Financial Highlights For the six months ended September 30, 2020, Speed Apparel Group reported revenue of approximately HKD 206.3 million, profit after tax of approximately HKD 4.4 million, and basic earnings per share of approximately HKD 0.9 cents. The Board does not recommend an interim dividend Financial Highlights for the Six Months Ended September 30, 2020 | Indicator | Amount (million HKD) | | :--- | :--- | | Revenue | 206.3 | | Profit after tax | 4.4 | | Basic earnings per share | 0.9 HK cents | | Interim dividend | Not recommended | Financial Information Unaudited Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income For the six months ended September 30, 2020, the Group's revenue significantly decreased by 31.8% to HKD 206.3 million, gross profit fell by 49.9% to HKD 26.8 million, profit for the period sharply declined from HKD 18.7 million to HKD 4.4 million, and basic earnings per share dropped to HKD 0.9 cents Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the six months ended September 30) | Indicator | 2020 (thousand HKD) | 2019 (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 206,332 | 302,664 | -31.8% | | Gross profit | 26,845 | 53,580 | -49.9% | | Profit before tax | 4,977 | 22,993 | -78.4% | | Profit for the period | 4,447 | 18,735 | -76.3% | | Basic earnings per share attributable to owners of the Company | 0.9 HK cents | 3.7 HK cents | -75.7% | Unaudited Condensed Consolidated Statement of Financial Position As of September 30, 2020, the Group's net current assets increased to HKD 126.1 million, total assets less current liabilities increased to HKD 131.9 million, and net assets increased to HKD 131.0 million, primarily due to changes in inventories, trade receivables, and bank balances within current assets Condensed Consolidated Statement of Financial Position (As of September 30) | Indicator | September 30, 2020 (thousand HKD) | March 31, 2020 (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | | Non-current assets | 5,760 | 5,847 | -1.5% | | Current assets | 204,510 | 152,532 | +34.1% | | Inventories | 13,932 | 4,587 | +203.7% | | Trade and bills receivables | 116,966 | 23,079 | +406.8% | | Bank and cash balances | 34,788 | 99,503 | -65.0% | | Current liabilities | 78,405 | 30,243 | +159.3% | | Trade and other payables | 75,615 | 27,308 | +176.9% | | Net current assets | 126,105 | 122,289 | +3.1% | | Net assets | 131,001 | 126,530 | +3.5% | Unaudited Condensed Consolidated Statement of Changes in Equity For the six months ended September 30, 2020, total equity attributable to owners of the Company increased to HKD 131.0 million, primarily due to profit for the period of HKD 4.4 million and exchange differences of HKD 24 thousand Condensed Consolidated Statement of Changes in Equity (For the six months ended September 30) | Indicator | September 30, 2020 (thousand HKD) | April 1, 2020 (thousand HKD) | | :--- | :--- | :--- | | Share capital | 5,000 | 5,000 | | Reserves | 126,001 | 121,530 | | Total equity | 131,001 | 126,530 | | Profit for the period | 4,447 | - | | Exchange differences arising from translation of overseas operations | 24 | - | Unaudited Condensed Consolidated Statement of Cash Flows For the six months ended September 30, 2020, net cash used in operating activities significantly increased to HKD 63.4 million, investing activities shifted from net inflow to net outflow, and net cash used in financing activities decreased, resulting in a net decrease in cash and cash equivalents of HKD 64.6 million Condensed Consolidated Statement of Cash Flows (For the six months ended September 30) | Indicator | 2020 (thousand HKD) | 2019 (thousand HKD) | | :--- | :--- | :--- | | Net cash used in operating activities | (63,369) | (4,656) | | Net cash (used in) generated from investing activities | (333) | 6,857 | | Net cash used in financing activities | (861) | (8,676) | | Net decrease in cash and cash equivalents | (64,563) | (6,475) | | Cash and cash equivalents at end of period | 34,788 | 71,079 | Notes to the Condensed Consolidated Financial Statements General Information Speed Apparel Group Holdings Limited, incorporated in the Cayman Islands, primarily provides supply chain management services for knitwear products, with its shares transferred to the Main Board of the Stock Exchange (stock code: 3860) on December 12, 2019 - The Company is an investment holding company, primarily engaged in providing apparel supply chain management services for the sale of knitwear products to customers29 - The Company's shares were transferred from GEM to the Main Board of the Stock Exchange on December 12, 2019, with stock code 386030 Basis of Preparation The interim financial statements are prepared in accordance with Hong Kong Financial Reporting Standards issued by the HKICPA and the Listing Rules of the Stock