环宇物流(亚洲)(06083) - 2025 - 中期业绩

Interim Results Announcement Unaudited Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income For the six months ended June 30, 2025, the Group's revenue and profit both decreased, with finance costs significantly increasing Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (Six Months Ended June 30) | Metric | 2025 (HKD thousands) | 2024 (HKD thousands) | Y-o-Y Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 144,711 | 149,889 | -3.59% | | Other income | 773 | 1,758 | -56.03% | | Employee benefits expense | (31,134) | (30,431) | 2.31% | | Depreciation of property, plant and equipment and right-of-use assets | (21,752) | (22,577) | -3.66% | | Subcontracting expenses | (14,666) | (15,068) | -2.67% | | Cost of products recognized | (60,817) | (65,884) | -7.69% | | Other expenses | (7,086) | (8,149) | -13.04% | | Operating profit | 9,224 | 8,617 | 7.04% | | Finance costs | (1,564) | (209) | 648.33% | | Profit before tax | 7,660 | 8,408 | -8.89% | | Income tax expense | (1,215) | (1,359) | -10.59% | | Profit and total comprehensive income for the period | 6,445 | 7,049 | -8.57% | | Attributable to equity holders of the Company | 7,005 | 7,231 | -3.12% | | Attributable to non-controlling interests | (560) | (182) | 207.69% | | Basic and diluted earnings per share (HK cents) | 1.40 | 1.44 | -2.78% | Financial Statements Unaudited Condensed Consolidated Statement of Financial Position As of June 30, 2025, the Group's total assets and liabilities decreased, notably in inventory, trade receivables, and trade and other payables Condensed Consolidated Statement of Financial Position (As of June 30) | Metric | 2025年6月30日 (HKD thousands) | 2024年12月31日 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | ASSETS | | | | | Total non-current assets | 50,883 | 77,904 | -34.68% | | Total current assets | 134,485 | 219,829 | -38.82% | | Inventories – finished goods | 21,771 | 67,120 | -67.56% | | Trade and other receivables and contract assets | 66,898 | 103,327 | -35.26% | | Bank balances and cash | 39,469 | 48,904 | -19.30% | | LIABILITIES | | | | | Total current liabilities | 76,423 | 165,182 | -53.74% | | Trade and other payables, accrued expenses and contract liabilities | 22,339 | 111,940 | -80.04% | | Total non-current liabilities | 5,786 | 25,800 | -77.50% | | EQUITY | | | | | Net assets | 103,159 | 106,751 | -3.36% | | Total equity attributable to equity holders of the Company | 102,826 | 105,858 | -2.86% | | Non-controlling interests | 333 | 893 | -62.71% | Unaudited Condensed Consolidated Statement of Changes in Equity For the six months ended June 30, 2025, total equity attributable to owners of the Company decreased, primarily influenced by profit for the period and dividends paid Condensed Consolidated Statement of Changes in Equity (Six Months Ended June 30) | Metric | 2025年6月30日 (HKD thousands) | 2024年6月30日 (HKD thousands) | | :--- | :--- | :--- | | Total equity attributable to equity holders of the Company at beginning of period | 105,858 | 111,977 | | Profit and total comprehensive income for the period | 7,005 | 7,231 | | Dividends | (10,037) | (10,037) | | Total equity attributable to equity holders of the Company at end of period | 102,826 | 109,171 | | Non-controlling interests at end of period | 333 | 1,112 | | Total equity at end of period | 103,159 | 110,283 | Unaudited Condensed Consolidated Cash Flow Statement For the six months ended June 30, 2025, net cash from operating activities significantly decreased, leading to a net reduction in cash and cash equivalents Condensed Consolidated Cash Flow Statement (Six Months Ended June 30) | Metric | 2025 (HKD thousands) | 2024 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Net cash from operating activities | 23,025 | 71,847 | -67.96% | | Net cash used in investing activities | (64) | (66) | -3.03% | | Net cash used in financing activities | (32,396) | (42,586) | -23.93% | | Net (decrease)/increase in cash and cash equivalents | (9,435) | 29,195 | -132.31% | | Cash and cash equivalents at end of period | 39,469 | 67,164 | -41.23% | Notes to the Unaudited Condensed Consolidated Financial Statements 1. General Information The Company is an investment holding company incorporated in the Cayman Islands, with subsidiaries primarily engaged in supply chain management services and marketing and sales businesses - The Group primarily engages in supply chain management services and marketing and sales businesses[10] 2. Basis of Preparation and Principal Accounting Policies These interim financial statements are prepared in accordance with the Listing Rules and HKAS 34, adopting the same