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3422463_5.pdf
|
3422463_6.pdf
|
en
|
[
"Established in August 2010, Beijing Jingneng Clean Energy Co., Limited, a subsidiary of Beijing Energy Holding Co., Ltd (“BEH”), was listed on the Main Board of the Hong Kong Stock Exchange on 22 December 2011. The Group operates its business in a number of provinces and autonomous regions, such as Beijing, Inner Mongolia, Ningxia, Sichuan, Hunan and Guangdong, and involves in gas-fired power and heat energy generation, wind power, photovoltaic power, small-to-medium-sized hydropower and other clean energy generation businesses, which help the Group claim the title of internationally well-known clean energy enterprise, industry-leading clean energy brand, the largest gas-fired heat and power supplier in Beijing and the leading wind power operator in China.",
"As of 31 December 2017, the total consolidated installed capacity of the Group reached 8,031 MW. Currently, the Group operates six gas-fired cogeneration plants with a consolidated installed capacity of 4,436 MW in Beijing, accounting for over 50% of gas-fired power generation in Beijing and 70% of the heat supply. As a result, it is the leading gas-fired heat and power supplier in Beijing. The consolidated installed capacity of wind power generation reached 2,348 MW with the majority located in Inner Mongolia region, Shaan-Gan-Ning region and Beijing-Tianjin-Hebei region in China where wind resources are abundant. The Group’s photovoltaic power generation installed capacity is 798 MW, which is distributed in northwest China, north China and south China regions with relatively abundant solar resource. The Group also operates other clean energy business like small-to-medium-sized hydropower which has an attributable installed capacity of 449 MW mainly distributed in southwest China with abundant water resources. Furthermore, the Group continually explores overseas projects and actively develops wind power and photovoltaic projects in Australia.",
"The Group adheres to the development philosophy of “innovation, coordination, green, openness and sharing”, while upholds the operating approach of “building a solid foundation, refining management and control, optimizing business plans and boosting efficiency through innovation”. In pursuit of economic benefits, it generates profits through existing operation capacity, achieves growth from increment and seeks progress while maintaining stability. It also endeavors to adapt to the new normal in economic development, thus continuously improving its competitiveness and capability for sustainable development."
] |
[
"Dear Shareholders,",
"The year 2017 marked the implementation of the “Thirteenth Five-Year” Plan. While the national economy maintained steady growth and exceeded the expectation, the energy structure underwent significant optimization. In the face of the complex and volatile external environment and the drastically changing domestic market, the Group overcame challenges through ongoing exploration and seized opportunities in adversity. In pursuit of economic benefits, it strived to produce profits from stock, achieve growth from increment and maintain good development momentum. As of the end of 2017, the Group had a total consolidated installed capacity of 8,031 MW and recorded stable growth in installed capacity of the wind power and photovoltaic segments. The utilization hours of wind power and photovoltaic power reached 2,044 hours and 1,558 hours respectively, staying ahead of the nation’s average.",
"Low-carbon energy development, climate and environmental change initiatives, as well as green and sustainable development, have become the common goal of the global community. The PRC is poised for the restructuring, optimization and transformation of the energy structure and has achieved initial progress. Under the “Thirteenth Five-Year” Plan, China has set the target to increase the proportion of non-fossil fuel consumption to 15% by 2020. This provides unprecedented opportunities and challenges to clean energy development.",
"As stated in the report to the “19th CPC National Congress”, “the PRC economy has been transitioning from a phase of rapid growth to a stage of high-quality development”. High-quality development refers to meeting the ever-growing needs of people for a better life. It represents the new development philosophy, where innovation is the primary driving force, coordination is a feature of organic growth, green development is the mainstream, opening up is the essential way and sharing is the fundamental purpose. Adhering to the development strategy of “innovation, coordination, green, opening up and sharing”, the Board aims to eliminate bottlenecks in development and resolve deep-rooted conflicts. It will expand financing channels, enhance risk management and support the advancement of state-owned enterprises reform for in-depth integration, innovation and development, thereby preparing for the new round of challenges.",
"The “Thirteenth Five-Year” Energy Plan will be taken to the next level in 2018. The Group will grasp the opportunity as “clean and low-carbon energy development becomes the main theme in the adjustment of energy structure” in the “Thirteenth Five-Year” Energy Plan. To this end, it will optimize the energy portfolio, coordinate the domestic and foreign markets, implement the semi-organic growth strategy, and follow the keynote of achieving progress while maintaining stability. It will also focus on the principal activities and build economies of scale to improve the profitability of assets. Moreover, it will call for joint efforts in integrated development, proceed with reform and innovation, and take the people-oriented approach to work towards the win-win for enterprise and people, so as to bring more attractive investment returns to shareholders!"
] |
[] |
11790360_302.pdf
|
11790360_303.pdf
|
en
|
[
"# (ii) Voluntary Winding-Up:",
"(aa) Members’ Voluntary Winding-up – A members’ voluntary winding-up is only possible if a company is solvent. A Statutory Declaration of Solvency to the effect that a company is able to meet its debts within 12 months from the date of the commencement of its winding-up is sworn by a majority of the company’s directors and filed with the Registrar.",
"A general meeting of members is then convened which resolves that the company be wound-up voluntarily and that a liquidator (responsible for collecting in the assets of the company, determining its liabilities and distributing its assets amongst its creditors and the surplus to the members) be appointed.",
"Once the affairs of the company are fully wound-up the liquidator prepares a full account of the liquidation which he then presents to the company’s members at a special general meeting called for that purpose. This special general meeting must be advertised in an appointed newspaper in Bermuda at least one month before it is held. Within one week after this special general meeting is held, the liquidator shall notify the Registrar that the company has been dissolved.",
"# (bb) Creditors’ Voluntary Winding-up – A creditors’ voluntary winding-up may occur where a company is insolvent and a Declaration of Solvency cannot be sworn.",
"A board meeting is convened which resolves to recommend to the members of the company that the company be placed into a creditors’ voluntary winding-up. This recommendation is then considered and, if thought fit, approved at a special general meeting of the company’s members and, subsequently, at a meeting of the company’s creditors.",
"Notice of the creditors’ meeting must appear in an appointed newspaper on at least two occasions and the Directors must provide this meeting with a list of the company’s creditors and a full report of the position of the company’s affairs.",
"At their respective meetings, the creditors and members are entitled to nominate a person or persons to serve as liquidator(s) and whose responsibilities include collecting in the assets of the company, ascertaining its liabilities and distributing its assets ratably amongst its creditors in accordance with their proofs of debt. In addition to the liquidator, the creditors are entitled to appoint a Committee of Inspection which, under Bermuda law, is a representative body of creditors who assist the liquidator during the liquidation.",
"As soon as the affairs of the company are fully wound-up, the liquidator prepares his final account explaining the liquidation of the company and the distribution of its assets which he then presents to the company’s members in a special general meeting and to the company’s creditors in a meeting. Within one week after the last of these meetings, the liquidator sends a copy of the account to the Registrar who proceeds to register it in the appropriate public records and the company is deemed dissolved three months after the registration of this account."
] |
[
"# (iii) Compulsory Winding-Up:",
"The courts of Bermuda may wind-up a Bermuda company on a petition presented by persons specified in the Companies Act and which include the company itself and any creditor or creditors of the company (including contingent or prospective creditors) and any member or members of the company.",
"Any such petition must state the grounds upon which the Bermuda court has been asked to wind-up the company and may include either one of the following:",
"(aa) that the company has by resolution resolved that it be wound-up by the Bermuda court;",
"(bb) that the company is unable to pay its debts; and",
"(cc) that the Bermuda court is of the opinion that it isj ust and equitable that the company be wound-up.",
"The winding-up petition seeks a winding-up order and may include a request for the appointment of a provisional liquidator.",
"Prior to the Winding-up Order being granted and the appointment of the provisional liquidator, (who under Bermuda law, may or may not be the Official Receiver – a government appointed officer) an interim provisional liquidator may be appointed to administer the affairs of the company with a view to its winding-up until he is relieved of these duties by the appointment of the provisional liquidator. (Often, the interim provisional liquidator is appointed the provisional liquidator).",
"As soon as the Winding-up Order has been made, the provisional liquidator summons separate meetings of the company’s creditors and members in order to determine whether or not he should serve as the permanent liquidator or be replaced by some other person who will serve as the permanent liquidator and also to determine whether or not a Committee of Inspection should be appointed and, if appointed, the members of that Committee. The provisional liquidator notifies the Court of the decisions made at these meetings and the Court makes the appropriate orders.",
"A permanent liquidator’s powers are prescribed by the Companies Act and include the power to bring or defend actions or other legal proceedings in the name and on behalf of the company and the power to carry on the business so far as may be necessary for the beneficial winding-up of the company. His primary role and duties are the same as a liquidator in a creditors’ voluntary winding-up i.e. to distribute the company’s assets ratably amongst its creditors whose debts have been admitted.",
"As soon as the affairs have been completely wound-up, the liquidator applies to the courts of Bermuda for an order that the company be dissolved and the company is deemed dissolved from the date of this order being made."
] |
[] |
2552152_15.pdf
|
2552152_16.pdf
|
en
|
[
"# 2.9.2 Persons acting in concert",
"Under the Take-over Code, persons acting in concert comprise individuals or companies who, pursuant to an agreement or understanding (whether formal or informal), co-operate, through the acquisition by any of them of shares in a company to obtain or consolidate effective control of the company.",
"Unless the contrary is established, the following persons, amongst others, will be presumed to be acting in concert, namely:-",
"(a) a company with its parent company, subsidiaries, its fellow subsidiaries, any associated companies of the foregoing companies, any company whose associated companies include any of the foregoing companies, and any person who has provided fi nancial assistance (other than a bank in the ordinary course of business) to any of the foregoing companies for the purchase of voting rights;",
"(b) a company with any of its directors, together with their close relatives, related trusts and any companies controlled by any of the directors, their close relatives and related trusts; and",
"(c) an individual, his close relatives, his related trusts, any person who is accustomed to act according to his instructions, companies controlled by any of the foregoing persons and any person who has provided fi nancial assistance (other than a bank in the ordinary course of business) to any of the foregoing persons and/or entities for the purchase of voting rights.",
"For this purpose, ownership or control of at least twenty per cent. (20%) but not more than fi fty per cent. (50%) of the voting rights of a company will be regarded as the test of associated company status.",
"The circumstances under which Shareholders, including Directors and persons acting in concert with them respectively, will incur an obligation to make a take-over offer under Rule 14 of the Take-over Code after a purchase or acquisition of Shares by the Company are set out in Appendix 2 of the Take-over Code.",
"# 2.9.3 Effect of Rule 14 and Appendix 2 of the Take-over Code",
"In general terms, the effect of Rule 14 and Appendix 2 of the Take-over Code is that, unless exempted, Directors and persons acting in concert with them will incur an obligation to make a take-over offer under Rule 14 if, as a result of the Company purchasing or acquiring its own Shares, the voting rights of such Directors and their concert parties would increase to thirty per cent. (30%) or more, or in the event that such Directors and their concert parties hold between thirty per cent. (30%) and fi fty per cent. (50%) of the Company’s voting rights, the voting rights of such Directors and their concert parties would increase by more than one per cent. (1 %) in any period of six (6) months. In calculating the percentages of voting rights of such Directors and their concert parties, treasury shares shall be excluded.",
"Under Appendix 2 of the Take-over Code, a Shareholder who is not acting in concert with the Directors will not be required to make a take-over offer under Rule 14 if, as a result of the Company purchasing or acquiring its own Shares, the voting rights of such Shareholder would increase to thirty per cent. (30%) or more, or, if such Shareholder holds between thirty per cent. (30%) and fi fty per cent. (50%) of the Company’s voting rights, the voting rights of such Shareholder would increase by more than one per cent. (1 %) in any period of six (6) months. Such Shareholder need not abstain from voting in respect of the resolution authorising the Share Purchase Mandate."
] |
[
"Based on the shareholdings of the Directors in the Company as at the Latest Practicable Date, none of the Directors will become obligated to make a mandatory offer by reason only of the purchase or acquisition of ten per cent. (10%) of the Shares by the Company pursuant to the Share Purchase Mandate.",
"The Directors are not aware of any Shareholder or group of Shareholders acting in concert who may become obligated to make a mandatory offer in the event that the Directors exercise the power to purchase or acquire Shares pursuant to the Share Purchase Mandate.",
"Shareholders who are in doubt as to their obligations, if any, to make a mandatory takeover offer under the Take-over Code as a result of any Share Purchases by the Company are advised to consult their professional advisers and/or the Securities Industry Council and/or other relevant authorities at the earliest opportunity.",
"# 2.10 The Catalist Rules",
"While the Catalist Rules do not expressly prohibit the purchase of shares by a listed company during any particular time or times, the listed company would be considered an “insider” in relation to any proposed purchase or acquisition of its issued shares. In this regard, the Company will not purchase any Shares pursuant to the Share Purchase Mandate after a price-sensitive development has occurred or has been the subject of a consideration and/or a decision of the Board until such time as the price-sensitive information has been publicly announced. In particular, the Company will not purchase or acquire any Shares during the following period and at all times in compliance with Rule 1204(19) of the Catalist Rules:-",
"(a) one (1) month immediately preceding the announcement of the Company’s annual results; and",
"(b) two (2) weeks immediately preceding the announcement of the Company’s results for each of the fi rst three (3) quarters of its fi nancial year.",
"The Company does not have any individual shareholding limit or foreign shareholding limit. However, the Company is required under Rule 723 of the Catalist Rules to ensure that at least ten per cent. (10%) of its Shares are in the hands of the public. The “public”, as defi ned under the Catalist Rules, are persons other than the Directors, chief executive offi cer, Substantial Shareholders or Controlling Shareholders of the Company and its subsidiaries, as well as the associates of such persons.",
"As at the Latest Practicable Date, approximately 412,472,330 Shares, representing 65.19% of the total number of issued Shares, are in the hands of the public. Assuming that the Company purchases its Shares through Market Purchases up to the full ten per cent. (10%) limit pursuant to the Share Purchase Mandate, the number of Shares in the hands of the public would be reduced to 36 2,998,541 Shares, representing 62. 24% of the reduced total number of issued Shares of the Company. Accordingly, the Company is of the view that there is a suffi cient number of issued Shares held in the hands of the public which would permit the Company to undertake purchases or acquisitions of its issued Shares up to the full ten per cent. (10%) limit pursuant to the proposed Share Purchase Mandate without affecting the listing status of the Shares on the SGX-ST, and that the number of Shares remaining in the hands of the public will not fall to such a level as to cause market illiquidity.",
"In undertaking any purchases or acquisitions of Shares through Market Purchases, the Directors will use their best efforts to ensure that, notwithstanding such purchases, a suffi cient fl oat in the hands of the public will be maintained so that the purchases or acquisitions of Shares will not adversely affect the listing status of the Shares on the SGX-ST, cause market illiquidity or adversely affect the orderly trading of the Shares."
] |
[] |
7568591_95.pdf
|
7568591_96.pdf
|
en
|
[
"# 15 PROPERTY AND EQUIPMENT",
"<table><tr><td rowspan=\"2\"></td><td>Leasehold \nimprovements</td><td>Furniture \nand fixtures</td><td>Office \nequipment</td><td> Total</td></tr><tr><td>HK$’000</td><td> HK$’000</td><td> HK$’000</td><td> HK$’000</td></tr><tr><td>At 1 January 2020</td><td></td><td></td><td></td><td></td></tr><tr><td>Cost</td><td>12,711</td><td>3,370</td><td>23,602</td><td>39,683</td></tr><tr><td>Accumulated depreciation</td><td>(11,457)</td><td>(2,737)</td><td>(21,186)</td><td>(35,380)</td></tr><tr><td>Net book amount</td><td>1,254</td><td>633</td><td>2,416</td><td>4,303</td></tr><tr><td>Year ended 31 December 2020</td><td></td><td></td><td></td><td></td></tr><tr><td>Opening net book amount</td><td>1,254</td><td>633</td><td>2,416</td><td>4,303</td></tr><tr><td>Additions</td><td>578</td><td>82</td><td>220</td><td>880</td></tr><tr><td>Depreciation charge</td><td>(1,359)</td><td>(241)</td><td>(1,013)</td><td>(2,613)</td></tr><tr><td>Closing net book amount</td><td>473</td><td>474</td><td>1,623</td><td>2,570</td></tr><tr><td>At 31 December 2020</td><td></td><td></td><td></td><td></td></tr><tr><td>Cost</td><td>13,289</td><td>3,452</td><td>23,822</td><td>40,563</td></tr><tr><td>Accumulated depreciation</td><td>(12,816)</td><td>(2,978)</td><td>(22,199)</td><td>(37,993)</td></tr><tr><td>Net book amount</td><td>473</td><td>474</td><td>1,623</td><td>2,570</td></tr><tr><td>At 1 January 2019</td><td></td><td></td><td></td><td></td></tr><tr><td>Cost</td><td>12,669</td><td>3,186</td><td>22,410</td><td>38,265</td></tr><tr><td>Accumulated depreciation</td><td>(9,530)</td><td>(2,494)</td><td>(20,082)</td><td>(32,106)</td></tr><tr><td>Net book amount</td><td>3,139</td><td>692</td><td>2,328</td><td>6,159</td></tr><tr><td>Year ended 31 December 2019</td><td></td><td></td><td></td><td></td></tr><tr><td>Opening net book amount</td><td>3,139</td><td>692</td><td>2,328</td><td>6,159</td></tr><tr><td>Additions</td><td>42</td><td>184</td><td>1,192</td><td>1,418</td></tr><tr><td>Depreciation charge</td><td>(1,927)</td><td>(243)</td><td>(1,104)</td><td>(3,274)</td></tr><tr><td>Closing net book amount</td><td>1,254</td><td>633</td><td>2,416</td><td>4,303</td></tr><tr><td>At 31 December 2019</td><td></td><td></td><td></td><td></td></tr><tr><td>Cost</td><td>12,711</td><td>3,370</td><td>23,602</td><td>39,683</td></tr><tr><td>Accumulated depreciation</td><td>(11,457)</td><td>(2,737)</td><td>(21,186)</td><td>(35,380)</td></tr><tr><td>Net book amount</td><td>1,254</td><td>633</td><td>2,416</td><td>4,303</td></tr></table>"
] |
[
"# 16 LEASES",
"This note provides information for leases where the Group is a leasee.",
"# (i) Amounts recognised in the consolidated balance sheet",
"<table><tr><td rowspan=\"2\"></td><td>2020</td><td>2019</td></tr><tr><td>HK$’000</td><td>HK$’000</td></tr><tr><td>Right-of-use assets</td><td></td><td></td></tr><tr><td>Properties leased for own use</td><td>20,168</td><td>31,462</td></tr><tr><td>Lease liabilities</td><td></td><td></td></tr><tr><td>Current</td><td>18,236</td><td>26,560</td></tr><tr><td>Non-current</td><td>4,456</td><td>10,105</td></tr><tr><td></td><td>22,692</td><td>36,665</td></tr></table>",
"Additions to the right-of-use assets during the year ended 31 December 2020 were HK\\$20,023,000 (2019: HK\\$30,568,000).",
"# (ii) Amounts recognised in the consolidated statement of comprehensive income",
"<table><tr><td rowspan=\"2\"></td><td>2020</td><td>2019</td></tr><tr><td>HK$’000</td><td>HK$’000</td></tr><tr><td>Amortisation of rihgt-of-use assets</td><td></td><td></td></tr><tr><td>Properties leased for own use</td><td>(31,317)</td><td>(34,737)</td></tr><tr><td>Interest expense</td><td>(763)</td><td>(1,364)</td></tr></table>",
"The total cash outflow for leases during the year ended 31 December 2020 was HK\\$34,759,000 (2019: HK\\$35,952,000)."
] |
[] |
11777419_334.pdf
|
11777419_335.pdf
|
en
|
[
"As the Group is required to make payments only in the event of a default by the specified debtor in accordance with the terms of the instrument that is guaranteed, an ECL is estimated based on the expected payments to reimburse the holder for a credit loss that it incurs less any amount that the Group expects to receive from the holder of the guarantee, the specified debtor or any other party. The amount is then discounted using the current risk-free rate adjusted for risks specific to the cash flows.",
"# (l) Inventories",
"Inventories are carried at the lower of cost and net realizable value.",
"Cost is calculated using the first in first out basis and comprises all costs of purchase, costs of conversion and other costs incurred in bringing the inventories to their present location and condition.",
"Net realizable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.",
"When the inventories are sold, the carrying amount of those inventories is recognized as an expense in the period in which the related revenue is recognized. The amount of any write-down of inventories to net realizable value and all losses of inventories are recognized as an expense in the period the write-down or loss occurs. The amount of any reversal of any write-down of inventories is recognized as a reduction in the amount of inventories recognized as an expense in the period in which the reversal occurs.",
"# (m) Trade and other receivables",
"A receivable is recognized when the Group has an unconditional right to receive consideration. A right to receive consideration is unconditional if only the passage of time is required before payment of that consideration is due. If revenue has been recognized before the Group has an unconditional right to receive consideration, the amount is presented as a contract asset.",
"Receivables are stated at amortized cost using the effective interest method less allowance for credit losses (see note 2(k)(i)).",
"# (n) Interest-bearing borrowings",
"Interest-bearing borrowings are recognized initially at fair value less attributable transaction costs. Subsequent to initial recognition, interest-bearing borrowings are stated at amortized cost using the effective interest method. Interest expense is recognized in accordance with the Group’s accounting policy for borrowing costs (see note 2(v)).",
"# (o) Trade and other payables and contract liabilities",
"# (i) Trade and other payables",
"Trade and other payables are initially recognized at fair value and are subsequently stated at amortized cost unless the effect of discounting would be immaterial, in which case they are stated at cost.",
"# (ii) Contract liabilities",
"A contract liability is recognized when the customer pays non-refundable consideration before the Group recognizes the related revenue (see note 2(t)). A contract liability would also be recognized if the Group has an unconditional right to receive non-refundable consideration before the Group recognizes the related revenue. In such cases, a corresponding receivable would also be recognized (see note 2(m))."
] |
[
"# (p) Cash and cash equivalents",
"Cash and cash equivalents comprise cash at bank and on hand, demand deposits with banks and other financial institutions, and short-term, highly liquid investments that are readily convertible into known amounts of cash and which are subject to an insignificant risk of changes in value, having been within three months of maturity at acquisition. Bank overdrafts that are repayable on demand and form an integral part of the Group’s cash management are also included as a component of cash and cash equivalents for the purpose of the consolidated cash flow statements. Cash and cash equivalents are assessed for ECL in accordance with the policy set out in note 2(k)(i).",
"# (q) Employee benefits",
"Salaries, annual bonuses, staff welfare costs and contributions to defined contribution retirement schemes are accrued in the year/period in which the associated services are rendered by employees of the Group. Where payment or settlement is deferred and the effect would be material, these amounts are stated at their present values. The employee benefits are recognized as an expense in profit or loss as incurred, except to the extent that they are included in the cost of inventories not yet recognized as an expense.",
"# (r) Income tax",
"Income tax for the year/period comprises current tax and movements in deferred tax assets and liabilities. Current tax and movements in deferred tax assets and liabilities are recognized in profit or loss except to the extent that they relate to items recognized in other comprehensive income or directly in equity, in which case the relevant amounts of tax are recognized in other comprehensive income or directly in equity, respectively.",
"Current tax is the expected tax payable on the taxable income for the year/period, using tax rates enacted or substantively enacted at the end of the reporting period, and any adjustment to tax payable in respect of previous years.",
"Deferred tax assets and liabilities arise from deductible and taxable temporary differences respectively, being the differences between the carrying amounts of assets and liabilities for financial reporting purposes and their tax bases. Deferred tax assets also arise from unused tax losses and unused tax credits.",
"Apart from certain limited exceptions, all deferred tax liabilities and all deferred tax assets, to the extent that it is probable that future taxable profits will be available against which the asset can be utilized, are recognized. Future taxable profits that may support the recognition of deferred tax assets arising from deductible temporary differences include those that will arise from the reversal of existing taxable temporary differences, provided those differences relate to the same taxation authority and the same taxable entity, and are expected to reverse either in the same period as the expected reversal of the deductible temporary difference or in periods into which a tax loss arising from the deferred tax asset can be carried back or forward. The same criteria are adopted when determining whether existing taxable temporary differences support the recognition of deferred tax assets arising from unused tax losses and credits, that is, those differences are taken into account if they relate to the same taxation authority and the same taxable entity, and are expected to reverse in a period, or periods, in which the tax loss or credit can be utilized.",
"The limited exceptions to recognition of deferred tax assets and liabilities are those temporary differences arising from goodwill not deductible for tax purposes, the initial recognition of assets or liabilities that affect neither accounting nor taxable profit (provided they are not part of a business combination), and temporary differences relating to investments in subsidiaries to the extent that, in the case of taxable differences, the Group controls the timing of the reversal and it is probable that the differences will not reverse in the foreseeable future, or in the case of deductible differences, unless it is probable that they will reverse in the future."
] |
[] |
9223076_371.pdf
|
9223076_372.pdf
|
en
|
[
"(B) the adoption, modification or operation of a pension or provident fund or retirement, death or disability benefits scheme which relates both to Directors, their associates and employees of our Company or any of its subsidiaries and does not provide in respect of any Director or any of his associates, as such any privilege or advantage not generally accorded to the class of persons to which such scheme or fund relates; and",
"(v) any contract or arrangement in which our Director or any of his associates is/are interested in the same manner as other holders of shares or debentures or other securities of our Company by virtue only of his/their interest in shares or debentures or other securities of our Company.",
"# (g) Remuneration",
"Our Directors shall be entitled to receive by way of remuneration for their services such sum as shall from time to time be determined by our Directors, or our Company in general meeting, as the case may be, such sum (unless otherwise directed by the resolution by which it is determined) to be divided amongst our Directors in such proportions and in such manner as they may agree, or failing agreement, equally, except that in such event any Director holding office for less than the whole of the relevant period in respect of which the remuneration is paid shall only rank in such division in proportion to the time during such period for which he has held office. Such remuneration shall be in addition to any other remuneration to which a Director who holds any salaried employment or office in our Company may be entitled by reason of such employment or office.",
"Our Directors shall also be entitled to be paid all expenses, including travel expenses, reasonably incurred by them in or in connection with the performance of their duties as Directors including their expenses of travelling to and from board meetings, committee meetings or general meetings or otherwise incurred whilst engaged on the business of our Company or in the discharge of their duties as Directors.",
"Our Directors may grant special remuneration to any Director who shall perform any special or extra services at the request of our Company. Such special remuneration may be made payable to such Director in addition to or in substitution for his ordinary remuneration as a Director, and may be made payable by way of salary, commission or participation in profits or otherwise as may be agreed.",
"The remuneration of an executive Director or a Director appointed to any other office in the management of our Company shall from time to time be fixed by our Directors and may be by way of salary, commission or participation in profits or otherwise or by all or any of those modes and with such other benefits (including share option and/or pension and/or gratuity and/or other benefits on retirement) and allowances as our Directors may from time to time decide. Such remuneration shall be in addition to such remuneration as the recipient may be entitled to receive as a Director."
