交大慧谷(08205) - 2020 Q3 - 季度财报

Characteristics of GEM and Disclaimer The GEM market provides a listing platform for small and medium-sized companies, entailing higher investment risks, potential market volatility, and unguaranteed liquidity - The GEM market offers a listing platform for small and medium-sized companies, carrying higher investment risks, potential for significant market fluctuations, and unguaranteed liquidity[2] - Hong Kong Exchanges and Clearing Limited and the Stock Exchange are not responsible for the content of this report and make no statement as to its accuracy or completeness[2] - The company's directors bear full responsibility for the accuracy, completeness, and non-misleading nature of the information contained in this report[2] Summary The company reported a slight revenue decrease of 0.6% and a reduced loss attributable to owners of the parent for the nine months ended September 30, 2020 Key Financial Summary for the Nine Months Ended September 30, 2020 | Indicator | 2020 (RMB thousands) | 2019 (RMB thousands) | Year-on-Year Change (RMB thousands) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Revenue | 27,453 | 27,613 | -160 | -0.6% | | Loss Attributable to Owners of the Parent | 13,069 | 14,145 | -1,076 | -7.6% | | Interim Dividend | Nil | Nil | - | - | Third Quarter Results This section presents the unaudited condensed consolidated financial statements, including the statement of profit or loss, comprehensive income, and changes in equity, along with detailed notes for the period Condensed Consolidated Statement of Profit or Loss (Unaudited) For the nine months ended September 30, 2020, the company's revenue slightly decreased by 0.6% to RMB 27,453 thousand, with gross profit declining by 5.64%, while losses before tax and attributable to owners of the parent narrowed Key Data from Condensed Consolidated Statement of Profit or Loss (Nine Months Ended September 30) | Indicator | 2020 (RMB thousands) | 2019 (RMB thousands) | Year-on-Year Change (RMB thousands) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Revenue | 27,453 | 27,613 | -160 | -0.6% | | Gross Profit | 8,531 | 9,041 | -510 | -5.64% | | Loss Before Tax | (10,668) | (13,225) | 2,557 | -19.33% | | Share of Loss of Associates | (2,401) | (920) | -1,481 | 161.0% | | Loss for the Period | (13,069) | (14,145) | 1,076 | -7.61% | | Loss Attributable to Owners of the Parent | (13,069) | (14,145) | 1,076 | -7.61% | | Basic Loss Per Share (RMB) | (0.0272) | (0.0295) | 0.0023 | -7.80% | Key Data from Condensed Consolidated Statement of Profit or Loss (Three Months Ended September 30) | Indicator | 2020 (RMB thousands) | 2019 (RMB thousands) | Year-on-Year Change (RMB thousands) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Revenue | 15,770 | 11,425 | 4,345 | 38.03% | | Gross Profit | 4,596 | 4,303 | 293 | 6.81% | | Loss Before Tax | (428) | (1,764) | 1,336 | -75.74% | | Share of Loss of Associates | (205) | (797) | 592 | -74.28% | | Loss for the Period | (633) | (2,561) | 1,928 | -75.28% | | Loss Attributable to Owners of the Parent | (633) | (2,561) | 1,928 | -75.28% | | Basic Loss Per Share (RMB) | (0.0013) | (0.0053) | 0.004 | -75.47% | Condensed Consolidated Statement of Comprehensive Income (Unaudited) For the nine months ended September 30, 2020, the company's total comprehensive income was a loss of RMB 13,069 thousand, consistent with the loss for the period, indicating no other comprehensive income or loss Key Data from Condensed Consolidated Statement of Comprehensive Income | Indicator | Nine Months Ended September 30, 2020 (RMB thousands) | Nine Months Ended September 30, 2019 (RMB thousands) | | :--- | :--- | :--- | | Loss for the Period | (13,069) | (14,145) | | Exchange Differences Arising from Translation of Foreign Operations | — | — | | Total Comprehensive Income for the Period | (13,069) | (14,145) | | Attributable to Owners of the Parent | (13,069) | (14,145) | | Attributable to Non-controlling Interests | (30) | (27) | Condensed Consolidated Statement of Changes in Equity (Unaudited) As of September 30, 2020, accumulated losses increased to RMB 64,413 thousand, reducing total equity from RMB 75,715 thousand at the beginning of the period to RMB 62,646 thousand Key Data from Condensed Consolidated Statement of Changes in Equity | Indicator | As of September 30, 2020 (RMB thousands) | | :--- | :--- | | Share Capital | 48,000 | | Share Premium | 61,068 | | Capital Reserve | 16,240 | | Statutory Reserve | 223 | | Translation Reserve | 1,528 | | Accumulated Losses | (64,413) | | Total | 62,646 | | Non-controlling Interests | (30) | | Grand Total | 62,616 | - The net loss for the period was RMB 13,069 thousand, leading to an increase in accumulated losses[9] Notes This section provides background information for understanding the financial data, detailing the basis of presentation, revenue composition, loss before tax, tax expenses, dividend policy, and loss per share calculation methods 1. Basis of Presentation These financial statements are prepared on a going concern basis, adhering to PRC Enterprise Accounting Standards, CSRC, and HKEX disclosure requirements - The financial statements are prepared in accordance with China Enterprise Accounting Standards, the China Securities Regulatory Commission, and the disclosure requirements of the GEM Listing Rules of The Stock Exchange of Hong Kong Limited[11] - The statements are prepared on a going concern basis, reflecting transactions and events that have actually occurred[11] 2. Revenue The company's revenue primarily stems from commercial application solutions, network and data security product installation and maintenance, and electronic product sales, with commercial application solutions showing significant growth while electronic product sales declined sharply - Revenue sources include commercial application solutions and application software, installation and maintenance of network and data security products, and sales of electronic products and accessories[12] Quarterly Revenue Analysis (Nine Months Ended September 30) | Business Category | 2020 (RMB thousands) | 2019 (RMB thousands) | Year-on-Year Change (RMB thousands) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Commercial Application Solutions | 22,406 | 19,531 | 2,875 | 14.72% | | Installation and Maintenance of Network and Data Security Products | 3,383 | 2,418 | 965 | 39.91% | | Sales of Electronic Products and Accessories | 1,664 | 5,664 | -4,000 | -70.62% | | Total | 27,453 | 27,613 | -160 | -0.58% | - All business operations are conducted in China, and revenue is presented net of applicable Chinese taxes[13] 3. Loss Before Tax For the nine months ended September 30, 2020, loss before tax was primarily influenced by employee costs and inventory costs, with employee costs decreasing year-on-year and inventory costs slightly increasing Items Deducted from Loss Before Tax (Nine Months Ended September 30) | Item | 2020 (RMB thousands) | 2019 (RMB thousands) | Year-on-Year Change (RMB thousands) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Total Employee Costs | 15,207 | 17,920 | -2,713 | -15.14% | | - Salaries, Wages and Other Benefits | 13,738 | 14,631 | -893 | -6.10% | | - Contributions to Retirement Benefit Schemes | 1,469 | 3,289 | -1,820 | -55.33% | | Cost of Inventories Recognized as Expense | 18,922 | 18,572 | 350 | 1.88% | 4. Tax Expense For the nine months ended September 30, 2020, the company incurred no tax expense, made no provision for Hong Kong profits tax, and had no significant unprovided deferred tax - For the nine months ended September 30, 2020, the company had no current tax expense[16] - The corporate income tax rates for the company and its subsidiaries are 15% and 25%, respectively, effective from January 1, 2017[16] - No provision for Hong Kong profits tax was made as no income was sourced from Hong Kong, and there was no significant unprovided deferred tax[17] 5. Dividends The Board of Directors decided not to declare an interim dividend for the nine months ended September 30, 2020, consistent with the prior year - The Board of Directors will not declare an interim dividend for the nine months ended September 30, 2020[19] 6. Loss Per Share For the nine months ended September 30, 2020, basic loss per share was RMB 0.0272, a narrowing from the prior year, with no diluted loss per share presented due to the absence of potentially dilutive ordinary shares Basic Loss Per Share (RMB) | Period | 2020 | 2019 | | :--- | :--- | :--- | | Nine Months Ended September 30 | (0.0272) | (0.0295) | | Three Months Ended September 30 | (0.0013) | (0.0053) | - Basic loss per share is calculated based on the loss attributable to owners of the parent and the weighted average of 480,000,000 shares[20] - No diluted loss per share is presented due to the absence of potentially dilutive ordinary shares[20] 7. Comparative Figures Certain comparative figures have been reclassified to align with the presentation for the current accounting period - Certain comparative figures have been reclassified to conform with the presentation