万顺集团控股(01746) - 2024 - 中期财报

Company Information This section provides an overview of the company's board, committees, and essential corporate details Board of Directors and Committee Members The company's board comprises executive and independent non-executive directors, with established Audit, Remuneration, and Nomination Committees - Executive Directors include Mr. Cheung Yuen Tung (Chairman) and Mr. Cheung Yuen Chau[3] - Independent Non-Executive Director Mr. Lau Yu Ching resigned on June 14, 2024, and Ms. Ngai Yuk Chun was appointed on the same day[3] - Changes in the Audit, Remuneration, and Nomination Committees reflect the replacement of independent non-executive directors[3] Company Particulars Key company information includes the company secretary, principal bankers, auditor, registered office, and stock details - The Company Secretary is Ms. Pin Wan Man[4] - Principal bankers are Bank of China (Hong Kong) Limited and Nanyang Commercial Bank, Limited[4] - The auditor is Deloitte Touche Tohmatsu[3] - The company's stock code is 1746, and its website is **http://www.manshungroup.com.hk**[3](index=3&type=chunk) Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income This section presents the company's financial performance, highlighting revenue, expenses, and net profit or loss for the period Profit or Loss Overview For the six months ended June 30, 2024, the Group turned from profit to a net loss of HK$1,840 thousand, compared to a profit of HK$1,353 thousand in the prior period Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the six months ended June 30) | Indicator | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Revenue | 69,388 | 69,852 | | Cost of services | (63,086) | (60,464) | | Gross profit | 6,302 | 9,388 | | Other income | 3,782 | 5,968 | | Administrative expenses | (11,938) | (13,988) | | Finance costs | (46) | (15) | | (Loss)/Profit before tax | (1,900) | 1,353 | | Income tax credit | 60 | - | | Total comprehensive (expense)/income for the period | (1,840) | 1,353 | | Basic (loss)/earnings per share (HK cents) | (0.18) | 0.14 | - Revenue slightly decreased by 0.7% year-on-year to HK$69,388 thousand[4] - Gross profit decreased by 32.9% year-on-year to HK$6,302 thousand[4] - Administrative expenses decreased by 14.7% year-on-year to HK$11,938 thousand[4] Condensed Consolidated Statement of Financial Position This section outlines the company's financial position, detailing assets, liabilities, and equity at the reporting date Assets and Liabilities Overview As of June 30, 2024, the Group's total assets less current liabilities were HK$150,262 thousand, with net assets of HK$149,988 thousand, a slight decrease from December 31, 2023 Condensed Consolidated Statement of Financial Position (As of June 30) | Indicator | June 30, 2024 (HK$ thousand) | December 31, 2023 (HK$ thousand) | | :--- | :--- | :--- | | Non-current assets | 2,286 | 2,116 | | Current assets | 158,605 | 170,597 | | Current liabilities | 10,629 | 20,364 | | Net current assets | 147,976 | 150,233 | | Total assets less current liabilities | 150,262 | 152,349 | | Non-current liabilities | 274 | 521 | | Net assets | 149,988 | 151,828 | | Total equity | 149,988 | 151,828 | - Net current assets were HK$147,976 thousand, a slight decrease from HK$150,233 thousand at the end of 2023[6] - Bank and cash at hand decreased to HK$82,315 thousand from HK$88,370 thousand at the end of 2023[6] - Trade and other payables significantly decreased by 47.9% to HK$9,453 thousand[6] Condensed Consolidated Statement of Changes in Equity This section details the changes in the company's equity components over the reporting period Equity Changes Overview For the six months ended June 30, 2024, the Group's total equity decreased to HK$149,988 thousand due to the loss for the period, while share capital and share premium remained unchanged Condensed Consolidated Statement of Changes in Equity (For the six months ended June 30) | Item | Share Capital (HK$ thousand) | Merger Reserve (HK$ thousand) | Share Premium (HK$ thousand) | Retained Earnings (HK$ thousand) | Total (HK$ thousand) | | :--- | :--- | :--- | :--- | :--- | :--- | | As at January 