LEGION CONSO(02129) - 2025 - 中期业绩

Condensed Interim Consolidated Statement of Comprehensive Income Legion Consortium Limited recorded an unaudited condensed consolidated loss of SGD 1,565,981 for the six months ended June 30, 2025, compared to a profit of SGD 3,259,948 in the same period of 2024, driven by a 5.7% revenue decrease and significantly increased administrative expenses Condensed Interim Consolidated Statement of Comprehensive Income Legion Consortium Limited recorded an unaudited condensed consolidated loss of SGD 1,565,981 for the six months ended June 30, 2025, compared to a profit of SGD 3,259,948 in the same period of 2024, driven by a 5.7% revenue decrease and significantly increased administrative expenses Condensed Interim Consolidated Statement of Comprehensive Income | Indicator | June 30, 2025 (SGD) | June 30, 2024 (SGD) | | :--- | :--- | :--- | | Revenue | 29,638,378 | 31,443,294 | | Cost of services | (19,895,682) | (21,171,137) | | Gross profit | 9,742,696 | 10,272,157 | | Other income | 505,688 | 952,151 | | Other gains and losses | (308,514) | 193,209 | | Selling expenses | (183,758) | (80,909) | | Administrative expenses | (10,660,145) | (7,275,588) | | Finance costs | (193,430) | (315,614) | | Loss/Profit before tax | (1,097,463) | 3,745,406 | | Income tax expense | (468,518) | (485,458) | | Loss/Profit and other comprehensive loss/income for the period | (1,565,981) | 3,259,948 | | Basic and diluted loss/earnings per share (SGD cents) | (0.12) | 0.26 | Condensed Interim Consolidated Statement of Financial Position As of June 30, 2025, the Group's total assets were SGD 72,779,000, a decrease from SGD 78,620,014 as of December 31, 2024, reflecting adjustments in asset structure with increased net current assets but reduced total liabilities and net assets Condensed Interim Consolidated Statement of Financial Position As of June 30, 2025, the Group's total assets were SGD 72,779,000, a decrease from SGD 78,620,014 as of December 31, 2024, reflecting adjustments in asset structure with increased net current assets but reduced total liabilities and net assets Condensed Interim Consolidated Statement of Financial Position | Indicator | June 30, 2025 (SGD) | December 31, 2024 (SGD) | | :--- | :--- | :--- | | Assets | | | | Non-current assets | 37,630,691 | 41,437,061 | | Current assets | 35,148,309 | 37,182,953 | | Total assets | 72,779,000 | 78,620,014 | | Liabilities | | | | Current liabilities | 10,889,494 | 17,914,876 | | Non-current liabilities | 8,819,820 | 6,069,471 | | Total liabilities | 19,709,314 | 23,984,347 | | Net assets | 53,069,686 | 54,635,667 | | Equity | | | | Total equity attributable to owners of the Company | 52,123,359 | 53,676,214 | | Non-controlling interests | 946,327 | 959,453 | | Total equity | 53,069,686 | 54,635,667 | Notes to the Condensed Interim Consolidated Financial Statements This section provides detailed notes on the condensed interim consolidated financial statements, covering general information, basis of preparation, adoption of new standards, revenue, expenses, and other financial disclosures 1 General Information Legion Consortium Limited, incorporated in the Cayman Islands, operates primarily in Singapore and Hong Kong, providing trucking, freight forwarding, and value-added transportation services, with its shares listed on the HKEX since January 13, 2021 - The company is an investment holding company, with its subsidiaries primarily engaged in trucking services, freight forwarding services, and value-added transportation services[6] - The Company's shares were listed on The Stock Exchange of Hong Kong Limited on January 13, 2021[7] - Mirana Holdings Limited is the direct and ultimate holding company of the Company[7] 2 Basis of Preparation The unaudited condensed interim consolidated financial statements for the six months ended June 30, 2025, are prepared in accordance with IAS 34 and HKEX Listing Rules, and should be read in conjunction with the annual financial statements for the year ended December 31, 2024 - The interim financial statements are prepared in accordance with International Accounting Standard 34 and the Listing Rules of the Stock Exchange[8] - The interim financial statements should be read in conjunction with the Company's annual financial statements for the year ended December 31, 2024[8] - The interim financial statements are prepared on a historical cost basis[10] 3 Adoption of New and Revised Standards During this interim period, the Group first applied IAS 21 (Amendment) 'Lack of Exchangeability', with no significant impact on its financial position or performance - International Accounting Standard 21 (Amendment) "Lack of