新确科技(01063) - 2025 - 中期财报

Company Information and Report Overview Basic Report Information SunCorp Technologies Limited (新確科技有限公司) released its unaudited condensed consolidated interim results for H1 2025, with H1 2024 comparative data - Report Type: Unaudited Condensed Consolidated Interim Results[1][2] - Reporting Period: Six months ended June 30, 2025[1][2] - Company Name: SunCorp Technologies Limited (新確科技有限公司), Stock Code: 1063[1] Financial Statements Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income For H1 2025, revenue grew to HK$25,167 thousand, with operating profit of HK$21,491 thousand reversing a prior-year loss, mainly due to unrealized gains on financial assets Key Data from Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income | Indicator | 2025 (HK$ '000) | 2024 (HK$ '000) | Y-o-Y Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 25,167 | 17,198 | +46.3% | | Cost of Sales | (18,134) | (10,142) | +78.8% | | Gross Profit | 7,033 | 7,056 | -0.3% | | Other Income | 157 | 45 | +248.9% | | Operating Profit/(Loss) | 21,491 | (38,758) | N/A (Turned to profit) | | Profit/(Loss) Before Tax | 21,393 | (38,799) | N/A (Turned to profit) | | Profit/(Loss) and Total Comprehensive Income for the Period | 21,393 | (38,799) | N/A (Turned to profit) | | Basic and Diluted Earnings/(Loss) Per Share (HK cents) | 1.39 | (2.52) | N/A (Turned to profit) | - Operating profit for the period was HK$21,491 thousand, a significant turnaround from a loss of HK$38,758 thousand in the same period last year[3] - The turnaround to profit was primarily attributable to HK$20,253 thousand in unrealized gains on financial assets at fair value through profit or loss[3] Condensed Consolidated Statement of Financial Position As of June 30, 2025, total net assets increased to HK$219,298 thousand, with net current assets of HK$225,175 thousand driven by financial assets and loans receivable growth Key Data from Condensed Consolidated Statement of Financial Position | Indicator | June 30, 2025 (HK$ '000) | Dec 31, 2024 (HK$ '000) | Change (HK$ '000) | | :--- | :--- | :--- | :--- | | Non-current Assets | 244 | 359 | (115) | | Current Assets | 278,493 | 231,109 | +47,384 | | Current Liabilities | 53,318 | 31,943 | +21,375 | | Non-current Liabilities | 6,121 | 1,620 | +4,501 | | Net Assets | 219,298 | 197,905 | +21,393 | | Financial Assets at Fair Value Through Profit or Loss | 104,102 | 80,971 | +23,131 | | Loans Receivable | 97,240 | 91,687 | +5,553 | | Cash and Bank Balances (Own Accounts) | 14,428 | 14,775 | (347) | | Share Capital | 9,231 | 9,231 | 0 | | Reserves | 210,647 | 189,254 | +21,393 | - Net current assets increased from HK$199,166 thousand as of December 31, 2024, to HK$225,175 thousand as of June 30, 2025[5] - An increase of HK$23,131 thousand in financial assets at fair value through profit or loss and HK$5,553 thousand in loans receivable were the main drivers of current asset growth[5] Condensed Consolidated Statement of Changes in Equity For H1 2025, total equity attributable to owners increased from HK$197,905 thousand to HK$219,298 thousand, primarily due to the HK$21,393 thousand profit realized Key Data from Condensed Consolidated Statement of Changes in Equity | Indicator | June 30, 2025 (HK$ '000) | Jan 1, 2025 (HK$ '000) | June 30, 2024 (HK$ '000) | Jan 1, 2024 (HK$ '000) | | :--- | :--- | :--- | :--- | :--- | | Share Capital | 9,231 | 9,231 | 9,231 | 9,231 | | Share Premium | 129,910 | 129,910 | 129,910 | 129,910 | | Accumulated Losses | (375,461) | (396,854) | (390,267) | (351,469) | | Capital and Reserves Attributable to Owners of the Company | 219,878 | 198,485 | 205,051 | 243,729 | | Non-controlling Interests | (580) | (580) | (456) | (455) | | Total Equity | 219,298 | 197,905 | 204,475 | 243,274 | - Profit for the period of HK$21,393 thousand directly contributed to the growth in equity attributable to owners of the company[7] - Accumulated losses decreased from (HK$396,854 thousand) as of January 1, 2025, to (HK$375,461 thousand) as of June 30, 2025, reflecting the period's profitability[7] Condensed Consolidated Statement of Cash Flows For H1 2025, net cash used in operating activities was HK$4,494 thousand, with net cash from investing activities of HK$95 thousand and financing activities of HK$4,052 thousand, resulting in period-end cash of