比特策略(06113) - 2025 - 中期业绩

Announcement and Company Information HKEX Disclaimer HKEX and the Stock Exchange are not responsible for the accuracy or completeness of this announcement and disclaim liability for any losses arising from its content - HKEX and the Stock Exchange bear no responsibility for the content of this announcement, make no representation as to its accuracy or completeness, and accept no liability for any loss arising from or in reliance upon its contents[1] Company Information BitStrat Holdings Limited (formerly UTS MARKETING SOLUTIONS HOLDINGS LIMITED) announced its unaudited condensed consolidated interim results for the six months ended June 30, 2025 - The company name has changed from UTS MARKETING SOLUTIONS HOLDINGS LIMITED to BitStrat Holdings Limited (比特策略控股有限公司)[2] - This announcement presents the unaudited condensed consolidated interim results 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, the company experienced a decrease in both revenue and net profit, leading to a reduction in basic earnings per share Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (Six Months Ended June 30) | Indicator | 2025 (thousand MYR) | 2024 (thousand MYR) | | :--- | :--- | :--- | | Revenue | 45,224 | 46,479 | | Other income | 927 | 1,277 | | Other gains and losses | (198) | (127) | | Staff costs | (27,615) | (29,826) | | Depreciation | (2,672) | (2,401) | | Other operating expenses | (8,892) | (5,806) | | Operating profit | 6,774 | 9,596 | | Finance costs | (145) | (165) | | Profit before tax | 6,629 | 9,431 | | Income tax expense | (2,029) | (2,483) | | Profit and total comprehensive income for the period | 4,600 | 6,948 | | Basic earnings per share | 1.15 sen | 1.74 sen | Condensed Consolidated Statement of Financial Position As of June 30, 2025, the company's total assets and net assets increased, with a rise in net current assets, despite a significant increase in current liabilities primarily due to a loan from the ultimate holding company Condensed Consolidated Statement of Financial Position (As of June 30) | Indicator | June 30, 2025 (thousand MYR) | December 31, 2024 (thousand MYR) | | :--- | :--- | :--- | | Non-current assets | | | | Property, plant and equipment | 4,699 | 4,530 | | Right-of-use assets | 4,798 | 4,962 | | Sublease receivables | – | 99 | | Total non-current assets | 9,497 | 9,591 | | Current assets | | | | Trade receivables | 23,815 | 21,290 | | Sublease receivables | 214 | 228 | | Other receivables | 3,168 | 3,100 | | Financial assets measured at amortized cost | 5,917 | 9,525 | | Tax recoverable | 728 | 632 | | Pledged bank deposits | 1,299 | 4,853 | | Bank and cash balances | 48,236 | 14,387 | | Total current assets | 83,377 | 54,015 | | Current liabilities | | | | Accruals and other payables | 6,007 | 5,630 | | Lease liabilities | 2,579 | 3,011 | | Loan from ultimate holding company | 33,706 | – | | Dividends payable | – | 9,451 | | Current tax liabilities | 606 | 290 | | Total current liabilities | 42,898 | 18,382 | | Net current assets | 40,479 | 35,633 | | Total assets less current liabilities | 49,976 | 45,224 | | Non-current liabilities | | | | Lease liabilities | 2,250 | 2,098 | | Deferred tax liabilities | 145 | 145 | | Total non-current liabilities | 2,395 | 2,243 | | Net assets | 47,581 | 42,981 | | Total equity | 47,581 | 42,981 | Notes to the Condensed Consolidated Financial Statements General Information The company, incorporated in the Cayman Islands, primarily provides outbound telemarketing services and customer contact center facilities for promoting financial products and related activities - The company was incorporated in the Cayman Islands as an exempted company with limited liability on August 23, 2016[4] - The Group is principally engaged in the provision of outbound telemarketing services and customer contact center facilities for the promotion of financial products[5] Basis of Preparation The condensed consolidated financial statements are prepared in accordance with HKAS 34 and the Listing Rules, with accounting policies consistent with the 2024 annual consolidated financial statements - The condensed consolidated financial statements are prepared in accordance with Hong Kong Accounting Standard 34 and the Listing Rules of the Stock Exchange[6] - The accounting policies and methods of computation used in preparing these financial statements are consistent with those used in the annual consolidated financial statements for the year ended December 31, 2024, except for specific amendments[6] New and Revised HKFRSs The Group first applied HKAS 21 amendments from January 1, 2025, without changing accounting policies or making retrospective adjustments, and did not early adopt other forthcoming standards - The Group first applied the amendments to HKAS 21 "Lack