电子交易集团(08036) - 2025 - 中期财报

Company Information Company Overview This section provides fundamental company details, including board and committee compositions, auditors, bankers, registered office, and stock code - Board members include Executive Directors Mr. Chan Lap Tak (Chairman), Mr. Lo Chi Ho (CEO), Ms. Chan Ka Yan, and Independent Non-executive Directors Mr. Chan Chi Kwong, Mr. Liu Kin Sing, Mr. Au Yeung Po Fung[6] - Key Committee Chairmen: Audit Committee chaired by Mr. Au Yeung Po Fung, Remuneration Committee by Mr. Liu Kin Sing, Nomination Committee by Mr. Chan Lap Tak[6] - Company stock code is 8036, and the website is www.ebrokersystems.com[7](index=7&type=chunk) Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (Unaudited) Interim Results Overview For the six months ended June 30, 2025, the Group achieved a profit of HK$1.11 million, a significant improvement from a loss of HK$1.35 million in the prior year, primarily due to a turnaround in net other gains and losses despite a decrease in total revenue Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income Key Data (For the six months ended June 30) | Indicators | 2025 (HK$'000) | 2024 (HK$'000) | | :--- | :--- | :--- | | Revenue | 14,125 | 15,904 | | Other income | 253 | 551 | | Net other gains and losses | 2,263 | (373) | | Staff costs | (9,410) | (10,842) | | Operating profit/(loss) | 1,206 | (1,269) | | Profit/(loss) before tax | 1,107 | (1,314) | | Profit/(loss) for the period attributable to owners of the Company | 1,107 | (1,350) | | Basic earnings/(loss) per share (HK cents) | 0.1 | (0.12) | - Profit for the period attributable to owners of the Company turned from a loss of HK$1,350 thousand in the same period of 2024 to a profit of HK$1,107 thousand in the same period of 2025[8] - Net other gains and losses turned from a loss of HK$373 thousand in the same period of 2024 to a gain of HK$2,263 thousand in the same period of 2025, being the main driver of performance improvement[8] Condensed Consolidated Statement of Financial Position (Unaudited) Financial Position Overview As of June 30, 2025, the Group's net assets increased to HK$61.95 million, with stable net current assets; cash and cash equivalents significantly increased, while trade and other receivables decreased Condensed Consolidated Statement of Financial Position Key Data (As of June 30) | Indicators | 2025 (HK$'000) | 2024 (HK$'000) | | :--- | :--- | :--- | | Non-current assets: | | | | Property, plant and equipment | 11,173 | 11,238 | | Intangible assets | 8,131 | 6,814 | | Right-of-use assets | 2,619 | 3,425 | | Financial assets at fair value through other comprehensive income | 2,653 | 2,229 | | Current assets: | | | | Contract assets | 399 | 375 | | Trade and other receivables | 12,913 | 15,393 | | Financial assets at fair value through profit or loss | 10,389 | 8,154 | | Cash and cash equivalents | 19,965 | 9,645 | | Current liabilities: | | | | Trade and other payables | 3,084 | 2,941 | | Contract liabilities | 1,747 | 1,216 | | Net assets | 61,954 | 60,380 | - Cash and cash equivalents significantly increased from HK$9,645 thousand as of December 31, 2024, to HK$19,965 thousand as of June 30, 2025[10] - Intangible assets grew by 19.3% to HK$8,131 thousand, while trade and other receivables decreased by 16.1% to HK$12,913 thousand[10] Condensed Consolidated Statement of Changes in Equity (Unaudited) Equity Movement Analysis For the six months ended June 30, 2025, the Group's total equity increased to HK$61.95 million, primarily driven by the turnaround from a loss to a profit in total comprehensive income for the period and a significant improvement in the investment revaluation reserve Condensed Consolidated Statement of Changes in Equity Key Data (As of June 30) | Indicators | 2025 (HK$'000) | 2024 (HK$'000) | | :--- | :--- | :--- | | Share capital | 1,230 | 1,230 | | Share premium | 61,921 | 61,921 | | Capital reserve | (54,333) | (54,333) | | Exchange fluctuation reserve | 419 | 473 | | Investment revaluation reserve | 147 | (581) | | Statutory reserve | 26 | 26 | | Shares held for share award scheme | (16,097) | (16,531) | | Share-based payment reserve | 162 | 59 | | Retained profits | 68,479 | 68,992 | | Total equity | 61,954 | 61,256 | - Total comprehensive income attributable to owners of the Company for the period turned from a loss of HK$1,371 thousand in the same period of 2024 to a gain of HK$1,513 thousand in the same period of 2025[13] - Investment revaluation reserve turned from a loss of HK$581 thousand in the same period of 2024 to a gain of HK$147 thousand in the same period of 2025, reflecting fair value changes of equity instruments at fair value through other comprehensive income[13] Condensed Consolidated Statement of Cash Flows (Unaudited) Cash Flow Analysis For the six months ended June 30, 2025, the net increase in cash and cash equivalents