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恒伟集团控股(08219) - 2024 - 中期财报
HANVEY GROUPHANVEY GROUP(HK:08219)2024-08-12 14:24

Company Information The company's board includes executive directors Mr. Cheuk Sin Cheung (Chairman and CEO) and Ms. Au Ching Mei, along with independent non-executive directors - The board of directors includes executive directors Mr. Cheuk Sin Cheung (Chairman and Chief Executive Officer) and Ms. Au Ching Mei, along with independent non-executive directors Mr. Yu Sau Ning, Ms. Yu Wai Fong, Dr. Liu Ngai Wing (resigned on June 13, 2024), and Mr. Yip Yat Lam (appointed on June 13, 2024)6 - The company's stock code is 8219, and its website is www.hanveygroup.com.hk[6](index=6&type=chunk) Overview The Group experienced a significant decline in revenue and a shift from profit to loss during the reporting period Key Financial Indicators for the Six Months Ended June 30, 2024 | Indicator | June 30, 2024 (HK$ thousand) | June 30, 2023 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 51,811 | 127,122 | -59.24% | | (Loss)/Profit Attributable to Owners of the Company | (8,970) | 1,318 | Shifted from profit to loss | | Basic (Loss)/Earnings Per Share | (5.44) HK cents | 0.80 HK cents | Shifted from profit to loss | - During the reporting period, Hanvey Group's revenue significantly decreased, shifting from profit to loss, with basic earnings per share turning into a loss7922 Condensed Consolidated Financial Statements This section presents the Group's condensed consolidated financial performance, position, equity changes, and cash flows for the reporting period Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income During the reporting period, Group revenue significantly decreased by 59.24% to HK$51.81 million, leading to a 50.30% reduction in gross profit and a shift from profit to a loss of HK$8.972 million Summary of Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income | Indicator | Six Months Ended June 30, 2024 (HK$ thousand) | Six Months Ended June 30, 2023 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 51,811 | 127,122 | -59.24% | | Gross Profit | 17,299 | 34,811 | -50.30% | | (Loss)/Profit Before Tax | (8,824) | (83) | Loss widened | | (Loss)/Profit for the Period | (8,972) | 1,235 | Shifted from profit to loss | | Basic (Loss)/Earnings Per Share | (5.44) HK cents | 0.80 HK cents | Shifted from profit to loss | - The loss attributable to owners of the Company was approximately HK$8.97 million, compared to a profit of approximately HK$1.32 million in the same period last year7922 Condensed Consolidated Statement of Financial Position As of June 30, 2024, the Group's total assets slightly decreased from the end of 2023, with a significant reduction in net current assets and net assets, indicating financial pressure Key Data from Condensed Consolidated Statement of Financial Position | Indicator | June 30, 2024 (HK$ thousand) | December 31, 2023 (HK$ thousand) | Change (HK$ thousand) | | :--- | :--- | :--- | :--- | | Non-current Assets | 65,346 | 68,522 | -3,176 | | Current Assets | 127,370 | 134,072 | -6,702 | | Current Liabilities | 126,235 | 130,875 | -4,640 | | Net Current Assets | 1,135 | 3,197 | -2,062 | | Net Assets | 13,566 | 17,798 | -4,232 | - Trade receivables significantly increased from HK$17.599 million as of December 31, 2023, to HK$30.499 million as of June 30, 20241024 - Loans from related companies substantially increased from HK$1.800 million as of December 31, 2023, to HK$18.567 million as of June 30, 202410 Condensed Consolidated Statement of Changes in Equity As of June 30, 2024, equity attributable to owners decreased from HK$18.681 million to HK$14.451 million, primarily due to a HK$8.970 million loss for the period, partially offset by a HK$4.740 million increase in exchange reserve Summary of Condensed Consolidated Statement of Changes in Equity | Indicator | June 30, 2024 (HK$ thousand) | December 31, 2023 (HK$ thousand) | Change (HK$ thousand) | | :--- | :--- | :--- | :--- | | Share Capital | 16,500 | 16,500 | 0 | | Share Premium | 53,080 | 53,080 | 0 | | Exchange Reserve | 2,323 | (2,417) | +4,740 | | Retained Profits/(Accumulated Losses) | (58,452) | (49,482) | -8,970 | | Equity Attributable to Owners of the Company | 14,451 | 18,681 | -4,230 | - A loss of HK$8.970 million was recorded for the period, compared to a profit of HK$1.318 million in the same period last year12 - Exchange reserve increased by HK$4.740 million, turning from negative to positive due to exchange differences from translating financial statements of overseas operations12 Condensed Consolidated Statement of Cash Flows During the reporting period, net cash outflow from operating activities increased, investment activities shifted from