of Exchangeability" from January 1, 2025[7] - The Group did not change its accounting policies or make retrospective adjustments due to the adoption of the aforementioned amendments[7] - The Group has not early adopted any new or revised standards that have been issued but are not yet effective for the preparation of these condensed interim financial statements[8] Fair Value Measurement The carrying amounts of the Group's financial assets and liabilities approximate their respective fair values - The carrying amounts of the Group’s financial assets and financial liabilities as reflected in the condensed consolidated statement of financial position approximate their respective fair values[9] Revenue and Segment Information The Group's revenue primarily derives from telemarketing services in Malaysia, and management considers there to be only one operating segment due to similar business risks - The Group's revenue is derived from telemarketing services in Malaysia[10] - The Group's chief operating decision-maker considers there to be only one operating segment, as it is principally engaged in telemarketing services in Malaysia and faces similar business risks[11] - All non-current assets and the Group's revenue from external customers during the period are located in Malaysia[12] Other Operating Expenses For the six months ended June 30, 2025, other operating expenses significantly increased, mainly due to a rise in consulting fees and legal and professional fees Other Operating Expenses (Six Months Ended June 30) | Item | 2025 (thousand MYR) | 2024 (thousand MYR) | | :--- | :--- | :--- | | Auditor's remuneration | 230 | 275 | | Event expenses | 1,290 | 1,329 | | Consulting fees | 3,521 | 608 | | Legal and professional fees | 598 | 143 | | Training expenses | 257 | 277 | | Repair and maintenance expenses | 292 | 273 | | Utilities expenses | 271 | 305 | | Others | 2,433 | 2,596 | | Total | 8,892 | 5,806 | Income Tax Expense The Group calculates income tax in Malaysia at a statutory rate of 24% and makes no provision for profit tax in the Cayman Islands, BVI, and Hong Kong due to no assessable profits - Malaysia income tax is calculated at the statutory rate of 24% based on the estimated assessable profit[15] - The Group has no assessable profits in the Cayman Islands, British Virgin Islands, and Hong Kong, thus no provision for profit tax is made[15] Profit for the Period Profit for the period is stated after deducting or including items such as gain on disposal of property, plant and equipment, modification loss on financial assets, impairment loss on financial assets, and staff costs Profit for the Period after Deducting/(Crediting) Items (Six Months Ended June 30) | Item | 2025 (thousand MYR) | 2024 (thousand MYR) | | :--- | :--- | :--- | | Gain on disposal of property, plant and equipment | (3) | (3) | | Modification loss on financial assets measured at amortized cost | 78 | 198 | | Impairment loss/(reversal of impairment loss) on financial assets measured at amortized cost | 6 | (99) | | Staff costs (including directors' emoluments) | | | | — Salaries, bonuses and allowances | 24,163 | 26,105 | | — Contributions to retirement benefit schemes | 3,059 | 3,303 | | — Social insurance contributions | 393 | 418 | | Total staff costs | 27,615 | 29,826 | - The Group recognized an impairment loss of approximately MYR6,000 on financial assets measured at amortized cost during the period, compared to a reversal of impairment loss of MYR99,000 in the prior period, mainly due to a deterioration in financial condition and credit rating of loan advances[18] Dividends The Board did not declare an interim dividend for the six months ended June 30, 2025 and 2024, while a special dividend was distributed in the prior period of 2024 Dividends (Six Months Ended June 30) | Item | 2025 (thousand MYR) | 2024 (thousand MYR) | | :--- | :--- | :--- | | Special dividend — HK$0.04 (equivalent to MYR0.024) per ordinary share | – | 9,808 | - The Board did not declare an interim dividend for the six months ended June 30, 2025 and 2024[19] Earnings Per Share Basic earnings per share for the six months ended June 30, 2025, decreased to 1.15 sen from 1.74 sen in the prior year, with no diluted earnings per share presented due to the absence of dilutive potential ordinary shares Earnings Per Share (Six Months Ended June 30) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Basic earnings per share | 1.15 sen | 1.74 sen | | Diluted earnings per share | Not applicable | Not applicable | - Basic earnings per share is calculated based on the profit attributable to owners of the company of approximately MYR4,600,000 (2024: MYR6,948,000) and the weighted average number of ordinary shares in issue of 400,000,000 shares[20] - There were no potential ordinary shares