国锐生活(00108) - 2025 - 中期业绩

Interim Results Announcement Financial Highlights Guorui Lifestyle Co., Ltd. announced its unaudited interim results for the six months ended June 30, 2025, with revenue of approximately HKD 171 million, profit before tax of HKD 4 million, and profit attributable to company shareholders of HKD 2.1 million, showing significant year-on-year growth in profitability 2025 H1 Financial Highlights | Metric | 2025 H1 (HKD '000) | 2024 H1 (HKD '000) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 170,700 | 178,200 | -4.2% | | Profit before tax | 4,000 | 700 | +471.4% | | Profit attributable to company shareholders | 2,100 | 300 | +600.0% | Condensed Consolidated Financial Statements Condensed Consolidated Statement of Profit or Loss For the six months ended June 30, 2025, the Group's revenue was HKD 170,723 thousand, with profit for the period at HKD 1,402 thousand, and basic and diluted earnings per share of HK 0.07 cents Condensed Consolidated Statement of Profit or Loss Key Data | Metric | 2025 H1 (HKD '000) | 2024 H1 (HKD '000) | | :--- | :--- | :--- | | Revenue | 170,723 | 178,214 | | Other income and gains, net | 11,581 | 19,384 | | Employee benefit expenses | (40,413) | (49,656) | | Finance costs | (61,146) | (68,132) | | Profit before tax | 4,014 | 700 | | Income tax expense | (2,612) | (418) | | Profit for the period | 1,402 | 282 | | Profit attributable to company shareholders | 2,091 | 282 | | Basic and diluted earnings per share (HK cents) | 0.07 | 0.01 | Condensed Consolidated Statement of Comprehensive Income Total comprehensive income for the period was HKD 57,104 thousand, primarily driven by exchange differences on translation of overseas operations, with HKD 57,793 thousand attributable to company shareholders Condensed Consolidated Statement of Comprehensive Income Key Data | Metric | 2025 H1 (HKD '000) | 2024 H1 (HKD '000) | | :--- | :--- | :--- | | Profit for the period | 1,402 | 282 | | Exchange differences on translation of overseas operations | 55,702 | (62,809) | | Fair value changes of equity investments at fair value through other comprehensive income | – | 628 | | Total comprehensive income for the period | 57,104 | (61,899) | | Attributable to company shareholders | 57,793 | (61,899) | | Attributable to non-controlling interests | (689) | – | Condensed Consolidated Statement of Financial Position As of June 30, 2025, the Group's total assets increased to HKD 5,678,773 thousand, with net assets of HKD 2,189,614 thousand and net current liabilities of HKD 288,527 thousand, primarily driven by investment properties and bank borrowings Condensed Consolidated Statement of Financial Position Key Data | Metric | June 30, 2025 (HKD '000) | Dec 31, 2024 (HKD '000) | | :--- | :--- | :--- | | Total non-current assets | 4,676,270 | 4,470,406 | | Total current assets | 1,002,503 | 953,065 | | Total current liabilities | 1,291,030 | 1,252,092 | | Net current liabilities | (288,527) | (299,027) | | Total assets less current liabilities | 4,387,743 | 4,171,379 | | Total non-current liabilities | 2,198,129 | 2,038,869 | | Net assets | 2,189,614 | 2,132,510 | | Total equity | 2,189,614 | 2,132,510 | Notes to the Condensed Consolidated Interim Financial Information Company and Group Information Guorui Lifestyle Co., Ltd. is a Hong Kong-listed company primarily engaged in property development and investment in the UK, US, and mainland China, alongside property management services in mainland China - The company's principal activities include property development and investment in the UK, US, and mainland China, as well as property management services in mainland China[9][12] - The company's immediate holding company is Wintime Company Limited, and its ultimate holding company is Widewealth Company Limited[9] Basis of Preparation and Accounting Policies This interim condensed consolidated financial information is prepared in accordance with HKAS 34 and Appendix D2 of the Listing Rules, adopting consistent accounting policies with the annual financial statements, with the exception of newly adopted HKFRS amendments - This unaudited interim condensed consolidated financial information is prepared in accordance with HKAS 34 and the applicable disclosure requirements of Appendix D2 of the Listing Rules[10][14] - Accounting