Company Information and Financial Summary Company Overview Tianchang Group Holdings Limited announced its unaudited interim results for the six months ended June 30, 2025 - Company Name: Tianchang Group Holdings Limited (Stock Code: 2182)2 - Reporting Period: Six months ended June 30, 20252 Condensed Consolidated Statement of Profit or Loss For the six months ended June 30, 2025, the company's revenue increased, but loss for the period widened due to higher tax expenses Condensed Consolidated Statement of Profit or Loss (For the six months ended June 30) | Metric | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Revenue | 254,213 | 227,680 | 26,533 | 11.65% | | Cost of sales | (206,053) | (186,998) | (19,055) | 10.20% | | Gross profit | 48,160 | 40,682 | 7,478 | 18.38% | | Other income | 2,731 | 4,159 | (1,428) | (34.34%) | | Other net gains | 946 | 69 | 877 | 1271.01% | | Reversal of impairment loss on trade receivables (impairment loss) | (3,421) | 151 | (3,572) | -2365.56% | | Selling and distribution costs | (3,106) | (2,416) | (690) | 28.56% | | Administrative and other operating expenses | (53,542) | (51,753) | (1,789) | 3.46% | | Finance costs | (762) | (1,467) | 705 | (48.06%) | | Loss before tax | (8,994) | (10,575) | 1,581 | (14.95%) | | Income tax (expense) credit | (2,593) | 2,631 | (5,224) | -198.56% | | Loss for the period attributable to owners of the Company | (11,587) | (7,944) | (3,643) | 45.86% | | Basic loss per share (HK cents) | (1.87) | (1.28) | (0.59) | 46.09% | | Diluted loss per share (HK cents) | (1.87) | (1.28) | (0.59) | 46.09% | Condensed Consolidated Statement of Comprehensive Income For the six months ended June 30, 2025, the company's total comprehensive loss for the period significantly narrowed as exchange differences turned from negative to positive Condensed Consolidated Statement of Comprehensive Income (For the six months ended June 30) | Metric | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | | :--- | :--- | :--- | :--- | | Loss for the period | (11,587) | (7,944) | (3,643) | | Exchange differences arising on translation of foreign operations | 8,323 | (3,979) | 12,302 | | Total comprehensive loss for the period attributable to owners of the Company | (3,264) | (11,923) | 8,659 | Condensed Consolidated Statement of Financial Position As of June 30, 2025, the company's total assets and total liabilities both decreased, net assets slightly reduced, and net current assets improved Condensed Consolidated Statement of Financial Position (As of June 30, 2025) | Metric | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Non-current assets | | | | | | Property, plant and equipment | 545,495 | 561,735 | (16,240) | (2.89%) | | Financial assets at fair value through profit or loss | 26,330 | 25,981 | 349 | 1.34% | | Deferred tax assets | 2,695 | 2,707 | (12) | (0.44%) | | Current assets | | | | | | Inventories | 68,065 | 71,421 | (3,356) | (4.70%) | | Trade and other receivables | 121,196 | 132,435 | (11,239) | (8.49%) | | Cash and cash equivalents | 118,446 | 129,454 | (11,008) | (8.50%) | | Current liabilities | | | | | | Trade and other payables | 92,856 | 118,571 | (25,715) | (21.69%) | | Interest-bearing borrowings | 20,714 | 31,221 | (10,507) | (33.66%) | | Net current assets | 188,647 | 177,158 | 11,489 | 6.48% | | Non-current liabilities | | | | | | Amounts payable for construction in progress | 2,336 | 2,248 | 88 | 3.91% | | Deferred income | 6,335 | 6,966 | (631) | (9.06%) | | Deferred tax liabilities | 8,181 | 7,829 | 352 | 4.50% | | Net assets | 741,679 | 744,943 | (3,264) | (0.44%) | | Total equity | 741,679 | 744,943 | (3,264) | (0.44%) | Notes to the Financial Statements General Information and Basis of Presentation The company is incorporated in the Cayman Islands, primarily engaged in manufacturing and selling e-cigarette products and medical consumables, and providing integrated injection molding solutions in Hong Kong and China. The interim financial statements are prepared in accordance with HKAS 34, with accounting policies consistent with 2024, and no new/revised HKFRSs have been adopted - Company's place of incorporation: Cayman Islands, with shares listed on the Main Board of the Hong Kong Stock Exchange7 - Principal activities: Investment holding, with subsidiaries primarily engaged in manufacturing and selling e-cigarette products and medical consumables, and providing integrated injection molding solutions in Hong Kong and China7 - Basis of preparation of financial statements: Prepared in accordance with HKAS 34 and the Listing Rules of the Stock Exchange, with accounting policies consistent with 2024, and no new/revised HKFRSs adopted789 Segment Information The Group allocates resources and assesses performance based on three business segments: e-cigarette