Exchangeability" was first applied during this interim period[13] - The application of the revised International Financial Reporting Standards had no significant impact on the Group's financial position and performance[13] 4 Revenue and Segment Information The Group's revenue primarily derives from trucking, freight forwarding, and value-added transportation services. Total revenue for the six months ended June 30, 2025, was SGD 29,638,378, a decrease from SGD 31,443,294 in the prior year - The Group's revenue represents the fair value of consideration received and receivable for trucking services, freight forwarding services, and value-added transportation services provided to external customers[14] Revenue by Source and Segment Results | Revenue Source | June 30, 2025 (SGD) | June 30, 2024 (SGD) | | :--- | :--- | :--- | | Trucking services | 13,912,186 | 12,124,000 | | Freight forwarding services | 10,220,122 | 13,676,497 | | Value-added transportation services | 5,506,070 | 5,642,797 | | Total Revenue | 29,638,378 | 31,443,294 | | Segment Results | | | | Trucking services | 4,949,298 | 4,565,540 | | Freight forwarding services | 3,440,587 | 4,083,920 | | Value-added transportation services | 1,352,811 | 1,622,697 | | Total Segment Results | 9,742,696 | 10,272,157 | 5 Other Income Other income for the period was SGD 505,688, a significant decrease from SGD 952,151 in 2024, primarily comprising government grants, interest income, rental income, and yard facility income Other Income Breakdown | Item | June 30, 2025 (SGD) | June 30, 2024 (SGD) | | :--- | :--- | :--- | | Government grants | 158,069 | 426,267 | | Interest income | 108,795 | 293,457 | | Rental income | 161,350 | 153,100 | | Yard facility income | 77,474 | 79,327 | | Total | 505,688 | 952,151 | - Government grants primarily include Enterprise Development Grant, Wage Credit Scheme, Special Employment Credit, and corporate income tax rebates[18] 6 Other Gains and Losses The period recorded other losses of SGD 308,514, compared to gains of SGD 193,209 in 2024, primarily due to increased net foreign exchange losses Other Gains and Losses Breakdown | Item | June 30, 2025 (SGD) | June 30, 2024 (SGD) | | :--- | :--- | :--- | | Net gain on disposal of property and equipment | — | 1,817 | | Net foreign exchange loss/gain | (308,514) | 191,392 | | Total | (308,514) | 193,209 | - The shift from gain to loss was mainly due to increased net foreign exchange losses for the six months ended June 30, 2025, reflecting increased currency volatility and unfavorable exchange rate movements[41] 7 Finance Costs Finance costs for the period were SGD 193,430, down from SGD 315,614 in 2024, mainly from lease liabilities and bank borrowings Finance Costs Breakdown | Item | June 30, 2025 (SGD) | June 30, 2024 (SGD) | | :--- | :--- | :--- | | Interest on bank borrowings | 25,737 | 17,233 | | Interest on lease liabilities | 167,588 | 298,381 | | Other interest | 105 | — | | Total | 193,430 | 315,614 | 8 Loss/Profit Before Tax The period's loss before tax was SGD 1,097,463, compared to a profit of SGD 3,745,406 in 2024, influenced by depreciation, amortization, and total staff costs Components of Loss/Profit Before Tax | Item | June 30, 2025 (SGD) | June 30, 2024 (SGD) | | :--- | :--- | :--- | | Depreciation of property, plant and equipment | 5,327,300 | 4,895,054 | | Depreciation of investment properties | 94,570 | 94,571 | | Amortisation of intangible assets | 57,264 | 70,419 | | Directors' remuneration | 784,172 | 886,266 | | Other staff costs (salaries and benefits) | 5,964,429 | 4,294,544 | | Central Provident Fund contributions | 437,508 | 416,369 | | Total staff costs | 7,186,109 | 5,597,179 | - Of the total staff costs, SGD 1,495,019 was charged to cost of services and SGD 5,691,090 was charged to administrative expenses[21] 9 Income Tax Expense Income tax expense for the period was approximately SGD 468,518, consistent with SGD 485,458 in 2024, calculated at 17% of estimated taxable profit with exemptions and rebates - Income tax expense was SGD 468,518 (2024: SGD 485,458)[23] - Singapore corporate income tax is calculated at 17%, with a 75% tax exemption on the first SGD 10,000 of taxable income and a 50% tax exemption on the subsequent SGD 190,000 of taxable income[23] - A corporate income tax rebate of up to SGD 40,000 was granted to the Group for the Year of Assessment 2025, as per the Singapore Budget 2025[23] 10 Dividends No dividends were declared by the Company or any Group entity during or after the six months ended June 30, 2025 and 2024 - No dividends were declared by the Company for the six months ended June 30, 2025 and 2024[24] 11 Loss/Earnings Per Share Basic loss per share was 