] |
[
"# (h) Retirement, appointment and removal",
"Our Directors shall have power at any time and from time to time to appoint any person to be a Director, either to fill a casual vacancy or as an addition to the existing Directors. Any Director so appointed shall hold office only until the next general meeting of our Company and shall then be eligible for re-election at that meeting.",
"Our Company may by ordinary resolution remove any Director (including a Managing Director or other executive Director) before the expiration of his period of office notwithstanding anything in the Articles of Association or in any agreement between our Company and such Director (but without prejudice to any claim for compensation or damages payable to him in respect of the termination of his appointment as Director or of any other appointment of office as a result of the termination of this appointment as Director). Our Company may by ordinary resolution appoint another person in his place. Any Director so appointed shall hold office during such time only as our Director in whose place he is appointed would have held the same if he had not been removed. Our Company may also by ordinary resolution elect any person to be a Director, either to fill a casual vacancy or as an addition to the existing Directors. Any Director so appointed shall hold office only until the next following general meeting of our Company and shall then be eligible for re-election but shall not be taken into account in determining our Directors who are to retire by rotation at such meeting. No person shall, unless recommended by our Directors, be eligible for election to the office of Director at any general meeting unless, during the period, which shall be at least seven days, commencing no earlier than the day after the despatch of the notice of the meeting appointed for such election and ending no later than seven days prior to the date of such meeting, there has been given to the Secretary of our Company notice in writing by a member of our Company (not being the person to be proposed) entitled to attend and vote at the meeting for which such notice is given of his intention to propose such person for election and also notice in writing signed by the person to be proposed of his willingness to be elected.",
"There is no shareholding qualification for Directors nor is there any specified age limit for Directors.",
"The office of a Director shall be vacated:",
"(i) if he resigns his office by notice in writing to our Company at its registered office or its principal office in Hong Kong;",
"(ii) if an order is made by any competent court or official on the grounds that he is or may be suffering from mental disorder or is otherwise incapable of managing his affairs and our Directors resolve that his office be vacated;",
"(iii) if, without leave, he is absent from meetings of our Directors (unless an alternate Director appointed by him attends) for 12 consecutive months, and our Directors resolve that his office be vacated;",
"(iv) if he becomes bankrupt or has a receiving order made against him or suspends payment or compounds with his creditors generally;"
] |
[] |
11785448_15.pdf
|
11785448_16.pdf
|
en
|
[
"14",
"EDICO Holdings Limited",
"# FINANCE COSTS",
"The Group did not incur any finance costs for the Year 2019 whereas finance costs on lease liabilities of approximately HK\\$1.1 million were recorded for the Year due to the adoption of Hong Kong Financial Reporting Standard 16.",
"# INCOME TAX CREDIT / EXPENSE",
"There was no income tax expense for the Group for the Year as the Company and its operating subsidiaries either had no assessable profits for the Year or had available tax losses brought forward from prior years.",
"# PROFIT / (LOSS) FOR THE YEAR AND NET PROFIT / (LOSS) MARGIN",
"The Group recorded a loss after tax of approximately HK\\$11.5 million for the Year 2019 and a profit after tax of approximately HK\\$4.1 million for the Year. The change was primarily due to the increase of the Group’s revenue during the Year.",
"The net (loss)/profit margins were 19.2% for the Year 2019 and 5.6% for the Year respectively.",
"# INTEREST COVERAGE RATIO",
"Interest coverage ratio was not applicable to the Group for the Year 2019 and the Year as the Group did not have any borrowings and therefore, had not incurred any interest expenses during the respective years.",
"# RETURN ON TOTAL ASSETS",
"The return on total assets was approximately 13.8% negative for the Year 2019 and approximately 3.8% positive for the Year.",
"# RETURN ON EQUITY",
"The return on equity was approximately 16.8% negative for the Year 2019 and approximately 5.6% positive for the Year.",
"# DIVIDEND",
"The board of directors of the Company (the “Directors” and the “Board”, respectively) has resolved not to recommend the payment of a final dividend in respect of the Year (2019: Nil)."
] |
[
"15",
"EDICO Holdings Limited",
"# KEY PERFORMANCE INDICATORS (“KPIs”) WITH THE STRATEGIES OF THE GROUP",
"The Group sets a number of KPIs to support the delivery of its strategies with its performance for the Year as below:",
"<table><tr><td>Objective</td><td>KPIs</td><td>Strategies</td></tr><tr><td>Maximise value for the shareholders</td><td>1Gross profi()\nt margin= 48.6% (2019: 40.8%)\n2R(eturn on total)\n assets= 3.8% (2019: (13.8%))\nR(3eturn on equi)\nty= 5.6% (2019: (16.8%))</td><td>The Group has implemented effective \ncost control measures, pricing \narrangement and capital expenditure.</td></tr><tr><td>Maintain the Gr’oups liquidity and \nmonitor capital structure</td><td>Cash and cash equivalents\n= approximately HK$69.7 million\n(2019: approximately HK$47.4 million)\nC(4urrent rati)\no= 2.9 times \n(2019: 5.3 times)\nG(5)eari\nng ratio= N/A (2019: N/A)\n6N\net deb()t to equity ratio= Net cash position\n(2019: Net cash position)</td><td>The Group adopts a prudent financial \nmanagement policy to regularly monitor \nits liquidity requirements and compliance \nwith facilities arrangement so as to \nensure that it maintains sufficient \nreserves of cash and adequate \ncommitted lines of funding from major \nfinancial institutions to meet the liquidity \nrequirements of the Group in the short \nand long term.</td></tr></table>",
"Notes:",
"1. Gross profit margin is calculated by dividing the gross profit for the year by revenue and then multiplied by 100%.",
"2. Return on total assets is calculated by dividing the net profit/(loss) for the year by the total assets as at the respective year end and then multiplied by 100%.",
"3. Return on equity is calculated by dividing the net profit/(loss) for the year by the total equity as at the respective year end and then multiplied by 100%.",
"4. Current ratio is calculated by dividing the total current assets by the total current liabilities as at the respective year end.",
"5. Gearing ratio is calculated by dividing the total borrowings by the total equity as at the respective year end and then multiplied by 100%.",
"6. Net debt to equity ratio is calculated by dividing the net debt (all borrowings net of cash and cash equivalents) by the total equity as at the respective year end and then multiplied by 100%."
] |
[] |
9300760_8.pdf
|
9300760_9.pdf
|
en
|
[
"<table><tr><td rowspan=\"2\">Items</td><td rowspan=\"2\">Notes</td><td colspan=\"2\">For the six months ended 30 June</td></tr><tr><td>2021</td><td>2020</td></tr><tr><td>Cash paid to aciquire fixed assets, intanblge assets and \nother long-term assets</td><td></td><td>25227473.40,,</td><td>49,891,307.59</td></tr><tr><td>Cash paid for investments</td><td></td><td>212000000.00,,</td><td>154,000,000.00</td></tr><tr><td>Cash paid relating to other investment activities</td><td></td><td>3207518.74,,</td><td>361,187,463.73</td></tr><tr><td>Subtotal of cash outflows from investment activities</td><td></td><td>240434992.14,,</td><td>565,078,771.32</td></tr><tr><td>Net cash flows generated from investment activities</td><td></td><td>126237775.23,,</td><td>(413,658,888.15)</td></tr><tr><td>III. Cash flow generated from financing activities:</td><td></td><td></td><td></td></tr><tr><td>Cash received from investments</td><td></td><td>330000.00,</td><td>371,700.00</td></tr><tr><td>Including: Cash received by subsidiaries from investment of \nnon-controlling interests</td><td></td><td>330000.00,</td><td>371,700.00</td></tr><tr><td>Cash received from loan granted</td><td></td><td>1024102431.07,,,</td><td>1,274,205,425.00</td></tr><tr><td>Cash received relating to other financing activities</td><td></td><td>–</td><td>26,801,199.53</td></tr><tr><td>Subtotal of cash inflows from financing activities</td><td></td><td>1024432431.07,,,</td><td>1,301,378,324.53</td></tr><tr><td>Cash paid for repayment of borrowings</td><td></td><td>922715545.00,,</td><td>571,212,762.78</td></tr><tr><td>Cash paid for dividends, profits or the payment of interest</td><td></td><td>45612993.92,,</td><td>72,996,667.63</td></tr><tr><td>Including: dividends and profits paid to non-controlling interests \nby subsidiary</td><td></td><td>5746345.00,,</td><td>4,752,225.00</td></tr><tr><td>Cash paid relating to financing activities</td><td></td><td>38932318.64,,</td><td>255,927,309.71</td></tr><tr><td>Subtotal of cash outflows from financing activities</td><td></td><td>1007260857.56,,,</td><td>900,136,740.12</td></tr><tr><td>Net cash flows generated from financing activities</td><td></td><td>17171573.51,,</td><td>401,241,584.41</td></tr><tr><td>IV.Effects of changes in exchange rate on cash and cash \nequivalents</td><td></td><td>(1457731.16,,)</td><td>(1,943,967.50)</td></tr><tr><td>V. Net increase in cash and cash equivalents</td><td></td><td>13491062.03,,</td><td>(168,728,818.18)</td></tr><tr><td>Add: opening balance of cash and cash equivalents</td><td></td><td>1327289120.69,,,</td><td>1,537,567,094.59</td></tr><tr><td>VI.Balance of cash and cash equivalents at the end of this \nperiod</td><td></td><td>1340780182.72,,,</td><td>1,368,838,276.41</td></tr></table>"
] |
[
"# NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL INFORMATION",
"For the six months ended 30 June 2021",
"# I. GENERAL INFORMATION",
"Chongqing Machinery & Electric Co., Ltd. (the “Company”) was established on 27 July 2007 as a joint share company with limited liability by Chongqing Machinery & Electronics Holding (Group) Co., Ltd. (“CQMEHG”), Chongqing Yufu Capital Operation Group Co., Ltd (“Yufu company”,originally called Chongqing Yufu Assets Management Co., Ltd), China Huarong Asset Management Co., Ltd. (“Huarong Company”), and Chongqing Construction Engineering Group Co. Ltd. (“CCEG”). The address of the Company’s registered office is No. 60, Middle Section of Huangshan Avenue, New North Zone, Chongqing City, the PRC. The Company’s headquarter is located in Chongqing, the PRC. The parent company and the ultimate controlling shareholder is Chongqing Machinery & Electronics Holding (Group) Co. Ltd. The Group was established with a registered capital of RMB2,679.74 million (RMB1 per share).",
"On 13 June 2008, the Group publicly issued 1,004.90 million H shares to foreign investors with approval of the Circular “Zhengjian Xuke [2008] No. 285” of the China Securities Regulatory Commission, and the shares were listed on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”). After issuing the shares, the total share capital increased to RMB3,684.64 million.",
"As of 30 June 2021, the registered capital of the Group was RMB3,684,640,154 yuan. The Group and its Subsidiaries (hereinafter collectively referred to as “the Group”) are mainly engaged in the manufacturing, sales and services of clean energy equipment and high-end intelligent equipment.",
"The consolidated financial statements have been approved for issue by the Board of Directors of the Group on 26 August 2021.",
"# II. BASIS FOR THE PREPARATION OF FINANCIAL STATEMENTS",
"# (1) Basis of preparation",
"The financial statements are prepared in accordance with the Accounting Standard for Business Enterprises – Basic Standard, and the specific accounting standards and other relevant regulations issued by the Ministry of Finance on 15 February 2006 and in subsequent periods (hereafter collectively referred to as “the Accounting Standards for Business Enterprises” or “CAS”) and the disclosure requirements in the Preparation Convention of Information Disclosure by Companies Offering Securities to the Public No.15-General Rules on Financial Reporting issued by the China Securities Regulatory Commission, Hong Kong’s “Companies Ordinance” and based on the accounting policies and accounting estimates set out in “III. SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES” in this note."
] |
[] |
7625159_5.pdf
|
7625159_6.pdf
|
en
|
[
"# 1. Changes in Accounting Policies and Disclosures (continued)",
"# Amendments to HKFRS 9, HKAS 39 and HKFRS 7 Interest Rate Benchmark Reform Amendments to HKFRS 9, HKAS 39 and HKFRS 7 address the effects of interbank offered rate reform on issues affecting financial reporting in the period before the replacement of an existing interest rate benchmark with an alternative risk-free rate (\"RFR\"). The amendments provide temporary reliefs which enable hedge accounting to continue during the period of uncertainty before the replacement of an existing interest rate benchmark introduction of the alternative RFR. In addition, the amendments require companies to provide additional information to investors about their hedging relationships which are directly affected by these uncertainties. The amendments did not have any impact on the financial position and performance of the Group as the Group does not have any interest rate hedge relationships.",
"# Amendments to HKAS 1 and HKAS 8 Definition of Material",
"Amendments to HKAS 1 and HKAS 8 provide a new definition of material. The new definition states that information is material if omitting, misstating or obscuring it could reasonably be expected to influence decisions that the primary users of general purpose financial statements make on the basis of those financial statements. The amendments clarify that materiality will depend on the nature or magnitude of information, or both. The amendments did not have any significant impact on the financial position and performance of the Group.",
"# Amendment to HKFRS 16 COVID-19-Related Rent Concessions",
"Amendment to HKFRS 16 provides a practical expedient for lessees to elect not to apply lease modification accounting for rent concessions arising as a direct consequence of the COVID-19 pandemic. The practical expedient applies only to rent concessions occurring as a direct consequence of the pandemic and only if (i) the change in lease payments results in revised consideration for the lease that is substantially the same as, or less than, the consideration for the lease immediately preceding the change; (ii) any reduction in lease payments affects only payments originally due on or before 30th June, 2021; and (iii) there is no substantive change to other terms and conditions of the lease. The amendment is effective for annual periods beginning on or after 1st June, 2020 with earlier application permitted and shall be applied retrospectively. The amendments did not have any impact on the financial position and performance of the Group as the Group does not have any rent concessions."
] |
[
"# 2. Operating Segment Information",
"# (a) Operating segments",
"The following tables present revenue, profit and certain asset and liability information for the Group's operating segments.",
"<table><tr><td rowspan=\"3\"></td><td>Insurance</td><td>Corporate</td><td>Eliminations</td><td>Consolidated</td></tr><tr><td>2020</td><td>2020</td><td>2020</td><td>2020</td></tr><tr><td>HK$'000</td><td>HK$'000</td><td>HK$'000</td><td>HK$'000</td></tr><tr><td>Segment revenue:</td><td></td><td></td><td></td><td></td></tr><tr><td>External customers</td><td>1,747,918</td><td>-</td><td>-</td><td>1,747,918</td></tr><tr><td>Other revenue, income and\ngains, net</td><td>109,687</td><td>160,833</td><td>-</td><td>270,520</td></tr><tr><td>Intersegment</td><td>5,911</td><td>-</td><td>(5,911)</td><td>-</td></tr><tr><td>Total</td><td>1,863,516</td><td>160,833</td><td>(5,911)</td><td>2,018,438</td></tr><tr><td>Segment results</td><td>184,914</td><td>106,029</td><td>-</td><td>290,943</td></tr><tr><td>Share of profits or losses of:</td><td></td><td></td><td></td><td></td></tr><tr><td>Joint ventures</td><td>(6,313)</td><td>33,196</td><td>-</td><td>26,883</td></tr><tr><td>Associates</td><td>16,891</td><td>37,704</td><td>-</td><td>54,595</td></tr><tr><td>Profit before tax</td><td></td><td></td><td></td><td>372,421</td></tr><tr><td>Income tax expense</td><td>(6,037)</td><td>(21,437)</td><td>-</td><td>(27,474 )</td></tr><tr><td>Profit for the year</td><td></td><td></td><td></td><td>344,9 47</td></tr></table>",
"<table><tr><td rowspan=\"2\"></td><td>Insurance \n2019</td><td>Corporate \n2019</td><td>Eliminations \n2019</td><td>Consolidated\n2019</td></tr><tr><td>HK$'000</td><td>HK$'000</td><td>HK$'000</td><td>HK$'000</td></tr><tr><td>Segment revenue:</td><td></td><td></td><td></td><td></td></tr><tr><td>External customers</td><td>1,702,009</td><td>-</td><td>-</td><td>1,702,009</td></tr><tr><td>Other revenue, income and\ngains, net</td><td>131,360</td><td>147,016</td><td>-</td><td>278,376</td></tr><tr><td>Intersegment</td><td>5,339</td><td>-</td><td>(5,339)</td><td>-</td></tr><tr><td>Total</td><td>1,838,708</td><td>147,016</td><td>(5,339)</td><td>1,980,385</td></tr><tr><td>Segment results</td><td>203,613</td><td>83,601</td><td>-</td><td>287,214</td></tr><tr><td>Share of profits or losses of:</td><td></td><td></td><td></td><td></td></tr><tr><td>Joint ventures</td><td>12,105</td><td>34,696</td><td>-</td><td>46,801</td></tr><tr><td>Associates</td><td>(7,184)</td><td>107,428</td><td>-</td><td>100,244</td></tr><tr><td>Profit before tax</td><td></td><td></td><td></td><td>434,259</td></tr><tr><td>Income tax expense</td><td>(25,796)</td><td>(895)</td><td>-</td><td>(26,691 )</td></tr><tr><td>Profit for the year</td><td></td><td></td><td></td><td>407,568</td></tr></table>"
] |
[] |
9279117_165.pdf
|
9279117_166.pdf
|
en
|
[
"# 16. INVESTMENT IN AN ASSOCIATE (Continued)",
"Details of the Group’s associate at the end of the reporting period are as follows:",
"<table><tr><td>Name of entity</td><td>Country of \nreigstration</td><td>Principal \nlpace of \nbusiness</td><td colspan=\"2\">Proportion of \nownership interest \nheld by the Group</td><td colspan=\"2\">Proportion of \nvoting rihgts \nheld by the Group</td><td>Principal activity</td></tr><tr><td></td><td></td><td></td><td>2020</td><td>2019</td><td>2020</td><td>2019</td><td></td></tr><tr><td>Shanhiiga Duonng \nBiotechnoloCgy o., \nLtd. (“Duonin”g)</td><td>PRC</td><td>PRC</td><td>15.86%</td><td>8.13%</td><td>20%</td><td>20%</td><td>Sales of serum-free media and \ndisposable products, formulation \nproduction and services</td></tr></table>",
"In April 2019, the Group acquired 9.32% of the equity interest in Duoning from independent third parties for a total purchase price of US\\$5,000,000 (equivalent to RMB33,798,000). In December 2019, other investors further invested in Duoning and the Group’s equity interest was diluted to 8.13%. In December 2020, the Group further acquired 7.73% of the equity interest in Duoning from its shareholders for a purchase price of RMB154,526,000. The Group is able to exercise significant influence over Duoning because it has the power to appoint one out of the five directors of Duoning under the Articles of Association of Duoning.",
"# 17. DEFERRED TAXATION",
"For the purpose of presentation in the consolidated statement of financial position, certain deferred tax assets and liabilities have been offset. The following is a summary of the deferred tax balances for financial reporting purposes:",
"<table><tr><td rowspan=\"2\"></td><td>2020</td><td>2019</td></tr><tr><td>RMB’000</td><td>RMB’000</td></tr><tr><td>Deferred tax assets</td><td>80,136</td><td>36,043</td></tr><tr><td>Deferred tax liabilities</td><td>(180,885)</td><td>(24,734)</td></tr><tr><td></td><td>(100,749)</td><td>11,309</td></tr></table>"
] |
[
"# 17. DEFERRED TAXATION (Continued)",
"The following are the major deferred tax assets and liabilities recognized and movements thereon before offsetting during the reporting periods:",
"<table><tr><td rowspan=\"2\"></td><td>Deferred \nincome</td><td>Allowance \non \ninventories \nand credit \nlosses</td><td>Accrued \nexpenses</td><td>Accelerated \ntax \ndepreciation</td><td>Deferred \nrental \nunder \nIFRS 16</td><td>Fair value \nadjustment \narising \nfrom \nacquisition \nof \nsubsidiaries</td><td>Unrealized \nexchange \ngain</td><td>Derivative \nfinancial \ninstruments</td><td>Others</td><td>Total</td></tr><tr><td>RMB’000</td><td>RMB’000</td><td>RMB’000</td><td>RMB’000</td><td>RMB’000</td><td>RMB’000</td><td>RMB’000</td><td>RMB’000</td><td>RMB’000</td><td>RMB’000</td></tr><tr><td>At January 1, 2019</td><td>13,383</td><td>10,780</td><td>6,125</td><td>(10,487)</td><td>2,746</td><td>—</td><td>—</td><td>—</td><td>—</td><td>22,547</td></tr><tr><td>Acquisition of subsidiaries</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>(27,401)</td><td>—</td><td>—</td><td>—</td><td>(27,401)</td></tr><tr><td>Credited to profit or loss</td><td>5,795</td><td>2,512</td><td>1,465</td><td>2,390</td><td>1,307</td><td>2,667</td><td>—</td><td>—</td><td>27</td><td>16,163</td></tr><tr><td>At December 31, 2019</td><td>1917,8</td><td>132,92</td><td>7,590</td><td>(8,097)</td><td>4,053</td><td>(247,34)</td><td>—</td><td>—</td><td>27</td><td>11,309</td></tr><tr><td>Credited (charged) to profit or loss</td><td>1272,3</td><td>2022,8</td><td>6,334</td><td>2,658</td><td>221,9</td><td>7,061</td><td>(124,375)</td><td>—</td><td>(68)</td><td>(7322,0)</td></tr><tr><td>Charged to OCI</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>(391)</td><td>(38447,)</td><td>—</td><td>(38,838)</td></tr><tr><td>At December 31, 2020</td><td>31,901</td><td>33,520</td><td>13,924</td><td>(54,39)</td><td>6272,</td><td>(17,673)</td><td>(1247,66)</td><td>(38447,)</td><td>(41)</td><td>(10074,9)</td></tr></table>",
"As at December 31, 2020, the Group had unused tax losses of RMB47,182,000 (2019: RMB88,366,000) available to offset against future profits. No deferred tax asset has been recognized in respect of such losses in both 2020 and 2019 due to the unpredictability of future profit streams.",
"Apart from unused tax losses as mentioned above, at December 31, 2020, the Group had other deductible temporary differences of RMB504,630,000 (2019: RMB218,947,000), available to offset against future profits. As at December 31, 2020 and 2019, all the deductible temporary differences had been recognized in deferred tax assets."
] |
[] |
2135299_14.pdf
|
2135299_15.pdf
|
en
|
[
"# 2 Summary of significant accounting policies (Continued)",
"# (b) Investments (Continued)",
"Investments that are listed or traded on an exchange are fair valued based on last traded market prices.",
"Transfers between levels of the fair value hierarchy are deemed to have occurred at the beginning of the reporting period.",
"# (c) Offsetting financial instruments",
"Financial assets and liabilities are offset and the net amount reported in the Statement of Net Assets where the Fund currently has a legally enforceable right to set-off the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Fund or the counterparty.",
"# (d) Income",
"Dividend income on equity securities is recorded on the ex-dividend date. Dividend income on equity securities where no ex-dividend date is quoted is accounted for when the Fund’s right to receive payment is established.",
"Interest income on bank deposit and from bank balances is recognized on a time-proportionate basis using the effective interest method.",
"Other income is accounted for in the Statement of Comprehensive Income on an accrual basis.",
"# (e) Expenses",
"Expenses are accounted for in the Statement of Comprehensive Income on an accrual basis.",
"# (f) Distributions payable to holders of redeemable units",
"Proposed distributions to holders of redeemable units are recognized in the Statement of Comprehensive Income when they are approved by the Supervisory Committee. The distribution on these redeemable units is recognized in the Statement of Comprehensive Income as finance costs.",
"# (g) Cash component",
"Cash component represents the amount included in the issue price or redemption proceeds (as the case may be) of the units issued or redeemed, representing the difference between the net asset value per Creation Unit as calculated by the Manager as of that date and the value of the Index Basket (as defined in the Prospectus of the Fund and based on the nominal closing prices as of that date), including the dividend equivalent amount per Creation Unit.",
"# (h) Cash and cash equivalents",
"Cash and cash equivalents include cash in hand, demand deposits, other short-term highly liquid investments with original maturities of three months or less and bank overdrafts."
] |
[
"# NOTES TO THE FINANCIAL STATEMENTS (Continued)",
"# 2 Summary of significant accounting policies (Continued)",
"# (i) Translation of foreign currencies",
"# Functional and presentation currency",
"Items included in the financial statements are measured using the currency of the primary economic environment in which the Fund operates (the “functional currency”). The performance of the Fund is measured and reported to the holders of redeemable units in Hong Kong dollar. The Manager considers the Hong Kong dollar as the currency that most faithfully represents the economic effects of the underlying transactions, events and conditions. The financial statements are presented in Hong Kong dollar, which is the Fund’s functional and presentation currency.",
"# Transactions and balances",
"Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign currency assets and liabilities are translated into the functional currency using the exchange rate prevailing at the year end date.",
"Foreign exchange gains and losses arising from translation are included in the Statement of Comprehensive Income.",
"Foreign exchange gains and losses relating to cash and cash equivalents are presented in the Statement of Comprehensive Income within “net foreign currency gains/losses on cash and cash equivalents”.",
"Foreign exchange gains and losses relating to the financial assets carried at fair value through profit or loss are presented in the Statement of Comprehensive Income within “net gain/(loss) on investments”.",
"# (j) Redeemable units",
"The Fund issues redeemable units, which are redeemable at the holder’s option and are classified as financial liabilities. Redeemable units can only be redeemed in-kind equal to a proportionate share of the Fund’s net asset value. The redeemable unit is carried at the redemption amount that is payable at the year end date if the holder exercises the right to put the unit back to the Fund. In accordance with the Trust Deed, the minimum redemption units are 1,000,000 units.",
"Redeemable units are issued and redeemed at the holder’s option at prices based on the Fund’s net asset value per unit at the time of issue or redemption. The Fund’s net asset value per unit is calculated by dividing the net assets attributable to the holders of redeemable units with the total number of outstanding redeemable units. In accordance with the provisions of the Trust Deed, investment positions are valued based on the last traded market price for the purpose of determining the net asset value per unit for creations and redemptions.",
"# (k) Segmental reporting",
"Operating segments are reported in a manner consistent with the internal reporting used by the chief operating decision-maker. The Manager, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the chief operating decision-maker that makes strategic decisions."
] |
[] |
11692764_57.pdf
|
11692764_58.pdf
|
en
|
[
"# Issue of new Shares under the Share Option Scheme will have a dilution effect and may affect the Group’s profitability",
"The Company has conditionally adopted the Share Option Scheme. Although no options have been granted thereunder as at the Latest Practicable Date, any exercise of the options granted under the Share Option Scheme in the future and issue of the Shares thereunder would result in a reduction in the percentage ownership of the Shareholders in the Company and may result in a dilution in the earnings per Share and net assets value per Share, as a result of the increase in the number of Shares outstanding after the issue.",
"Under HKFRS, any options granted to the grantees through the Share Option Scheme will be recognised as share based payment and will be charged to the Group’s income statements at fair value at the date of which such options are granted. As such, any grant of options under the Share Option Scheme may increase the expenses of the Group and may thereby affect the Group’s profitability.",
"# You should not rely on any information contained in press articles or other media regarding the Company and the Share Offer",
"Prior to the publication of this prospectus, there may be certain press and media coverage regarding the Company and the Share Offer which may include certain financial information, industry comparisons, profit estimates and other information about the Company that does not appear in this prospectus. The Group has not authorised the disclosure of any such information in the press or media and does not accept any responsibility for any such press or media coverage or the accuracy or completeness of any such information. The Group makes no representation as to the appropriateness, accuracy, completeness or reliability of any such information or publication. Prospective investors should not rely on any such information and should only rely on information included in this prospectus in making any decision as to whether to subscribe for the Shares."
