss%20Attributable%20to%20Owners%20of%20the%20Company%20(MD%26A)) This section reports the year-on-year decrease in loss attributable to owners of the Company for H1 2025 - Loss attributable to owners of the Company for H1 2025 was approximately **HK$26,700 thousand**, a decrease of approximately **HK$600 thousand** or **2.2%** compared to H1 2024[93](index=93&type=chunk) [Business Review](index=34&type=section&id=Business%20Review) This section provides a detailed review of the Group's business segment performance, including decreased revenue and increased loss in department store operations, and the loss situation in securities trading [Department Store Business](index=34&type=section&id=Department%20Store%20Business) The department store business saw decreased revenue and increased segment loss in H1 2025, primarily due to a weak Hong Kong retail market, extended promotions, and price reductions, though inventory levels declined - Department store business revenue for H1 2025 was approximately **HK$64,200 thousand**, a decrease of approximately **1.7%** compared to H1 2024, with segment loss increasing to approximately **HK$23,700 thousand**, a year-on-year increase of approximately **HK$6,400 thousand** or **37.0%**[94](index=94&type=chunk) - Inventory levels decreased to approximately **HK$32,000 thousand**, a reduction of approximately **HK$5,600 thousand** or **14.9%** from December 31, 2024, primarily aimed at clearing aged inventory[94](index=94&type=chunk) [Securities Trading Business](index=34&type=section&id=Securities%20Trading%20Business) The securities trading business recorded zero net realized loss and increased net unrealized loss in H1 2025, but dividend income grew, with segment loss remaining flat - Securities trading business recorded a net realized loss of approximately **HK$nil** (H1 2024: approximately **HK$300 thousand**) and a net unrealized loss of approximately **HK$700 thousand** (H1 2024: approximately **HK$100 thousand**) in H1 2025[95](index=95&type=chunk) - Dividend income increased from approximately **HK$70 thousand** in H1 2024 to approximately **HK$400 thousand** in H1 2025[95](index=95&type=chunk) - Segment loss was approximately **HK$1,300 thousand**, flat compared to H1 2024[95](index=95&type=chunk) [Prospects](index=34&type=section&id=Prospects) This section anticipates continued challenges for Hong Kong's retail sector from weak consumer markets and online shopping trends, but the Group remains optimistic with flexible strategies and major shareholder support - Hong Kong's retail sector is expected to continue facing challenges from a weak consumer and retail market and increasing customer preference for online shopping[96](index=96&type=chunk) - The Group will continue to monitor and flexibly adjust its department store business strategies to navigate the challenging operating environment[96](index=96&type=chunk) - With the support of Dr. Lam and Merryland Holdings, the Board remains optimistic about the Group's prospects[97](index=97&type=chunk) [Liquidity and Financial Resources](index=35&type=section&id=Liquidity%20and%20Financial%20Resources) This section discloses the Group's cash balances, bank borrowings, related company loans, and net current liabilities, analyzes changes in liquidity and capital-to-debt ratios, and reiterates management's measures to improve profitability and liquidity Key Data on Liquidity and Financial Resources | Metric | H1 2025 (approx.) | H1 2024 (approx.) | | :--- | :--- | :--- | | Cash and bank balances, pledged bank balances and deposits | 20,000 HK$ thousand | 22,200 HK$ thousand | | Of which pledged | 11,100 HK$ thousand | 11,200 HK$ thousand | | Unpledged cash and bank balances | 8,900 HK$ thousand | 10,900 HK$ thousand | | Interest-bearing bank borrowings | 8,800 HK$ thousand | 8,600 HK$ thousand | | Utilized related company loans | 179,600 HK$ thousand | 157,600 HK$ thousand | | Net current liabilities | 195,700 HK$ thousand | 4,200 HK$ thousand | | Equity attributable to owners of the Company | 20,700 HK$ thousand | 46,600 HK$ thousand | | Current Ratio | 0.27 | 0.95 | | Capital-to-debt Ratio | 314% | 195% | - Net current liabilities significantly increased from approximately **HK$4,200 thousand** as of December 31, 2024, to approximately **HK$195,700 thousand** as of June 30, 2025; the current ratio decreased from **0.95** to **0.27**, and the capital-to-debt ratio increased from **195%** to **314%**[99](index=99&type=chunk) - Management is implementing measures to improve profitability, control operating costs, reduce capital expenditure, negotiate lower rents with landlords, and identify opportunities to realize assets, aiming to enhance operational performance and mitigate liquidity risk[99](index=99&type=chunk) [Exchange Rate Risk](index=35&type=section&id=Exchange%20Rate%20Risk) This section notes that some of the Group's products are imported from Europe and settled in Euros, with management monitoring exchange rate risk and considering hedging if significant risks arise - Some of the Group's products are imported from Europe and settled in Euros. Currently, there is no exchange rate hedging policy[100](index=100&type=chunk) - Management will continue to closely monitor exchange rate risk and consider hedging if significant risks arise[100](index=100&type=chunk) [Other Information](index=36&type=section&id=Other%20Information) [Employees and Remuneration Policy](index=36&type=section&id=Employees%20and%20Remuneration%20Policy) This section discloses the Group's employee headcount, remuneration package (basic salary, discretionary bonuses, sales commissions), and staff welfare policies - As of June 30, 2025, the Group had **191** employees (December 31, 2024: **199** employees)[101](index=101&type=chunk) - The remuneration package includes basic salaries, discretionary bonuses based on individual performance, and a sales commission scheme linked to sales targets for sales personnel[101](index=101&type=chunk) - Employee benefits include a defined benefit retirement plan, Mandatory Provident Fund scheme, staff purchase discounts, medical and training subsidies[101](index=101&type=chunk) [Interim Dividends](index=36&type=section&id=Interim%20Dividends%20(Other%20Info)) The Board has resolved not to declare an interim dividend for H1 2025 - The Board has resolved not to declare an interim dividend for H1 2025[102](index=102&type=chunk) [Major Shareholders](index=36&type=section&id=Major%20Shareholders) This section lists the shareholdings of the Company's major shareholder, Merryland Holdings Limited, and its ultimate controlling shareholders, Dr. Lam Hiu Lo and Ms. So Kiu Wah Major Shareholders' Shareholdings | Name | Capacity | Number of Shares | Approx. % of Issued Shares | | :--- | :--- | :--- | :--- | | Merryland Holdings Limited | Beneficial owner | 985,471,362 | 75.00% | - Dr. Lam Hiu Lo holds **70%** equity in Merryland Holdings, and Ms. So Kiu Wah holds **30%** equity, both are deemed to have interests in the shares held by Merryland Holdings[103](index=103&type=chunk) [Directors' and Chief Executive's Interests in Shares](index=37&type=section&id=Directors'%20and%20Chief%20Executive's%20Interests%20in%20Shares) This section discloses the interests of directors and the chief executive in the Company's shares, primarily held through controlled corporations and spousal interests, confirming no benefits from acquiring company shares or debentures during the period Directors' Long Positions in Shares | Director's Name | Capacity | Total Interest | Approx. % of Issued Shares | | :--- | :--- | :--- | :--- | | Dr. Lam Hiu Lo | Interest in controlled corporation | 985,471,362 | 75.00% | | Ms. So Kiu Wah | Spousal interest | 985,471,362 | 75.00% | - Dr. Lam Hiu Lo is deemed to have an interest in **985,471,362** shares of the Company by virtue of owning **70%** of the issued share capital of Merryland Holdings[106](index=106&type=chunk) - Ms. So Kiu Wah, as the spouse of Dr. Lam Hiu Lo, is deemed to have an interest in the shares in which Dr. Lam Hiu Lo is deemed to have an interest[106](index=106&type=chunk) [Directors' Interests in Transactions, Arrangements or Contracts](index=38&type=section&id=Directors'%20Interests%20in%20Transactions,%20Arrangements%20or%20Contracts) This section states that, apart from related party transactions disclosed in Note 17 to the condensed consolidated interim financial statements, no directors or their related entities had significant interests in material transactions, arrangements, or contracts with the Company or its subsidiaries during H1 2025 - Apart from the disclosed related party transactions, no directors had significant interests in material transactions, arrangements, or contracts with the Group during the period[107](index=107&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=38&type=section&id=Purchase,%20Sale%20or%20Redemption%20of%20the%20Company's%20Listed%20Securities) This section states that neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during H1 2025 - Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during H1 2025[108](index=108&type=chunk) [Directors' Interests in Competing Businesses](index=38&type=section&id=Directors'%20Interests%20in%20Competing%20Businesses) This section states that, during H1 2025, no directors were deemed to have interests in businesses