Interim Report Compliance and Structure - The interim report is prepared in compliance with the GEM Listing Rules of the Stock Exchange of Hong Kong, with the Directors accepting full responsibility for its accuracy and completeness[5] - The interim report includes condensed consolidated financial statements, management discussion and analysis, and corporate governance information[9] - The interim financial statements were reviewed by the Company's audit committee but not audited by the independent auditor[45][48] Company Information - The company's principal place of business in Hong Kong is located at Units 26-28, 8/F, One Island South, 2 Heung Yip Road, Wong Chuk Hang[14] - The company's principal bankers are The Hongkong and Shanghai Banking Corporation Limited and China Construction Bank (Asia) Corporation Limited[15] - The company's stock code on the Stock Exchange of Hong Kong is 08057[15] - The company's website is www.madison-group.com.hk[15] - The company's registered office is located in the Cayman Islands[14] - The company's authorized representatives are Ms. Kuo Kwan and Ms. Chan Yuet Kwai[14] - The company's auditor is Prism Hong Kong and Shanghai Limited, Certified Public Accountants[14] Financial Performance - Revenue for the six months ended 30 September 2023 was HK$34.68 million, a decrease of 32% compared to HK$51.02 million in the same period in 2022[17] - Net profit for the six months ended 30 September 2023 was HK$1.91 million, a significant decline from HK$24.29 million in the same period in 2022[19] - Loan financing services revenue for the six months ended 30 September 2023 was HK$22.06 million, down 25% from HK$29.37 million in the same period in 2022[17] - Alcoholic beverages sales revenue for the six months ended 30 September 2023 was HK$12.62 million, a decrease of 42% compared to HK$21.65 million in the same period in 2022[17] - Total comprehensive expense for the six months ended 30 September 2023 was HK$18.37 million, compared to HK$18.89 million in the same period in 2022[19] - Basic loss per share for the six months ended 30 September 2023 was HK$0.22, compared to earnings per share of HK$2.23 in the same period in 2022[19] - Profit for the period was HK$-1.4 million, contributing to a total comprehensive expense of HK$-12.6 million for the six months ended 30 September 2023[24] - Exchange differences arising from translation of foreign operations resulted in a loss of HK$11.2 million for the six months ended 30 September 2023[24] - Revenue for the three months ended 30 September 2023 was HK$15.452 million, a decrease from HK$24.676 million in the same period in 2022[61] - Total segment loss for the three months ended 30 September 2023 was HK$990 thousand, compared to a segment profit of HK$9.865 million in the same period in 2022[61] - Loan financing services generated HK$11.174 million in revenue for the three months ended 30 September 2023, down from HK$13.430 million in 2022[61] - Sales of alcoholic beverages revenue for the three months ended 30 September 2023 was HK$4.278 million, a significant decrease from HK$11.246 million in 2022[61] - Revenue from the PRC for the three months ended 30 September 2023 was HK$9.541 million, down from HK$13.430 million in 2022[73] - Hong Kong revenue for the three months ended 30 September 2023 was HK$5.911 million, compared to HK$11.246 million in 2022[73] - Net loss attributable to the owners of the Company for the three months ended 30 September 2023 was HK$3,505,000, compared to a profit of HK$6,178,000 in the same period in 2022[93] Financial Position - Bank balances and cash decreased to HK$37.85 million as of 30 September 2023 from HK$72.91 million as of 31 March 2023[20] - Loan and interest receivables stood at HK$255.82 million as of 30 September 2023, slightly down from HK$257.40 million as of 31 March 2023[20] - Total current liabilities decreased to HK$254.16 million as of 30 September 2023 from HK$276.74 million as of 31 March 2023[20] - Non-current assets decreased to HK$44.60 million as of 30 September 2023 from HK$58.24 million as of 31 March 2023[20] - Net current assets decreased from HK$97.3 million to HK$89.7 million as of 30 September 2023[22] - Total assets less current liabilities declined from HK$155.5 million to HK$134.3 million as of 30 September 2023[22] - Equity attributable to owners of the company decreased from HK$-12.4 million to HK$-25.0 million as of 30 September 2023[22] - Non-controlling interests decreased from HK$162.0 million to HK$156.2 million as of 30 September 2023[22] - Total segment assets as of 30 September 2023 were HK$328.971 million, a decrease from HK$336.914 million as of 31 March 2023[67] - Total segment liabilities as of 30 September 2023 were HK$26.977 million, a decrease from HK$34.727 million as of 31 March 2023[70] - Non-current assets in Hong Kong as of 30 September 2023 were HK$15.438 million, down from HK$17.920 million as of 31 March 2023[74] - Non-current assets in the PRC as of 30 September 2023 were HK$712 