policies are consistent with the prior year, with the initial adoption of revised HKFRS accounting standards, where HKAS 21 (Amendment) has no material impact on financial position[10][15][16] - The Group has net current liabilities of HKD 289 million, but management believes it can continue as a going concern based on factors including bank loan renewal negotiations, shareholder loan support, and designated remedial account deposits[13][17] Basis of Preparation This unaudited interim condensed consolidated financial information is prepared in accordance with HKAS 34 and Appendix D2 of the Listing Rules - This unaudited interim condensed consolidated financial information is prepared in accordance with HKAS 34 and the applicable disclosure requirements of Appendix D2 of the Listing Rules[10] Basis of Presentation and Going Concern As of June 30, 2025, the Group had net current liabilities of HKD 289 million, but management is actively pursuing refinancing and has secured shareholder loan support to ensure going concern - As of June 30, 2025, the Group's net current liabilities were HKD 289 million, including HKD 784 million in bank and other borrowings due within one year[13] - Management is negotiating with lenders for the renewal of bank loans for the Culver City project and UK investment properties, confident that loans will be refinanced before maturity[17] - The Group has secured GBP 18 million in shareholder loans from Mr. Wei Chunxian and HKD 200 million from Gangrui International Investment (Hong Kong) Co., Ltd., with HKD 108 million unutilized, providing liquidity support[17] Changes in Accounting Policies and Disclosures Newly adopted revised HKFRS accounting standards, such as HKAS 21 (Amendment) on lack of exchangeability, have no material impact on the Group's current or prior period results - Newly adopted revised HKFRS accounting standards, such as HKAS 21 (Amendment) "Lack of Exchangeability", have no material impact on the Group's current or prior period results and financial position[15][16] Operating Segment Information The Group operates two reportable segments: property development and investment (UK, US, mainland China) and property management (mainland China), with performance assessed by segment profit/loss - The Group has two reportable operating segments: property development and investment (in the UK, US, and mainland China) and property management (in mainland China)[18][20] Operating Segment Performance Overview (2025 H1) | Segment | Revenue (HKD '000) | Results (HKD '000) | | :--- | :--- | :--- | | Property Development and Investment | 76,091 | (1,428) | | Property Management | 94,632 | 19,536 | | Total | 170,723 | 18,108 | | Profit before tax (after reconciliation) | | 4,014 | Operating Segment Assets and Liabilities Overview (June 30, 2025) | Segment | Assets (HKD '000) | Liabilities (HKD '000) | | :--- | :--- | :--- | | Property Development and Investment | 5,252,291 | 2,837,281 | | Property Management | 350,852 | 259,362 | | Total | 5,603,143 | 3,096,643 | | Total assets (after reconciliation) | 5,678,773 | | | Total liabilities (after reconciliation) | | 3,489,159 | Revenue Total Group revenue for the period was HKD 170,723 thousand, primarily from property management services (HKD 94,632 thousand) and rental income from investment properties (HKD 76,091 thousand), with all customer contract revenue generated in mainland China Revenue Source Analysis (2025 H1) | Revenue Source | 2025 H1 (HKD '000) | 2024 H1 (HKD '000) | | :--- | :--- | :--- | | Revenue from contracts with customers (Property management and other services) | 94,632 | 94,068 | | Gross rental income from investment properties under operating leases | 76,091 | 84,146 | | Total | 170,723 | 178,214 | - All revenue from contracts with customers is generated in mainland China[24][26] Other Income and Gains, Net Net other income and gains for the period decreased to HKD 11,581 thousand from HKD 19,384 thousand in the prior year, mainly due to reduced bank interest, loan interest, and financial guarantee income Other Income and Gains, Net (2025 H1) | Item | 2025 H1 (HKD '000) | 2024 H1 (HKD '000) | | :--- | :--- | :--- | | Bank interest income | 1,630 | 5,525 | | Interest income from loans receivable | 1,424 | 2,015 | | Financial guarantee income | 