significantly grew, primarily due to a turnaround from net outflow to net inflow from operating activities and continued positive cash flow from investing activities Condensed Consolidated Statement of Cash Flows Key Data (For the six months ended June 30) | Indicators | 2025 (HK$'000) | 2024 (HK$'000) | | :--- | :--- | :--- | | Net cash generated from/(used in) operating activities | 2,739 | (255) | | Net cash generated from investing activities | 8,312 | 7,551 | | Net cash used in financing activities | (886) | (787) | | Net increase in cash and cash equivalents | 10,165 | 1,897 | | Cash and cash equivalents at June 30 | 19,965 | 30,414 | - Net cash generated from operating activities turned from a net outflow of HK$255 thousand in the same period of 2024 to a net inflow of HK$2,739 thousand in the same period of 2025[14] - Net increase in cash and cash equivalents significantly increased from HK$1,897 thousand in the same period of 2024 to HK$10,165 thousand in the same period of 2025[14] Notes to the Condensed Consolidated Financial Statements 1. General Information This note outlines the company's registration information and listing status - eBroker Systems Limited was incorporated in the Cayman Islands on May 23, 2016[15] - The Company's shares were listed on GEM of The Stock Exchange of Hong Kong Limited on February 19, 2019[15] 2. Basis of Preparation This note explains the basis for preparing the interim financial statements, emphasizing compliance with HKAS 34 and GEM Listing Rules, and consistency with annual financial statements - The unaudited condensed consolidated financial statements have been prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" issued by the Hong Kong Institute of Certified Public Accountants[16] - The significant accounting policies adopted are consistent with those followed in the 2024 audited consolidated financial statements, except for new and revised standards[16] 3. Adoption of New and Revised Hong Kong Financial Reporting Standards This note describes the company's adoption of new and revised HKFRSs and its assessment of their potential impact on the financial statements - The Directors believe that the adoption of new and revised HKFRSs effective for accounting periods beginning on January 1, 2025, will not have a significant impact on the results and financial position for the current and prior periods[17] - The Group is assessing the potential impact of HKFRSs that have not yet become effective or been early adopted[17] 4. Revenue This note details the Group's revenue by major product/service lines and geographical locations, showing a decrease in total revenue but growth in installation and customization services and mainland China market revenue Revenue Classification (For the six months ended June 30) | Product or Service Line | 2025 (HK$'000) | 2024 (HK$'000) | | :--- | :--- | :--- | | Front-end trading solution services income | 6,921 | 8,027 | | Back-end settlement solution services income | 3,996 | 4,726 | | Installation and customization services income | 1,989 | 1,323 | | Managed cloud services income | 756 | 1,038 | | Others | 463 | 790 | | Total | 14,125 | 15,904 | Revenue by Major Geographical Market (For the six months ended June 30) | Region | 2025 (HK$'000) | 2024 (HK$'000) | | :--- | :--- | :--- | | Hong Kong | 12,758 | 14,846 | | Macau | 302 | 598 | | Mainland China | 984 | 393 | | Singapore | 81 | 67 | | Total | 14,125 | 15,904 | - Installation and customization services income increased by 50.3% year-on-year, while front-end trading and back-end settlement solution services income decreased by 13.8% and 15.4% respectively[19] 5. Other Income, and Net Other Gains and Losses This note details the composition of other income and net other gains and losses, showing a decrease in other income but a significant increase in fair value gains on financial assets at fair value through profit or loss Other Income (For the six months ended June 30) | Indicators | 2025 (HK$'000) | 2024 (HK$'000) | | :--- | :--- | :--- | | Bank interest income | 232 | 431 | | Dividend income from financial assets at fair value through profit or loss | 16 | 114 | | Government grants | 5 | 6 | | Total | 253 | 551 | - Fair value gains/(losses) on financial assets at fair value through profit or loss turned from a loss of HK$373 thousand in the same period of 2024 to a gain of HK$2,263 thousand in the same period of 2025[20] 6. Other Operating Expenses This note provides a detailed breakdown of other operating expenses, showing a decrease in total, mainly due to reduced service costs, legal and professional fees, and net exchange gains Other Operating Expenses (For the six months ended June 30) | Indicators | 2025 (HK$'000) | 2024 (HK$'000) | | :--- | :--- | :--- | | Service costs | 872 | 1,025 | | Amortisation of intangible assets | 669 | 669 | | Auditor's remuneration | 343 | 378 | | Legal and professional fees | 973 | 1,080 | | Office expenses | 818 | 729 | | Net exchange gains/(losses) | (205) | 140 | | Total | 4,797 | 5,359 | - Total other operating expenses decreased by 10.5% year-on-year to HK$4,797 thousand[21] - Net exchange gains turned from a loss of HK$140 thousand in the same period of 2024 to a gain of HK$205 thousand in the same period of 2025[21] 7. Segment Information This note states that the Group has only one reportable segment, providing financial software solution services, and presents revenue distribution by geographical location - The Group has only one reportable segment, which is the provision of services to the Group's customers[22] Revenue by Geographical Location (For the six months ended June 30) | Region | 2025 (HK$'000) | 2024 (HK$'000) | | :--- | :--- | :--- | | Hong Kong | 12,758 | 14,846 | | Macau | 302 | 598 | | Mainland China | 984 | 393 | | Singapore | 81 | 67 | | Total | 14,125 | 15,904 | - During the period, no individual customer contributed more than 10% of the Group's total revenue[22] 8. Income Tax Expense This note explains why income tax expense is zero, mainly due to tax losses incurred by Chinese subsidiaries and the taxable profit situation under the Hong Kong profits tax regime Income Tax Expense (For the six months ended June 30) | Indicators | 2025 (HK$'000) | 2024 (HK$'000) | | :--- | :--- | :--- | | Current tax – Hong Kong profits tax | – | 36 | - Income tax expense for the same period in 2025 was zero HKD, a 100% decrease from HK$36 thousand in the same period of 2024[23] - No provision was made for the period as the Chinese subsidiary incurred tax losses[23] 9. Profit/(Loss) for the Period This note details the deductions and inclusions affecting the Group's profit or loss for the period, including depreciation, reversal of impairment losses, and finance costs 9(a) Profit/(Loss) for the Period is Stated After Charging/(Crediting) the Following This sub-section lists specific items deducted or credited when calculating profit/loss for the period Profit/(Loss) for the Period Adjustments (For the six months ended June 30) | Indicators | 2025 (HK$'000) | 2024 (HK$'000) | | :--- | :--- | :--- | | Auditor's remuneration | 343 | 378 | | Cost of inventories sold | – | 4 | | Depreciation of property, plant and equipment | 422 | 420 | | Depreciation of right-of-use assets | 806 | 726 | | Net reversal of impairment loss on trade receivables | (171) | (7) | - Net reversal of impairment loss on trade receivables increased from HK$7 thousand in the same period of 2024 to HK$171 thousand in the same period of 2025[24] 9(b) Finance Costs This sub-section explains the finance costs for the period, primarily interest expense on lease liabilities Finance Costs (For the six months ended June 30) | Indicators | 2025 (HK$'000) | 2024 (HK$'000) | | :--- | :--- | :--- | | Interest expense on lease liabilities | 99 | 45 | - Interest expense on lease liabilities increased from HK$45 thousand in the same period of 2024 to HK$99 thousand in the same period of 2025[25] 10. Earnings/(Loss) Per Share This note provides the calculation method for basic earnings per share, reflecting the company's shift from loss to profit per share Basic Earnings/(Loss) Per Share (For the six months ended June 30) | Indicators | 2025 (HK$'000/thousand shares) | 2024 (HK$'000/thousand shares) | | :--- | :--- | :--- | | Profit/(loss) attributable to owners of the Company | 1,107 | (1,350) | | Weighted average number of ordinary shares (thousand shares) | 1,147,095 | 1,144,860 | | Basic earnings/(loss) per share (HK cents) | 0.1 | (0.12) | - Diluted earnings/(loss) per share was not calculated as there were no potentially dilutive ordinary shares[26] 11. Dividends This note states that the board of directors does not recommend any dividend for this interim period - The Directors do not recommend the payment of any dividend for the six months ended June 30, 2025 (2024: nil HKD)[27] 12. Contract Assets and Contract Liabilities This note explains the changes in contract assets and contract liabilities, reflecting an increase in completed but unbilled work and advance payments for installation projects 12(a) Contract Assets This sub-section explains the nature of contract assets and the reasons for their increase Contract Assets (As of June 30) | Indicators | 2025 (HK$'000) | 2024 (HK$'000) | | :--- | :--- | :--- | | Contract assets related to provision of services | 399 | 375 | - The increase in contract assets was mainly due to an increase in work completed but not yet billed as of June 30, 2025[28] 12(b) Contract Liabilities This sub-section explains the composition of contract liabilities and the reasons for their increase, and lists the revenue recognition related to contract liabilities Contract Liabilities (As of June 30) | Indicators | 2025 (HK$'000) | 2024 (HK$'000) | | :--- | :--- | :--- | | Contract