HK$14,428 thousand Key Data from Condensed Consolidated Statement of Cash Flows | Indicator | 2025 (HK$ '000) | 2024 (HK$ '000) | | :--- | :--- | :--- | | Net Cash Used in Operating Activities | (4,494) | (1,427) | | Net Cash From Investing Activities | 95 | 8 | | Net Cash From/(Used in) Financing Activities | 4,052 | (940) | | Net Decrease in Cash and Cash Equivalents | (347) | (2,359) | | Cash and Cash Equivalents at End of Period | 14,428 | 19,162 | - Cash outflow from operating activities increased from HK$1,427 thousand in the same period of 2024 to HK$4,494 thousand in 2025[9] - Cash flow from financing activities turned from an outflow of HK$940 thousand in the same period of 2024 to an inflow of HK$4,052 thousand in 2025[9] Notes to the Condensed Consolidated Financial Statements Basis of Preparation The financial statements are prepared under HKEX Listing Rules Appendix D2 and HKAS 34 'Interim Financial Reporting', using a historical cost basis, with some financial instruments measured at fair value - Basis of Preparation: Appendix D2 to the Listing Rules of the Stock Exchange of Hong Kong and Hong Kong Accounting Standard 34 'Interim Financial Reporting'[10][15] - Measurement Basis: Historical cost basis, except for certain financial instruments measured at fair value[11][15] - Accounting Policies: Consistent with those followed in the preparation of the Group's annual financial statements for the year ended December 31, 2024[12][15] Adoption of New Accounting Standards This period adopted HKAS 21 (Amendment) 'Lack of Exchangeability', which had no material impact on the Group's financial position or performance - Adoption of New Standards: HKAS 21 (Amendment) 'Lack of Exchangeability' became effective for the financial year beginning January 1, 2025[14][16] - Impact: The adoption of new standards had no material impact on the Group's unaudited condensed consolidated financial position and performance for the current and prior periods[14][16] Revenue and Segment Information The Group's revenue and results are reported across three main segments: trading, money lending, and brokerage services, with H1 2025 total revenue of HK$25,167 thousand, primarily from trading - Reportable Segments: The Group's reportable and operating segments, as defined by HKFRS 8, include: trading of second-hand computer-related components, apparel and beauty products; money lending business; and provision of brokerage, placing, and underwriting services[18][22] - Total Revenue: Total revenue for H1 2025 was HK$25,167 thousand[21] Segment Revenue and Results In H1 2025, trading revenue was HK$19,037 thousand, money lending revenue was HK$5,855 thousand, and brokerage revenue was HK$275 thousand, with segment profit mainly from money lending and brokerage recording a loss H1 2025 Segment Revenue and Profit/(Loss) | Segment | 2025 Revenue (HK$ '000) | 2024 Revenue (HK$ '000) | 2025 Segment Profit/(Loss) (HK$ '000) | 2024 Segment Profit/(Loss) (HK$ '000) | | :--- | :--- | :--- | :--- | :--- | | Trading of Second-hand Computer-related Components, Apparel and Beauty Products | 19,037 | 11,036 | 140 | 126 | | Money Lending | 5,855 | 6,117 | 4,158 | 5,953 | | Provision of Brokerage, Placing and Underwriting Services | 275 | 45 | (2,888) | (1,888) | | Total | 25,167 | 17,198 | 1,410 | 4,191 | - Revenue from trading second-hand computer-related components, apparel, and beauty products increased by 72.5% year-on-year[21][24] - Money lending business revenue slightly decreased but remained the primary contributor to segment profit[21][24] - The provision of brokerage, placing, and underwriting services business continued to record losses, with the loss amount expanding year-on-year[21][24] Segment Assets and Liabilities As of June 30, 2025, total segment assets were HK$163,247 thousand, with money lending having the highest asset proportion, and total segment liabilities were HK$49,457 thousand, with brokerage having the highest liabilities Segment Assets and Liabilities (June 30, 2025 vs December 31, 2024) | Segment | June 30, 2025 Assets (HK$ '000) | Dec 31, 2024 Assets (HK$ '000) | June 30, 2025 Liabilities (HK$ '000) | Dec 31, 2024 Liabilities (HK$ '000) | | :--- | :--- | :--- | :--- | :--- | | Trading of Second-hand Computer-related Components, Apparel and Beauty Products | 26,070 | 