] |
[
"This prospectus contains forward-looking statements, including, but without limitation to, the words and expressions such as “aim”, “expect”, “believe”, “plan”, “intend”, “anticipate”, “may”, “seek”, “will”, “would” and “could” and the negative of these words or other similar expressions or statements, in particular, in the sections headed “Business”, “Financial Information” and “Future Plans and Use of Proceeds” in this prospectus in relation to future events, business or other performance and development, the future development of the Group’s industry and the future development of the general economy of the Group’s key markets and globally.",
"These statements are based on numerous assumptions regarding the Group’s present and future business strategy and the environment in which the Group will operate in the future. These forward-looking statements reflecting the Group’s current views with respect to future events are not a guarantee of future performance and are subject to certain risks, uncertainties and assumptions, including the risk factors described in this prospectus and the following:",
"• the Group’s business and operating strategies and the Group’s ability to implement such strategies;",
"• the Group’s capital expenditure and expansion plans;",
"• the Group’s ability to further develop and manage the Group’s expansion projects as planned;",
"• the Group’s operations and business prospects;",
"• various business opportunities that the Group may pursue;",
"• the Group’s financial position;",
"• the availability and costs of bank loans and other forms of financing;",
"• the Group’s dividend policy;",
"• the regulatory environment of the Group’s industry in general;",
"• the performance and future developments of the consumer electronics industry;",
"• the general outlook of the consumer electronics market in the world;",
"• changes in political, economic, legal and social conditions in the PRC, including the specific policies of the PRC government and the local authorities in the regions where the Group operates;"
] |
[] |
20793852_150.pdf
|
20793852_151.pdf
|
en
|
[
"# 8. SEGMENT INFORMATION (continued)",
"# Revenue from major products",
"# Analysis by type of products",
"8. 分部資料（續）",
"來自主要產品的收益",
"按產品類別劃分的分析",
"<table><tr><td rowspan=\"2\"></td><td>2018 \n2018年</td><td>2017\n2017年</td></tr><tr><td>HK$’000 \n千港元</td><td>HK$’000\n千港元</td></tr><tr><td>LED backlight LED背光</td><td></td><td></td></tr><tr><td>– Small dimension －小尺寸</td><td>302,990</td><td>331,363</td></tr><tr><td>– Medium dimension －中尺寸</td><td>414,713</td><td>295,997</td></tr><tr><td>– Large dimension －大尺寸</td><td>129,853</td><td>128,715</td></tr><tr><td>Sub-total 小計</td><td>847,556</td><td>756,075</td></tr><tr><td>LED lighting LED照明</td><td></td><td></td></tr><tr><td>– Indoor lighting －室內照明</td><td>56,535</td><td>19,395</td></tr><tr><td>– Outdoor lighting －室外照明</td><td>25,460</td><td>35,136</td></tr><tr><td>Sub-total 小計</td><td>81,995</td><td>54,531</td></tr><tr><td>Sourcing business 採購業務</td><td>1,320,235</td><td>867,360</td></tr><tr><td>Total 合計</td><td>2,249,786</td><td>1,677,966</td></tr></table>"
] |
[
"# 8. SEGMENT INFORMATION (continued)",
"# Revenue from major products (continued)",
"# Analysis by application of products",
"8. 分部資料（續）",
"來自主要產品的收益（續）",
"按產品應用劃分的分析",
"<table><tr><td rowspan=\"2\"></td><td>2018 \n2018年</td><td>2017\n2017年</td></tr><tr><td>HK$’000 \n千港元</td><td>HK$’000\n千港元</td></tr><tr><td>LED backlight LED背光</td><td></td><td></td></tr><tr><td>– Automobile displays －車載顯示</td><td>489,285</td><td>357,110</td></tr><tr><td>– Equipment displays －儀器顯示</td><td>229,117</td><td>270,145</td></tr><tr><td>– Televisions －電視機</td><td>129,154</td><td>128,820</td></tr><tr><td>Sub-total 小計</td><td>847,556</td><td>756,075</td></tr><tr><td>LED lighting LED照明</td><td></td><td></td></tr><tr><td>– Public lighting －公用照明</td><td>25,755</td><td>34,839</td></tr><tr><td>– Commercial lighting －商用照明</td><td>56,240</td><td>19,692</td></tr><tr><td>Sub-total 小計</td><td>81,995</td><td>54,531</td></tr><tr><td>Sourcing business 採購業務</td><td>1,320,235</td><td>867,360</td></tr><tr><td>Total 合計</td><td>2,249,786</td><td>1,677,966</td></tr></table>"
] |
[] |
20793848_40.pdf
|
20793848_41.pdf
|
en
|
[
"# 5. OUR ENVIRONMENT (Continued)",
"# 5.1 Emissions (Continued)",
"Waste generated by the Offices:",
"<table><tr><td>Indicators</td><td>2021</td><td>2020</td></tr><tr><td>T1otal hazardous waste (kg)</td><td>461</td><td>371</td></tr><tr><td>H2azardous waste discarded per employee (kg)</td><td>1.45</td><td>0.77</td></tr><tr><td>T3otal non-hazardous waste (kg)</td><td>14,839</td><td>16,491</td></tr><tr><td>Non-hazardous waste di2scarded per employee (kg)</td><td>46.52</td><td>34.36</td></tr></table>",
"Notes：",
"1. Data is calculated based on the actual weight of hazardous waste.",
"2. The intensity is calculated based on the total number of employees of the Office, not the Group.",
"3. Data is calculated based on the actual weight of non-hazardous waste and the “Research on Solutions to Domestic Solid Waste in Cities of China” issued by the Beijing Environmental Sanitation Administration.",
"# 5.2 Energy and Resources",
"Energy and resources such as water are precious resources to everyone and are crucial for maintaining the Group’s business operation. Thereby, we set energy and water conservation as one of our major environmental commitments and implement proper and effective management on the use of energy and resources. During the Reporting Period, energy was consumed in the form of electricity usage, stationary combustion and heating in the offices, as well as fuel consumption for our vehicles. Since the Group’s principal business is property development, no packaging materials were consumed during the Reporting Period.",
"Similarly, the Group has set targets for increasing both energy and water consumption efficiency. The Group endeavours to conserve water and electricity to cater for the environmental protection trend of the industry. In order to achieve the targets, the Group decreases the water consumption from the production and office operation through enhancing rainwater utilisation rate. In addition, the Group continues to implement energy resources management measures in offices for achieving the long-term target of 15% reduction of the previous five-year plan. During the Year, the energy consumption of the Group in offices has been reduced by 27% of that during the previous reporting period."
] |
[
"# 5. OUR ENVIRONMENT (Continued)",
"# 5.2 Energy and Resources (Continued)",
"Energy and water consumption of the offices:",
"<table><tr><td>Indicators</td><td>2021</td><td>2020</td></tr><tr><td>T1otal energy consumption (MWh)</td><td>1,529</td><td>2,101</td></tr><tr><td>Total2 energy consumption per employee (MWh)</td><td>4.79</td><td>4.38</td></tr><tr><td>T33otal water consumption (m)</td><td>18,656</td><td>9,427</td></tr><tr><td>Total23 water consumption per employee (m)</td><td>58.48</td><td>19.64</td></tr></table>",
"Notes:",
"1. Data is calculated based on the “Land Transport Enterprises – Guidelines on Greenhouse Gas Emission Accounting and Reporting (Trial)” issued by the National Development and Reform Commission of the PRC and “Appendix 2: Reporting Guidance on Environmental KPIs” published by the Hong Kong Stock Exchange.",
"2. The intensity is calculated based on the total number of employees of the Office, not the Group.",
"3. Data is calculated based on the record of actual water consumption of the Group. Water consumption has increased and returned to the original level in response to the alleviation of COVID-19 pandemic in the Year.",
"# Energy Consumption by Type:"
] |
[] |
20791687_100.pdf
|
20791687_101.pdf
|
en
|
[
"# Consolidated Statement of Changes in Equity",
"for the year ended 31 December 2020",
"(Expressed in Renminbi)",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"7\">Attributable to equity shareholders of the Company</td><td rowspan=\"2\">Non-\ncontrolling \ninterests</td><td rowspan=\"2\">Total \nequity</td></tr><tr><td>Share \ncapital</td><td>Capital \nreserve</td><td>Statutory \nreserve</td><td>Translation \nreserve</td><td>Other \nreserves</td><td>Retained \nprofits</td><td>Total</td></tr><tr><td>RMB’000 \n(note 23(c))</td><td>RMB’000 \n(note 23(d)(i))</td><td>RMB’000 \n(note 23(d)(ii))</td><td>RMB’000 \n(note 23(d)(iii))</td><td>RMB’000 \n(note 23(d)(iv))</td><td>RMB’000</td><td>RMB’000</td><td>RMB’000</td><td>RMB’000</td></tr><tr><td>Balance at 1 January 2019</td><td>510,981</td><td>28,163</td><td>126,886</td><td>(1,187)</td><td>2,308</td><td>929,210</td><td>1,596,361</td><td>(7,007)</td><td>1,589,354</td></tr><tr><td>Changes in equity for 2019:</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Profit for the year</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>26,403</td><td>26,403</td><td>959</td><td>27,362</td></tr><tr><td>Other comprehensive loss</td><td>—</td><td>—</td><td>—</td><td>(10)</td><td>—</td><td>—</td><td>(10)</td><td>—</td><td>(10)</td></tr><tr><td>Total comprehensive income</td><td>—</td><td>—</td><td>—</td><td>(10)</td><td>—</td><td>26,403</td><td>26,393</td><td>959</td><td>27,352</td></tr><tr><td>Equity-settled share-based \ntransactions (note 21)</td><td>—</td><td>1,772</td><td>—</td><td>—</td><td>—</td><td>—</td><td>1,772</td><td>—</td><td>1,772</td></tr><tr><td>Purchase of own shares</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>(8,913)</td><td>(8,913)</td><td>—</td><td>(8,913)</td></tr><tr><td>Dividends paid to equity shareholders \nof the Company</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>(34,170)</td><td>(34,170)</td><td>—</td><td>(34,170)</td></tr><tr><td>Balance at 31 December 2019</td><td>510,981</td><td>29,935</td><td>126,886</td><td>(1,197)</td><td>2,308</td><td>912,530</td><td>1,581,443</td><td>(6,048)</td><td>1,575,395</td></tr><tr><td>Balance at 1 January 2020</td><td>510,981</td><td>29,935</td><td>126,886</td><td>(1,197)</td><td>2,308</td><td>912,530</td><td>1,581,443</td><td>(6,048)</td><td>1,575,395</td></tr><tr><td>Changes in equity for 2020:</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Profit for the year</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>87,213</td><td>87,213</td><td>95</td><td>87,308</td></tr><tr><td>Other comprehensive loss</td><td>—</td><td>—</td><td>—</td><td>(12,352)</td><td>—</td><td>—</td><td>(12,352)</td><td>—</td><td>(12,352)</td></tr><tr><td>Total comprehensive income</td><td>—</td><td>—</td><td>—</td><td>(12,352)</td><td>—</td><td>87,213</td><td>74,861</td><td>95</td><td>74,956</td></tr><tr><td>Equity-settled share-based \ntransactions (note 21)</td><td>—</td><td>872</td><td>—</td><td>—</td><td>—</td><td>—</td><td>872</td><td>—</td><td>872</td></tr><tr><td>Purchase of own shares</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>(18,125)</td><td>(18,125)</td><td>—</td><td>(18,125)</td></tr><tr><td>Dividends declared by subsidiaries to \nthe non-controlling equity owner</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>(615)</td><td>(615)</td></tr><tr><td>Dividends paid to equity shareholders \nof the Company (note 23(b)(ii))</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>(10,702)</td><td>(10,702)</td><td>—</td><td>(10,702)</td></tr><tr><td>Balance at 31 December 2020</td><td>510,981</td><td>30,807</td><td>126,886</td><td>(13,549)</td><td>2,308</td><td>970,916</td><td>1,628,349</td><td>(6,568)</td><td>1,621,781</td></tr></table>",
"The notes on pages 101 to 167 form part of these financial statements."
] |
[
"# Consolidated Cash Flow Statement",
"for the year ended 31 December 2020",
"(Expressed in Renminbi)",
"<table><tr><td rowspan=\"2\"></td><td rowspan=\"2\">Note</td><td>2020</td><td>2019</td></tr><tr><td>RMB’000</td><td>RMB’000</td></tr><tr><td>Operating activities</td><td></td><td></td><td></td></tr><tr><td>Cash generated from operations</td><td>17(b)</td><td>320,615</td><td>46,918</td></tr><tr><td>Income tax paid</td><td>22(a)</td><td>(30,486)</td><td>(27,039)</td></tr><tr><td>Net cash generated from operating activities</td><td></td><td>290,129</td><td>19,879</td></tr><tr><td>Investing activities</td><td></td><td></td><td></td></tr><tr><td>Payment for purchase of property, plant and equipment</td><td>11</td><td>(393)</td><td>(1,392)</td></tr><tr><td>Payment for purchase of intangible assets</td><td></td><td>(607)</td><td>(251)</td></tr><tr><td>Payment for purchase of investment property</td><td></td><td>—</td><td>(19,214)</td></tr><tr><td>Payment for purchase of other financial assets</td><td></td><td>(82,000)</td><td>(79,684)</td></tr><tr><td>Proceeds from disposal of financial assets</td><td></td><td>43,301</td><td>—</td></tr><tr><td>Received from other financial asset</td><td></td><td>2,000</td><td>—</td></tr><tr><td>Investments to associates</td><td></td><td>—</td><td>(2,150)</td></tr><tr><td>Time deposits with initial term over three months</td><td></td><td>(22,587)</td><td>(21,920)</td></tr><tr><td>Proceeds from disposal of property, plant and equipment</td><td></td><td>153</td><td>123</td></tr><tr><td>Payment of restricted cash</td><td></td><td>(882)</td><td>—</td></tr><tr><td>Interest received</td><td>5(a)</td><td>14,268</td><td>14,881</td></tr><tr><td>Dividends received from investments in securities</td><td></td><td>1,536</td><td>—</td></tr><tr><td>Net cash used in investing activities</td><td></td><td>(45,211)</td><td>(109,607)</td></tr><tr><td>Financing activities</td><td></td><td></td><td></td></tr><tr><td>Payment for purchase of own shares</td><td></td><td>(18,125)</td><td>(8,913)</td></tr><tr><td>Dividends paid to equity shareholders of the Company</td><td></td><td>(10,702)</td><td>(34,170)</td></tr><tr><td>Capital element of lease rentals paid</td><td></td><td>(1,912)</td><td>—</td></tr><tr><td>Interest element of lease rentals paid</td><td></td><td>(59)</td><td>—</td></tr><tr><td>Other cash flows arising from financing activities</td><td></td><td>28</td><td>—</td></tr><tr><td>Net cash used in financing activities</td><td></td><td>(30,770)</td><td>(43,083)</td></tr><tr><td>Net increase/(decrease) in cash and cash equivalents</td><td></td><td>214,148</td><td>(132,811)</td></tr><tr><td>Cash and cash equivalents at 1 January</td><td></td><td>583,677</td><td>715,109</td></tr><tr><td>Effect of foreign exchange rate changes</td><td></td><td>(9,741)</td><td>1,379</td></tr><tr><td>Cash and cash equivalents at 31 December</td><td>17</td><td>788,084</td><td>583,677</td></tr></table>",
"The notes on pages 101 to 167 form part of these financial statements."
] |
[] |
20757700_28.pdf
|
20757700_29.pdf
|
en
|
[
"# Environment",
"# Reducing Waste",
"Waste is a by-product of our manufacturing processes. Our approach is to reduce, reuse and recycle waste where possible. Metal waste, aluminium, wood and general waste constitute the primary types of waste from our operations. Metal accounts for more than half of our total waste. We sell metal waste as scrap for recycling by other users. In FY2019, metal waste accounted for 65% of our total non-hazardous waste followed by general waste of 23%.",
"Our policy is to dispose waste through licensed waste management contractors for recycling or safe disposal in accordance with local regulations.",
"# Complying with Laws",
"We are committed to complying with the applicable environmental regulations. There were no incidents of non-compliance against environmental laws or regulations in the reported periods.",
"Non-hazardous Waste (tonnes)"
] |
[
"As a responsible corporate citizen, our business philosophy is centered on an unwavering commitment to improve the economic, environmental and social well-being of our stakeholders.",
"<table><tr><td>Anti-Corruption</td><td>Our policy requires zero-tolerance towards bribery and corruption. There were \nno known incidents of corruption in the reported period.</td></tr><tr><td>Whistle-Blowing Policy</td><td>Our Whistle-Blowing Policy aims at maintaining a hihg standard of corporate \ngovernance; providing a channel of communication for employees to report \nfraudulent practices; and guides employees on actions to address their concerns \non suspicions of fraudulent activities. The policy also provides the process for \ninvestigation and management reporting. This policy deals with: \n•\t Conflicts of interest: An emlpoyee or officer should always act in the best interest\nof the Group. A “conflict of interest” occurs when an individual’s personal interests\ninterferes or appears to interfere with the interests of the Group.\n•\t Taking advantage of corporate opportunities: Emlpoyees and directors are\nprohibited from taking advantage of corporate property, information, or position,\nor opportunities arising from these, for personal gains or to compete with the\nGroup.\n•\t Confidentiality: Emlpoyees and directors must maintain the confidentiality of\ninformation entrusted to them by the Group or its customers, except when\ndisclosure is authorised or legally mandated.\n•\t Fair dealing: Each emloyee and director should endeavour to deal fairly with thpe\nG’rous customers, sulppiers, competitors and emlhpoNpyees. one sould take unfair\nadvantahge of anhyone throug disonesty, misrepresentation of material facts or\nany other unfair practice.\n’•\t Protection and proper use of the Groups assets: All emlpodl\nyees an officers shoud’protect the Groups assets and ensure their efficient use for legitimate business\npurposes.\n•\t Comlpiance with laws, rules and regulations (including insider trading laws): We\nactivelly promote compiance with laws, rules and regulations, including insider\ntrading laws. Insider trading is both unethical and illegal.\n•\t Unethical behaviour: We actively promote ethical behaviour and encourage\nemlpoyees to report any misconduct in this regard.</td></tr><tr><td>Regulatory Compliance</td><td>GDS is committed to conducting its business activities in a lawful manner. We \nhave implemented measures to stay updated about the regulations that apply to \nour business to ensure compliance. \nThere were no known incidents of non-compliance with socio-economic laws or \nregulations in the reported period.</td></tr></table>"
] |
[] |
20787384_231.pdf
|
20787384_232.pdf
|
en
|
[
"# 4. Financial risk management (continued)",
"# 4.3 Liquidity risk (continued)",
"# (C) Analysis of undiscounted cash flows by contractual maturities (continued)",
"# (b) Derivative cash flows",
"The tables below summarise the cash flows of the Group by remaining contractual maturity as at 31 December for derivative financial liabilities that will be settled on a net basis, together with all derivative financial instruments that will be settled on a gross basis regardless of whether the contract is in an asset or liability position. The amounts disclosed in the tables are the contractual undiscounted cash flows, except for certain derivatives which are disclosed at fair value.",
"The Group’s derivative financial instruments that will be settled on a net basis mainly include interest rate swaps whereas derivative financial instruments that will be settled on a gross basis mainly include currency forwards and currency swaps.",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"6\">2018</td></tr><tr><td>Up to \n1 month</td><td>1 to 3 \nmonths</td><td>3 to 12 \nmonths</td><td>1 to 5 \nyears</td><td>Over\n5 years</td><td>Total</td></tr><tr><td>HK$’m</td><td>HK$’m</td><td>HK$’m</td><td>HK$’m</td><td>HK$’m</td><td>HK$’m</td></tr><tr><td>Derivative financial liabilities \nsettled on a net basis</td><td>(8,983)</td><td>(884)</td><td>(2,338)</td><td>(5,061)</td><td>(1,002)</td><td>(18,268)</td></tr><tr><td>Derivative financial instruments \nsettled on a gross basis</td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Total inflow</td><td>792,296</td><td>383,269</td><td>643,870</td><td>133,033</td><td>4,683</td><td>1,957,151</td></tr><tr><td>Total outflow</td><td>(793,145)</td><td>(382,112)</td><td>(641,036)</td><td>(133,384)</td><td>(4,660)</td><td>(1,954,337)</td></tr></table>",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"6\">2017</td></tr><tr><td>Up to \n1 month</td><td>1 to 3 \nmonths</td><td>3 to 12 \nmonths</td><td>1 to 5 \nyears</td><td>Over\n5 years</td><td>Total</td></tr><tr><td>HK$’m</td><td>HK$’m</td><td>HK$’m</td><td>HK$’m</td><td>HK$’m</td><td>HK$’m</td></tr><tr><td>Derivative financial liabilities \nsettled on a net basis</td><td>(7,463)</td><td>(720)</td><td>(1,127)</td><td>(3,580)</td><td>(856)</td><td>(13,746)</td></tr><tr><td>Derivative financial instruments \nsettled on a gross basis</td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Total inflow</td><td>635,704</td><td>462,071</td><td>492,297</td><td>125,606</td><td>5,181</td><td>1,720,859</td></tr><tr><td>Total outflow</td><td>(636,212)</td><td>(462,229)</td><td>(491,628)</td><td>(125,756)</td><td>(5,192)</td><td>(1,721,017)</td></tr></table>"
] |
[
"# 4. Financial risk management (continued)",
"# 4.3 Liquidity risk (continued)",
"# (C) Analysis of undiscounted cash flows by contractual maturities (continued)",
"# (c) Off-balance sheet items",
"# Loan commitments",
"The contractual amounts of the Group’s off-balance sheet financial instruments as at 31 December 2018 that the Group commits to extend credit to customers and other facilities amounted to HK\\$545,794 million (2017: HK\\$569,658 million). Those loan commitments can be drawn within one year.",
"# Financial guarantee contracts",
"Financial guarantees and other financial facilities of the Group as at 31 December 2018 amounting to HK\\$62,094 million (2017: HK\\$66,800 million) are maturing no later than one year.",
"# 4.4 Insurance risk",
"The Group is in the business of insuring against the risk of mortality, morbidity, disability, critical illness, accidents and related risks. The Group manages these risks through the application of its underwriting strategy and reinsurance arrangements.",
"The underwriting strategy is intended to set premium pricing at an appropriate level that corresponds with the underlying exposure of the risks underwritten and the Group’s underwriting procedures include the screening processes, such as the review of health condition and family medical history to ensure alignment with the underwriting strategy.",
"Within the insurance process, concentrations of risk may arise where a particular event or a series of events could impact heavily on the Group’s liabilities. Such concentrations may arise from a single insurance contract or through a small number of related contracts, and relate to circumstances where significant liabilities could arise.",
"For the in-force insurance contracts, most of the underlying insurance liabilities are related to endowment, universal life, annuity, whole life and unit-linked insurance products. For most of the insurance policies issued, the Group has a retention limit on any single life insured. The Group cedes the excess of the insured benefit over the limit to reinsurer under an excess of loss reinsurance arrangement. For some of the insurance liabilities, the Group has entered into reinsurance arrangements that reinsure most of the insurance risk.",
"Uncertainty in the estimation of future benefit payments and premium receipts for long-term insurance contracts arises from the unpredictability of long-term changes in overall levels of mortality, morbidity and persistency. In this regard, the Group has conducted relevant experience studies. The results of such studies are considered in determining the assumptions of insurance liability which include an appropriate level of prudential margins."
] |
[] |
9273514_188.pdf
|
9273514_189.pdf
|
en
|
[
". enhancing our operational efficiency and corporate governance through compliance with rigorous disclosure standards which we believe would enhance our internal control, operating systems and risk management; and",
". enhancing employee incentive and commitment. Human resources and talents are vital to our business, being a listed company can help to attract, recruit and retain our valued management personnel, employees and skilled professionals to provide additional incentive. To this end, we have also put in place the Share Option Scheme for our employees in order to attract and retain talents. See ‘‘E. Share Option Scheme’’ in Appendix V to this prospectus for a summary of the principal terms of the Share Option Scheme.",
"Our executive Directors had considered and evaluated different listing venues including Hong Kong and Singapore and have concluded that Hong Kong is the suitable venue to pursue a listing after taking into account the following factors:",
". our executive Directors consider that the level of trading activities on a stock exchange to be one of the key factors indicating the ease of conducting secondary funding activities after a listing. A secondary fundraising exercise such as a secondary placement of shares would generally be more attractive to investors if there is a more liquid market, where there will be more buyers, who may invest in our shares under the fundraising exercise, and sellers, who may realise their investment subsequently. According to the CIC Report, the average daily turnover of securities in Hong Kong was approximately HK\\$66.9 billion (equivalent to approximately S\\$11.2 billion) and approximately HK\\$88.4 billion (equivalent to approximately S\\$14.9 billion), respectively, in 2016 and 2017. By comparison, accordingly to the Stock Exchange of Singapore, the average daily turnover of securities in Singapore was approximately S\\$1.1 billion and S\\$1.2 billion, respectively, for the corresponding periods. As such, our executive Directors are of the view that it would be easier to conduct secondary fundraising in the Hong Kong stock market, if necessary, for our further expansion in the future, than in the Singapore stock market, as the Hong Kong market has higher liquidity;",
". according to the CIC Report, the market capitalisation weighted average price-earnings ratio of companies listed on the Stock Exchange and those on the Stock Exchange of Singapore as at 31 January 2018 was approximately 39.1 times and 18.2 times, respectively. As such, our executive Directors are of the view that the valuation of companies listed in Hong Kong is generally higher than those listed in Singapore, and thus there is a higher probability for our Company to achieve a higher valuation if the Share Offer is conducted through the Hong Kong stock market instead of the Singapore stock market;",
". the Stock Exchange is an international stock market and is mature in the global financial world. According to the global ranking of stock exchanges by market capitalisation on the SFC’s website, the Stock Exchange ranked seventh among the world’s leading stock exchanges in terms of market capitalisation as at the end of December 2017, with a total market capitalisation of US\\$4,350.5 billion. It is also the third largest stock exchange in Asia, behind Japan and Shanghai, China, as at the end of December 2017; and"
] |
[
". given the international and mature status of the Stock Exchange, our executive Directors believe that the listing of our Shares in Hong Kong has advantages which include a sound regulatory framework, free flow of capital and an advanced clearing and settlement infrastructure and financial services.",
"Our Directors believe that investors would be interested in investing in our Group despite the fact that our Group is based in Singapore for the following reasons. Our major customers encompass subsidiaries of listed companies. Such customers include (i) Customer B, a subsidiary of a company listed on the New York Stock Exchange, which is a Fortune 500 company and the leading global developer of integrated resorts and casino operator; (ii) CBM Pte Ltd, a subsidiary of City Developments Limited, a company listed on the Singapore Stock Exchange, which is an international real estate operating company with a global presence, and one of Singapore’s largest companies by market capitalisation; and (iii) UEMS Solutions Pte Ltd, a subsidiary of UEM Edgenta Berhad, a company listed on the Main Board of Bursa Malaysia Securities Berhad, which is a leader in total asset solutions including consultancy, procurement and construction planning, operations and maintenance for a range of assets and building types such as residential properties, offices and roads. In addition, in 2016, we secured a three-year framework agreement for the supply of our tissue products to the largest international airport in Singapore. Our Directors believe that given the international background and reputable status of our customers, investors would be attracted by our Group’s customer profile to invest in our Group."
