狮子山集团(01127) - 2024 - 中期业绩

Financial Performance Overview Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income The Group achieved revenue growth and increased profit for the period and profit attributable to owners in H1 2024, though total comprehensive income slightly decreased due to higher exchange losses from overseas operations translation Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income for H1 2024 (HK$ thousand) | Indicator | H1 2024 | H1 2023 | Change | | :--- | :--- | :--- | :--- | | Revenue | 1,257,315 | 1,209,685 | +3.9% | | Gross Profit | 399,247 | 382,715 | +4.3% | | Profit Before Income Tax | 111,880 | 108,521 | +3.1% | | Profit for the Period | 87,846 | 83,507 | +5.2% | | Profit Attributable to Owners of the Company | 79,098 | 71,157 | +11.1% | | Exchange Loss from Overseas Operations Translation | (14,597) | (8,030) | -81.8% | | Total Comprehensive Income for the Period | 73,249 | 75,477 | -3.0% | - Basic earnings per share increased from 9.61 HK cents in H1 2023 to 10.55 HK cents in H1 2024, while diluted earnings per share rose from 9.46 HK cents to 10.49 HK cents[3] Financial Position Overview Condensed Consolidated Statement of Financial Position As of June 30, 2024, the Group's total assets and net assets decreased compared to the end of 2023, primarily due to a reduction in current assets, while non-current assets remained relatively stable Condensed Consolidated Statement of Financial Position as of June 30, 2024 (HK$ thousand) | Indicator | June 30, 2024 | December 31, 2023 | Change | | :--- | :--- | :--- | :--- | | Non-current Assets | 961,864 | 975,586 | -1.4% | | Current Assets | 1,683,151 | 1,913,851 | -12.0% | | Current Liabilities | 839,783 | 922,397 | -9.0% | | Net Current Assets | 843,368 | 991,454 | -14.9% | | Net Assets | 1,644,533 | 1,800,517 | -8.6% | | Total Equity | 1,644,533 | 1,800,517 | -8.6% | - Cash and cash equivalents significantly decreased from HK$780,094 thousand at the end of 2023 to HK$516,365 thousand as of June 30, 2024[4] Cash Flow Overview Condensed Consolidated Statement of Cash Flows In H1 2024, the Group experienced a decrease in net cash from operating activities, a significant increase in net cash used in investing activities, and a substantial rise in net cash used in financing activities, leading to a considerable reduction in cash and cash equivalents at period-end Condensed Consolidated Statement of Cash Flows for H1 2024 (HK$ thousand) | Indicator | H1 2024 | H1 2023 | Change | | :--- | :--- | :--- | :--- | | Net Cash from Operating Activities | 125,620 | 196,010 | -35.9% | | Net Cash Used in Investing Activities | (234,720) | (88,248) | -165.9% | | Net Cash Used in Financing Activities | (153,180) | (75,669) | -102.4% | | Net (Decrease) Increase in Cash and Cash Equivalents | (262,280) | 32,093 | From increase to decrease | | Cash and Cash Equivalents at End of Period | 516,365 | 808,100 | -36.1% | - The significant increase in net cash used in investing activities was primarily due to increased payments for intangible assets (HK$69,514 thousand) and share repurchases by a subsidiary (HK$157,103 thousand)[6] Equity Changes Overview Condensed Consolidated Statement of Changes in Equity As of June 30, 2024, equity attributable to owners of the company and non-controlling interests both decreased, mainly impacted by dividends paid, share repurchases by a subsidiary, and changes in exchange reserves Changes in Equity Attributable to Owners of the Company for H1 2024 (HK$ thousand) | Indicator | Balance as of January 1, 2024 | Balance as of June 30, 2024 | Change | | :--- | :--- | :--- | :--- | | Equity Attributable to Owners of the Company | 1,452,407 | 1,432,850 | -1.3% | | Non-controlling Interests | 348,110 | 211,683 | -39.2% | | Total Equity | 1,800,517 | 1,644,533 | -8.6% | - Share repurchases by a subsidiary led to a HK$131,088 thousand reduction in non-controlling interests and a HK$26,015 thousand reduction in equity attributable to owners of the company (recognized in other reserves)[8] Notes to the Condensed Consolidated Interim Financial Statements General Information Lion Rock Group Limited was incorporated in Bermuda in 2011, primarily engaged in book publishing and printing services, and listed on the Hong Kong Stock Exchange in the same year - The company's