19,687 | 6,589 | 1,503 | | Money Lending | 97,881 | 92,328 | 12,222 | 11,199 | | Provision of Brokerage, Placing and Underwriting Services | 39,296 | 25,442 | 30,646 | 15,566 | | Total Segments | 163,247 | 137,457 | 49,457 | 28,268 | | Unallocated Assets/Liabilities | 115,490 | 94,011 | 9,982 | 5,295 | | Consolidated Total | 278,737 | 231,468 | 59,439 | 33,563 | - Total segment assets increased from HK$137,457 thousand as of December 31, 2024, to HK$163,247 thousand as of June 30, 2025[27] - Total segment liabilities significantly increased from HK$28,268 thousand as of December 31, 2024, to HK$49,457 thousand as of June 30, 2025[29] Major Customer Information In H1 2025, Customer A and Customer B became new major clients, contributing HK$6,475 thousand and HK$2,700 thousand respectively, with all major client revenue from trading business Major Customer Revenue Contribution (Over 10% of Total Revenue) | Customer | 2025 (HK$ '000) | 2024 (HK$ '000) | Business Source | | :--- | :--- | :--- | :--- | | Customer A | 6,475 | – | Trading of Second-hand Computer-related Components, Apparel and Beauty Products | | Customer B | 2,700 | – | Trading of Second-hand Computer-related Components, Apparel and Beauty Products | | Customer C | 2,833 | 4,193 | Trading of Second-hand Computer-related Components, Apparel and Beauty Products | | Customer D | – | 1,813 | Trading of Second-hand Computer-related Components, Apparel and Beauty Products | - In H1 2025, Customer A and Customer B became new major revenue contributors, while Customer D was no longer a major client[32] - All major customer revenue was derived from the trading of second-hand computer-related components, apparel, and beauty products business[33] Other Income Total other income for H1 2025 amounted to HK$157 thousand, a significant increase from HK$45 thousand in H1 2024, primarily driven by higher miscellaneous income and gains from associate disposal Other Income Details | Item | 2025 (HK$ '000) | 2024 (HK$ '000) | | :--- | :--- | :--- | | Bank Interest Income | 15 | 8 | | Gain on Disposal of an Associate | 4 | – | | Miscellaneous Income | 138 | 37 | | Total | 157 | 45 | - Other income increased by 248.9% year-on-year, primarily driven by miscellaneous income and gains from the disposal of an associate[35] Income Tax For H1 2025 and H1 2024, no Hong Kong profits tax was provided for the Group's Hong Kong subsidiaries due to no assessable profits or sufficient tax losses for offset - No Hong Kong profits tax was provided for the current and prior periods[36][37] - This was due to Hong Kong subsidiaries having no assessable profits or sufficient tax losses for offset[36][37] Profit/(Loss) for the Period Profit/(Loss) for the period is presented after accounting for cost of goods, depreciation, exchange losses, net reversal of impairment loss on loans, gain on associate disposal, and staff costs Key Factors Affecting Profit/(Loss) for the Period | Item | 2025 (HK$ '000) | 2024 (HK$ '000) | | :--- | :--- | :--- | | Cost of Goods and Services Sold Recognized | 18,134 | 10,142 | | Depreciation of Right-of-use Assets | 39 | – | | Net Exchange Losses | 2 | 3 | | Net Reversal of Impairment Loss on Loans Receivable | (28) | – | | Gain on Disposal of an Associate | (4) | – | | Staff Costs (Including Directors' Emoluments) | 3,018 | 2,845 | - Cost of goods and services sold significantly increased from HK$10,142 thousand in 2024 to HK$18,134 thousand in 2025[39] - A net reversal of impairment loss on loans receivable of HK$28 thousand was recognized in 2025, with no such item in 2024[39] Earnings/(Loss) Per Share For H1 2025, basic and diluted earnings per share attributable to owners were 1.39 HK cents, compared to a loss of 2.52 HK cents per share in H1 2024, marking a turnaround to profitability Earnings/(Loss) Per Share | Indicator | 2025 (HK cents) | 2024 (HK cents) | | :--- | :--- | :--- | | Basic and Diluted Earnings/(Loss) Per Share | 1.39 | (2.52) | - Profit for the period attributable to owners of the company turned from a loss of HK$38,799 thousand in the same period of 2024 to a profit of HK$21,393 thousand in 2025[40] - Diluted earnings/(loss) per share was not presented as there were no potential ordinary shares in issue for the periods ended June 30, 2025, and 2024[40] Dividends For the six months ended June 