directly or indirectly competing or potentially competing with the Group's business, except for those where directors were appointed to represent the Company's and/or Group's interests - No directors had interests in businesses directly or indirectly competing or potentially competing with the Group's business during the period[109](index=109&type=chunk) [Litigation](index=38&type=section&id=Litigation%20(Other%20Info)) This section reiterates that, apart from the litigation disclosed in Note 20 to the condensed consolidated interim financial statements, the Group has no other material litigation - Apart from those disclosed in Note 20 to the condensed consolidated interim financial statements, the Group has no other material litigation[110](index=110&type=chunk) [Commitments and Contingent Liabilities](index=38&type=section&id=Commitments%20and%20Contingent%20Liabilities%20(Other%20Info)) This section reiterates that, apart from the commitments disclosed in Note 19 to the condensed consolidated interim financial statements, the Group has no other material commitments or contingent liabilities - Apart from those disclosed in Note 19 to the condensed consolidated interim financial statements, the Group has no other material commitments or contingent liabilities[111](index=111&type=chunk) [Material Investments, Acquisitions and Disposals of Subsidiaries and Associates](index=38&type=section&id=Material%20Investments,%20Acquisitions%20and%20Disposals%20of%20Subsidiaries%20and%20Associates) This section states that the Group did not undertake any material acquisitions or disposals of subsidiaries and associates, nor made any material investments, during H1 2025 - The Group did not undertake any material acquisitions or disposals of subsidiaries and associates, nor made any material investments, during H1 2025[112](index=112&type=chunk) [Standard Code for Securities Transactions](index=39&type=section&id=Standard%20Code%20for%20Securities%20Transactions) This section states that the Company has adopted the Standard Code as set out in Appendix C3 of the Listing Rules for directors' securities transactions, and all directors confirmed compliance during H1 2025 - The Company has adopted the Standard Code as set out in Appendix C3 of the Listing Rules as the code of conduct for directors' securities transactions[113](index=113&type=chunk) - Following specific enquiries by the Company, all directors confirmed compliance with the standards set out in the Standard Code during H1 2025[113](index=113&type=chunk) [Corporate Governance](index=39&type=section&id=Corporate%20Governance) This section states that the Company complied with the Corporate Governance Code in Appendix C1 of the Listing Rules during H1 2025, except for one independent non-executive director who did not attend a general meeting due to business arrangements - The Company complied with the Corporate Governance Code as set out in Appendix C1 of the Listing Rules during H1 2025, except for code provision C.1.5[114](index=114&type=chunk) - Independent Non-executive Director Mr. Chung Chun Hung did not attend the Company's relevant general meeting in H1 2025 due to business arrangements[114](index=114&type=chunk) [Audit Committee and Review of Financial Statements](index=39&type=section&id=Audit%20Committee%20and%20Review%20of%20Financial%20Statements) This section states that the Group's Audit Committee, comprising three independent non-executive directors, reviewed the H1 2025 unaudited condensed consolidated interim financial statements, discussing accounting principles, risk management, internal controls, and financial reporting matters - The Audit Committee comprises three independent non-executive directors, with Mr. Yu Leung Fai as Chairman[115](index=115&type=chunk) - The Audit Committee, together with management, reviewed the Group's adopted accounting principles and practices, and discussed matters concerning audit, risk management, internal controls, and financial reporting, including the H1 2025 unaudited condensed consolidated interim financial statements[115](index=115&type=chunk) [Acknowledgements](index=39&type=section&id=Acknowledgements) This section conveys heartfelt gratitude from Dr. Lam Hiu Lo, Chairman of the Board, on behalf of the Board, to all employees, customers, suppliers, business partners, and shareholders

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華顯光電技術控股有限 公 司 （於百慕達註冊成立之有限公司） 2025 中期報告 2025 Interim Report China Display Optoelectronics Technology Holdings Limited China Display Optoelectronics Technology Holdings Limited 華顯光電技術控股有限 公 司 China Display Optoelectronics Technology Holdings Limited 華顯光電技術控股有限公司 Interim Report 2025 中期報告 2 公司資料 3 中期業績 28 管理層討論及分析 32 其他資料 目錄 公司資料 董事會 歐陽洪平先生 （於二零二五年七月四日辭任） 溫獻珍先生 （於二零二五年八月六日辭任） 習文波先生 王新福先生 張鋒先生 （首席執行官）（於二零二五年七月四日獲委任） 張才力先生 （於二零二五年八月六日獲委任） 獨立非執行董事 徐慧敏女士 李揚先生 徐岩先生 陽秋林女士 公司秘書 張寶文女士，香港律師 核數師 安永會計師事務所 執業會計師 香港 鰂魚涌 英 ...

公司資料 執行董事 封銀國先生 （主席） 王海寧女士 丁嘉晟先生 非執行董事 鹿譯文女士 獨立非執行董事 吳永嘉先生 梁廷育先生 孫立明先生 牟國棟博士 公司秘書 羅慶林先生 審核委員會 梁廷育先生 （主席） 吳永嘉先生 孫立明先生 薪酬委員會 孫立明先生 （主席） 梁廷育先生 封銀國先生 提名委員會 吳永嘉先生 （主席） 孫立明先生 王海寧女士 香港股份過戶登記分處 卓佳證券登記有限公司 香港 夏愨道16號 遠東金融中心17樓 主要往來銀行 星展銀行（香港）有限公司 中國工商銀行（亞洲）有限公司 中國建設銀行（亞洲）股份有限公司 上海浦東發展銀行股份有限公司 中國銀行股份有限公司 加拿大國家銀行 授權代表 封銀國先生 羅慶林先生 核數師 香港立信德豪會計師事務所有限公司 於《會計及財務匯報局條例》下的 註冊公眾利益實體核數師 執業會計師 香港 干諾道中111號 永安中心25樓 註冊辦事處 Clarendon House 2 Church Street Hamilton HM 11 Bermuda 百慕達主要股份過戶登記處 Codan Services Limited Clarendon House 2 Ch ...

[Corporate Information](index=3&type=section&id=Corporate%20Information) This section provides an overview of the company's governance structure, including board members, committees, and key administrative details [Board of Directors](index=3&type=section&id=BOARD%20OF%20DIRECTORS) Lists the names and positions of the company's executive, non-executive, and independent non-executive directors, including Chairman Mr. CHING Chi Fai - Board members include Executive Directors Mr. CHING Chi Fai (Chairman), Mr. CHING Chi Keung, Mr. LAU Tsz Kong, Mr. CHING Chun Wah, Mr. JIANG Guoxiong; Non-executive Director Ms. CHAN Yin Ching; Independent Non-executive Directors Mr. HUNG Kam Hung, Mr. SUEN Wing Chung, Mr. KWONG Wan Kit[5](index=5&type=chunk) [Committees](index=3&type=section&id=AUDIT%20COMMITTEE) Details the composition of the Audit, Nomination, Remuneration, Executive, and Investment Committees - The Audit Committee is chaired by **Mr. KWONG Wan Kit**[5](index=5&type=chunk) - The Nomination Committee is chaired by **Mr. CHING Chi Fai**[5](index=5&type=chunk) - The Remuneration Committee is chaired by **Mr. HUNG Kam Hung**[6](index=6&type=chunk) [Other Key Information](index=3&type=section&id=CHIEF%20FINANCIAL%20OFFICER%20AND%20COMPANY%20SECRETARY) Provides information on the Chief Financial Officer and Company Secretary, principal bankers, auditor, share registrar, registered and principal office, website, and stock code - The Chief Financial Officer and Company Secretary is **Mr. JIANG Guoxiong**[6](index=6&type=chunk) - Principal bankers include Bank of China (Hong Kong), The Hongkong and Shanghai Banking Corporation, Hang Seng Bank, DBS Bank (Hong Kong)[6](index=6&type=chunk) - The auditor is **PricewaterhouseCoopers**[8](index=8&type=chunk) - The company website is **www.mingfaigroup.com**, and the stock code is **03828**[9](index=9&type=chunk) [Highlights for the Six Months Ended 30 June 2025](index=5&type=section&id=Highlights%20for%20the%20six%20months%20ended%2030%20June%202025) This section summarizes the key financial performance indicators for the first half of 2025, including revenue, profit, and dividends [Financial Highlights](index=5&type=section&id=Financial%20Highlights) During the period, revenue slightly increased by **0.5% to HKD 1,028.6 million**, but gross profit and profit attributable to owners decreased by **4.5%**, with gross margin falling by **1.2 percentage points to 22.7%**, and interim dividend maintained at **3.0 HK cents per share** Key Financial Highlights for the Six Months Ended 30 June | Metric | 30 June 2025 (million HKD) | 30 June 2024 (million HKD) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 1,028.6 | 1,023.4 | 0.5% | | Gross Profit | 233.8 | 244.9 | (4.5)% | | Gross Margin | 22.7% | 23.9% | (1.2) percentage points | | Operating Profit | 59.7 | 64.0 | - | | Profit Attributable to Owners of the Company | 50.9 | 53.3 | (4.5)% | | Dividend per Share | 3.0 HK cents | 3.0 HK cents | – | [Management Discussion and Analysis](index=6&type=section&id=Management%20Discussion%20and%20Analysis) This section provides an in-depth analysis of the company's financial performance, business operations, future outlook, and human resources policies [Financial Review](index=6&type=section&id=FINANCIAL%20REVIEW) Detailed review of the Group's financial performance in H1 2025, covering revenue, gross profit, profit attributable to owners, EPS, dividends, liquidity, cash and cash equivalents, net assets, borrowings, asset pledges, gearing ratio, foreign exchange risk, and capital commitments and contingent liabilities Key Financial Highlights for the Six Months Ended 30 June 2025 | Metric | 30 June 2025 (million HKD) | 30 June 2024 (million HKD) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 1,028.6 | 1,023.4 | 0.5% | | Gross Profit | 233.8 | 244.9 | (4.5)% | | Profit Attributable to Owners of the Company | 50.9 | 53.3 | (4.5)% | | Basic EPS (HK cents) | 7.0 | 7.4 | (5.4)% | | Diluted EPS (HK cents) | 7.0 | 7.4 | (5.4)% | | Dividend per Share (HK cents) | 3.0 | 3.0 | – | - Revenue slightly increased by **0.5% to approximately HKD 1,028.6 million**, primarily driven by growth in travel amenities and operating supplies and equipment businesses, despite a decrease in healthcare and hygiene products revenue[17](index=17&type=chunk)[19](index=19&type=chunk) - Gross profit decreased by **4.5% to approximately HKD 233.8 million**, with gross margin falling by **1.2 percentage points to 22.7%**, mainly due to increased cost of sales[18](index=18&type=chunk)[20](index=20&type=chunk) - As of 30 June 2025, cash and cash equivalents increased to approximately **HKD 421.1 million** (31 December 2024: approximately HKD 328.6 million)[25](index=25&type=chunk)[31](index=31&type=chunk) Borrowing Structure (million HKD) | Borrowing Type | 30 June 2025 | 31 December 2024 | | :--- | :--- | :--- | | Secured bank borrowings with a repayment on demand clause | 15.7 | 24.2 | | Secured other borrowings without a repayment on demand clause | 2.1 | 1.9 | | **Total** | **17.8** | **26.1** | - The Group primarily faces **RMB foreign exchange risk**, currently not employing hedging policies, and manages it by increasing RMB-denominated revenue[44](index=44&type=chunk)[47](index=47&type=chunk) [Business Review](index=10&type=section&id=BUSINESS%20REVIEW) Outlines the impact of the complex and volatile global economic environment on the Group's business in H1 2025, detailing performance across travel amenities, operating supplies and equipment, and healthcare and hygiene products, including changes in revenue, gross profit, and gross margin, with revenue contributions segmented by geographical region - The global economic environment in H1 2025 was complex and volatile, with easing inflation but policy instability, surging tariffs, and geopolitical conflicts constraining economic growth, putting pressure on the Group's overall performance[50](index=50&type=chunk)[55](index=55&type=chunk) Revenue and Gross Profit Performance by Business Segment (for the six months ended 30 June 2025) | Business Segment | 2025 Revenue (million HKD) | 2024 Revenue (million HKD) | Revenue Change (%) | 2025 Gross Profit (million HKD) | 2024 Gross Profit (million HKD) | Gross Profit Change (%) | 2025 Gross Margin (%) | 2024 Gross Margin (%) | Gross Margin Change (percentage points) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Travel Amenities | 877.6 | 857.8 | 2.3% | 194.9 | 201.8 | (3.4)% | 22.2% | 23.5% | (1.3) | | Operating Supplies and Equipment | 95.7 | 82.3 | 16.3% | 22.3 | 19.4 | 14.9% | 23.3% | 23.5% | (0.2) | | Healthcare and Hygiene Products | 55.3 | 83.3 | (33.6)% | 16.6 | 23.7 | (30.0)% | 30.0% | 28.4% | 1.6 | - Travel amenities business revenue grew by **2.3%**, but gross profit decreased by **3.4%** and gross margin fell by **1.3 percentage points** due to macroeconomic instability, supply chain pressures, and intense competition[51](index=51&type=chunk)[52](index=52&type=chunk)[56](index=56&type=chunk) - Operating supplies and equipment business revenue increased by **16.3%**, with gross profit growing by **14.9%**, primarily benefiting from the growth in hotel construction in China[54](index=54&type=chunk)[58](index=58&type=chunk) - Healthcare and hygiene products business revenue significantly decreased by **33.6%**, mainly due to reduced market demand for epidemic prevention products and changes in customer purchasing behavior, yet gross margin counter-cyclically increased by **1.6 percentage points**[61](index=61&type=chunk)[62](index=62&type=chunk)[65](index=65&type=chunk) [Outlook and Strategies](index=12&type=section&id=OUTLOOK%20AND%20STRATEGIES) Outlines the Group's aim to be a leading international travel amenities and personal care products brand, committed to sustainable development, adapting operational strategies, optimizing resource allocation, leveraging its Cambodia plant to navigate trade changes, and deepening ESG practices and R&D to enhance core competitiveness - The Group aims to be a leading international brand for travel amenities and personal care products, creating value for stakeholders and supporting ecological sustainability[67](index=67&type=chunk)[71](index=71&type=chunk) - Facing global tourism opportunities and challenges, the Group will closely monitor market dynamics, flexibly adjust operational strategies and service systems, and optimize resource allocation to strengthen core competitiveness[68](index=68&type=chunk)[72](index=72&type=chunk) - The Group established a plant in Cambodia, implementing a regional diversification strategy to address tariff barriers and supply chain restructuring challenges in the international trade environment, while strengthening its business footprint in the Southeast Asian market[69](index=69&type=chunk)[73](index=73&type=chunk) - The Group remains committed to ESG (Environmental, Social, and Governance) practices, actively exploring business innovation, implementing environmentally friendly manufacturing processes, and fulfilling social and corporate responsibilities[70](index=70&type=chunk)[74](index=74&type=chunk) - The Group will continue to strengthen quality control, explore new potential customer segments, and maintain existing strategic partnerships to build lasting collaborations with excellent products and services[75](index=75&type=chunk)[78](index=78&type=chunk) - The Group will adhere to prudent management principles, optimize operations, leverage its Cambodia production base to enhance cost-effectiveness and service capabilities, and strengthen R&D to seize emerging industry opportunities[76](index=76&type=chunk)[79](index=79&type=chunk) [Employees and Remuneration Policy](index=13&type=section&id=EMPLOYEES%20AND%20REMUNERATION%20POLICY) As of 30 June 2025, the Group had approximately **7,500 employees**, with staff welfare expenses of approximately **HKD 263 million**; the remuneration policy is based on market terms and individual performance, offering various benefits and incentive programs - As of 30 June 2025, the Group's total number of employees was approximately **7,500**[77](index=77&type=chunk)[80](index=80&type=chunk) - For the six months ended 30 June 2025, staff welfare expenses (including directors' emoluments) were approximately **HKD 263.0 million**[77](index=77&type=chunk)[80](index=80&type=chunk) - Remuneration policy is regularly reviewed against market terms and individual performance, offering discretionary bonuses, social/medical insurance, share award schemes, continuous education, and training benefits[77](index=77&type=chunk)[80](index=80&type=chunk) - The Group implements KPI assessment programs and annual commendation schemes to enhance individual performance and operational efficiency[77](index=77&type=chunk)[80](index=80&type=chunk) [Corporate Governance and Other Information](index=14&type=section&id=Corporate%20Governance%20and%20Other%20Information) This section covers directors' and substantial shareholders' interests, share award schemes, corporate governance compliance, and interim dividend declarations [Directors' Interests and Short Positions in Shares, Underlying Shares and Debentures of the Company and its Associated Corporations](index=14&type=section&id=DIRECTORS%27%20INTERESTS%20AND%20SHORT%20POSITIONS%20IN%20SHARES%2C%20UNDERLYING%20SHARES%20AND%20DEBENTURES%20OF%20THE%20COMPANY%20AND%20ITS%20ASSOCIATED%20CORPORATIONS) As of 30 June 2025, discloses directors' and their associates' long positions in the company's shares, with Mr. CHING Chi Fai and his spouse collectively holding approximately **30.15%** of shares Directors' Long Positions in Shares and Underlying Shares (as at 30 June 2025) | Name of Director | Personal Interest (shares) | Family Interest (shares) | Corporate Interest (shares) | Total (shares) | Approximate % of Issued Shares | | :--- | :--- | :--- | :--- | :--- | :--- | | Mr. CHING Chi Fai | 23,690,000 | – | 197,666,200 | 221,356,200 | 30.15% | | Mr. CHING Chi Keung | 4,000,000 | – | 32,499,600 | 36,499,600 | 4.97% | | Mr. LAU Tsz Kong | 4,000,000 | – | 20,057,200 | 24,057,200 | 3.28% | | Mr. CHING Chun Wah | 3,734,000 | 775,000 | – | 4,509,000 | 0.61% | | Ms. CHAN Yin Ching | – | – | 32,499,600 | 32,499,600 | 4.43% | | Mr. HUNG Kam Hung | 600,000 | – | – | 600,000 | 0.08% | - Mr. CHING Chi Fai holds **165,166,600 shares** through his wholly-owned Prosper Well International Limited and **32,499,600 shares** through Targetwise Trading Limited, in which he holds a **30.77%** interest[83](index=83&type=chunk)[98](index=98&type=chunk) [Substantial Shareholders' and Other Persons' Interests and Short Positions in Shares and Underlying Shares of the Company](index=15&type=section&id=SUBSTANTIAL%20SHAREHOLDERS%27%20AND%20OTHER%20PERSONS%27%20INTERESTS%20AND%20SHORT%20POSITIONS%20IN%20SHARES%20AND%20UNDERLYING%20SHARES%20OF%20THE%20COMPANY) As of 30 June 2025, discloses long positions in the company's shares held by substantial shareholders and other persons (excluding directors), including Prosper Well International Limited, Ms. LO Kit Ling, Mr. David Michael WEBB, Ms. Karen Anne WEBB, Preferable Situation Assets Limited, and Member One Limited Substantial Shareholders' and Other Persons' Long Positions in Shares (as at 30 June 2025) | Name | Family Interest (shares) | Corporate Interest (shares) | Corporate Interest (Interest in controlled corporations) (shares) | Total (shares) | Approximate % of Issued Shares | | :--- | :--- | :--- | :--- | :--- | :--- | | Prosper Well International Limited | – | 165,166,600 | – | 165,166,600 | 22.49% | | Ms. LO Kit Ling | 221,356,200 | – | – | 221,356,200 | 30.15% | | Mr. David Michael WEBB | – | – | 119,920,000 | 119,920,000 | 16.33% | | Ms. Karen Anne WEBB | – | – | 119,920,000 | 119,920,000 | 16.33% | | Preferable Situation Assets Limited | – | 69,987,700 | – | 69,987,700 | 9.53% | | Member One Limited | – | 49,932,300 | – | 49,932,300 | 6.80% | - Ms. LO Kit Ling (spouse of Mr. CHING Chi Fai) is deemed to have an interest in **221,356,200 shares** held by Mr. CHING Chi Fai[98](index=98&type=chunk) - Mr. David Michael WEBB and Ms. Karen Anne WEBB jointly wholly own Preferable Situation Assets Limited and Member One Limited, collectively holding **119,920,000 shares**[92](index=92&type=chunk)[96](index=96&type=chunk) [Share Award Scheme](index=17&type=section&id=SHARE%20AWARD%20SCHEME) The company adopted a share award scheme on 23 September 2016 to recognize contributions and attract and retain talent; as of 30 June 2025, **10,424,000 shares** were available for grant under the scheme, but no shares were purchased or granted during the period - The Share Award Scheme was adopted on **23 September 2016**, aiming to recognize contributions and attract talent[99](index=99&type=chunk)[104](index=104&type=chunk) - As of 30 June 2025, the number of shares available for grant was **10,424,000 shares**[100](index=100&type=chunk)[104](index=104&type=chunk) - For the six months ended 30 June 2025, no shares were purchased by the independent trustee, nor were any shares granted to eligible persons[100](index=100&type=chunk)[104](index=104&type=chunk)[198](index=198&type=chunk)[199](index=199&type=chunk) [Purchase, Sale or Redemption of Listed Securities of the Company](index=18&type=section&id=PURCHASE%2C%20SALE%20OR%20REDEMPTION%20OF%20LISTED%20SECURITIES%20OF%20THE%20COMPANY) For the six months ended 30 June 2025, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities - For the six months ended 30 June 2025, neither the company nor its subsidiaries purchased, sold, or redeemed any listed securities[107](index=107&type=chunk)[111](index=111&type=chunk) [Corporate Governance Code](index=18&type=section&id=CORPORATE%20GOVERNANCE%20CODE) For the six months ended 30 June 2025, the Group complied with all provisions of the Corporate Governance Code, except for a deviation from code provision C.2.1, as no chief executive officer was appointed, with duties performed collectively by all executive directors - The Group has complied with all provisions of the Corporate Governance Code[108](index=108&type=chunk)[112](index=112&type=chunk) - A deviation from code provision C.2.1 occurred, as no chief executive officer was appointed, with duties performed collectively by all executive directors (including the Chairman)[108](index=108&type=chunk)[112](index=112&type=chunk) [Audit Committee](index=18&type=section&id=AUDIT%20COMMITTEE) The Audit Committee, comprising three independent non-executive directors, has reviewed the Group's unaudited condensed consolidated interim results for the six months ended 30 June 2025 - The Audit Committee comprises **three independent non-executive directors**[109](index=109&type=chunk)[113](index=113&type=chunk) - The Audit Committee has reviewed the unaudited condensed consolidated interim results for the six months ended 30 June 2025[109](index=109&type=chunk)[113](index=113&type=chunk) [Model Code for Directors' Securities Transactions](index=18&type=section&id=MODEL%20CODE%20FOR%20DIRECTORS%27%20SECURITIES%20TRANSACTIONS) The company adopted the Model Code for Directors' Securities Transactions, and all directors confirmed compliance for the six months ended 30 June 2025 - The company has adopted the Model Code for Directors' Securities Transactions[110](index=110&type=chunk)[114](index=114&type=chunk) - All directors confirmed compliance with the code[110](index=110&type=chunk)[114](index=114&type=chunk) [Disclosure of Information of Directors under Rule 13.51B(1) of the Listing Rules](index=19&type=section&id=DISCLOSURE%20OF%20INFORMATION%20OF%20DIRECTORS%20UNDER%20RULE%2013.51B(1)%20OF%20THE%20LISTING%20RULES) Discloses the appointment of Ms. CHAN Yin Ching and Mr. HUNG Kam Hung as members of the company's Nomination Committee on 25 June 2025 - Ms. CHAN Yin Ching and Mr. HUNG Kam Hung were appointed as members of the company's Nomination Committee on **25 June 2025**[115](index=115&type=chunk)[119](index=119&type=chunk) [Interim Dividend](index=19&type=section&id=INTERIM%20DIVIDEND) The Board resolved to declare an interim dividend of **3.0 HK cents per share** for the six months ended 30 June 2025, totaling approximately **HKD 22,028,000**, consistent with the prior year, with a policy aiming to balance business growth and shareholder returns - The Board resolved to declare an interim dividend of **3.0 HK cents per share** for the six months ended 30 June 2025[117](index=117&type=chunk)[121](index=121&type=chunk)[228](index=228&type=chunk)[230](index=230&type=chunk) - The total dividend amount is approximately **HKD 22,028,000**, consistent with the prior year[228](index=228&type=chunk)[230](index=230&type=chunk) - The dividend policy aims to balance business growth with shareholder returns, subject to Board discretion and relevant laws and regulations[116](index=116&type=chunk)[120](index=120&type=chunk) [Closure of Register of Members and Record Date](index=19&type=section&id=CLOSURE%20OF%20REGISTER%20OF%20MEMBERS%20AND%20RECORD%20DATE) The company will suspend share transfer registration from **18 September to 19 September 2025**, with the record date set for **19 September 2025**, to determine eligible shareholders for the interim dividend - Share transfer registration will be suspended from **18 September to 19 September 2025**[118](index=118&type=chunk)[122](index=122&type=chunk) - The record date is **19 September 2025**, to determine eligible shareholders for the interim dividend[118](index=118&type=chunk)[122](index=122&type=chunk) [Interim Condensed Consolidated Balance Sheet](index=19&type=section&id=Interim%20Condensed%20Consolidated%20Balance%20Sheet) This section presents the Group's financial position, detailing assets, equity, and liabilities as of 30 June 2025 [Assets](index=20&type=section&id=ASSETS) As of 30 June 2025, the Group's total assets were **HKD 1,897,122 thousand**, with total non-current assets at **HKD 556,706 thousand** and total current assets at **HKD 1,340,416 thousand** Assets Overview (thousand HKD) | Metric | 30 June 2025 (Unaudited) | 31 December 2024 (Audited) | | :--- | :--- | :--- | | Total non-current assets | 556,706 | 554,067 | | Total current assets | 1,340,416 | 1,441,268 | | **Total assets** | **1,897,122** | **1,995,335** | - As of 30 June 2025, total assets decreased compared to 31 December 2024, primarily due to a reduction in current assets[123](index=123&type=chunk) - Inventories decreased from **HKD 307,914 thousand** to **HKD 263,421 thousand**, and trade and bills receivables decreased from **HKD 727,731 thousand** to **HKD 573,501 thousand**[123](index=123&type=chunk) [Equity](index=20&type=section&id=EQUITY) As of 30 June 2025, equity attributable to owners was **HKD 1,336,343 thousand**, non-controlling interests were **HKD (61,702) thousand**, and total equity was **HKD 1,274,641 thousand** Equity Overview (thousand HKD) | Metric | 30 June 2025 (Unaudited) | 31 December 2024 (Audited) | | :--- | :--- | :--- | | Equity attributable to owners of the Company | 1,336,343 | 1,323,363 | | Non-controlling interests | (61,702) | (60,026) | | **Total equity** | **1,274,641** | **1,263,337** | - Total equity increased from **HKD 1,263,337 thousand** as of 31 December 2024 to **HKD 1,274,641 thousand** as of 30 June 2025[123](index=123&type=chunk) [Liabilities](index=21&type=section&id=LIABILITIES) As of 30 June 2025, the Group's total liabilities were **HKD 622,481 thousand**, with total non-current liabilities at **HKD 22,719 thousand** and total current liabilities at **HKD 599,762 thousand** Liabilities Overview (thousand HKD) | Metric | 30 June 2025 (Unaudited) | 31 December 2024 (Audited) | | :--- | :--- | :--- | | Total non-current liabilities | 22,719 | 17,868 | | Total current liabilities | 599,762 | 714,130 | | **Total liabilities** | **622,481** | **731,998** | - Total liabilities decreased from **HKD 731,998 thousand** as of 31 December 2024 to **HKD 622,481 thousand** as of 30 June 2025, primarily due to a reduction in current liabilities[124](index=124&type=chunk) - Trade payables decreased from **HKD 263,714 thousand** to **HKD 207,752 thousand**, and accrued expenses and other payables decreased from **HKD 383,603 thousand** to **HKD 333,708 thousand**[124](index=124&type=chunk) [Interim Condensed Consolidated Statement of Comprehensive Income](index=21&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income) This section details the Group's profit and loss, including revenue, costs, and other comprehensive income for the six months ended 30 June 2025 [Profit for the Period](index=22&type=section&id=Profit%20for%20the%20period) For the six