accounting policies as the 2024 annual financial statements, with no material impact from HKAS 21 (Amendment) - The interim financial report has been prepared in accordance with the same accounting policies adopted in the 2024 annual financial statements[13] - The application of HKAS 21 (Amendment) has no material impact on the results and financial position of this interim financial report[14] 3. Revenue The Group's revenue primarily derives from supply chain management services and marketing and sales businesses, both of which declined in the first half of 2025, leading to a total revenue decrease of 3.59% year-on-year Revenue by Business Segment (Six Months Ended June 30) | Business Category | 2025 (HKD thousands) | 2024 (HKD thousands) | Y-o-Y Change (%) | | :--- | :--- | :--- | :--- | | Supply chain management services revenue | 69,103 | 73,210 | -5.61% | | Marketing and sales | 75,608 | 76,679 | -1.39% | | Total Revenue | 144,711 | 149,889 | -3.59% | 4. Segment Information The Group's operating segments are divided into supply chain management services and marketing and sales businesses, with the former seeing declines in revenue and segment results, while the latter experienced a slight revenue decrease but increased segment results in H1 2025 Segment Revenue and Results (Six Months Ended June 30) | Segment | 2025 Revenue (HKD thousands) | 2024 Revenue (HKD thousands) | 2025 Segment Results (HKD thousands) | 2024 Segment Results (HKD thousands) | | :--- | :--- | :--- | :--- | :--- | | Supply chain management services business | 69,103 | 73,210 | 5,509 | 7,751 | | Marketing and sales business | 75,608 | 76,679 | 2,621 | 1,165 | | Total | 144,711 | 149,889 | 8,130 | 8,916 | - In the first half of 2025, additions to property, plant and equipment for the supply chain management services business amounted to HKD 146 thousands, and additions to right-of-use assets for the marketing and sales business were HKD 1,374 thousands[20] 5. Other Expenses For the six months ended June 30, 2025, other expenses decreased by 13.04% year-on-year, primarily due to a reduction in general office and administrative expenses Other Expenses Details (Six Months Ended June 30) | Expense Category | 2025 (HKD thousands) | 2024 (HKD thousands) | Y-o-Y Change (%) | | :--- | :--- | :--- | :--- | | Legal and professional fees | 978 | 985 | -0.71% | | Transportation expenses | 2,074 | 1,900 | 9.16% | | Utilities | 1,181 | 1,371 | -13.86% | | Repair and maintenance | 595 | 529 | 12.48% | | Storage expenses | 873 | 869 | 0.46% | | Packaging materials | 244 | 193 | 26.42% | | Insurance | 864 | 941 | -8.18% | | Miscellaneous | 277 | 1,361 | -79.65% | | Total | 7,086 | 8,149 | -13.04% | 6. Income Tax Expense For the six months ended June 30, 2025, total income tax expense was HKD 1,215 thousands, a 10.59% decrease year-on-year, mainly due to reduced Hong Kong profits tax and increased deferred tax Income Tax Expense (Six Months Ended June 30) | Tax Category | 2025 (HKD thousands) | 2024 (HKD thousands) | Y-o-Y Change (%) | | :--- | :--- | :--- | :--- | | Current income tax – Hong Kong profits tax | 511 | 1,075 | -52.46% | | Current income tax – Macau complementary tax | – | 45 | -100.00% | | Deferred tax | 704 | 239 | 194.56% | | Total income tax expense for the period | 1,215 | 1,359 | -10.59% | - Hong Kong profits tax is calculated at 16.5%, and Macau corporate tax at 12%[21] 7. Dividends The Board has declared an interim dividend of 1.0 HK cent per share, totaling approximately HKD 5,018,000, consistent with the prior year, in addition to the 2024 final dividend of 2.0 HK cents per share - The Board declared an interim dividend of 1.0 HK cent per share, totaling approximately HKD 5,018,000, consistent with the same period in 2024[23][45] - A final dividend of 2.0 HK cents per share for 2024, totaling approximately HKD 10,037,000, has been paid[22] - To qualify for the interim dividend, share transfer registration will be suspended from September 12 to September 15, 2025[24][45] 8. Earnings Per Share For the six months ended June 30, 2025, basic earnings per share slightly decreased to 1.40 HK cents from 1.44 HK cents in the prior year, with diluted earnings per share remaining the same due to no potential dilutive shares Earnings Per Share (Six Months Ended June 30) | Metric | 2025 (HK cents) | 2024 (HK cents) | | :--- | :--- | :--- | | Basic earnings per share | 1.40 | 1.44 | | Diluted earnings per share | 1.40 | 1.44 | - Basic earnings per share is calculated based on profit attributable to equity holders of the Company of HKD 7,005,000 and the weighted average number of ordinary shares in issue of 501,843,000 