] |
[] |
3426397_82.pdf
|
3426397_83.pdf
|
en
|
[
"# 2. ADOPTION OF NEW OR REVISED IFRSs (continued)",
"# (b) New or revised IFRSs that have been issued but are not yet effective (continued)",
"# IFRS 16 — Leases (continued)",
"As at 31 December 2018, the Group has non-cancellable operating lease commitments of HK\\$18,314,000 as disclosed in Note 32(a). A preliminary assessment indicates that these arrangements will meet the definition of a lease under IFRS 16, and hence the Group will recognise a right-of-use asset and a corresponding liability in respect of all these leases unless they qualify for low value or short-term leases upon the application of IFRS 16. In addition, the application of new requirements may result in changes in measurement, presentation and disclosure as indicated above. However, it is not practicable to provide a reasonable estimate of the financial effect until the Group performs a detailed review.",
"In respect of the lessor accounting, IFRS 16 substantially carries forward the lessor accounting requirements in IAS 17. Accordingly, a lessor continues to classify its leases as operating leases or finance leases, and to account for those two types of leases differently.",
"# IFRIC 23 — Uncertainty over Income Tax Treatments",
"The interpretation supports the requirements of IAS 12 “Income Taxes” by providing guidance over how to reflect the effects of uncertainty in accounting for income taxes. Under the interpretation, the entity shall determine whether to consider each uncertain tax treatment separately or together based on which approach better predicts the resolution of the uncertainty. The entity shall also assume the tax authority will examine amounts that it has a right to examine and have full knowledge of all related information when making those examinations. If the entity determines it is probable that the tax authority will accept an uncertain tax treatment, then the entity should measure current and deferred tax in line with its tax filings. If the entity determines it is not probable, then the uncertainty in the determination of tax is reflected using either the “most likely amount” or the “expected value” approach, whichever better predicts the resolution of the uncertainty.",
"The Group is not yet in a position to state whether these new pronouncements will result in substantial changes to the Group’s accounting policies and financial statements.",
"# Amendments to IFRS 10 and IAS 28 — Sale or Contribution of Assets between an Investor and its Associate or Joint Venture",
"The amendments clarify the extent of gains or losses to be recognised when an entity sells or contributes assets to its associate or joint venture. When the transaction involves a business, the gain or loss is recognised in full; conversely when the transaction involves assets that do not constitute a business, the gain or loss is recognised only to the extent of the unrelated investors’ interests in the joint venture or associate.",
"The Group is not yet in a position to state whether these new pronouncements will result in substantial changes to the Group’s accounting policies and financial statements."
] |
[
"# 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES",
"# (a) Basis of preparation",
"The consolidated financial statements have been prepared under historical cost convention except for certain financial instruments classified as available-for-sale investments and at fair value through profit or loss, which are measured at fair value. The significant accounting policies that have been used in the preparation of these financial statements are summarised below. These policies have been consistently applied to all the years presented unless otherwise stated. The adoption of new or revised IFRSs and the impacts on the financial statements, are disclosed in Note 2.",
"It should be noted that accounting estimates and assumptions are used in preparation of the financial statements. Although these estimates are based on management’s best knowledge and judgment of current events and actions, actual results may ultimately differ from those estimates. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the financial statements, are set out in Note 4.",
"# (b) Business combination and basis of consolidation",
"The consolidated financial statements comprise the financial statements of the Company and its subsidiaries. Inter-company transactions and balances between group companies together with unrealised profits are eliminated in full in preparing the consolidated financial statements. Unrealised losses are also eliminated unless the transaction provides evidence of impairment on the asset transferred, in which case the loss is recognised in profit or loss.",
"The results of subsidiaries acquired or disposed of during the year are included in the consolidated statement of profit or loss from the effective dates of acquisition or up to the effective dates of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by other members of the Group.",
"Acquisition of subsidiaries or businesses is accounted for using acquisition method. The cost of an acquisition is measured at the aggregate of the acquisition-date fair value of assets transferred, liabilities incurred and equity interests issued by the Group, as the acquirer. The identifiable assets acquired and liabilities assumed are principally measured at acquisition-date fair value. The Group’s previously held equity interest in the acquiree is re-measured at acquisition-date fair value and the resulting gains or losses are recognised in profit or loss. The Group may elect, on a transaction-by-transaction basis, to measure non-controlling interests that represent present ownership interests in the subsidiary either at fair value or at the proportionate share of the acquiree’s identifiable net assets. All other non-controlling interests are measured at fair value unless another measurement basis is required by IFRSs. Acquisition-related costs incurred are expensed unless they are incurred in issuing equity instruments in which case the costs are deducted from equity."
] |
[] |
9304817_19.pdf
|
9304817_20.pdf
|
en
|
[
"# SUSTAINABILITY GOVERNANCE",
"At MGM China, we integrate sustainability management into all levels of our governance, from Board-level and management-level committees to operational-level teams and business units. Established in 2012, the MGM Sustainability Committee (“Committee”), chaired by the non-executive director of the Board, drives us towards fulfilling our Sustainability Vision and goals. In recognition of the rocketing awareness on sustainability in the market, we advance the structure of our Committee to enhance diversity, uphold accountability and the multi-disciplinary nature of sustainability. Therefore, the Committee underwent a restructuring, increasing the membership from 7 to 11 core departments in 2020.",
"The 3 operational-level teams, namely the Community Volunteer Team, Climate Change and Carbon Management Team, and Green Team are in place to encourage employees’ participation in community events, explore environmental enhancement opportunities, and engage and inspire fellow team members to help us achieve our environmental objectives.",
"# Sustainability Governance Structure"
] |
[
"# RESPONSE TO GLOBAL CALLS FOR SUSTAINABLE DEVELOPMENT",
"MGM China supports the SDGs and has identified and aligned the Company’s strategy and initiatives with 9 relevant SDGs addressing global challenges.",
"# UN SDGs Supported by MGM China"
] |
[] |
3456618_78.pdf
|
3456618_79.pdf
|
en
|
[
"# 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Cont’d)",
"# 3.15 Financial instruments (Cont’d)",
"# Financial assets (Cont’d)",
"# Effective interest method",
"The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the debt instrument, or, where appropriate, a shorter period, to the net carrying amount on initial recognition.",
"Interest income is recognised on an effective interest basis for debt instruments other than those financial assets classified at FVTPL, of which interest income is included in net gains or loses.",
"# Financial assets at FVTPL",
"Financial assets are classified as at FVTPL when the financial asset is (i) held for trading or (ii) it is designated as at FTVPL.",
"A financial asset is classified as held for trading if:",
"• it has been acquired principally for the purpose of selling it in the near term;or",
"• on initial recognition it is a part of a portfolio of identified financial instruments that the Group manages together and has a recent actual pattern of short-term profit-taking; or",
"• it is a derivative that is not designated and effective as a hedging instrument."
] |
[
"# 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Cont’d)",
"# 3.15 Financial instruments (Cont’d)",
"# Financial assets (Cont’d)",
"# Financial assets at FVTPL (Cont’d)",
"A financial asset other than a financial asset held for trading may be designated as at FVTPL upon initial recognition if:",
"• such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise; or",
"• the financial asset forms part of a group of financial assets or financial liabilities or both, which is managed and its performance is evaluated on a fair value basis, in accordance with the Group’s documented risk management or investment strategy, and information about the grouping is provided internally on that basis; or",
"• it forms part of a contract containing one or more embedded derivatives, and HKAS 39 Financial Instruments: Recognition and Measurement permits the entire combined contract (asset or liability) to be designated at FVTPL.",
"Financial assets at FVTPL are stated at fair value, with any gains or losses arising on remeasurement recognised in profit or loss. The net gain or loss recognised in profit or loss excludes any dividend or interest earned on the financial assets and is included in the other revenue and other income line item. Fair value is determined in the manner described in note 4 to the consolidated financial statements."
] |
[] |
7568591_77.pdf
|
7568591_78.pdf
|
en
|
[
"# 4 FINANCIAL RISK MANAGEMENT (Continued)",
"# (a) Financial risk factors (Continued)",
"# (i) Credit risk (Continued)",
"# Trade receivables",
"The Group’s trade receivables have been grouped into categories for shared credit risk characteristics:",
"– primary properties market transactions",
"– other transactions",
"For trade receivables from primary properties market transactions, the counterparties are primarily large corporations and have strong financial position and management considers the credit risk is close to zero.",
"For trade receivables from other transactions, the counterparties are primarily individuals. When there is objective evidence that individual trade receivable is impaired, the loss allowances for these trade receivables is assessed and measured at an amount equal to lifetime expected credit losses.",
"For the remaining trade receivables from other transactions which no objective evidence is available without undue cost to measure the lifetime expected credit loss, the Group applies the HKFRS 9 simplified approach to measure expected credit losses which uses a lifetime expected loss allowance for these trade receivables collectively.",
"To measure the expected credit losses, these trade receivables have been grouped based on the days past due and the sectors of the transacted properties (i.e. commercial properties, shops and industrial properties).",
"The expected loss rates are based on the latest completed historical payment profile of sales over a period of 12 month and the corresponding historical credit losses experienced within that period. The historical loss rates are adjusted to reflect current and forward-looking information on macroeconomic factors affecting the ability of the customers to settle the receivables, if any."
] |
[
"# 4 FINANCIAL RISK MANAGEMENT (Continued)",
"# (a) Financial risk factors (Continued)",
"# (i) Credit risk (Continued)",
"# Trade receivables (Continued)",
"On these basis, the loss allowances for trade receivables as at 31 December 2020 and 31 December 2019 were determined as follows:",
"# As at 31 December 2020",
"<table><tr><td rowspan=\"3\"></td><td rowspan=\"2\">Expected\nloss rate</td><td rowspan=\"2\">Gross\ncarrying\namount</td><td colspan=\"3\">Loss allowance</td></tr><tr><td>Individually\nassessed</td><td>Collectively\nassessed</td><td> Total</td></tr><tr><td>%</td><td> HK$’000</td><td> HK$’000</td><td> HK$’000</td><td> HK$’000</td></tr><tr><td>Current (not yet due)</td><td>4.5%-15.0%</td><td>81,268</td><td>(460)</td><td>(4,138)</td><td>(4,598)</td></tr><tr><td>Less than 30 days past due</td><td>0.8%-7.7%</td><td>10,854</td><td>(75)</td><td>(597)</td><td>(672)</td></tr><tr><td>31-60 days past due</td><td>3.7%-19.0%</td><td>3,006</td><td> –</td><td>(405)</td><td>(405)</td></tr><tr><td>61-90 days past due</td><td>7.9%-31.0%</td><td>2,163</td><td>(1,345)</td><td>(56)</td><td>(1,401)</td></tr><tr><td>More than 90 days past due</td><td>13.0%-100%</td><td>29,329</td><td>(24,021)</td><td>(4,665)</td><td>(28,686)</td></tr><tr><td></td><td></td><td>126,620</td><td>(25,901)</td><td>(9,861)</td><td>(35,762)</td></tr></table>",
"# As at 31 December 2019",
"<table><tr><td rowspan=\"3\"></td><td rowspan=\"2\">Expected\nloss rate</td><td rowspan=\"2\">Gross\ncarrying\namount</td><td colspan=\"3\">Loss allowance</td></tr><tr><td>Individually\nassessed</td><td>Collectively\nassessed</td><td> Total</td></tr><tr><td>%</td><td> HK$’000</td><td> HK$’000</td><td> HK$’000</td><td> HK$’000</td></tr><tr><td>Current (not yet due)</td><td>3.6%-6.2%</td><td>75,912</td><td>(893)</td><td>(2,955)</td><td>(3,848)</td></tr><tr><td>Less than 30 days past due</td><td>0.4%-5.5%</td><td>10,303</td><td>(96)</td><td>(245)</td><td>(341)</td></tr><tr><td>31-60 days past due</td><td>1.3%-13.9%</td><td>3,729</td><td>(1,601)</td><td>(363)</td><td>(1,964)</td></tr><tr><td>61-90 days past due</td><td>2.4%-19.6%</td><td>2,369</td><td> –</td><td>(375)</td><td>(375)</td></tr><tr><td>More than 90 days past due</td><td>36.0%-100%</td><td>27,449</td><td>(17,104)</td><td>(8,884)</td><td>(25,988)</td></tr><tr><td></td><td></td><td>119,762</td><td>(19,694)</td><td>(12,822)</td><td>(32,516)</td></tr></table>",
"Note: The customers are obliged to settle the amounts due upon the completion of or pursuant to the terms and conditions of the relevant agreements. The loss allowance provided for trade receivables not yet due includes the credit risk arising from bad debts and fallen through transactions. The loss allowance provided for overdue trade receivables includes only the credit risk arising from bad debts."
] |
[] |
20788184_136.pdf
|
20788184_137.pdf
|
en
|
[
"# Homeowners premium measures and statistics",
"<table><tr><td></td><td>2017</td><td>2016</td><td>2015</td></tr><tr><td>PIF (thousands)</td><td>79</td><td>58</td><td>32</td></tr><tr><td>New issued applications (thousands)</td><td>34</td><td>37</td><td>28</td></tr><tr><td>Average premium</td><td>$ 917</td><td> $ 875</td><td> $ 833</td></tr><tr><td>Renewal ratio (%) (1)</td><td>85.5</td><td>82.6</td><td>81.9</td></tr><tr><td>Approved rat(2)e changes :</td><td></td><td></td><td></td></tr><tr><td># of locations (3)</td><td>4</td><td>1</td><td>N/A</td></tr><tr><td>Total brand (%)</td><td>5.1</td><td>(0.5)</td><td>N/A</td></tr><tr><td>Location specific (%)</td><td>14.3</td><td>(10.0)</td><td>N/A</td></tr></table>",
"(1) Esurance’s renewal ratios exclude the impact of risk related cancellations during the new business underwriting period. Customers can enter into a policy without a physical inspection. During the underwriting review period, a number of policies may be canceled if upon inspection the condition is unsatisfactory.",
"(2) Rate changes were approved in 4 states, totaled \\$2.9 million in 2017. Rate changes were only approved in Texas in 2016. No rate changes were approved in 2015. N/A reflects not applicable.",
"(3) Esurance brand operates in 31 states and 2 Canadian provinces.",
"Homeowners insurance premiums written totaled\\$79 million in 2017 compared to \\$56 million in 2016. Factors impacting premiums written were:",
"• 21 thousand increase in PIF as of December 31, 2017 compared to December 31, 2016.",
"• 3 thousand decrease in new issued applications in 2017 compared to 2016 due to reduced marketing activities.",
"• 4.8% increase in average premium in 2017 compared to 2016, primarily due to increased premium distribution in higher average premium states and rate changes. As of December 31, 2017, Esurance is writing homeowners insurance in 31 states with lower hurricane risk, contributing to lower average premium compared to the industry.",
"Homeowners insurance premiums written totaled\\$56 million in 2016 compared to \\$30 million in 2015. Factors impacting premiums written were:",
"• 26 thousand increase in PIF as of December 31, 2016 compared to December 31, 2015.",
"• 9 thousand increase in new issued applications in 2016 compared to 2015.",
"• As of December 31, 2016, Esurance was writing homeowners insurance in 31 states with lower hurricane risk.",
"# Combined ratios by line of business",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"9\">For the years ended December 31,</td></tr><tr><td colspan=\"3\">Loss ratio (1)</td><td colspan=\"3\">E(1)xpense ratio </td><td colspan=\"3\">Combined ratio</td></tr><tr><td>2017</td><td>2016</td><td>2015</td><td>2017</td><td>2016</td><td>2015</td><td>2017</td><td>2016</td><td>2015</td></tr><tr><td>Auto</td><td>77.5</td><td>75.8</td><td>75.3</td><td>24.8</td><td>28.2</td><td>34.0</td><td>102.3</td><td>104.0</td><td>109.3</td></tr><tr><td>Homeowners</td><td>83.8</td><td>78.6</td><td>63.2</td><td>45.6</td><td>161.9</td><td>136.8</td><td>129.4</td><td>240.5</td><td>200.0</td></tr><tr><td>Other personal lines</td><td>50.0</td><td>62.5</td><td>57.1</td><td>37.5</td><td>37.5</td><td>42.9</td><td>87.5</td><td>100.0</td><td>100.0</td></tr><tr><td>Total</td><td>77.6</td><td>75.8</td><td>75.1</td><td>25.7</td><td>31.7</td><td>35.2</td><td>103.3</td><td>107.5</td><td>110.3</td></tr></table>",
"(1) Ratios are calculated using the premiums earned for the respective line of business.",
"# Loss ratios by line of business",
"<table><tr><td rowspan=\"3\"></td><td rowspan=\"2\" colspan=\"3\">Loss ratio</td><td colspan=\"6\">For the years ended December 31,</td><td rowspan=\"2\" colspan=\"3\">Effect of catastrohpe\nlosses included in prior\nyear reserve\nreestimates on\ncombined ratio</td></tr><tr><td colspan=\"3\">Effect of catastrohpe\nlosses on combined\nratio</td><td colspan=\"3\">Effect of prior year\nreserve reestimates on\ncombined ratio</td></tr><tr><td>2017</td><td>2016</td><td>2015</td><td>2017</td><td>2016</td><td>2015</td><td>2017</td><td>2016</td><td>2015</td><td>2017</td><td>2016</td><td>2015</td></tr><tr><td>Auto</td><td>77.5</td><td>75.8</td><td>75.3</td><td>2.1</td><td>1.5</td><td>0.7</td><td>0.1</td><td>(1.3)</td><td>(1.1)</td><td> —</td><td> —</td><td> —</td></tr><tr><td>Homeowners</td><td>83.8</td><td>78.6</td><td>63.2</td><td>23.5</td><td>28.6</td><td>15.8</td><td>(3.0)</td><td> —</td><td> —</td><td>(1.5)</td><td> —</td><td> —</td></tr><tr><td>Other personal lines</td><td>50.0</td><td>62.5</td><td>57.1</td><td> —</td><td> —</td><td> —</td><td>(12.5)</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td></tr><tr><td>Total</td><td>77.6</td><td>75.8</td><td>75.1</td><td>2.9</td><td>2.2</td><td>0.9</td><td>(0.1)</td><td>(1.3)</td><td>(1.1)</td><td>(0.1)</td><td> —</td><td>0.1</td></tr></table>",
"Auto loss ratio increased 1.7 points in 2017 compared to 2016, primarily due to unfavorable prior year reserve reestimates in 2017 compared to favorable prior year reserve reestimates in 2016 and higher catastrophe losses. Auto loss ratio increased 0.5 points in 2016 compared to 2015, primarily due to higher claim frequency and catastrophe losses, partially offset by increases in premiums earned.",
"Catastrophe losses were \\$50 million in 2017 compared to \\$36 million in 2016 and \\$14 million in 2015."
] |
[
"# Expense ratios by line of business",
"<table><tr><td rowspan=\"2\"></td><td colspan=\"3\">For the years ended December 31,</td></tr><tr><td>2017</td><td>2016</td><td>2015</td></tr><tr><td>Auto</td><td>24.8</td><td>28.2</td><td>34.0</td></tr><tr><td>Homeowners</td><td>45.6</td><td>161.9</td><td>136.8</td></tr><tr><td>Other personal lines</td><td>37.5</td><td>37.5</td><td>42.9</td></tr><tr><td>Total expense ratio</td><td>25.7</td><td>31.7</td><td>35.2</td></tr></table>",
"# Impact of specific costs and expenses on the expense ratio",
"<table><tr><td rowspan=\"2\"></td><td colspan=\"3\">For the years ended December 31,</td></tr><tr><td>2017</td><td>2016</td><td>2015</td></tr><tr><td>Amortization of DAC</td><td>2.4</td><td>2.5</td><td>2.5</td></tr><tr><td>Advertising expense</td><td>8.3</td><td>11.2</td><td>12.6</td></tr><tr><td>Amortization of purchased intangible assets</td><td>0.2</td><td>1.4</td><td>2.2</td></tr><tr><td>Other costs and expenses</td><td>14.6</td><td>16.6</td><td>17.9</td></tr><tr><td>Restructuring and related charges</td><td>0.2</td><td>—</td><td>—</td></tr><tr><td>Total expense ratio</td><td>25.7</td><td>31.7</td><td>35.2</td></tr></table>",
"Expense ratio decreased 6.0 points in 2017 compared to 2016. Esurance uses a direct distribution model, therefore its primary acquisition-related costs are advertising as opposed to commissions. Esurance advertising expense ratio decreased 2.9 points in 2017 compared to 2016, primarily due to reductions in homeowners marketing. Other costs and expenses, including salaries of phone sales personnel and other underwriting costs related to customer acquisition, were lower in 2017 compared to 2016 due to the implementation of process efficiencies. Expense ratio includes amortization of purchased intangible assets from the original acquisition in 2011. Starting in 2017, the portion of the remaining purchased intangible asset related to the Esurance brand name was classified as an infinite-lived intangible and is no longer being amortized, but instead tested for impairment on an annual basis.",
"We continue to review our advertising spend to ensure our acquisition costs meet our targeted returns. Esurance incurs substantially all of its acquisition costs in the year of policy inception. As a result, the Esurance expense ratio will be higher or lower depending on the advertising expenditures incurred related to our profitability actions. Esurance’s annual combined ratio is below 100, after the year of policy inception (in which substantially all acquisition costs are incurred), driven by pricing changes, customer mix and renewal experience.",
"Expense ratio decreased 3.5 points in 2016 compared to 2015. Esurance has continued to invest in growth, including offering a comprehensive suite of products such as homeowners, motorcycle and usage-based insurance as well as expanding into the Canadian market. Esurance advertising expense ratio decreased 1.4 points in 2016 compared to 2015 in conjunction with our profitability actions. Strategic reductions in marketing spending were made on auto while homeowners advertising spending was increased. Other costs and expenses, including salaries of phone sales personnel and other underwriting costs related to customer acquisition, were lower in 2016 than 2015."
] |
[] |
7567536_16.pdf
|
7567536_17.pdf
|
en
|
[
"# Other Income",
"With the decrease in net exchange difference of approximately HK\\$0.9 million and decrease in royalty income of approximately HK\\$2.5 million from one of the Group’s branded timber products for a timber flooring project, the Group’s other income decreased significantly by approximately HK\\$3.1 million, or approximately 62.0%, from approximately HK\\$5.0 million for the year ended 31 March 2019 to approximately HK\\$1.9 million for the year ended 31 March 2020.",
"# Selling and Distribution Expenses",
"The Group’s selling and distribution expenses mainly comprised business development expenses, transportation expenses and storage expenses. The total selling and distribution expenses increased by approximately HK\\$2.3 million, or approximately 35.9%, from approximately HK\\$6.4 million for the year ended 31 March 2019 to approximately HK\\$8.7 million for the year ended 31 March 2020, mainly being an increase in business development expenses incurred to explore potential business opportunities and maintain business relationships.",
"# Administrative Expenses",
"The Group’s administrative expenses slightly increased by approximately HK\\$2.2 million, or approximately 7.6%, from approximately HK\\$28.8 million for the year ended 31 March 2019 to approximately HK\\$31.0 million for the year ended 31 March 2020. Staff cost has increased by approximately HK\\$1.1 million, as the average number of staff and average monthly salary has been increased during the year ended 31 March 2020. In addition, impairment and written off on assets has increased by approximately HK\\$1.0 million.",
"# Finance Costs",
"The Group’s finance costs increased by approximately HK\\$0.4 million, or approximately 30.8%, from approximately HK\\$1.3 million for the year ended 31 March 2019 to approximately HK\\$1.7 million for the year ended 31 March 2020. Despite the effective interest rate decreased as Hong Kong Monetary Authority reduced its base rate by 25 basis points to 2 percent in late October 2019, average bank borrowings increased and hence the finance costs for the year ended 31 March 2020 also increased.",
"# Income Tax Expenses and Effective Tax Rate",
"The Group’s income tax expenses decreased by approximately HK\\$0.3 million, or approximately 60.0%, from approximately HK\\$0.5 million for the year ended 31 March 2019 to approximately HK\\$0.2 million for the year ended 31 March 2020. Such decrease was attributed to the turnaround effect from profits to loss for the year ended 31 March 2020.",
"The Group’s effective tax rates for the years ended 31 March 2020 and 2019 were approximately negative 0.6% and 41.3% respectively."
] |
[
"# Net (Loss)/Profit and Net Profit Margin",
"The Group’s net profit decreased by approximately HK\\$24.6 million, from net profit of approximately HK\\$0.8 million for the year ended 31 March 2019 to net loss of approximately HK\\$23.8 million for the year ended 31 March 2020. The decrease in net profit was mainly due to decreases in revenue and gross profit as mentioned above.",
"The Group’s net profit margins were approximately negative 15.2% and 0.3% for the years ended 31 March 2020 and 2019 respectively, and the decrease was mainly due to reasons illustrated above.",
"# Liquidity and Financial Resources Review",
"The Group had normally funded its liquidity and capital requirements primarily through bank borrowings and net cash generated from operating activities.",
"# Total equity and net current assets",
"The total equity of the Group mainly comprises share capital, share premium and reserves. The total equity of the Group as at 31 March 2020 was approximately HK\\$145.2 million (2019: approximately HK\\$169.1 million).",
"As at 31 March 2020, the Group’s net current assets were approximately HK\\$115.1 million (2019: approximately HK\\$138.1 million).",
"# Cash and cash equivalents",
"As at 31 March 2020, the Group had cash and cash equivalents of approximately HK\\$59.3 million (2019: approximately HK\\$56.5 million).",
"# Bank borrowings",
"As at 31 March 2020, the Group had bank borrowings of approximately HK\\$41.4 million (2019: approximately HK\\$38.9 million), and all of the Group’s bank borrowings were at floating interest rates (2019: HK\\$38.9 million)."
] |
[] |
11701045_50.pdf
|
11701045_51.pdf
|
en
|
[
"# Strategic Enabler:",
"Community engagement and investment",
"We align our community investment strategy with our business purpose, taking into consideration our stakeholders’ areas of interests.",
"# Our approach to community investment",
"Our strategy remains focused on health issues relevant to communities where we operate, education (specifically financial education) and building community resilience through safety. In living our purpose, we contribute to improving lives and leaving a lasting impact on society through our employee engagement and volunteer programmes. We continue to build on the long-term relationships we have with our community partners, ofering both financial and skills-based support.",
"# Governance of community investment",
"Our Group-wide Community Investment Policy and the Group’s ESG strategy guide our approach to community investment and engagement. Within this framework, our businesses have the autonomy to manage their own community investment programmes. In Asia and Africa, Prudence Foundation, a unified charitable organisation governed by a statutory Board of Directors, regularly reviews our strategy and funding for community investment programmes with the aim of maximising positive outcomes in the regions where we operate. The Responsibility and Sustainability Working Group (RSWG) oversees our community engagement and investment activities on behalf of the Board.",
"Our Group-wide Community Investment Policy sets out minimum standards, including not permitting any investment or contributions that are prohibited by law or regulation, those under the Political Donations Policy, and those to any religious organisation whose principal aim is to propagate a particular faith. It is the Group’s policy neither to make donations to political parties nor to incur political expenditure, within the meaning of those expressions as defined in the UK Political Parties, Elections and Referendums Act 2000. The Group did not make any such donations or incur any such expenditure in 2021.",
"Monitoring and measuring community investment",
"Our community investment performance metrics are aligned to the Business for Societal Impact (B4SI) Framework, which is used to monitor progress and guide the valuation of cash contributions.",
"In 2021, direct cash donations to charitable organisations totalled \\$5.9 million (2020: \\$9.7 million), reflecting donations made during the reporting year by continuing operations, excluding JVs. 2020 figures have been restated on this basis. For a breakdown, please refer to the charts."
