长城天下(00524) - 2024 - 中期业绩

Company Information This chapter discloses Great Wall Worldwide Holdings Limited's registration, board, auditors, legal advisors, bankers, stock code, and contact information Company Basic Information This section details the company's registration, board members, company secretary, auditors, legal advisors, principal bankers, stock code, and contact information - The Board of Directors includes Executive Directors Mr. Cheung Siu Fai (Chairman and Acting Chief Executive Officer) and Mr. Hui Chun Wai, and Independent Non-executive Directors Mr. Fong Wai Ho, Mr. Chow Hiu Tung, and Ms. Cheung Sze Man[7] - The company's registered office is in Bermuda, with its principal place of business in Hong Kong at Lippo Centre, Admiralty, Hong Kong[7] - The company's stock code is 524, and its website is www.gwt.hk[7](index=7&type=chunk) Condensed Consolidated Statement of Profit or Loss For the six months ended June 30, 2024, total revenue decreased by 11.40%, gross profit increased by 10.58%, and loss attributable to owners narrowed by 18.49% Profit or Loss Overview This section provides a summary of the company's profit or loss performance for the six months ended June 30, 2024, compared to the prior period Key Financial Indicators (For the six months ended June 30) | Metric | 2024 (HK$ thousand) | 2023 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Total Revenue | 36,911 | 41,659 | -11.40% | | Gross Profit | 2,624 | 2,373 | +10.58% | | Loss Before Tax | (10,414) | (12,794) | -18.59% | | Loss Attributable to Owners of the Company for the Period | (10,506) | (12,893) | -18.49% | | Basic Loss Per Share (HK cents) | (5.3) | (6.5) | -18.46% | - The company's loss for the period narrowed, primarily due to a reduction in loss before tax[10] Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income For the six months ended June 30, 2024, loss for the period narrowed, but other comprehensive expenses rose, leading to a 15.70% decrease in total comprehensive expense attributable to owners Comprehensive Income Overview This section summarizes the company's comprehensive income for the six months ended June 30, 2024, highlighting changes in loss and other comprehensive expenses Total Comprehensive Expense for the Period (For the six months ended June 30) | Metric | 2024 (HK$ thousand) | 2023 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Loss for the Period | (10,506) | (12,893) | -18.49% | | Other Comprehensive (Expense) Income for the Period | (385) | (23) | +1573.91% (expense increase) | | Total Comprehensive Expense Attributable to Owners of the Company for the Period | (10,891) | (12,916) | -15.70% | - The net change in revaluation reserve for investments designated at fair value through other comprehensive income, amounting to (394) HK$ thousand (compared to zero in the prior period), was the primary reason for the increase in other comprehensive expenses[13] Condensed Consolidated Statement of Financial Position As of June 30, 2024, non-current assets grew slightly, but current assets and net assets declined, with a significant increase in current liabilities expanding net current liabilities Financial Position Overview This section provides an overview of the company's financial position as of June 30, 2024, detailing changes in assets, liabilities, and equity Key Financial Position (As of June 30) | Metric | 2024 (HK$ thousand) | December 31, 2023 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Non-current Assets | 54,984 | 52,540 | +4.65% | | Current Assets | 17,178 | 21,074 | -18.50% | | Current Liabilities | 50,480 | 40,614 | +24.29% | | Net Current Liabilities | (33,302) | (19,540) | +70.43% (liabilities expanded) | | Net Assets | 16,693 | 27,584 | -39.59% | - Right-of-use assets increased from zero to HK$1,721 thousand, while investment properties remained unchanged at HK$49,800 thousand[16] - Trade and other receivables decreased from HK$13,189 thousand to HK$8,777 thousand[16] Condensed Consolidated Statement of Changes in Equity For the six months ended June 30, 2024, total equity decreased from HK$27,584 thousand to HK$16,693 thousand, driven by the period's loss and negative investment revaluation reserve changes Equity Changes Overview This section outlines the changes in the company's total equity for the six months ended June 30, 2024, detailing the contributing factors Total Equity Changes (As of June 30) | Metric | January 1, 2024 (HK$ thousand) | June 30, 2024 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Total Equity | 27,584 | 16,693 | -39.59% | - Accumulated losses increased from (HK$431,056) thousand to (HK$441,423) thousand, reflecting a loss for the period of HK$10,506 thousand[19] - Investment revaluation reserve (not reclassified) further decreased from (HK$5,913) thousand to (HK$6,446) thousand[19] Condensed Consolidated Statement of Cash Flows For the six months ended June 30, 2024, net cash used in operations