liabilities related to provision of services | 1,747 | 1,216 | - The increase in contract liabilities was mainly due to an overall increase in installation projects[29] - Revenue recognised during the period related to contract liabilities balance at the beginning of the period was HK$743 thousand (2024: HK$929 thousand)[30] 13. Trade and Other Receivables This note provides a detailed breakdown, aging analysis, and currency denomination of trade and other receivables, showing a significant decrease in amounts due from brokers Overview of Trade and Other Receivables (As of June 30) | Indicators | 2025 (HK$'000) | 2024 (HK$'000) | | :--- | :--- | :--- | | Trade receivables (net of impairment loss) | 2,813 | 2,712 | | Prepayments, deposits and other receivables | 1,402 | 1,447 | | Amounts due from brokers | 8,852 | 11,387 | | Total | 13,728 | 16,208 | - Amounts due from brokers decreased from HK$11,387 thousand as of December 31, 2024, to HK$8,852 thousand as of June 30, 2025, with a significant reduction in amounts owed by companies beneficially owned by Mr. Chan Lap Tak[31][32] Aging Analysis of Trade Receivables (As of June 30) | Aging | 2025 (HK$'000) | 2024 (HK$'000) | | :--- | :--- | :--- | | 0 to 30 days | 1,976 | 1,174 | | 31 to 60 days | 212 | 347 | | 61 to 90 days | 118 | 267 | | 91 to 120 days | 144 | 386 | | Over 120 days | 363 | 538 | | Total | 2,813 | 2,712 | 14. Trade and Other Payables This note lists the composition, aging analysis, and currency denomination of trade and other payables, showing a slight increase in total Overview of Trade and Other Payables (As of June 30) | Indicators | 2025 (HK$'000) | 2024 (HK$'000) | | :--- | :--- | :--- | | Trade payables | 177 | 214 | | Accruals and other payables | 2,907 | 2,727 | | Total | 3,084 | 2,941 | Aging Analysis of Trade Payables (As of June 30) | Aging | 2025 (HK$'000) | 2024 (HK$'000) | | :--- | :--- | :--- | | 0 to 30 days | 101 | 136 | | 31 to 60 days | 74 | 76 | | 61 to 90 days | – | – | | Over 90 days | 2 | 2 | | Total | 177 | 214 | - Total trade and other payables increased from HK$2,941 thousand as of December 31, 2024, to HK$3,084 thousand as of June 30, 2025[34] 15. Share Capital This note elaborates on the Group's capital management objectives and the Company's authorised and issued share capital structure, including shares held under the share award scheme The Group This sub-section describes the Group's capital management objectives and strategies - The Group's capital management objective is to ensure its ability to continue as a going concern and maximise returns to shareholders by optimising the debt and equity balance[36] - As of June 30, 2025, the Group's total liabilities to total assets ratio was approximately 10.9% (December 31, 2024: approximately 12.44%)[36] The Company This sub-section provides detailed information on the Company's authorised and issued share capital Share Capital Structure (As of June 30) | Indicators | Par Value (HKD) | Number of Shares (thousand shares) | Amount (HK$'000) | | :--- | :--- | :--- | :--- | | Authorised ordinary shares | 0.001 | 5,000,000 | 5,000 | | Issued and fully paid ordinary shares | 0.001 | 1,230,000 | 1,230 | - As of June 30, 2025, the total number of shares included 82,905,000 shares held by the trustee under the share award scheme[37] 16. Right-of-Use Assets This note reports changes in right-of-use assets, including additions and depreciation expense during the period - For the six months ended June 30, 2025, the Group added approximately nil HKD in right-of-use assets (December 31, 2024: HK$947 thousand)[38] - Depreciation expense for right-of-use assets of approximately HK$806 thousand was recognised during the period (December 31, 2024: approximately HK$1,508 thousand)[38] 17. Property, Plant and Equipment This note discloses the Group's capital expenditure on property, plant and equipment - For the six months ended June 30, 2025, the Group purchased approximately HK$40 thousand of property, plant and equipment (December 31, 2024: approximately HK$53 thousand)[39] 18. Intangible Assets This note reports the Group's capitalised development costs, recognised as intangible assets during the period - For the six months ended June 30, 2025, the Group capitalised development costs of approximately HK$1,986 thousand (December 31, 2024: approximately HK$3,348 thousand)[40] 19. Reserves This note indicates that the amounts and changes in reserves can be found in the condensed consolidated statement of changes in equity - The amounts and corresponding movements of the Group's reserves for the current period and the same period in 2024 are presented in the unaudited condensed consolidated statement of changes in equity in this report[41] 20. Contingent Liabilities This note confirms that the Group had no significant contingent liabilities as of the reporting period end - As