] |
[
"# Community engagement and investment / continued",
"Charitable donations by region\\* %",
"Charitable donations by area of focus %",
"Due to the broad nature of our community work, some of our projects span diferent focus areas, in which case classification is made according to the activity’s primary purpose. For instance, our community resilience projects may sit within social/welfare, education or health. The reduction in our overall spend was largely attributed to having more one-of donations in response to the immediate impact of the Covid-19 pandemic in 2020. Exceptional activities undertaken in 2020 included our donations to The China Research Development Foundation and a number of Covid-19 relief projects.",
"Prudential colleagues and agents also contributed around 26,000 hours of volunteer service in their local communities in 2021.",
"# Covid-19 Relief Fund",
"In 2020, the Group created a US\\$2.5 million Covid-19 Relief Fund, which was administered by Prudence Foundation, Prudential’s community investment arm in Asia and Africa. The fund was distributed to Prudential’s businesses globally, supporting approved charitable and community projects that addressed the immediate social and economic impacts of the pandemic.",
"In 2021, a new US\\$2 million fund was launched to continue to support communities still struggling with the pandemic. Local businesses’ programmes have focused on supporting vulnerable communities on eforts that include Covid-19 messaging, hygiene and sanitation, nutrition and educational programmes. These include:",
"> Prudential Laos’ support for the Laos Red Cross in providing schools with appropriate Personal Protective Equipment as children return to school.",
"> Two projects in Uganda, with one providing food to teachers in vulnerable communities whose livelihoods have been afected by prolonged school closures due to the pandemic. The second project focuses on providing mental health services to those sufering from the impacts of Covid-19, as well as raising awareness on the issue.",
"In addition to the Covid-19 Relief Fund, Prudence Foundation also launched a SAFE STEPS Kids ‘Be Cool Be Clean’ campaign with Cartoon Network. This campaign includes video and activity materials that teach children the importance of good hygiene. The content is distributed across all Cartoon Network platforms as well as our key SAFE STEPS Kids partnerships, such as the International Federation of Red Cross and Red Crescent Societies (IFRC) and various National Red Cross Societies.",
"# Health",
"In the area of health inclusion, Prudence Foundation has been supporting early childhood care and development since 2013. In 2020, we established a new partnership with UNICEF to implement a regional early childhood development (ECD) programme that advances ECD as part of the Nurturing Care Framework. The goal is to raise awareness and provide essential knowledge and skills to parents and caregivers around holistic nurturing care for children aged from up to three years old. In 2021, the programme saw a successful pilot in Indonesia, where it reached 30,000 parents and 60,000 children aged under five. In addition, with funding support from Prudence Foundation, UNICEF has completed country rapid assessment on Nurturing Care ECD services in four countries: Cambodia, Indonesia, Thailand and the Philippines. The findings will help inform a larger initiative for developing country-specific ECD strategy and programming approach in the near future.",
"# Virtual Mapathon",
"Each year, disasters around the world kill nearly 100,000 people and afect as many as 200 million people, and millions more die of preventable diseases. Many of the places where these incidents occur are ‘missing’ from open and accessible maps, resulting in a lack of reach for humanitarian organisations.",
"Since 2014, Médecins Sans Frontières (MSF), also known as Doctors Without Borders, has been supporting the Ministry of Health in Nigeria to fight Noma, a low-profile disease that mostly afects children under five living in poverty.",
"In October 2021, Prudence Foundation, in partnership with MSF, organised two Missing Map Mapathon sessions, where PRU Volunteers helped to put the missing places and populations in Sabon Birni and Illela of Nigeria on the digital map. The efort will help MSF get to the patients more quickly, track diseases more efectively and better understand where the needs of the people are the greatest during an emergency.",
"A total of 174 PRU Volunteers from 20 locations across Asia, Africa and the UK participated in the Mapathon events, mapping out over 7,000 buildings in Sabon Birni and Illela. With physical volunteering becoming more challenging, this virtual volunteering event provided a meaningful opportunity for our employees to connect with one another in a good cause. We are hopeful that our contribution will make a significant impact in enabling timely prevention and treatment of the disease. We will consider holding the activity again in 2022, given the positive response received.",
"In conjunction with the Mapathon, Prudence Foundation has also made a donation of US\\$45,000 (HKD 350,000) to fund MSF activities in providing healthcare to the people in need.",
"---",
"\\* Within the scope of EY assurance – see page 12."
] |
[] |
20779960_31.pdf
|
20779960_32.pdf
|
en
|
[
"(c) The Company may seek separate approval by the Shareholders in general meeting for granting options beyond the 10% limit under sub-paragraph (a) and (b) above provided the options in excess of the 10% limit are granted only to participants specifically identified by the Company before such approval is sought. In such event, the Company must send a circular to the Shareholders containing a generic description of such grantees, the number and terms of such options to be granted and the purpose of granting options to them with an explanation as to how the terms of the options will serve such purpose and all other information required under the GEM Listing Rules.",
"(d) The aggregate number of shares which may be issued upon exercise of all outstanding options granted and yet to be exercised under the Share Option Scheme and any other share option schemes of the Company must not, in aggregate, exceed 30% of the shares in issue from time to time. No options may be granted under the Share Option Scheme or any other share option schemes of the Company, if this will result in the limit being exceeded.",
"# (F) Maximum entitlement of each participant",
"The total number of shares issued and to be issued upon exercise of options granted to each participant (including both exercised and outstanding options) under the Share Option Scheme of the Company, in any 12-month period up to the date of grant shall not exceed 1% of the shares in issue. Where any further grant of options to a participant would result in the shares issued and to be issued upon exercise of all options granted and to be granted to such participant (including exercised, cancelled and outstanding options) in the 12 months period up to and including the date of such further grant representing in aggregate over 1% of the shares in issue, must be separately approved by Shareholders in general meeting with such participant and his close associates abstaining from voting, and the number and terms (including the subscription price) of the options to be granted to such participant must be fixed before the Shareholder’s approval. In such event, the Company must send a circular to the Shareholders containing the identity of the participant, the number and terms of the options to be granted (and options previously granted to such participant), and all other information required under the GEM Listing Rules. The date of the Board meeting proposing such further grant should be taken as the date of grant for the purpose of calculating the subscription price.",
"# (G) Grant of options to certain connected persons",
"(a) Any grant of options to a Director, chief executive or substantial shareholder of the Company or any of their respective associates must be approved by the independent non-executive Directors (excluding any independent non-executive Director who is the grantee of the option)."
] |
[
"(b) Where any grant of options to a substantial Shareholder or an independent non-executive Director or any of their respective associates will result in the total number of shares issued and to be issued upon exercise of all options already granted and to be granted to such person under the Share Option Scheme (including options exercised, cancelled and outstanding) and any other share option schemes of the Company to such person in any 12-month period up to and including the date of grant:",
"(i) representing in aggregate over 0.1% of the shares in issue; and",
"(ii) having an aggregate value, based on the closing price of the shares at the date of each grant, in excess of HK\\$5.0 million,",
"such further grant of options is required to be approved by Shareholders at a general meeting of the Company, with voting to be taken by way of poll. The Company shall send a circular to the Shareholders containing all information as required under the GEM Listing Rules in this regard. The grantee, his associate and all core connected persons of the Company shall abstain from voting (except where any of such person intends to vote against the proposed grant and his/her intention to do so has been stated in the aforesaid circular). Any change in the terms of an option granted to a substantial shareholder or an independent non-executive Director or any of their respective associates is also required to be approved by Shareholders in the aforesaid manner.",
"# (H) Restrictions on the times of grant of options",
"(a) No offer for the grant of options may be made after any inside information has come to the knowledge of the Group until such inside information has been announced pursuant to the requirements of the GEM Listing Rules and the Securities and Futures Ordinance (the “SFO”) (Chapter 571 of the Laws of Hong Kong). No option may be granted during the period commencing one month immediately preceding the earlier of:",
"(i) the date of the Board meeting (such date to first be notified to the Stock Exchange in accordance with the GEM Listing Rules) for the approval of the Company’s results for any year, half-year, quarterly or other interim period (whether or not required under the GEM Listing Rules); and",
"(ii) the deadline for the Company to publish an announcement of the results for any year or half-year under the GEM Listing Rules, or quarterly or any other interim period (whether or not required under the GEM Listing Rules).",
"(b) Further to the restrictions in paragraph (a) above, no option may be granted to a Director on any day on which financial results of the Company are published and:",
"(i) during the period of 60 days immediately preceding the publication date of the annual results or, if shorter, the period from the end of the relevant financial year up to the publication date of the results; and",
"(ii) during the period of 30 days immediately preceding the publication date of the quarterly results and half-year results or, if shorter, the period from the end of the relevant quarterly or half-year period up to the publication date of the results."
] |
[] |
7469468_76.pdf
|
7469468_77.pdf
|
en
|
[
"# 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)",
"# (e) Financial Instruments (Continued)",
"# Financial assets (Continued)",
"# Derecognition of financial assets",
"The Group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity.",
"On derecognition of a financial asset measured at amortised cost, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognised in profit or loss.",
"# Financial liabilities and equity",
"# Classification as debt or equity",
"Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.",
"# Equity instruments",
"An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Company are recognised at the proceeds received, net of direct issue costs.",
"Repurchase of the Company’s own equity instruments is recognised and deducted directly in equity. No gain or loss is recognised in profit or loss on the purchase, sale, issue or cancellation of the Company’s own equity instruments.",
"# Financial liabilities",
"All financial liabilities are subsequently measured at amortised cost using the effective interest method.",
"# Derecognition of financial liabilities",
"The Group derecognises financial liabilities when, and only when, the Group’s obligations are discharged, cancelled or have expired. The difference between the carrying amount of the financial liability derecognised and the consideration paid and payable is recognised in profit or loss."
] |
[
"# 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)",
"# (f) Impairment on plant and equipment and right-of-use assets",
"At the end of the reporting period, the Group reviews the carrying amounts of its plant and equipment and right-of-use assets to determine whether there is any indication that these assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the relevant asset is estimated in order to determine the extent of the impairment loss (if any).",
"The recoverable amount of plant and equipment and right-of-use assets are estimated individually. When it is not possible to estimate the recoverable amount individually, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.",
"In addition, the Group assesses whether there is indication that corporate assets may be impaired. If such indication exists, corporate assets are also allocated to individual cash-generating units, when a reasonable and consistent basis of allocation can be identified, or otherwise they are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified.",
"Recoverable amount is the higher of fair value less costs of disposal and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset (or a cash-generating unit) for which the estimates of future cash flows have not been adjusted.",
"If the recoverable amount of an asset (or a cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or a cash-generating unit) is reduced to its recoverable amount. For corporate assets or portion of corporate assets which cannot be allocated on a reasonable and consistent basis to a cash-generating unit, the Group compares the carrying amount of a group of cash-generating units, including the carrying amounts of the corporate assets or portion of corporate assets allocated to that group of cash-generating units, with the recoverable amount of the group of cash-generating units. In allocating the impairment loss, the impairment loss is allocated first to reduce the carrying amount of any goodwill (if applicable) and then to the other assets on a pro-rata basis based on the carrying amount of each asset in the unit or the group of cash-generating units. The carrying amount of an asset is not reduced below the highest of its fair value less costs of disposal (if measurable), its value in use (if determinable) and zero. The amount of the impairment loss that would otherwise have been allocated to the asset is allocated pro rata to the other assets of the unit or the group of cash-generating units. An impairment loss is recognised immediately in profit or loss.",
"Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit or a group of cash-generating units) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or a cash-generating unit or a group of cash-generating units) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss."
] |
[] |
2555081_10.pdf
|
2555081_11.pdf
|
en
|
[
"# CONTINGENT LIABILITIES",
"No material contingent liability had come to the attention of the Directors in 2016 and up to the date of results announcement and annual report issuance of the Company.",
"# EVENT AFTER THE REPORTING PERIOD",
"Up to the date of this report, the Group conducted and completed a placing of its new 18,000,000 shares after the year ended 31 December 2016. For details please refer to relevant announcements."
] |
[
"Pursuant to Rule 18.44 of the GEM Listing Rules, the Board is pleased to present this corporate governance report for the year ended 31 December 2016. This report highlights the key corporate governance practices of the Company.",
"# CORPORATE GOVERNANCE PRACTICES",
"The Group is committed to promoting high standards of corporate governance. The Directors of the Company believe that sound and reasonable corporate governance practices are essential for the growth of the Group and for safeguarding the shareholders’ interests and the Group’s assets.",
"The Company’s corporate governance practices are based on the principles and code provisions as set out in the Corporate Governance Code (the “CG Code”) in Appendix 15 of the GEM Listing Rules. Throughout the year ended 31 December 2016 and up to the date of this report, to the best knowledge of the Board, the Company has complied with all the code provisions set out in the CG Code, save for the deviations from code provision A.6.7 as explained below and as mentioned in the following section headed “Chairman and Chief Executive Officer” in this report.",
"Pursuant to A.6.7 of CG Code, the independent non-executive Directors, as equal board members, should attend general meetings and develop a balanced understanding of the views of shareholders of the Company. Due to other unavoidable engagements, two independent non-executive Directors were unable to attend annual general meeting of the Company held on 18 May 2016.",
"# DIRECTORS’ SECURITIES TRANSACTIONS",
"The Company has adopted Rules 5.48 to 5.67 of the GEM Listing Rules as the code of conduct for dealing in securities of the Company by the Directors (the “Required standard of Dealing”). Having made specific enquiries of all the Directors, each of them have confirmed that they have complied with the Required Standard of Dealings throughout the year ended 31 December 2016. No incident of non-compliance was noted by the Company during the year.",
"# BOARD OF DIRECTORS",
"# Composition of the Board",
"Up to the date of this annual report, the Board comprises six directors, including two executive Directors, one non-executive Director and three independent non-executive Directors. Details of their composition by category are as follows:",
"# Executive Directors",
"Mr. Lam Shu Chung (Chairman)",
"Ms. Lee Nga Ching",
"# Non-executive Director",
"Ms. Tse Ka Pui Jessica",
"# Independent non-executive Directors",
"Mr. Lee Siu Leung",
"Mr. Tang Chung Wai",
"Ms. Chan Man Yi"
] |
[] |
11757132_6.pdf
|
11757132_7.pdf
|
en
|
[
"\\[ \\frac { \\partial \\mathcal { Q } ( \\mathcal { M } ) } { \\partial \\mathbf { W } } = \\frac { N } { 2 } \\left( 2 \\mathbf { W } ^ { - 1 } - \\mathrm { d i a g } ( \\mathbf { W } ^ { - 1 } ) \\right) - \\frac { 1 } { 2 } \\left( \\mathbf { K } + \\mathbf { K } ^ { T } - \\mathrm { d i a g } ( \\mathbf { K } ) \\right) = \\mathbf { 0 } \\eqno ( 6 1 ) \\]",
"where \\( \\mathbf { K } = \\mathbf { S } - 2 \\mathbf { C } \\tilde { \\mathbf { V } } ^ { T } + \\tilde { \\mathbf { V } } \\mathbf { R } _ { \\tilde { \\mathbf { y } } } \\tilde { \\mathbf { V } } ^ { T } \\), so",
"\\[ \\begin{array} { r l r } { \\mathbf { W } ^ { - 1 } = \\displaystyle \\frac { 1 } { N } \\frac { \\mathbf { K } + \\mathbf { K } ^ { T } } { 2 } \\qquad \\qquad \\qquad \\qquad \\qquad } & { ( 6 2 ) } \\\\ & { \\displaystyle \\qquad = \\displaystyle \\frac { 1 } { N } \\left( \\mathbf { S } _ { \\phi } - \\tilde { \\mathbf { V } } \\mathbf { C } ^ { T } - \\mathbf { C } \\tilde { \\mathbf { V } } ^ { T } + \\tilde { \\mathbf { V } } \\mathbf { R } _ { \\tilde { \\mathbf { y } } } \\tilde { \\mathbf { V } } ^ { T } \\right) \\qquad \\qquad \\qquad } & { ( 6 3 ) } \\\\ & { \\displaystyle \\qquad = \\displaystyle \\frac { 1 } { N } \\left( \\mathbf { S } - \\tilde { \\mathbf { V } } \\mathbf { C } ^ { T } \\right) \\qquad \\qquad \\qquad \\qquad \\qquad } & { ( 6 4 ) } \\end{array} \\]",
"Finally, we need to evaluate the expectations \\( \\operatorname { E } _ { \\mathbf { Y } } \\left[ \\tilde { \\mathbf { y } } _ { i j } \\right] \\) and \\( \\operatorname { E } _ { \\mathbf { Y } } \\left[ \\Tilde { \\mathbf { y } } _ { i j } \\Tilde { \\mathbf { y } } _ { i j } ^ { T } \\right] \\) and compute \\( \\mathbf { R } _ { \\tilde { \\mathbf { y } } } \\) and C.",
"\\[ \\mathbf { C } = \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } \\mathbf { F } _ { i j } \\mathbf { E } _ { \\mathbf { Y } , \\mathbf { X } } \\left[ \\tilde { \\mathbf { y } } _ { i j } \\right] ^ { T } = \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } \\mathbf { F } _ { i j } \\left[ \\begin{array} { l } { \\mathbf { E } _ { \\mathbf { Y } } \\left[ \\mathbf { y } _ { i } \\right] } \\\\ { \\mathbf { E } _ { \\mathbf { Y } , \\mathbf { X } } \\left[ \\mathbf { x } _ { i j } \\right] } \\\\ { 1 } \\end{array} \\right] ^ { T } = \\left[ \\mathbf { C } _ { \\mathbf { y } } \\quad \\mathbf { C } _ { \\mathbf { x } } \\quad \\mathbf { F } \\right] \\mathbf { \\Psi } \\left( \\mathbf { \\tilde { y } } _ { i } \\right) \\mathbf { G } _ { i } = \\mathbf { 0 } . \\]",
"Now",
"\\[ \\begin{array} { r } { \\mathrm { E } _ { \\mathbf { Y } } \\left[ \\mathbf { y } _ { i } \\right] = \\overline { { \\mathbf { y } } } _ { i } \\eqno ( 6 6 ) } \\end{array} \\]",
"\\[ \\operatorname { E } _ { \\mathbf { Y } , \\mathbf { X } } \\left[ \\mathbf { x } _ { i j } \\right] = \\operatorname { E } _ { \\mathbf { Y } } \\left[ \\overline { { \\mathbf { x } } } _ { i j } \\right] = \\mathbf { L } _ { \\mathbf { x } _ { i j } } ^ { - 1 } \\left( \\widetilde { \\zeta } _ { i j } - L _ { i j } \\mathbf { J } \\overline { { \\mathbf { y } } } _ { i } \\right) \\eqno ( 6 7 ) \\]",
"\\[ \\mathbf { C } _ { \\mathbf { y } } = \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } \\mathbf { F } _ { i j } \\mathbf { \\overline { { y } } } _ { i } ^ { T } = \\sum _ { i = 1 } ^ { M } \\mathbf { F } _ { i } \\mathbf { \\overline { { y } } } _ { i } ^ { T } \\eqno ( 6 8 ) \\]",
"\\[ \\mathbf { C } _ { \\mathbf { x } } = \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } \\mathbf { F } _ { i j } \\left( \\boldsymbol { \\tilde { \\zeta } } _ { i j } - L _ { i j } \\mathbf { J } \\mathbf { \\overline { { y } } } _ { i } \\right) ^ { T } \\mathbf { L } _ { \\mathbf { x } _ { i j } } ^ { - 1 } \\eqno { ( 6 9 ) } \\]",
"\\[ \\mathbf { R } _ { \\mathbf { \\widetilde { y } } } = { \\left[ \\begin{array} { l l l l l l l l } { \\mathbf { R } _ { \\mathbf { y } } } & { \\mathbf { R } _ { \\mathbf { y x } } } & { \\mathbf { R } _ { \\mathbf { y 1 } } } & { } & { } & { } & { } & { } \\\\ { \\mathbf { R } _ { \\mathbf { x y } } } & { \\mathbf { R } _ { \\mathbf { x } } } & { \\mathbf { R } _ { \\mathbf { x 1 } } } & { } & { } & { } & { } & { } & { } \\\\ { \\mathbf { R } _ { \\mathbf { y 1 } } ^ { T } } & { \\mathbf { R } _ { \\mathbf { x 1 } } ^ { T } } & { } & { } & { } & { } & { } & { } & { } \\end{array} \\right] } \\qquad \\qquad \\qquad \\qquad \\qquad \\qquad ( 7 0 ) \\]",
"Now"
] |
[
"\\[ \\mathbf { R } _ { \\mathbf { y } 1 } = \\sum _ { i = 1 } ^ { M } N _ { i } \\mathrm { E } _ { \\mathbf { Y } } \\left[ \\mathbf { y } _ { i } \\right] = \\sum _ { i = 1 } ^ { M } N _ { i } \\overline { { \\mathbf { y } } } _ { i } \\eqno ( 7 1 ) \\]",
"\\[ \\mathbf { R } _ { \\mathbf { x } 1 } = \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } L _ { i j } \\mathbf { E } _ { \\mathbf { Y } , \\mathbf { X } } \\left[ \\mathbf { x } _ { i j } \\right] = \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } L _ { i j } \\mathbf { L } _ { \\mathbf { x } _ { i j } } ^ { - 1 } \\left( \\mathbf { U } ^ { T } \\mathbf { W } \\mathbf { \\overline { { F } } } _ { i j } - L _ { i j } \\mathbf { J } \\mathbf { \\overline { { y } } } _ { i } \\right) \\eqno ( 7 2 ) \\]",
"\\[ \\mathbf { R _ { y } } = \\sum _ { i = 1 } ^ { M } N _ { i } \\mathrm { E } _ { \\mathbf { Y } } \\left[ \\mathbf { y _ { i } } \\mathbf { y } _ { i } ^ { T } \\right] = \\sum _ { i = 1 } ^ { M } N _ { i } \\left( \\mathbf { L _ { y _ { i } } ^ { - 1 } } + \\mathbf { \\overline { { y } } _ { i } \\overline { { y } } _ { i } ^ { T } } \\right) \\eqno ( 7 3 ) \\]",
"\\[ \\begin{array} { l l l } { { \\displaystyle { \\bf R _ { x y } } = \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } L _ { i j } [ { \\bf E _ { Y , X } } \\left[ { \\bf x } _ { i j } { \\bf y } _ { i } ^ { T } \\right] = \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } L _ { i j } [ { \\bf E _ { Y } } \\left[ { \\bf L } _ { { \\bf x } _ { i j } } ^ { - 1 } \\left( \\hat { \\zeta } _ { i j } - L _ { i j } { \\bf J } _ { { \\bf y } _ { i } } \\right) { \\bf y } _ { i } ^ { T } \\right] } } & { { \\displaystyle ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ( 7 4 ) } } \\\\ { { \\displaystyle ~ ~ ~ ~ ~ = \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } L _ { i j } { \\bf L } _ { { \\bf x } _ { i j } } ^ { - 1 } \\left( { \\bf U } ^ { T } { \\bf W } { \\bf \\bar { F } } _ { i j } { \\bf \\bar { y } } _ { i } ^ { T } - L _ { i j } { \\bf J } { \\bf E _ { Y } } \\left[ { \\bf y } _ { i } { \\bf y } _ { i } ^ { T } \\right] \\right) } } & { { \\displaystyle ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ( 7 5 ) } } \\end{array} \\]",
"\\[ \\begin{array} { r l r } { \\mathbf { R } _ { \\mathbf { x } } = \\displaystyle \\sum _ { i = 1 } ^ { M } \\displaystyle \\sum _ { j = 1 } ^ { H _ { i } } L _ { i j } \\mathbf { E } _ { \\mathbf { Y } , \\mathbf { X } } \\left[ \\mathbf { x } _ { i j } \\mathbf { x } _ { i j } ^ { T } \\right] } & { } & { { } ( 7 6 ) } \\\\ { \\quad } & { = \\displaystyle \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } L _ { i j } \\left( \\mathbf { L } _ { \\mathbf { x } _ { i j } ^ { - 1 } } ^ { - 1 } + \\mathbf { L } _ { \\mathbf { x } _ { i j } ^ { - 1 } } ^ { - 1 } \\mathbf { E } _ { \\mathbf { Y } } \\left[ \\left( \\mathbf { U } ^ { T } \\mathbf { W } \\mathbf { \\overline { { F } } } _ { i j } - L _ { i j } \\mathbf { J } \\mathbf { y } _ { i } \\right) \\left( \\mathbf { U } ^ { T } \\mathbf { W } \\mathbf { \\overline { { F } } } _ { i j } - L _ { i j } \\mathbf { J } \\mathbf { y } _ { i } \\right) ^ { T } \\right] \\mathbf { L } _ { \\mathbf { x } _ { i j } } ^ { - 1 } \\right) } & { } & { { } ( 7 7 ) } \\\\ { \\quad } & { = \\displaystyle \\sum _ { i = 1 } ^ { M } \\displaystyle \\sum _ { j = 1 } ^ { H _ { i } } L _ { i j } \\left( \\mathbf { L } _ { \\mathbf { x } _ { i j } ^ { - 1 } } ^ { - 1 } + \\mathbf { L } _ { \\mathbf { x } _ { i j } ^ { - 1 } } ^ { - 1 } \\left( \\mathbf { U } ^ { T } \\mathbf { W } \\mathbf { \\overline { { F } } } _ { i j } \\mathbf { \\overline { { F } } } _ { i j } ^ { T } \\mathbf { W } \\mathbf { U } \\right. \\right. } & { } \\\\ { \\quad } & { \\quad \\left. \\left. - L _ { i j } \\mathbf { U } ^ { T } \\mathbf { W } \\mathbf { \\overline { { F } } } _ { i j } \\mathbf { \\overline { { F } } } _ { i j } ^ { T } \\mathbf { J } ^ { T } - L _ { i j } \\mathbf { J } \\mathbf { \\overline { { y } } } _ { i } \\mathbf { \\overline { { F } } } _ { i j } ^ { T } \\mathbf { W } \\mathbf { U } \\right. \\right. } & { } \\\\ { \\quad } & { \\quad \\left. \\left. - L _ { i j } ^ { 2 } \\mathbf { J } \\mathbf { K } \\mathbf { \\overline { { F } } } _ { i j } \\mathbf { \\overline { { F } } } _ { i j } ^ { T } \\mathbf { J } \\right) \\mathbf { L } _ { \\mathbf { x } _ { i j } } ^ { - 1 } \\right) } & { } & { { } ( 7 8 ) } \\end{array} \\]",
"# 3.3 M-step MD",
"We assume a more general prior for the hidden variables:",
"\\[ P \\left( \\mathbf { y } _ { i } \\right) = \\mathcal { N } \\left( \\mathbf { y } _ { i } | \\mu _ { \\mathbf { y } } , \\Lambda _ { \\mathbf { y } } ^ { - 1 } \\right) \\eqno ( 7 9 ) \\]",
"\\[ P \\left( \\mathbf { x } _ { i j } | \\mathbf { y } _ { i } \\right) = \\! \\mathcal { N } \\left( \\mathbf { x } _ { i j } | \\mathbf { H } \\mathbf { y } _ { i } + \\mu _ { \\mathbf { x } } , \\mathbf { \\Lambda } _ { \\mathbf { x } } ^ { - 1 } \\right) \\eqno ( 8 0 ) \\]",
"To minimize the divergence we maximize",
"\\[ \\begin{array} { l l } { { \\displaystyle Q ( \\mu _ { \\mathbf { y } } , \\mathbf { A } _ { \\mathbf { y } } , \\mathbf { H } , \\mu _ { \\mathbf { x } } , \\mathbf { A } _ { \\mathbf { x } } ) = \\sum _ { i = 1 } ^ { M } \\mathbf { E } _ { \\mathbf { Y } } \\left[ \\ln \\mathcal { N } \\left( \\mathbf { y } _ { i } | \\mu _ { \\mathbf { y } } , \\mathbf { A } _ { \\mathbf { y } } ^ { - 1 } \\right) \\right] + \\sum _ { j = 1 } ^ { H _ { i } } \\mathbf { E } _ { \\mathbf { Y } , \\mathbf { X } } \\left[ \\ln \\mathcal { N } \\left( \\mathbf { x } _ { i j } | \\mathbf { H } \\mathbf { y } _ { i } + \\mu _ { \\mathbf { x } } , \\mathbf { A } _ { \\mathbf { x } } ^ { - 1 } \\right) \\right] } } & { { \\displaystyle ( 8 1 ) } } \\\\ { { \\displaystyle } } & { { \\displaystyle = \\frac { M } { 2 } \\ln | \\mathbf { A } _ { \\mathbf { y } } | - \\frac { 1 } { 2 } \\mathrm { t r } \\left( \\mathbf { A } _ { \\mathbf { y } } \\sum _ { i = 1 } ^ { M } \\mathbf { E } _ { \\mathbf { Y } } \\left[ \\left( \\mathbf { y } _ { i } - \\mu _ { \\mathbf { y } } \\right) \\left( \\mathbf { y } _ { i } - \\mu _ { \\mathbf { y } } \\right) ^ { T } \\right] \\right) } } \\\\ { { \\displaystyle } } & { { \\displaystyle ~ ~ ~ + \\frac { H } { 2 } \\ln | \\mathbf { A } _ { \\mathbf { x } } | - \\frac { 1 } { 2 } \\mathrm { t r } \\left( \\mathbf { A } _ { \\mathbf { x } } \\sum _ { i = 1 } ^ { M } \\sum _ { j = 1 } ^ { H _ { i } } \\mathbf { E } _ { \\mathbf { Y } , \\mathbf { X } } \\left[ \\left( \\mathbf { x } _ { i j } - \\mathbf { H } \\mathbf { y } _ { i } - \\mu _ { \\mathbf { x } } \\right) \\left( \\mathbf { x } _ { i j } - \\mathbf { H } \\mathbf { y } _ { i } - \\mu _ { \\mathbf { x } } \\right) ^ { T } \\right] \\right) } } \\\\ { { \\displaystyle } } & { { \\displaystyle + \\, \\mathrm { c o n s t } } } \\end{array} \\]",
"\\[ \\frac { \\partial Q ( \\mu _ { \\mathbf { y } } , \\mathbf { A } _ { \\mathbf { y } } , \\mathbf { H } , \\mu _ { \\mathbf { x } } , \\mathbf { \\Lambda } _ { \\mathbf { x } } ) } { \\partial \\mu _ { \\mathbf { y } } } = \\frac { 1 } { 2 } \\sum _ { i = 1 } ^ { M } \\mathbf { \\Lambda } _ { \\mathbf { y } } \\mathbf { E } _ { \\mathbf { Y } } \\left[ \\mathbf { y } _ { i } - \\mu _ { \\mathbf { y } } \\right] = \\mathbf { 0 } \\quad \\implies \\qquad \\qquad \\qquad ( 8 3 ) \\]",
"\\[ \\mu _ { \\mathbf { y } } = { \\frac { 1 } { M } } \\sum _ { i = 1 } ^ { M } \\operatorname { E } _ { \\mathbf { Y } } \\left[ \\mathbf { y } _ { i } \\right] \\qquad \\qquad \\qquad \\qquad \\qquad \\qquad ( 8 4 ) \\]"
] |
[] |
8405636_156.pdf
|
8405636_157.pdf
|
en
|
[
"# Labor Dispatch",
"According to the Interim Provisions on Labor Dispatch (勞務派遣暫行規定) promulgated by the MOHRSS on 24 January 2014, and came into effect on 1 March 2014, employers may only employ dispatched workers in temporary, auxiliary or substitutable positions, and shall strictly control the number of dispatched workers which shall not exceed 10% of the total number of the employees.",
"# Social Insurance and Housing Fund",
"According to the Social Security Law of the PRC (中華人民共和國社會保險法), which was promulgated by the SCNPC on 28 October 2010, and came into effect on 1 July 2011 and revised on 29 December 2018, and the Interim Regulation on the Collection and Payment of Social Insurance Premiums (社會保險費徵繳暫行條例), which came into effect on 22 January 1999 and revised on 24 March 2019, the Regulation on Work-Related Injury Insurance (\\( \\mathbb { T } \\)傷保險條例) implemented on 1 January 2004, and amended on 20 December 2010, and the Regulations on Unemployment Insurance (失業保險條例), which was promulgated on 22 January 1999, and the Trial Measures on Employee Maternity Insurance of Enterprises (企業職工生育保險試行辦法) implemented on 1 January 1995, the employer shall contribute to social insurance plans covering basic pensions insurance, basic medical insurance, maternity insurance, work injury insurance and unemployment insurance. Basic pension, medical and unemployment insurance contributions shall be paid by both employers and employees, while work-related injury insurance and maternity insurance contributions shall only be paid by employers, and employers who failed to promptly contribute social security premiums in full amount shall be ordered by the social security premium collection agency to make or supplement contributions within a prescribed time limit, and shall be subject to a late payment fine computed from the due date at the rate of 0.05% per day; where payment is not made within prescribed time limit, the relevant administrative authorities shall impose a fine ranging from 1 to 3 times the outstanding amount.",
"According to the Regulation on the Administration of Housing Provident Fund (住房公積金管理條例) (the “Regulation on Housing Provident Fund”), which was promulgated by the State Council and became effective on 3 April 1999, and was amended on 24 March 2002, and 24 March 2019, enterprises in the PRC must register with the competent managing center for housing provident funds and upon the examination by such center, these enterprises shall complete procedures for opening an account at the bank for the deposit of employees’ housing provident funds. Enterprises are also required to pay and deposit housing funds on behalf of their employees in full and in a timely manner. Employers that violate Regulation on Housing Provident Fund and fail to process housing provident fund payments or deposit registrations with the housing fund administration center within a designated period are subject to a fine ranging from RMB10,000 to RMB50,000."