decreased, investing cash outflow reduced, and financing cash inflow increased, leading to a net increase in cash and cash equivalents Cash Flow Overview This section provides an overview of the company's cash flows for the six months ended June 30, 2024, categorizing them into operating, investing, and financing activities Key Cash Flows (For the six months ended June 30) | Metric | 2024 (HK$ thousand) | 2023 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Net Cash Used in Operating Activities | (10,110) | (13,551) | -25.39% (outflow decreased) | | Net Cash (Used in) Generated from Investing Activities | (13) | 8,965 | -100.14% (from inflow to outflow) | | Net Cash Generated from (Used in) Financing Activities | 10,635 | (1,116) | +1052.78% (from outflow to inflow) | | Net Increase (Decrease) in Cash and Cash Equivalents | 512 | (5,702) | +108.98% (from decrease to increase) | | Bank Balances and Cash (End of Period) | 6,565 | 12,265 | -46.50% | - Cash inflow from financing activities primarily resulted from a loan raised from a director amounting to HK$13,400 thousand[22] Notes to the Condensed Consolidated Financial Statements This section provides detailed notes on the basis of preparation, accounting policies, segment information, and other financial details of the condensed consolidated financial statements 1. General Information This note introduces the company's place of incorporation, listing location, principal business (investment holding), and the review status and presentation currency of the interim financial statements - The company is an exempted company incorporated in Bermuda, with its ordinary shares listed on The Stock Exchange of Hong Kong Limited, and its principal business is investment holding[23] - The interim financial statements are unaudited but have been reviewed by the company's audit committee[23] 2. Basis of Preparation and Accounting Policies This note clarifies that the interim financial statements are prepared in accordance with HKAS 34 and the Listing Rules, applying consistent accounting policies with the 2023 annual financial statements. Newly adopted standards had no significant impact, and the company prepares statements on a going concern basis - The interim financial statements are prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" and the applicable disclosure requirements of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited[23] - The application of amendments to Hong Kong Financial Reporting Standards during the period had no significant impact on the group's financial position and performance for the current and prior periods[23] - Despite a net loss of approximately HK$10,506 thousand and net current liabilities of approximately HK$33,302 thousand for the period, the directors believe the group has sufficient financial resources for future operations, thus preparing the financial statements on a going concern basis[24] 3. Revenue and Segment Information This note details the company's revenue and results by business segment (telecommunications services, information technology business, property investment) and geographical region (Hong Kong, Singapore, China). Telecommunications services remain the main revenue source but declined, IT business revenue also decreased, while property investment revenue was stable, and China's revenue contribution significantly grew 3. (a) By Business Segment This section reports the revenue and segment results for the three business segments: telecommunications services, information technology business, and property investment. Revenue and segment results for telecommunications and IT businesses decreased, while property investment revenue was stable and contributed positive results Revenue by Business Segment (For the six months ended June 30) | Business Segment | 2024 (HK$ thousand) | 2023 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Telecommunications Services | 35,778 | 40,292 | -11.21% | | Information Technology Business | 461 | 695 | -33.67% | | Property Investment | 672 | 672 | 0.00% | | Total | 36,911 | 41,659 | -11.40% | Segment Results by Business Segment (For the six months ended June 30) | Business Segment | 2024 (HK$ thousand) | 2023 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Telecommunications Services | (1,048) | (2,676) | -60.84% (loss narrowed) | | Information Technology Business | (2,642) | (2,426) | +8.90% (loss widened) | | Property Investment | 667 | 664 | +0.45% | - Total consolidated assets decreased from HK$73,614 thousand as of December 31, 2023, to HK$72,162 thousand as of June 30, 2024, while total consolidated liabilities increased from (HK$46,030) thousand to (HK$55,469) thousand[29] 3. (b) By Geographical Information This section discloses the company's revenue contribution from its three main geographical regions: Hong Kong, Singapore, and China. Hong Kong revenue significantly decreased, Singapore remained stable, and China's revenue grew