months ended 30 June 2025, Group revenue slightly increased by **0.5%**, but increased cost of sales led to a **4.5%** decrease in gross profit, with both operating profit and profit attributable to owners declining Profit and Loss Overview (thousand HKD) | Metric | 30 June 2025 (Unaudited) | 30 June 2024 (Unaudited) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 1,028,584 | 1,023,353 | 0.5% | | Cost of sales | (794,822) | (778,485) | 2.1% | | Gross profit | 233,762 | 244,868 | (4.5)% | | Operating profit | 59,736 | 64,041 | (6.8)% | | Profit before income tax | 61,311 | 65,257 | (6.1)% | | Income tax expense | (11,097) | (13,590) | (18.3)% | | Profit for the period | 50,214 | 51,667 | (2.8)% | | Profit attributable to owners of the Company | 50,909 | 53,273 | (4.4)% | - Cost of sales increased by **2.1% to HKD 794,822 thousand**, leading to a decrease in gross profit[126](index=126&type=chunk) - Income tax expense decreased by **18.3% to HKD 11,097 thousand**[126](index=126&type=chunk) [Other Comprehensive Income/(Loss)](index=22&type=section&id=Other%20comprehensive%20income%2F(loss)) For the six months ended 30 June 2025, exchange differences on translation generated **HKD 11,759 thousand** in other comprehensive income, resulting in a total comprehensive income for the period of **HKD 61,973 thousand** Other Comprehensive Income Overview (thousand HKD) | Metric | 30 June 2025 (Unaudited) | 30 June 2024 (Unaudited) | | :--- | :--- | :--- | | Exchange differences on translation | 11,759 | (7,801) | | **Total comprehensive income for the period** | **61,973** | **43,866** | | Total comprehensive income for the period attributable to owners of the Company | 63,649 | 44,300 | | Total comprehensive income for the period attributable to non-controlling interests | (1,676) | (434) | - Exchange differences on translation turned from a **HKD (7,801) thousand** loss in the prior year period to a **HKD 11,759 thousand** gain in the current period[126](index=126&type=chunk) [Earnings per Share](index=22&type=section&id=Earnings%20per%20Share%20attributable%20to%20owners%20of%20the%20Company) For the six months ended 30 June 2025, both basic and diluted earnings per share were **7.0 HK cents**, a decrease from **7.4 HK cents** in the prior year period Earnings per Share (HK cents) | Metric | 30 June 2025 (Unaudited) | 30 June 2024 (Unaudited) | | :--- | :--- | :--- | | Basic | 7.0 | 7.4 | | Diluted | 7.0 | 7.4 | - Basic and diluted earnings per share are identical due to the absence of potential dilutive ordinary shares[226](index=226&type=chunk)[229](index=229&type=chunk) [Interim Condensed Consolidated Statement of Changes in Equity](index=22&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) This section outlines the changes in the Group's total equity, including profit for the period and dividend payments, for the six months ended 30 June 2025 [Changes in Equity](index=23&type=section&id=Balance%20as%20at%201%20January%202025) As of 30 June 2025, total equity increased from **HKD 1,263,337 thousand** at the beginning of the year to **HKD 1,274,641 thousand**, primarily influenced by total comprehensive income of **HKD 61,973 thousand** and dividend payments of **HKD 50,669 thousand** during the period Changes in Equity Overview (thousand HKD) | Metric | Balance as at 1 January 2025 | Total comprehensive income for the period | Payment of dividends | Balance as at 30 June 2025 | | :--- | :--- | :--- | :--- | :--- | | Sub-total attributable to owners of the Company | 1,323,363 | 63,649 | (50,669) | 1,336,343 | | Non-controlling interests | (60,026) | (1,676) | – | (61,702) | | **Total equity** | **1,263,337** | **61,973** | **(50,669)** | **1,274,641** | - As of 30 June 2025, reserves attributable to owners of the Company increased from **HKD 710,955 thousand** as of 1 January 2025 to **HKD 723,935 thousand**[128](index=128&type=chunk) [Interim Condensed Consolidated Statement of Cash Flows](index=23&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) This section presents the Group's cash flows from operating, investing, and financing activities for the six months ended 30 June 2025 [Cash Flows from Operating Activities](index=24&type=section&id=Cash%20flows%20from%20operating%20activities) For the six months ended 30 June 2025, net cash from operating activities significantly increased to **HKD 168,106 thousand**, primarily due to a substantial rise in cash generated from operations Cash Flows from Operating Activities (thousand HKD) | Metric | 30 June 2025 (Unaudited) | 30 June 2024 (Unaudited) | | :--- | :--- | :--- | | Cash generated from operations | 181,619 | 48,500 | | Interest paid | (796) | (1,506) | | Income tax paid | (12,717) | (16,852) | | **Net cash from operating activities** | **168,106** | **30,142** | - Cash generated from operations significantly increased from **HKD 48,500 thousand** in the prior year period to **HKD 181,619 thousand**[130](index=130&type=chunk) [Cash Flows from Investing Activities](index=24&type=section&id=Cash%20flows%20from%20investing%20activities) For the six months ended 30 June 2025, net cash used in investing activities was **HKD 13,963 thousand**, a decrease from the prior year period, mainly due to reduced purchases of property, plant, and equipment Cash Flows from Investing Activities (thousand HKD) | Metric | 30 June 2025 (Unaudited) | 30 June 2024 (Unaudited) | | :--- | :--- | :--- | | Purchase of property, plant and equipment | (15,396) | (41,050) | | Purchase of intangible assets | (961) | (487) | | Proceeds from disposal of property, plant and equipment | 571 | 1,211 | | Interest received | 1,823 | 2,758 | | **Net cash used in investing activities** | **(13,963)** | **(37,568)** | - Purchases of property, plant and equipment decreased from **HKD 41,050 thousand** in the prior year period to **HKD 15,396 thousand**[130](index=130&type=chunk) [Cash Flows from Financing Activities](index=24&type=section&id=Cash%20flows%20from%20financing%20activities) For the six months ended 30 June 2025, net cash used in financing activities was **HKD 62,063 thousand**, an increase from the prior year period, mainly due to repayment of borrowings and dividend payments Cash Flows from Financing Activities (thousand HKD) | Metric | 30 June 2025 (Unaudited) | 30 June 2024 (Unaudited) | | :--- | :--- | :--- | | Repayment of borrowings | (35,635) | (11,785) | | Principal portion of lease payments | (2,739) | (2,991) | | Dividends paid to the Company's shareholders | (50,609) | (36,116) | | Proceeds from borrowings | 26,920 | – | | **Net cash used in financing activities** | **(62,063)** | **(50,977)** | - Repayment of borrowings increased from **HKD 11,785 thousand** in the prior year period to **HKD 35,635 thousand**[130](index=130&type=chunk) - Proceeds from borrowings amounted to **HKD 26,920 thousand**, compared to zero in the prior year period[130](index=130&type=chunk) [Net Increase/(Decrease) in Cash and Cash Equivalents](index=24&type=section&id=Net%20increase%2F(decrease)%20in%20cash%20and%20cash%20equivalents) For the six months ended 30 June 2025, cash and cash equivalents saw a net increase of **HKD 92,080 thousand**, with an ending balance of **HKD 421,161 thousand** Changes in Cash and Cash Equivalents (thousand HKD) | Metric | 30 June 2025 (Unaudited) | 30 June 2024 (Unaudited) | | :--- | :--- | :--- | | Net increase/(decrease) in cash and cash equivalents | 92,080 | (58,403) | | Cash and cash equivalents at beginning of period | 328,621 | 375,093 | | Exchange gains/(losses) | 460 | (2,324) | | **Cash and cash equivalents at end of period** | **421,161** | **314,366** | - Cash and cash equivalents shifted from a net decrease of **HKD 58,403 thousand** in the prior year period to a net increase of **HKD 92,080 thousand** in the current period[130](index=130&type=chunk) [Notes to the Condensed Consolidated Interim Financial Information](index=25&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Interim%20Financial%20Information) This section provides detailed notes explaining the basis of preparation, accounting policies, segment information, and specific financial statement line items [General Information](index=25&type=section&id=GENERAL%20INFORMATION) Ming Fai International Holdings Limited is an investment holding company whose subsidiaries primarily engage in the manufacturing and trading of travel amenities, operating supplies and equipment, and healthcare and hygiene products; the company is incorporated in the Cayman Islands and listed on the Main Board of the Hong Kong Stock Exchange - The company's principal activities include the manufacturing and trading of travel amenities, operating supplies and equipment, and healthcare and hygiene products[132](index=132&type=chunk)[137](index=137&type=chunk) - The company is incorporated in the **Cayman Islands** and listed on the Main Board of the **Hong Kong Stock Exchange**[133](index=133&type=chunk)[134](index=134&type=chunk)[137](index=137&type=chunk) [Basis of Preparation](index=25&type=section&id=BASIS%20OF%20PREPARATION) The condensed consolidated interim financial information is prepared in accordance with Hong Kong Accounting Standard 34 'Interim Financial Reporting' and should be read in conjunction with the annual consolidated financial statements for the year ended 31 December 2024 - The financial information