] |
[
"According to the Reform Plan of the State Tax and Local Tax Collection Administration System (國稅地稅徵管體制改革方案), which was promulgated by the General Office of the Communist Party of China and the General Office of the State Council of the PRC on 20 July 2018, from 1 January 2019, all the social insurance premiums, including the premiums of the basic pension insurance, unemployment insurance, maternity insurance, work injury insurance and basic medical insurance, will be collected by the tax authorities. According to the Notice by the General Office of the State Administration of Taxation on Conducing the Relevant Work Concerning the Administration of Collection of Social Insurance Premiums in a Steady, Orderly, and Effective Manner (國家稅務總局辦公廳關於穩妥有序做好社會保險費徵管有關工作的通知), which was promulgated on 13 September 2018, and the Urgent Notice of the General Office of the Ministry of Human Resources and Social Security on Implementing the Spirit of the Executive Meeting of the State Council in Stabilizing the Collection of Social Insurance Premiums (人力資源和社會保障部關於貫徹落實國務院常務會議精神切實做好穩定社保費徵收工作的緊急通知), which was promulgated on 21 September 2018, all the local authorities responsible for the collection of social insurance premiums are strictly forbidden to conduct self-collection of historical unpaid social insurance contributions from enterprises. In addition, the Notice of the State Administration of Taxation on Implementing Measures on Further Support and Serve the Development of Private Economy (國家稅務總局關於實施進一步支援和服務民營經濟發展若干措施的通知), which was promulgated on 16 November 2018, repeats that tax authorities at all levels shall not organize self-collection of arrears of taxpayers including private enterprises in the previous years."
] |
[] |
2593302_45.pdf
|
2593302_46.pdf
|
en
|
[
"# CORPORATE GOVERNANCE PRACTICE OF THE COMPANY",
"The Board believes that effective and reasonable corporate governance practices are essential to the development of the Group and can safeguard and enhance the interests of the shareholders. The Company has adopted the principles as set out in the Corporate Governance Code and Corporate Governance Report (the “CG Code”) contained in Appendix 14 to the Listing Rules. The Company regularly reviews its corporate governance practice to ensure the compliance with the CG Code.",
"The Board is of the view that the Company has complied with the code provisions set out in the CG Code during the year ended 31 December 2017 (the “Reporting Period”). The major corporate governance principles and practices of the Company are summarised as below.",
"# BOARD",
"The Board of the Company is responsible to all shareholders for leading and overseeing the operations of the Group so as to ensure the achievement of the objective of value adding to shareholders. The Board is responsible for the overall development of the Group, approving and monitoring the overall development strategies of the Group, assessing, monitoring and controlling the operation and financial performance, ensuring the directors of the Company perform their duties properly and act in the best interests of the Group and hold discussions on various important and proper businesses of the Company in a timely manner. All directors are entitled to include any matter that needs to be submitted to the Board for discussion in the agenda of the Board meeting. The management shall provide members of the Board and specialised committees under the Board with appropriate and sufficient information in a timely manner so as to update them with the latest developments of the Company to facilitate discharge of their duties and make informed assessment and decision.",
"The executive directors and the senior management are delegated the authority and responsibilities by the Board for the day-to-day management and operation of the Group. The delegated functions and work tasks are periodically reviewed by the Board. Approval has to be obtained from the Board prior to any significant transactions entered into by the abovementioned officers. The Board fully supports the senior management to discharge their responsibilities.",
"The Board as a whole is responsible for performing the corporate governance functions set out in the Code Provision D.3.1 of the CG Code. The Board has reviewed and monitored the Company’s corporate governance policies and practices, the training and continuous professional development of directors and senior management, the Company’s policies and practices on compliance with legal and regulatory requirements, the compliance of the Model Code and the Employees Written Guidelines, and the Company’s compliance with the CG Code and disclosures in this Corporate Governance Report."
] |
[
"# BOARD COMPOSITION",
"The current board composition of the Company are as follows:",
"# Executive Directors:",
"Mr. Wu Tak Lam (Chairman of the Board, Chairman of the Nomination Committee and Chairman of the Finance and Investment Committee)",
"Ms. Chiu Man (Chief Executive Officer and member of the Finance and Investment Committee)",
"Mr. Jia Ruobing",
"Mr. Gou Xinfeng",
"# Independent Non-executive Directors:",
"Mr. Liu Jie (Chairman of the Audit Committee, member of each of the Nomination Committee, the Remuneration Committee and the Finance and Investment Committee)",
"Mr. Song Tao (Chairman of the Remuneration Committee, member of each of the Audit Committee and the Nomination Committee)",
"Dr. Liu Xiaofeng (Member of each of the Audit Committee, the Nomination Committee and the Remuneration Committee)",
"The biographical details of the current directors and the relationship among them, if any, are set out on pages 25 to 29 of this annual report.",
"The appointment of independent non-executive directors strictly adheres to the guidelines for assessing independence set out in Rule 3.13 of the Listing Rules. The Company has received an annual confirmation letter of independence from each of the independent non-executive directors and considers them to be independent of the management and free of any relationship that could materially interfere with the exercise of their independent judgment. The Board considers that each of the independent non-executive directors brings his own relevant expertise to the Board and brings a wide range of business and financial expertise, experiences and independent judgement to the Board, and are also invited to join the Board committees of the Company. Through active participation in Board meetings and taking the lead in managing issues involving potential conflict of interests, all independent non-executive directors have made various contributions to the effective direction of the Company and provided adequate checks and balances to safeguard the interests of both the Group and the shareholders."
] |
[] |
9272778_13.pdf
|
9272778_14.pdf
|
en
|
[
"<table><tr><td colspan=\"2\">Item</td><td>31 March 2021</td><td>31 December 2020</td></tr><tr><td colspan=\"2\">Owners’ equity (or shareholders’ \nequity):</td><td></td><td></td></tr><tr><td colspan=\"2\">Paid-in cailpta (or share caiptal)</td><td>548,540,432.00</td><td>548,540,432.00</td></tr><tr><td colspan=\"2\">Cailpta reserve</td><td>1,961,847,553.30</td><td>1,961,847,553.30</td></tr><tr><td colspan=\"2\">Surlpus reserve</td><td>51,365,509.04</td><td>51,365,509.04</td></tr><tr><td colspan=\"2\">Undistributed profit</td><td>-1,375,290,421.40</td><td>-1,362,217,861.88</td></tr><tr><td colspan=\"2\">Total owners’ equity (or \nshareholders’ equity)</td><td>1,186,463,072.94</td><td>1,199,535,632.46</td></tr><tr><td colspan=\"2\">Total liabilities and owners’ equity \n(or shareholders’ equity)</td><td>2,932,369,922.97</td><td>2,774,964,317.00</td></tr></table>",
"<table><tr><td>Person-in-charge of the \nCompany:</td><td>Person-in-charge of \naccounting:</td><td>Person-in-charge of \naccounting institution:</td></tr><tr><td>Zhang Chong</td><td>Ma Yan</td><td>Chen Jing</td></tr></table>"
] |
[
"# Consolidated Income Statement",
"# January–March 2021",
"Prepared by: Luoyang Glass Company Limited\\*",
"Unit: yuan Currency: RMB Type of audit: unaudited",
"<table><tr><td>Item</td><td>First quarter of 2021</td><td>First quarter of 2020</td></tr><tr><td>I. Total operating revenue</td><td>794337982.90,,</td><td>403,689,173.77</td></tr><tr><td>Including: Operating revenue</td><td>794337982.90,,</td><td>403,689,173.77</td></tr><tr><td>II. Total operating costs</td><td>609227817.96,,</td><td>386,956,237.69</td></tr><tr><td>Including: Operating costs</td><td>459395380.14,,</td><td>294,868,490.39</td></tr><tr><td>Taxes and surcharges</td><td>11264693.39,,</td><td>6,016,610.28</td></tr><tr><td>Selling expenses</td><td>20596189.80,,</td><td>14,916,634.56</td></tr><tr><td>Administrative expenses</td><td>36585066.15,,</td><td>27,320,974.10</td></tr><tr><td>R&D expenses</td><td>54911438.15,,</td><td>15,134,144.68</td></tr><tr><td>Finance expenses</td><td>26475050.33,,</td><td>28,699,383.68</td></tr><tr><td>Including: Interest expenses</td><td>27147204.13,,</td><td>26,203,153.54</td></tr><tr><td>Interest income</td><td>713052.48,</td><td>605,212.06</td></tr><tr><td>Add: Other income</td><td>6862954.49,,</td><td>3,097,753.62</td></tr><tr><td>Investment income (losses \nare represented by “-”)</td><td>-5605564.38,,</td><td>-716,518.73</td></tr><tr><td>Impairment losses on credit \n(losses are represented by \n“-”)</td><td>1909067.89,,</td><td>182,448.13</td></tr><tr><td>Impairment losses on assets \n(losses are represented by \n“-”)</td><td></td><td>127,887.48</td></tr><tr><td>Gains on disposal of assets \n(losses are represented by \n“-”)</td><td>38275.82,</td><td>12,438.78</td></tr><tr><td>III. Op erating profit (loss is represented \nby “-”)</td><td>188314898.76,,</td><td>19,436,945.36</td></tr><tr><td>Add: Non-operating income</td><td>500.00</td><td></td></tr><tr><td>Less: Non-operating expense</td><td>186103.48,</td><td>5,000.00</td></tr><tr><td>IV. To tal profit (total loss is represented \nby “-”)</td><td>188129295.28,,</td><td>19,431,945.36</td></tr><tr><td>Less: Income tax expenses</td><td>31576425.79,,</td><td>6,492,071.94</td></tr></table>"
] |
[] |
2894605_143.pdf
|
2894605_144.pdf
|
en
|
[
"# 9.4.5Attendance of directors at relevant meetings",
"The following table sets forth the records of attendance of each director at the meetings convened by the Board of Directors and by special committees under the Board of Directors and at the shareholders’ general meetings held in 2016.",
"<table><tr><td></td><td colspan=\"7\">Special committees under the Board of Directors</td><td></td></tr><tr><td>Directors</td><td>Board of \nDi(1)rectors</td><td>Strategy \nCommittee</td><td>Nomination \nCommittee</td><td>Remuneration \nand Appraisal \nCommittee</td><td>Risk and \nCapital \nManagement \nCommittee</td><td>Audit \nCommittee</td><td>Related Party \nTransaction \nControl \nCommittee</td><td>Shareholders’ \nGeneral \nMeeting</td></tr><tr><td></td><td colspan=\"8\">Actual times of attend2ance/Requi)red ti(mes of attendance</td></tr><tr><td>Non-executive directors</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Li Jianhong</td><td>12/12</td><td>4/4</td><td>2/2</td><td>/</td><td>/</td><td>/</td><td>/</td><td>2/2</td></tr><tr><td>Ma Zehua (resigned)</td><td>6/6</td><td>3/3</td><td>/</td><td>/</td><td>/</td><td>/</td><td>/</td><td>0/1</td></tr><tr><td>Li Xiaopeng</td><td>11/12</td><td>4/4</td><td>/</td><td>/</td><td>/</td><td>/</td><td>/</td><td>1/2</td></tr><tr><td>Li Yinquan (resigned)</td><td>6/6</td><td>/</td><td>/</td><td>/</td><td>/</td><td>/</td><td>/</td><td>0/1</td></tr><tr><td>Sun Yueying</td><td>12/12</td><td>/</td><td>/</td><td>1/1</td><td>9/9</td><td>5/5</td><td>/</td><td>2/2</td></tr><tr><td>Fu Gangfeng</td><td>11/12</td><td>/</td><td>/</td><td>/</td><td>/</td><td>8/8</td><td>2/2</td><td>2/2</td></tr><tr><td>Hong Xiaoyuan</td><td>12/12</td><td>/</td><td>/</td><td>1/1</td><td>9/9</td><td>/</td><td>/</td><td>2/2</td></tr><tr><td>Su Min</td><td>12/12</td><td>3/3</td><td>/</td><td>/</td><td>9/9</td><td>/</td><td>3/3</td><td>2/2</td></tr><tr><td>Zhang Jian</td><td>2/2</td><td>/</td><td>/</td><td>/</td><td>1/1</td><td>/</td><td>/</td><td>/</td></tr><tr><td>Wang Daxiong</td><td>2/2</td><td>/</td><td>/</td><td>/</td><td>/</td><td>1/1</td><td>/</td><td>/</td></tr><tr><td>Executive directors</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Tian Huiyu</td><td>11/12</td><td>4/4</td><td>2/2</td><td>/</td><td>/</td><td>/</td><td>/</td><td>2/2</td></tr><tr><td>Li Hao</td><td>12/12</td><td>/</td><td>/</td><td>/</td><td>9/9</td><td>/</td><td>5/5</td><td>1/2</td></tr><tr><td>Independent \nnon-executive directors</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Leung Kam Chung, Antony</td><td>10/12</td><td>/</td><td>2/2</td><td>1/1</td><td>9/9</td><td>/</td><td>/</td><td>2/2</td></tr><tr><td>Wong Kwai Lam</td><td>12/12</td><td>/</td><td>/</td><td>1/1</td><td>/</td><td>8/8</td><td>/</td><td>1/2</td></tr><tr><td>Pan Chengwei</td><td>12/12</td><td>/</td><td>2/2</td><td>/</td><td>/</td><td>8/8</td><td>5/5</td><td>2/2</td></tr><tr><td>Pan Yingli</td><td>12/12</td><td>/</td><td>2/2</td><td>1/1</td><td>/</td><td>/</td><td>/</td><td>2/2</td></tr><tr><td>Guo Xuemeng (resigned)</td><td>12/12</td><td>/</td><td>/</td><td>/</td><td>/</td><td>8/8</td><td>5/5</td><td>2/2</td></tr><tr><td>Zhao Jun</td><td>11/12</td><td>/</td><td>/</td><td>/</td><td>5/5</td><td>/</td><td>5/5</td><td>2/2</td></tr></table>",
"Notes: 1. During the reporting period, the Board of Directors held a total of 12 meetings, of which three were on-site and telephone meetings and nine were meetings convened and voted by correspondence.",
"2. Actual number of attendance does not include attendance by proxy. The above directors who did not attend the meetings in person had appointed other directors to attend such meetings on their behalf."
] |
[
"# 9.4.6Securities transactions of directors, supervisors and relevant employees",
"The Company has adopted the Model Code set out in Appendix 10 to the Hong Kong Listing Rules as the code of conduct for directors and supervisors of the Company in respect of their dealings in the Company’s securities. Having made enquiry of all the directors and supervisors, the Company confirmed that they had complied with the aforesaid Model Code throughout the year ended 31 December 2016.",
"The Company has also established guidelines for relevant employees in respect of their dealings in securities of the Company, which are no less exacting than the Model Code. The Company is not aware of any violation against the mentioned guidelines by relevant employees.",
"# 9.4.7Performance of duties by independent non-executive directors",
"The Board of Directors of the Company currently has six independent non-executive directors, which meets the requirement that at least one third of the total directors of the Company shall be independent directors. The qualification, number and proportion of independent non-executive directors are in compliance with relevant requirements of the CBRC, the CSRC, Shanghai Stock Exchange and the Hong Kong Listing Rules. All six independent non-executive directors of the Company are not involved in the circumstances set out in Rule 3.13 of Hong Kong Listing Rules which would cause doubt on their independence. The Company has received from the independent non-executive directors their respective annual confirmation of independence which was made in accordance with Rule 3.13 of Hong Kong Listing Rules. Therefore, the Company is of the opinion that all independent non-executive directors have complied with the requirement of independence set out in Hong Kong Listing Rules. The majority of the members of the Nomination Committee, the Remuneration and Appraisal Committee, the Audit Committee and the Related Party Transaction Control Committee under the Board of Directors of the Company are Independent Non-executive directors, and all of such committees are chaired by an independent non-executive director. During the reporting period, the six independent non-executive directors maintained communication with the Company through personal attendance at the meetings, on-site visits, research and investigations and conferences. They effectively performed their roles as independent non-executive directors by diligently attending meetings held by the Board of Directors and the special committees, actively expressing their opinions and suggestions and attending to the interests and requests of small and medium shareholders. For details of the attendance of independent non-executive directors at the meetings convened by the Board of Directors and the special committees, please refer to “9.4.5 Attendance of directors at relevant meetings” in this report.",
"During the reporting period, the independent non-executive directors expressed their independent opinions on material issues including change of directors, remuneration of the senior management, engagement of accounting firm, profit appropriation, related party transactions and external guarantees of the Company. They made no objection to the resolutions of the Board of Directors and others.",
"According to the “Rules Governing Independent Directors’ Work on Annual Reports” of the Company, the independent non-executive directors of the Company performed the following duties in preparing and reviewing this report:",
"1. The independent non-executive directors listened to reports on the performance of the Company in 2016 made by the management and Chief Financial Officer. The independent non-executive directors believed that the reports made by the management of the Company had fully and objectively reflected the operations of the Company in 2016 as well as the progress of significant matters. They recognised and were satisfied with the work performed by the management team and the results achieved in 2016."
] |
[] |
8405455_282.pdf
|
8405455_283.pdf
|
en
|
[
"The aging analysis of our trade receivables, net of allowance for doubtful debts, as at the dates indicated is as follows:",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"3\">As of 31 December</td><td> As of 30 June</td></tr><tr><td>2009</td><td>2010</td><td>2011</td><td>2012</td></tr><tr><td>RMB’000</td><td> RMB’000</td><td> RMB’000</td><td> RMB’000</td></tr><tr><td>0 to 30 days</td><td>7,819</td><td>3,862</td><td>2,987</td><td>4,536</td></tr><tr><td>31 to 60 days</td><td> —</td><td> —</td><td>818</td><td> —</td></tr><tr><td>61 to 180 days</td><td> —</td><td> —</td><td>740</td><td>651</td></tr><tr><td>180 to 365 days</td><td> —</td><td>380</td><td>453</td><td> —</td></tr><tr><td>Over one year</td><td> —</td><td>93</td><td>93</td><td>277</td></tr><tr><td></td><td>7,819</td><td>4,335</td><td>5,091</td><td>5,464</td></tr></table>",
"Our average trade receivables turnover days were four days, five days, three days and one day for the years ended 31 December 2009, 2010 and 2011 and the six months ended 30 June 2012, respectively, which were within the credit period granted by us. The average trade receivables turnover days are calculated by dividing the average of opening and ending balance of trade receivables for the year/period by the corresponding revenue in the year/period and then multiplying by the number of days in that year/period. The increase in our average trade receivables turnover days from four days for the year ended 31 December 2009 to five days for the year ended 31 December 2010 was primarily due to a decrease in revenue from RMB493.8 million in 2009 to RMB483.5 million in 2010. The decrease in our average trade receivables turnover days from five days for the year ended 31 December 2010 to three days for the year ended 31 December 2011 was primarily due to an increase in revenue from RMB483.5 million in 2010 to RMB524.5 million in 2011. The decrease in our average trade receivables turnover days from three days for the year ended 31 December 2011 to one day for the six months ended 30 June 2012 was primarily due to an increase in revenue from RMB524.5 million in 2011 to RMB662.4 million in the six months ended 30 June 2012.",
"In assessing the recoverability of trade receivable from property tenants for property leasing and operational management business, we consider any change in the credit quality of the property tenants. We recognize allowance for doubtful receivables based on estimated irrecoverable amounts determined by reference to past default experience of the property tenants and their current financial position.",
"Our impairment losses recognized on trade receivable of RMB1.1 million as of 31 December 2010 and 2011 and the six months ended 30 June 2012, were related to irrecoverable amounts relating to our property leasing and operational management business.",
"As of 31 October 2012, RMB4.5 million, or 82.3%, of our trade receivables as of 30 June 2012 had been settled."