principal activities are book publishing and providing printing services[10] - The company's shares were listed on The Stock Exchange of Hong Kong Limited on July 25, 2011[10] Basis of Preparation The condensed consolidated interim financial statements are prepared in accordance with HKAS 34 and the Listing Rules, using the historical cost convention, and have been reviewed by the Audit Committee, with no significant impact from new HKFRSs - The financial statements are prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" and Appendix 16 of the Listing Rules[11] - The adoption of new or revised Hong Kong Financial Reporting Standards had no significant impact on the financial statements for the current and prior accounting periods[11] Segment Information The Group's business is divided into two reportable operating segments: printing and publishing, with revenue analyzed by operating segment and geographical location, showing the US market as the largest revenue source By Operating Segment In H1 2024, the printing segment achieved revenue growth and a slight improvement in segment results, while the publishing segment experienced a decline in both revenue and segment results Revenue and Segment Results by Operating Segment for H1 2024 (HK$ thousand) | Segment | H1 2024 Revenue | H1 2023 Revenue | Revenue Change | H1 2024 Segment Results | H1 2023 Segment Results | Results Change | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Printing | 870,089 | 806,367 | +7.9% | 108,582 | 102,779 | +5.6% | | Publishing | 387,226 | 403,318 | -4.0% | 18,543 | 23,710 | -21.8% | | Consolidated | 1,257,315 | 1,209,685 | +3.9% | 127,125 | 126,489 | +0.5% | By Geographical Location The United States is the Group's largest revenue source, with H1 2024 revenue growing by 10.4% year-on-year, while markets like Australia, Germany, and France saw declines, and Italy and Mexico achieved significant growth Revenue by Geographical Location for H1 2024 (HK$ thousand) | Country | H1 2024 Revenue | H1 2023 Revenue | Change | | :--- | :--- | :--- | :--- | | United States | 605,808 | 548,551 | +10.4% | | Australia | 304,952 | 337,352 | -9.6% | | United Kingdom | 151,454 | 121,662 | +24.5% | | Italy | 24,411 | 9,151 | +166.8% | | Mexico | 12,394 | 382 | +3145.0% | Finance Costs Total finance costs decreased by 18.5% in H1 2024, primarily due to reduced interest expense on bank borrowings, partially offset by increased interest on lease liabilities Finance Costs for H1 2024 (HK$ thousand) | Item | H1 2024 | H1 2023 | Change | | :--- | :--- | :--- | :--- | | Interest expense on bank borrowings | 10,002 | 13,430 | -25.5% | | Interest on lease liabilities | 3,414 | 2,724 | +25.3% | | Total | 13,416 | 16,459 | -18.5% | Profit Before Income Tax Profit before income tax for H1 2024 was HK$111,880 thousand, an increase from the prior period, mainly influenced by reduced depreciation, amortization, and impairment expenses, as well as increased interest income Profit Before Income Tax Adjustments for H1 2024 (HK$ thousand) | Item | H1 2024 | H1 2023 | Change | | :--- | :--- | :--- | :--- | | Depreciation of property, plant and equipment | 22,904 | 20,831 | +10.0% | | Amortization and impairment of intangible assets | 51,618 | 57,398 | -10.1% | | Employee benefit expenses (net of capitalization) | 255,437 | 249,329 | +2.4% | | Net exchange loss | 1,377 | 5,554 | -75.2% | | Interest income | (9,965) | (9,415) | +5.8% | Income Tax Expense Total income tax expense for H1 2024 slightly decreased, with a reduction in Hong Kong profits tax, while overseas taxation and under-provision for prior years increased Income Tax Expense for H1 2024 (HK$ thousand) | Item | H1 2024 | H1 2023 | Change | | :--- | :--- | :--- | :--- | | Hong Kong profits tax | 9,556 | 14,107 | -32.3% | | Overseas taxation | 12,063 | 8,474 | +42.4% | | Under-provision for prior years | 2,279 | - | N/A | | Deferred tax deduction | 136 | 2,433 | -94.4% | | Total | 24,034 | 25,014 | -3.9% | - Hong Kong profits tax is provided at a rate of 16.5%, and overseas profits are taxed at local rates[17] Earnings Per Share Both basic and diluted earnings per share increased in H1 2024, reflecting an improvement in the company's profitability Earnings Per Share for H1 2024 (HK cents) | Indicator | H1 2024 | H1 2023 | Change | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share | 10.55 | 9.61 | +9.8% | | Diluted Earnings Per Share | 10.49 | 9.46 | +10.9% | - The weighted average number of ordinary shares used to calculate basic earnings per share increased from 740,417 thousand to 749,698 thousand[18] Property, Plant and Equipment As of June 30, 2024, the net book value of property, plant and equipment slightly decreased, mainly due to depreciation and exchange differences, though additions continued Net Book Value of Property, Plant and Equipment for H1 2024 (HK$ thousand) | Indicator | January 1, 2024 | June 30, 2024 | Change | | :--- | :--- | :--- | :--- | | Opening Net Book Value | 255,912 | N/A | N/A | | Additions | 21,837 | N/A | N/A | | Depreciation | (22,904) | N/A | N/A | | Closing Net Book Value | N/A | 249,381 | -2.6% | - The net book value of construction in progress increased from HK$11,098 thousand to HK$11,189 thousand[20] Right-of-Use Assets As of June 30, 2024, the total right-of-use assets decreased compared to the end of 2023, primarily in leased properties and plant and equipment Right-of-Use Assets for H1 2024 (HK$ thousand) | Item | December 31, 2023 | June 30, 2024 | Change | | :--- | :--- | :--- | :--- | | Leased land | 4,261 | 4,130 | -3.1% | | Leased properties | 134,726 | 128,612 | -4.6% | | Plant and equipment | 3,514 | 3,108 | -11.5% | | Total | 142,501 | 135,850 | -4.6% | Intangible Assets As of June 30, 2024, total intangible assets slightly increased due to additions of other intangible assets, though amortization, impairment, and exchange differences had a negative impact Intangible Assets for H1 2024 (HK$ thousand) | Item | January 1, 2024 | June 30, 2024 | Change | | :--- | :--- | :--- | :--- | | Goodwill | 321,331 | 320,438 | -0.3% | | Other intangible assets | 195,203 | 206,601 | +5.8% | | Total | 516,534 | 527,039 | +2.0% | - Additions to other intangible assets amounted to HK$69,514 thousand, with amortization and impairment totaling HK$51,618 thousand[22] Trade and Other Receivables and Deposits As of June 30, 2024, total trade and other receivables and deposits increased, driven by a rise in net trade receivables, but with a reduction in impairment provisions Trade and Other Receivables and Deposits as of June 30, 2024 (HK$ thousand) | Item | June 30, 2024 | December 31, 2023 | Change | | :--- | :--- | :--- | :--- | | Gross trade receivables | 661,167 | 637,750 | +3.7% | | Less: Impairment provision | (26,239) | (30,752) | -14.7% | | Net trade receivables | 634,928 | 606,998 | +4.6% | | Other receivables and deposits | 114,672 | 95,870 | +19.6% | | Total | 749,600 | 702,868 | +6.6% | - The credit period granted to trade customers is generally 30 to 150 days[23] Trade and Other Payables As of June 30, 2024, total trade and other payables decreased, primarily due to a reduction in other payables and accrued expenses Trade and Other Payables as of June 30, 2024 (HK$ thousand) | Item | June 30, 2024 | December 31, 2023 | Change | | :--- | :--- | :--- | :--- | | Gross trade payables | 171,365 | 177,380 | -3.4% | | Other payables and accrued expenses | 293,017 | 309,540 | -5.4% | | Total | 464,382 | 486,920 | -4.6% | Bank Borrowings As of June 30, 2024, total bank borrowings decreased compared to the end of 2023, mainly reflecting a reduction in bank loans repayable after one year Bank Borrowings as of June 30, 2024 (HK$ thousand) | Item | June 30, 2024 | December 31, 2023 | Change | | :--- | :--- | :--- | :--- | | Bank loans repayable within one year | 200,727 | 185,576 | +8.2% | | Bank loans repayable after one year | 77,423 | 106,786 | -27.5% | | Bank loans repayable in the third to fifth year | - | 37,667 | -100% | | Total | 278,150 | 330,029 | -15.7% | - All bank borrowings are guaranteed by the company, bear interest at floating rates, and are repayable within five years[25] Share Capital As of June 30, 2024, the company's authorized and issued and fully paid share capital remained stable, with a par value of HK$0.01 per share Share Capital Information as of June 30, 2024 (HK$ thousand) | Item | Number of Shares (thousand) | Amount (HK$ thousand) | | :--- | :--- | :--- | | Authorized Share Capital | 1,500,000 | 15,000 | | Issued and Fully Paid Share Capital | 770,000 | 7,700 | Capital Commitments As of June 30, 2024, the