Exchange, using the historical cost convention, and have been reviewed by the Audit Committee - The interim financial statements are prepared in accordance with Hong Kong Financial Reporting Standards issued by the Hong Kong Institute of Certified Public Accountants and the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited31 - The interim financial statements are prepared under the historical cost convention and have been reviewed by the Audit Committee of the Company31 Adoption of New and Revised Hong Kong Financial Reporting Standards The Group has adopted new and revised Hong Kong Financial Reporting Standards effective from April 1, 2020, which are not expected to have a significant impact on the interim financial statements - The Group has adopted new and revised Hong Kong Financial Reporting Standards effective for the financial year beginning on April 1, 202033 - The Directors do not expect the application of these new and revised Hong Kong Financial Reporting Standards to have a significant impact on the interim financial statements33 Revenue For the six months ended September 30, 2020, the Group's total revenue was HKD 206.3 million, a 31.8% decrease year-on-year, with significant declines in revenue from Japan, the United States, and European markets, and all product categories experiencing reduced revenue despite ladies' wear remaining the primary category Geographical Information Japan, the United States, and Europe are key markets, but all experienced significant revenue declines for the six months ended September 30, 2020 Revenue by Geographical Market (thousand HKD) | Geographical market | 2020 | 2019 | Change (%) | | :--- | :--- | :--- | :--- | | Japan | 102,020 | 141,966 | -28.1% | | United States of America | 64,884 | 97,509 | -33.5% | | Europe | 29,899 | 47,037 | -36.4% | | Hong Kong | 7,567 | 14,017 | -46.0% | | Others | 1,962 | 2,135 | -8.0% | | Total revenue | 206,332 | 302,664 | -31.8% | Major Products Ladies' wear remains the Group's primary revenue source, accounting for 66.7% of total revenue, but its revenue同比下降31.6%。男裝和童裝收益也分別下降38.8%和27.3%。新增其他產品(如針織口罩)貢獻3.4百萬港元收益。 Revenue by Product Category (thousand HKD) | Major product | 2020 | 2019 | Change (%) | | :--- | :--- | :--- | :--- | | Ladies' wear | 137,548 | 201,143 | -31.6% | | Men's wear | 45,053 | 73,626 | -38.8% | | Children's wear | 20,287 | 27,895 | -27.3% | | Others | 3,444 | – | N/A | - Other products, including knit masks and beanies, are new revenue sources for the period35 Timing of Revenue Recognition and Sales of Apparel All revenue is recognized at a point in time when control of the products is transferred to customers, with the Group generally providing credit terms of 30 to 90 days - All revenue is recognized at a point in time when products are delivered to customers and control is transferred3839 - The Group generally makes sales to customers on credit terms of 30 to 90 days39 Other Income For the six months ended September 30, 2020, other income increased to HKD 1.0 million, primarily driven by HKD 1.4 million in government grants, partially offset by exchange losses Other Income Details (thousand HKD) | Item | 2020 | 2019 | | :--- | :--- | :--- | | Government grants | 1,431 | – | | Sample sales income | 293 | 508 | | Net exchange difference (loss) gain | (675) | 266 | | Total other income | 1,049 | 774 | - Government grants were the primary reason for the increase in other income during the period, reaching HKD 1.4 million40 Segment Information The Group operates in a single business segment: apparel trading, with key operating decision-makers monitoring overall revenue, performance, assets, and liabilities, and Hong Kong being the primary business location Geographical Information (Non-current Assets) As of September 30, 2020, the Group's non-current assets were primarily located in Hong Kong, with new non-current assets added in China Non-current Assets by Geographical Market (thousand HKD) | Geographical market | September 30, 2020 | March 31, 2020 | | :--- | :--- | :--- | | Hong Kong | 4,295 | 4,898 | | Japan | 720 | 949 | | China | 745 | – | | Total non-current assets | 5,760 | 5,847 | Revenue from Major Customers For the six months ended September 30, 2020, Customer A and Customer B remained major customers but their revenue contributions significantly decreased, while Customer C emerged as a new major customer Revenue from Major Customers (thousand HKD) | Customer | 2020 | 2019 | | :--- | :--- | :--- | | Customer A | 98,543 | 153,486 | | Customer B | 51,172 | 75,808 | | Customer C | 21,991 | Not applicable * | * Corresponding revenue did not contribute more than 10% of the Group's revenue during that period Income Tax Expense For the six months ended September 30, 2020, income tax expense significantly decreased to HKD 530 thousand, primarily