1, 2024 | 10,000 | 2,010 | 107,850 | 31,968 | 151,828 | | Loss and total comprehensive expense for the period | - | - | - | (1,840) | (1,840) | | As at June 30, 2024 | 10,000 | 2,010 | 107,850 | 30,128 | 149,988 | | As at January 1, 2023 | 10,000 | 2,010 | 107,850 | 31,288 | 151,148 | | Profit and total comprehensive income for the period | - | - | - | 1,353 | 1,353 | | As at June 30, 2023 | 10,000 | 2,010 | 107,850 | 32,641 | 152,501 | - In the first half of 2024, retained earnings decreased due to a loss of HK$1,840 thousand for the period[8] - Share capital and share premium remained unchanged during the reporting period[8] Condensed Consolidated Statement of Cash Flows This section presents the cash inflows and outflows from operating, investing, and financing activities for the reporting period Cash Flow Overview For the six months ended June 30, 2024, the Group reported net cash used in operating activities of HK$6,293 thousand, net cash from investing activities of HK$975 thousand, and net cash used in financing activities of HK$737 thousand, resulting in a net decrease in cash and cash equivalents of HK$6,055 thousand Condensed Consolidated Statement of Cash Flows (For the six months ended June 30) | Activity Type | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Net cash (used in)/from operating activities | (6,293) | (1,353) | | Net cash from investing activities | 975 | 1,380 | | Net cash used in financing activities | (737) | (737) | | Net (decrease)/increase in cash and cash equivalents | (6,055) | (710) | | Cash and cash equivalents at beginning of period | 88,370 | 89,080 | | Cash and cash equivalents at end of period | 82,315 | 88,370 | - Cash outflow from operating activities was primarily influenced by loss before tax and changes in working capital[10] - Cash inflow from investing activities mainly resulted from interest received and proceeds from disposal of property, plant and equipment[10] - Cash and cash equivalents at the end of the period amounted to HK$82,315 thousand, a decrease from the beginning of the period[10] Notes to the Condensed Consolidated Interim Financial Statements This section provides detailed notes and explanations supporting the condensed consolidated interim financial statements 1. General Information The Company, incorporated in the Cayman Islands, is listed on the Main Board of the Stock Exchange of Hong Kong, with the Group primarily engaged in HVAC system installation services in Hong Kong - The Company was listed on the Main Board of the Stock Exchange of Hong Kong on July 11, 2018[11] - The Group's principal business is providing heating, ventilation and air-conditioning system installation services in Hong Kong[11] 2. Basis of Preparation The interim financial report is prepared in accordance with the Listing Rules and HKAS 34, adopting the same accounting policies as the annual consolidated financial statements, and has been reviewed but not audited by the Audit Committee - The interim financial report complies with Hong Kong Accounting Standard 34 issued by the Hong Kong Institute of Certified Public Accountants[13] - The basis of preparation is consistent with the accounting policies adopted in the annual consolidated financial statements for the year ended December 31, 2023, except for expected changes in accounting policies[13] - The interim financial report is unaudited but has been reviewed by the Company's Audit Committee[15] 3. Changes in Accounting Policies Certain amendments to Hong Kong Financial Reporting Standards, issued by the HKICPA, became effective during the period but had no significant impact on the Group's financial position or performance - Effective amendments include those to HKFRS 16, HKAS 1, and HKAS 7[16] - None of the amendments had a significant impact on the Group's financial position and performance for the current and prior periods[16] 4. Revenue and Segment Information The Group's revenue is primarily derived from its HVAC business in Hong Kong, operating as a single segment, with installation services including HVAC system procurement showing a significant increase in proportion - The Group operates solely in Hong Kong