is prepared in accordance with **Hong Kong Accounting Standard 34 'Interim Financial Reporting'**[135](index=135&type=chunk)[138](index=138&type=chunk) - It is recommended to read this in conjunction with the annual consolidated financial statements for the year ended **31 December 2024**[135](index=135&type=chunk)[138](index=138&type=chunk) [Accounting Policies](index=25&type=section&id=ACCOUNTING%20POLICIES) The Group's accounting policies are consistent with the 2024 annual consolidated financial statements, except for income tax estimation and the adoption of new and revised standards; newly adopted standards have no significant impact on current or prior periods, and future effective standards are under assessment - Accounting policies are consistent with the 2024 annual consolidated financial statements, except for income tax estimation and the adoption of new and revised standards[136](index=136&type=chunk)[139](index=139&type=chunk) - The Group has adopted amendments to **HKAS 21** and **HKFRS 1**, but with no significant impact[140](index=140&type=chunk)[141](index=141&type=chunk) - Amendments to standards effective in the future are being assessed, with preliminary evaluation expecting no significant impact[142](index=142&type=chunk)[143](index=143&type=chunk)[148](index=148&type=chunk) [Segment Information](index=27&type=section&id=SEGMENT%20INFORMATION) The Group reports operating segments based on three business lines: travel amenities, operating supplies and equipment, and healthcare and hygiene products, with performance assessed by customer geographical location - The Group has three reportable segments: **travel amenities business**, **operating supplies and equipment business**, and **healthcare and hygiene products business**[145](index=145&type=chunk)[149](index=149&type=chunk) - The Board assesses operating segment performance based on segment profit before income tax, share of profit of associates, and share of (loss)/profit of joint ventures[146](index=146&type=chunk)[149](index=149&type=chunk) Segment Revenue by Geographical Region for the Six Months Ended 30 June 2025 (thousand HKD) | Business Segment | China | Hong Kong | North America | Europe | Australia | Other Asia Pacific | Other Regions | Sub-total | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Travel amenities business | 208,012 | 138,415 | 158,169 | 147,603 | 51,255 | 172,536 | 1,576 | 877,566 | | Operating supplies and equipment business | 65,180 | – | – | – | – | – | 30,543 | 95,723 | | Healthcare and hygiene products business | – | 982 | 52,395 | – | – | – | 1,918 | 55,295 | | **Total** | **273,192** | **139,397** | **210,564** | **147,603** | **51,255** | **172,536** | **34,037** | **1,028,584** | [Property, Plant and Equipment](index=31&type=section&id=PROPERTY%2C%20PLANT%20AND%20EQUIPMENT) As of 30 June 2025, the net book value of property, plant and equipment was **HKD 393,467 thousand**, with additions of **HKD 16,119 thousand** during the period, and some assets pledged as collateral for bank financing Changes in Net Book Value of Property, Plant and Equipment (thousand HKD) | Metric | 30 June 2025 (Unaudited) | 30 June 2024 (Unaudited) | | :--- | :--- | :--- | | Net book value at 1 January | 403,864 | 393,537 | | Additions | 16,119 | 40,253 | | Transferred to investment properties | (4,007) | – | | Disposals | (925) | (1,164) | | Depreciation | (27,587) | (26,368) | | Exchange differences | 6,003 | (2,795) | | **Net book value at 30 June** | **393,467** | **403,463** | - As of 30 June 2025, approximately **HKD 13,487 thousand** of property, plant and equipment were pledged as collateral for bank financing[158](index=158&type=chunk) [Right-of-Use Assets and Lease Liabilities](index=31&type=section&id=RIGHT-OF-USE%20ASSETS%20AND%20LEASE%20LIABILITIES) As of 30 June 2025, total right-of-use assets amounted to **HKD 92,277 thousand**, and total lease liabilities were **HKD 8,721 thousand**, with some right-of-use assets pledged Right-of-Use Assets and Lease Liabilities (thousand HKD) | Metric | 30 June 2025 (Unaudited) | 31 December 2024 (Audited) | | :--- | :--- | :--- | | Leased office properties | 76,183 | 76,596 | | Leased factory buildings | 16,094 | 9,923 | | **Total right-of-use assets** | **92,277** | **86,519** | | Current lease liabilities | 3,788 | 2,679 | | Non-current lease liabilities | 4,933 | 289 | | **Total lease liabilities** | **8,721** | **2,968** | - As of 30 June 2025, approximately **HKD 24,992 thousand** of right-of-use assets were pledged as collateral for bank financing[161](index=161&type=chunk) [Investment Properties](index=32&type=section&id=INVESTMENT%20PROPERTIES) As of 30 June 2025, the net book value of investment properties was **HKD 49,353 thousand**, with **HKD 4,007 thousand** transferred from property, plant and equipment during the period; the fair value of investment properties is assessed by independent valuers Changes in Net Book Value of Investment Properties (thousand HKD) | Metric | 30 June 2025 (Unaudited) | 30 June 2024 (Unaudited) | | :--- | :--- | :--- | | Net book value at 1 January | 44,243 | 45,188 | | Transferred from property, plant and equipment | 4,007 | – | | Exchange differences | 1,103 | (814) | | **Net book value at 30 June** | **49,353** | **44,374** | - Fair value measurement of investment properties uses Level 2 (direct comparison approach) and Level 3 (income capitalization approach) input data[166](index=166&type=chunk)[170](index=170&type=chunk)[171](index=171&type=chunk)[173](index=173&type=chunk) [Goodwill](index=35&type=section&id=GOODWILL) As of 30 June 2025, the net book value of goodwill was **HKD 5,426 thousand**, a slight increase from the beginning of the year, primarily due to exchange differences Changes in Net Book Value of Goodwill (thousand HKD) | Metric | 30 June 2025 (Unaudited) | 30 June 2024 (Unaudited) | | :--- | :--- | :--- | | Net book value at 1 January | 5,366 | 5,397 | | Exchange differences | 60 | – | | **Net book value at 30 June** | **5,426** | **5,397** | [Intangible Assets](index=35&type=section&id=INTANGIBLE%20ASSETS) As of 30 June 2025, the net book value of intangible assets was **HKD 913 thousand**, with additions of **HKD 961 thousand** and amortization of **HKD 353 thousand** during the period Changes in Net Book Value of Intangible Assets (thousand HKD) | Metric | 30 June 2025 (Unaudited) | 30 June 2024 (Unaudited) | | :--- | :--- | :--- | | Net book value at 1 January | 304 | 323 | | Additions | 961 | 487 | | Amortisation | (353) | (309) | | Exchange differences | 1 | (2) | | **Net book value at 30 June** | **913** | **499** | [Trade and Bills Receivables](index=35&type=section&id=TRADE%20AND%20BILLS%20RECEIVABLES) As of 30 June 2025, net trade and bills receivables amounted to **HKD 573,501 thousand**, a decrease from 31 December 2024, with credit terms ranging from **15 to 180 days** Net Trade and Bills Receivables (thousand HKD) | Metric | 30 June 2025 (Unaudited) | 31 December 2024 (Audited) | | :--- | :--- | :--- | | Trade receivables | 644,757 | 802,601 | | Bills receivables | 17,655 | 16,406 | | Less: Impairment allowance | (88,911) | (91,276) | | **Net amount** | **573,501** | **727,731** | - Total trade and bills receivables decreased from **HKD 819,007 thousand** to **HKD 662,412 thousand**[180](index=180&type=chunk) Ageing Analysis of Trade and Bills Receivables (thousand HKD) | Ageing | 30 June 2025 (Unaudited) | 31 December 2024 (Audited) | | :--- | :--- | :--- | | 1 – 30 days | 249,084 | 321,831 | | 31 – 60 days | 127,149 | 137,556 | | 61 – 90 days | 77,094 | 108,220 | | 91 – 180 days | 115,078 | 160,070 | | Over 180 days | 94,007 | 91,330 | | **Total** | **662,412** | **819,007** | [Amount Due from an Associated Company](index=36&type=section&id=AMOUNT%20DUE%20FROM%20AN%20ASSOCIATED%20COMPANY) As of 30 June 2025, the amount due from an associated company was **HKD 2,605 thousand**, a decrease from 31 December 2024, with a credit period of **90 days** Ageing Analysis of Amount Due from an Associated Company (thousand HKD) | Ageing | 30 June 2025 (Unaudited) | 31 December 2024 (Audited) | | :--- | :--- | :--- | | 1 – 30 days | 1,000 | 3,304 | | 31 – 60 days | 1,452 | – | | 61 – 90 days | 145 | – | | Over 90 days | 8 | 69 | | **Total** | **2,605** | **3,373** | [Pledged Bank Deposit](index=37&type=section&id=PLEDGED%20BANK%20DEPOSIT) As of 30 June 2025, pledged bank deposits amounted to **HKD 11,766 thousand**, serving as collateral for a Hong Kong bank facility letter Pledged Bank Deposits (thousand HKD) | Metric | 30 June 2025 (Unaudited) | 31 December 2024 (Audited) | | :--- | :--- | :--- | | Pledged bank deposits | 11,766 | 11,636 | - Bank deposits of **USD 1,500,000** (approximately **HKD 11,766,000**) were pledged[190](index=190&type=chunk) [Cash and Cash Equivalents](index=37&type=section&id=CASH%20AND%20CASH%20EQUIVALENTS) As of 30 June 2025, total cash and cash equivalents amounted to **HKD 421,161 thousand**, with bank balances in China and India subject to foreign exchange controls Cash and Cash Equivalents (thousand HKD) | Metric | 30 June 2025 (Unaudited) | 31 December 2024 (Audited) | | :--- | :--- | :--- | | Bank balances and cash | 348,177 | 251,658 | | Short-term bank deposits | 72,984 | 76,963 | | **Total** | **421,161** | **328,621** | - Bank balances and cash in China and India were