products, integrated injection molding solutions, and medical consumables - Reportable segments: E-cigarette products, integrated injection molding solutions, medical consumables1011 - Definition of segment revenue: Revenue derived from manufacturing and selling e-cigarette products, molds and plastic products, and medical consumables10 - Definition of segment results: Gross profit of each segment less selling and distribution costs, reversal of impairment loss on trade receivables (impairment loss), write-off of property, plant and equipment, and loss on disposal of property, plant and equipment10 Segment Revenue and Results Segment Revenue and Results (For the six months ended June 30) | Segment | 2025 Revenue (thousand HKD) | 2024 Revenue (thousand HKD) | Revenue Change (%) | 2025 Gross Profit (thousand HKD) | 2024 Gross Profit (thousand HKD) | Gross Profit Change (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | E-cigarette products | 22,389 | 47,142 | (52.51%) | 2,556 | 5,737 | (55.45%) | | Integrated injection molding solutions | 230,711 | 179,307 | 28.67% | 46,132 | 34,880 | 32.25% | | Medical consumables | 1,113 | 1,231 | (9.59%) | (528) | 65 | -912.31% | | Total | 254,213 | 227,680 | 11.65% | 48,160 | 40,682 | 18.38% | Segment Assets and Liabilities (As of June 30, 2025) | Segment | June 30, 2025 Assets (thousand HKD) | December 31, 2024 Assets (thousand HKD) | Asset Change (%) | June 30, 2025 Liabilities (thousand HKD) | December 31, 2024 Liabilities (thousand HKD) | Liability Change (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | E-cigarette products | 20,607 | 29,822 | (30.90%) | 5,372 | 8,898 | (39.63%) | | Integrated injection molding solutions | 353,777 | 371,927 | (4.90%) | 64,160 | 76,972 | (16.64%) | | Medical consumables | 3,697 | 6,047 | (38.86%) | – | – | – | | Unallocated | 504,735 | 516,517 | (2.28%) | 71,605 | 93,500 | (23.41%) | | Total | 882,816 | 924,313 | (4.49%) | 141,137 | 179,370 | (21.32%) | Geographical Information Geographical Location of Specified Non-current Assets (As of June 30, 2025) | Region | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Hong Kong | 2,817 | 4,149 | (1,332) | (32.11%) | | China | 542,678 | 557,586 | (14,908) | (2.67%) | | Total | 545,495 | 561,735 | (16,240) | (2.89%) | Revenue from External Customers (For the six months ended June 30) | Region | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | United States of America | 43,801 | 44,111 | (310) | (0.70%) | | China | 132,823 | 131,227 | 1,596 | 1.22% | | United Kingdom | 11,967 | 9,330 | 2,637 | 28.26% | | Hong Kong | 7,809 | 312 | 7,497 | 2402.88% | | Netherlands | 15,856 | 33,542 | (17,686) | (52.73%) | | India | 36,697 | 7,507 | 29,190 | 388.84% | | Brazil | 968 | – | 968 | N/A | | Malaysia | 3,348 | – | 3,348 | N/A | | Others | 944 | 1,651 | (707) | (42.82%) | | Total | 254,213 | 227,680 | 26,533 | 11.65% | Major Customer Information Revenue from Major Customers for the six months ended June 30, 2025 | Customer | Revenue (thousand HKD) | Percentage of Total Revenue | Principal Segment | | :--- | :--- | :--- | :--- | | Customer B and its affiliates | 51,999 | 20.45% | Integrated injection molding solutions | | Customer C and its affiliates | 43,023 | 16.92% | Integrated injection molding solutions | | Total | 95,022 | 37.38% | | Revenue from Major Customers for the six months ended June 30, 2024 | Customer | Revenue (thousand HKD) | Percentage of Total Revenue | Principal Segment | | :--- | :--- | :--- | :--- | | Customer A and its affiliates | 45,405 | 19.94% | E-cigarette products | | Customer B and its affiliates | 57,421 | 25.22% | Integrated injection molding solutions | | Total | 102,826 | 45.16% | | Revenue Composition For the six months ended June 30, 2025, revenue from sales of molds and plastic products significantly increased, becoming the primary revenue source, while revenue from e-cigarette product sales substantially decreased Revenue Composition (For the six months ended June 30) | Revenue Source | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Sales of e-cigarette products | 22,389 | 47,142 | (24,753) | (52.51%) | | Sales of molds and plastic products | 230,711 | 179,307 | 51,404 | 28.67% | | Sales of medical consumables | 1,113 | 1,231 | (118) | (9.59%) | | Total | 254,213 | 227,680 | 26,533 | 11.65% | Other Income For the six months ended June 30, 2025, total other income decreased, primarily due to a reduction in miscellaneous income Other Income (For the six months ended June 30) | Item | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Bank interest income | 1,039 | 1,352 | (313) | (23.15%) | | Government grants | 891 | 737 | 154 | 20.89% | | Miscellaneous income | 784 | 1,748 | (964) | (55.15%) | | Total | 2,731 | 4,159 | (1,428) | (34.34%) | Other Net