0.12 Singapore cents, compared to earnings of 0.26 Singapore cents in 2024, primarily due to the shift from profit to loss attributable to owners. Diluted loss per share is the same as basic due to no dilutive securities Loss/Earnings Per Share Calculation | Indicator | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Loss/Profit for the period attributable to owners of the Company (SGD) | (1,552,855) | 3,270,180 | | Weighted average number of ordinary shares in issue | 1,250,000,000 | 1,250,000,000 | | Basic and diluted loss/earnings per share (SGD cents) | (0.12) | 0.26 | - Diluted loss/earnings per share is the same as basic loss/earnings per share as the Group had no dilutive potential ordinary shares convertible into shares[25] 12 Trade Receivables Net trade receivables were SGD 16,477,049 as of June 30, 2025, an increase from SGD 15,506,508 as of December 31, 2024. The Group generally grants credit terms of 30 to 90 days Trade Receivables Breakdown | Item | June 30, 2025 (SGD) | December 31, 2024 (SGD) | | :--- | :--- | :--- | | Trade receivables | 16,528,359 | 15,558,318 | | Provision for doubtful debts | (51,310) | (51,810) | | Net | 16,477,049 | 15,506,508 | - The Group generally grants credit terms of 30 to 90 days from the invoice date of trade receivables[26] Aging Analysis of Trade Receivables | Aging | June 30, 2025 (SGD) | December 31, 2024 (SGD) | | :--- | :--- | :--- | | Within 30 days | 5,865,415 | 6,098,372 | | 31 to 60 days | 3,963,496 | 3,629,282 | | 61 to 90 days | 2,180,175 | 1,821,246 | | 91 to 180 days | 1,299,472 | 1,172,512 | | 181 days to 1 year | 535,567 | 547,370 | | Over 1 year | 2,684,234 | 2,289,536 | | Total | 16,528,359 | 15,558,318 | 13 Trade and Other Payables Total trade and other payables were SGD 5,334,509 as of June 30, 2025, a decrease from SGD 6,370,207 as of December 31, 2024, with current portion at SGD 4,020,445 and non-current at SGD 1,314,064 Trade and Other Payables Breakdown | Item | June 30, 2025 (SGD) | December 31, 2024 (SGD) | | :--- | :--- | :--- | | Trade payables | 1,914,051 | 1,721,775 | | Other payables | 200,105 | 1,377,000 | | Goods and Services Tax payable | 319,133 | 62,088 | | Payables for acquisition of property, plant and equipment | — | 66,731 | | Customer deposits | 1,329,063 | 1,329,063 | | Accrued operating expenses | 1,344,085 | 1,546,419 | | Deferred government grants | 228,072 | 267,131 | | Total | 5,334,509 | 6,370,207 | | Analyzed as: | | | | – Current | 4,020,445 | 5,056,143 | | – Non-current | 1,314,064 | 1,314,064 | - Non-current trade and other payables arise from customer deposits for yard leases and investment property leases[27] Aging Analysis of Trade Payables | Aging | June 30, 2025 (SGD) | December 31, 2024 (SGD) | | :--- | :--- | :--- | | Within 30 days | 1,037,429 | 1,078,229 | | 31 to 60 days | 575,205 | 394,317 | | 61 to 90 days | 234,218 | 145,389 | | Over 90 days | 67,199 | 103,840 | | Total | 1,914,051 | 1,721,775 | 14 Share Capital The Company's authorized share capital is 2,000,000,000 ordinary shares of HKD 0.01 each, totaling HKD 20,000,000. Issued and fully paid share capital is 1,250,000,000 ordinary shares, totaling SGD 2,133,905, unchanged during the period Share Capital Structure | Item | Number of Ordinary Shares | Par Value (HKD) | Share Capital (HKD) | | :--- | :--- | :--- | :--- | | Authorized share capital of the Company: at beginning/end of period | 2,000,000,000 | 0.01 | 20,000,000 | | Item | Number of Ordinary Shares | Share Capital (SGD) | | | Issued and fully paid by the Company: at beginning/end of period | 1,250,000,000 | 2,133,905 | | Business Review and Outlook This section provides an overview of the Group's integrated logistics services in Singapore, its established market position, and strategic plans for future expansion and operational enhancements Business Review The Group is an integrated logistics service provider in Singapore, offering trucking, freight forwarding, and value-added transportation services, with established infrastructure, market reputation, customer base, modern fleet, strategic yards, and experienced management - The Group is a logistics service provider in Singapore, offering trucking, freight forwarding, transportation, and value-added transportation services[30] - The Group has established a strong foundation through well-developed infrastructure, a solid market reputation, and a prestigious customer base, expanding its corporate footprint in the Singapore region[30] - As of June 30, 2025, the Group's fleet included 57 prime movers, 485 trailers, and 23 flatbed trucks, managing three logistics yards of approximately 48,980 square meters and three warehouses of approximately 32,343 