Report Overview Financial Highlights For the six months ended June 30, 2025, Jinli Group's revenue slightly increased by 1.05% to HKD 159.2 million, but loss attributable to equity holders expanded to HKD 3.16 million, primarily due to a 5.07 percentage point decrease in gross profit margin to 19.60% | Metric | H1 2025 (HKD thousands) | H1 2024 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 159,200 | 157,550 | +1.05% | | Loss attributable to equity holders | (3,160) | (2,870) | +10.10% (Loss widened) | | Gross profit margin | 19.60% | 24.67% | -5.07 percentage points | | Basic loss per share (HK cents) | (11.37) | (10.61) | -7.16% (Loss widened) | - The decrease in gross profit margin was primarily due to increased raw material costs from global commodity price fluctuations and higher production costs from the appreciation of RMB against HKD 2 - The Board resolved not to declare an interim dividend for the six months ended June 30, 2025 2 Condensed Consolidated Financial Statements Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income For the six months ended June 30, 2025, Group revenue slightly increased to HKD 159.2 million, but cost of sales significantly rose, leading to a 19.69% year-on-year decrease in gross profit, with loss for the period expanding to HKD 3.255 million. | Metric | H1 2025 (HKD thousands) | H1 2024 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 159,200 | 157,548 | +1.05% | | Cost of sales | (127,992) | (118,687) | +7.84% | | Gross profit | 31,208 | 38,861 | -19.69% | | Other income | 3,352 | 2,066 | +62.25% | | Other gains (losses) — net | 3,724 | (3,035) | N/A (Turned from loss to gain) | | Selling expenses | (9,607) | (9,564) | +0.45% | | General and administrative expenses | (26,958) | (25,161) | +7.14% | | Finance costs | (5,365) | (6,298) | -14.81% | | Loss before income tax | (3,646) | (3,131) | +16.45% (Loss widened) | | Income tax credit | 391 | 266 | +46.99% | | Loss for the period | (3,255) | (2,865) | +13.61% (Loss widened) | | Loss for the period attributable to equity holders of the Company | (3,155) | (2,865) | +10.12% (Loss widened) | - Total comprehensive loss for the period narrowed from HKD 4.097 million in H1 2024 to HKD 1.369 million in H1 2025, primarily due to exchange differences 6 Condensed Consolidated Statement of Financial Position As of June 30, 2025, the Group's total assets slightly increased, non-current assets rose, and net current liabilities narrowed, with total equity increasing by 1.16% to HKD 290.2 million. | Metric | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Non-current assets | 498,853 | 490,802 | +1.64% | | Current assets | 176,249 | 165,263 | +6.65% | | Current liabilities | 319,449 | 346,930 | -7.89% | | Net current liabilities | (143,200) | (181,667) | -21.28% (Narrowed) | | Net assets | 290,195 | 286,849 | +1.16% | | Total equity | 290,195 | 286,849 | +1.16% | - Trade and bills receivables increased by 33.79% from HKD 44.391 million as of December 31, 2024, to HKD 59.384 million as of June 30, 2025 7 - Cash and bank balances decreased by 57.59% from HKD 31.493 million as of December 31, 2024, to HKD 13.353 million as of June 30, 2025 7 Condensed Consolidated Statement of Cash Flows For the six months ended June 30, 2025, the Group's operating activities shifted from net cash inflow to a net cash outflow of HKD 6.021 million, with cash and cash equivalents significantly decreasing by 42.87% to HKD 13.353 million. | Metric | H1 2025 (HKD thousands) | H1 2024 (HKD thousands) | Change | | :--- | :--- | :--- | :--- | | Net cash (used in) / generated from operating activities | (6,021) | 21,761 | Shifted from inflow to outflow | | Net cash used in investing activities | (7,741) | (5,898) | Outflow increased | | Net cash used in financing activities | (2,115) | (15,326) | Outflow decreased | | Net (decrease) increase in cash and cash equivalents | (15,877) | 537 | Shifted from increase to decrease | | Cash and cash equivalents at end of period | 13,353 | 23,374 | -42.87% | Condensed Consolidated Statement of Changes in Equity For the six months ended June 30, 2025, the Company's share capital increased by HKD 1.08 million due to new share issuance, and share premium rose by HKD 3.655 million, leading to a slight increase in total equity attributable to equity holders. | Metric | June 30, 2025 (HKD thousands) | January 1, 2024 (HKD thousands) | Change | | :--- | :--- | :--- | :--- | | Share capital | 6,480 | 5,400 | +1,080 | | Share