due to reductions in Hong Kong profits tax and PRC enterprise income tax Income Tax Expense Analysis (thousand HKD) | Item | 2020 | 2019 | | :--- | :--- | :--- | | Hong Kong profits tax | 549 | 4,291 | | PRC enterprise income tax | 3 | (56) | | Deferred tax (credit) expense | (22) | 23 | | Total income tax expense | 530 | 4,258 | - Hong Kong profits tax is calculated at 16.5%, PRC enterprise income tax at 25%, and the effective statutory income tax rate for the Japanese subsidiary is approximately 21.36%51 Dividends The Board does not recommend the payment of any dividends for the six months ended September 30, 2020, compared to HKD 8.0 million in dividends paid during the same period last year - The Board does not recommend the payment of any dividends for the six months ended September 30, 202054 - Dividends of HKD 8.0 million were paid for the six months ended September 30, 2019, with none for the current period54 Profit for the Period Profit for the period is derived after deducting expenses such as staff costs, depreciation, exchange losses, and cost of sales, with total employee benefits expense slightly decreasing and cost of sales significantly declining due to reduced revenue Profit for the Period Deducted (Credited) Items (thousand HKD) | Item | 2020 | 2019 | | :--- | :--- | :--- | | Total employee benefits expense | 10,691 | 11,328 | | Depreciation of property, plant and equipment | 480 | 550 | | Depreciation of right-of-use assets | 918 | 562 | | Net exchange loss (gain) | 675 | (266) | | Cost of inventories recognized as cost of sales | 179,487 | 249,084 | | Commission expenses | 2,597 | 4,035 | | Sample expenses | 4,226 | 6,185 | Earnings Per Share For the six months ended September 30, 2020, basic earnings per share was HKD 0.9 cents, a significant decrease from HKD 3.7 cents in the prior year, primarily due to reduced profit for the period Basic Earnings Per Share Calculation (For the six months ended September 30) | Indicator | 2020 | 2019 | | :--- | :--- | :--- | | Profit for the period attributable to owners of the Company for basic EPS calculation (thousand HKD) | 4,447 | 18,735 | | Weighted average number of ordinary shares (thousand shares) | 500,000 | 500,000 | | Basic earnings per share attributable to owners of the Company (HK cents) | 0.9 | 3.7 | - Diluted earnings per share is not presented as there were no outstanding potential dilutive ordinary shares58 Property, Plant and Equipment For the six months ended September 30, 2020, the Group acquired property, plant and equipment of approximately HKD 0.4 million, an increase compared to the same period last year - The Group acquired property, plant and equipment of approximately HKD 0.4 million (2019: approximately HKD 0.1 million)59 Right-of-use Assets For the six months ended September 30, 2020, the Group entered into a new lease agreement for its China office, recognizing right-of-use assets and lease liabilities of approximately HKD 0.9 million - The Group entered into a new lease agreement for its China office, recognizing right-of-use assets of approximately HKD 0.9 million and lease liabilities of approximately HKD 0.9 million60 Trade and Bills Receivables As of September 30, 2020, trade and bills receivables significantly increased to HKD 117.0 million, with the 1 to 30 days aging category accounting for the largest proportion Aging Analysis of Trade and Bills Receivables (thousand HKD) | Aging | September 30, 2020 | March 31, 2020 | | :--- | :--- | :--- | | 1 to 30 days | 57,484 | 18,152 | | 31 to 60 days | 42,088 | 63 | | Total | 116,966 | 23,079 | - The Group has not made any impairment provision for doubtful debts and grants an average credit period of 30 to 90 days to long-term customers63 Pledged Bank Deposits Pledged bank deposits of approximately HKD 8.1 million are used to secure the Group's bank facilities, remaining largely consistent with the previous period-end - Pledged bank deposits of approximately HKD 8.1 million (March 31, 2020: approximately HKD 8.1 million) were pledged to banks to secure certain bank facilities granted to the Group65 Trade and Other Payables As of September 30, 2020, trade and other payables significantly increased to HKD 75.6 million, with trade payables accounting for HKD 65.7 million, primarily concentrated in the 1 to 30 days aging category Trade and Other Payables Details (thousand HKD) | Item | September 30, 2020 | March 31, 2020 | | :--- | :--- | :--- | | Trade payables | 65,716 | 23,084 | | Accruals and other payables | 9,899 | 4,224 | | Total | 75,615 | 27,308 | Aging Analysis of Trade Payables (thousand HKD) | Aging | September 30, 2020 | March 31, 2020 | | :--- | :--- | :--- | | 1 to 30 days | 44,518 | 16,938 | | 31 to 60 days | 20,732 | 4,018 | | 61 to 90 days | 65 | 1,652 | | Over 90 days | 401 | 476 | | Total | 65,716 | 