of June 30, 2025, the Group had no significant contingent liabilities[41] 21. Events After the Reporting Period This note states that no significant events occurred from the end of the reporting period to the date of this report - No significant events occurred after June 30, 2025, and up to the date of this report[42] 22. Approval of Financial Statements This note specifies the approval date of the condensed consolidated financial statements - The condensed consolidated financial statements for the six months ended June 30, 2025, were approved and authorised for issue by the Board of Directors on August 28, 2025[43] Management Discussion and Analysis Business Review The Group primarily provides financial software solutions to Hong Kong financial institutions; for the six months ended June 30, 2025, revenue decreased by 11.2% year-on-year, but profit attributable to owners of the Company turned from a loss to a profit, increasing by 182%, mainly due to increased non-recurring installation and customization services and other income growth - The Group is principally engaged in providing financial software solution services to financial institutions in Hong Kong, including front-end trading, back-end settlement, installation and customization, and managed cloud services[44] - For the six months ended June 30, 2025, revenue was approximately HK$14.1 million, a decrease of 11.2% compared to the same period last year[44] - Profit attributable to owners of the Company was approximately HK$1.1 million, an increase of approximately 182% compared to a loss of HK$1.4 million in the same period last year, mainly attributable to an increase of approximately HK$0.7 million in non-recurring installation and customization services and an increase of HK$2.6 million in other income[44] Outlook Looking ahead, the Group will continue to navigate macroeconomic uncertainties and seize opportunities from technological advancements and innovation to achieve sustainable business growth and long-term shareholder interests - The macroeconomic environment will continue to face uncertainties arising from ongoing geopolitical developments and rapid technological innovation[45] - The Group will continue to face challenges while seizing opportunities brought by technological advancements and innovation to achieve sustainable business growth and long-term shareholder interests[45] Financial Review This section provides a detailed review of the Group's financial performance, including changes and key reasons for revenue, inventories, profit before tax, other income, staff costs, depreciation, other operating expenses, and income tax expense Revenue The Group's total revenue decreased by 11.2% year-on-year, mainly due to reduced back-end settlement solution services income and front-end trading solution services income - For the six months ended June 30, 2025, the Group recorded revenue of approximately HK$14.1 million, a decrease of approximately 11.2% compared to the same period last year[47] - Back-end settlement solution services income decreased by approximately 15.4% to approximately HK$4.0 million, and front-end trading solution services income decreased by approximately 13.8% to approximately HK$6.9 million[47] Purchase and Changes in Inventories Inventory purchases and changes were nil for the period, indicating no product sales by the Group - The Group's purchase and changes in inventories for the six months ended June 30, 2025, were nil HKD, a decrease of approximately 100% compared to the same period last year[48] - This decrease was mainly due to the Group having no product sales for the six months ended June 30, 2025[48] Profit Before Tax The Group's profit before tax turned from a loss to a profit compared to the same period last year, mainly due to a significant increase in other income - The Group's profit before tax for the six months ended June 30, 2025, was approximately HK$1.1 million, an increase of approximately 184.2% compared to a loss before tax of approximately HK$1.3 million in the same period last year[49] - This increase was mainly due to an increase of approximately HK$2.6 million in other income for the six months ended June 30, 2025[49] Other Income The Group's other income decreased, mainly due to reduced bank interest income and dividend income from financial assets - The Group's other income decreased from approximately HK$551 thousand in the same period last year to approximately HK$253 thousand[50] - This was due to a decrease of approximately HK$199 thousand in interest income and a decrease of approximately HK$98 thousand in dividend income[50] Staff Costs Staff costs decreased during the period - For the six months ended June 30, 2025, the Group's staff costs decreased by approximately HK$1.4 million to approximately HK$9.4 million (2024: approximately HK$10.8 million)[51] Depreciation Depreciation expense