with dilutive effect during the period, so diluted earnings per share is not presented[21] Property, Plant and Equipment The Group's cost of purchasing property, plant and equipment increased during the period, and a gain was recognized from the disposal of assets with zero net book value - For the six months ended June 30, 2025, the Group purchased property, plant and equipment at a cost of approximately MYR657,000, an increase from MYR404,000 in the same period of 2024[22] - A gain on disposal of approximately MYR3,000 was recognized from the disposal of property, plant and equipment with a net book value of approximately zero[22] Right-of-Use Assets The Group entered into new lease agreements for office properties during the period, recognizing right-of-use assets and lease liabilities - The Group entered into several new lease agreements for the use of office properties for a term of 2 to 3 years[23] - At the commencement of the leases, the Group recognized right-of-use assets of approximately MYR2,020,000 and lease liabilities of approximately MYR2,020,000[23] Trade Receivables The Group's trade receivables typically have a 30-day credit period, with strict monitoring of overdue amounts, and total trade receivables at period-end were MYR23,815 thousand - The credit period for trade receivables is generally 30 days, and the Group maintains strict control over overdue receivables[24] Ageing Analysis of Trade Receivables (As of Statement of Financial Position Date) | Ageing | June 30, 2025 (thousand MYR) | December 31, 2024 (thousand MYR) | | :--- | :--- | :--- | | 0 to 30 days | 14,371 | 8,247 | | 31 to 60 days | 4,688 | 6,820 | | 61 to 90 days | 3,110 | 3,068 | | 91 to 120 days | – | 882 | | 121 to 180 days | – | 1,050 | | Over 180 days | 1,646 | 1,223 | | Total | 23,815 | 21,290 | Financial Assets Measured at Amortized Cost The Group's financial assets measured at amortized cost primarily consist of loans advanced to independent third parties, with a decrease in total principal and recognition of impairment losses Financial Assets Measured at Amortized Cost (As of June 30) | Item | June 30, 2025 (thousand MYR) | December 31, 2024 (thousand MYR) | | :--- | :--- | :--- | | Loans receivable | 5,957 | 8,851 | | Interest receivable | – | 708 | | Subtotal | 5,957 | 9,559 | | Less: Impairment loss | (40) | (34) | | Total | 5,917 | 9,525 | | Analyzed as: Current assets | 5,917 | 9,525 | - The amounts refer to loans advanced to an independent third party, with a total principal amount of MYR6,000,000 (December 31, 2024: MYR9,000,000)[26] - The advances are unsecured, bear interest at 12% per annum, and are repayable on or before September 30, 2025; the second installment repayment date was extended, and the third installment was settled during the period[27] - An impairment loss of approximately MYR6,000 was recognized for the six months ended June 30, 2025 (June 30, 2024: reversal of impairment loss of approximately MYR99,000)[28] Loan from Ultimate Holding Company On June 27, 2025, Microhash International Pte Limited, the company's ultimate holding company, granted an unsecured, interest-free loan of approximately MYR33,706,000 to the company, repayable on demand - The ultimate holding company, Microhash International Pte Limited, granted a loan of approximately MYR33,706,000 (equivalent to USD8,000,000) to the company on June 27, 2025[29] - The loan is unsecured, interest-free, and repayable on demand[29] Share Capital The company's authorized and issued and fully paid share capital remained unchanged during the reporting period, consisting of ordinary shares at HK$0.01 each Share Capital Structure (As of June 30, 2025) | Item | Number of Shares | Amount (thousand HKD) | Equivalent Amount (thousand MYR) | | :--- | :--- | :--- | :--- | | Authorized share capital: | | | | | Ordinary shares of HK$0.01 each | 10,000,000,000 | 100,000 | | | Issued and fully paid share capital: | | | | | Ordinary shares of HK$0.01 each | 400,000,000 | 4,000 | 2,199 | - The authorized share capital and issued and fully paid share capital remained unchanged from January 1, 2024, to June 30, 2025[30] Related Party Transactions Total remuneration for the Group's key management personnel slightly decreased during the reporting period, comprising short-term employee benefits, retirement benefit scheme contributions, and social insurance contributions Key Management Personnel Remuneration (Six Months Ended June 30) | Item | 2025 (thousand MYR) | 2024 (thousand MYR) | | :--- | :--- | :--- | | Short-term employee benefits | 3,496 | 3,518 | | Contributions to retirement benefit schemes | 500 | 515 | | Social insurance contributions | 10 | 8 | | Total remuneration paid to key management personnel | 4,004 | 4,043 | Share-based Payment Transactions The Group adopted