2,297 | 5,239 | | Others | 6,153 | 6,516 | | Total | 11,581 | 19,384 | Finance Costs Total finance costs for the period were HKD 74,840 thousand, reduced to HKD 61,146 thousand after capitalization, a decrease from HKD 68,132 thousand in the prior year, with bank and financial institution loan interest remaining the largest component Finance Costs Analysis (2025 H1) | Item | 2025 H1 (HKD '000) | 2024 H1 (HKD '000) | | :--- | :--- | :--- | | Interest on bank and financial institution loans | 66,409 | 76,752 | | Interest on company shareholder loans | 5,666 | 809 | | Interest on perpetual convertible bonds | 1,314 | 1,252 | | Total finance costs | 74,840 | 83,462 | | Less: Amount capitalized for investment properties under construction | (13,694) | (15,330) | | Net finance costs | 61,146 | 68,132 | Profit Before Tax Profit before tax for the period significantly increased to HKD 4,014 thousand from HKD 700 thousand in the prior year, with key expenses including depreciation of property, plant, and equipment, right-of-use assets, and amortization of computer software Profit Before Tax Related Expenses (2025 H1) | Item | 2025 H1 (HKD '000) | 2024 H1 (HKD '000) | | :--- | :--- | :--- | | Depreciation of property, plant and equipment | 166 | 383 | | Depreciation of right-of-use assets | 207 | 847 | | Amortisation of computer software | 130 | 84 | | Exchange differences, net | (491) | 501 | Income Tax Expense Total income tax expense for the period was HKD 2,612 thousand, primarily comprising current tax in mainland China and deferred tax, with no provision for Hong Kong profits tax Income Tax Expense Analysis (2025 H1) | Item | 2025 H1 (HKD '000) | 2024 H1 (HKD '000) | | :--- | :--- | :--- | | Current – Mainland China | 711 | 418 | | Deferred | 1,901 | – | | Total tax expense for the period | 2,612 | 418 | - No provision for Hong Kong profits tax was made for the period as the Group did not generate any assessable profits in Hong Kong[30] Earnings Per Share Attributable to Company Shareholders Basic and diluted earnings per share attributable to company shareholders for the six months ended June 30, 2025, increased to HK 0.07 cents from HK 0.01 cents, with perpetual convertible bonds having an anti-dilutive effect Earnings Per Share Calculation Data (2025 H1) | Metric | 2025 H1 | 2024 H1 | | :--- | :--- | :--- | | Profit for the period attributable to company shareholders (HKD '000) | 2,091 | 282 | | Weighted average number of ordinary shares in issue | 3,213,296,638 | 3,199,373,986 | | Basic and diluted earnings per share (HK cents) | 0.07 | 0.01 | - Perpetual convertible bonds have an anti-dilutive effect, and unexercised share options had no dilutive impact on the presented earnings per share, thus no dilution adjustment was made to basic earnings per share[31] Investment Properties As of June 30, 2025, investment properties increased to HKD 4,671,679 thousand, with additions of HKD 76,815 thousand, a net fair value loss of HKD 11,171 thousand, and all properties pledged as collateral Investment Properties Carrying Amount Movement (2025 H1) | Item | Amount (HKD '000) | | :--- | :--- | | Carrying amount at January 1, 2025 | 4,466,719 | | Additions | 76,815 | | Net loss from fair value adjustments | (11,171) | | Transfer from properties held for sale | 21,509 | | Exchange adjustments | 117,807 | | Carrying amount at June 30, 2025 | 4,671,679 | - Completed investment properties include commercial buildings in London, UK, a mixed-use commercial and residential property in Santa Monica, Los Angeles, US, and commercial buildings in Beijing, China[35] - All investment properties are pledged as collateral for financial guarantee contracts, bank financing, and financial institution loans[35] Trade and Lease Receivables As of June 30, 2025, total trade and lease receivables were HKD 202,791 thousand, with a net amount of HKD 167,806 thousand after impairment, and HKD 110,583 thousand due within one year Trade and Lease Receivables Overview (June 30, 2025) | Item | June 30, 2025 (HKD '000) | Dec 31, 2024 (HKD '000) | | :--- | :--- | :--- | | Trade receivables | 132,848 | 115,846 | | Lease receivables | 69,943 | 64,873 | | Total | 202,791 | 180,719 | | Less: Impairment | (34,985) | (35,078) | | Net amount | 167,806 | 145,641 | Trade and Lease Receivables Ageing