premium | 144,908 | 141,253 | +3,655 | | Exchange fluctuation reserve | (4,192) | (4,140) | Slightly improved | | Retained profits | 55,369 | 64,896 | -9,527 | | Total equity attributable to equity holders of the Company | 289,995 | 294,839 | -1.64% | - Share issuance during the period resulted in an increase of HKD 1,080 thousand in share capital and HKD 3,655 thousand in share premium 11 Notes to the Financial Statements General Information Jinli Group Holdings Limited, incorporated in the Cayman Islands, primarily manufactures and sells various batteries (disposable, rechargeable, and related products) to China, Hong Kong, and international markets, actively developing mercury-free, cadmium-free, and lead-free batteries. - The Company was listed on GEM of the Stock Exchange of Hong Kong on June 5, 2015, and transferred to the Main Board on November 10, 2017 12 - Principal activities include manufacturing and selling "Jinli" brand and OEM batteries, categorized into disposable batteries (cylindrical, miniature button cells) and rechargeable batteries and other related products (chargers, battery packs, electric fans) 12 - The Group actively responds to the global trend towards batteries free of harmful substances, having developed the "Origin.Nature" series of mercury-free, cadmium-free, and lead-free batteries 13 Basis of Preparation of Financial Statements The interim financial statements are prepared in accordance with HKAS 34 and Appendix D2 of the Listing Rules on a going concern basis, which the Board deems appropriate despite a net loss and net current liabilities, citing unused bank facilities and borrowing renewal capabilities. - The financial statements are prepared on a going concern basis, despite a net loss of approximately HKD 3.3 million and net current liabilities of HKD 143.20 million for the six months ended June 30, 2025 15 - The Board considers the going concern basis appropriate due to HKD 21.77 million in unutilized bank facilities, successful renewal of approximately HKD 39.30 million in bank borrowings, expected future borrowing renewals, and potential adjustments to investment strategies to enhance cash flow 15 Significant Accounting Estimates and Judgements The significant management judgements and sources of estimation uncertainty applied in preparing the interim financial statements are consistent with those used for the consolidated financial statements for the year ended December 31, 2024. - The significant accounting estimates and judgements used in preparing the interim financial statements are the same as those applied in the 2024 annual consolidated financial statements 17 Segment Information The Group's reportable segments are categorized by product type: cylindrical batteries, miniature button cells, and rechargeable batteries and other related products, with cylindrical battery revenue increasing but overall gross profit decreasing by 19.69% in H1 2025. | Segment | H1 2025 Revenue (HKD thousands) | H1 2024 Revenue (HKD thousands) | Change (%) | H1 2025 Gross Profit (HKD thousands) | H1 2024 Gross Profit (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Cylindrical batteries | 111,144 | 105,891 | +4.96% | 11,273 | 15,347 | -26.54% | | Miniature button cells | 46,490 | 49,606 | -6.30% | 19,215 | 22,799 | -15.72% | | Rechargeable batteries and other related products | 1,566 | 2,051 | -23.65% | 720 | 715 | +0.70% | | Total | 159,200 | 157,548 | +1.05% | 31,208 | 38,861 | -19.69% | - The increase in sales revenue from cylindrical batteries was mainly due to increased sales in China and the Americas 19 - The decrease in sales revenue from miniature button cells and rechargeable batteries and other related products was mainly due to decreased sales in the Americas 19 Revenue For the six months ended June 30, 2025, the Group's total revenue slightly increased by 1.05%, driven by significant growth in China and North America, while South America and Eastern Europe experienced declines. | Region | H1 2025 (HKD thousands) | H1 2024 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Hong Kong | 13,954 | 13,242 | +5.38% | | Asia (excluding China and Hong Kong) | 29,383 | 31,350 | -6.30% | | Australia | 4,464 | 4,325 | +3.21% | | China | 46,850 | 44,471 | +5.35% | | Europe (excluding Eastern Europe) | 31,305 | 30,980 | +1.05% | | Eastern Europe | 9,879 | 13,058 | -24.35% | | Middle East | 321 | 275 | +16.73% | | North America | 21,167 | 15,017 | +40.95% | | South America | 1,864 | 4,830 | -61.41% | | Africa | 13 | — | N/A | | Total | 159,200 | 157,548 | +1.05% | Loss Before Income Tax For the six months ended June 30, 2025, the Group's loss before income tax expanded to HKD 3.646 million, with total finance costs decreasing by 14.81% due to lower bank loan interest, while depreciation of property, plant and equipment and inventory costs increased. | Item | H1 2025 (HKD thousands) | H1 2024 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Interest on bank loans | 3,772 | 5,285 | -28.62% | | Interest on import loans | 1,445 | 865 | +67.05% | | Interest on lease liabilities | 80 | 125 | -35.99% | | Interest on bank overdrafts | 68 | 23 | +195.65% | | Total interest expenses | 5,365 | 6,298 | -14.81% | | Depreciation of property, plant and equipment | 7,325 | 6,106 | +19.96% | | Depreciation of right-of-use assets | 1,650 | 1,891 | -12.74% | | Cost of inventories recognized as expense | 127,992 | 118,687 | +7.84% | Income Tax Credit For the six months ended June 30, 2025, the Group recorded an income tax credit of HKD 391 thousand, with increased Hong Kong profits tax provision, a shift from credit to provision for PRC corporate income tax, and a significant increase in deferred tax credit. | Item | H1 2025 (HKD thousands) | H1 2024 (HKD thousands) | Change | | :--- | :--- | :--- | :--- | | Provision for Hong Kong profits tax for the period | 850 | 447 | +90.16% | | Provision for PRC corporate income tax for the period | 292 | (653) | Shifted from credit to provision | | Deferred tax | (1,533) | (60) | Credit significantly increased | | Income tax credit | (391) | (266) | Credit increased | - Hong Kong subsidiaries are subject to a two-tiered profits tax regime, with the first HKD 2 million of assessable profits taxed at 8.25% and the remainder at 16.5% 25 - Jiangmen Jinli Power Products Co., Ltd. and Dongguan Shengli Battery Industrial Co., Ltd., as High and New Technology Enterprises, enjoy a preferential corporate income tax rate of 15% 25 Loss Per Share For the six months ended June 30, 2025, basic loss per share was 11.37 HK cents, widening from 10.61 HK cents (restated) in the prior year, with diluted loss per share not applicable due to the absence of dilutive potential ordinary shares. | Metric | H1 2025 | H1 2024 (Restated) | Change | | :--- | :--- | :--- | :--- | | Loss for the period attributable to equity holders of the Company (HKD thousands) | (3,155) | (2,865) | Loss widened | | Weighted average number of ordinary shares for basic loss per share (thousands) | 27,746 | 27,000 | Increased | | Basic loss per share (HK cents) | 11.37 | 10.61 | Loss widened | - The weighted average number of ordinary shares used for calculating basic loss per share has been adjusted to reflect the effects of share consolidation and share issuance 27 Dividends The Board resolved not to declare any interim dividend for the six months ended June 30, 2025, consistent with the prior year. - The Board resolved not to declare an interim dividend for the six months ended June 30, 2025 28 Property, Plant and Equipment For the six months ended June 30, 2025, the Group acquired approximately HKD 2.09 million in plant and machinery, a significant 68.24% decrease from the prior year, yet still aimed at expanding capacity and enhancing production efficiency. | Item | H1 2025 (HKD millions) | H1 2024 (HKD millions) | Change (%) | | :--- | :--- | :--- | :--- | | Acquisition of plant and machinery | 2.09 | 6.58 | -68.24% | - The acquisition of plant and machinery aims to expand production capacity and enhance production efficiency 29 Trade and Bills Receivables As of June 30, 2025, trade and bills receivables totaled HKD 59.384 million, a 33.79% increase from year-end 2024, with receivables aged 0-30 days showing an 87.29% increase, and management assessing credit risk as low. | Ageing | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | 0 to 30 days | 37,131 | 19,825 | +87.29% | | 31 to 60 days | 12,911 | 17,394 | -25.77% | | 61 to 90 days | 5,549 | 4,098 | +35.41% | | 91 to 120 days | 2,179 | 1,246 | +74.88% | | Over 120 days | 1,614 | 1,828 | -11.71% | | Total | 59,384 | 44,391 | +33.79% | - The Group generally grants credit periods of 30 to 120 days to customers with stable relationships and regularly reviews overdue balances 30 - Management believes there is no significant credit risk inherent in the outstanding balances of receivables, indicating low credit risk 31 Trade Payables As of June 30, 2025, trade payables totaled