thousand, a decrease from HK$1.378 million as of 31 March 2023[74] - Trade receivables increased to HK$2,074,000 as of 30 September 2023, up from HK$1,862,000 as of 31 March 2023[108] - Net trade receivables rose to HK$1,601,000 as of 30 September 2023, compared to HK$1,389,000 as of 31 March 2023[108] - Total other receivables and deposits grew to HK$33,804,000 as of 30 September 2023, up from HK$28,556,000 as of 31 March 2023[108] - Trade and other receivables and deposits increased to HK$35,405,000 as of 30 September 2023, compared to HK$29,945,000 as of 31 March 2023[108] - The Group's right-of-use assets decreased to HK$5,007,000 as of 30 September 2023, down from HK$7,932,000 as of 31 March 2023[116] - Lease liabilities reduced to HK$10,292,000 as of 30 September 2023, compared to HK$15,055,000 as of 31 March 2023[122] - The Group recognized finance lease receivables of approximately HK$1,270,000 during the six months ended 30 September 2023[117] - The Group did not enter into new lease agreements during the six months ended 30 September 2023, resulting in no new lease liabilities being recognized[123] - The carrying amount of lease liabilities was HK$10,292,000 as of 30 September 2023, down from HK$15,055,000 as of 31 March 2023[124] - Net investment in the lease decreased from HK$10,654,000 as of March 31, 2023, to HK$7,382,000 as of September 30, 2023, reflecting a reduction in lease receivables[128] - The Group's sublease arrangements for office space have an average effective interest rate of 9.21% per annum, unchanged from March 31, 2023[131] - Trade payables increased from HK$3,831,000 as of March 31, 2023, to HK$5,203,000 as of September 30, 2023, indicating higher outstanding payments[138] - The Group's loan from a non-controlling shareholder decreased from HK$80,838,000 as of March 31, 2023, to HK$77,100,000 as of September 30, 2023, with a fixed interest rate of 2% per annum[142] - Other borrowings as of 30 September 2023 amounted to HK$39,992,000, with a fixed interest rate of 12.0% per annum, repayable within one year[154][156][157] - The company's issued and fully paid ordinary shares as of 30 September 2023 totaled 623,127,227 shares, with a share capital of HK$6,231,000[161] - Interest expenses on the loan from SRA Holdings amounted to HK$6,625,000 for the six months ended 30 September 2023[164] - The Group's secured loans amounted to HK$74,758,000 as of 30 September 2023, a decrease from HK$90,207,000 as of 31 March 2023[97] - Unsecured loans as of 30 September 2023 totaled HK$189,215,000, up from HK$180,465,000 as of 31 March 2023[97] - The Group held collaterals valued at approximately HK$238,926,000 as of 30 September 2023, down from HK$291,216,000 as of 31 March 2023[102] - Loans secured by real estate in the PRC amounted to HK$72,319,000 as of 30 September 2023, a decrease from HK$86,458,000 as of 31 March 2023[101] - Loans secured by motor vehicles totaled HK$2,438,000 as of 30 September 2023, down from HK$3,749,000 as of 31 March 2023[101] - Loans guaranteed by guarantors (including related parties) amounted to HK$68,458,000 as of 30 September 2023, compared to HK$76,760,000 as of 31 March 2023[101] - Net loans and interest receivables within 90 days as of 30 September 2023 were HK$101,700,000, up from HK$44,007,000 as of 31 March 2023[106] - Net loans and interest receivables over 365 days as of 30 September 2023 were HK$126,812,000, down from HK$137,524,000 as of 31 March 2023[106] Cash Flow - The Group's net cash used in operating activities was HK$27.4 million for the six months ended 30 September 2023, compared to HK$7.7 million in the same period of 2022[31] - Net cash from investing activities decreased to HK$4.7 million for the six months ended 30 September 2023, down from HK$6.0 million in the same period of 2022[31] - Net cash used in financing activities increased to HK$7.7 million for the six months ended 30 September 2023, compared to HK$6.9 million in the same period of 2022[31] - The Group's cash and cash equivalents decreased by HK$30.5 million to HK$37.9 million as of 30 September 2023, compared to HK$45.4 million as of 30 September 2022[31] Shareholder and Share Option Information - Royal Spectrum Holding Company Limited directly holds approximately 31.44% of the Company's issued share capital as of 30 September 2023[33] - Mr. Ting Pang Wan Raymond holds approximately 41.55% of the Company's issued share capital as of 30 September 2023 and controls Royal Spectrum[33] - The company granted 18,100,000 share options on 17 December 2015, with an exercise price of HK$8.00 per share[170][173] - After a share subdivision on 8 November 2016, the number of shares to be issued increased to 181,000,000 with an adjusted exercise price of HK$0.80 per share[173] - On 3 April 2018, the company granted 219,000,000 share options with an exercise price of HK$1.89 per share[176] - On 17 August 2018, the company refreshed the scheme mandate limit, allowing the issuance of up to 428,330,871 shares, representing 