substantially Revenue by Geographical Region (For the six months ended June 30) | Geographical Region | 2024 (HK$ thousand) | 2023 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Hong Kong | 1,651 | 14,467 | -88.58% | | Singapore | 22,529 | 22,214 | +1.42% | | China | 12,731 | 4,978 | +155.75% | | Total | 36,911 | 41,659 | -11.40% | - Non-current assets are primarily concentrated in Hong Kong, amounting to HK$52,588 thousand as of June 30, 2024[31] 4. Other Income, Gains and Losses Net other income, gains, and losses for the period amounted to HK$95 thousand, a significant decrease from HK$287 thousand in the prior period, mainly due to reduced bank interest income and government grants Other Income, Gains and Losses (For the six months ended June 30) | Metric | 2024 (HK$ thousand) | 2023 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Bank Interest Income | 4 | 147 | -97.28% | | Government Grants | 59 | 91 | -35.16% | | Miscellaneous Income | 32 | 44 | -27.27% | | Total | 95 | 287 | -66.90% | - Total other income, gains, and losses significantly decreased, primarily impacted by a HK$143 thousand reduction in bank interest income[32] 5. Loss Before Tax This note details the components of loss before tax, including finance costs, staff costs, and depreciation. Loss before tax for the period was HK$10,414 thousand, narrowing from HK$12,794 thousand in the prior period 5. (a) Finance Costs Finance costs significantly increased from HK$166 thousand in 2023 to HK$657 thousand in 2024, mainly due to new interest expenses from a director's loan and other borrowings Finance Costs (For the six months ended June 30) | Metric | 2024 (HK$ thousand) | 2023 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Interest Expense on Lease Liabilities | 250 | 166 | +50.60% | | Interest Expense on Loan from a Director | 244 | – | N/A (newly added) | | Interest Expense on Borrowings | 163 | – | N/A (newly added) | | Total | 657 | 166 | +295.78% | - Finance costs significantly increased, primarily due to the newly added interest expense on a loan from a director of HK$244 thousand and interest expense on borrowings of HK$163 thousand during the period[33] 5. (b) Other Items Total staff costs remained stable, depreciation expenses increased, while cost of services and cost of inventories sold decreased Other Items (For the six months ended June 30) | Metric | 2024 (HK$ thousand) | 2023 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Total Staff Costs | 6,949 | 6,935 | +0.20% | | Depreciation of Property, Plant and Equipment | 48 | 12 | +300.00% | | Depreciation of Right-of-use Assets | 574 | 507 | +13.21% | | Cost of Services (included in cost of sales) | 34,275 | 39,286 | -12.80% | - Total staff costs remained stable, while depreciation of property, plant and equipment significantly increased[33] 6. Taxation This note discloses the income tax expense for the period, which was HK$92 thousand, primarily comprising Hong Kong Profits Tax, Singapore corporate income tax, and China corporate income tax, with unchanged tax rates Current Tax (For the six months ended June 30) | Metric | 2024 (HK$ thousand) | 2023 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Hong Kong Profits Tax | (92) | (99) | -7.07% | - Hong Kong Profits Tax is calculated at 16.5%, Singapore corporate income tax at 17%, and China corporate income tax at 25%, with all tax rates remaining unchanged[35] 7. Interim Dividend The Board of Directors does not recommend the payment of any dividend for the current period or the corresponding prior period - The Board of Directors does not recommend the payment of a dividend for the six months ended June 30, 2024, and 2023[35] 8. Loss Per Share Basic loss per share for the period was 5.3 HK cents, narrowing from 6.5 HK cents in the prior period. Diluted loss per share is the same as basic loss per share due to the absence of dilutive potential ordinary shares Loss Per Share (For the six months ended June 30) | Metric | 2024 (HK cents) | 2023 (HK cents) | Change | | :--- | :--- | :--- | :--- | | Basic and Diluted Loss Per Share | (5.3) | (6.5) | -18.46% | - There were no dilutive potential ordinary shares in issue during the current and prior periods, thus diluted loss per share is the same as basic loss per share[35] 9. Investment Property The fair value of investment property remained at HK$49,800 thousand as of June 30, 2024, consistent with December 31, 2023, with no fair value changes recognized in profit or loss for the period. The property is classified under Level 3 of the fair value hierarchy Fair Value of Investment Property | Metric | June 30, 2024 (HK$ thousand) | December 31, 2023 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Balance at End of Period/Year | 49,800 | 49,800 | 0.00% | - No changes in the fair value of investment property were recognized in profit or loss during the period[37] - The investment property is classified under Level 3 of the fair value