HKD 148.982 million, a 14.61% increase from year-end 2024, with significant increases in payables aged 31-90 days and over 180 days. | Ageing | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | 0 to 30 days | 38,851 | 37,016 | +4.96% | | 31 to 90 days | 42,670 | 29,943 | +42.51% | | 91 to 180 days | 40,309 | 43,784 | -7.94% | | Over 180 days | 27,152 | 19,251 | +41.04% | | Total | 148,982 | 129,994 | +14.61% | Related Party Transactions For the six months ended June 30, 2025, total key management personnel compensation was HKD 7.790 million, an increase of 13.0% from the prior year, primarily driven by growth in salaries, allowances, and discretionary bonuses. | Item | H1 2025 (HKD thousands) | H1 2024 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Salaries, allowances and other benefits in kind | 6,737 | 5,954 | +13.15% | | Discretionary bonuses | 987 | 872 | +13.19% | | Contributions to defined contribution plans | 66 | 69 | -4.35% | | Total | 7,790 | 6,895 | +13.00% | Share Capital During the period, the Company's share capital changed due to a share consolidation (20 shares into 1) and the issuance of 5,400,000 subscription shares to an independent third party, increasing the total nominal value by HKD 1,080,000 and the enlarged issued share capital by approximately 16.67%. - The Company effected a share consolidation on May 9, 2025, consolidating every 20 shares of HKD 0.01 each into 1 consolidated share of HKD 0.2 each 35 - A subscription of 5,400,000 subscription shares to an independent third party was completed on June 5, 2025, raising approximately HKD 4.86 million (before expenses) 35 - Following the issuance of subscription shares, the Company's issued share capital increased to 32,400,000 shares, with the subscription shares representing approximately 16.67% of the enlarged issued share capital 35 Management Discussion and Analysis Business Review Jinli Group primarily manufactures and sells batteries, with cylindrical battery sales increasing but overall gross profit margin declining due to rising raw material costs and RMB appreciation, leading to an expanded loss attributable to equity holders, while the Group actively develops new batteries for healthcare and new energy markets. - Cylindrical battery sales revenue increased by approximately 4.96% year-on-year, mainly due to increased sales in China and the Americas 38 - Miniature button cell and rechargeable battery and other related product sales revenue decreased by approximately 6.97% year-on-year, mainly due to decreased sales in the Americas 38 | Metric | H1 2025 (HKD millions) | H1 2024 (HKD millions) | Change (%) | | :--- | :--- | :--- | :--- | | Gross profit | 31.21 | 38.86 | -19.69% | | Gross profit margin | 19.60% | 24.67% | -5.07 percentage points | | Loss attributable to equity holders | 3.16 | 2.87 | +10.10% (Loss widened) | - The decrease in gross profit margin was primarily due to increased raw material costs from global commodity price fluctuations and higher production costs from the appreciation of RMB against HKD 39 - The Group is allocating resources to develop new batteries for the healthcare and medical facilities market and accelerating the launch of products for medical devices, remote medical monitoring, energy storage systems, and other new energy systems to enhance financial performance 41 Financial Review For the six months ended June 30, 2025, revenue slightly increased by 1.05% to HKD 159.2 million, driven by restocking demand in China and the Americas, but gross profit decreased by 19.69% due to rising costs, leading to a 10.10% expansion in loss attributable to equity holders to HKD 3.16 million. - The increase in revenue was mainly due to customers resuming more orders for restocking, leading to increased sales in China and the Americas 42 - The decrease in gross profit was mainly due to increased raw material costs and production costs offsetting the revenue growth 43 | Item | H1 2025 (HKD millions) | H1 2024 (HKD millions) | Change (%) | | :--- | :--- | :--- | :--- | | Selling expenses | 9.61 | 9.56 | +0.45% | | General and administrative expenses | 26.96 | 25.16 | +7.15% | - The increase in general and administrative expenses was primarily due to increased staff salaries and professional expenses during the period 44 Liquidity and Financial Resources As of June 30, 2025, the Group's total borrowings were approximately HKD 202.63 million, primarily denominated in HKD and RMB at floating interest rates, with