] |
[
"# Prepayment for leasehold land held for development for sale",
"Our prepayment for leasehold land use right was RMB80.4 million as of 31 December 2009, which was made to secure the land for our Nanjing Jade Garden project. We did not have prepayment for leasehold land held for development for sale as of 31 December 2010 and 2011. Our prepayment for leasehold land held for development for sale was RMB60.0 million, which was made to secure a parcel of land in Zhuzhou.",
"# Trade and other payables",
"The following table sets forth a breakdown of our trade and other payables as of the dates indicated below:",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"3\">As of 31 December</td><td> As of 30 June</td></tr><tr><td>2009</td><td>2010</td><td>2011</td><td>2012</td></tr><tr><td>RMB’000</td><td> RMB’000</td><td> RMB’000</td><td> RMB’000</td></tr><tr><td>Trade payables</td><td>122,836</td><td>113,799</td><td>138,216</td><td>199,381</td></tr><tr><td>Deposits</td><td>7,597</td><td>11,007</td><td>20,568</td><td>15,729</td></tr><tr><td>Other taxes payable</td><td>4,272</td><td>2,463</td><td>4,832</td><td>2,053</td></tr><tr><td>Other payables and accrued\nexpenses</td><td>15,275</td><td>14,070</td><td>13,750</td><td>11,268</td></tr><tr><td></td><td>149,980</td><td>141,339</td><td>177,366</td><td>228,431</td></tr></table>",
"Our trade and other payable decreased from RMB150.0 million as of 31 December 2009 to RMB141.3 million as of 31 December 2010. The decrease was primarily due to a decrease in trade payables, partially offset by an increase in deposits received. Our trade and other payables increased from RMB141.3 million as of 31 December 2010 to RMB177.4 million as of 31 December 2011. The increase was primarily due to an increase in trade payables and deposits received. Our trade and other payables increased from RMB177.4 million as of 31 December 2011 to RMB228.4 million as of 30 June 2012, primarily due to an increase in trade payables, which was in line with the continued growth of our property development business. Among our trade payables of RMB199.4 million as of 30 June 2012, trade payable of RMB35.7 million to Nanjing Metro as a part of the total consideration will be settled through the delivery to Nanjing Metro of a portion of our completed property units at Golden Wheel New Metro, according to our agreed settlement terms in relation to the payment of consideration for the land for Golden Wheel New Metro that we acquired from Nanjing Metro. Our Directors believe that Nanjing Metro has accepted such arrangement for the potential benefit of property appreciation taking into account the land cost and economic growth trend in Nanjing."
] |
[] |
2557313_243.pdf
|
2557313_244.pdf
|
en
|
[
"# 25 BORROWINGS",
"<table><tr><td></td><td colspan=\"2\">As at 31 December</td></tr><tr><td></td><td>2016</td><td>2015</td></tr><tr><td></td><td>RMB’000</td><td>RMB’000</td></tr><tr><td>Non-current</td><td></td><td></td></tr><tr><td>Long-term bank borrowings</td><td></td><td></td></tr><tr><td>– guaranteed (a)</td><td>700</td><td>1,430</td></tr><tr><td>– secured (b)</td><td>6,505</td><td>77,204</td></tr><tr><td>– unsecured</td><td>830,488</td><td>11,542</td></tr><tr><td>Debentures (c)</td><td>1,998,591</td><td>–</td></tr><tr><td>Other borrowings</td><td>–</td><td>3,233</td></tr><tr><td></td><td>2,836,284</td><td>93,409</td></tr><tr><td>Current</td><td></td><td></td></tr><tr><td>Short-term bank borrowings</td><td></td><td></td></tr><tr><td>– guaranteed (a)</td><td>182,550</td><td>249,390</td></tr><tr><td>– secured (b)</td><td>513,356</td><td>1,253,740</td></tr><tr><td>– unsecured</td><td>8,914,583</td><td>8,885,127</td></tr><tr><td>Other borrowings</td><td>17,310</td><td>1,000</td></tr><tr><td></td><td>9,627,799</td><td>10,389,257</td></tr><tr><td>Current portion of long-term bank borrowings</td><td></td><td></td></tr><tr><td>– guaranteed (a)</td><td>730</td><td>730</td></tr><tr><td>– secured (b)</td><td>9,000</td><td>9,000</td></tr><tr><td>Other borrowings</td><td>3,233</td><td>–</td></tr><tr><td></td><td>9,640,762</td><td>10,398,987</td></tr><tr><td>Total borrowings</td><td>12,477,046</td><td>10,492,396</td></tr></table>",
"(a) As at 31 December 2016, the bank borrowings as guaranteed by the non-controlling interests of the Group’s subsidiaries amounted to approximately RMB57,550,000 (2015: RMB139,000,000).",
"As at 31 December 2016, the bank borrowings as jointly guaranteed by the Group’s subsidiary and one of the Group’s non-controlling interests amounted to approximately RMB125,000,000. (2015: RMB110,390,000).",
"As at 31 December 2016, the bank borrowings as guaranteed by a related party amounted to approximately RMB1,430,000 (2015: RMB2,160,000) (Note 44 (d))."
] |
[
"# 25 BORROWINGS (continued)",
"# (b) Analysis of the secured borrowings are as follows:",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"2\">As at 31 December</td></tr><tr><td>2016</td><td>2015</td></tr><tr><td>RMB’000</td><td>RMB’000</td></tr><tr><td>Secured by:</td><td></td><td></td></tr><tr><td>– PP&E and land use rights (Notes 7, 9)</td><td>343,905</td><td>451,554</td></tr><tr><td>– Trade receivables (Note 18)</td><td>184,956</td><td>868,490</td></tr><tr><td>– Bank deposits (Note19)</td><td>–</td><td>19,900</td></tr><tr><td></td><td>528,861</td><td>1,339,944</td></tr></table>",
"# (c) Debentures",
"On 28 January 2016, the Company received RMB1,980,000,000 from the issuance of 3-year-maturity-debentures, with an aggregate amount of RMB2,000,000,000 at a rate of 2.98% per annum.",
"# (d) The carrying amounts of the Group’s borrowings are denominated in the following currencies:",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"2\">As at 31 December</td></tr><tr><td>2016</td><td>2015</td></tr><tr><td>RMB’000</td><td>RMB’000</td></tr><tr><td>RMB</td><td>12,273,100</td><td>10,492,396</td></tr><tr><td>NZD</td><td>203,946</td><td>–</td></tr><tr><td></td><td>12,477,046</td><td>10,492,396</td></tr></table>",
"# (e) The weighted average effective interest rates of borrowings are set out as follows:",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"2\">As at 31 December</td></tr><tr><td>2016</td><td>2015</td></tr><tr><td>RMB’000</td><td>RMB’000</td></tr><tr><td>Borrowings</td><td></td><td></td></tr><tr><td>– RMB</td><td>3.77%</td><td>4.52%</td></tr><tr><td>– NZD</td><td>2.92%</td><td>–</td></tr></table>",
"Interest rates of borrowings denominated in RMB are reset periodically according to the benchmark rates announced by the People’s Bank of China."
] |
[] |
9226851_161.pdf
|
9226851_162.pdf
|
en
|
[
"# Quality control on raw materials",
"Our quality control team inspects our incoming raw materials at our warehouse. For hot rolled steel coils, we inspect the raw materials by checking the quality certificate provided by the suppliers which sets out the respective specifications of the hot rolled steel coils. Other raw materials are inspected by our quality control personnel on a sampling basis to ensure their quality meets their respective specifications and parameters. Laboratory tests are being carried out by our quality assurance staff to assess zinc and other raw materials.",
"# Quality control throughout the production process",
"Our production process control consists of a multi-point checking system from the beginning to the end of our production process. Our quality control team conducts random check on the major steps of our production process. At the end of the production process, we conduct physical check on our Cold Rolled Steel Products on a sampling basis to verify that their mechanical and dimensional properties meet our customers’ requirements.",
"# Selection of subcontractors and quality control on products processed by subcontractors",
"Our procurement team selects our subcontractors by carrying out evaluation and assessment and we maintain a list of approved subcontractors. Our quality control team inspects and keeps track with our products before sending to our subcontractors for their further process.",
"During the Track Record Period and up to the Latest Practicable Date, we did not receive any material claims or complaints by our customers in respect of the quality of our products and there was no incident of failure of our quality control systems which had a material and adverse impact on our business operations.",
"# PRODUCT DEVELOPMENT",
"Our product development activities are carried out by six members from our technical department as at the Latest Practicable Date, and is led by Mr. Guo Zhongyi, who has over 22 years of experience in the manufacturing industry in the PRC. For further information about the qualification and experience of Mr. Guo, please refer to the section headed “Directors And Senior Management — Senior management” in the prospectus."
] |
[
"We had two invention patents and 16 utility model patents in the PRC as at the Latest Practicable Date. The following table sets out further information of our two invention patents and three material utility model patents:",
"<table><tr><td>Material patents we owned</td><td>How the processing techniques of the patents\nimprove our production process</td></tr><tr><td>Invention patents</td><td></td></tr><tr><td>Zinc pot and its machining\nprocess (鋅鍋及其加工工藝)</td><td>A process that solves the technical problem of the\ndross stain on the steel coil due to oxidization\nof the traditional zinc pot surface, which\nenhances the surface quality of the steel\nproduct</td></tr><tr><td>A kind of continuous\ngalvanizing, polishing and\nembossing process (一種連\n續鍍鋅平整壓花工藝)</td><td>A process that prevents the occurance of the id\nyellfpatorm (屈服平台), improves the flatness and\nrouhbgness of the oard surface and controls the\ndepth of the pattern, which reduces the\nthickness and increases the length of the steel\nproduct</td></tr><tr><td>Utility model patents</td><td></td></tr><tr><td>A kind of reciprocating\nliquid zinc pumipng and\ndeslaid往ggng evice (一種\n復式抽鋅液除渣裝置)</td><td>A reciprocating pump that eliminates the scum\ndefects of unpainted galvanized steel products\ncausedb y dross and zinc dust in the zinc pot,\nwhich enhances the surface quality of the\nunpainted galvanized steel product</td></tr><tr><td>The zinc dust treatment\ndeviceb ased on the\nhumidification treatment\nin the nose of the\ngalvanization furnace (基於\n加濕處理的鍍鋅爐爐鼻內鋅\n灰處理裝置)</td><td>A device that imhproves the atmospere in the\nnose of the galvanization furnace and cleans the\nzinc dust content inside the galvanization\nfurnace, such that the overall processing\naccuracy of the galvanization furnace and the\nquality of the lpating of the metal sheet canb e\nimproved</td></tr><tr><td>Hihg pressure cleaning\ndevice for polishing\nmachine (平整機用高壓清潔\n裝置)</td><td>A cleaning device that removes the residual oily\nsubstances and impurities of the polishing\nrollers from the surface of the unpainted\ngalvanized steel products, and eliminates the\nsurface defects causedb y the crumbs of zinc on\nthe polishing rollers during the polishing\nprocess, which enhances the surface quality of\nthe unpainted galvanized steel product</td></tr></table>"
] |
[] |
2139133_32.pdf
|
2139133_33.pdf
|
en
|
[
"with the variety and complexity of the various tax laws, creates a level of uncertainty, and requires judgment when addressing the impact of complex tax issues. Our effective tax rate and the amount of tax expense are dependent upon various factors, including the following: the tax laws of the jurisdictions in which income is earned; the ability to realize deferred tax assets at certain international subsidiaries;negotiation and dispute resolution with taxing authorities in the U.S. and international jurisdictions; and changes in tax laws.",
"The provision for income taxes is computed using the asset and liability method under this method, deferred tax assets and liabilities are recognized currently based on the anticipated future tax consequences of changes in the temporary differences between the book and tax bases of assets and liabilities. This method includes an estimate of the future realization of tax benefits associated with tax losses. Deferred tax assets and liabilities are measured using the currently enacted tax rates that apply to taxable income in effect for the years in which those assets are expected to be realized or settled.",
"Income tax expense for 2018 was \\$73.3 million on \\$299.8 million of pretax income and for 2017 was \\$67.2 million on \\$200.3 million of pretax income. For 2018, the reduction of the statutory federal corporate income tax rate due to the enactment of the Tax Cuts and Jobs Act of 2017 (the “Tax Reform Act”), as well as the mix of income and losses among various jurisdictions, resulted in a net tax increase of\\$18.7 million on pretax income of \\$99.5 million. Additionally, there was an \\$11.0 million yearoveryear increase in tax expense related to changes in the measurement of uncertain tax positions, offset by decreases related to audit settlements and the expiration of the statute of limitations. Further, there was a yearoveryear \\$1.9 million increase in withholding tax expense. These yearoveryear tax increases were offset by yearoveryear decreases of \\$5.1 million related to unremitted foreign earnings and \\$1.2 million for other small tax expense items, along with, most significantly, a \\$19.2 million decrease in the 2018 tax expense related to the net provisional tax benefit related to the Tax Reform Act. The net provisional tax benefit included tax benefits of \\$72.0 million resulting from the revaluation of deferred tax assets and liabilities, which were partially offset by \\$52.8 million of transition tax expense.",
"During 2018, there was a \\$24.8 million net increase in valuation allowances. This increase was a result of a \\$30.2 million increase to valuation allowances related to net operating losses and other deferred tax assets, as well as an increase of \\$0.6 million in new valuation allowances. These increases were partially offset by a \\$6.0 million decrease in valuation allowances due to currency translation.",
"The SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Reform Act. SAB 118 also provides for a measurement period that should not extend beyond one year from the Tax Reform Act enactment date. As of October 31, 2018, our accounting for the Tax Reform Act was provisional. However, in accordance with SAB 118, we have recorded a reasonable estimate for the following items: a tax benefit related to the revaluation of deferred tax assets and liabilities of \\$72.0 million; and a provisional tax expense as a result of the accrual for the transition tax liability of \\$52.8 million. As a result, the net provisional tax benefit recorded in our consolidated financial statements for the year ended October 31, 2018 was \\$19.2 million. Adjustments to the provisional estimates will be recorded and disclosed prospectively during the measurement period and may differ from these provisional amounts, due to, among other matters, additional analyses, changes in interpretations and assumptions we have made, additional regulatory guidance that may be issued, and actions we may take as a result of the Tax Reform Act.",
"We analyze potential income tax liabilities related to uncertain tax positions in the United States and international jurisdictions. The analysis of potential income tax liabilities results in estimates of income tax liabilities recognized for uncertain tax positions following the guidance of ASC 740, “Income Taxes.” The estimation of potential tax liabilities related to uncertain tax positions involves significant judgment in evaluating the impact of uncertainties in the application of ASC 740 and complex tax laws. We periodically analyze both potential income tax liabilities and existing liabilities for uncertain tax positions resulting in both new reserves and adjustments to existing reserves in light of changing facts and circumstances. This includes the release of existing liabilities for uncertain tax positions based on the expiration of statutes of limitation. During 2018, recognition of uncertain tax positions increased primarily due to increases in unrecognized tax benefits related to prior years and the current year, offset by decreases related to lapse in statute of limitations; whereas in 2017, the uncertain tax positions decreased primarily due to audit and statute of limitations releases attributable to nonUS jurisdictions.",
"The ultimate resolution of potential income tax liabilities may result in a payment that is materially different from our current estimates. If our estimates recognized under ASC 740 prove to be different than what is ultimately resolved, such resolution could have a material impact on our financial condition and results of operations. While predicting the final outcome or the timing of the resolution of any particular tax matter is subject to various risks and uncertainties, we believe that our tax accounts related to uncertain tax positions are appropriately stated.",
"Refer to Note 11 of the Notes to Consolidated Financial Statements included in Item 8 of this Form 10K for further information."
] |
[
"# Equity Earnings of Unconsolidated Af iliates, net of Tax",
"We recorded \\$3.0 million and \\$2.0 million of equity earnings of unconsolidated affiliates, net of tax, for 2018 and 2017, respectively.",
"# Net Income Attributable to Noncontrolling Interests",
"Net income attributable to noncontrolling interests represents the portion of earnings from the operations of our nonwholly owned, consolidated subsidiaries that belongs to the noncontrolling interests in those subsidiaries. Net income attributable to noncontrolling interests was \\$20.1 million and \\$16.5 million for 2018 and 2017, respectively. The increase in net income attributable to noncontrolling interests was due primarily to increased earnings of the Flexible Packaging JV.",
"# Net Income Attributable to Greif, Inc.",
"Based on the factors noted above, net income attributable to Greif, Inc. increased \\$90.8 million to \\$209.4 million in 2018 from\\$118.6 million in 2017.",
"# Year 2017 Compared to Year 2016",
"# Net Sales",
"Net sales were \\$3,638.2 million for 2017 compared with \\$3,323.6 million for 2016. The 9.5 percent increase in net sales was primarily due to strategic pricing decisions and increases in index prices in our Rigid Industrial Packaging & Services segment and an increase in volumes in our mills and corrugator facilities in our Paper Packaging & Services segment, partially offset by the impact of our 2016 divestitures in our Rigid Industrial Packaging & Services segment.",
"# Gross Profit",
"Gross profit was \\$714.7 million for 2017 compared with \\$684.9 million for 2016. The respective reasons for the improvement or decline in gross profit for each segment are described below in the \"Segment Review.\" Gross profit margin was 19.6 percent for 2017 compared to 20.6 percent for 2016.",
"# Selling, General and Administrative Expenses",
"SG&A expenses increased 0.9 percent to \\$380.4 million for 2017 from \\$376.8 million for 2016. This increase was primarily due to increases in incentive compensation due to improved business performance and increases in professional fees partially offset by decreased nonincome tax expense and the impact of foreign currency translation of \\$2.9 million. SG&A expenses were 10.5 percent of net sales for 2017 compared with 11.3 percent of net sales for 2016.",
"# Restructuring Charges",
"Restructuring charges were \\$12.7 million for 2017 compared with \\$26.9 million for 2016. Charges for both periods were primarily related to employee separation costs, relocation fees and professional fees incurred for services specifically associated with employee separation and relocation. Restructuring activities and associated costs during 2017 are anticipated to deliver annual runrate savings of approximately\\$9.9 million with payback periods ranging from one to three years among the plans. We anticipate completion of the current restructuring programs by early 2018. Refer to Note 6 to Consolidated Financial Statements included in Item 8 of this Form 10K for additional information.",
"# Impairment Charges",
"Goodwill impairment charges were \\$13.0 million for 2017. These charges were related to the impairment of goodwill within the Rigid Industrial Packaging & Services segment. There were no goodwill impairment charges for 2016.",
"Noncash asset impairment charges were \\$7.8 million for 2017 compared with \\$51.4 million for 2016. In 2017, these charges were primarily related to plant closures and impairments of goodwill allocated to assets held for sale. Refer to Note 9 of the Notes to Consolidated Financial Statements included in Item 8 of this Form 10K for additional information.",
"# Gain on Disposal of Properties, Plants and Equipment, net",
"The gain on disposal of properties, plants, and equipment, net was \\$0.4 million and \\$10.3 million for 2017 and 2016, respectively. See Note 4 of the Notes to Consolidated Financial Statements included in Item 8 of this Form 10K for additional information.",
"# Loss on Disposal of Businesses, net"
] |
[] |
20786773_46.pdf
|
20786773_47.pdf
|
en
|
[
"# DIRECTOR’S RESPONSIBILITY FOR THE CONTENTS OF THIS PROSPECTUS",
"This prospectus, for which our Directors collectively and individually accept full responsibility, includes particulars given in compliance with the Companies (Winding Up and Miscellaneous Provisions) Ordinance, the Securities and Futures (Stock Market Listing) Rules (Chapter 571V of the Laws of Hong Kong) and the GEM Listing Rules for the purpose of giving information to the public with regard to our Group. Our Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this prospectus is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this prospectus misleading.",
"# FULLY UNDERWRITTEN",
"This prospectus is published solely in connection with the Placing which is sponsored by the Sponsor and is managed by the Joint Lead Managers. The Placing Shares are fully underwritten by the Underwriters (subject to the terms and conditions of the Underwriting Agreement and also subject to the Placing Price being fixed pursuant to the Price Determination Agreement). Further information relating to the Underwriters and the Placing and the underwriting arrangements is set out in the section headed “Underwriting” in this prospectus.",
"# DETERMINATION OF THE PLACING PRICE",
"The Placing Shares are being offered at the Placing Price which will be determined by the Joint Bookrunners (for themselves or on behalf of the Underwriters) and us on or around Thursday, 31 December 2015, or such other date as agreed between the parties.",
"If we and the Joint Bookrunners (for themselves or on behalf of the Underwriters) are unable to reach an agreement on the Placing Price on or before Thursday, 31 December 2015, or such later date or time as may be agreed between the Joint Bookrunners (for themselves or on behalf of the Underwriters) and us, the Placing will not become unconditional and will lapse. For full information relating to the determination of the Placing Price, please refer to the section headed “Structure and Conditions of the Placing” in this prospectus.",
"# RESTRICTIONS ON OFFER AND SALE OF PLACING SHARES",
"This prospectus is published in connection with the Placing.",
"No action has been taken to permit any offering of the Placing Shares or the distribution of this prospectus in anyj urisdiction other than Hong Kong. Accordingly, this prospectus may not be used for the purpose of, and does not constitute, an offer or invitation nor is it circulated to invite or solicit offers in anyj urisdiction or in any circumstances in which such an offer or invitation is not authorised or to any person to whom it is unlawful to make such an offer or invitation. The distribution of this prospectus and the offering of the Placing Shares in otherj urisdictions are subject to restrictions and may not be made except as permitted under the applicable securities laws of suchj urisdictions pursuant to registration with or an authorisation from the relevant regulatory authorities or an exemption therefrom."
] |
[
"Subscribers for the Placing Shares should consult their financial advisers and seek legal advice, as appropriate, to inform themselves of, and to observe, all applicable laws, rules and regulations of any relevant jurisdiction. Subscribers for the Placing Shares should also inform themselves as to the relevant requirements and any applicable exchange control regulations and applicable taxes in the countries of their respective citizenship, residence or domicile.",
"Each person subscribing for the Placing Shares under the Placing will be required to, or be deemed by his/her/its subscription for the Placing Shares to, confirm that he/she/it is aware of the restrictions on offers of the Placing Shares described in this prospectus and he/she/it is not subscribing, and has not been offered, any Placing Shares in circumstances that contravene any such restrictions.",
"# APPLICATION FOR LISTING OF OUR SHARES ON GEM",
"Application has been made to the Stock Exchange for granting the listing of, and permission to deal in, on GEM, our Shares in issue as at the Distribution Record Date and our Shares to be issued pursuant to the Distribution and the Placing (including the additional Placing Shares which may be issued pursuant to the exercise of the Offer Size Adjustment Option, and upon exercise of any option granted or which may be granted under the Share Option Schemes). Dealings in our Shares on GEM are expected to commence on Thursday, 7 January 2016. Pursuant to Rule 11.23(7) of the GEM Listing Rules, at least 25% of the total issued share capital of the Company must at all times be held by the public. A total of 150,000,000 Placing Shares representing 25% of our issued share capital will be in the hands of the public immediately following completion of the Placing, and upon Listing (assuming the Offer Size Adjustment Option is not exercised and without taking into any new Shares which may be allotted and issued pursuant to the exercise of options granted or which may be granted under the Share Option Schemes).",
"Save as disclosed herein, none of our Shares are listed on or dealt in on any other stock exchange and no such listing or permission to list is being or is proposed to be sought in the near future.",
"Under section 44B(1) of the Companies (Winding Up and Miscellaneous Provisions) Ordinance, any allotment made in respect of any application for the Placing Shares will be invalid if the listing of, and permission to deal in, the Placing Shares on GEM is refused before the expiration of three weeks from the date of the closing of the Placing, or such longer period (not exceeding six weeks) as may, within the said three weeks, be notified to us by the Stock Exchange.",
"# ABOUT THE PLACING",
"We have not authorised anyone to provide any information or to make any representation not contained in this prospectus. You should not rely on any information or representation not contained in this prospectus as having been authorised by us, the Sponsor, the Joint Bookrunners, the Joint Lead Managers, the Underwriters or any of our or their respective directors, officers or representatives or any other persons involved in the Placing."
] |
[] |
11786815_655.pdf
|
11786815_656.pdf
|
en
|
[
"c. For the portions of the property of which the Pre-sale Permits have been obtained, Zhangzhou He’ai has the rights to legally pre-sell such portions according to the obtained Pre-sale Permits.",
"12. A summary of major certificates/approvals is shown as follows:",
"<table><tr><td>a. State-owned Land Use RihGCgts rant ontract</td><td> Yes</td></tr><tr><td>b. State-owned Land Use RihCigts ertifcate / Real Estate Title Certificate (for land)</td><td> Yes</td></tr><tr><td>c. Construction Land Planning Permit</td><td> Yes</td></tr><tr><td>d. Construction Work Planning Permit</td><td> Yes</td></tr><tr><td>e. Construction Work Commencement Permit</td><td> Yes</td></tr><tr><td>f. Pre-sale Permit</td><td> Portion</td></tr><tr><td>g. Construction Work Comlidpeton an Inspection Certificate/Table/Report</td><td> No</td></tr></table>",
"13. For the purpose of this report, the property is classified into the group as “Group IV—held under development by the Group in the PRC” according to the purpose for which it is held."
] |
[
"# VALUATION CERTIFICATE",
"<table><tr><td>No.</td><td>Property</td><td>Description and tenure</td><td>Particulars of occupancy</td><td>Market value\nin existing state\nas at\nthe valuation date</td></tr><tr><td></td><td></td><td></td><td></td><td>RMB</td></tr><tr><td rowspan=\"5\">18.</td><td rowspan=\"5\"> Dynasty Chunfenli\nglocated at the\nsouthern side of\nShenlig West Road\nand the western side\nof Jinfeng South\nRoad\nXiangcheng District\nZhangzhou City\nFujian Province\nThe PRC\n(漳州·大唐春風里)</td><td>Dynasty Chunfenliig (the “Project”) s\nlocated at the southern side of Shenli\ngWest Road and the western side of\nJinfeng South Road. The locality is a\nresidential and commercial area with\nmature and sohipsticated infrastructural\nfacilities.</td><td rowspan=\"5\">As at the valuation\ndate, thep roperty\nwas under\nconstruction.</td><td rowspan=\"5\">287,100,000\n(51.00% interest\nattributable to the\nGroup:\nRMB146,400,000)</td></tr><tr><td>The Project occuipes ap arcel of land with\na site area of approximately 41,072.87\nsq.m., which isb eing developed into a\nresidential and commercial development.\nThe Project was under construction as at\nthe valuation date and is scheduled tob e\ncomleted ipn January 2022. As advisedb y\nthe Group, upon comlpetion, the Project\nwill have a totalp lanned gross floor area\nof approximately 140,192.68 sq.m.</td></tr><tr><td>As at the valuation date, thep roperty\ncomprised the wholep roject. The\nclassification, usage and gross floor area\ndetails of thep roperty are set out in\nnote 7.</td></tr><tr><td>As advisedb y the Group, the construction\ncost of thep roperty is estimated tob e\napproximately RMB364,900,000, of\nwhich approximately RMB700,000 had\nbeen incurred as at the valuation date.</td></tr><tr><td>The land use rihfgts o thep roperthy ave\nbeen granted for terms exipring on\nDecember 18, 2089 for residential use and\nDecember 18, 2059 for commercial use.</td></tr></table>",
"Notes:",
"1. Pursuant to a State-owned Land Use Rights Grant Contract—No. 35060020190925P010 dated October 12, 2019 and a Supplementary Contract, the land use rights of the Project with a site area of approximately 41,072.87 sq.m. were contracted to be granted to Zhangzhou Tangfeng Real Estate Development Co., Ltd.(漳州唐峰房地產開發有限公司, “Zhangzhou Tangfeng”, a 51.00%-owned subsidiary of the Company) for terms of 70 years for residential use and 40 years for commercial use commencing from the land delivery date. The land premium was RMB240,000,000.",
"2. Pursuant to a Construction Land Planning Permit—Di Zi Di No. 350600201900049, permission towards the land planning of the Project with a site area of approximately 41,072.87 sq.m. has been granted to Zhangzhou Tangfeng.",
"3. Pursuant to a Real Estate Title Certificate (for land)—Min (2019) Xiang Cheng Qu Bu Dong Chan Quan Di No. 0006347, the land use rights of the Project with a site area of approximately 41,072.87 sq.m. have been granted to Zhangzhou Tangfeng for terms expiring on December 18, 2089 for residential use and December 18, 2059 for commercial use."