Analysis (June 30, 2025) | Ageing | June 30, 2025 (HKD '000) | Dec 31, 2024 (HKD '000) | | :--- | :--- | :--- | | Within 1 year | 110,583 | 104,334 | | 1 to 2 years | 23,234 | 15,159 | | 2 to 3 years | 33,989 | 26,148 | | Total | 167,806 | 145,641 | Trade Payables As of June 30, 2025, total trade payables decreased to HKD 53,030 thousand from HKD 71,016 thousand, with an average credit period of 60 days and no interest charged Trade Payables Ageing Analysis (June 30, 2025) | Ageing | June 30, 2025 (HKD '000) | Dec 31, 2024 (HKD '000) | | :--- | :--- | :--- | | Within 3 months | 47,238 | 28,655 | | 4 to 6 months | 990 | 12,387 | | 7 to 12 months | 1,441 | 25,010 | | Over 1 year | 3,361 | 4,964 | | Total | 53,030 | 71,016 | - Trade payables are non-interest bearing with an average credit period of 60 days[37] Perpetual Convertible Bonds As of June 30, 2025, the company had two tranches of outstanding perpetual convertible bonds totaling HKD 1,152,059 thousand, with a conversion price of HKD 0.80 per share, and HKD 16,000 thousand of the first tranche converted into ordinary shares Perpetual Convertible Bonds Overview (June 30, 2025) | Item | First Tranche | Second Tranche | | :--- | :--- | :--- | | Issue Date | August 17, 2018 | December 31, 2021 | | Maturity Date | No maturity date | No maturity date | | Original Principal Amount | HKD 1,102,993,200 | HKD 77,066,000 | | Coupon Rate | 1% per annum (terminates after 5th anniversary of issue) | 1% per annum (terminates after 5th anniversary of issue) | | Conversion Price (per ordinary share) | HKD 0.80 | HKD 0.80 | Perpetual Convertible Bonds Movement (2025 H1) | Item | First Tranche (HKD '000) | Second Tranche (HKD '000) | Total (HKD '000) | | :--- | :--- | :--- | :--- | | Outstanding principal amount at January 1, 2025 | 1,090,993 | 77,066 | 1,168,059 | | Converted into ordinary shares | (16,000) | – | (16,000) | | Outstanding principal amount at June 30, 2025 | 1,074,993 | 77,066 | 1,152,059 | | Liability component at January 1, 2025 | 45,212 | 2,626 | 47,838 | | Interest expense | 1,242 | 72 | 1,314 | | Liability component at June 30, 2025 | 46,454 | 2,698 | 49,152 | | Equity component at January 1, 2025 | 1,078,217 | 94,027 | 1,172,244 | | Transferred to share capital upon conversion to ordinary shares | (15,813) | – | (15,813) | | Equity component at June 30, 2025 | 1,062,404 | 94,027 | 1,156,431 | - Conversion of perpetual convertible bonds is subject to the condition that it does not result in the public float of the company's shares being less than 25% of the total issued shares[42] Share Capital As of June 30, 2025, the company's issued and fully paid share capital increased to HKD 3,168,384 thousand from HKD 3,152,571 thousand, due to the issuance of 20,000,000 ordinary shares from perpetual convertible bond conversion Share Capital Movement Overview (2025 H1) | Item | Number of Shares | Share Capital (HKD '000) | | :--- | :--- | :--- | | At January 1, 2025 | 3,199,373,986 | 3,152,571 | | Shares issued upon conversion of perpetual convertible bonds | 20,000,000 | 15,813 | | At June 30, 2025 | 3,219,373,986 | 3,168,384 | Share Option Scheme As of June 30, 2025, 30,000,000 share options remained unexercised under the company's scheme, representing approximately 0.9% of total issued shares, with no options exercised or cancelled during the period - The share option scheme, adopted on November 7, 2016, has a ten-year validity and aims to incentivize and retain talent[44] - 30,000,000 share options were granted to an employee on April 28, 2023, with an exercise price of HKD 0.922 per share, vested on April 28, 2024, and exercisable until April 27, 2026[45][67] - As of June 30, 2025, the total number of unexercised share options under the scheme was 30,000,000, representing approximately 0.9% of the company's total issued shares, with no options exercised or cancelled during the period[68][69] Comparative Amounts Certain comparative amounts have been reclassified to align with the presentation and disclosures for the current period - Certain comparative amounts have been reclassified to align with the presentation and disclosures for the current period[46] Management Discussion and Analysis Business Review The Group's operations are divided into property management (China) and property development