Group's capital commitments contracted but not provided for, related to the acquisition of property, plant and equipment, increased Capital Commitments as of June 30, 2024 (HK$ thousand) | Item | June 30, 2024 | December 31, 2023 | Change | | :--- | :--- | :--- | :--- | | Acquisition of property, plant and equipment | 5,815 | 5,072 | +14.6% | Dividends and Distributions In H1 2024, the total final dividend paid for 2023 decreased, but interim and special dividends were declared, with the special dividend being a new addition Dividends and Distributions for H1 2024 (HK$ thousand) | Item | H1 2024 | H1 2023 | Change | | :--- | :--- | :--- | :--- | | 2023 Final Dividend (HK$0.080 per share) | 61,600 | 53,900 | +14.3% | | 2022 Special Dividend (HK$0.030 per share) | - | 23,100 | -100% | | Dividend income from shares held under share award scheme | (1,608) | (2,958) | -45.7% | | Total dividends paid to owners of the company | 59,992 | 74,042 | -19.0% | | Interim dividend declared (HK$0.030 per share) | 23,100 | 23,100 | 0% | | Special dividend declared (HK$0.015 per share) | 11,550 | - | N/A | | Total dividends declared | 34,650 | 23,100 | +50.0% | - An interim dividend of HK$0.030 per share and a special dividend of HK$0.015 per share were declared for H1 2024, to be paid in cash and reflected in retained earnings for the year ending December 31, 2024[29] Related Party Transactions Total key management personnel compensation slightly decreased in H1 2024, primarily due to a reduction in equity-settled share-based payment expenses Key Management Personnel Compensation for H1 2024 (HK$ thousand) | Item | H1 2024 | H1 2023 | Change | | :--- | :--- | :--- | :--- | | Short-term compensation | 4,432 | 4,402 | +0.7% | | Post-employment benefits | 101 | 99 | +2.0% | | Equity-settled share-based payment expenses | 284 | 478 | -40.6% | | Total | 4,817 | 4,979 | -3.3% | Contingent Liabilities As of June 30, 2024, the Group had no significant contingent liabilities - As of June 30, 2024, the Group had no significant contingent liabilities[31] Fair Value Measurement The Group's forward foreign exchange contracts had no net fair value as of June 30, 2024, and other financial instruments were accounted for at cost or amortized cost with no significant fair value changes Recurring Fair Value Measurements as of June 30, 2024 (HK$ thousand) | Item | June 30, 2024 | December 31, 2023 | | :--- | :--- | :--- | | Net fair value of forward foreign exchange contracts | - | 238 | - There were no significant changes in the fair value of trade and other receivables, payables, bank borrowings, and lease liabilities[33] Repurchase of Shares by a Subsidiary In March 2024, non-wholly owned subsidiary The Quarto Group, Inc. repurchased shares through a tender offer, increasing the Group's equity interest in Quarto from 50.08% to 67.79% and reducing equity attributable to owners of the company - The Quarto Group, Inc. repurchased 10,639,491 shares for a total consideration of approximately HK$157,103 thousand[35] - The Group's equity interest in Quarto increased from 50.08% to 67.79%[35] - The share repurchase resulted in a HK$26,015 thousand reduction in equity attributable to owners of the company, recognized in other reserves[35] Management Discussion and Analysis Business Review Despite a complex macroeconomic environment, a sluggish global book market, and rising freight costs, the Group achieved excellent results in H1 2024, with increased turnover and profit attributable to owners, driven by print manufacturing and enhanced Quarto equity Macroeconomic Environment and Overall Performance In H1 2024, the Group's turnover grew by 4% to HK$1,257 million, and profit attributable to owners increased by 11% to HK$79.1 million, primarily driven by print manufacturing and improved Quarto profit contribution, despite a sluggish global book market, a 0.5% decline in US print book sales, and soaring shipping costs impacting publishers' profitability Group Overall Performance for H1 2024 (HK$ million) | Indicator | H1 2024 | H1 2023 | Change | | :--- | :--- | :--- | :--- | | Turnover | 1,257 | 1,210 | +4% | | Profit Attributable to Owners of the Company | 79.1 | 71.2 | +11% | - The global book market was sluggish, with US print book sales down 0.5% year-on-year, adult fiction up 6%, and adult