23,084 | - The credit period for purchases of goods ranges from 30 to 45 days69 Share Capital As of September 30, 2020, the Company's authorized share capital was 1,000,000 thousand shares, and issued and fully paid share capital was 500,000 thousand shares with a par value of HKD 0.01 per share, totaling HKD 5.0 million, remaining unchanged from the previous period-end Share Capital Details (thousand shares) | Item | Number of shares | | :--- | :--- | | Authorised share capital | 1,000,000 | | Issued and fully paid share capital | 500,000 | - The par value per share is HKD 0.01, and the total share capital is HKD 5.0 million70 Related Party Disclosures The Group has lease transactions with Firenze Apparel Limited, wholly owned by Chairman Mr. Chan, and Mr. Chan's wife, Ms. Cheung Hung, provides guarantees for certain finance leases, with key management personnel compensation totaling HKD 2.91 million Related Party Transactions The Group pays HKD 100,000 per month in lease payments to Firenze Apparel Limited, wholly owned by Chairman Mr. Chan Related Party Transactions (thousand HKD) | Related party name | Nature of transaction | 2020 | 2019 | | :--- | :--- | :--- | :--- | | Firenze Apparel Limited | Lease payments | 600 | 600 | - Firenze Apparel is wholly and beneficially owned by Mr. Chan, the Chairman and Executive Director of the Company73 Pledges and Guarantees Provided by Related Parties As of September 30, 2020, finance lease payables of approximately HKD 68,000 were guaranteed by Ms. Cheung Hung, the wife of Mr. Chan - Finance lease payables of approximately HKD 68,000 (March 31, 2020: approximately HKD 134,000) were guaranteed by Ms. Cheung Hung, the wife of Mr. Chan74 Key Management Personnel Compensation For the six months ended September 30, 2020, key management personnel compensation totaled HKD 2.91 million, remaining largely consistent with the same period last year Key Management Personnel Compensation (thousand HKD) | Item | 2020 | 2019 | | :--- | :--- | :--- | | Directors' fees | 180 | 180 | | Salaries and other benefits | 2,685 | 2,639 | | Retirement benefit scheme contributions | 45 | 45 | | Total | 2,910 | 2,864 | Management Discussion and Analysis Introduction Speed Apparel Group is a Hong Kong-based apparel supply chain management service provider, primarily selling knitwear products and offering one-stop solutions to customers, mainly Japanese and US brands, with all manufacturing outsourced to third-party manufacturers - The Group is an apparel supply chain management service provider in Hong Kong, primarily engaged in the business of selling knitwear products80 - It provides one-stop apparel supply chain management solutions, including fashion trend analysis, product design, material sourcing, production management, quality control, and logistics services80 - Customers are mainly Japanese and US apparel retail brand owners or sourcing agents, with all manufacturing processes outsourced to third-party manufacturers in China, Thailand, and/or Cambodia80 Business Review Affected by the COVID-19 pandemic, the Group's revenue and profitability sharply declined, with revenue decreasing by 31.8% year-on-year to HKD 206.3 million and gross profit margin falling from 17.7% to 13.0%, yet the Group successfully attracted new mid-to-high-end apparel brands and expanded its China office - The COVID-19 pandemic led to global lockdowns, significantly impacting the apparel retail market and causing a substantial decrease in demand for the Group's products81 Key Financial Data for Business Review (For the six months ended September 30) | Indicator | 2020 (million HKD) | 2019 (million HKD) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 206.3 | 302.7 | -31.8% | | Gross profit | 26.8 | 53.6 | -49.9% | | Gross profit margin | 13.0% | 17.7% | -4.7 percentage points | | Total comprehensive income attributable to owners of the Company | 4.5 | 18.6 | -76.0% | - The Group successfully attracted no less than three new mid-to-high-end apparel brands and expanded its China office to facilitate production management81 Financial Review This section provides a detailed review of the Group's financial performance during the reporting period, including changes in key indicators such as revenue, costs, profits, expenses, and earnings per share, along with their primary causes Revenue For the six months ended September 30, 2020, total revenue decreased by 31.8% to HKD 206.3 million, primarily due to reduced purchasing orders from US and Japanese customers, with ladies' wear remaining the main product but all product categories experiencing significant sales volume declines Revenue and Sales Volume by Product Category (For the six months ended September 30) | Product category | 2020 Revenue (thousand HKD) | 2019 Revenue (thousand HKD) | Revenue Change (%) | 