net outflow to net inflow, and net cash outflow from financing activities significantly decreased, resulting in a negative cash and cash equivalents balance at period-end Summary of Condensed Consolidated Statement of Cash Flows | Indicator | Six Months Ended June 30, 2024 (HK$ thousand) | Six Months Ended June 30, 2023 (HK$ thousand) | Change (HK$ thousand) | | :--- | :--- | :--- | :--- | | Net Cash Used in Operating Activities | (28,248) | (22,557) | -5,691 | | Net Cash From Investing Activities | 7,277 | 66 | +7,211 | | Net Cash (Used in)/From Financing Activities | (74) | 23,546 | -23,620 | | Net (Decrease)/Increase in Cash and Cash Equivalents | (21,045) | 1,055 | -22,100 | | Cash and Cash Equivalents at End of Period | (5,281) | 11,358 | -16,639 | - Cash and bank balances at period-end were HK$627 thousand, but bank overdrafts amounted to HK$5,908 thousand, resulting in a net cash and cash equivalents of negative HK$5,281 thousand14 Notes to the Condensed Consolidated Financial Statements This section provides detailed notes explaining the basis of preparation, accounting policies, and specific financial items within the condensed consolidated financial statements 1. Company Information Hanvey Group was incorporated in the Cayman Islands in 2017, listed on GEM in Hong Kong in 2018, and primarily engages in ODM design, manufacturing, and distribution of watch products, with Man Yi Group Limited as its ultimate holding company - The Company is an investment holding company, and its subsidiaries are principally engaged in the design and development, manufacture, and distribution of watch products on an original design manufacturer (ODM) basis for global watch manufacturers, brand owners, and watch importers15 - The Company's shares were listed on GEM of The Stock Exchange of Hong Kong Limited on July 12, 201815 2. Basis of Preparation and Accounting Policies These interim financial statements are prepared in accordance with Hong Kong Financial Reporting Standards, consistent with the accounting policies used in the 2023 annual financial statements, with no significant impact from new or revised standards - The unaudited condensed consolidated interim financial statements are prepared in accordance with Hong Kong Financial Reporting Standards issued by the Hong Kong Institute of Certified Public Accountants16 - The accounting policies adopted are consistent with those applied in the financial statements for the year ended December 31, 2023, and new and revised standards have no significant impact on the Group's results and financial position16 3. Revenue and Segment Information The Group primarily operates a single ODM watch manufacturing and trading segment, with revenue mainly from Asia, South America, and Europe, noting a significant decline in the Asian market - The Group currently operates only one original design manufacturer (ODM) operating segment, primarily engaged in the manufacture and trading of watches17 Revenue by Geographical Location of Customers | Geographical Location | Six Months Ended June 30, 2024 (HK$ thousand) | Six Months Ended June 30, 2023 (HK$ thousand) | Change (HK$ thousand) | | :--- | :--- | :--- | :--- | | Asia | 32,536 | 110,780 | -78,244 | | Europe | 5,251 | 5,313 | -62 | | Pacific Region | 3,032 | 1,606 | +1,426 | | South America | 10,992 | 9,423 | +1,569 | | Total | 51,811 | 127,122 | -75,311 | 4. Revenue, Other Income, Gains and Losses Total Group revenue significantly decreased during the reporting period, mainly due to a sharp drop in sales of finished watches, while other income, gains, and losses shifted from positive to negative, primarily impacted by increased losses from financial assets at fair value through profit or loss Revenue Components | Item | Six Months Ended June 30, 2024 (HK$ thousand) | Six Months Ended June 30, 2023 (HK$ thousand) | Change (HK$ thousand) | | :--- | :--- | :--- | :--- | | Finished Watches | 16,568 | 91,914 | -75,346 | | Loose Parts Kits | 34,018 | 31,975 | +2,043 | | Watch Components | 1,225 | 3,233 | -2,008 | | Total Revenue | 51,811 | 127,122 | -75,311 | Other Income, Gains and Losses | Item | Six Months Ended June 30, 2024 (HK$ thousand) | Six Months Ended June 30, 2023 (HK$ thousand) | Change (HK$ thousand) | | :--- | :--- | :--- | :--- | | Interest Income | 313 | 579 | -266 | | Rental Income | 192 | 182 | +10 | | Net Exchange (Loss)/Gain | 201 | (414) | +615 | | Miscellaneous Income | 532 | 0 | +532 | | Government Grant Income | 0 | 212 | -212 | | Net (Loss)/Gain on Disposal of Financial Assets at Fair Value Through Profit or Loss | (1,572) | (88) | -1,484 | | Total | (334) | 471 | -805 | 5. Profit Before Tax During the reporting period, depreciation expense for property, plant, and equipment was HK$2.043 