and has only a single operating segment: the HVAC business[17] Revenue Breakdown (For the six months ended June 30) | Time of Revenue Recognition | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Products transferred at a point in time | 24,527 | 8,705 | | Services transferred over time | 44,861 | 61,147 | | Total | 69,388 | 69,852 | | Service Type | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Net installation services | 9,928 | 40,614 | | Installation services with procurement of HVAC systems | 59,460 | 29,238 | | Total | 69,388 | 69,852 | - Revenue from installation services with procurement of HVAC systems significantly increased from 42% in 2023 to 86% in 2024[17] 5. Other Income Total other income for the reporting period was HK$3,782 thousand, a decrease from HK$5,968 thousand in the prior period, mainly due to reduced repair and other service income and sales of materials Other Income (For the six months ended June 30) | Item | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Bank interest income | 1,558 | 1,181 | | Repair and other service income | 1,599 | 3,742 | | Sales of materials | 431 | 701 | | Gain on disposal of property, plant and equipment | 174 | 10 | | Gain on early termination of lease | 3 | 2 | | Sundry income | 17 | 332 | | Total | 3,782 | 5,968 | - Repair and other service income decreased from HK$3,742 thousand to HK$1,599 thousand, being the primary reason for the reduction in other income[20] 6. (Loss)/Profit before Tax The loss before tax was primarily influenced by finance costs, staff costs, and depreciation, with finance costs increasing while staff costs and depreciation expenses decreased during the reporting period Finance Costs (For the six months ended June 30) | Item | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Interest on lease liabilities | 46 | 15 | Staff Costs (For the six months ended June 30) | Item | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Salaries, wages and other benefits | 12,107 | 14,724 | | Contributions to defined contribution retirement plans | 427 | 522 | | Total | 12,534 | 15,246 | Other Items (For the six months ended June 30) | Item | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Depreciation of property, plant and equipment owned | 203 | 350 | | Depreciation of right-of-use assets included in administrative expenses | 426 | 547 | | Depreciation of right-of-use assets included in cost of services | 273 | 157 | | Total depreciation | 902 | 1,054 | | Gain on disposal of property, plant and equipment | (174) | (10) | | Gain on early termination of lease | (3) | (2) | 7. Income Tax Credit The Group recorded an income tax credit of HK$60 thousand for the reporting period, primarily because no provision for Hong Kong Profits Tax was made due to tax losses or sufficient unutilised tax losses Income Tax Credit (For the six months ended June 30) | Item | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Current tax — Hong Kong Profits Tax | 60 | - | | Over-provision in prior years | - | - | - No provision for Hong Kong Profits Tax was made as the Company and its Hong Kong subsidiaries incurred tax losses or had sufficient unutilised tax losses to offset assessable profits[27] 8. Dividends The Board did not recommend an interim dividend for the reporting period; however, a special dividend of HK2.4 cents per ordinary share was declared on July 25, 2024 - The Board did not recommend the payment of any interim dividend for the six months ended June 30, 2024[28] - The Board declared a special dividend of HK2.4 cents per ordinary share on July 25, 2024[28] 9. (Loss)/Earnings Per Share For the six months ended June 30, 2024, basic loss per share was HK0.18 cents, compared to basic earnings per share of HK0.14 cents in the prior period, with diluted loss/earnings per share being the same due to no potential dilutive ordinary shares (Loss)/Earnings Per Share (For the six months ended June 30) | Indicator | 2024 (HK cents) | 2023 (HK cents) | | :--- | :--- | :--- | | Basic (loss)/earnings per share | (0.18) | 0.14 | | Diluted (loss)/earnings per share | (0.18) | 0.14 | - Basic loss per share was calculated based on the loss attributable