2020 Sales Volume (thousand pieces) | 2019 Sales Volume (thousand pieces) | Sales Volume Change (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Ladies' wear | 137,548 | 201,143 | -31.6% | 2,162 | 3,286 | -34.2% | | Men's wear | 45,053 | 73,626 | -38.8% | 817 | 1,318 | -38.0% | | Children's wear | 20,287 | 27,895 | -27.3% | 361 | 516 | -30.0% | | Others | 3,444 | – | N/A | 111 | – | N/A | | Total | 206,332 | 302,664 | -31.8% | 3,451 | 5,120 | -32.6% | Average Selling Price Per Piece by Product Category (HKD) | Product category | 2020 Average Selling Price | 2019 Average Selling Price | Change (%) | | :--- | :--- | :--- | :--- | | Ladies' wear | 63.6 | 61.2 | +3.9% | | Men's wear | 55.1 | 55.9 | -1.4% | | Children's wear | 56.2 | 54.1 | +3.9% | | Others | 31.0 | – | N/A | | Total Average Selling Price Per Piece | 59.8 | 59.1 | +1.2% | - The decrease in revenue was primarily due to reduced purchasing orders from major US and Japanese customers90 Cost of Sales Cost of sales decreased by 27.9% from HKD 249.1 million to HKD 179.5 million, a reduction consistent with the decrease in revenue, primarily comprising subcontracting fees, raw materials, and consumables Cost of Sales (For the six months ended September 30) | Indicator | 2020 (million HKD) | 2019 (million HKD) | Change (%) | | :--- | :--- | :--- | :--- | | Cost of sales | 179.5 | 249.1 | -27.9% | - The decrease in cost of sales was consistent with the decrease in the Group's revenue97 Gross Profit and Gross Profit Margin Gross profit decreased by 49.9% to HKD 26.8 million, and gross profit margin fell from 17.7% to 13.0%, primarily due to the COVID-19 pandemic and competitive pricing offered to a major US customer Gross Profit and Gross Profit Margin (For the six months ended September 30) | Indicator | 2020 (million HKD) | 2019 (million HKD) | Change (%) | | :--- | :--- | :--- | :--- | | Gross profit | 26.8 | 53.6 | -49.9% | | Gross profit margin | 13.0% | 17.7% | -4.7 percentage points | - The decline in gross profit margin was mainly due to competitive pricing offered to a major US customer98 Interest Income Interest income significantly increased by 115.2% from HKD 0.1 million to HKD 0.2 million Interest Income (For the six months ended September 30) | Indicator | 2020 (million HKD) | 2019 (million HKD) | Change (%) | | :--- | :--- | :--- | :--- | | Interest income | 0.2 | 0.1 | +115.2% | Other Income Other income increased to HKD 1.0 million, driven by a non-recurring government grant of HKD 1.4 million from the Hong Kong Employment Support Scheme, partially offset by reduced sample sales income and exchange losses Other Income (For the six months ended September 30) | Indicator | 2020 (million HKD) | 2019 (million HKD) | Change (%) | | :--- | :--- | :--- | :--- | | Other income | 1.0 | 0.8 | +25.0% | | Government grants | 1.4 | – | N/A | | Net exchange difference (loss) gain | (0.7) | 0.3 | N/A | Selling and Distribution Expenses Selling and distribution expenses decreased by 26.0% to HKD 13.1 million, primarily due to reductions in sample costs, logistics expenses, and commission expenses, consistent with the decrease in revenue Selling and Distribution Expenses (For the six months ended September 30) | Indicator | 2020 (million HKD) | 2019 (million HKD) | Change (%) | | :--- | :--- | :--- | :--- | | Selling and distribution expenses | 13.1 | 17.7 | -26.0% | - The decrease was primarily due to reductions in sample costs, logistics expenses, and commission expenses, consistent with the decrease in revenue104 Administrative Expenses Administrative expenses decreased by 12.2% to HKD 9.9 million, mainly due to reductions in staff costs and benefits for administrative personnel, overseas and local travel expenses, and bank charges Administrative Expenses (For the six months ended September 30) | Indicator | 2020 (million HKD) | 2019 (million HKD) | Change (%) | | :--- | :--- | :--- | :--- | | Administrative expenses | 9.9 | 11.3 | -12.2% | - The decrease was primarily due to reductions in staff costs and benefits for administrative personnel, overseas and local travel expenses, and bank charges105 Professional Fees for Transfer of Listing There were no non-recurring professional fees related to the transfer of listing in the current period, compared to approximately HKD 2.4 million recognized in the same period last year - There were no non-recurring professional fees related to the transfer of listing for the six months ended September 30, 2020105 - Approximately HKD 2.4 million in such expenses was recognized for the six months ended September 30, 2019105 Total Comprehensive Income Attributable to Owners of the Company Total comprehensive income attributable to owners of the Company significantly decreased by 76.0% to HKD 4.5 million, and even after adjusting for non-recurring professional