million, a decrease from the prior year Depreciation of Property, Plant and Equipment | Indicator | Six Months Ended June 30, 2024 (HK$ thousand) | Six Months Ended June 30, 2023 (HK$ thousand) | Change (HK$ thousand) | | :--- | :--- | :--- | :--- | | Depreciation | 2,043 | 2,645 | -602 | 6. Income Tax Total income tax expense for the reporting period was HK$148 thousand, primarily comprising Hong Kong profits tax and PRC enterprise income tax, a slight decrease from the prior year Components of Income Tax Expense | Item | Six Months Ended June 30, 2024 (HK$ thousand) | Six Months Ended June 30, 2023 (HK$ thousand) | Change (HK$ thousand) | | :--- | :--- | :--- | :--- | | Hong Kong Profits Tax | 115 | 86 | +29 | | PRC Enterprise Income Tax | 33 | 83 | -50 | | Total | 148 | 169 | -21 | 7. (Loss)/Earnings Per Share Basic loss per share for the reporting period was 5.44 HK cents, compared to basic earnings per share of 0.80 HK cents in the prior year, primarily due to a HK$8.97 million loss attributable to owners, with diluted loss per share being the same due to no potential dilutive ordinary shares (Loss)/Earnings Per Share | Indicator | Six Months Ended June 30, 2024 | Six Months Ended June 30, 2023 | | :--- | :--- | :--- | | Basic (Loss)/Earnings Per Share | (5.44) HK cents | 0.80 HK cents | - The loss attributable to owners of the Company for the reporting period was approximately HK$8.97 million, compared to a profit of approximately HK$1.32 million in the same period last year22 8. Property, Plant and Equipment During the reporting period, the Group's expenditure on property, plant, and equipment increased, and as of period-end, approximately HK$45.28 million of mortgaged property, plant, and equipment was pledged as security for bank financing Purchases of Property, Plant and Equipment | Indicator | Six Months Ended June 30, 2024 (HK$ million) | Six Months Ended June 30, 2023 (HK$ million) | Change (HK$ million) | | :--- | :--- | :--- | :--- | | Purchases | 0.06 | 0.03 | +0.03 | - As of June 30, 2024, mortgaged property, plant, and equipment with a carrying amount of approximately HK$45.28 million were pledged as security for the Group's general banking facilities23 9. Trade and Other Receivables, Deposits and Prepayments As of June 30, 2024, trade receivables significantly increased, primarily concentrated in the 0-30 day aging category, indicating higher sales or slower collection, while prepayments for raw materials decreased Trade and Other Receivables | Item | June 30, 2024 (HK$ thousand) | December 31, 2023 (HK$ thousand) | Change (HK$ thousand) | | :--- | :--- | :--- | :--- | | Trade Receivables (net of allowance) | 30,499 | 17,599 | +12,900 | | Other Receivables, Deposits and Prepayments | 7,400 | 9,405 | -2,005 | Aging Analysis of Trade Receivables (net of impairment allowance) | Aging | June 30, 2024 (HK$ thousand) | December 31, 2023 (HK$ thousand) | Change (HK$ thousand) | | :--- | :--- | :--- | :--- | | 0 to 30 days | 22,757 | 7,198 | +15,559 | | 31 to 60 days | 4,810 | 5,970 | -1,160 | | 61 to 90 days | 386 | 1,415 | -1,029 | | Over 90 days | 2,546 | 3,016 | -470 | | Total | 30,499 | 17,599 | +12,900 | - The Group allows credit periods of 30 to 90 days to trade customers, with longer credit periods exceeding 90 days granted to long-term customers24 10. Trade and Bills Payables, Other Payables and Accruals As of June 30, 2024, total trade and bills payables decreased, with a notable reduction in bills payable, and trade payables typically have credit terms of 30 to 120 days Trade and Bills Payables | Item | June 30, 2024 (HK$ thousand) | December 31, 2023 (HK$ thousand) | Change (HK$ thousand) | | :--- | :--- | :--- | :--- | | Trade Payables | 21,865 | 23,924 | -2,059 | | Bills Payables | 22,656 | 28,415 | -5,759 | | Total | 44,521 | 52,339 | -7,818 | Aging Analysis of Trade Payables | Aging | June 30, 2024 (HK$ thousand) | December 31, 2023 (HK$ thousand) | Change (HK$ thousand) | | :--- | :--- | :--- | :--- | | 0 to 30 days | 7,345 | 3,973 | +3,372 | | Over 120 days | 1,028 | 5,057 | -4,029 | - All bills payable are due within 30 to 120 days, with bills payable aged 0 to 30 days decreasing from HK$8,717 thousand to HK$3,828 thousand28 11. Related Party Transactions During the reporting period, there were no rental expense transactions between the Group and Mr. Cheuk Sin Cheung, compared to HK$360 thousand in the prior year Summary of Related Party Transactions | Name of Related Party | Nature of Transaction | Six Months Ended June 30, 2024 (HK$ thousand) | Six Months Ended June 30, 2023 (HK$ thousand) | | :--- | :--- | :--- | :--- | | Mr. Cheuk Sin Cheung | Rental Expense | 0 | 360 | Management Discussion and Analysis This section provides an overview of the Group's