Gains For the six months ended June 30, 2025, other net gains significantly increased, primarily benefiting from the positive turn in exchange gains Other Net Gains (For the six months ended June 30) | Item | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | | :--- | :--- | :--- | :--- | | Net exchange gains (losses) | 732 | (348) | 1,080 | | Fair value changes of financial assets at fair value through profit or loss | 215 | 508 | (293) | | Write-off of property, plant and equipment | (1) | (16) | 15 | | Total | 946 | 69 | 877 | Components of Loss Before Tax For the six months ended June 30, 2025, finance costs significantly decreased, while staff costs, cost of inventories, depreciation, and research and development expenses all increased Components of Loss Before Tax (For the six months ended June 30) | Item | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Finance costs | 762 | 1,467 | (705) | (48.06%) | | Total staff costs | 69,778 | 65,751 | 4,027 | 6.12% | | Cost of inventories | 206,053 | 186,998 | 19,055 | 10.20% | | Depreciation | 24,881 | 25,193 | (312) | (1.24%) | | Write-down of inventories | 2,269 | 546 | 1,723 | 315.57% | | Research and development expenses | 7,411 | 9,462 | (2,051) | (21.68%) | Taxation For the six months ended June 30, 2025, the company shifted from an income tax credit in the prior period to an income tax expense, primarily due to under-provision for PRC corporate income tax in prior years and changes in deferred tax Income Tax Expense/Credit (For the six months ended June 30) | Item | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | | :--- | :--- | :--- | :--- | | Current tax | 2,494 | (1,869) | 4,363 | | Deferred tax | 99 | (762) | 861 | | Total income tax expense (credit) | 2,593 | (2,631) | 5,224 | - Huizhou Tianchang Industrial Co., Ltd., as a "High and New Technology Enterprise", enjoys a preferential tax rate of 15%23 Dividends The Board resolved not to declare an interim dividend for the six months ended June 30, 2025, consistent with the prior period - No interim dividend was declared for the six months ended June 30, 202524 Loss Per Share For the six months ended June 30, 2025, both basic and diluted loss per share were 1.87 HK cents, widening from the prior period Loss Per Share (For the six months ended June 30) | Metric | 2025 (HK cents) | 2024 (HK cents) | Change (HK cents) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Basic loss per share | (1.87) | (1.28) | (0.59) | 46.09% | | Diluted loss per share | (1.87) | (1.28) | (0.59) | 46.09% | - Diluted loss per share is consistent with basic loss per share due to the anti-dilutive effect of potential ordinary shares25 Financial Assets at Fair Value Through Profit or Loss As of June 30, 2025, financial assets at fair value through profit or loss (primarily key management insurance contracts) slightly increased, with a portion pledged as collateral for loans Financial Assets at Fair Value Through Profit or Loss (As of June 30, 2025) | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Unlisted investments - key management insurance contracts | 26,330 | 25,981 | 349 | 1.34% | - Approximately HKD 4,098,000 of key management insurance contracts were pledged as collateral for unused loan facilities (December 31, 2024: HKD 13,937,000)27 Trade and Other Receivables As of June 30, 2025, total trade and other receivables decreased, but impairment provisions significantly increased, and the aging profile of trade receivables deteriorated Trade and Other Receivables (As of June 30, 2025) | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Trade receivables (net of impairment provision) | 113,991 | 126,432 | (12,441) | (9.84%) | | Impairment provision | (10,293) | (6,790) | (3,503) | 51.60% | | Other receivables | 7,205 | 6,003 | 1,202 | 20.02% | | Total | 121,196 | 132,435 | (11,239) | (8.49%) | - Trade receivables have a credit period of up to 90 days29 Aging Analysis of Trade Receivables (As of June 30, 2025) | Aging | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Within 30 days | 65,719 | 84,288 | (18,569) | (22.03%) | | 31 to 60 days | 26,241 | 28,977 | (2,736) | (9.44%) | | 61 to 90 days | 16,400 | 11,370 | 5,030 | 44.24% | | Over 90 days | 5,631 | 1,797 | 3,834 | 213.36% | Trade and Other Payables As of June 30, 2025, total trade and other payables significantly decreased, primarily due to reductions in trade payables and salaries and bonuses payable Trade and Other Payables (As of June 30, 2025) | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Trade payables | 61,908 | 73,066 | (11,158) | (15.27%) | | Contract liabilities | 7,624 | 12,804 | (5,180) | (40.46%) | | Salaries and bonuses payable | 8,321 | 16,238 | (7,917) | (48.76%) | | Accruals and other payables | 15,003 | 16,463 | (1,460) | (8.87%) | | Total | 92,856 | 118,571 | (25,715) | (21.69%) | - Trade payables have a credit period of no more than 90 days31 Amounts Payable for Construction in Progress Amounts payable for construction in progress refer to amounts owed to contractors for the construction of manufacturing plants in China, which are unsecured, interest-free, and repayable within one to five years - Amounts payable for construction in progress are unsecured, interest-free, with a repayment period of one to five years32 - The carrying amount is determined by discounting at an effective annual interest rate of 4.75%32 Interest-Bearing Borrowings As of June 30, 2025, total interest-bearing borrowings decreased, the weighted average effective annual interest rate slightly increased, and they are secured by various assets Interest-Bearing Borrowings (As of June 30, 2025) | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Interest-bearing borrowings | 20,714 | 31,221 | (10,507) | (33.66%) | | Weighted average effective annual interest rate | 4.27% | 3.76% | 0.51% | 13.56% | - Borrowings are secured by buildings, equipment, right-of-use assets for prepaid land lease payments, key management insurance contracts, and corporate guarantees34 Business and Financial Review Business Review The Group operates through three segments: integrated injection molding solutions, e-cigarette products, and medical consumables, distributing products to domestic and international markets. Despite a challenging business environment, total sales grew moderately, but loss for the period widened due to increased tax expenses. The company continues to invest in R&D to strengthen its technological leadership - Operating segments: Integrated injection molding solutions, e-cigarette products, medical consumables35 - Market distribution: Domestic and overseas markets (Europe, Asia, United States)35 - Business environment challenges: Global economic uncertainty, inflationary pressures, cautious consumer spending, and impact of US tariffs35 - Strategic focus: Investing in R&D, establishing a Shenzhen R&D center to enhance new product development for integrated injection molding solutions and core e-cigarette technologies35 Integrated Injection Molding Solutions - Services: Injection mold design and manufacturing, injection molded component design and manufacturing37 - Technical capability: Mold manufacturing achieves the highest precision level MT1 (GB/T14486-2008) under national guidelines3738 - Product applications: Office furniture, office electronics, home appliances, communication products, automobiles, and solar systems38 E-cigarette Product Manufacturing - Business model: OEM manufacturing of e-cigarette products39 - Product types: Disposable e-cigarettes, refillable e-cigarettes, battery rods, atomizers, vaporizers, and heated tobacco devices39 - Qualifications: Obtained a Tobacco Monopoly Production Enterprise License issued by the State Tobacco Monopoly Administration of the People's Republic of China39 - R&D focus: Shenzhen R&D center focuses on enhancing atomization technology, innovative heating wire design, and other key technological breakthroughs39 Medical Consumables Manufacturing - Product scope: Disposable masks, medical device products40 - Quality certifications: Complies with "YY/T 0033-2000 Sterile Medical Device Production Management Specification" and EN ISO13485:2016 Medical Devices Quality Management System Standard40 - Product standards: Medical masks meet US ASTM F2100 Level 3 and European EN14683 Type IIR standards41 - Advanced protective masks: KN95 passed China GB2626-2019 standard and NIOSH N95 pre-certification test; FFP2 passed EN 149:2001+A1:2009 standard and obtained CE mark41 - FDA approval: N95 and FFP2 medical particulate filtering foldable masks obtained US FDA 510(k) premarket notification clearance in August 202241 Financial Review For the six months ended June 30, 2025, the Group's total revenue grew moderately, and gross profit margin improved, but loss for the period widened due to increased selling and distribution costs, administrative expenses, and a shift from income tax credit to expense - Total revenue increased by 11.6% to HKD 254.2 million42 - Gross profit margin improved to 19.0% (2024: 17.9%)43 - Loss for the period widened by 46.8% to HKD 11.6 million50 Revenue Analysis - Integrated injection molding solutions revenue: HKD 230.7 million, a year-on-year increase of 28.7%, primarily driven by increased customer order volume42 - E-cigarette product revenue: HKD 22.4 million, a year-on-year decrease of 52.5%, affected by global economic uncertainty and cautious consumer spending42 - Medical consumables revenue: HKD 1.1 million, a year-on-year decrease of 8.3%42 Gross Profit Analysis - Total gross profit: HKD 48.2 million, with a gross