for the current accounting period[21] Management Discussion and Analysis This section provides an overview of the company's financial performance and strategic outlook, highlighting revenue trends, expense management, and future market expansion initiatives Financial Review For the nine months ended September 30, 2020, the company's revenue slightly decreased by 0.6% to RMB 27,453 thousand, resulting in a loss of RMB 13,069 thousand Key Financial Review Data (Nine Months Ended September 30) | Indicator | 2020 (RMB thousands) | 2019 (RMB thousands) | Year-on-Year Change (RMB thousands) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Revenue | 27,453 | 27,613 | -160 | -0.6% | | Loss | 13,069 | - | - | - | Performance Review and Future Outlook The company experienced a shift in sales structure, with a significant decline in electronic product sales offset by growth in commercial application solutions and network security products; management plans to focus on cost control, productivity enhancement, and new market expansion Sales Volume Changes (Nine Months Ended September 30) | Business Category | 2020 (RMB thousands) | 2019 (RMB thousands) | Year-on-Year Change (RMB thousands) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Sales of Electronic Products and Accessories | 1,664 | 5,664 | -4,000 | -70.62% | | Commercial Application Solutions and Application Software | 22,406 | 19,531 | 2,875 | 14.72% | | Installation and Maintenance of Network and Data Security Products | 3,383 | 2,418 | 965 | 39.91% | Expense Changes (Nine Months Ended September 30) | Expense Category | 2020 (RMB thousands) | 2019 (RMB thousands) | Year-on-Year Change (RMB thousands) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Administrative Expenses | 7,479 | 9,751 | -2,272 | -23.30% | | Marketing and Sales Expenses | 8,520 | 10,977 | -2,457 | -22.38% | | Research and Development Expenses | 4,102 | 3,143 | 959 | 30.51% | - The company will take proactive measures to monitor its financial position, focus on cost control, and endeavor to expand into new markets, including acquiring new customers through existing client referrals and marketing efforts[25][27] Directors', Supervisors' and Chief Executive's Interests This section details the interests and short positions of the company's directors, supervisors, and chief executive in shares, underlying shares, and debentures, including any rights to acquire H shares Interests and Short Positions in Shares, Underlying Shares and Debentures As of September 30, 2020, none of the company's directors, supervisors, or chief executive held any disclosable interests or short positions in shares, underlying shares, or debentures under the SFO or GEM Listing Rules - As of September 30, 2020, none of the directors, supervisors, and chief executive had any disclosable interests or short positions in the shares, underlying shares, and debentures of the company or its associated corporations[28] Rights to Acquire H Shares As of September 30, 2020, no directors, supervisors, or chief executive were granted share options to subscribe for the company's H shares, nor did they possess any rights to acquire H shares - As of September 30, 2020, no directors, supervisors, or chief executive were granted share options to subscribe for the company's H shares or possessed any rights to acquire H shares[29] Major Shareholders' and Other Persons' Interests and Short Positions in the Company's Shares and Underlying Shares This section outlines the interests and short positions of major shareholders and other individuals in the company's shares and underlying shares, as required by the SFO A. Major Shareholders As of September 30, 2020, Shanghai Jiao Tong University and its affiliates, Xuhui District Regional Industrial Federation and its affiliates, Shanghai Huixin Technology Investment & Management Co., Ltd., and Shanghai Science & Technology Venture Capital Co., Ltd. were identified as major shareholders, each holding over 10% equity Major Shareholders' Shareholding (As of September 30, 2020) | Shareholder Name | Capacity and Nature | Number and Class of Shares | Approximate Percentage of Interest | | :--- | :--- | :--- | :--- | | Shanghai Jiao Tong University | Interest in controlled corporation | 114,000,000 Domestic Shares (L) | 23.75% | | Shanghai Jiao Da Industrial Investment Management (Group) Co., Ltd. | Beneficial owner | 114,000,000 Domestic Shares (L) | 23.75% | | Shanghai New Xuhui (Group) Co., Ltd. | Beneficial owner | 60,000,000 Domestic Shares (L) | 12.50% | | Xuhui