non-fiction and children's books down 3%[36] - Freight costs from China to the US West Coast surged from US$3,500/FEU to US$7,500/FEU, with rising shipping costs impacting illustrated book publishers' profitability by approximately US$2 million[37] Print Manufacturing Segment Regal Printing's sales turnover grew by 20% but profit margins declined due to increased competition; OPUS Group's turnover decreased by 4% but improved margins through cost control; Papercraft's sales turnover significantly increased by 113%, reducing operating losses and becoming a key component of the Group's "China Plus One" strategy - Regal Printing's sales turnover increased by 20%, but profit margins declined due to intensified competition from local Chinese printers[39] - OPUS Group's turnover decreased by 4%, but profit margins improved through the integration of Griffin Press and implementation of cost controls[39] - Papercraft (Malaysia) sales turnover increased by 113%, with operating losses significantly reduced, making it a crucial part of the Group's "China Plus One" strategy[40] Print Services Management Segment APOL Group's sales turnover grew by 2%, with increases in key markets offsetting declines elsewhere, while Regent's sales turnover decreased by 14%, consistent with a weak US book market, prompting management to actively explore new markets like the Middle East - APOL Group's sales turnover increased by 2%, driven by the US, UK, and Australian markets[41] - Regent's sales turnover decreased by 14%, linked to the weak US book market, and the company is exploring expansion into the Middle East market[42] Publishing Segment Quarto Group's revenue declined by 4%, mainly due to decreased B2B sales; the Group's equity interest in Quarto increased to 68%, and new management is focused on attracting renowned authors and high-caliber staff to improve performance, with results to be assessed in Q3 - Quarto Group's revenue decreased by 4%, primarily due to a decline in business-to-business (B2B) sales[43] - The Group's equity interest in Quarto increased from 50% to 68%, and Quarto has voluntarily delisted from the London Stock Exchange[43] - New management is committed to attracting renowned authors and high-caliber staff, with the effectiveness of high-investment books to be assessed in the third quarter[43] Outlook The Group maintains cautious optimism for full-year performance, anticipating a continued sluggish global illustrated book market and print services demand in H2; Red Sea shipping disruptions cause freight volatility, but sea freight prices are expected to decline in Q4; geopolitical tensions could escalate into trade wars, which the Group addresses by increasing Papercraft's capacity in Malaysia; the Group plans to repay some bank debt and adjust dividend payment timing - The global illustrated book market and demand for print services are expected to remain sluggish in H2, influenced by the US presidential election and publishers adjusting orders[44] - Sea freight prices are anticipated to decrease in Q4, but overall freight costs may not change significantly due to high Western land freight costs[44] - Geopolitical factors pose the greatest threat, and the Group has increased Papercraft's capacity in Malaysia to mitigate risks of potential trade wars and comprehensive tariffs on Chinese goods[45] - The Group plans to repay some bank debt due to a lack of M&A opportunities with reasonable valuations[45] - An interim dividend of 3.0 HK cents per share and a special dividend of 1.5 HK cents per share have been declared, with the second dividend payment brought forward to April of the following year[45] Financial Review Analysis of Statement of Profit or Loss Items In H1 2024, turnover grew by 3.9%, with the printing segment up 7.9% and publishing down 4.0%; gross profit margin slightly increased to 31.8%; interest income rose, other income decreased; selling and distribution costs increased, administrative expenses rose, finance costs decreased, and income tax expense reduced; profit attributable to owners of the company grew by 11.1% - Turnover increased by 3.9% to HK$1,257.3 million, with the printing segment growing by 7.9% and the publishing segment declining by 4.0%[46] - Gross profit margin slightly increased from 31.6% to 31.8%, with