hierarchy[37] 10. Trade and Other Receivables Total trade and other receivables decreased from HK$13,961 thousand as of December 31, 2023, to HK$9,547 thousand as of June 30, 2024, primarily due to a reduction in trade receivables from customer contracts Total Trade and Other Receivables | Metric | June 30, 2024 (HK$ thousand) | December 31, 2023 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Total Trade and Other Receivables | 9,547 | 13,961 | -31.63% | | Trade Receivables from Contracts with Customers (net of loss allowance) | 6,706 | 10,686 | -37.24% | - Trade receivables less than one month decreased from HK$3,796 thousand to HK$2,407 thousand, and those over twelve months decreased from HK$389 thousand to HK$300 thousand[39] 11. Pledged Bank Deposits Pledged bank deposits slightly decreased, primarily used to secure bank guarantees for operational needs with suppliers Pledged Bank Deposits | Metric | June 30, 2024 (HK$ thousand) | December 31, 2023 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Pledged Bank Deposits | 158 | 161 | -1.86% | - The group has provided bank guarantees of approximately HK$154 thousand to suppliers to meet operational needs[40] 12. Trade and Other Payables Total trade and other payables significantly increased from HK$28,551 thousand as of December 31, 2023, to HK$37,896 thousand as of June 30, 2024, mainly due to a new loan from a director Total Trade and Other Payables | Metric | June 30, 2024 (HK$ thousand) | December 31, 2023 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Total Trade and Other Payables | 37,896 | 28,551 | +32.73% | | Loan from a Director | 13,400 | – | N/A (newly added) | - A new loan from a director of HK$13,400 thousand is unsecured, unguaranteed, bears interest at 9.8% per annum, and is repayable on demand[43] - Trade payables less than one month decreased from HK$3,454 thousand to HK$2,329 thousand[42] 13. Share Capital The company's authorised and issued and fully paid share capital remained stable after the share consolidation, with a par value of HK$0.1 per share and 196,927,500 ordinary shares in issue Share Capital Information | Metric | June 30, 2024 | December 31, 2023 | | :--- | :--- | :--- | | Authorised Share Capital (Number of Shares) | 1,200,000,000 | 1,200,000,000 | | Authorised Share Capital (Amount, HK$ thousand) | 120,000 | 120,000 | | Issued and Fully Paid Share Capital (Number of Shares) | 196,927,500 | 196,927,500 | | Issued and Fully Paid Share Capital (Amount, HK$ thousand) | 19,693 | 19,693 | - The share consolidation (ten shares into one) became effective on June 9, 2023[44] 14. Related Party Transactions During the period, new interest expense of HK$244 thousand arose from a loan with a director, details of which are disclosed in Note 12(b) Related Party Transactions (For the six months ended June 30) | Nature of Transaction | 2024 (HK$ thousand) | 2023 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Interest Expense on Loan from a Director | 244 | – | N/A (newly added) | - Details of related party balances are set out in Note 12(b) to the interim financial statements[45] 15. Fair Value Measurement This note discloses the fair value measurement of financial instruments, including equity investments designated at fair value through other comprehensive income and financial assets at fair value through profit or loss. The period saw derecognition of unlisted equity securities and recognition of new shares, resulting in a gain of HK$889 thousand 15. (a) Assets Measured at Fair Value This section details financial assets measured at fair value, including equity investments listed outside Hong Kong and unlisted equity securities, classified by fair value hierarchy levels (Level 1 and Level 3) Assets Measured at Fair Value (June 30, 2024) | Asset Class | Fair Value (HK$ thousand) | Fair Value Hierarchy Level | | :--- | :--- | :--- | | Equity Investments Listed Outside Hong Kong | 701 | Level 1 | | Unlisted Equity Securities | 1,681 | Level 3 | | Equity Investments Listed in Hong Kong | 11 | Level 1 | - During the period and for the year ended December 31, 2023, there were no transfers between Level 1 and Level 2 fair value measurements, nor any transfers into or out of Level 3 fair value measurements[47] 15. (b) Reconciliation of Level 3 Fair Value Measurements This section discloses the changes in Level 3 fair value measurements, primarily involving the derecognition of unlisted equity securities and total losses Reconciliation of Level 3 Fair Value Measurements (HK$ thousand) | Metric | Amount | | :--- | :--- | | As at December 31, 2023 and January 1, 2024 | 1,887 | | Derecognition | (199) | | Total loss: in other comprehensive expense | (7) | | As at June 30, 2024 | 1,681 | - During the period, unlisted equity securities were derecognized, and new shares were recognized, resulting in a gain of approximately HK$889 thousand from the derecognition of investments designated at fair