slightly increased during the period - The Group's depreciation for the six months ended June 30, 2025, increased by approximately HK$82 thousand, from HK$1.1 million in the same period last year to approximately HK$1.2 million, an increase of approximately 7.2%[52] Other Operating Expenses The Group's total other operating expenses decreased, mainly due to reduced legal and professional fees, service costs, and net exchange gains - The Group's other operating expenses for the six months ended June 30, 2025, were approximately HK$4.8 million, a decrease of approximately 10.5% compared to the same period last year[53] - The decrease was mainly attributable to a reduction of approximately HK$0.1 million in legal and professional fees, a reduction of approximately HK$0.2 million in service costs, and a reduction of approximately HK$0.3 million in exchange losses[53] Income Tax Expense Income tax expense for the period was nil, mainly due to tax losses incurred by Chinese subsidiaries - The Group's income tax expense for the six months ended June 30, 2025, was approximately nil HKD, a decrease of approximately 100% compared to the same period last year[54] - This decrease was due to the Chinese subsidiary incurring tax losses during the period, hence no provision was made for the period[23][54] Profit for the Period Attributable to Owners of the Company Profit attributable to owners of the Company turned from a loss to a profit compared to the same period last year, driven primarily by an increase in other income - Profit for the period attributable to owners of the Company for the six months ended June 30, 2025, was approximately HK$1.1 million, an increase of approximately 182.0% compared to a loss of approximately HK$1.4 million in the same period last year[56] - The increase was mainly attributable to an increase of approximately HK$2.6 million in other income for the six months ended June 30, 2025[56] Liquidity and Financial Resources The Group's operations are primarily funded by cash generated from operations, net current assets remain stable, and there were no interest-bearing borrowings at period-end - The Group's operations are primarily funded by cash generated from operating activities[57] - As of June 30, 2025, the Group recorded net current assets of approximately HK$37.5 million (December 31, 2024: approximately HK$37.4 million)[57] - As of June 30, 2025, the Group had no interest-bearing or non-interest-bearing borrowings[57] Key Risks and Uncertainties The Group faces key risks including failure of R&D to keep pace with technological advancements, trade receivables recovery risk, and financial risks such as credit, liquidity, and interest rate risks - The Group's research and development may not keep pace with technological advancements essential for maintaining its competitiveness[58] - The Group may not be able to recover its trade receivables in a timely manner and may have to record impairment losses[58] - The Group's business faces various financial risks, including credit risk, liquidity risk, and interest rate risk[58] Capital Structure The Company's capital structure has remained unchanged since its GEM listing in 2019, primarily consisting of issued share capital and reserves - The shares were listed on GEM of the Stock Exchange on February 19, 2019; since then, the Company's capital structure has remained unchanged[59] - As of June 30, 2025, the Company's capital structure primarily comprised issued share capital and reserves[59] Purchase, Sale or Redemption of Securities by the Company and its Subsidiaries During the period, neither the Company nor its subsidiaries engaged in any purchase, sale, or redemption of 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 securities, convertible securities, options, warrants, or similar rights[60] Issue of Securities or Sale of Treasury Shares During the period, neither the Company nor its subsidiaries issued any equity securities or sold any treasury shares for cash - For the six months ended June 30, 2025, neither the Company nor any of its subsidiaries issued any equity securities, convertible securities, options, warrants, or similar rights of the Company, nor sold any treasury shares for cash[61] Pledged Assets As of the reporting period end, the Group had no pledged assets - As of June 30, 2025, the Group had no pledged assets (December 31, 2024: nil HKD)[62] Material Acquisitions and Disposals During the period, the Group did not undertake any material investments, acquisitions, or disposals - For the six months ended June 30, 2025, the Group did not make any material investments or material acquisitions and disposals of subsidiaries[63] Capital Commitments and Contingent Liabilities As of the reporting period end, the Group had no significant capital commitments or contingent liabilities - As of June 30, 2025, the Group had no significant