the gearing ratio slightly rising to 0.57 and cash and cash equivalents decreasing to HKD 13.35 million. | Borrowing Term | June 30, 2025 (HKD thousands) | December 31, 2024 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Within 1 year | 143,521 | 186,805 | -23.17% | | Over 1 year but within 2 years | 6,202 | 9,647 | -35.71% | | Over 2 years but within 5 years | 52,539 | 5,905 | +789.74% | | Over 5 years | 369 | — | N/A | | Total | 202,631 | 202,357 | +0.14% | - As of June 30, 2025, the Group's gearing ratio (total liabilities divided by total assets) was approximately 0.57, slightly higher than 0.56 at year-end 2024 48 - Cash and cash equivalents decreased from HKD 27.36 million at year-end 2024 to HKD 13.35 million as of June 30, 2025 48 Capital Structure During the period, the Company's capital structure changed due to a share consolidation and subscription, leading to an increase in issued share capital and a slight increase in total equity to approximately HKD 290.2 million as of June 30, 2025. - Capital structure changes included a share consolidation (every 20 shares consolidated into 1 share) and the issuance of 5,400,000 shares to an independent investor 49 - As of June 30, 2025, the Company's total equity was approximately HKD 290.20 million, a slight increase from HKD 286.85 million at year-end 2024 49 Gearing Ratio As of June 30, 2025, the Group's gearing ratio (total debt as a percentage of total equity) was approximately 0.78, a slight decrease from 0.80 at year-end 2024. | Metric | June 30, 2025 | December 31, 2024 | Change | | :--- | :--- | :--- | :--- | | Gearing ratio | 0.78 | 0.80 | -0.02 | Pledge of Assets As of June 30, 2025, the Group's bank borrowing facilities were primarily secured by property, plant and machinery, investment properties, prepaid lease payments for land, pledged deposits, and pledged time deposits, with a carrying value of approximately HKD 116.48 million, a decrease from year-end 2024. - As of June 30, 2025, the carrying value of pledged assets was approximately HKD 116.48 million, a decrease from HKD 132.39 million at year-end 2024 51 Contingent Liabilities As of June 30, 2025, the Group had no significant contingent liabilities. - As of June 30, 2025, the Group had no significant contingent liabilities 52 Material Investments Held As of June 30, 2025, the Group held investment properties in Hong Kong with a fair value of approximately HKD 87.00 million, representing about 12.89% of total assets, generating HKD 1.05 million in rental income for the period, as part of a strategy to expand fixed assets for stable returns. - The Group holds investment properties in Hong Kong, including Units 20B and 20D, Tai Ping Industrial Centre, and a shop at Cheong Wan Centre 53 | Metric | June 30, 2025 | | :--- | :--- | | Fair value of investment properties | HKD 87.00 million | | Percentage of total assets | 12.89% | | Rental income for the period | HKD 1.05 million | - The investment strategy aims to expand the fixed asset base to achieve positive and stable returns, thereby diversifying income sources 54 Material Acquisitions and Disposals of Subsidiaries, Associates and Joint Ventures During the period, the Group did not undertake any material acquisitions or disposals of subsidiaries, associates, or joint ventures. - During the period, the Group had no material acquisitions or disposals of subsidiaries, associates, or joint ventures 55 Future Plans for Material Investments and Capital Assets Except as disclosed in this report, as of June 30, 2025, the Group had no future plans for material investments or capital assets. - Except as disclosed in this report, the Group had no plans for material investments or capital assets as of June 30, 2025 56 Employees and Remuneration Policy As of June 30, 2025, the Group had 400 employees, with staff costs totaling approximately HKD 23.04 million, an increase of 10.39% year-on-year, and remuneration policies are based on individual performance, experience, and market levels. | Metric | June 30, 2025 | June 30, 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Number of employees | 400 | 407 | -1.72% | | Staff costs (HKD millions) | 23.04 | 20.87 | +10.39% | - Remuneration packages are determined with reference to individual performance, work experience, and prevailing market salary levels, including basic salary, Mandatory Provident Fund, medical insurance schemes, and share options 57 Principal Risks and Uncertainties The Group faces several