to ordinary equity holders of the Company of HK$1,840,000 and 1,000,000,000 ordinary shares in issue during the period[29] - Diluted (loss)/earnings per share was the same as basic (loss)/earnings per share due to the absence of potential dilutive ordinary shares in issue[30] 10. Property, Plant and Equipment As of June 30, 2024, the net book value of property, plant and equipment was HK$2,286 thousand, and right-of-use assets were HK$1,286 thousand, with additions to right-of-use assets amounting to HK$659 thousand during the period Property, Plant and Equipment Net Book Value Reconciliation | Item | December 31, 2023 (HK$ thousand) | June 30, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Leasehold land and buildings | 1,305 | 1,137 | | Furniture and fixtures | 2 | 2 | | Computer and office equipment | 225 | 179 | | Motor vehicles | 584 | 968 | | Total | 2,116 | 2,286 | Right-of-Use Assets Net Book Value Analysis | Item | December 31, 2023 (HK$ thousand) | June 30, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Other self-occupied leasehold properties | 1,305 | 1,137 | | Computer and office equipment | 187 | 149 | | Total | 1,492 | 1,286 | - Additions to right-of-use assets during the period amounted to HK$659 thousand, primarily for capitalised lease payments under office premises leases[33] 11. Inventories As of June 30, 2024, the Group's inventories primarily consisted of raw materials, totaling HK$2,066 thousand, a slight decrease from HK$2,225 thousand as of December 31, 2023 Inventories (As of June 30) | Item | June 30, 2024 (HK$ thousand) | December 31, 2023 (HK$ thousand) | | :--- | :--- | :--- | | Raw materials | 2,066 | 2,225 | 12. Trade and Other Receivables As of June 30, 2024, total trade and other receivables were HK$50,690 thousand, a slight decrease from HK$51,263 thousand as of December 31, 2023, with trade receivables decreasing and retention receivables increasing Trade and Other Receivables (As of June 30) | Item | June 30, 2024 (HK$ thousand) | December 31, 2023 (HK$ thousand) | | :--- | :--- | :--- | | Trade receivables (net of loss allowance) | 18,763 | 21,724 | | Deposits, prepayments and other receivables | 2,358 | 2,814 | | Retention receivables (net of loss allowance) | 29,569 | 26,725 | | Total | 50,690 | 51,263 | Trade Receivables Ageing Analysis (As of June 30) | Ageing | June 30, 2024 (HK$ thousand) | December 31, 2023 (HK$ thousand) | | :--- | :--- | :--- | | Within 1 month | 17,315 | 20,859 | | 1 to 3 months | - | 138 | | Over 3 months | 1,448 | 727 | | Total | 18,763 | 21,724 | - Retention receivables expected to be recovered after one year increased from HK$14,185 thousand at the end of 2023 to HK$22,568 thousand as of June 30, 2024[39] 13. Cash and Cash Equivalents As of June 30, 2024, the Group's bank and cash at hand amounted to HK$82,315 thousand, a decrease from HK$88,370 thousand as of December 31, 2023 Cash and Cash Equivalents (As of June 30) | Item | June 30, 2024 (HK$ thousand) | December 31, 2023 (HK$ thousand) | | :--- | :--- | :--- | | Bank and cash at hand | 82,315 | 88,370 | 14. Trade and Other Payables As of June 30, 2024, total trade and other payables were HK$9,453 thousand, a significant decrease from HK$19,157 thousand as of December 31, 2023, mainly due to reductions in trade payables and accrued subcontracting costs Trade and Other Payables (As of June 30) | Item | June 30, 2024 (HK$ thousand) | December 31, 2023 (HK$ thousand) | | :--- | :--- | :--- | | Trade payables | 6,131 | 11,771 | | Accrued subcontracting costs | 880 | 2,665 | | Other payables and accrued charges | 2,121 | 4,391 | | Provision for long service payments | 321 | 330 | | Total | 9,453 | 19,157 | Trade Payables Ageing Analysis (As of June 30) | Ageing | June 30, 2024 (HK$ thousand) | December 31, 2023 (HK$ thousand) | | :--- | :--- | :--- | | Within 1 month | 2,698 | 5,905 | | 1 to 2 months | 2,772 | 5,496 | | 2 to 3 months | - | 100 | | Over 3 months | 661 | 270 | | Total | 6,131 | 11,771 | 15. Share Capital As of June 30, 2024, the Company's authorised ordinary shares were 5,000,000,000 with a par value of HK$0.01 each, and issued and fully paid ordinary shares were 