value through other comprehensive income recognized in profit or loss[53] 15. (c) Financial Assets and Liabilities Carried at Amortised Cost As of June 30, 2024, and December 31, 2023, there were no significant differences between the carrying amounts and fair values of financial assets and liabilities carried at amortised cost - As of June 30, 2024, and December 31, 2023, there were no significant differences between the carrying amounts and fair values of the group's financial assets and liabilities carried at amortised cost[53] Business Review and Prospects This chapter reviews H1 2024 business performance, highlighting challenges and opportunities across telecommunications, IT, and investment property segments, and outlines future strategies Overview This section provides an overview of the global economic challenges in the first half of 2024 and the company's overall financial performance - The global economy faced challenges in the first half of 2024, including rising inflation, interest rate cut expectations, and geopolitical tensions[55] Key Financial Performance (For the six months ended June 30) | Metric | 2024 (HK$ thousand) | 2023 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Revenue | 36,900 | 41,700 | -11.5% | | Loss Attributable to Owners of the Company | 10,500 | 12,900 | -18.6% | Telecommunications Business Telecommunications business revenue decreased by 11.2% year-on-year to HK$35,800 thousand, mainly due to a decline in retail and wholesale voice telecommunications services. However, GPS services revenue significantly grew by 154.0% to HK$12,700 thousand, becoming a new growth highlight Telecommunications Business Revenue (For the six months ended June 30) | Metric | 2024 (HK$ thousand) | 2023 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Telecommunications Business Revenue | 35,800 | 40,300 | -11.2% | | GPS Services Revenue | 12,700 | 5,000 | +154.0% | - The decrease in telecommunications business revenue primarily stemmed from a reduction in revenue from the retail and wholesale voice telecommunications services segment[57] - The significant increase in GPS services revenue was mainly due to a full six months of revenue in the current period compared to only three months in the prior period, as well as an increase in new customer orders[57] Information Technology Business Information technology services revenue decreased by 28.6% to HK$500 thousand, and e-shop transformation contract deposits also significantly declined. The company is actively expanding its wine e-commerce platform, Winestry, which has been in trial operation for over a year Information Technology Business Revenue (For the six months ended June 30) | Metric | 2024 (HK$ thousand) | 2023 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Information Technology Services Revenue | 500 | 700 | -28.6% | | E-shop Transformation Contract Revenue | 100 | 400 | -75.0% | - The wine e-commerce platform, Winestry, has been in trial operation for over a year, featuring over 1,400 stock-keeping units[58] Investment Property Rental income from investment property remained stable at HK$700 thousand, and its fair value stayed at HK$49,800 thousand. The company expects this property to generate stable income and long-term capital appreciation Investment Property Rental Income and Fair Value | Metric | 2024 (HK$ thousand) | 2023 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Rental Income | 700 | 700 | 0.00% | | Fair Value (End of Period) | 49,800 | 49,800 | 0.00% | - The property is expected to generate stable income in the future, and the group will also benefit from its long-term capital appreciation[59] Prospects Looking ahead to the second half of 2024, global economic growth is expected to slow, but macro-financial risks have receded. The company will continue to adopt a prudent strategy, enhance operational efficiency, leverage its cost structure and capital investments for business growth, and actively seek new services and opportunities for diversification - Economic growth in most countries is expected to slow in the second half of 2024, but overall macro-financial stability risks have receded[59] - The company will adhere to its business decisions, adopt a prudent strategy, implement targeted measures to enhance operational efficiency, and utilize its cost structure and capital investments to achieve anticipated business growth[59] - The telecommunications business will continue to seek new services to complement its existing product portfolio, aiming to create balanced revenue streams; the information technology business will leverage its existing technical expertise to seize opportunities from growing industry demand and actively identify new business opportunities to strengthen business diversification[59][60] Financial Review This chapter reviews revenue, results, capital structure, liquidity, funding, foreign exchange risk, capital commitments, contingent liabilities, and