a share option scheme in 2017 to incentivize eligible participants, but no share options have been granted as of the publication date of these interim financial statements - The Group conditionally adopted a share option scheme on June 14, 2017, to incentivize eligible participants and enhance their performance efficiency[32] - The total number of shares that may be issued upon the exercise of all options granted under the scheme shall not exceed 10% of the total issued shares[33] - No share options have been granted by the Group as of the publication date of the condensed consolidated financial statements[35] Contingent Liabilities As of June 30, 2025, the Group had no significant contingent liabilities - The Group had no significant contingent liabilities as of June 30, 2025 (December 31, 2024: Nil)[36] Management Discussion and Analysis Business Review The Group primarily operates telemarketing services and customer contact centers in Malaysia, with net profit decreasing year-on-year for the six months ended June 30, 2025, due to reduced revenue and increased operating expenses offsetting lower staff costs - The Group is principally engaged in the provision of outbound telemarketing services and customer contact center facilities for the promotion of financial products[37] - As of June 30, 2025, the Group operated eight customer contact centers in Kuala Lumpur, Malaysia, and one branch contact center in Melaka[37] - Net profit for the six months ended June 30, 2025, was approximately MYR4.60 million, a decrease of approximately MYR2.35 million compared to MYR6.95 million in the same period of 2024[37] - The decrease in net profit was mainly due to a reduction in revenue of approximately MYR1.26 million and an increase in other operating expenses of MYR3.09 million, which offset a decrease in staff costs of approximately MYR2.21 million[37] Financial Review During the reporting period, the Group experienced a slight decline in revenue, reduced other income, and increased other losses, while staff costs decreased due to fewer employees, but depreciation and other operating expenses rose, leading to a decline in both net profit and net profit margin Revenue For the six months ended June 30, 2025, the Group's revenue slightly decreased, primarily due to a reduction in the number of service seats booked monthly, though revenue generated per seat remained stable Revenue by Industry Category (Six Months Ended June 30) | Industry Category | 2025 (thousand MYR) | 2024 (thousand MYR) | | :--- | :--- | :--- | | Insurance industry | 27,483 | 27,126 | | Banking and finance industry | 5,100 | 5,728 | | Others | 12,641 | 13,625 | | Total | 45,224 | 46,479 | - For the six months ended June 30, 2025, the Group's revenue was approximately MYR45.22 million, a decrease of approximately 2.71% compared to MYR46.48 million in the same period of 2024[38] - The overall average number of service seats booked monthly decreased by 4.05% to approximately 1,066 seats, but the revenue generated per seat per month remained relatively stable at MYR7,071 (2024: MYR6,972)[39][40] Other Income For the six months ended June 30, 2025, other income decreased, mainly due to a reduction in imputed and accrued interest income from loan advances - Other income decreased by approximately MYR0.35 million, primarily due to a reduction in imputed and accrued interest income from loan advances[41] Other Gains and Losses For the six months ended June 30, 2025, other losses increased by approximately MYR71,000 compared to the same period last year - Other losses increased by approximately MYR71,000 compared to the same period in 2024[42] Staff Costs For the six months ended June 30, 2025, staff costs decreased due to a reduction in the average number of employees, while the total monthly cost per employee remained stable - Staff costs decreased by approximately MYR2.21 million (7.41%) from approximately MYR29.83 million to approximately MYR27.62 million[43] - The average number of employees per month decreased from 1,330 to 1,233[43] - The total staff cost per employee per month remained relatively stable at approximately MYR3,733 (2024: MYR3,738)[43] Depreciation For the six months ended June 30, 2025, depreciation expense increased, primarily due to the renewal of new lease agreements for office properties - Depreciation expense increased by approximately MYR0.27 million (11.25%) to approximately MYR2.67 million[44] - The increase was mainly due to the renewal of new lease agreements for the use of office properties during the review period[44] Other Operating Expenses For the six months ended June 30, 2025, other operating expenses significantly increased, mainly due to higher consulting costs incurred to improve telemarketing service performance - Other operating expenses