shares[25] 9. Property, Plant and Equipment For the six months ended June 30, 2025, the Group's equipment acquisitions amounted to approximately HKD 199,800, a decrease from HKD 256,000 in the prior year Property, Plant and Equipment Acquisitions (Six Months Ended June 30) | Item | 2025 (HKD) | 2024 (HKD) | | :--- | :--- | :--- | | Acquisition of equipment | 199,800 | 256,000 | 10. Right-of-use Assets For the six months ended June 30, 2025, additions to right-of-use assets totaled HKD 1,374,000, primarily related to capitalized lease payments under renewed lease agreements, a significant decrease from the prior year Right-of-use Assets Additions (Six Months Ended June 30) | Item | 2025 (HKD) | 2024 (HKD) | | :--- | :--- | :--- | | Additions to right-of-use assets | 1,374,000 | 78,865,000 | - Additions are primarily related to capitalized lease payments under renewed lease agreements[28] 11. Trade Receivables As of June 30, 2025, trade receivables (net of loss allowance) were HKD 63,907 thousands, a significant decrease of 34.86% from December 31, 2024, with credit terms generally ranging from 0 to 120 days Ageing Analysis of Trade Receivables (As of June 30) | Ageing | 2025年6月30日 (HKD thousands) | 2024年12月31日 (HKD thousands) | | :--- | :--- | :--- | | 0 to 30 days | 26,291 | 33,243 | | 31 to 60 days | 16,507 | 40,825 | | 61 to 90 days | 12,248 | 16,746 | | Over 90 days | 8,861 | 7,306 | | Total | 63,907 | 98,120 | - The Group generally provides credit terms of 0 to 120 days to customers[30] 12. Trade and Other Payables, Accrued Expenses and Contract Liabilities As of June 30, 2025, total trade and other payables, accrued expenses, and contract liabilities amounted to HKD 22,339 thousands, a substantial 80.04% decrease from December 31, 2024, primarily due to a significant reduction in trade payables Ageing Analysis of Trade and Other Payables (As of June 30) | Ageing | 2025年6月30日 (HKD thousands) | 2024年12月31日 (HKD thousands) | | :--- | :--- | :--- | | Trade payables | 15,110 | 101,536 | | Accrued employee benefits | 2,223 | 4,179 | | Accrued expenses | 4,342 | 3,811 | | Other payables | 578 | 2,328 | | Contract liabilities | 86 | 86 | | Total | 22,339 | 111,940 | 13. Share Capital As of June 30, 2025, the Company's issued and fully paid share capital remained unchanged at 501,843 thousand shares, with a capital amount of HKD 5,018 thousands Share Capital Information (As of June 30) | Item | 2025年6月30日 (thousand shares) | 2024年12月31日 (thousand shares) | 2025年6月30日 (HKD thousands) | 2024年12月31日 (HKD thousands) | | :--- | :--- | :--- | :--- | :--- | | Issued and fully paid share capital | 501,843 | 501,843 | 5,018 | 5,018 | Management Discussion and Analysis Business Review The Group, as a one-stop logistics supply chain management service provider, primarily serves the fast-moving consumer goods and catering industries, maintaining profitability in H1 2025 through strict cost control and expansion of marketing and sales, despite challenging economic conditions - The Group primarily serves the fast-moving consumer goods and catering industries, offering supply chain management services and comprehensive distribution solutions[34] - In the first half of 2025, Hong Kong's GDP increased by 3.1% year-on-year in real terms, but the retail sales value index only rose by 0.7%, while Macau's retail sector recorded a decline, indicating an overall weak retail market[35] - The Group maintained profitability through stringent cost control measures and growth in its Hong Kong marketing and sales business[36] 2025 Milestones The Group continued its transformation into a 4PL service provider, securing new opportunities including a marketing and sales engagement with a leading Asian tissue product manufacturer, launching e-commerce via online sales platforms, and expanding cold chain logistics for a major global fast-food chain - The Group has been transforming into a Fourth-Party Logistics (4PL) service provider since 2019 and continued its expansion in 2025[37] - Appointed by a leading Asian tissue product manufacturer to provide marketing and sales services, diversifying product categories and customer base[37] - Launched e-commerce business through online sales platforms, managing two e-shops to accelerate product sales and reduce inventory turnover days[37] - Expanded cold chain logistics services for an existing multinational catering client, managing daily logistics operations for one of the world's largest fast-food chains in Hong Kong[38] Outlook Looking ahead, the Group will continue to enhance service quality, leverage operational advantages to provide value-added services, and