publishing segment margins rising and printing segment margins decreasing[46] - Selling and distribution costs increased to HK$180.7 million, rising from 13.9% to 14.4% of sales, primarily due to soaring freight costs and increased marketing expenses[46] - Administrative expenses increased to HK$114.7 million, mainly due to higher legal and professional fees for corporate projects such as Quarto's delisting, tender offer, and share repurchases[46] - Finance costs decreased to HK$13.4 million, primarily attributable to the repayment of bank borrowings[47] - Income tax expense decreased to HK$24.0 million, as entities in Singapore and Malaysia began generating profits, with unrecognised tax loss credits[47] Liquidity, Financial Resources and Capital Structure As of June 30, 2024, the Group's net current assets and cash and bank balances both decreased, and the current ratio slightly declined, while the gearing ratio decreased to 26.0%, indicating improved financial leverage Liquidity and Capital Structure as of June 30, 2024 (HK$ thousand) | Indicator | June 30, 2024 | December 31, 2023 | Change | | :--- | :--- | :--- | :--- | | Net Current Assets | 843,400 | 991,500 | -14.9% | | Cash and Bank Balances | 516,400 | 780,100 | -33.8% | | Current Ratio | 2.0 | 2.1 | -0.1 | | Total Bank Borrowings and Lease Liabilities | 428,000 | 485,700 | -11.9% | | Gearing Ratio | 26.0% | 27.0% | -1.0% | - The Group acquired approximately HK$21.8 million in property, plant and equipment, funded by internal resources[48] - The Group regularly monitors its liquidity requirements to ensure sufficient cash reserves and credit facilities[49] Other Financial and Operating Disclosures Foreign Exchange Management The Group's sales are denominated in multiple currencies (USD, AUD, EUR, GBP), while costs and expenses are primarily in USD, AUD, HKD, and RMB, with foreign exchange contracts entered into periodically to hedge currency risks - The Group's sales are primarily denominated in US dollars, Australian dollars, Euros, and British Pounds, while costs and expenses are mainly denominated in US dollars, Australian dollars, Hong Kong dollars, and Renminbi[50] - The Group enters into foreign exchange contracts from time to time to hedge currency risks[50] Pledged Assets As of June 30, 2024, the Group had approximately HK$200 thousand in pledged deposits, serving as collateral for a subsidiary's bank guarantee facilities - As of June 30, 2024, the Group had approximately HK$200 thousand in pledged deposits, serving as collateral for a subsidiary's bank guarantee facilities[51] Capital Commitments and Contingent Liabilities As of June 30, 2024, the Group had capital commitments of approximately HK$5.8 million for the acquisition of printing machinery and no significant contingent liabilities - As of June 30, 2024, the Group had capital commitments of approximately HK$5.8 million for the acquisition of printing machinery[52] - The Group had no significant contingent liabilities as of June 30, 2024[52] Corporate Governance and Shareholder Information Directors' and Chief Executive's Interests in Securities As of June 30, 2024, several directors held long positions in the company's shares and its associate, OPUS Group Limited, with Mr. Liu Chuk Kin holding 46.70% of the company's issued share capital, and some directors also holding unvested shares under the share award scheme Directors' Long Positions in the Company's Shares as of June 30, 2024 (Shares) | Director's Name | Personal Interests | Corporate Interests | Total Interests | Percentage of Company's Issued Share Capital (%) | | :--- | :--- | :--- | :--- | :--- | | Mr. Liu Chuk Kin | 93,183,906 | 266,432,717 | 359,616,623 | 46.70 | | Ms. Lam Mei Lan | 10,148,688 | Nil | 10,148,688 | 1.32 | | Mr. Kwok Chun Sing | 200,000 | 249,804 | 449,804 | 0.06 | - Mr. Liu Chuk Kin held a long position of 336,247,275 shares in OPUS Group Limited, representing 67.43% of its issued share capital[54] - Ms. Lam Mei Lan, Professor Li Xiao Liang, and Mr. Ho Tai Wai held unvested shares granted under the share award scheme[55] Major Shareholders As of June 30, 2024, Qing Tian Group Limited, City Apex Ltd., Mr. Cheng Man Ki, Mr. Webb David Michael, and JcbNext Berhad were major shareholders, holding 5% or more of the company's issued share capital