material acquisitions/disposals Revenue and Results Revenue decreased by 11.5% year-on-year, primarily due to declines in telecommunications (voice telecommunications services) and information technology business revenue, partially offset by GPS services. Gross profit and gross margin both improved, mainly driven by GPS services. Other income decreased, sales and distribution expenses increased, operating and administrative expenses slightly fell, and finance costs significantly increased. Ultimately, loss attributable to owners decreased by 18.6% year-on-year - Revenue decreased by 11.5% from HK$41,700 thousand to HK$36,900 thousand, mainly due to a decline in voice telecommunications business revenue, partially offset by GPS services revenue[61] - Gross profit increased by 8.3% from HK$2,400 thousand to HK$2,600 thousand, and gross margin rose from 5.7% to 7.1%, primarily due to increased gross profit and improved gross margin from GPS services[61] - Finance costs increased by HK$500 thousand from HK$200 thousand to HK$700 thousand, mainly due to increased interest expenses on lease liabilities, bank loans, and a loan from a director[61] - Loss attributable to owners of the company decreased by 18.6% from HK$12,900 thousand to HK$10,500 thousand[61] Capital Structure, Liquidity and Funding Net assets decreased due to operating losses, while bank balances and cash slightly increased, mainly influenced by a loan inflow from a director. The liabilities to assets ratio significantly rose, reflecting increased leverage. Lease liabilities slightly increased Capital Structure and Liquidity (As of June 30) | Metric | 2024 (HK$ thousand) | December 31, 2023 (HK$ thousand) | Change | | :--- | :--- | :--- | :--- | | Net Assets | 16,700 | 27,600 | -39.57% | | Bank Balances and Cash | 6,600 | 6,100 | +8.20% | | Liabilities to Assets Ratio | 168.3% | 53.3% | +115.0% (leverage increased) | | Lease Liabilities | 8,300 | 8,200 | +1.22% | - The slight increase in bank balances and cash was mainly due to the net effect of HK$10,100 thousand net cash used in operating activities and HK$13,400 thousand cash inflow from a director's loan[62] - The loan from a director amounted to HK$13,400 thousand (December 31, 2023: nil), bearing interest at 9.8% per annum[62] Foreign Exchange Risk The company has certain assets, liabilities, and transactions denominated in Singapore dollars and Renminbi, and is closely monitoring exchange rates, but did not undertake any currency hedging during the period - The group has certain assets, liabilities, and transactions denominated in Singapore dollars and Renminbi[62] - As of June 30, 2024, the group had not undertaken any related currency hedging[62] Capital Commitments As of June 30, 2024, the company had no significant capital commitments - As of June 30, 2024, the group had no significant capital commitments[63] Contingent Liabilities As of June 30, 2024, the company had no significant contingent liabilities - As of June 30, 2024, the group had no significant contingent liabilities[63] Material Acquisitions and Disposals During the period, the company did not undertake any material acquisitions or disposals of subsidiaries, associates, or joint ventures - The group had no material acquisitions or disposals of subsidiaries, associates, or joint ventures during the period[63] Additional Information This chapter provides additional information on directors' and substantial shareholders' interests, share option scheme, corporate governance, interim dividend, asset charges, and post-reporting events Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares and Debentures This section discloses the interests of directors and the chief executive in the shares of the company and its associated corporations Interests in Shares, Underlying Shares and Debentures of the Company Mr. Cheung Siu Fai holds 68.85% of the company's shares through Beta Dynamic Limited, his wholly-owned beneficial entity Directors' Interests in Shares of the Company (June 30, 2024) | Director's Name | Capacity | Number of Shares in which Interests are Held | Approximate Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Mr. Cheung | Interest in Controlled Corporation | 135,589,342 | 68.85% | - The 135,589,342 shares are beneficially owned by Beta Dynamic Limited, which is wholly and beneficially owned by Mr. Cheung[65] Interests in Shares, Underlying Shares and Debentures of Associated Corporations Mr. Cheung Siu Fai beneficially owns 100% of Beta Dynamic, which is the company's controlling corporation Directors' Interests in Shares of Associated Corporations | Director's Name | Name of Associated Corporation | Capacity | Number of Shares Held by Director and Percentage of Interest in Share Capital of Associated Corporation | | :--- | :--- | :--- | :--- | | Mr. Cheung | Beta Dynamic | Beneficial Owner | 130,000 shares, 100% | - Beta Dynamic holds over 50% of the company's total issued share