adapt to market changes through its strong distribution network, upholding its "Always Can Do" motto to deliver reliable and professional logistics solutions - The Group will continue to focus on enhancing service quality and leveraging operational advantages to provide value-added services to clients[39] - A strong distribution network established across key retail channels provides a solid foundation for future development[39] - The motto "Always Can Do" emphasizes providing reliable and professional logistics solutions to enhance efficiency and maintain a competitive edge[39] Financial Review The Group's revenue and profit both declined in the first half of 2025, primarily due to global economic downturn, reduced service volumes, and a high-interest rate environment, though cost control measures led to a decrease in other expenses Revenue The Group's total revenue decreased by 3.5% year-on-year to HKD 144,700,000, mainly due to reduced service volumes from a global economic downturn, with both supply chain management and marketing and sales businesses experiencing revenue declines - Total revenue decreased by approximately 3.5% to HKD 144,700,000, primarily due to a decrease in service volume resulting from the overall global economic downturn[40] - Revenue from supply chain management services decreased by approximately 5.6% to HKD 69,100,000[40] - Revenue from marketing and sales business decreased by approximately 1.4% to HKD 75,600,000, as retail customer spending patterns became more conservative[40] Employee Benefits Expense For the six months ended June 30, 2025, employee benefits expense was approximately HKD 31,100,000, a slight increase from the prior year, while the number of full-time employees decreased from 191 to 177 Employee Benefits Expense and Headcount | Metric | 2025 (HKD thousands/persons) | 2024 (HKD thousands/persons) | | :--- | :--- | :--- | | Employee benefits expense | 31,100 | 30,400 | | Number of full-time employees | 177 | 191 | Other Expenses For the six months ended June 30, 2025, other expenses were approximately HKD 7,100,000, a year-on-year decrease of approximately 13.0%, primarily attributable to reduced general office and administrative expenses - Other expenses decreased by approximately 13.0% to HKD 7,100,000, mainly due to a reduction in general office and administrative expenses[42] Taxation Taxation primarily refers to the provision for Hong Kong profits tax at 16.5% and Macau corporate tax at 12.0% - Hong Kong profits tax is calculated at 16.5%, and Macau corporate tax at 12.0%[43] Profit For the six months ended June 30, 2025, the Group recorded a profit of approximately HKD 6,400,000, a year-on-year decrease of approximately 8.6%, mainly due to a decline in sales volume caused by the global economic recession and high-interest rate environment - The Group recorded a profit of approximately HKD 6,400,000, representing a year-on-year decrease of approximately 8.6%[44] - The decrease in profit was mainly due to a decline in sales volume resulting from the negative impact of the global economic recession and high-interest rate environment[44] Interim Dividend The Board declared an interim dividend of 1.0 HK cent per share, totaling approximately HKD 5,018,000, to be paid on or about September 26, 2025 - The Board declared an interim dividend of 1.0 HK cent per share, totaling approximately HKD 5,018,000[45] - The interim dividend will be paid on or about September 26, 2025, to shareholders whose names appear on the register of members on September 15, 2025[45] Liquidity and Financial Resources The Group's operations and investments are primarily funded by cash generated from business operations and bank borrowings; as of June 30, 2025, net current assets were approximately HKD 58,100,000, cash and cash equivalents were approximately HKD 39,500,000, and bank borrowings were zero Liquidity Position (As of June 30) | Metric | 2025年6月30日 (HKD thousands) | 2024年12月31日 (HKD thousands) | | :--- | :--- | :--- | | Net current assets | 58,100 | 54,600 | | Cash and cash equivalents | 39,500 | 48,900 | | Bank borrowings | 0 | 1,000 | - The Directors confirm that the Group has sufficient financial resources to meet its obligations in the foreseeable future[46] Gearing Ratio As of June 30, 2025, the Group's gearing ratio was 0.00, a decrease from 0.01 as of December 31, 2024, indicating an extremely low level of financial leverage Gearing Ratio (As of June 30) | Metric | 2025年6月30日 | 2024年12月31日 | | :--- | :--- | :--- | | Gearing ratio | 0.00 | 0.01 | Foreign Exchange Risk The Group's business activities are primarily denominated in Hong Kong Dollars