30, 2025, and 2024, no dividends were paid or proposed by the company - No dividends were paid or proposed for the six months ended June 30, 2025, and 2024[40][41] Trade and Other Receivables As of June 30, 2025, total trade and other receivables amounted to HK$29,325 thousand, an increase from HK$22,658 thousand, with a significant rise in trade receivables from other ordinary businesses Trade and Other Receivables Details | Item | June 30, 2025 (HK$ '000) | Dec 31, 2024 (HK$ '000) | | :--- | :--- | :--- | | Trade Receivables from Securities Trading Business (Cash Clients) | 530 | 394 | | Trade Receivables from Other Ordinary Businesses (Net of Allowance) | 17,927 | 10,836 | | Deposits, Prepayments and Other Receivables (Net of Allowance) | 10,868 | 11,428 | | Total | 29,325 | 22,658 | - Total trade and other receivables increased by HK$6,667 thousand[43] - The Group grants credit terms of 30 to 90 days for goods sold to trade customers[43] Amounts Due from Securities Brokers As of June 30, 2025, amounts due from securities brokers were HK$201 thousand, a decrease from HK$442 thousand, representing unsecured deposits with annual interest rates from 0% to 0.01%, repayable on demand - Amounts due from securities brokers were HK$201 thousand, a decrease from HK$442 thousand as of December 31, 2024[46][47] - These amounts are unsecured deposits bearing interest at 0% to 0.01% per annum and are repayable on demand[46][47] Loans Receivable As of June 30, 2025, total loans receivable amounted to HK$97,240 thousand, an increase from HK$91,687 thousand, originating from money lending, denominated in HKD, with fixed effective annual interest rates between 8% and 10% Loans Receivable Details | Item | June 30, 2025 (HK$ '000) | Dec 31, 2024 (HK$ '000) | | :--- | :--- | :--- | | Gross Loans Receivable | 160,362 | 154,837 | | Less: Allowance for Expected Credit Losses | (63,122) | (63,150) | | Net Amount | 97,240 | 91,687 | - Net loans receivable increased by HK$5,553 thousand, primarily from the money lending business[49][50] - Loans are denominated in HKD, bear fixed effective annual interest rates of 8% to 10%, have a one-year term, and the Group reserves the right to demand immediate repayment at any time[51][52] Trade and Other Payables As of June 30, 2025, total trade and other payables significantly increased to HK$52,233 thousand from HK$30,409 thousand, primarily driven by growth in trade payables from securities trading and goods purchases Trade and Other Payables Details | Item | June 30, 2025 (HK$ '000) | Dec 31, 2024 (HK$ '000) | | :--- | :--- | :--- | | Trade Payables from Securities Trading Business (Cash Clients) | 29,686 | 15,039 | | Trade Payables from Other Ordinary Businesses (Purchase of Goods) | 5,574 | 18 | | Other Payables and Accruals | 16,773 | 15,152 | | Provision for Restoration Costs | 200 | 200 | | Total | 52,233 | 30,409 | - Total trade and other payables increased by HK$21,824 thousand[54] - Credit terms for goods purchased are 30 to 60 days, and settlement for trade payables arising from securities trading is two days after the transaction date[54][55][57] Share Capital As of June 30, 2025, the company's authorized share capital was HK$600,000 thousand, divided into 100,000,000,000 ordinary shares of HK$0.006 each, with issued and fully paid share capital of HK$9,231 thousand, unchanged during the reporting period Share Capital Structure | Item | Quantity | Amount (HK$ '000) | | :--- | :--- | :--- | | Authorized Share Capital (HK$0.006 per share) | 100,000,000,000 shares | 600,000 | | Issued and Fully Paid Share Capital (HK$0.006 per share) | 1,538,536,566 shares | 9,231 | - There were no changes in authorized and issued share capital during the reporting period[57] Directors' Report Business Review For H1 2025, the Group's revenue was approximately HK$25.2 million, a 46.3% year-on-year increase, primarily from trading computer-related components, apparel, and beauty products (75.6%) and money lending interest income (23.3%) - Total revenue was approximately HK$25.2 million, an increase of approximately 46.3% compared to the same period in 2024[59][66] - Revenue composition: trading computer-related components, apparel, and beauty products accounted for approximately 75.6%; money lending business interest income approximately 23.3%; and securities