1,000,000,000, totaling HK$10,000 thousand, unchanged from the end of 2023 Share Capital Structure (As of June 30) | Item | Number of Shares | Amount (HK$ thousand) | | :--- | :--- | :--- | | Authorised ordinary shares | 5,000,000,000 | 50,000 | | Issued and fully paid ordinary shares | 1,000,000,000 | 10,000 | - Holders of ordinary shares are entitled to receive dividends as declared from time to time and have one vote per share at general meetings of the Company[46] 16. Related Party Transactions For the six months ended June 30, 2024, the Group's lease payments to a related company amounted to HK$570 thousand, a slight decrease from HK$597 thousand in the prior period Related Party Transactions (For the six months ended June 30) | Item | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Lease payments paid to a related company | 570 | 597 | 17. Retirement Benefit Scheme The Group operates a Mandatory Provident Fund Scheme (MPF Scheme) for its Hong Kong employees, a defined contribution retirement plan where both employer and employee contribute 5% of the employee's relevant income - The Group operates a Mandatory Provident Fund Scheme (MPF Scheme) for its employees in Hong Kong[50] - Both employer and employee are required to contribute 5% of the employee's relevant income to the scheme, subject to a monthly relevant income cap of HK$30,000[50] 18. Capital Commitments As of June 30, 2024, and December 31, 2023, the Group had no significant capital commitments - The Group had no significant capital commitments at the end of the reporting period[51] 19. Subsequent Events On July 25, 2024, the Company declared a special dividend of HK2.40 cents per ordinary share, payable on or about August 30, 2024 - The Company declared a special dividend of HK2.40 cents per ordinary share on July 25, 2024[52] - The special dividend will be paid on or about August 30, 2024, to shareholders whose names appear on the register of members on August 12, 2024[52] 20. Contingent Liabilities As of June 30, 2024, the Group had a contingent liability related to a legal claim of HK$871,664 from a subcontractor against a subsidiary, for which management believes there is a reasonable chance of successful defense and has made no provision Contingent Liabilities (As of June 30) | Item | June 30, 2024 (HK$ thousand) | December 31, 2023 (HK$ thousand) | | :--- | :--- | :--- | | Legal proceedings | 872 | 872 | - A subcontractor sued Man Tung Air-Conditioning Engineering Limited, a subsidiary of the Company, for HK$871,664[53] - Management believes there is a reasonable chance of successfully defending the claim and pursuing a counterclaim, thus no provision has been made at this stage[53] Management Discussion and Analysis This section provides management's perspective on the Group's business performance, financial condition, and future outlook Business Review The Group, a long-established HVAC E&M engineering services provider in Hong Kong, recorded a net loss in the first half of 2024 due to a weak property market, slowed project progress, and rising raw material prices - The Group is a long-established HVAC E&M engineering services provider in Hong Kong, with operations dating back to 1996[54] - In the first half of 2024, the weak Hong Kong property market and slowed building construction affected new project tenders[54] - Raw material prices significantly increased in the second quarter of the year, leading to a net loss of approximately HK$1,840 thousand for the Group[54] Financial Review The Group's revenue slightly decreased, while gross profit and margin significantly declined due to rising material costs; administrative expenses were controlled, a loss was recorded, but a special dividend was declared, with trade receivables decreasing and payables significantly reducing Revenue, Gross Profit and Gross Profit Margin (For the six months ended June 30) | Service Type | 2024 Revenue (HK$ thousand) | 2024 Gross Profit (HK$ thousand) | 2024 Gross Profit Margin (%) | 2023 Revenue (HK$ thousand) | 2023 Gross Profit (HK$ thousand) | 2023 Gross Profit Margin (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Net installation services | 9,928 | 207 | 2% | 40,614 | 6,450 | 16% | | Installation services with procurement of HVAC systems | 59,460 | 6,095 | 10% | 29,238 | 2,938 | 10% | | Total | 69,388 | 6,302 | 9% | 69,852 | 9,388 | 13% | - Total revenue slightly decreased by approximately 0.7% to HK$69,388 thousand[56] - Gross profit decreased by 32.9% to HK$6,302 thousand, with gross profit margin falling from 13.4% to 9.1%, primarily due to rising prices of materials and consumables[59] Breakdown of Cost of Services (For the six months ended June 30) | Item | 2024 (HK$ thousand) | 2024 Proportion (%) | 2023 (HK$ thousand) | 2023 Proportion (%) | | :--- | :--- | :--- | :--- | :--- | | Subcontracting fees | 19,033 | 30% | 24,643 | 41% | | Materials and consumables | 34,531 | 55% | 22,489 | 37% | | Direct labour | 6,330 | 10% | 8,383 | 14% | | Storage fees | 1,674 | 3% | - | 0% | | Others | 1,518 | 2% | 4,949 | 8% | | Total | 63,086 | 100% | 60,464 | 100% | - Administrative expenses decreased to HK$11,938 thousand, mainly due to a reduction in subcontracting expenses related to repair and other service businesses[60] - Trade receivables decreased by 13.6% to HK$18,763 thousand, while retention receivables increased by HK$2,844 thousand to HK$29,569 thousand[62] - Trade payables decreased by 47.9% to HK$6,131 thousand, primarily due to significant procurement of HVAC systems at the end of the last financial year[64] Future Prospects The Group plans to expand service capabilities and adopt prudent financial management for steady growth, despite facing intense competition, rising costs, and economic uncertainty, having secured two new projects and intending to enhance budget management and team optimization - The Group will further expand its service capabilities, seize business opportunities, and adopt a prudent financial management strategy[65] - Intense competition, rising labour costs, increasing raw material prices, and global economic uncertainty are expected to lead to tighter profit margins[65] - During the reporting period, the Group was awarded two new projects with a total contract sum of approximately HK$33,000 thousand[65] - The Group will strengthen budget management, enhance execution and control capabilities, and continuously evaluate its team to optimize competitiveness[65] Liquidity and Financial Resources The Group's working capital is primarily funded by internal resources, with a quick ratio of approximately 14.7 times, indicating strong liquidity, and a gearing ratio of approximately 0.9%, maintaining a net cash position - The Group's working capital is funded by internal resources[66] - The quick ratio was approximately 14.7 times (December 31, 2023: approximately 8.3 times), indicating significant improvement in liquidity[66] - The gearing ratio was approximately 0.9% (December 31, 2023: approximately 1.0%)[69] - The Group recorded a net cash position as of June 30, 2024, making the debt-to-equity ratio not applicable[69] Capital Expenditure and Commitments For the six months ended June 30, 2024, the Group invested approximately HK$1,239 thousand in property, plant and equipment, and had no significant capital commitments at the end of the reporting period - The Group invested approximately HK$1,239 thousand in property, plant and equipment, primarily for self-occupied leasehold properties and a motor vehicle[72] - As of June 30, 2024, the Group had no significant capital commitments[73] Foreign Exchange Risk Management The Group's monetary assets, liabilities, and transactions are primarily denominated in Hong Kong Dollars, thus it is not exposed to significant foreign currency risk and currently has no foreign currency hedging policy - The Group's monetary assets, liabilities, and transactions are primarily denominated in Hong Kong Dollars[79] - The Group is not exposed to significant foreign currency risk and currently has no foreign currency hedging policy[79] Employees Information As of June 30, 2024, the Group employed 61 employees, with total staff costs amounting to approximately HK$12,534 thousand, and remuneration packages determined by market terms - As of June 30, 2024, the Group employed 61 employees (December 31, 2023: 