principal risks, including international trade policy changes impacting global consumption and logistics costs, reliance on major customers, shifts in consumer preferences due to technological advancements and environmental awareness, and inventory risks from inaccurate sales forecasts. - Changes in US government administration and new international trade policies may lead to fluctuations in tariffs, interest rates, and international currency exchange rates, suppressing global consumer demand and increasing logistics costs 59 - The Group does not have long-term sales contracts with most major customers, and a reduction in purchases or termination of business relationships by key customers would adversely affect its business 59 - Technological advancements and environmental awareness may shift consumer demand from disposable batteries to rechargeable batteries or battery-free electronic products 59 - Inaccurate sales forecasts could result in manufactured products not being accepted by other customers, impacting business, operating results, and financial position 62 Foreign Currency Risk The Group faces transactional currency risk as its primary functional currencies are RMB and HKD, with overseas sales mainly denominated in USD, and fluctuations in RMB against HKD and other currencies, as well as JPY against USD, pose risks, which the Group mitigates through spot foreign currency transactions or forward contracts. - The Group's primary functional currencies are RMB and HKD, with overseas sales revenue mainly denominated in USD, exposing it to exchange rate fluctuation risks 61 - Fluctuations in the value of RMB against HKD and other currencies are influenced by China's political and economic conditions 62 - The Group has entered into forward contracts valued at approximately JPY 20 million to hedge payments denominated in JPY and due within the year 63 Subscription Shares and Use of Proceeds The Company completed the issuance of 5,400,000 subscription shares to an independent third party on June 5, 2025, raising net proceeds of approximately HKD 4.74 million at a discount to market price, which were fully utilized for bank loan repayment (HKD 4.2 million) and general working capital (HKD 0.5 million). - The Company issued 5,400,000 subscription shares at a subscription price of HKD 0.90 per share, raising net proceeds of approximately HKD 4.74 million 6465 | Use of Proceeds | Planned Use (HKD millions) | Actual Use (HKD millions) | | :--- | :--- | :--- | | Repayment of bank loans | 4.2 | 4.2 | | General working capital | 0.5 | 0.5 | | Total | 4.7 | 4.7 | - The subscription price represented a discount of approximately 11.8% to the closing price on the date of the subscription agreement and approximately 9.3% to the average closing price of the preceding five days 64 Other Information Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares and Debentures As of June 30, 2025, Mr. Chu King Ting, Chairman and Executive Director, held 42.15% of the Company's shares through a controlled corporation, while Ms. Chu Shuk Ching, Executive Director and Chief Executive Officer, held a combined 5.64% through a controlled corporation and beneficial ownership. | Name | Nature of Interest | Total Number of Shares Held (Long Position) | Approximate Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Chu King Ting (Chairman and Executive Director) | Interest in controlled corporation | 13,657,500 shares | 42.15% | | Chu Shuk Ching (Executive Director and Chief Executive Officer) | Interest in controlled corporation | 1,600,000 shares | 4.94% | | | Beneficial owner | 228,000 shares | 0.70% | Substantial Shareholders' and Other Persons' Interests and Short Positions in Shares, Underlying Shares and Debentures As of June 30, 2025, Golden Villa Ltd. (wholly owned by Mr. Chu King Ting) held 42.15% of the shares, with Ms. Wu Yuk Ling (Mr. Chu King Ting's spouse) deemed to have the same interest, and Lofty Islet Holdings Limited (wholly owned by Mr. Yeung Ho Po) held 16.67% of the shares. | Name / Company Name | Nature of Interest | Total Number of Shares Held (Long Position) | Approximate Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Golden Villa Ltd. | Beneficial owner | 13,657,500 shares | 42.15% | | Ms. Wu Yuk Ling | Interest of spouse | 13,657,500 shares | 42.15% | | Triumph Treasure | Beneficial owner | 1,600,000 shares | 4.94% | | Lofty Islet Holdings Limited | Beneficial owner | 5,400,000 shares | 16.67% | | Mr. Yeung Ho Po | Interest