brokerage, placing, and underwriting business approximately 1.1%[59][66] - Consolidated profit was approximately HK$21.4 million, mainly due to approximately HK$20.3 million in unrealized gains on financial assets at fair value through profit or loss[60][66] Outlook and Prospects Facing an unpredictable business environment, the Group is evaluating various business segments and repositioning its strategy to focus on more promising areas, having obtained Type 4 and Type 9 licenses for operating a virtual asset trading platform - The Group is evaluating various business segments and repositioning its strategy and business operations towards more promising segments[62][67] - Obtained Type 4 and Type 9 licenses from the SFC to operate a virtual asset trading platform[62][67] - Expects to allocate more resources to develop asset management business and continue to identify potential investments and business opportunities to broaden revenue streams[62][63][67] Acknowledgements The Board of Directors extends its sincere gratitude to clients, suppliers, and employees for their continued support and contributions to the Group during the reporting period - The Board of Directors sincerely thanks clients, suppliers, and employees for their continued support and contributions to the Group during the period[64][68] Management Discussion and Analysis Overview For H1 2025, the Group's revenue was approximately HK$25.2 million, a 46.3% year-on-year increase, with gross profit of approximately HK$7.0 million, slightly lower than the previous period's HK$7.1 million - Revenue was approximately HK$25.2 million, an increase of approximately 46.3% compared to the same period last year[69][75] - Gross profit was approximately HK$7.0 million, slightly lower than the HK$7.1 million in the previous period[69][75] - The trading of computer-related components, apparel, and beauty products business continued to be a significant revenue contributor, with the financial segment also contributing revenue[70][75] Liquidity and Financial Resources As of June 30, 2025, the Group held approximately HK$14.4 million in cash, HK$278.5 million in current assets, HK$278.7 million in total assets, and HK$219.3 million in shareholders' equity, with the current ratio decreasing from 7.2 to 5.2 Liquidity and Financial Resources Overview | Indicator | June 30, 2025 (HK$ million) | Dec 31, 2024 (HK$ million) | | :--- | :--- | :--- | | Cash on Hand | 14.4 | N/A | | Current Assets | 278.5 | N/A | | Total Assets | 278.7 | N/A | | Shareholders' Equity | 219.3 | N/A | | Current Ratio | 5.2 | 7.2 | - The current ratio decreased from 7.2 as of December 31, 2024, to 5.2 as of June 30, 2025[71][76] - The decrease in the current ratio was primarily due to an increase in trade and other payables[71][76] Gearing Ratio As of June 30, 2025, the Group's gearing ratio was approximately 2.3%, a significant increase from approximately 0.3%, with operations primarily funded by internally generated cash flows, shareholders' equity, and external bank loans - As of June 30, 2025, the gearing ratio was approximately 2.3%[72][77] - A significant increase from approximately 0.3% as of December 31, 2024[72][77] - The Group generally funds its operations through internally generated cash flows, shareholders' equity, and external bank loans and borrowings[72][77] Capital Structure As of June 30, 2025, the company's authorized share capital was HK$600 million, divided into 100,000,000,000 shares of HK$0.006 par value each, with no changes to the authorized share capital during the period - As of June 30, 2025, authorized share capital was HK$600,000,000, divided into 100,000,000,000 shares of HK$0.006 par value each[73][78] - There were no changes in authorized share capital during the period[73][78] Exchange Rates During the period, most sales were denominated in USD, while most expenses were in USD, RMB, and HKD; the Group currently has no foreign exchange hedging policy, but management continuously assesses foreign exchange risks - Most sales during the period were denominated in USD, while most of the Group's expenses were denominated in USD, RMB, and HKD[74][79] - The Group currently has no policy to hedge foreign exchange risks[74][79] - The management team continuously assesses foreign exchange risks, aiming to minimize the