71 employees)[80] - Total staff costs (including directors' emoluments) for the reporting period amounted to approximately HK$12,534 thousand[80] Use of Proceeds The net proceeds from the Company's share offer were approximately HK$102,400 thousand, primarily used for procuring HVAC systems and general working capital, with most proceeds utilised as planned and a small unutilised amount for guaranteed bonds remaining - Net proceeds from the Share Offer were approximately HK$102,400 thousand[84] Actual Use of Net Proceeds (As of Reporting Date) | Purpose | Net Proceeds (HK$ thousand) | Utilised (HK$ thousand) | Unutilised (HK$ thousand) | Expected Timeline | | :--- | :--- | :--- | :--- | :--- | | Procurement of HVAC systems | 87,654 | 87,654 | - | - | | Purchase of guaranteed bonds | 4,608 | 4,226 | 382 | End of 2024 | | General working capital | 10,138 | 10,138 | - | - | | Total | 102,400 | 102,018 | 382 | | Other Information This section covers additional disclosures, including interests of directors and major shareholders, the share option scheme, and corporate governance practices Disclosure of Interests Directors, chief executives, and substantial shareholders hold interests in the Company's shares and underlying shares, with Mr. Cheung Yuen Tung and Mr. Cheung Yuen Chau holding 75% through Prime Pinnacle Limited, and their spouses deemed to have the same interests Directors' Long Positions in Shares (As of June 30, 2024) | Director Name | Capacity/Nature of Interest | Number of Shares | Approximate Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Mr. Cheung Yuen Tung | Interest in controlled corporation | 750,000,000 | 75% | | Mr. Cheung Yuen Chau | Interest in controlled corporation | 750,000,000 | 75% | - Prime Pinnacle Limited is beneficially owned 51% by Mr. Cheung Yuen Tung and 49% by Mr. Cheung Yuen Chau, who have entered into a concert party agreement[85] Substantial Shareholders' Interests in the Company's Shares (As of June 30, 2024) | Shareholder Name | Capacity/Nature of Interest | Number of Shares | Approximate Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Prime Pinnacle | Beneficial owner | 750,000,000 | 75% | | Ms. Chan Ho Fung | Interest of spouse | 750,000,000 | 75% | | Ms. Cheng Wun King | Interest of spouse | 750,000,000 | 75% | Share Option Scheme The Company adopted a share option scheme to incentivise and retain eligible employees, outlining the maximum number of shares, eligible participants, approval requirements, and exercise price determination, with no options granted as of the interim report date - The Share Option Scheme was approved by shareholders on June 8, 2018, aiming to provide incentives or rewards[91] - The maximum number of shares that may be granted under the scheme shall not exceed 10% of the total issued shares immediately following the completion of the Global Offering (i.e., 1,000,000,000 shares)[91] - The subscription price for shares involved in a specific option shall not be less than the highest of three values: closing price on the grant date, average closing price for the preceding five trading days, and par value of the share[92] - Since the effective date of the Share Option Scheme and up to the date of this interim report, no share options have been granted under the scheme[92] Corporate Governance The Company is committed to maintaining high standards of corporate governance, complying with all code provisions of the Corporate Governance Code in Appendix 14 of the Listing Rules during the reporting period, and directors confirmed adherence to the Model Code for Securities Transactions - The Company has consistently complied with all code provisions of the Corporate Governance Code set out in Appendix 14 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited[94] - The Company has adopted the Model Code for Securities Transactions by Directors set out in Appendix 10 to the Listing Rules as its own code of conduct regarding directors' securities transactions, and all directors have confirmed compliance[95] - The Audit Committee has discussed with management and reviewed the Group's unaudited interim financial results for the reporting period[96]