capital commitments or contingent liabilities[64] Exchange Rate Fluctuation Risk The Group's revenue and costs are primarily denominated in HKD, with some costs in RMB; there is currently no foreign currency hedging policy, but the Board continuously monitors related risks - The Group's revenue and costs are primarily denominated in HKD, with some costs denominated in RMB[65] - The Group currently has no foreign currency hedging policy; however, the Directors continuously monitor the relevant foreign exchange risks and will consider hedging the Group's foreign currency risks when necessary[65] Credit Risk The Group's credit risk primarily arises from cash and receivables, managed through cooperation with recognised banks and strict credit policies, with no significant credit risk expected - The Group's credit risk primarily arises from cash and cash equivalents and receivables and contract assets from contracts with customers[67] - Management expects no significant credit risk as all bank balances are deposited with recognised banks in Hong Kong, coupled with the Group's comprehensive credit policy[67] Liquidity Risk The Group ensures sufficient cash reserves to meet short-term and long-term liquidity needs by continuously monitoring funding and anticipated liquidity requirements - The Group's policy is to continuously monitor funding and anticipated liquidity requirements to ensure sufficient cash reserves to meet the Group's short-term and long-term liquidity needs[68] Interest Rate Risk The Group's interest rate risk primarily stems from bank deposits, but with no other interest-bearing assets and liabilities, its income and operating cash flows are not significantly affected by floating interest rate changes - The Group's interest rate risk arises from its bank deposits, which bear floating interest rates depending on market conditions[69] - The Group has no significant interest rate risk, and its income and operating cash flows are largely unaffected by changes in floating interest rates[69] Human Resources and Remuneration Policy The Group has 51 full-time employees, with remuneration policies based on qualifications, performance, and market conditions, and provides training; total employee benefits expense for the period was approximately HK$7.4 million - As of June 30, 2025, the Group had 51 (2024: 55) full-time employees[70] - The remuneration of the Group's employees is determined based on a range of factors, including their qualifications, functions, experience, job performance, and local market conditions[70] - For the six months ended June 30, 2025, the Group's total employee benefits expense (including salaries, bonuses, allowances, and contributions to retirement benefit schemes) was stable at approximately HK$7.4 million (2024: approximately HK$10.8 million)[70] Changes in Board Members During the period, Ms. Chan Ka Yan was appointed as an Executive Director of the Company - Ms. Chan Ka Yan was appointed as an Executive Director of the Company with effect from May 13, 2024[71] Material Investments and Plans for Material Investments or Capital Assets Except as disclosed in this report, the Group has no other material investments or capital asset plans - Save as disclosed herein, the Group has no material investments and no other future plans for material investments or capital assets[72] Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares and Debentures This section discloses the long positions of Directors and chief executives in the Company's shares as of June 30, 2025 Directors' and Chief Executive's Long Positions in Shares (As of June 30, 2025) | Name of Director | Capacity and Nature of Interest | Number of Shares Held | Approximate Percentage of Issued Shares | | :--- | :--- | :--- | :--- | | Mr. Chan Lap Tak | Interest of spouse | 2,291,420 | 0.19% | | Ms. Chan Ka Yan | Beneficial interest | 2,240,000 | 0.18% | | Mr. Lo Chi Ho | Beneficial interest | 12,210,010 | 0.99% | - Mr. Lo Chi Ho's interests include 1,190,000 award shares vested in Mr. Lo on January 9, 2023, and 210,000 award shares granted on January 20, 2022, and vested on December 31, 2023[74] Substantial Shareholders' Interests and Short Positions in Shares, Underlying Shares and Debentures This section lists the long positions of substantial shareholders (excluding Directors and chief executives) in the Company's shares as of June 30, 2025 Substantial Shareholders' Long Positions in Shares (As of June 30, 2025) | Name/Company Name | Capacity and Nature of Interest | Number of Shares Held | Approximate Percentage of Issued Shares | | :--- | :--- | :--- | :--- | | Quantsmile (BVI) Limited | Beneficial interest | 411,902,870 | 33.49% | | As Eagle Corporate Advisory Limited | Beneficial interest/Interest in controlled corporation | 714,676,910 | 58.10% | | Good Steward Foundation | Interest in controlled corporation | 714,676,910 | 58.10% | | Financial Data Technologies Limited | Beneficial interest | 98,040,000 | 7.97% | | Mr. Nie Fanqi | Interest in controlled corporation | 98,040,000 | 7.97% | | Bank of Communications Trustee Limited | Trustee | 82,905,000 | 6.74% | - As Eagle Corporate Advisory Limited and Good Steward Foundation indirectly hold a significant number of shares through control relationships, with Good Steward Foundation holding approximately 95.24% interest in As Eagle Corporate Advisory[76] - Bank of Communications Trustee Limited is the trustee appointed by the Company for the share award scheme[78] Share Option Scheme The Company adopted a share option scheme in 2019, but no share options have been granted since its adoption - The Company adopted a share option scheme on January 22, 2019[79] - No share options have been granted since the adoption date of the share option scheme[79] - As of June 30, 2025, the limit on the number of share options available for grant under the share option scheme was 80,100,000[79] Share Award Scheme The Company adopted a share award scheme in 2019, with a trustee holding shares on behalf of participants; as of June 30, 2025, the trustee held 82,905,000 shares, and 5,040,000 award shares were granted to selected individuals during the period - On August 12, 2019, the Company adopted a share award scheme[80] - As of June 30, 2025, the trustee held 82,905,000 shares under the share award scheme[80] - On May 13, 2024, the Board resolved to grant a total of 5,040,000 award shares to 13 selected individuals under the share award scheme, to be vested in two tranches[82] Competing Interests and Non-Competition Undertaking Each controlling shareholder has entered into a non-competition undertaking and confirmed that as of the reporting date, neither the Directors nor controlling shareholders have any interests that compete with the Group's business - Each controlling shareholder entered into a non-competition undertaking with the Company as beneficiary on January 22, 2019[83] - For the six months ended June 30, 2025, and up to the date of this report, none of the Directors or controlling shareholders or their close associates had any interests in any business that competes or may compete, directly or indirectly, with the Group's business[83] Corporate Governance Practices The Company is committed to high standards of corporate governance and has adopted and complied with the Corporate Governance Code set out in Appendix C1 of the GEM Listing Rules - The Company is committed to achieving high standards of corporate governance[84] - For the six months ended June 30, 2025, the Company adopted and complied with the principles and code provisions of the Corporate Governance Code set out in Appendix C1 of the GEM Listing Rules[84] Directors' Securities Transactions The Company has adopted a code of conduct for Directors' securities transactions and confirmed that all Directors complied with it during the reporting period - The Company has adopted the required standard of dealings set out in Rules 5.48 to 5.67 of the GEM Listing Rules as the code of conduct for Directors' securities transactions[85] - Following specific enquiries made to all Directors, all Directors confirmed that they had complied with the required standard of dealings for the six months ended June 30, 2025, and no incidents of non-compliance with the required standard of dealings were reportable[85] Events After the Reporting Period No significant events occurred for the Company or the Group from the end of the reporting period to the date of this report - No significant events occurred for the Company or the Group after June 30, 2025, and up to the date of this report[87] Audit Committee The Audit Committee has reviewed this interim report and financial results, confirming compliance with applicable accounting standards and listing rules - The Company's Audit Committee has reviewed this report and the Group's unaudited condensed consolidated financial results for the six months ended June 30, 2025[88] - The Committee is of the opinion that these results were prepared in accordance with applicable accounting standards, the GEM Listing Rules, and other applicable legal requirements, and adequate disclosures have been made[88] Dividends The Board of Directors does not recommend any dividend for this interim period - The Directors do not recommend the payment of any dividend for the six months ended June 30, 2025 (2024: nil HKD)[89] Definitions Definitions of Terms This section provides definitions for key terms and abbreviations used in the report to ensure consistent understanding of the content - Lists key terms and their definitions used in the report, such as "Board", "China", "Company", "Controlling Shareholder", "GEM Listing Rules", "Group", "HKD", "Shares", "Share Award Scheme", "Share Option Scheme", "Stock Exchange", etc[90][92]