profit margin of 19.0%43 - Integrated injection molding solutions gross profit margin: 20.0% (2024: 19.5%), an increase primarily due to a shift in product mix towards higher-margin products43 - E-cigarette product gross profit margin: 11.6% (2024: 12.1%), a decrease due to higher fixed overhead costs resulting from lower sales volume43 - Medical consumables recorded a gross loss of HKD 0.5 million, with a gross loss margin of 45.5%, due to provisions made for slow-moving inventories44 Other Income Analysis - Other income: HKD 2.7 million, a year-on-year decrease of 35.7%, primarily due to reduced miscellaneous income45 Selling and Distribution Costs - Selling and distribution costs: HKD 3.1 million, a year-on-year increase of 29.2%, primarily due to increased sales volume to customers requiring delivery services46 Administrative and Other Operating Expenses - Administrative and other operating expenses: HKD 53.5 million, a year-on-year increase of 3.3%, primarily due to increased marketing expenses47 Finance Costs - Finance costs: HKD 0.8 million, a year-on-year decrease of 46.7%, primarily due to repayment of secured bank borrowings during the period48 Income Tax Expense/Credit - Income tax expense: HKD 2.6 million (2024: HKD 2.6 million credit), a year-on-year increase of 200.0%, primarily due to an over-provision for tax in the prior period49 Loss Attributable to Owners of the Company - Loss attributable to owners of the Company: HKD 11.6 million, a year-on-year increase of 46.8%, primarily due to the combined impact of the aforementioned financial factors50 Future Outlook and Corporate Governance Future Plans and Prospects Facing global economic recession risks, the Group will continue to expand its customer base, target high-quality e-cigarette and injection molded product markets, strengthen core technologies through its R&D center, gradually expand its product portfolio, and enhance cost-effectiveness to navigate uncertainties - Market strategy: Targeting high-quality e-cigarette and injection molded product markets, expanding the customer base51 - R&D investment: Utilizing the R&D center to strengthen core technologies and competitive advantages, supporting product portfolio expansion51 - Operational optimization: Continuously improving cost-effectiveness51 Liquidity and Financial Resources The Group primarily relies on internal cash flow and bank financing to fund its operations. As of June 30, 2025, cash and cash equivalents decreased, interest-bearing borrowings declined, and the gearing ratio improved - Funding sources: Internal cash flow and bank financing52 Liquidity and Financial Resources (As of June 30, 2025) | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Cash and cash equivalents | 118,446 | 129,454 | (11,008) | (8.50%) | | Interest-bearing borrowings | 20,714 | 31,221 | (10,507) | (33.66%) | | Weighted average effective annual interest rate | 4.27% | 3.76% | 0.51% | 13.56% | | Gearing ratio | 4.1% | 5.6% | (1.5%) | (26.79%) | Foreign Exchange Risk The Group's monetary assets and liabilities are primarily denominated in HKD, USD, and RMB, managed by regularly reviewing net foreign exchange exposure and entering into foreign currency forward contracts when necessary, with no outstanding foreign currency forward contracts as of June 30, 2025 - Principal denominated currencies: HKD, USD, RMB53 - Risk management: Regularly reviewing net foreign exchange exposure and entering into foreign currency forward contracts when necessary53 - As of June 30, 2025, there were no outstanding foreign currency forward contracts53 Significant Acquisitions and Disposals For the six months ended June 30, 2025, the Group had no significant acquisitions or disposals of subsidiaries and associates - No significant acquisitions or disposals during the reporting period54 Contingent Liabilities As of June 30, 2025, the Group had no significant contingent liabilities - No significant contingent liabilities at the end of the reporting period55 Pledge of Group Assets As of June 30, 2025, certain buildings, right-of-use assets for prepaid land lease payments, and key management insurance contracts were pledged as security for bank financing - Pledged assets: Buildings, right-of-use assets for prepaid land lease payments (approximately HKD 168.4 million), and key management insurance contracts (approximately HKD 4.1 million)56 - Purpose: As security for bank financing56 Events After the Reporting Period No significant events occurred after June 30, 2025, that could materially affect the Group's assets and liabilities or future operations - No significant events occurred after the reporting period57 Employees and Remuneration Policy As of June 30, 2025, the Group had 806 employees, with a remuneration policy based on employee