fees for transfer of listing last year, the adjusted amount still decreased significantly by 78.7% Total Comprehensive Income Attributable to Owners of the Company (For the six months ended September 30) | Indicator | 2020 (million HKD) | 2019 (million HKD) | Change (%) | | :--- | :--- | :--- | :--- | | Total comprehensive income | 4.5 | 18.6 | -76.0% | - Excluding the non-recurring professional fees for transfer of listing in 2019 (HKD 2.4 million), the adjusted total comprehensive income still significantly decreased by approximately 78.7%108 Basic Earnings Per Share Basic earnings per share significantly decreased by 75.7% to HKD 0.9 cents, consistent with the decline in profit attributable to owners of the Company Basic Earnings Per Share (For the six months ended September 30) | Indicator | 2020 (HK cents) | 2019 (HK cents) | Change (%) | | :--- | :--- | :--- | :--- | | Basic earnings per share | 0.9 | 3.7 | -75.7% | Interim Dividend The Board does not recommend the payment of an interim dividend for the six months ended September 30, 2020 - The Board does not recommend the payment of an interim dividend for the six months ended September 30, 2020110 Liquidity and Financial Resources As of September 30, 2020, net current assets increased to HKD 126.1 million, but the current ratio decreased from 5.0 to 2.6, primarily due to a significant increase in current liabilities, with the gearing ratio at zero and the unutilized banking facilities ratio at 100% Liquidity and Financial Resources (As of September 30) | Indicator | September 30, 2020 (million HKD) | March 31, 2020 (million HKD) | | :--- | :--- | :--- | | Net current assets | 126.1 | 122.3 | | Bank and cash balances | 34.8 | 99.5 | | Current ratio | 2.6 | 5.0 | | Gearing ratio | 0 | 0 | | Unutilized banking facilities ratio | 100.0% | 100.0% | - The decrease in current ratio was primarily due to a 34.1% increase in current assets and a significant 159.3% increase in current liabilities, the latter mainly driven by an increase in trade and other payables111 Treasury Policy The Group adopts a prudent treasury policy, managing credit risk through continuous credit assessment, credit limit determination, and monitoring procedures, with the Board closely monitoring cash and cash equivalents to manage liquidity risk - The Group adopts a prudent treasury policy, with credit risk primarily arising from trade and bills receivables116 - Management conducts continuous credit assessments of customers and ensures appropriate measures are taken to recover overdue debts116 - The Board closely monitors the level of cash and cash equivalents to manage liquidity risk116 Capital Structure For the six months ended September 30, 2020, there was no change in the Company's capital structure, with issued share capital of HKD 5.0 million divided into 500,000,000 ordinary shares of HKD 0.01 each - For the six months ended September 30, 2020, there was no change in the Company's capital structure, which consists solely of ordinary shares117 - The issued share capital is HKD 5.0 million, divided into 500,000,000 shares of HKD 0.01 each118 Material Investments As of September 30, 2020, and March 31, 2020, the Group held no material investments - As of September 30, 2020, and March 31, 2020, the Group held no material investments120 Future Plans for Material Investments and Capital Assets Other than those disclosed in this report, the Group currently has no other plans for material investments and capital assets - Other than those disclosed in this report, the Group currently has no other plans for material investments and capital assets121 Material Acquisitions or Disposals of Subsidiaries and Affiliated Companies For the six months ended September 30, 2020, the Group did not acquire or dispose of any subsidiaries or affiliated companies - For the six months ended September 30, 2020, the Group did not acquire or dispose of any subsidiaries or affiliated companies122 Pledge of Assets As of September 30, 2020, pledged bank deposits of approximately HKD 8.1 million were pledged to banks to secure certain bank facilities granted to the Group Pledged Assets (thousand HKD) | Item | September 30, 2020 | March 31, 2020 | | :--- | :--- | :--- | | Pledged bank deposits | 8,121 | 8,060 | - Pledged bank deposits are used to secure certain bank facilities granted to the Group125 Contingent Liabilities and Capital Commitments As of September 30, 2020, the Group had no material contingent liabilities or capital commitments - As of September 30, 2020, the Group had no material contingent liabilities or capital commitments126 Foreign Exchange Risk The Group faces foreign currency risk, but significant changes in the USD to HKD exchange rate are not expected due to the HKD's peg to the USD; the Group currently has no foreign currency