and investment (China, US, UK), encompassing several key projects - The Group has two reportable operating segments: property management (China) and property development and investment (China, US, and UK)[47] Property Management Segment Beijing Aoxi Property Management Co., Ltd., a wholly-owned subsidiary, manages 20 large residential and commercial properties in China, providing comprehensive services - Wholly-owned subsidiary Beijing Aoxi Property Management Co., Ltd. manages 20 large residential and commercial property projects in China, offering heating, parking management, and general property management services[48] - Aoxi adheres to a people-oriented principle, continuously improving its management system and providing professional services[48] Property Development and Investment Segment The property development and investment segment includes key projects such as Santa Monica (US), Culver City (US), Juxon House (UK), and Guorui Plaza Block B (China), with varying occupancy and development statuses - The Santa Monica project (US) has an average occupancy of approximately 91% for commercial areas and 100% for residential areas[50] - The Culver City project (US) is a 36,319 sq ft redevelopment site planned for 139 residential units and commercial space, with construction commencing in September 2021, marking a milestone for consolidating US Western region operations[51] - Juxon House (London, UK) is a Grade A commercial building, leased to two office tenants and three retail tenants, contributing approximately GBP 2.5 million in rental income[52] - Guorui Plaza Block B (Beijing, China), with a total floor area of approximately 68,685 square meters, plans to sell or lease units, with some currently leased on medium to long-term agreements[53] Financial Review For the period, the Group's revenue was approximately HKD 171 million, with profit for the period at HKD 1.4 million, a significant increase year-on-year, primarily due to reduced operating expenses and finance costs, resulting in a gearing ratio of 120.4% Financial Performance Overview | Metric | 2025 H1 (HKD '000) | 2024 H1 (HKD '000) | | :--- | :--- | :--- | | Revenue | 170,723 | 178,214 | | Profit for the period | 1,402 | 282 | | Total assets (June 30, 2025 vs Dec 31, 2024) | 5,678,773 | 5,423,471 | | Total liabilities (June 30, 2025 vs Dec 31, 2024) | 3,489,159 | 3,290,961 | | Net assets (June 30, 2025 vs Dec 31, 2024) | 2,189,614 | 2,132,510 | | Net debt (June 30, 2025 vs Dec 31, 2024) | 2,695,391 | 2,412,335 | | Capital liquidity ratio (June 30, 2025 vs Dec 31, 2024) | 0.08 | 0.15 | | Gearing ratio (June 30, 2025 vs Dec 31, 2024) | 120.4% | 110.7% | - The increase in profit is primarily attributable to reduced employee benefit expenses, utilities, repairs and maintenance, rental expenses, and finance costs[55] Borrowings and Cash As of June 30, 2025, outstanding bank and other borrowings totaled approximately HKD 2.795 billion, with HKD 783 million due within one year, largely secured by properties, and cash and bank balances decreased to HKD 99.42 million - Outstanding bank and other borrowings totaled approximately HKD 2,794,813 thousand, with approximately HKD 783,476 thousand due within one year[56] - Borrowings are primarily secured by Juxon House, certain parts of Guorui Plaza Block B, trade and lease receivables, US mixed-use properties and their receivables, and the right to receive future receivables from the Culver City project[56] - Approximately HKD 1,813,237 thousand of borrowings bear fixed interest rates, while approximately HKD 980,478 thousand bear floating interest rates[56] - Cash and bank balances decreased to approximately HKD 99,422 thousand from HKD 193,151 thousand as of December 31, 2024[57] Foreign Currency Risk The Group's operations are primarily conducted in HKD, RMB, GBP, and USD, with approximately HKD 2.7 billion in non-functional currency borrowings and significant cash holdings in multiple currencies, and currently no hedging policy is in place - The Group's principal operating currencies are HKD, RMB, GBP, and USD, with approximately HKD 2,702,160 thousand in borrowings denominated in non-functional currencies[58] - As of June 30, 2025, cash and cash equivalents and restricted cash denominated in currencies other than the functional currency