square meters[30] Outlook The Group aims to achieve long-term strategic goals by increasing logistics transparency, improving financing, expanding transportation, enhancing value-added services, and extending warehousing, while strategically investing in infrastructure and managing external pressures like diesel prices, interest rates, and labor costs - The Group expects that increasing transparency in logistics operations and improving access to funding will facilitate its expansion strategies and strengthen its market position[31] - Long-term strategic objectives include expanding transportation operations, enhancing value-added transportation services, and extending business into warehousing services[32] - The Company remains vigilant regarding external pressures such as diesel price volatility, interest rate fluctuations, labor shortages, and rising wage costs, and will adhere to prudent cost management and seek strategic partnerships[32] Financial Review This section provides a detailed analysis of the Group's financial performance, including revenue, gross profit, other income, administrative expenses, and overall profitability for the period Revenue For the six months ended June 30, 2025, the Group's revenue was SGD 29.6 million, a 5.7% decrease year-on-year, primarily due to a significant reduction in freight forwarding services sales, despite growth in trucking services and stable value-added services - Revenue for the six months ended June 30, 2025, was SGD 29.6 million, a 5.7% decrease from SGD 31.4 million in the same period of 2024[33] - The revenue decrease was mainly due to soft market demand, leading to a significant reduction in sales volume for freight forwarding services[33] Trucking Services Trucking services revenue was approximately SGD 13.9 million for the six months ended June 30, 2025, a 14.9% year-on-year increase, driven by sustained customer demand, market expansion, and enhanced operational capabilities - Trucking services revenue was approximately SGD 13.9 million (2024: SGD 12.1 million), representing a 14.9% increase[34] - The revenue growth was primarily due to sustained customer demand for trucking services, reflecting the Company's expanding market position and enhanced operational capabilities[34] Freight Forwarding Services Freight forwarding services revenue was approximately SGD 10.2 million for the six months ended June 30, 2025, a 25.5% year-on-year decrease, attributed to reduced import/export demand, economic uncertainty, global supply chain disruptions, and increased market competition - Freight forwarding services revenue was approximately SGD 10.2 million (2024: SGD 13.7 million), representing a 25.5% decrease[35] - The revenue decrease was mainly due to reduced import and export freight demand in the first half of 2025, with economic uncertainty and global supply chain disruptions negatively impacting trade volumes[35] - Increased competition in the freight forwarding market further pressured prices and margins[35] Value-Added Transportation Services Value-added transportation services revenue was approximately SGD 5.5 million for the six months ended June 30, 2025, a slight 1.8% year-on-year decrease, influenced by land area for container storage, throughput, and service complexity, with overall stable service levels and customer demand - Value-added transportation services revenue was approximately SGD 5.5 million (2024: SGD 5.6 million), representing a slight 1.8% decrease[36][37] - This revenue stream is primarily influenced by the land area available for storing containers, as well as the throughput and complexity of transportation services provided[37] Gross Profit and Gross Profit Margin For the six months ended June 30, 2025, the Group's gross profit was approximately SGD 9.7 million with a gross profit margin of 32.9%, remaining relatively stable compared to the prior year (SGD 10.3 million, 32.8%). Trucking services saw a margin decrease, freight forwarding an increase, and value-added services a decrease - The Group's gross profit was approximately SGD 9.7 million (2024: SGD 10.3 million), with a gross profit margin of approximately 32.9% (2024: 32.8%)[38][39] - Trucking services gross profit margin decreased from 38.0% to 35.6%, mainly due to increased competition and rising costs[39] - Freight forwarding services gross profit margin increased from 29.9% to 33.7%, driven by improved pricing strategies and enhanced operational efficiency[39] - Value-added transportation services gross profit margin decreased from 28.6% to 24.6%, primarily due to rising operating costs and lower utilization of warehousing facilities[39] Other Income For the six months ended June 30, 