in controlled corporation | 5,400,000 shares | 16.67% | Post Balance Sheet Events Except as disclosed in this report, no significant events occurred after the end of the period and up to the date of this report. - Except as disclosed in this report, no significant events occurred after the end of the period and up to the date of this report 72 Purchase, Sale or Redemption of the Company's Listed Securities During the period, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities. - During the period, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities 73 Share Option Scheme The Company adopted a share option scheme on June 24, 2025, with an authorized limit of 3,240,000 share options, representing 10% of the issued shares, and no options have been granted, exercised, cancelled, or lapsed since its adoption. - The share option scheme was adopted by shareholders on June 24, 2025, with an authorized limit of 3,240,000 share options, representing 10% of the issued shares 74 - No share options have been granted, agreed to be granted, exercised, cancelled, or lapsed under the scheme since its adoption date and up to the date of this report 74 Standard of Conduct for Securities Transactions by Directors The Company has adopted the Standard of Conduct for Securities Transactions by Directors as set out in Appendix C3 of the Listing Rules, and all Directors have confirmed compliance with the code during the period and up to the date of this report. - The Company has adopted the Standard of Conduct for Securities Transactions by Directors as set out in Appendix C3 of the Listing Rules, and all Directors have confirmed compliance 75 Corporate Governance Code The Company has adopted the Corporate Governance Code set out in Appendix C1 of the Listing Rules and is committed to high standards of corporate governance and transparency, with the Board believing that applicable code provisions have been complied with during the period. - The Company has adopted the Corporate Governance Code set out in Appendix C1 of the Listing Rules and believes that applicable code provisions have been complied with during the period 76 Directors' Material Interests in Contracts Except as disclosed in this report, no Director had any material interest in any contract significant to the Group's business during the period. - During the period, no Director had any material interest in any contract significant to the Group's business 77 Competing Business During the period, the Directors were unaware of any business or interest of the Company's Directors, controlling shareholders, and their close associates that competes or may compete with the Group's business, or any other conflicts of interest. - The Directors were unaware of any business or interest of the Company's Directors, controlling shareholders, and their close associates that competes with the Group's business 78 Audit Committee The Audit Committee, comprising three independent non-executive directors, ensures the effectiveness of the Group's accounting and financial controls, oversees internal control systems and financial reporting processes, and has reviewed the interim results, deeming them compliant with applicable accounting standards, Listing Rules, and legal requirements. - The Audit Committee comprises three independent non-executive directors: Mr. Wong Ka Chun (Chairman), Mr. Kan Man Kim, and Ms. Tang Sze Ning 79 - The Audit Committee's primary responsibilities include ensuring effective accounting and financial controls, overseeing internal control systems and financial reporting processes, monitoring the integrity of financial statements, and assessing the independence of external auditors 80 - These interim results have not been audited by the Company's auditors but have been reviewed by the Audit Committee, which considers them to be in compliance with applicable accounting standards, the Listing Rules, and legal requirements 80 Board Composition As of the date of this report, the Board of Directors comprises four executive directors (Mr. Chu King Ting, Ms. Chu Shuk Ching, Mr. Tang Chi Him, Mr. Chu Ho Wah) and three independent non-executive directors (Ms. Tang Sze Ning, Mr. Kan Man Kim, Mr. Wong Ka Chun). - As of the date of this report, the executive directors are Mr. Chu King Ting, Ms. Chu Shuk Ching, Mr. Tang Chi Him, and Mr. Chu Ho Wah 81 - The independent non-executive directors are Ms. Tang Sze Ning, Mr. Kan Man Kim, and Mr. Wong Ka Chun 81
金力集团(03919) - 2025 - 中期财报