and Macau Patacas, with no current foreign currency hedging policy, though the Board continuously monitors and considers hedging significant foreign exchange risks - The Group's business activities are primarily denominated in Hong Kong Dollars and Macau Patacas[48] - The Group currently has no foreign currency hedging policy, but the Directors will continue to monitor relevant foreign exchange risks[48] Capital Commitments As of June 30, 2025, the Group had no significant capital commitments - The Group had no significant capital commitments as of June 30, 2025[49] Capital Structure The Group's capital structure comprises issued share capital and reserves, which the Board regularly reviews and balances through dividend payments, new share issues, and debt - The capital structure consists of issued share capital and reserves[50] - The Board regularly reviews the capital structure and will balance the overall capital structure through dividend payments, new share issues, and debt[50] Major Acquisitions and Disposals For the six months ended June 30, 2025, the Group had no major acquisitions or disposals, though a lease renewal in 2024 resulted in the recognition of new right-of-use assets and lease liabilities of approximately HKD 69,000,000 - For the six months ended June 30, 2025, the Group had no major acquisitions or disposals[51] - On June 20, 2024, the Group renewed an existing lease agreement, recognizing new right-of-use assets and lease liabilities of approximately HKD 69,000,000[51] Employees and Remuneration Policy As of June 30, 2025, the Group employed 177 full-time employees, a decrease from 183 as of December 31, 2024, with remuneration determined by factors such as qualifications, responsibilities, contributions, seniority, and market conditions Employee Headcount | Date | Number of Full-time Employees | | :--- | :--- | | 2025年6月30日 | 177 | | 2024年12月31日 | 183 | - Employee remuneration is determined based on qualifications, responsibilities, contributions, seniority, and prevailing market conditions[52] Pledged Assets and Contingent Liabilities of the Group As of June 30, 2025, the Group had no bank borrowings, though certain subsidiaries obtained HKD 25,000,000 in bank facilities, with HKD 15,000,000 guaranteed by the Group and HKD 10,000,000 jointly guaranteed by the Group and non-controlling interests - As of June 30, 2025, the Group had no bank borrowings[53] - Certain subsidiaries have obtained bank facilities of HKD 25,000,000, of which HKD 15,000,000 is guaranteed by the Group, and HKD 10,000,000 is jointly guaranteed by the Group and non-controlling interests[53] Purchase, Sale or Redemption 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 - Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[54] Directors’ Securities Transactions The Company has adopted a code of conduct no less stringent than the Model Code in Appendix C3 of the Listing Rules, and no non-compliance with trading standards or the code of conduct for securities transactions by Directors was found for the six months ended June 30, 2025 - The Company has adopted a code of conduct no less stringent than the Model Code in Appendix C3 of the Listing Rules[55] - No non-compliance with trading standards and the code of conduct for securities transactions by Directors was found for the six months ended June 30, 2025[55] Other Information Directors’ and Chief Executive’s Interests in Shares As of June 30, 2025, several Directors and Chief Executives held interests in the Company's shares, with Mr. Yang Guangfa, Mr. Li Jianxiong, and Mr. Lu Youzhi holding substantial shares through controlled corporations and directly Directors’ and Chief Executive’s Interests in the Company (As of June 30) | Name | Capacity | Individual Interest (shares) | Other Interest (shares) | Total Interest (shares) | Percentage of Issued Share Capital (%) | | :--- | :--- | :--- | :--- | :--- | :--- | | Mr. Yang Guangfa | Interest in controlled corporation; and beneficial owner | 15,112,000 | 82,088,000 | 97,200,000 | 19.37% | | Mr. Li Jianxiong | Interest in controlled corporation; and beneficial owner | 3,968,000 | 143,796,000 | 147,764,000 | 29.44% | | Mr. Lu Youzhi | Interest in controlled corporation; and beneficial owner | 5,852,000 | 76,060,000 | 81,912,000 | 16.32% | | Mr. Zhong Zhibin | Beneficial owner | 64,000 | – | 64,000 | 0.01% | | Mr. Mai Dongsheng | Beneficial owner | 64,000 | – | 64,000 | 0.01% | - The "Other Interests" of Mr. Yang, Mr. Li, and Mr. Lu are shares held by their wholly-owned companies[56] Directors’ Interests in Associated Corporations (As of June 30) | Director Name | Name of Associated