2025, the Group's other income was approximately SGD 0.5 million, a decrease from SGD 1.0 million in the prior year, primarily related to government grants, interest income, and investment property rental income - The Group's other income was approximately SGD 0.5 million (2024: SGD 1.0 million)[40] - Other income is primarily related to government grants, interest income, and investment property rental income[40] Other Gains and Losses For the six months ended June 30, 2025, the Group recorded other losses of approximately SGD 0.3 million, compared to gains of approximately SGD 0.2 million in the prior year, mainly due to increased net foreign exchange losses - The Group's other gains and losses amounted to approximately SGD 0.3 million loss (2024: SGD 0.2 million gain)[41] - The shift from gain to loss was mainly due to increased net foreign exchange losses for the six months ended June 30, 2025[41] Administrative Expenses For the six months ended June 30, 2025, administrative expenses significantly increased to SGD 10.7 million from SGD 7.3 million in the prior year, primarily due to one-off strategic expenses like financial advisor appointments for business spin-off feasibility, client management service handover, and the company's 30th-anniversary celebration - The Group's administrative expenses were approximately SGD 10.7 million (2024: SGD 7.3 million)[42] - The increase in administrative expenses was mainly due to one-off strategic expenses incurred during the period, including the appointment of financial advisors to assess the feasibility of a freight forwarding business spin-off[42][43] - Additional consultancy costs and expenses related to the Group's 30th-anniversary celebration also contributed to the increase in administrative expenses[43] Income Tax Expense For the six months ended June 30, 2025, the Group's income tax expense was approximately SGD 0.5 million, consistent with the prior year, primarily for corporate income tax under Singapore tax regulations - The Group's income tax expense was approximately SGD 0.5 million (2024: SGD 0.5 million)[44] - As operations are based in Singapore, the Group is subject to corporate income tax under Singapore's tax regulations[44] Loss/Profit for the Period The Group recorded a loss of SGD 1.57 million, compared to a profit of SGD 3.26 million in the prior year. Net profit margin decreased from 10.5% to 5.3%. The loss was primarily due to decreased market demand, rising operating costs, reduced other income, and increased operating expenses - The Group recorded a loss of SGD 1.57 million (2024: profit of SGD 3.26 million)[45] - The decrease in net profit was mainly due to lower market demand, rising operating costs, reduced other income, and increased operating expenses[45] - The Group's net profit margin decreased from approximately 10.5% for the six months ended June 30, 2024, to approximately 5.3% for the six months ended June 30, 2025[45] Liquidity and Capital Resources This section details the Group's liquidity management, gearing ratio, foreign currency risk, asset pledges, and future plans for investments and capital assets Liquidity The Group's working capital needs are primarily financed through funds generated from operations and bank borrowings. As of June 30, 2025, bank balances and cash were approximately SGD 12.1 million, a decrease from SGD 14.47 million as of December 31, 2024. Bank financing credit facilities were approximately SGD 0.3 million - Working capital requirements are financed through a combination of funds generated from operations and bank borrowings[47] - As of June 30, 2025, bank balances and cash amounted to approximately SGD 12.1 million (December 31, 2024: SGD 14.47 million)[47] - As of June 30, 2025, the Group's bank financing credit facilities amounted to approximately SGD 0.3 million (December 31, 2024: SGD 0.4 million)[48] Gearing Ratio As of June 30, 2025, the Group's gearing ratio was approximately 22.5%, a decrease from 27.7% as of December 31, 2024, primarily due to reduced bank borrowings and lease liabilities, indicating strengthened capital structure and lower financial leverage - As of June 30, 2025, the Group's gearing ratio was approximately 22.5% (December 31, 2024: 27.7%)[49] - The decrease in the gearing ratio was mainly due to a reduction in bank borrowings and lease liabilities, indicating the Group's continuous efforts to strengthen its capital structure and reduce financial leverage[49] Foreign Currency Exchange Risk The Group primarily transacts in Singapore Dollars and currently has no foreign currency hedging policy, but maintains a conservative approach to minimize exchange rate fluctuation risks - The Group