approximately **HKD 147,265 thousand** and **HKD 29 thousand**, respectively, with remittances subject to foreign exchange controls[193](index=193&type=chunk) [Share Capital](index=38&type=section&id=SHARE%20CAPITAL) As of 30 June 2025, the company's authorized share capital was **10,000,000,000 shares** with a par value of **HKD 0.01 per share**, and issued and fully paid share capital was **734,262,697 shares**, totaling **HKD 7,343 thousand** Share Capital Overview (thousand HKD) | Metric | Number of Shares | thousand HKD | | :--- | :--- | :--- | | Authorised share capital | 10,000,000,000 | 100,000 | | Issued and fully paid share capital | 734,262,697 | 7,343 | [Share-Based Payment Compensation](index=38&type=section&id=SHARE-BASED%20PAYMENT%20COMPENSATION) For the six months ended 30 June 2025, no shares were purchased or granted to eligible persons under the share award scheme - For the six months ended 30 June 2025, no shares were purchased or granted under the share award scheme[198](index=198&type=chunk)[199](index=199&type=chunk) [Borrowings](index=39&type=section&id=BORROWINGS) As of 30 June 2025, total borrowings amounted to **HKD 17,751 thousand**, predominantly secured bank borrowings with repayment on demand clauses, with certain assets pledged as collateral Borrowings Overview (thousand HKD) | Borrowing Type | 30 June 2025 (Unaudited) | 31 December 2024 (Audited) | | :--- | :--- | :--- | | Non-current: Secured other borrowings without a repayment on demand clause | 1,899 | 1,844 | | Current: Secured bank borrowings with a repayment on demand clause | 15,629 | 24,165 | | Current: Secured other borrowings without a repayment on demand clause | 223 | 88 | | **Total** | **17,751** | **26,097** | Carrying Amount of Pledged Assets (thousand HKD) | Asset Type | 30 June 2025 (Unaudited) | 31 December 2024 (Audited) | | :--- | :--- | :--- | | Property, plant and equipment | 13,487 | 14,184 | | Right-of-use assets | 24,992 | 25,520 | | Bank deposits | 11,766 | 11,636 | | **Total pledged assets** | **50,245** | **51,340** | - As of 30 June 2025, unutilised bank facilities amounted to approximately **HKD 399,575 thousand**[202](index=202&type=chunk) [Trade Payables](index=40&type=section&id=TRADE%20PAYABLES) As of 30 June 2025, total trade payables amounted to **HKD 207,752 thousand**, a decrease from 31 December 2024 Ageing Analysis of Trade Payables (thousand HKD) | Ageing | 30 June 2025 (Unaudited) | 31 December 2024 (Audited) | | :--- | :--- | :--- | | 1 – 30 days | 184,479 | 236,267 | | 31 – 60 days | 14,564 | 17,542 | | 61 – 90 days | 5,245 | 6,497 | | Over 90 days | 3,464 | 3,408 | | **Total** | **207,752** | **263,714** | [Expenses by Nature](index=40&type=section&id=EXPENSES%20BY%20NATURE) For the six months ended 30 June 2025, cost of inventories sold was **HKD 556,311 thousand**, staff welfare expenses were **HKD 263,010 thousand**, and transportation expenses were **HKD 45,081 thousand** Key Expenses Overview (thousand HKD) | Expense Type | 30 June 2025 (Unaudited) | 30 June 2024 (Unaudited) | | :--- | :--- | :--- | | Cost of inventories sold | 556,311 | 527,755 | | Auditor's remuneration | 1,540 | 1,440 | | Depreciation of property, plant and equipment | 27,587 | 26,368 | | Depreciation of right-of-use assets | 4,274 | 4,354 | | Amortisation of intangible assets | 353 | 309 | | Staff welfare expenses | 263,010 | 267,852 | | Transportation expenses | 45,081 | 39,275 | | Net exchange gains | (15,201) | (4,745) | - Net exchange gains increased from **HKD (4,745) thousand** in the prior year period to **HKD 15,201 thousand**[207](index=207&type=chunk) [Other Income, Net](index=41&type=section&id=OTHER%20INCOME%2C%20NET) For the six months ended 30 June 2025, other income, net, amounted to **HKD 3,629 thousand**, primarily comprising rental income, scrap sales income, and government grants Other Income, Net (thousand HKD) | Income Type | 30 June 2025 (Unaudited) | 30 June 2024 (Unaudited) | | :--- | :--- | :--- | | Rental income | 1,119 | 1,124 | | Scrap sales income | 215 | 319 | | Government grants | 1,533 | 2,507 | | Others | 762 | 1,244 | | **Total** | **3,629** | **5,194** | - Government grants decreased from **HKD 2,507 thousand** in the prior year period to **HKD 1,533 thousand**[210](index=210&type=chunk)[215](index=215&type=chunk) [Finance Income and Finance Costs](index=41&type=section&id=FINANCE%20INCOME%20AND%20FINANCE%20COSTS) For the six months ended 30 June 2025, net finance income was **HKD 1,027 thousand**, with finance costs of **HKD 796 thousand** and finance income of **HKD 1,823 thousand** Finance Income and Finance Costs (thousand HKD) | Metric | 30 June 2025 (Unaudited) | 30 June 2024 (Unaudited) | | :--- | :--- | :--- | | Interest expense on borrowings | (698) | (1,506) | | Interest expense on lease liabilities | (98) | (175) | | **Finance costs** | **(796)** | **(1,681)** | | **Finance income** | **1,823** | **2,758** | | **Net finance income** | **1,027** | **1,077** | - Interest expense on borrowings decreased from **HKD 1,506 thousand** in the prior year period to **HKD 698 thousand**[214](index=214&type=chunk) [Income Tax Expenses](index=42&type=section&id=INCOME%20TAX%20EXPENSES) For the six months ended 30 June 2025, total income tax expense was **HKD 11,097 thousand**, primarily comprising Hong Kong profits tax, PRC enterprise income tax, and other overseas profits tax Income Tax Expenses (thousand HKD) | Tax Type | 30 June 2025 (Unaudited) | 30 June 2024 (Unaudited) | | :--- | :--- | :--- | | Hong Kong profits tax | 6,276 | 9,583 | | PRC enterprise income tax | 3,338 | 2,983 | | Other overseas profits tax | 1,672 | 1,156 | | Deferred income tax | (189) | (132) | | **Total** | **11,097** | **13,590** | - Hong Kong profits tax rate is **16.5%**, PRC enterprise income tax is **25%**, Macau complementary income tax is **12%**, and Cambodia enterprise income tax is **20%**[219](index=219&type=chunk)[221](index=221&type=chunk) [Earnings Per Share](index=43&type=section&id=EARNINGS%20PER%20SHARE) For the six months ended 30 June 2025, both basic and diluted earnings per share attributable to owners of the Company were **7.0 HK cents**, a decrease compared to the prior year period Earnings Per Share (HK cents) | Metric | 30 June 2025 (Unaudited) | 30 June 2024 (Unaudited) | | :--- | :--- | :--- | | Basic | 7.0 | 7.4 | | Diluted | 7.0 | 7.4 | - Basic and diluted earnings per share are identical due to the absence of potential dilutive ordinary shares[226](index=226&type=chunk)[229](index=229&type=chunk) [Dividends](index=43&type=section&id=DIVIDENDS) The Board resolved to declare an interim dividend of **3.0 HK cents per share** for the six months ended 30 June 2025, totaling approximately **HKD 22,028 thousand**, consistent with the prior year period - The Board resolved to declare an interim dividend of **3.0 HK cents per share** for the six months ended 30 June 2025[228](index=228&type=chunk)[230](index=230&type=chunk) - The total dividend amount is approximately **HKD 22,028 thousand**, consistent with the prior year period[228](index=228&type=chunk)[230](index=230&type=chunk) - The final dividend for the year ended 31 December 2024 was **7.0 HK cents per share**, with approximately **HKD 51,398 thousand** paid in the first half of 2025[227](index=227&type=chunk)[230](index=230&type=chunk) [Capital Commitments](index=44&type=section&id=CAPITAL%20COMMITMENTS) As of 30 June 2025, the Group's contracted but unprovided capital commitments amounted to approximately **HKD 14,670 thousand** Capital Commitments (thousand HKD) | Metric | 30 June 2025 (Unaudited) | 31 December 2024 (Audited) | | :--- | :--- | :--- | | Contracted but unprovided capital commitments | 14,670 | 21,055 | [Related Party Transactions](index=44&type=section&id=RELATED%20PARTY%20TRANSACTIONS) Discloses significant transactions with related parties (including associates and joint ventures), such as sales of goods and rental expenses, and lists key management personnel's emoluments - The Group's ultimate controlling parties are **Mr. CHING Chi Fai**, **Mr. CHING Chi Keung**, **Mr. LAU Tsz Kong**, and **Ms. CHAN Yin Ching**[232](index=232&type=chunk)[234](index=234&type=chunk) Significant Related Party Transactions (thousand HKD) | Transaction Type | Related Party | 30 June 2025 (Unaudited) | 30 June 2024 (Unaudited) | | :--- | :--- | :--- | | Sales of goods | QASM | 7,889 | 6,561 | | | AMDHK | 106 | 83 | | Purchases of goods | iBridge Technology | 186 | 66 | | Rental charged | MF Plastic | 613 | 616 | Key Management Personnel Emoluments (thousand HKD) | Emolument Type | 30 June 2025 (Unaudited) | 30 June 2024 (Unaudited) | | :--- | :--- | :--- | | Salaries, housing allowances, other allowances and benefits in kind | 3,658 | 3,585 | | Pension scheme contributions | 50 | 61 | | **Total** | **3,708** | **3,646** |

股份代號：02611 股份名稱：國泰海通 GUOTAIHAITONG 2025 國泰海通證券股份有限公司 GUOTAI HAITONG SECURITIES CO., LTD. 董事會決議通過的本報告期利潤分配預案或公積金轉增股本預案 經公司第七屆董事會第六次會議批准，公司將以實施權益分派的股權登記日公司總股本扣除公司回購專 用證券賬戶持有股份後的股本總額為基數，向A股股東和H股股東每10股分配現金紅利人民幣1.5元（含 稅）。若按照批准2025年中期利潤分配方案的董事會召開日公司已發行的總股數17,628,925,829股扣除公司 回購專用證券賬戶的股份115,303,000股，即17,513,622,829股為基數計算，擬分配的現金紅利總額為人民 幣2,627,043,424元（含稅），佔2025年上半年合併口徑歸屬於母公司所有者淨利潤的16.69%（佔扣除非經常 性損益後合併口徑歸屬於母公司所有者淨利潤的36.09%）。 重要提示 本公司董事會及董事、高級管理人員保證中期報告（「本報告」）內容的真實性、準確性、完整性，不存在 虛假記載、誤導性陳述或重大遺漏，並承擔個別和連帶的法律責任。 本報告經本公司第 ...