increased by approximately MYR3.08 million (53.01%) to approximately MYR8.89 million[45] - The increase was mainly due to higher consulting costs related to analytical reviews aimed at improving the Group's telemarketing service performance and manpower deployment[45] Finance Costs For the six months ended June 30, 2025, finance costs decreased, primarily due to reduced utilization of overdraft facilities - Finance costs decreased by approximately MYR20,000 to approximately MYR0.14 million[46] - The decrease was due to reduced utilization of overdraft facilities[46] Income Tax Expense The Group recorded a provision for income tax expense during the reporting period, which was lower than in the prior year Provision for Income Tax Expense (Six Months Ended June 30) | Year | Provision for Income Tax Expense (million MYR) | | :--- | :--- | | 2025 | 2.03 | | 2024 | 2.48 | Profit and Net Profit Margin Affected by the aforementioned factors, the Group's net profit and net profit margin both declined during the period Profit and Net Profit Margin (Six Months Ended June 30) | Year | Profit After Tax (million MYR) | Net Profit Margin | | :--- | :--- | :--- | | 2025 | 4.60 | 10.17% | | 2024 | 6.95 | 14.95% | Liquidity, Financial Resources and Capital Structure The Group primarily relies on internal funds for operational needs, maintaining a sound liquidity position, though effective interest rates for bank facilities and lease liabilities have fluctuated Financial Resources The Group primarily uses internally generated funds to meet working capital requirements, with net cash inflow from operating activities decreasing during the period, but still able to fulfill repayment obligations - The Group generally meets its working capital requirements and capital expenditures for plant and equipment with its internally generated funds[49] - For the six months ended June 30, 2025, the Group generated net cash inflow from operating activities of approximately MYR4.60 million (2024: MYR6.58 million)[49] - The Group is able to meet its repayment obligations when debts fall due and has not experienced any significant difficulties in rolling over existing bank facilities[49] Bank Facilities and Lease Liabilities The Group's available and unutilized bank facilities significantly decreased, with a lower average effective interest rate; total lease liabilities slightly decreased, with a marginal increase in the average effective interest rate - As of June 30, 2025, the Group's available and unutilized bank facilities were approximately MYR1.37 million (December 31, 2024: MYR16.1 million)[50] - The average effective interest rate for the Group's bank facilities was 2.85% (December 31, 2024: 9.02%)[50] - As of June 30, 2025, the Group's current and non-current lease commitments totaled approximately MYR4.83 million (December 31, 2024: MYR5.11 million)[50] - The average effective interest rate for leases was 4.86% (December 31, 2024: 4.81%)[50] Pledge of Assets The Group's bank facilities are secured by pledged bank deposits, with the pledged amount significantly reduced compared to the end of last year - As of June 30, 2025, the Group's bank facilities were secured by pledged bank deposits of approximately MYR1.30 million (December 31, 2024: MYR4.85 million)[51] Gearing Ratio The Group's gearing ratio decreased, indicating a sound liquidity position - The Group's gearing ratio as of June 30, 2025, was approximately 10.1% (December 31, 2024: 11.9%)[52] - The Group maintains a sound liquidity position to meet its operational needs[52] Factors Affecting Operating Results and Financial Position The Group faces risks related to labor cost control and delayed settlement of accounts by major customers, and has implemented measures to manage these risks Ability to Obtain Sufficient Labor and Control Staff Costs As a labor-intensive business, the Group's staff costs represent a high proportion of revenue, and it attracts and retains employees through performance-linked commissions and training - The customer contact services industry is a service-based and labor-intensive business[53] - For the six months ended June 30, 2025, total staff costs were approximately MYR27.62 million, accounting for 61.1% of revenue (2024: 64.2%)[53] - The Group attracts and retains employees and improves service quality through performance-linked commissions, incentives, and regular training[54] Delayed Settlement of Accounts by Top Five Customers The Group's revenue is highly dependent on a few major customers, posing a risk of delayed payments, which is managed through strict monitoring of trade receivables collection - Sales to the top five customers accounted for approximately 69.7% of total revenue for the six months ended June 30, 2025 (2024: 73.7%), all of whom are insurance