primarily transacts in Singapore Dollars, which is the functional currency for all of the Group's operating subsidiaries[50] - The Group currently has no foreign currency hedging policy but adopts a conservative approach to foreign currency management to ensure that the risk of foreign currency exchange rate fluctuations is minimized[50] Pledge of Assets As of June 30, 2025, approximately SGD 0.3 million in deposits were pledged to a financial institution as security for letter of credit facilities - SGD 0.3 million (December 31, 2024: SGD 0.4 million) in deposits were pledged to a financial institution as security for letter of credit facilities[51] Material Investments, Material Acquisitions and Disposals of Subsidiaries, Associates or Joint Ventures For the six months ended June 30, 2025, the Group held no material investments, acquisitions, or disposals of subsidiaries, associates, or joint ventures - For the six months ended June 30, 2025, the Group held no material investments, material acquisitions, or disposals of subsidiaries, associates, or joint ventures[52] Future Plans for Material Investments and Capital Assets As of June 30, 2025, the Group had no future plans for material investments or capital assets other than those disclosed in the Company's prospectus dated December 30, 2020 - As of June 30, 2025, the Group had no other future plans for material investments or capital assets other than those disclosed in the Company's prospectus dated December 30, 2020[53] Use of Net Proceeds The Group has fully utilized the net proceeds of HKD 41.5 million from its listing, primarily for expanding the trucking services fleet, increasing freight forwarding services, working capital, purchasing pallet racking systems, and acquiring properties - The net proceeds from the Company's listing were approximately HKD 41.5 million (equivalent to approximately SGD 7.2 million)[58] - The Board resolved to change the use of unutilized net proceeds to enhance utilization, avoid rental expenses, and generate other income[58] Use of Net Proceeds | Intended Use of Net Proceeds | Original Allocation (HKD million) | Revised Allocation (HKD million) | Net Proceeds Utilized as of June 30, 2025 (HKD million) | | :--- | :--- | :--- | :--- | | Strategic acquisitions | 17.7 | — | — | | Expansion of the fleet for the trucking services segment | 16.5 | 16.5 | (16.5) | | Increase and strengthen our freight forwarding services segment | 2.5 | 2.5 | (2.5) | | Working capital and other general corporate purposes | 0.2 | 0.2 | (0.2) | | Purchase of pallet racking systems | 4.6 | 4.6 | (4.6) | | Acquisition of properties | — | 17.7 | (17.7) | | Total | 41.5 | 41.5 | (41.5) | - As of June 30, 2025, the Group had fully utilized the net proceeds[59] Other Information This section covers additional information regarding the Group's employees, share schemes, capital commitments, contingent liabilities, significant events, compliance, corporate governance, and publication details Employees As of June 30, 2025, the Group had 229 employees, with total staff costs of approximately SGD 7.2 million. The company regularly reviews compensation policies and provides training to attract and retain high-quality staff - As of June 30, 2025, the Group had 229 employees (December 31, 2024: 227 employees)[54] - Total staff costs for the six months ended June 30, 2025, amounted to approximately SGD 7.2 million (2024: SGD 5.6 million)[54] - The Group regularly reviews its employees' remuneration policies and benefits and provides adequate job training to attract and retain high-quality employees[54] Share Option Scheme and Share Award Scheme As of the announcement date, the Group has no share option scheme or share award scheme under Chapter 17 of the Listing Rules - As of the date of this announcement, the Group has no share option scheme or share award scheme under Chapter 17 of the Listing Rules[55] Capital Commitments As of June 30, 2025, the Group had capital commitments of approximately SGD 7.2 million for the acquisition of property, plant, and equipment - As of June 30, 2025, the Group had capital commitments of approximately SGD 7.2 million (December 31, 2024: nil) for the acquisition of property, plant and equipment[56] Contingent Liabilities As of June 30, 2025, the Group had no material contingent liabilities - As of June 30, 2025, the Group had no material contingent liabilities (December 31, 2024: nil)[57] Significant Events Rejoice Container Services (Pte) Ltd, a wholly-owned subsidiary, entered into construction contracts totaling SGD 7,380,000 with Soon He Construction Pte. Ltd. for the construction and addition/alteration of a three-story single-user industrial