business performance, financial review, and future outlook, including discussions on market conditions and operational strategies Business Review During the reporting period, Group revenue significantly decreased by 59.24% to HK$51.81 million, primarily impacted by a decline in the watch industry confidence index, prompting the Group to continue prudent cost control and operational efficiency improvements - The Group is principally engaged in the design and development, manufacture, and distribution of watch products on an original design manufacturer (ODM) basis for global watch manufacturers, brand owners, and watch importers30 Revenue Changes | Indicator | Six Months Ended June 30, 2024 (HK$ million) | Six Months Ended June 30, 2023 (HK$ million) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 51.81 | 127.12 | -59.24% | - The HKTDC Export Confidence Index shows that the confidence index for the watch industry decreased from 48.8 in Q2 2023 to 41.3 in Q2 2024 (a drop of 7.5), reflecting a pessimistic industry outlook30 Prospects The Group anticipates an uncertain overseas market environment, with economic slowdowns and rising funding costs from Fed rate hikes posing challenges to exports, yet significant demand for automatic mechanical and quartz watches in Southeast Asia persists, prompting close market observation and product design improvements - The uncertain overseas market environment, with risks of economic slowdown or recession, poses the greatest challenge to export performance in the coming months30 - Continued interest rate hikes by the Federal Reserve lead to increased funding costs, potentially causing ongoing volatility in the stock market30 - Demand for automatic mechanical and quartz watches in the Southeast Asian market remains substantial, and the Group will closely monitor market trends and provide designs suitable for customers30 Financial Review During the reporting period, the Group's gross profit decreased by 50.30% due to lower sales, while selling and distribution expenses, administrative expenses, and finance costs all declined, primarily driven by reductions in freight, staff costs, and bank borrowings Changes in Key Financial Expenses | Indicator | Six Months Ended June 30, 2024 (HK$ million) | Six Months Ended June 30, 2023 (HK$ million) | Change (%) | | :--- | :--- | :--- | :--- | | Gross Profit | 17.30 | 34.81 | -50.30% | | Selling and Distribution Expenses | 1.51 | 2.03 | -25.62% | | Administrative Expenses | 20.36 | 27.46 | -25.86% | | Finance Costs | 3.92 | 4.38 | -10.50% | - The decrease in selling and distribution expenses was primarily due to a reduction in freight and transportation expenses31 - The decrease in administrative expenses was mainly due to a reduction in staff costs31 - The decrease in finance costs was primarily due to a reduction in bank borrowings31 Interim Dividend The Board did not declare an interim dividend for the reporting period, consistent with the same period in 2023 - The Board did not declare an interim dividend for the reporting period (2023: nil)32 Capital Structure The Company's capital structure remained unchanged during the reporting period, primarily consisting of issued share capital and reserves, with the Board regularly reviewing the capital structure - The Company's capital structure remained unchanged during the reporting period, primarily comprising issued share capital and reserves33 Liquidity and Financial Resources As of June 30, 2024, the Group's cash and bank balances significantly decreased, the current ratio declined, and the gearing ratio substantially increased to 730.06%, indicating heightened liquidity pressure Liquidity and Financial Resources Indicators | Indicator | June 30, 2024 | June 30, 2023 | Change | | :--- | :--- | :--- | :--- | | Cash and Bank Balances (HK$ million) | 0.63 | 11.36 | -94.45% | | Current Ratio (times) | 1.01 | 1.14 | -0.13 | | Gearing Ratio (%) | 730.06% | 257.30% | +472.76% | - The Directors believe that, as of the date of this interim report, the Group's financial resources are sufficient to support its business and operations34 Commitments As of June 30, 2023, the Group had no capital commitments - As of June 30, 2023, the Group had no capital commitments35 Pledge of Assets At the end of the reporting period, approximately HK$127.083 million of the Group's assets, including property, plant and equipment, financial assets at fair value through profit or loss, investment properties, and bank deposits, were pledged to banks as security for banking facilities Total Pledged Assets | Item | Amount (HK$ thousand) | | :--- | :--- | | Property, Plant and Equipment | 45,279 | | Financial Assets at Fair Value Through Profit or Loss | 18,907 | | Investment Properties | 