capital and is the company's controlling corporation[68] Substantial Shareholders' Interests and Short Positions in Shares and Underlying Shares Beta Dynamic, as a substantial shareholder, holds 68.85% of the company's shares Substantial Shareholders' Interests in Shares (June 30, 2024) | Shareholder's Name | Capacity | Number of Shares in which Interests are Held | Approximate Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Beta Dynamic | Beneficial Owner | 135,589,342 | 68.85% | - All disclosed interests represent long positions in the company's shares[69] Share Option Scheme The company adopted a share option scheme in 2018, with an updated authorized limit, but no share options have been granted during the period or historically - The company adopted a share option scheme on June 28, 2018, valid until June 27, 2028[70] - Following the share consolidation, the maximum number of share options that can be granted under the scheme is 15,754,200, representing 8% of the company's issued shares as of the report date[70] - No share options were outstanding, granted, or agreed to be granted under the scheme during the period, and no share options have ever been granted under the scheme[70] Compliance with Corporate Governance Code The company is committed to maintaining high levels of corporate governance. The roles of Chairman and Chief Executive Officer are combined in Mr. Cheung, a deviation from Code Provision C.2.1, but the Board believes this arrangement is in the company's best interest at this stage and will be continuously reviewed - The company is committed to maintaining a high level of corporate governance, fulfilling its duties to prioritize shareholders' best interests and enhance long-term shareholder value[70] - The roles of Chairman and Chief Executive Officer are combined in Mr. Cheung, which deviates from Code Provision C.2.1 of the Corporate Governance Code[70] - The Board believes this structure is in the best interests of the company and its shareholders at the current stage and will continuously review the group's existing management structure from time to time[70] Compliance with the Model Code for Securities Transactions by Directors Following specific inquiries by the company, all directors confirmed compliance with the Model Code for Securities Transactions by Directors during the period - Following specific inquiries made by the company to all directors, it was confirmed that the directors have complied with the required standards set out in the Model Code throughout the period[71] Interim Dividend The Board of Directors does not recommend the payment of an interim dividend for the current period - The Board of Directors does not recommend the payment of an interim dividend for the current period[71] Charges on Assets As of June 30, 2024, the company had no significant charges on assets - As of June 30, 2024, the group had no significant charges on assets[71] Review of Interim Financial Statements The unaudited interim financial statements for the current period have been reviewed by the Audit Committee and formally approved by the Board of Directors - The group's unaudited interim financial statements for the current period were reviewed by the Audit Committee before being formally approved by the Board of Directors[71] Purchase, Sale or Redemption of the Company's Listed Securities During the period, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities - During the period, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities[72] Events After the Reporting Period No significant events affecting the group have occurred since the end of the reporting period up to the date of this report - No significant events affecting the group have occurred since the end of the reporting period up to the date of this report[73] Employees and Remuneration Policy As of June 30, 2024, the company's number of employees slightly increased, total staff costs remained stable, and remuneration policies and structure remained unchanged Employees and Staff Costs | Metric | June 30, 2024 | December 31, 2023 | | :--- | :--- | :--- | | Number of Employees (including Directors) | 29 | 28 | | Total Staff Costs (HK$ thousand) | 6,900 | 6,900 | - The group's remuneration policies and structure have remained unchanged since the date of the company's 2023 annual report[74] Environmental Awareness For many years, the company has been committed to reducing waste generated during its business operations and participates in the Hong Kong Green Organisation Certification "Waste Reduction Certificate" scheme - For many years, the group has endeavored to reduce waste generated during its business operations[74] - Since 2015, the company has participated in the Hong Kong Green Organisation Certification "Waste Reduction Certificate" scheme, an accreditation program established by organizations including the Environmental Protection Department and the Environmental Campaign Committee[74]