hedging policy but will monitor and consider hedging when necessary - The Group faces foreign currency risk, but significant changes in the USD to HKD exchange rate are not expected due to the HKD's peg to the USD127 - The Group currently has no foreign currency hedging policy, but management will closely monitor and consider hedging when necessary127 Employees and Remuneration Policy As of September 30, 2020, the Group employed 61 full-time employees, with total staff costs of approximately HKD 10.7 million; remuneration is determined based on market terms, individual performance, and qualifications, with year-end bonuses and share options provided to attract and retain talent Number of Employees and Staff Costs (For the six months ended September 30) | Indicator | 2020 | 2019 | | :--- | :--- | :--- | | Number of full-time employees | 61 | 59 | | Total staff costs (million HKD) | 10.7 | 11.3 | - Remuneration is determined with reference to market terms and individual employees' performance, qualifications, experience, position, and caliber128 - Year-end bonuses and share options are provided to attract and retain employees who contribute to the Group128 Future Prospects Due to the COVID-19 pandemic and the US-China trade dispute, the global economy is expected to further deteriorate, leading to reduced demand for the Group's products and adverse impacts on financial performance; the Group will implement cost control measures, expand manufacturer relationships outside China, and actively promote products to address these challenges - The COVID-19 pandemic is expected to lead to further deterioration of the global economy, reduced demand for the Group's products, and adverse impacts on its financial performance and position132 - The ongoing US-China trade dispute may result in reduced or terminated purchasing orders from major US customers, prompting the Group to expand manufacturer relationships outside China to mitigate risks133 - The Group will continue to develop promotional samples and actively promote products through showrooms, online platforms, business referrals, video conferences, and explore business diversification opportunities134 Other Information Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares and Debentures of the Company and its Associated Corporations As of September 30, 2020, Mr. Chan Wing Kai, Chairman and Chief Executive Officer, held 75% of the Company's issued share capital, or 375,000,000 shares, through his wholly-owned Speed Development Co. Ltd Directors' and Chief Executive's Interests | Name of Director | Nature of interest/Capacity | Number of ordinary shares held | Percentage of the Company's issued share capital | | :--- | :--- | :--- | :--- | | Mr. Chan | Interest in controlled corporation | 375,000,000 (L) | 75% | - Mr. Chan holds shares in the Company through Speed Development Co. Ltd., which is wholly and beneficially owned by him140 Substantial Shareholders' Interests and Short Positions in Shares, Underlying Shares and Debentures of the Company As of September 30, 2020, Speed Development held 75% equity in the Company, and Ms. Cheung Hung (Mr. Chan's spouse) was deemed to hold the same proportion of shares due to spousal interest Substantial Shareholders' Interests | Name of substantial shareholder | Nature of interest/Capacity | Number of ordinary shares held | Percentage of interest in the Company's issued share capital | | :--- | :--- | :--- | :--- | | Speed Development | Beneficial owner | 375,000,000 (L) | 75% | | Ms. Cheung | Spouse interest | 375,000,000 (L) | 75% | - Ms. Cheung is the spouse of Mr. Chan and is deemed under the Securities and Futures Ordinance to have an interest in the Company's shares in which Mr. Chan has an interest146 Share Option Scheme The Company adopted a share option scheme on May 31, 2017, to incentivize eligible employees and selected individuals, valid for 10 years, but no share options have been granted since its adoption - The Company adopted a share option scheme on May 31, 2017, to provide incentives or rewards to eligible employees and other selected individuals149 - The maximum number of shares that may be issued under the scheme shall not exceed 30% of the Company's issued share capital from time to time150 - No share options have been granted since the adoption of the scheme, which will be valid for 10 years from its adoption date151 Directors' Interests in Competing Business The Directors confirm that, for the six months ended September 30, 2020, no Director, controlling shareholder, substantial shareholder, or their close associates held any business or interest that competes with the Group's business - The Directors confirm that no Director, controlling shareholder, substantial shareholder of the Company, or any of their respective close associates had any business