impact of foreign exchange fluctuations on the Group's business operations[74][79] Material Investments As of June 30, 2025, the total market value of financial assets at fair value through profit or loss was approximately HK$104.1 million, an increase from HK$81.0 million, with HK$2.3 million in realized gains and HK$20.3 million in unrealized gains recognized - As of June 30, 2025, the total market value of financial assets at fair value through profit or loss was approximately HK$104.1 million, an increase from December 31, 2024[80][82] - Realized gains of approximately HK$2.3 million were recognized during the period (compared to a loss of HK$8.8 million in the same period of 2024)[81][82] - Unrealized gains of approximately HK$20.3 million were recognized during the period (compared to a loss of HK$30.7 million in the same period of 2024)[81][82] Financial Assets at Fair Value Through Profit or Loss As of June 30, 2025, the total market value of financial assets at fair value through profit or loss was approximately HK$104.1 million, representing 37.35% of the Group's total assets, with the top six investments accounting for HK$71,079 thousand and contributing HK$19,098 thousand in gains - Total market value of financial assets at fair value through profit or loss was HK$104,102 thousand, representing 37.35% of the Group's total assets[84] - The top six listed equity securities investments had a combined market value of HK$71,079 thousand, representing 25.52% of the Group's total assets, and contributed HK$19,098 thousand in gains[84] Details of Major Investments The Group's major investments include WLS Holding Limited, SEEC Media Group Ltd, China Investment and Finance Group Ltd, Wealth Glory Holdings Ltd, China Environment Energy Investment Ltd, and AMCO United Holding Limited, all passive investments spanning multiple sectors Major Listed Equity Securities Investments (Market Value Exceeding 2.0% of Group's Total Assets) | Share Name | Stock Code | Market Value (HK$ '000) | % of Group's Total Assets | (Loss)/Gain (HK$ '000) | Investment Strategy | Principal Business | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | WLS Holding Limited (滙隆控股有限公司) | 8021 | 6,961 | 2.50% | (3,632) | Passive | Scaffolding and Renovation Services, Money Lending, Securities Brokerage, Asset Management | | SEEC Media Group Ltd (財訊傳媒集團有限公司) | 205 | 12,424 | 4.46% | 7,454 | Passive | Advertising Agency, Book Publishing, Securities Brokerage, Money Lending, E-commerce | | China Investment and Finance Group Ltd (中國投融資集團有限公司) | 1226 | 28,092 | 10.09% | 3,184 | Passive | Securities Trading and Investment Holding | | Wealth Glory Holdings Ltd (富譽控股有限公司) | 8269 | 7,557 | 2.71% | 4,198 | Passive | Natural Resources and Commodity Trading, Brand Development, Securities Investment, Money Lending | | China Environment Energy Investment Ltd (中國環保能源投資有限公司) | 986 | 5,567 | 2.00% | 2,073 | Passive | Jewelry Design, OEM, Marketing and Money Lending | | AMCO United Holding Limited (雋泰控股有限公司) | 630 | 10,478 | 3.76% | 5,821 | Passive | Medical Equipment Manufacturing | - China Investment and Finance Group Ltd's investment had the highest market value, representing 10.09% of the Group's total assets, and contributed HK$3,184 thousand in gains[84][88] - The remaining 23 listed equity securities had a total market value of HK$33,023 thousand, representing 11.83% of the Group's total assets, with none exceeding 2.0% of the Group's total assets[84][98] Material Acquisitions or Disposals For the six months ended June 30, 2025, the Group did not undertake any material acquisitions or disposals of subsidiaries and associates - No material acquisitions or disposals of subsidiaries and associates were undertaken during the six months ended June 30, 2025[92][96] Employees The Group's remuneration policy is formulated based on employee performance and market conditions, with the Board having discretion to grant share options to executive directors and employees as incentives - The Group's remuneration policy is formulated based on employee performance and market conditions[93][97] - The Board may, at its discretion, grant share options to executive directors and employees as incentives for their contributions to the Group[93][97] Other Information Directors' and Chief Executive's Interests in Shares As of