11,375 | | Bank Deposits | 51,522 | | Total | 127,083 | Employees and Remuneration Policy As of June 30, 2024, the Group's employee count decreased to 102, with salaries determined based on qualifications, position, and experience, and an annual review system for performance evaluation Number of Employees | Date | Number of Employees | | :--- | :--- | | June 30, 2024 | 102 | | June 30, 2023 | 116 | - The Company determines salaries based on each employee's qualifications, position, and experience, with an annual review system serving as the basis for salary increments, bonuses, and promotions37 Foreign Exchange Risk The Group's purchases are denominated in HKD, while sales are primarily in USD, RMB, and HKD, and during the reporting period, the Group did not engage in any derivative instruments or hedging activities to manage foreign exchange risk - The Group's purchases are denominated in HKD, while sales are primarily denominated in USD, RMB, and HKD38 - During the reporting period, the Group did not engage in any derivative activities or enter into any hedging activities for foreign exchange risk38 Contingent Liabilities As of June 30, 2024, the Group had no significant contingent liabilities - As of June 30, 2024, the Group had no significant contingent liabilities (December 31, 2023: nil)39 Events After Reporting Period The Company proposes a rights issue on the basis of one rights share for every two existing shares held by qualifying shareholders at a subscription price of HK$0.10 per share, aiming to raise up to approximately HK$8.25 million - The Company proposes to issue up to 82,500,000 rights shares at a subscription price of HK$0.10 per rights share on the basis of one rights share for every two existing shares held by qualifying shareholders at the close of business on the record date40 - The rights issue aims to raise gross proceeds of up to approximately HK$8.25 million (assuming full subscription of the rights issue)40 Directors' and Chief Executive's Interests This section discloses the interests of directors and major shareholders in the Company's and its associated corporations' shares, with Mr. Cheuk Sin Cheung and Ms. Au Ching Mei jointly holding 56.36% of the Company's shares through Man Yi Group Limited Directors' and Chief Executive's Interests and/or Short Positions in the Shares, Underlying Shares and Debentures of the Company or its Associated Corporations This sub-section details the long positions held by directors in the Company's shares, primarily through controlled corporations Directors' Long Positions in the Shares of the Company | Name of Director | Capacity/Nature of Interest | Number of Ordinary Shares in which Long Position is Held | Percentage of Total Shares | | :--- | :--- | :--- | :--- | | Mr. Cheuk Sin Cheung | Interest in a controlled corporation | 93,000,000 | 56.36% | | Ms. Au Ching Mei | Interest in a controlled corporation | 93,000,000 | 56.36% | - 93,000,000 shares of the Company are registered in the name of Man Yi Group Limited, whose entire issued share capital is legally and beneficially owned in equal shares by Mr. Cheuk Sin Cheung and Ms. Au Ching Mei42 Substantial Shareholders' Interests and/or Short Positions in the Shares and Underlying Shares of the Company This sub-section outlines the long positions held by substantial shareholders in the Company's shares Substantial Shareholders' Long Positions in the Shares of the Company | Name | Capacity/Nature of Interest | Number of Ordinary Shares in which Long Position is Held | Percentage of Total Shares | | :--- | :--- | :--- | :--- | | Man Yi Group Limited | Beneficial interest | 93,000,000 | 56.36% | Purchase, Sale or Redemption of the Company's Listed Securities During the reporting period, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities - During the reporting period, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities45 Material Investments and Plans for Capital Assets During the reporting period, the Group made no material investments, acquisitions, or disposals of subsidiaries, associates, and joint ventures, and has no other significant investment or capital asset plans for the coming year Material Investments Held, Material Acquisitions or Disposals of Subsidiaries, Associates and Joint Ventures During the reporting period, the Company had no material investments, acquisitions, or disposals of subsidiaries, associates, and joint ventures - During the reporting period, the Company had no material investments, material acquisitions, or disposals of subsidiaries, associates, and joint ventures45 Future Plans for Material Investments or Capital Assets Apart from what is disclosed in this interim report, the Group has no other significant investment or capital