10.0% of the then issued shares[177] - On 13 December 2018, the company granted 48,000,000 share options with an exercise price of HK$1.12 per share[178] - On 6 December 2019, the company granted 355,400,000 share options with an exercise price of HK$0.207 per share[179] - On 31 July 2020, the company refreshed the scheme mandate limit again, allowing the issuance of up to 519,272,689 shares, representing 10.0% of the then issued shares[182] - The company adjusted the exercise price and number of shares for outstanding share options following the share consolidation effective on 20 January 2022, with details provided in the announcement dated 18 January 2022[184][185][186] - On 9 August 2022, shareholders approved a refresh of the share option scheme mandate, allowing the issuance of up to 62,312,722 shares, representing 10.0% of the total issued shares at that time[187] - On 23 August 2022, the company granted 85,922,330 option shares to SRA Holdings at an exercise price of HK$1.03 per share, which expired on 30 September 2023 without any options being exercised[188][189] - As of 30 September 2023, 50,370,000 share options remained outstanding under the Share Option Scheme, representing 8.1% of the total issued shares, unchanged from 31 March 2023[189] - The 85,922,330 option shares granted under the Specific Mandate expired on 30 September 2023, reducing the outstanding options from 13.8% to 0% of the total issued shares[189] - No share-based payment expenses were recognized for the six months ended 30 September 2023 and 2022 related to the share options granted by the company[192] - Shareholders held 2,100,000 outstanding share options as of 30 September 2023, with an exercise price of HK$8.00 per share[194] - Consultants held 16,000,000 outstanding share options as of 30 September 2023, with an exercise price of HK$8.00 per share[194] - Directors held 560,000 outstanding share options as of 30 September 2023, with an exercise price of HK$18.90 per share[194] - Employees held 570,000 outstanding share options as of 30 September 2023, with an exercise price of HK$18.90 per share[194] - Directors were granted 750,000 share options on 6 December 2019, with an exercise price of HK$2.07 per share, and all options remain outstanding as of 30 September 2023[197] - Consultants were granted 2,595,000 share options on 6 December 2019, with an exercise price of HK$2.07 per share, and all options remain outstanding as of 30 September 2023[197] - Employees were granted 625,000 share options on 6 December 2019, with an exercise price of HK$2.07 per share, and 600,000 options remain outstanding as of 30 September 2023[197] - The ultimate holding company of a non-controlling shareholder was granted 85,922,330 share options on 23 August 2022, with an exercise price of HK$1.03 per share, and all options remain outstanding as of 30 September 2023[197] Business Segments and Operations - The Group's major operating subsidiaries are engaged in alcoholic beverage sales, loan financing services, and financial services[34] - The Group's reportable segments include sales of alcoholic beverages, loan financing services, and financial services[58] - Revenue from alcoholic beverage sales decreased to HK$12.62 million for the six months ended 30 September 2023, compared to HK$21.65 million in the same period in 2022[51] - Loan referral services income decreased to HK$5.29 million for the six months ended 30 September 2023, compared to HK$6.55 million in the same period in 2022[51] - Interest income from micro loans decreased to HK$13.52 million for the six months ended 30 September 2023, compared to HK$18.49 million in the same period in 2022[51] - Total revenue decreased to HK$34.68 million for the six months ended 30 September 2023, compared to HK$51.02 million in the same period in 2022[51] - Revenue recognized at a point in time decreased to HK$17.91 million for the six months ended 30 September 2023, compared to HK$28.21 million in the same period in 2022[54] Regulatory and Compliance - The statutory reserve transfer requirement in the PRC mandates at least 10.0% of statutory annual profits after tax to be transferred until the reserve reaches 50.0% of registered capital[27] - The application of new and amended Hong Kong Financial Reporting Standards had no material impact on the Group's financial performance and positions[44][46] Miscellaneous - Approximately HK$76.2 million was capitalized as the share capital of Bartha International Limited, with HK$33.4 million and HK$42.9 million recognized in merger reserves and non-controlling interests respectively[29] - The companies listed on GEM are generally small and mid-sized, which may result in higher market volatility and lower liquidity compared to the Main Board[3] - No dividend was paid, declared, or proposed for the six months ended 30 September 2023[89] - For the six months ended 30 September 2023, the Company acquired plant and equipment worth approximately HK$91,000, compared to HK$
麦迪森控股(08057) - 2024 - 中期财报