June 30, 2025, no directors or chief executives of the company held any interests or short positions in the shares, underlying shares, or debentures of the company or its associated corporations requiring disclosure - As of June 30, 2025, no directors or chief executives of the company held any disclosable interests or short positions in the shares, underlying shares, or debentures of the company or its associated corporations[99][103] Share Options The 2021 Share Option Scheme was terminated on June 24, 2025, and a new 2025 Share Option Scheme was adopted; as of June 30, 2025, no share options were granted, exercised, cancelled, or lapsed under either scheme - The 2021 Share Option Scheme was terminated on June 24, 2025, and a new 2025 Share Option Scheme was adopted[100][104] - As of June 30, 2025, no share options were granted, exercised, cancelled, or lapsed under either scheme, nor were there any outstanding options[101][104] - As of June 30, 2025, 153,853,656 share options were available for grant under the 2025 Share Option Scheme[101][104] Substantial Shareholders' Interests in Shares As of June 30, 2025, the Board found no other persons (excluding directors and chief executives) holding disclosable interests or short positions in shares or underlying shares under the SFO, or directly or indirectly holding 5% or more of the nominal value of any class of share capital with voting rights - As of June 30, 2025, no other persons (excluding directors and chief executives of the company) held or were deemed to hold disclosable interests or short positions in shares or underlying shares[106][111] - Nor did any directly or indirectly hold interests of 5% or more of the nominal value of any class of share capital with voting rights at general meetings of any Group member company under any circumstances[106][111] Audit Committee The Audit Committee, established in March 2000 and comprising three independent non-executive directors, serves as a crucial link between the Board and the company's auditors, having reviewed the unaudited financial statements for H1 2025 - The Audit Committee was established in March 2000 and comprises three independent non-executive directors[107][112] - Its responsibility is to provide a crucial link between the Board and the company's auditors[107][112] - The Committee has reviewed the Group's unaudited financial statements for the six months ended June 30, 2025[107][112] Corporate Governance The company is committed to high standards of good corporate governance practices and procedures, emphasizing a quality board, robust internal controls, transparency, independence, and accountability to all shareholders, having complied with Listing Rules Appendix C1 - The company is committed to maintaining high standards of good corporate governance practices and procedures[108][113] - Corporate governance principles emphasize an excellent Board, robust internal controls, transparency, independence, and accountability to all shareholders[108][113] - Throughout the six months ended June 30, 2025, the Group has applied the principles set out in Appendix C1 of the Listing Rules 'Corporate Governance Code'[108][113] Events After the Reporting Period No significant events occurred after the six months ended June 30, 2025, and up to the date of this report - No significant events occurred after the six months ended June 30, 2025, and up to the date of this report[109][114] Standard of Conduct Regarding Securities Transactions by Directors The company has adopted the 'Standard of Conduct Regarding Securities Transactions by Directors' as set out in Appendix C3 of the Listing Rules as its code of conduct, and all directors confirmed compliance during the reporting period - The company has adopted the Standard Code as its own code of conduct regarding securities transactions by directors[110][115] - Based on specific inquiries made to all directors, the directors complied with the required standards set out in the Standard Code during the six months ended June 30, 2025[110][115] Purchase, Sale or Redemption of the Company's Listed Securities Neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities during the six months ended June 30, 2025 - Neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities during the six months ended June 30, 2025[111][116]