District Regional Industrial Federation | Interest in controlled corporation | 60,000,000 Domestic Shares (L) | 12.50% | | Shanghai Huixin Technology Investment & Management Co., Ltd. | Beneficial owner | 57,000,000 Domestic Shares (L) | 11.88% | | Shanghai Science & Technology Venture Capital Co., Ltd. | Beneficial owner | 57,000,000 Domestic Shares (L) | 11.88% | B. Other Persons Required to Disclose Interests Under Divisions 2 and 3 of Part XV of the Securities and Futures Ordinance As of September 30, 2020, Mr. Chen Jianbo held 24,300,000 domestic shares, representing approximately 5.06% of the company's equity, making him an individual required to disclose interests, in addition to the major shareholders Shareholding of Other Persons Required to Disclose Interests (As of September 30, 2020) | Shareholder Name | Capacity and Nature | Number and Class of Shares | Approximate Percentage of Interest | | :--- | :--- | :--- | :--- | | Chen Jianbo | Beneficial owner | 24,300,000 Domestic Shares (L) | 5.06% | - Other than the disclosures above, the directors are not aware of any other persons holding interests or short positions in the shares or underlying shares that are required to be disclosed to the company and the Stock Exchange[35] Corporate Governance This section details the company's adherence to corporate governance principles, including policies on competing interests, board practices, securities trading by directors, the audit committee's role, and compliance with the Corporate Governance Code Competing Interests None of the company's directors or management shareholders hold any business interests that compete or may compete with the Group's operations - None of the directors or management shareholders hold any business interests that compete or may compete with the Group's operations[37] Board Practices and Procedures For the nine months ended September 30, 2020, the company complied with the board practices and procedures outlined in Rule 5.34 of the GEM Listing Rules - The company complied with the board practices and procedures set out in Rule 5.34 of the GEM Listing Rules for the nine months ended September 30, 2020[38] Code of Conduct for Securities Transactions by Directors The company adopted a code of conduct for directors' and supervisors' securities transactions, no less stringent than GEM Listing Rules, and was unaware of any non-compliance during the nine months ended September 30, 2020 - The company has adopted a code of conduct for securities transactions by directors and supervisors, with terms no less stringent than those required by the GEM Listing Rules[39] - For the nine months ended September 30, 2020, the company was unaware of any non-compliance with this code of conduct by any director or supervisor[39] Audit Committee The company's Audit Committee, comprising three independent non-executive directors, is responsible for reviewing and overseeing the Group's financial reporting, risk management, and internal control procedures, and has reviewed the unaudited results for the period - The Audit Committee was established on July 7, 2002, with a clear scope of duties, including reviewing and overseeing financial reporting, risk management, and internal control procedures[40] - The Audit Committee members include three independent non-executive directors: Mr. Yuan Shumin, Dr. Ni Jing, and Mr. Zhou Guolai[40] - The Audit Committee has reviewed the company's unaudited results for the nine months ended September 30, 2020[40] Purchase, Sale or Redemption of Securities For the nine months ended September 30, 2020, neither the company nor its subsidiaries purchased, sold, or redeemed any listed securities - For the nine months ended September 30, 2020, neither the company nor its subsidiaries purchased, sold, or redeemed any listed securities[41] Compliance with Corporate Governance Code and Board Members The Board believes the company complied with the Corporate Governance Code provisions in Appendix 15 of the GEM Listing Rules for the nine months ended September 30, 2020, and the report concludes with a list of current Board members - The Board believes that the company has complied with the code provisions of the Corporate Governance Code set out in Appendix 15 of the GEM Listing Rules throughout the nine months ended September 30, 2020[43] - The current Board members include executive directors Zou Yimin, Shuai Ge, Shang Ling, Hu Lunjie, Xia Weiwei, and Shen Zhimin, as well as independent non-executive directors Yuan Shumin, Ni Jing, and Zhou Guolai[43]