asset plans for the next year - Save as disclosed in this interim report, the Group has no other material investment or capital asset plans for the next year46 Share Option Scheme The Company adopted a share option scheme in 2018 to incentivize employees and attract talent, valid for 10 years, with total shares granted not exceeding 10% of issued shares, and no options granted or outstanding as of June 30, 2024 - The Share Option Scheme was approved and adopted by shareholders on June 20, 2018, with a validity period of 10 years, aiming to provide incentives and attract high-caliber employees47 - The total number of shares involved in share options granted under the scheme shall not exceed 10% of the issued shares at any time48 - No share options have been granted since the adoption of the scheme, and as of June 30, 2024, the Company had no outstanding share options under the Share Option Scheme48 Corporate Governance The Group generally complied with the Corporate Governance Code during the reporting period, though the roles of Chairman and CEO are held by the same person, which the Board believes is in the Group's best interest, and the Audit Committee has reviewed the interim results for compliance with accounting standards Competition and Conflicts of Interest During the reporting period, no directors, management shareholders, or substantial shareholders engaged in any business competing or potentially competing with the Group, nor did they have any other conflicts of interest - During the reporting period, none of the Company's Directors, management shareholders, or substantial shareholders, or any of their respective associates, engaged in any business that competes or may compete with the Group's business or had any other conflicts of interest with the Group49 Corporate Governance Code The Company complied with the Corporate Governance Code provisions, except for the combined roles of Chairman and Chief Executive Officer, which the Board deems beneficial for consistent leadership and the Group's best interests - The Company has complied with the code provisions of the Corporate Governance Code set out in Appendix C1 to the GEM Listing Rules, except for the roles of Chairman and Chief Executive Officer being performed by the same individual (Mr. Cheuk Sin Cheung)50 - The Board believes that Mr. Cheuk Sin Cheung serving concurrently as Chairman of the Board and Chief Executive Officer of the Company is beneficial to the Group's business, strengthens stable and consistent leadership, and is in the best interests of the Group50 Code of Conduct for Securities Transactions by Directors The Company adopted a code of conduct for directors' securities transactions, no less exacting than the GEM Listing Rules, and confirmed directors' compliance during the reporting period - The Company has adopted a code of conduct for securities transactions by Directors, the terms of which are no less exacting than the required standard of dealings set out in Rules 5.48 to 5.67 of the GEM Listing Rules51 - Following specific enquiries, the Company confirmed that the Directors have complied with the required standard of dealings and the code of conduct for securities transactions by Directors during the reporting period51 Audit Committee The Audit Committee's primary duties include recommending external auditors, reviewing financial statements, advising on financial reporting, and overseeing internal controls, having reviewed the unaudited interim results and confirmed their compliance with applicable accounting standards and GEM Listing Rules - The primary duties of the Audit Committee are mainly to make recommendations to the Board on the appointment and removal of external auditors, review financial statements and related information, advise on financial reporting procedures, and oversee the Group's internal control procedures52 - The Audit Committee has reviewed the Group's unaudited consolidated results for the reporting period and is of the opinion that they were prepared in accordance with applicable accounting standards and the GEM Listing Rules, and that adequate disclosures have been made52 Forward-Looking Statements This interim report contains forward-looking statements regarding the Group's future financial condition, operating results, and business, which are based on various assumptions and subject to risks, uncertainties, and assumptions, and are not guarantees of future performance - This interim report contains forward-looking statements regarding the Group's financial condition, operating results, and business53 - These statements reflect the Group's views on future events, are not guarantees of future performance, and are subject to certain risks, uncertainties, and assumptions53