amounted to approximately HKD 283,067 thousand, mainly in RMB, GBP, and USD[59] - The Group currently has no foreign currency hedging policy but will closely monitor exchange rate trends and take appropriate measures[59] Treasury Policy The Group adopts prudent financial management practices, maintaining adequate liquidity and mitigating credit risk through continuous credit assessments, with the Board closely monitoring liquidity to meet funding needs - The Group adopts prudent financial management measures, maintaining appropriate liquidity and striving to mitigate credit risk through continuous credit assessments of customers' financial positions[60] - The Board closely monitors the Group's liquidity position to ensure its liquidity structure for assets, liabilities, and commitments can meet its funding requirements from time to time[60] Human Resources and Remuneration Policy As of June 30, 2025, the Group employed 487 staff, mostly in China, with total employee remuneration of HKD 40.41 million for the period, determined by merit, qualifications, ability, industry experience, Group profitability, and market conditions, including bonus arrangements - As of June 30, 2025, the Group had a total of 487 employees (June 30, 2024: 468 employees), with the majority working in China[61] - Total employee remuneration for the period was approximately HKD 40,413 thousand, a decrease from HKD 49,656 thousand in the prior year[61] - Remuneration is determined based on merit, qualifications, ability, industry experience, Group profitability, and market conditions, with bonus arrangements in place[61] Interim Dividend The Board of Directors resolved not to declare any interim dividend for the current period - The Board of Directors resolved not to declare any interim dividend for the current period (six months ended June 30, 2024: nil)[62] Pledge of Assets As of June 30, 2025, the Group pledged approximately HKD 4.792 billion in investment properties and properties held for sale as collateral for borrowings, with additional pledges on trade and lease receivables and restricted bank deposits - As of June 30, 2025, the Group pledged a total of approximately HKD 4,791,924 thousand in investment properties and properties held for sale as collateral for bank and other borrowings[63] - Approximately HKD 61,394 thousand in trade and lease receivables were pledged as collateral for bank and other borrowings[64] - Approximately HKD 10,279 thousand in bank deposits were classified as restricted cash, serving as collateral for bank loans and financial institution loans[64] Capital and Other Development Related Commitments and Contingent Liabilities As of June 30, 2025, the Group had no significant contingent liabilities, but had contracted but unprovided commitments of approximately HKD 61.66 million for an investment property under construction - As of June 30, 2025, the Group had no significant contingent liabilities[65] - For an investment property under construction, the Group had contracted but unprovided commitments of approximately HKD 61,656 thousand[65] Significant Investments and Major Acquisitions and Disposals of Subsidiaries, Associates and Joint Ventures The Group had no significant investments or major acquisitions and disposals of subsidiaries, associates, and joint ventures during the period - The Group had no significant investments or major acquisitions or disposals of subsidiaries, associates, and joint ventures during the period[66] Share Options As of June 30, 2025, 30,000,000 share options remained unexercised under the scheme, representing approximately 0.9% of total issued shares, with no options exercised or cancelled during the period - As of June 30, 2025, 30,000,000 share options remained unexercised under the share option scheme, representing approximately 0.9% of the company's total issued shares[68] - No share options were exercised or cancelled during the period[69] Recent Developments Beijing Guorui Real Estate Development Co., Ltd. secured a RMB 700 million ten-year financing facility from Shengjing Bank at 4.0% annual interest, with Beijing Kaipeng Technology Development Co., Ltd. providing a joint liability guarantee and property mortgage - Beijing Guorui Real Estate Development Co., Ltd. entered into a financing agreement with