Financial Performance - For the six months ended June 30, 2025, the total revenue of the company was approximately RMB 1,045.1 million, representing a growth of 17.5% compared to RMB 889.6 million for the same period in 2024[14]. - The gross profit for the same period was approximately RMB 160.2 million, a decrease of about 11.8% from RMB 181.6 million in 2024, resulting in a gross margin of 15.3%[14]. - The net profit for the six months ended June 30, 2025, was approximately RMB 24.4 million, down approximately 48.1% from RMB 47.0 million in 2024, leading to a net margin of 2.3%[14]. - Operating costs increased by approximately 25.0% to RMB 884.9 million, primarily due to the expansion of managed areas and projects[42]. - The gross profit margin decreased to approximately 15.3% from 20.4% in the same period of 2024, attributed to increased investments in property management projects[43]. - The company reported a basic earnings per share of RMB 0.15, compared to RMB 0.31 for the same period in 2024[89]. - The total comprehensive income for the six months ended June 30, 2025, was RMB 13,530,000, compared to RMB 31,659,000 for the same period in 2024, reflecting a decrease of approximately 57.3%[96]. - The company reported a net loss from operating activities of RMB 166,757,000 for the six months ended June 30, 2025, compared to a net loss of RMB 82,345,000 for the same period in 2024, indicating an increase in losses of approximately 102.5%[98]. Revenue Breakdown - Revenue from property management services accounted for approximately 71.3% of total revenue, amounting to RMB 745.6 million, which is an increase of about 21.2% compared to the same period in 2024[16]. - The management service revenue from residential properties was approximately RMB 303.9 million, a year-on-year increase of 7.9%, accounting for 40.8% of total property management service revenue[22]. - The managed area of non-residential properties reached approximately 19.0 million square meters, a year-on-year increase of 20.6%, with management service revenue of RMB 441.8 million, up 32.3% year-on-year[23]. - Non-owner value-added services accounted for approximately 11.8% of total revenue, including engineering operations and maintenance services[28]. - Community value-added service revenue for the six months ended June 30, 2025, was approximately RMB 176.6 million, representing a year-on-year growth of about 5.1%[35]. - Heating service revenue was approximately RMB 76.6 million, a slight increase of about 1.1% year-on-year, accounting for 43.4% of community value-added services[36]. - Revenue from catering services was approximately RMB 38.0 million, reflecting a year-on-year decrease of about 9.9% due to changes in client budgets and demands[37]. Operational Metrics - The company managed a total area of approximately 47.4 million square meters as of June 30, 2025, which is an increase of about 9.0% from approximately 43.5 million square meters as of June 30, 2024[15]. - The group signed new contracts covering approximately 2.6 million square meters, representing a year-on-year growth of 5.6%, while the contract value was RMB 322.5 million, a decrease of 1.6%[19]. - The group added 28 new property projects during the reporting period, with 25 from third-party sources, accounting for approximately 89.3%[19]. - The group focused on high-quality project expansion, with nine new projects having annual contract values exceeding RMB 10 million[21]. - The group achieved a significant increase in brand value, ranking 16th among China's top 100 property service companies, with over 20 honors received[25]. Assets and Liabilities - Current assets as of June 30, 2025, were approximately RMB 1,996.1 million, a decrease from RMB 2,089.5 million as of December 31, 2024[48]. - Cash and cash equivalents decreased by approximately 33.6% to RMB 585.9 million compared to RMB 883.0 million at the end of 2024[48]. - Accounts receivable and other receivables increased by approximately RMB 103.9 million to RMB 901.5 million, mainly due to industry practices regarding property fee payments[51]. - The company's total equity was approximately RMB 893.3 million, a slight decrease of about 0.7% from RMB 899.5 million at the end of 2024[48]. - The debt-to-asset ratio improved to approximately 63.4%, down from 64.6% at the end of 2024, indicating a slight reduction in leverage[48]. - Total assets as of June 30, 2025, were RMB 1,996,073 thousand, a decrease from RMB 2,089,496 thousand at the end of 2024[91]. - Current liabilities amounted to RMB 1,430,667 thousand, down from RMB 1,517,166 thousand at the end of 2024[91]. Cash Flow and Investments - The company reported a net cash outflow from investing activities of RMB 104,315,000 for the six months ended June 30, 2025, compared to RMB 11,313,000 for the same period in 2024, showing a significant increase in cash used for investments[98]. - The group’s cash flow from operations was impacted by a decrease in rental income and increased impairment losses on assets[119]. - The company did not engage in any significant investments, acquisitions, or disposals during the reporting period[57]. - The group plans to continue evaluating its investment properties and may adjust its strategy based on market conditions[118]. Corporate Governance - The company complied with all applicable corporate governance codes during the reporting period[65]. - Major shareholders include Beijing Urban Construction Group with 35.25% of domestic shares and 63.61% of related shares[70]. - The supervisory board has been abolished, with its functions transferred to the audit committee as of the 2024 annual general meeting[77]. - The company has updated the nomination committee's working rules to enhance board governance[78]. - The company has revised its articles of association effective from May 22, 2025, to comply with new regulations[75]. Employee and Shareholder Information - The group maintained a total of 1,869 employees as of June 30, 2025, with a focus on competitive and performance-oriented compensation plans[64]. - The company paid dividends of RMB 21,296,000 to equity shareholders during the six months ended June 30, 2025, down from RMB 31,049,000 in the same period of 2024, representing a reduction of approximately 31.4%[98]. - The company did not recommend an interim dividend for the six months ended June 30, 2025, consistent with the previous year[82].

Financial Performance - The company reported a revenue of HKD 21,608,270, an increase of 5.8% compared to HKD 20,415,160 in the same period last year[5]. - Gross profit for the period was HKD 4,229,385, down 7.8% from HKD 4,587,285 year-on-year[5]. - Net profit for the period reached HKD 2,856,080, representing a significant increase of 66.0% compared to HKD 1,721,463 in the previous year[7]. - Basic and diluted earnings per share were both HKD 2.329, compared to HKD 1.360 in the same period last year[5]. - Total comprehensive income for the period was HKD 4,185,100, up from HKD 997,132 year-on-year[7]. - The total revenue for the six months ended June 30, 2025, was HKD 21,608,270,000, a significant increase compared to HKD 20,415,160,000 for the same period in 2024, representing a growth of approximately 5.8%[20]. - The net profit attributable to shareholders rose by 71% to HKD 2,581.6 million, up from HKD 1,506.9 million year-on-year[62]. Assets and Liabilities - Non-current assets increased to HKD 60,051,895 from HKD 58,283,689 as of December 31, 2024[8]. - Current assets rose to HKD 43,621,630, compared to HKD 39,500,965 at the end of the previous year[8]. - The company’s total liabilities increased to HKD 36,266,833 from HKD 33,045,407 year-on-year[10]. - The net asset value stood at HKD 67,406,692, up from HKD 64,739,247 in the previous year[10]. - The company’s total assets as of June 30, 2025, were HKD 67,406,692,000, reflecting an increase from HKD 64,950,893,000 as of December 31, 2024[13]. - The group’s net current assets amounted to approximately HKD 21.98 billion, an increase from HKD 19.99 billion as of December 31, 2024[71]. Cash Flow - The net cash generated from operating activities for the six months ended June 30, 2025, was HKD 605,969,000, compared to a net cash used of HKD (317,634,000) in the same period of 2024[15]. - The net cash used in investing activities for the six months ended June 30, 2025, was HKD (3,573,728,000), an increase from HKD (887,618,000) in 2024[15]. - The net cash generated from financing activities for the six months ended June 30, 2025, was HKD 2,187,185,000, up from HKD 1,163,702,000 in 2024[15]. - The total cash and cash equivalents decreased by HKD (780,574,000) for the six months ended June 30, 2025, compared to a decrease of HKD (41,550,000) in 2024[15]. - As of June 30, 2025, the cash and cash equivalents amounted to HKD 3,113,750,000, down from HKD 4,046,772,000 at the end of 2024[15]. Segment Performance - The segment performance for the copper-clad laminates was HKD 1,194,307,000, while the printed circuit boards segment reported HKD 827,496,000, indicating strong contributions from these divisions[20]. - The copper-clad laminate segment's revenue increased by 10% to HKD 9,760 million, driven by strong demand from the AI and automotive electronics sectors[63]. - The printed circuit board segment's sales rose by 11% to HKD 6,451.1 million, benefiting from robust orders and high production capacity utilization[64]. - The chemical segment's revenue increased by 2% to HKD 6,665.2 million, with a notable rise in sales volume and revenue from caustic soda[65]. - The real estate segment's revenue decreased by 22% to HKD 713.1 million, primarily due to a 76% drop in property sales revenue[65]. Tax and Regulatory Compliance - The total tax expense for the six months ended June 30, 2025, was HKD 365,190,000, an increase from HKD 321,064,000 in 2024, reflecting a rise of approximately 13.7%[26]. - The company’s effective tax rate in China was 25%, with certain subsidiaries benefiting from a reduced rate of 15% due to high-tech enterprise status[27]. - The company has adopted revised Hong Kong Financial Reporting Standards effective from January 1, 2025, with no significant impact on financial performance or disclosures[18]. - The company continues to assess the impact of Pillar Two tax legislation on its future financial performance[29]. - The company will continue to evaluate the implications of tax regulations in jurisdictions where it operates[29]. Dividends and Shareholder Information - The company declared an interim dividend of HKD 0.69 per share for the six months ending June 30, 2025, compared to HKD 0.40 per share for the same period in 2024[31]. - The total equity attributable to the owners of the company as of June 30, 2025, was HKD 52,151,126,000, compared to HKD 51,178,942,000 as of December 31, 2024[13]. - The company has a total of 15,600,405 shares, with 89.4% (13,943,905 shares) held by Mr. Zhang Guorong[87]. - Mr. Zheng Yongyao holds 9,584,988 shares, representing 93.4% of his total 10,255,728 shares[87]. - The company has issued 4,000,000 preferential shares, representing 0.361% of the total issued share capital[88]. Employee Stock Options and Incentives - The company has a ten-year plan allowing the board to grant preferential share purchase rights to qualified participants, including employees and directors, with a maximum issuance of shares not exceeding 10% of the total shares issued as of the plan's approval date[42]. - The total number of shares that can be issued under the plan, including unexercised rights, is capped at 30% of the company's issued shares at any time[43]. - As of June 30, 2025, the total number of preferential share purchase rights granted to employees amounts to 25,300,000 shares, with exercise prices ranging from HKD 21.50 to HKD 30.89[44]. - The total number of stock options granted under the employee stock option plan as of June 30, 2025, is 72,800,000[54]. - The company continues to incentivize its employees and directors through stock options to align their interests with shareholders[94][95]. Corporate Governance - The audit committee reviewed the group's accounting policies and practices for the six months ending June 30, 2025[101]. - The company has adopted and complied with the corporate governance code as per the Hong Kong Stock Exchange rules during the reporting period[104]. - The board of directors confirmed compliance with the standard code of conduct for securities trading during the six months ending June 30, 2025[105]. - There were no other disclosures required under the relevant sections of the Securities and Futures Ordinance as of June 30, 2025[99].