performance, qualifications, and operating results, and regular reviews of directors' and senior management's remuneration - Number of employees: 80658 - Remuneration policy: Based on employee performance, qualifications, and operating results, including basic salary, performance bonuses, and share options58 - Remuneration for directors and senior management: Regularly reviewed, referencing market levels of comparable companies, responsibilities, and Group performance58 Share Option Scheme The company adopted a share option scheme in 2019 to reward selected participants who contribute to the Group, with 32,020,000 share options outstanding as of June 30, 2025 - Scheme purpose: To reward selected participants who contribute to the Group59 - Eligible participants: Employees, executive directors, non-executive directors, shareholders, advisors, and consultants59 Share Options Granted for the six months ended June 30, 2025 | Grantee Category | Grant Date | Exercise Price (HKD) | Share Options Outstanding as of June 30, 2025 | | :--- | :--- | :--- | :--- | | Directors, chief executives, and substantial shareholders | 2020年5月13日 | 0.355 | 14,020,000 | | Employees | 2020年5月13日 | 0.355 | 16,000,000 | | Service providers | 2020年5月13日 | 0.355 | 2,000,000 | | Total | | | 32,020,000 | Significant Investments Held and Future Plans For the six months ended June 30, 2025, the Group held no significant investments in equity of other companies and had no plans for significant investments or additions to capital assets - No significant investments during the reporting period60 - No plans for significant investments or additions to capital assets61 Purchase, Redemption or Sale of the Company's Listed Securities For the six months ended June 30, 2025, neither the company nor any of its subsidiaries purchased, redeemed, or sold any of its listed securities - No purchase, redemption, or sale of listed securities during the reporting period62 Corporate Governance Measures The company is committed to high standards of corporate governance and has adopted the Corporate Governance Code in Appendix C1 of the Listing Rules. Although the Chairman and Chief Executive Officer roles are held by the same person, the Board believes this arrangement is in the best interests of the company and shareholders, maintaining a balance of power - Adopted the Corporate Governance Code set out in Appendix C1 of the Listing Rules63 - The roles of Chairman and Chief Executive Officer are held by Mr. Chan Chan Lam, and the Board believes this arrangement is in the overall best interests of the company and shareholders, with power balanced through collective Board decisions63 - Except for the above disclosure, the company has complied with the Corporate Governance Code during the reporting period63 Audit Committee The Audit Committee, established in 2018 with three members and Mr. Ng Chi Wai as Chairman, is responsible for reviewing financial reporting, internal controls, overseeing external auditors, and providing recommendations. The Committee has reviewed the current period's financial statements - Date of establishment: February 8, 201864 - Members: Three, with Mr. Ng Chi Wai as Chairman64 - Principal duties: Reviewing and monitoring financial reporting procedures and internal control systems, nominating and overseeing external auditors, and providing advice and recommendations to the Board64 - Reviewed the Group's unaudited condensed consolidated financial statements for the six months ended June 30, 202564 Standard Code for Securities Transactions by Directors The company has adopted the Standard Code in Appendix C3 of the Listing Rules as the code of conduct for directors and senior management dealing in company securities. All directors confirmed compliance, and the company is unaware of any breaches by senior management - Adopted the Standard Code set out in Appendix C3 of the Listing Rules65 - All directors confirmed compliance with the Standard Code65 - The company is unaware of any breaches of the Standard Code by senior management65 Interim Dividend The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025, consistent with the prior period - No interim dividend is recommended for the six months ended June 30, 202566 Publication of Interim Results Announcement and Interim Report The Group's interim results announcement for the six months ended June 30, 2025, has been published on the Stock Exchange's website and the company's website, and the interim report will be dispatched to shareholders and published on the website in due course - Interim results announcement has been published on the Stock Exchange's website and the company's website67 - Interim report will be dispatched to shareholders and published on the website in due course67
天长集团(02182) - 2025 - 中期业绩