Major Shareholders' Shareholdings as of June 30, 2024 (Shares) | Shareholder Name | Total Interests | Percentage of Company's Issued Share Capital (%) | | :--- | :--- | :--- | | Qing Tian Group Limited | 266,432,717 | 34.60 | | City Apex Ltd. | 258,135,326 | 33.52 | | Mr. Cheng Man Ki | 64,179,613 | 8.34 | | Mr. Webb David Michael | 69,344,976 | 9.00 | | JcbNext Berhad | 54,112,030 | 7.03 | | Preferable Situation Assets Limited | 41,413,808 | 5.38 | Share Award Scheme The Regal Printing Share Award Scheme expired on December 30, 2023, with no new shares granted or purchased in H1 2024, and 19,236,000 award shares remained effective as of June 30, 2024 - The Regal Printing Share Award Scheme expired on December 30, 2023[59] - No new shares were granted or purchased in H1 2024, but some shares vested and were cancelled[59] - As of June 30, 2024, 19,236,000 award shares remained effective[59] Share Option Scheme As of June 30, 2024, and the date of this interim report, the company had no share option scheme - As of June 30, 2024, and the date of this interim report, the company had no share option scheme[60] Purchase, Sale or Redemption of Shares For the six months ended June 30, 2024, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities - For the six months ended June 30, 2024, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities[61] Corporate Governance Code The Board believes that the company has complied with the code provisions set out in Appendix 14 of the Listing Rules, "Corporate Governance Code," for H1 2024 - The Board believes that the company has complied with the code provisions set out in Appendix 14 of the Listing Rules, "Corporate Governance Code," for the six months ended June 30, 2024[62] Standard Code for Securities Transactions The company has adopted the Standard Code as the code for directors' dealings in company securities and confirmed no non-compliance by directors in H1 2024 - The company has adopted the Standard Code as the code for directors' dealings in the company's securities[63] - For the six months ended June 30, 2024, no directors failed to comply with the required standards set out in the Standard Code[63] Employees and Remuneration Policy As of June 30, 2024, the Group had approximately 1,797 full-time employees, offering competitive salaries and benefits including share awards, provident funds, insurance, and medical coverage Number of Employees | Date | Number of Full-time Employees | | :--- | :--- | | June 30, 2024 | 1,797 | | June 30, 2023 | 1,748 | - Employee salaries are competitive and rewarded based on performance, with benefits including share awards, provident funds, insurance, and medical coverage[64] Interim and Special Dividends and Closure of Register of Members The Board recommends an interim dividend of HK$0.030 per share and a special dividend of HK$0.015 per share, with the register of members to be closed on September 10, 2024, and dividends expected to be paid on September 24, 2024 - An interim dividend of HK$0.030 per share and a special dividend of HK$0.015 per share are recommended[65] - The register of members will be closed on September 10, 2024, and dividends are expected to be paid on September 24, 2024[65] Audit Committee The Audit Committee, comprising three independent non-executive directors, is responsible for reviewing the Group's financial reporting and internal controls, and has reviewed this interim report, deeming it compliant with applicable accounting standards and adequately disclosed - The Audit Committee comprises three independent non-executive directors and is responsible for reviewing the Group's financial reporting and internal controls[66] - The Audit Committee has reviewed this interim report and considers it to be in compliance with applicable accounting standards and adequately disclosed[66] Board Composition As of the date of this announcement, the Board of Directors comprises three executive directors, two non-executive directors, and three independent non-executive directors - The Board of Directors comprises three executive directors (Mr. Liu Chuk Kin, Ms. Lam Mei Lan, Mr. Chu Chun Wan), two non-executive directors (Mr. Li Hai, Mr. Kwok Chun Sing), and three independent non-executive directors (Professor Li Xiao Liang, Mr. Ho Tai Wai, Mr. Ng Siu On)[67]