Corporation | Capacity/Nature of Interest | Shareholding Percentage (%) | | :--- | :--- | :--- | :--- | | Mr. Yang | Orange Blossom International Limited | Beneficial interest | 100% | | Mr. Li | Best Matrix Global Limited | Beneficial interest | 100% | | Mr. Lu | Leader Speed Limited | Beneficial interest | 100% | Major Shareholders’ Interests in Shares As of June 30, 2025, in addition to the Directors and Chief Executives, Best Matrix Global Limited, Orange Blossom International Limited, and Leader Speed Limited were major shareholders, with their spouses also deemed to have relevant interests Major Shareholders’ Interests in the Company (As of June 30) | Shareholder Name/Company Name | Capacity | Number of Shares/Relevant Shares Held/Owned | Percentage of Issued Share Capital (%) | | :--- | :--- | :--- | :--- | | Best Matrix Global Limited | Beneficial owner | 143,796,000 | 28.65% | | Leader Speed Limited | Beneficial owner | 76,060,000 | 15.16% | | Orange Blossom International Limited | Beneficial owner | 82,088,000 | 16.36% | | Ms. Luo Huiyi | Spouse's interest | 97,200,000 | 19.37% | | Ms. Chen Bishan | Spouse's interest | 147,764,000 | 29.44% | | Ms. Huang Sufeng | Spouse's interest | 81,912,000 | 16.32% | - Ms. Luo Huiyi, Ms. Chen Bishan, and Ms. Huang Sufeng are the spouses of Mr. Yang, Mr. Li, and Mr. Lu, respectively, and are deemed to have relevant interests under the Securities and Futures Ordinance[60] Arrangements for Purchase of Shares or Debentures For the six months ended June 30, 2025, neither the Company nor any of its subsidiaries entered into any arrangements enabling the Company's Directors to acquire benefits by purchasing shares or debentures of the Company or any other body corporate - Neither the Company nor any of its subsidiaries entered into any arrangements enabling Directors to acquire benefits by purchasing shares or debentures[61] Directors’ Interests in Significant Contracts For the six months ended June 30, 2025, no significant contracts to which the Company or any of its subsidiaries was a party, and in which a Director had a material direct or indirect interest, remained in force - No significant contracts to which the Company or any of its subsidiaries was a party, and in which a Director had a material direct or indirect interest, remained in force[62] Competing Interests For the six months ended June 30, 2025, the Directors were unaware of any business or interest of the Directors, controlling shareholders, management shareholders, and their respective associates that competed or might compete with the Group's business, nor any other conflicts of interest - The Directors are unaware of any business or interest that competes or may compete with the Group's business, nor any other conflicts of interest[63] Corporate Governance The Company has complied with the Corporate Governance Code, except for the combined roles of Chairman and Chief Executive held by Mr. Yang Guangfa, an arrangement the Board believes is in the Group's best interest and ensures a balance of power - The Company has complied with the Corporate Governance Code, except for code provision C.2.1 (which states that the roles of chairman and chief executive should be separate)[64] - Mr. Yang Guangfa holds both the Chairman and Chief Executive roles, an arrangement the Board believes is in the Group's best interest for effective management and business development[64] - The Board comprises experienced and talented individuals, including three independent non-executive Directors, ensuring a balance of power and authority[64] Audit Committee The Audit Committee, composed of three independent non-executive Directors, is responsible for ensuring effective internal control and risk management frameworks and has reviewed the Group's unaudited interim results for the six months ended June 30, 2025 - The Audit Committee comprises three independent non-executive Directors, with Ms. Lai Wing Ying as Chairman[65] - The Audit Committee is responsible for ensuring the company has effective internal control and risk management frameworks[65] - The Audit Committee has reviewed the Group's unaudited interim results for the six months ended June 30, 2025[65] Board Approval and Signature This announcement was approved for publication by the Board on August 28, 2025, and signed by Mr. Yang Guangfa, Chairman and Chief Executive - This announcement was approved for publication by the Board on August 28, 2025[67] - The executive Directors are Mr. Yang Guangfa, Mr. Li Jianxiong, and Mr. Lu Youzhi; the independent non-executive Directors are Ms. Lai Wing Ying, Mr. Zhong Zhibin, and Mr. Mai Dongsheng[67]