or interest that competes or may compete with the business of the Group155 Corporate Governance Practices The Company is committed to maintaining good corporate governance practices and has adopted the Corporate Governance Code set out in Appendix 14 of the Listing Rules; despite Mr. Chan holding both Chairman and Chief Executive Officer roles, the Board believes this benefits the Group's management and business development - The Company has adopted the code provisions of the Corporate Governance Code set out in Appendix 14 to the Listing Rules156 - Mr. Chan serves as both the Chairman of the Board and the Chief Executive Officer, an arrangement the Board believes benefits the Group's management and business development156 Standard Code for Securities Transactions by Directors The Company has adopted the Standard Code as the code of conduct for Directors' securities transactions, and all Directors confirmed compliance with the code during the reporting period - The Company has adopted the Standard Code as the code of conduct for Directors' securities transactions157 - All Directors confirmed that they have complied with the required standards and the code of conduct for Directors' securities transactions for the six months ended September 30, 2020157 Purchase, Sale or Redemption of the Company's Listed Securities For the six months ended September 30, 2020, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities - For the six months ended September 30, 2020, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities158 Events After Reporting Period The Group had no material events after September 30, 2020, that could significantly impact its operations and financial performance - The Group had no material events after September 30, 2020, that could significantly impact its operations and financial performance161 Audit Committee The Audit Committee, composed of three independent non-executive Directors, is primarily responsible for reviewing financial information, overseeing risk management and internal controls, and has reviewed this report - The Audit Committee is composed of three independent non-executive Directors, with Mr. Kwok Chi Shing as Chairman162 - Its primary responsibilities include reviewing financial information, overseeing risk management and internal control systems, and it has reviewed this report162 Company Information Board of Directors The Board of Directors comprises Executive Directors Mr. Chan Wing Kai (Chairman and Chief Executive Officer) and Mr. Ng Ming Ho, and Independent Non-executive Directors Ms. Chan Siu Lai, Mr. Kwok Chi Shing, and Mr. Ma Kwok Fai - Executive Directors include Mr. Chan Wing Kai (Chairman and Chief Executive Officer) and Mr. Ng Ming Ho165 - Independent Non-executive Directors include Ms. Chan Siu Lai, Mr. Kwok Chi Shing, and Mr. Ma Kwok Fai165 Company Secretary The Company Secretary is Ms. Woo Yu Lim - The Company Secretary is Ms. Woo Yu Lim165 Compliance Officer The Compliance Officer is Mr. Chan Wing Kai - The Compliance Officer is Mr. Chan Wing Kai165 Authorised Representatives The Authorised Representatives are Mr. Chan Wing Kai and Mr. Ng Ming Ho - The Authorised Representatives are Mr. Chan Wing Kai and Mr. Ng Ming Ho165 Audit Committee The Audit Committee members include Mr. Kwok Chi Shing (Chairman), Ms. Chan Siu Lai, and Mr. Ma Kwok Fai - The Audit Committee members include Mr. Kwok Chi Shing (Chairman), Ms. Chan Siu Lai, and Mr. Ma Kwok Fai165 Remuneration Committee The Remuneration Committee members include Ms. Chan Siu Lai (Chairperson), Mr. Kwok Chi Shing, and Mr. Ma Kwok Fai - The Remuneration Committee members include Ms. Chan Siu Lai (Chairperson), Mr. Kwok Chi Shing, and Mr. Ma Kwok Fai166 Nomination Committee The Nomination Committee members include Mr. Ma Kwok Fai (Chairman), Ms. Chan Siu Lai, and Mr. Kwok Chi Shing - The Nomination Committee members include Mr. Ma Kwok Fai (Chairman), Ms. Chan Siu Lai, and Mr. Kwok Chi Shing166 Auditor The Auditor is ZHONGHUI ANDA CPA Limited - The Auditor is ZHONGHUI ANDA CPA Limited166 Registered Office The Registered Office is located at Cricket Square, Hutchins Drive, P.O. Box 2681, Grand Cayman, KY1-1111, Cayman Islands - The Registered Office is located at Cricket Square, Hutchins Drive, P.O. Box 2681, Grand Cayman, KY1-1111, Cayman Islands166 Principal Bankers The Principal Bankers are The Hongkong and Shanghai Banking Corporation Limited and Shanghai Commercial Bank Limited - The Principal Bankers are The Hongkong and Shanghai Banking Corporation Limited and Shanghai Commercial Bank Limited166 Company Website The Company Website is www.speedapparel.com.hk - The Company Website is www.speedapparel.com.hk[166](index=166&type=chunk) Stock Code The Company's Stock Code is 3860 - The Company's Stock Code is 3860166
EPS创健科技(03860) - 2021 - 中期财报