building - Rejoice Container Services (Pte) Ltd entered into an initial construction contract with Soon He Construction Pte. Ltd. for a total of SGD 5,408,000 for the construction of a new three-story single-user industrial building[60] - Subsequently, an additional construction contract was entered into for a total of SGD 1,972,000 for additions and alterations to the building[60] - The initial and additional construction contracts (on a combined basis) constitute a major transaction for the Company[60] Compliance with the Model Code for Securities Transactions by Directors of Listed Issuers Following specific inquiries, all Directors have complied with the Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix C3 of the Listing Rules from the listing date to the announcement date - The Company has adopted the Model Code as set out in Appendix C3 of the Listing Rules[61] - All Directors have complied with the required standards of conduct and the Model Code from the listing date up to the date of this announcement[61] Corporate Governance The Company complied with the Corporate Governance Code during the period, except for the non-segregation of Chairman and CEO roles, both held by Mr. Wong Chun Hing. The Board believes this structure provides strong, consistent leadership for effective business planning and execution, and will be reviewed periodically - The Company complied with the Corporate Governance Code in Appendix C1 of the Listing Rules, except for the non-segregation of the roles of Chairman and Chief Executive Officer[62][63] - Mr. Wong Chun Hing holds the positions of Chairman, Executive Director, and Chief Executive Officer of the Company[63] - The Board believes this structure provides strong and consistent leadership for the Group, facilitating effective and efficient planning and execution of business decisions and strategies[63] Purchase, Sale or Redemption of the Company's Listed Securities Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the six months ended June 30, 2025, and up to the announcement date - Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[65] Sufficiency of Public Float Based on publicly available information and to the best of the Directors' knowledge, the Company maintained a sufficient public float of its shares in accordance with Listing Rules during the six months ended June 30, 2025, and up to the announcement date - The Directors confirm that the Company maintained a sufficient public float of its shares in accordance with the Listing Rules[66] Audit Committee The Audit Committee reviewed the Group's unaudited consolidated financial statements for the six months ended June 30, 2025, discussed accounting principles with management, and deemed the results prepared in compliance with applicable accounting standards, requirements, and Listing Rules, with adequate disclosures - The Audit Committee has reviewed the Group's unaudited consolidated financial statements for the six months ended June 30, 2025[67] - The Audit Committee believes that the results were prepared in compliance with applicable accounting standards and requirements, as well as the Listing Rules, and that adequate disclosures have been made[67] Publication of Interim Results Announcement and Interim Report This announcement is published on the HKEX website www.hkexnews.hk and the Company's website www.legionconsortium.com. The Company's interim report for the six months ended June 30, 2025, will be dispatched to shareholders and published on the aforementioned websites in due course - This announcement is published on the HKEX website and the Company's website[68] - The Company's interim report for the six months ended June 30, 2025, will be dispatched to the Company's shareholders and published on the aforementioned websites in due course[68] Board of Directors This section outlines the composition of the Company's Board of Directors, including its Executive and Independent Non-executive Directors, and the dual role held by Mr. Wong Chun Hing as Chairman, CEO, and Executive Director Board of Directors The Company's Board comprises three Executive Directors (Mr. Wong Chun Hing, Mr. Wong Hong Hock, and Ms. Fan Jia Si) and three Independent Non-executive Directors (Mr. Yeo Teck Chuan, Mr. Ho Wing Sum, and Mr. Chiu Ka Kai). Mr. Wong Chun Hing also serves as Chairman, CEO, and Executive Director - The Board includes three Executive Directors: Mr. Wong Chun Hing, Mr. Wong Hong Hock, and Ms. Fan Jia Si[70] - The Board includes three Independent Non-executive Directors: Mr. Yeo Teck Chuan, Mr. Ho Wing Sum, and Mr. Chiu Ka Kai[70] - Mr. Wong Chun Hing serves as Chairman, Chief Executive Officer, and Executive Director[69]