companies and charitable organizations[55] - The Group may be exposed to the risk of delayed payments from customers and has monitored the recovery of trade receivables from time to time[55] - As of June 30, 2025, the Group recorded trade receivables of approximately MYR23.8 million, of which approximately MYR14.7 million (61.3%) was settled after the period-end[55] Capital Commitments As of June 30, 2025, and December 31, 2024, the Group had no significant capital commitments contracted but not yet incurred - As of June 30, 2025, and December 31, 2024, the Group had no significant capital commitments contracted but not yet incurred[56] Contingent Liabilities The Group had no significant contingent liabilities as of June 30, 2025 - The Group had no significant contingent liabilities as of June 30, 2025[57] Advances to an Entity The Group advanced MYR12,000,000 to Mightyprop, of which MYR6,000,000 has been repaid, with the remaining MYR6,000,000 due by September 30, 2025, accruing interest at 12% per annum - UTSM, a wholly-owned subsidiary of the Group, advanced MYR12,000,000 to Mightyprop, originally for the acquisition of a 2% equity interest in Mightyprop, but the acquisition did not proceed[58] - Mightyprop repaid MYR3,000,000 each in December 2024 and June 2025, with the remaining MYR6,000,000 due on or before September 30, 2025, accruing interest at 12% per annum[59] - As of June 30, 2025, the total principal amount of the Group's advances to Mightyprop was MYR6 million[60] Employees and Remuneration Policy The Group's employee count decreased, and its remuneration policy includes fixed salaries, performance-linked commissions, allowances, and annual bonuses, increments, and promotions based on performance evaluations - As of June 30, 2025, the Group had 1,228 employees (June 30, 2024: 1,326 employees)[61] - Total staff costs for the six months ended June 30, 2025, were approximately MYR27.62 million (2024: MYR29.83 million)[61] - The remuneration policy includes fixed salaries, performance-linked commissions and allowances, and annual discretionary performance bonuses, salary increments, and promotions based on performance evaluations[61] Foreign Exchange Risk The Group primarily conducts business transactions in Malaysian Ringgit, exposing it to minor foreign exchange risk, with no current hedging policy, but management closely monitors the risk - The Group primarily conducts business transactions, assets, and liabilities in Malaysian Ringgit, exposing it to minor foreign exchange risk[62] - The Group currently has no hedging policy for foreign exchange transactions, assets, and liabilities, but management closely monitors foreign exchange risk from time to time[62] Material Investments Held As of June 30, 2025, the Group held no material investments - As of June 30, 2025, the Group held no material investments[63] Future Plans for Material Investments or Capital Assets Except as disclosed in this announcement, there are no other specific plans for material investments or capital assets as of June 30, 2025 - As of June 30, 2025, there are no other specific plans for material investments or capital assets, except as disclosed in this announcement[64] Material Acquisitions or Disposals For the six months ended June 30, 2025, the Group had no material acquisitions or disposals - For the six months ended June 30, 2025, the Group had no material acquisitions or disposals[65] Recent Developments and No Material Adverse Changes The company's name change became effective on July 2, 2025, and there have been no material adverse changes in business operations since December 31, 2024 - The company passed a special resolution on June 26, 2025, to change its English name to BitStrat Holdings Limited and adopt the Chinese dual foreign name 比特策略控股有限公司, effective July 2, 2025[66] - There have been no material adverse changes in the Group's business operations since December 31, 2024[66] Outlook and Future Prospects The Group anticipates a robust overall outlook for the second half of 2025, continuing efforts to enhance productivity and actively seeking new collaboration opportunities and digital currency-related business ventures for long-term development - The Group expects the overall outlook for the second half of 2025 to remain sound and resilient, provided there are no significant changes in existing outbound telemarketing service seats[67] - The Group continues to identify potential opportunities to increase the number of service seats through collaboration with new database owners, new insurance companies, or Islamic banks[67] - The Group is also actively exploring business opportunities and investments related to digital currencies to improve long-term development[67] Dividends The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025 - The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025 (June 30, 2024: Nil)[68] Events After Reporting Period No significant events occurred after June 30, 2025, and up to the date of this announcement, other than those disclosed herein - No significant events occurred after June 30, 2025, and up to the date of this announcement[69] Purchase, Sale or Redemption of Shares For the six months ended June 30, 2025, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities - For the six months ended June 30, 2025, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities[70] Other Information Competing Interests For the six months ended June 30, 2025, no director, controlling shareholder, or their close associates held any business or interest that directly or indirectly competes with the Group's business - For the six months ended June 30, 2025, none of the Directors, controlling shareholders of the company, or any of their respective close associates owned any business or interest that competes or may compete, directly or indirectly, with the Group's business[71] Sufficiency of Public Float The company has restored the minimum public float of 25% required by the Listing Rules through a private placement, after it was previously insufficient due to a mandatory cash offer - Immediately following the close of the offer on June 13, 2025, the public held approximately 16.24% of the issued share capital, which was below the minimum requirement[72] - Through a private placement of 35,028,000 shares, the company has restored the minimum public float of 25% as required by Rule 8.08(1)(a) of the Listing Rules[73] Standard Code for Securities Transactions The company has adopted the Model Code set out in Appendix C3 of the Listing Rules, and all directors confirmed compliance with the code during the reporting period - The company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix C3 of the Listing Rules[75] - Following specific enquiries made to all Directors, they have confirmed that they have complied with the required standards set out in the Model Code for the six months ended June 30, 2025[75] Corporate Governance Code The company is committed to maintaining good corporate governance standards, with deviations from code provisions regarding the combined roles of Chairman and Chief Executive and the lack of an independent internal audit function, which the Board believes are effective arrangements - The company has complied with the code provisions of the Corporate Governance Code as set out in Appendix C1 of the Listing Rules, with two deviations[76] - Deviation one: The roles of Chairman and Chief Executive are not segregated, both held by Mr. Lo Cho Chun, but the Board believes this structure does not impair the balance of power[76] - Deviation two: The company does not have an independent internal audit function, but the Board believes the existing financial team's regular reviews and risk management system are effective[76] Audit Committee The company's Audit Committee, comprising three independent non-executive directors, has reviewed the interim results for the six months ended June 30, 2025, without raising any objections - The company established an Audit Committee on June 14, 2017, comprising three independent non-executive directors, with Mr. Cheuk Ho Kan as Chairman[77] - The Audit Committee has reviewed the interim results for the six months ended June 30, 2025, and has not raised any objections regarding the accounting treatments adopted by the Group[77] - These interim results have been reviewed by the company's auditor, RSM Hong Kong, in accordance with Hong Kong Standard on Review Engagements 2410[78] Publication of Financial Information This interim results announcement has been published on the HKEX and company websites, and the interim report will be dispatched to relevant shareholders and published on the aforementioned websites in due course - This interim results announcement is published on the HKEX website (www.hkexnews.hk) and the company's website (www.bitstrat.hk)[79](index=79&type=chunk) - The company's interim report for the six months ended June 30, 2025, will be dispatched to relevant shareholders who have requested it and published on the aforementioned websites in due course[79] Board Information As of the announcement date, the Board comprises three executive directors and three independent non-executive directors, with Mr. Lo Cho Chun serving as Chairman and Executive Director - As of the date of this announcement, the Board includes three executive directors (Mr. Lo Cho Chun, Mr. Chan Ka Chun, and Mr. Lee Koon Yew) and three independent non-executive directors (Ms. Lau Mei, Mr. Cheuk Ho Kan, and Mr. Choi Yun Kai)[81] - Mr. Lo Cho Chun serves as the Chairman and Executive Director[80][81]