Shengjing Bank for a maximum RMB 700 million ten-year facility at an annual interest rate of 4.0%[70] - Beijing Kaipeng Technology Development Co., Ltd., a wholly-owned subsidiary, provided a joint liability guarantee and mortgaged properties in Beijing for this financing[70] - This mortgage and guarantee contract was approved by shareholders on August 15, 2025[71] Future Outlook The Group will continue to focus on property development and investment, asset management, and value-added services, while actively exploring international investment opportunities and building an integrated "smart property + digital healthcare" ecosystem - The Group will continue to focus on property development and investment, related asset management, and value-added services, while prudently evaluating investment opportunities in international markets such as the US and Europe, actively expanding overseas business[72] - The Group has successfully entered the Los Angeles and London property markets and is committed to enhancing operational performance and promoting project development[72] - Future plans include increasing investment in property management and other services in global core cities and building an integrated "smart property + digital healthcare" ecosystem, focusing on family doctor services, home-based elderly care, chronic disease management, and community health services[74] Corporate Governance and Other Information Purchase, Sale or Redemption of Listed Securities Neither the company nor its subsidiaries purchased, sold, or redeemed any of its listed securities during the period, and there were no treasury shares - Neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities during the period[75] - As of the date of this interim results announcement, the company held no treasury shares during the period[76] Corporate Governance Code The company complied with the Corporate Governance Code during the period, except for the combined roles of Chairman and Chief Executive Officer, which the Board believes maintains sufficient balance of power and authority - The company complied with the Corporate Governance Code during the period, except for the combined roles of Chairman and Chief Executive Officer (Mr. Wei Chunxian)[77] - The Board believes that the balance of power and authority between the Board and the company's management is sufficient, as all major decisions are made by the Board[77] Compliance with the Model Code for Securities Transactions by Directors The company adopted the Model Code for Securities Transactions by Directors of Listed Issuers, and all directors confirmed compliance with its required standards during the period - The company adopted the Model Code for Securities Transactions by Directors of Listed Issuers as its code of conduct[78] - All directors confirmed compliance with the required standards set out in the Model Code throughout the period[78] Audit Committee The Audit Committee, comprising three independent non-executive directors, is responsible for reviewing and overseeing the Group's financial reporting, internal controls, and risk management, and has reviewed the interim results for the period - The Audit Committee is responsible for reviewing and overseeing the Group's financial reporting process, internal controls, and risk management procedures, and has reviewed the interim results for the period[79] - As of June 30, 2025, the Audit Committee comprised three independent non-executive directors: Mr. Dong Huanzhang (Chairman), Ms. Du Ziyun, and Mr. Liang Haoming[79] Sufficient Public Float As of the date of this interim results announcement, the company maintained a sufficient public float throughout the period in accordance with the Listing Rules - As of the date of this interim results announcement, the company maintained a sufficient public float throughout the period in accordance with the Listing Rules[80] Publication of Results on Websites In accordance with the Listing Rules, the company has published its results on the websites of The Stock Exchange of Hong Kong Limited and the company's own website - In accordance with the Listing Rules, the company has published its results on the websites of The Stock Exchange of Hong Kong Limited (www.hkexnews.hk) and the company (www.grlifestyle.com.hk)[81](index=81&type=chunk)