] |
[] |
9295478_33.pdf
|
9295478_34.pdf
|
en
|
[
"# AUDITOR",
"HLB Hodgson Impey Cheng Limited, the auditor of the Company, will retire and a resolution for their reappointment as auditor of the Company will be proposed at the forthcoming Annual General Meeting.",
"# EVENT AFTER REPORTING PERIOD",
"# Proposed Right Issue, Placing of New Shares under Specific Mandate, Connected Transaction in relation to the set-off, Application for Whitewash Wavier and Proposed Increase in Authorised Share Capital",
"On 16 February 2021, the Board proposed to conduct the rights issue on the basis of two (2) rights shares for every one (1) existing share held on the relevant record date at the subscription price of HK\\$0.10 per Rights Share, to raise up to approximately HK\\$220.75 million before expenses by way of issuing up to 2,207,541,466 rights shares (assuming there is no change in the total number of issued shares from 16 February 2021 up to and including the record date other than the full exercise of conversion rights under the outstanding New Option 1 Bonds on or before the record date).",
"On 16 February 2021, the Company and a placing agent entered into a placing agreement, pursuant to which the Company conditionally appointed the placing agent and the placing agent conditionally agreed to act as the placing agent for the Company to procure, on a best effort basis, placees to subscribe for the placing shares (i.e. the untaken shares during the rights issue) at the placing price of HK\\$0.10 per placing share on the terms and subject to the conditions set out in the placing agreement.",
"On 20 January 2021, a subsidiary of the Company as a borrower and Ms. Lau Ting as a lender entered into a supplemental loan agreement to extend the maturity date of the shareholder’s loan in the principal amount of HK\\$50,000,000 to 20 January 2022.",
"On 29 January 2021, the Company, a subsidiary of the Company and Ms. Lau Ting entered into a set-off deed, pursuant to which the parties have agreed to restructure the shareholder’s loan in the principal amount of HK\\$50,000,000 by offsetting the outstanding balance of the shareholder’s loan as at the rights issue completion date on a dollar-to-dollar basis against an equivalent amount of the aggregated subscription price of (i) all entitlement shares; and (ii) the relevant excess shares allocated to Ms. Lau. The set-off will be conditional upon the rights issue becoming unconditional pursuant to the terms and conditions as set out in the Prospectus.",
"If the acceptance in full by Ms. Lau of the entitlement shares allotted to her pursuant to the irrevocable undertaking and/or the allotment of excess rights shares to her upon successful excess application when there is an undersubscription of the rights issue would trigger an obligation on Ms. Lau to make a mandatory general offer under The Code on Takeovers and Mergers for all shares not already owned or agreed to be acquired by Ms. Lau and parties acting in concert with her, unless a waiver is granted by the Executive. Ms. Lau would make an application to the Executive for the whitewash waiver pursuant to The Code on Takeovers and Mergers.",
"On 16 February 2021, the Board proposed that the authorised share capital of the Company be increased from HK\\$40,000,000 to HK\\$125,000,000 by the creation of 3,400,000,000 additional Shares, all of which will, upon issue and being fully paid, rank pari passu in all respects with the Shares in issue.",
"The other details of the captioned issues (including the respective conditions) have been listed out in the announcement dated 16 February 2021 of the Company."
] |
[
"# Change of Company Name and Company Logo",
"Subsequent to the passing of the special resolution regarding the proposed change of company name at the special general meeting of the Company held on 10 February 2021, the Company has received the relevant certificates’ copy on 26 March 2021 which were issued by the Registrar of Companies in Bermuda on 24 March 2021 regarding the change of company name of the Company, and the Company has adopted a new company logo with effect from 26 March 2021.",
"On behalf of the Board",
"CHAN Tan Na, Donna",
"Chairperson",
"Hong Kong, 31 March 2021"
] |
[] |
7626495_6.pdf
|
7626495_7.pdf
|
en
|
[
"# 3. APPLICATION OF AMENDMENTS TO INTERNATIONAL FINANCIAL REPORTING STANDARDS (“IFRSs”)",
"# Amendments to IFRSs that are mandatorily effective for the current year",
"In the current year, the Group has applied the Amendments to References to the Conceptual Framework in IFRS Standards and the following amendments to IFRSs issued by the International Accounting Standards Board (“IASB”) for the first time, which are mandatorily effective for the annual period beginning on or after 1 January 2020 for the preparation of the consolidated financial statements:",
"<table><tr><td>Amendments to IAS 1 and IAS 8</td><td>Definition of Material</td></tr><tr><td>Amendments to IFRS 3</td><td>Definition of a Business</td></tr><tr><td>Amendments to IFRS 9, IAS 39 and IFRS 7</td><td>Interest Rate Benchmark Reform</td></tr></table>",
"Except as described below, the application of the Amendments to References to the Conceptual Framework in IFRS Standards and the amendments to IFRSs in the current year had no material impact on the Group’s financial positions and performance for the current and prior years and/or on the disclosures set out in these consolidated financial statements.",
"# 3.1 Impacts on application of Amendments to IAS 1 and IAS 8 “Definition of Material”",
"The Group has applied the Amendments to IAS1 and IAS 8 for the first time in the current year. The amendments provide a new definition of material that states “information is material if omitting, misstating or obscuring it could reasonably be expected to influence decisions that the primary users of general purpose financial statements make on the basis of those financial statements, which provide financial information about a specific reporting entity.” The amendments also clarify that materiality depends on the nature or magnitude of information, either individually or in combination with other information, in the context of the financial statements taken as a whole.",
"The application of the amendments in the current year had no impact on the consolidated financial statements.",
"# 3.2 Impacts on application of Amendments to IFRS 3 “Definition of Business”",
"The Group has applied the amendments for the first time in the current year. The amendments clarify that while businesses usually have outputs. Outputs are not required for an integrated set of activities and assets to qualify as a business. To be considered a business, an acquired set of activities and assets must include, at a minimum, an input and a substantive process that together significant contribute to the ability to create outputs.",
"The amendments remove the assessment of whether market participants are capable of replacing any missing inputs or processes and continuing to produce outputs. The amendments also introduce additional guidance that helps to determine whether a substantive process has be acquired.",
"In addition, the amendments introduce an optional concentration test that permits a simplified assessment of whether an acquired set of activities and assets is no a business. Under the optional concentration test, the acquired set of activities and assets is not a business if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar assets. The gross assets under assessment exclude cash and cash equivalents, deferred tax assets, and goodwill resulting from the effects of deferred tax liabilities. The election on whether to apply the optional concentration test is available on transaction-by-transaction basis.",
"The application of the amendments had no impact on the consolidated financial statements in the current year as similar conclusion would have been reached without applying the optional concentration test."
] |
[
"# New and amendments to IFRSs in issue but not yet effective",
"The Group has not early applied the following new and amendments to IFRSs that have been issued but are not yet effective:",
"<table><tr><td>IFRS 17</td><td> Insurance Contracts and the related Amend1ment</td></tr><tr><td>Amendment to IFRS 16</td><td> Covid-19-R4elated Rent Concessions</td></tr><tr><td>Amendments to IFRS 3</td><td> Reference to the Conceptual Framework2</td></tr><tr><td>Amendments to IFRS 9, IAS 39, \nIFRS 7, IFRS 4 and IFRS 16</td><td>Interest Rate Benchmark Reform – Phase 25</td></tr><tr><td>Amendments to IFRS 10 and IAS 28</td><td> Sale or Contribution of Assets between an Investor and \ni3ts Associate or Joint Venture</td></tr><tr><td>Amendments to IAS 1</td><td> Classifi1cation of Liabilities as Current or Non-current</td></tr><tr><td>Amendments to IAS 16</td><td> Property, Plant and Equipment – Proceeds before \nIntended U2se</td></tr><tr><td>Amendments to IAS 1 and \nIFRS Practice Statement 2</td><td>Discl1osure of Accounting Policies</td></tr><tr><td>Amendments to IAS 8</td><td> Definition of A1ccounting Estimates</td></tr><tr><td>Amendments to IAS 37</td><td> O2nerous Contracts – Cost of Fulfilling a Contract</td></tr><tr><td>Amendments to IFRSs</td><td> Annual Improvements to IFRSs 2018-20202</td></tr></table>",
"1 Effective for annual periods beginning on or after 1 January 2023.",
"2 Effective for annual periods beginning on or after 1 January 2022.",
"3 Effective for annual periods beginning on or after a date to be determined.",
"4 Effective for annual periods beginning on or after 1 June 2020.",
"5 Effective for annual periods beginning on or after 1 January 2021.",
"Except for the new and amendments to IFRSs mentioned below, the directors of the Company anticipate that the application of all other new and amendments to IFRSs will have no material impact on the consolidated financial statements in the foreseeable future.",
"# Amendments to IFRS 3 “Reference to the Conceptual Framework”",
"The amendments:",
"• Update a reference in IFRS 3 “Business Combinations” so that it refers to the Conceptual Framework for Financial Reporting issued by IASB in March 2019 (“the “Conceptual Framework”) instead of the International Accounting Standards Committee’s Framework for the Preparation and Presentation of Financial Statements (replaced for the Conceptual Framework for Financial Reporting issued in September 2010);",
"• Add a requirement that, for transactions and other events within the scope of IAS 37 “Provisions, Contingent Liabilities and Contingent Assets” or IFRIC 21 “Levies”, an acquirer applies IAS 37 or IFRIC 21 instead of Conceptual Framework to identify the liabilities it has assumed in a business combination; and",
"• Add an explicit statement that an acquirer does not recognise contingent assets acquired in a business combination.",
"The Group will apply the amendments prospectively to business combinations for which the date of acquisition is on or after the beginning of the first annual period beginning on or after 1 January 2022. The application of the amendments is not expected to have significant impact on the financial position and performance of the Group."
] |
[] |
20755032_9.pdf
|
20755032_10.pdf
|
en
|
[
"Figure 11. SED fits to the quadruple system TIC 121088959/60. The red curve is the model for star B (TIC 121088959), while the blue curve is for the composite of stars Ca, Cb, and A. The model SED for the individual stars Ca, Cb, and A are shown in green and light blue, respectively. The match to the measured fluxes is made by integrating the model fluxes over the appropriate filter bands.",
"Figure 12. Allowed orbits in the \\( P _ { \\mathrm { A C } } - e _ { \\mathrm { A C } } \\) plane. The analytic constraints are shown by the colored curves and are discussed in the text. Additionally, the orbits are required to produce a motion of star A with respect to an essentially motionless star B, yielding ∼8 km \\( \\mathbf { s } ^ { - 1 } \\) in the radial direction and a relative PM of ∼5 mas \\( \\mathrm { y r } ^ { - 1 } \\).",
"Powell et al. 2021, Borkovits et al. 2021, and Kostov et al. 2021 for details). Therefore, in addition to the six SED points for each stellar image, we make use of four other important constraints. From our fit of the EB lightcurve we take (i) the ratio of stellar radii in the EB to be \\( R _ { \\mathrm { C b } } / R _ { \\mathrm { C a } } = 0 . 6 7 6 \\pm 0 . 1 \\); (ii) the sum of the scaled stellar radii to be \\( ( R _ { \\mathrm { C b } } + R _ { \\mathrm { C a } } ) / a = 0 . 0 5 5 \\pm 0 . 0 1 8 \\); (iii) the eclipse depth ratio of primary to secondary to be 1.5 \\( + \\) 0.15; and (iv) the third light for the eccentric EB to be 89.9% \\( ^ + \\) 1.5%. These 16 total constrains, plus the assumption that the stars are on the ZAMS, then prove sufficient to fit uniquely for the four stellar masses4. The results are shown in Figure 11 and the fitted stellar parameters are given in Table 5.",
"We find that the masses of the stars in the eccentric EB are a \\( M _ { C _ { \\mathrm { { o } } } } \\, \\simeq \\, 0 . 1 9 0 \\, \\mathrm { M } _ { \\mathrm { { \\odot } } } \\) and \\( M _ { C \\mathrm { h } } \\, \\simeq \\, 0 . 1 3 8 \\, \\mathrm { M } _ { \\odot } \\). The mass of star B (TIC 121088959) is \\( M _ { \\mathrm { R } } \\simeq 0 . 3 8 6 \\, \\mathbf { M } _ { \\odot } \\), while the brighter member of TIC 121088960 (star A) is only slightly more massive at \\( M _ { \\Delta } \\, \\simeq 0 . 4 3 0 \\, \\mathrm { M } _ { \\ G } \\).",
"# 6.2 Constraining the Triple Orbit AC",
"Armed with reasonably good estimates for the masses of the four stars comprising this system, we can now place some constraints on the orbit of the eccentric EB around what we have called “star A”. Let us refer to this orbit as the ‘AC’ orbit or that of the ‘inner triple’. There are five constraints that we use to limit the range of orbital periods and other parameters for the AC system.",
"These include the facts that (i) the AC system must be dynami-cally stable; (ii) the ABC system (i.e., that of the quadruple), must also be dynamically stable; (iii) there is no observed apsidal motion of the binary C (2 \\( - \\, \\sigma \\) limit of \\( \\lesssim 1 0 ^ { \\circ } \\) between the two TESS ob-servations spaced by two years); (iv) the difference in RV between TIC 121088959 and TIC 121088960 (i.e., between stars A and B) is 8 \\( ^ + \\) 0.3 km \\( \\mathbf { s } ^ { - 1 } \\) over an 11-day interval; and (v) there is a difference in PM between stars A and B of 5 \\( \\pm \\) 0.2 mas \\( \\mathrm { y r } ^ { - 1 } \\).",
"The last two of these constraints (the difference in RVs and PMs) were from different epochs separated by a few years. Nonetheless, for simplicity in the calculations, we take this difference in time to be considerably less than the orbital period of the AC binary, and there-fore these two constraints are applied locally around the orbits being examined. This becomes a good approximation for \\( P _ { \\mathrm { A C } } \\gtrsim 1 0 \\) years. Furthermore, with regard to these same two constraints, we assume that both the Gaia and ground-based observations are dominated by star A in the AC system (TIC 121088960). The expression for the minimum \\( P _ { \\mathrm { { A C } } } \\) allowed before apsidal advance in the C binary would be observed is from Rappaport et al. (2017), Eqn. (13). The lower and upper bounds on \\( P _ { \\mathrm { A C } } \\) for the dynamical stability of orbits AC and ABC, respectively, are given by Eqn. (16) of Rappaport et al. (2013)5 modified with a leading factor of \\( ( 1 + e _ { \\mathrm { i n n e r } } ) ^ { 3 / 2 } \\) which we adopt from the Eggleton-Kiseleva stability requirement (Eggleton& Kiseleva 1995, Eqn. 1; Mikkola 2008, Eqn. 10). We take this to account for the fact that the more eccentric the inner binary is in a triple system, at a fixed binary orbital period, the more the two stars are separated at apastron. Finally, with regard to the constraint on the stability of the ABC orbit we estimate a limit on the outer orbital period by noting that the projected physical separation of AC and B on the sky is ' 320 AU. We could use this as a proxy for the semimajor axis of the outer orbit. However, to be somewhat more conservative, we take the semi-major axis of the outer orbit to be \\( \\lesssim \\) 1000 AU. This does not set a rigorous upper limit on \\( a _ { \\mathrm { A R C } } \\), but we believe it is reasonably conservative.",
"Our approach was to randomly select orbital parameters for the AC orbit uniformly in \\( \\log P _ { \\mathrm { A C } } \\), from 1 to \\( 1 0 ^ { 7 } \\) days; uniformly in eccentricity from 0 to unity; uniformly in argument of periastron, \\( \\omega \\) from 0 to 2 \\( \\pi \\); and orbital inclination according to \\( \\cos ^ { - 1 } ( \\mathcal { R } ) \\), where \\( \\mathcal { R } \\) is a draw from uniform random number generator. We followed each of \\( 1 0 ^ { 5 } \\) trial orbits around a complete orbit. Constraints (i), (ii), and (iii) listed above were immediately applied to each trial orbit, and if any of those tests failed, that particular orbit was rejected. For constraints (iv) and (v) listed above, those conditions were checked everywhere around an entire orbit. If they were never satisfied, the orbit was also rejected.",
"---",
"4 The approach of using SED fitting on multiple star systems has been demonstrated by numerous groups, but perhaps none more dramatically than for the sextuple star system TIC 168789840 (see Powell et al. 2021).",
"5 See Mardling & Aarseth (2001) and Mikkola (2008) for the original ex-pressions."
] |
[
"Table 5. Mass Estimates for the Four Stars in TIC 121088959/60",
"<table><tr><td>Parameter</td><td> Star Ca</td><td> Star Cb</td><td> Star A</td><td> Star B</td></tr><tr><td>Mass \\( \\mathbf { M } _ { \\odot } \\))</td><td>0.190 \\( ^ + \\) 0.009</td><td> 0.138 \\( ^ + \\) 0.005</td><td> 0.430 \\( ^ { + } \\) 0.008</td><td> 0.386 \\( ^ + \\) 0.008</td></tr><tr><td>Radius \\( \\mathbf { R } _ { \\odot } \\))</td><td>0.201 \\( ^ + \\) 0.007</td><td> 0.160 \\( ^ + \\) 0.005</td><td> 0.394 \\( ^ + \\) 0.005</td><td> 0.358 \\( ^ + \\) 0.007</td></tr><tr><td>\\( T _ { \\mathrm { e f f } } \\)(K)</td><td>3228 \\( ^ + \\) 25</td><td> 3033 \\( ^ + \\) 30</td><td> 3512 \\( + \\) 10</td><td> 3468 \\( ^ + \\) 10</td></tr><tr><td>Luminosity \\( \\mathrm { L } _ { \\odot } \\))</td><td>0.0040 \\( ^ + \\) 0.0004</td><td> 0.0020 \\( \\mathrm { ^ { + } } \\) 0.0002</td><td> 0.0213 \\( ^ + \\) 0.0007</td><td> 0.0167 \\( + \\) 0.0007</td></tr><tr><td>a \\( \\mathbf { R } _ { \\odot } \\))</td><td>6.08 \\( + \\) 0.07</td><td> 6.08 \\( \\mathrm { ~ \\texttt ~ { ~ \\, ~ \\, ~ } ~ } \\) 0.07</td><td>...</td><td>...</td></tr></table>",
"Figure 13. Allowed orbits in the \\( P _ { \\mathrm { A C } } - \\omega _ { \\mathrm { A C } } \\) plane.",
"The results of acceptable AC orbits are shown in Figs. 12 and 13. In Figure 12 we show the orbits which satisfy all five constraints in the \\( P _ { \\mathrm { A C } } - e _ { \\mathrm { A C } } \\) plane. Since constraints (i)-(iii) are analytic functions of \\( P _ { \\mathrm { A C } } \\) and \\( e _ { \\mathrm { A C } } , \\) and a reasonable assumption about \\( P _ { \\mathrm { A B C } } \\) (see above), we show those as solid limiting curves. The remainder of the constraints come from the RV and PM differences between stars A and B. It seems clear that inner orbital periods \\( P _ { \\mathrm { A C } } \\) ranging from about a year to 1000 years are acceptable. All eccentricities seem possible. However, for nominal eccentricities in triple systems of∼0.2 − 0.7 (see Figure 9 of Borkovits et al. 2016) we more likely can expect to find \\( P _ { \\mathrm { A C } } \\) in the range of 1 − 50 yr. In Figure 13 we show \\( \\omega _ { \\mathrm { A C } } \\) vs \\( P _ { \\mathrm { A C } } \\). These two parameters are slightly correlated, with more allowed orbits having \\( \\omega _ { \\Delta C } \\simeq 9 0 ^ { \\circ } \\)◦and \\( 2 7 0 ^ { \\circ } \\)◦and covering a more restricted range of \\( P _ { \\mathrm { A C } } \\). The inclination angles \\( i _ { \\mathrm { A C } } \\) (not shown in the plots) are uniformly distributed between a minimum of \\( 6 8 ^ { \\circ } \\) and \\( 9 0 ^ { \\circ } \\).",
"# 7 COMPARISON WITH OTHER LOW-MASS ECCENTRIC BINARIES",
"Similar to the case of the vast majority of close main-sequence bi-naries, it is clear that since the radii of the low-mass protostars were much larger than the present-day separation of its stars, the eccentric binary Cab cannot have been formed in its present orbital configu-ration (see, e.g. Kiseleva et al. 1998; Fabrycky & Tremaine 2007). Perhaps the most interesting question about this close pair is how it has managed to retain such a high eccentricity despite the requisite orbital shrinkage during its past history. Some possibilities are as follows: (i) the initial eccentricity of the originally wider orbit was much higher, and while there is ongoing tidal friction causing orbital shrinkage and circularization, the system is still sufficiently young that there has not been enough time to circularize the orbit; (ii) the shrinkage of the initial orbit, which was wide enough to accommo-date the protostars, was the result of some other mechanism(s) beside tidal dissipation such as, e.g., (a) escape of an additional stellar com-ponent or, (b) accretion-driven migration (see, e.g. Tokovinin & Moe 2020, and further references therein). Or, another possibility is, (iii) that the observed current high eccentricity is a consequence of on-going dynamical interactions with the more distant, third and fourth stellar components of the quadruple system.",
"We constructed a so-called “\\( P - e \\)” diagram showing the known cases of eccentric binaries in Figure 14 (upper panel). We plot-ted there the same datasets as in a previous paper by Zasche et al. (2021): small red dots are from the SB9 catalogue (Pourbaix et al. 2004); yellow dots show eclipsing binaries from the catalogue of eccentric binaries by Kim et al. (2018); blue dots show Kepler bina-ries by Kjurkchieva et al. (2017); black dots show those from ASAS published by Shivvers et al. (2014); cyan points are from Halbwachs et al. (2003); green points are from Triaud et al. (2017); and magenta points are from (Latham et al. 2002). All of these were studied as spectroscopic and/or eclipsing binaries. However, some of the most extreme points from the SB9 catalogue have very uncertain orbits and should not be considered as real eccentricities. Moreover, most of the data shown here represent much more massive stars, for which the circularization process is different due to their internal structure (as recently proven on real data, see e.g. Van Eylen et al. 2016).",
"For these reasons, we have tried to compare the comparable, i.e., plot our unique low-mass system with other stars having derived eccentricities and both components of the M spectral type. Specifi-cally, (i) the set of Kepler eclipsing binaries yielded 7 systems with GAIA photometric index (\\( B _ { p } - R _ { p } ) \\, > \\, 1 . 8 \\) mag; (ii) the spectro-scopic survey by Latham et al. (2002) contains only one system with effective temperature below 4000 K; and (iii) the survey Halbwachs et al. (2003) provided two binaries with masses below \\( 0 . 6 \\, M _ { \\odot } . \\) These are plotted in the bottom panel of Fig. 14. These data are then com-plemented with other M+M binaries taken from various dedicated studies (Stassun et al. 2006; Morales et al. 2009; Carter et al. 2011;Irwin et al. 2011; Gómez Maqueo Chew et al. 2012; Kraus et al. 2015; David et al. 2016; Gillen et al. 2017; Kraus et al. 2017; Lubin et al. 2017; Irwin et al. 2018; Murphy et al. 2020; Acton et al. 2020). The data for these low-mass binaries are plotted together in the bot-tom panel of Fig. 14 with curves representing the close pericenter approaches (i.e., \\( 1 . 5 \\times R _ { \\star } \\, = \\, a \\cdot ( 1 - e ) \\)) when they likely collide with each other. The periastron separations are calculated for dif-ferent spectral types (from M0V to M6V) according to their typical radii and masses according to Pecaut & Mamajek (2013), assuming both components are similar to each other (same masses and radii). One can also ask whether some proximity effect near periastron pas-sage would also be visible on the light curve of the binary. However, we have calculated that such an effect is so small that it cannot be detected with the current precision of the available TESS data."
] |
[] |
20787988_127.pdf
|
20787988_128.pdf
|
en
|
[
"# IV. Major Opinions and Suggestions of the Special Committees of the Board in Performing Their Duties during the Reporting Period (Continued)",
"# (I) Audit Committee (Continued)",
"# 7. (Continued)",
"(2) At the meeting, the Audit Committee heard the reports of: the production & operation and the progresses of material matters from January to November 2017 and the assets and financial statuses as of 31 October 2017. The Audit Committee required the management to: pay close attention to the implementation of the Company’s development strategies; focus on the development of self-owned products and invest more on R&D; actively exploit the market; strengthen cost control and risk management; keep refining the governance structure and strengthen the standardized operation to level up the corporate governance; fully utilize the capital market to enlarge and strengthen the Company’s principal operations; and further enhance the Company’s image and achieve sound and rapid development. The Audit Committee also required the Company to: strengthen risk management and internal control; try its best to complete basic work of financial accounting; attach importance to and enhance control of accounts receivable and inventory to improve the capital usage efficiency; preferentially develop and increase investments in the main operations and control the overall scale of the operations with lower gross margins; strictly enforce the revenue and expenditure system; further improve and clarify the Company’s credit and work policies, determine a reasonable amount of guarantee provided for the subsidiary and maintain the credit scale at a reasonable level; and conduct disclosure of connected transactions in a good manner.",
"(3) At the meeting, the Audit Committee heard the reports of: 2017 internal control audit work and progress. The Audit Committee required the registered accountant for internal control audit to: timely communicate with the Company on the issues raised and provide specific suggestions or opinions for these issues; focus on the approval procedures and information disclosure of key audit matters; and provide guidance to the Company on enforcing a new accounting standard. The Audit Committee also required the internal audit department and the relevant persons in charge shall maintain communication with the registered accountant for internal control audit, provide full support for the internal control audit work and issue audit report; track and implement the matters submitted for attention; and propose and carry out rectification measures.",
"(4) At the meeting, the Audit Committee heard the reports of: 2017 internal control evaluation work plan and the relevant conditions. The Audit Committee also provided guidelines on the internal audit work and required the internal audit department of the Company to: conduct supervision and assessment on risks and internal control management of important units, operations and projects; and supervise and urge the rectification of major issues, and timely report to the Audit Committee should a major issue arise."
] |
[
"# IV. Major Opinions and Suggestions of the Special Committees of the Board in Performing Their Duties during the Reporting Period (Continued)",
"# (I) Audit Committee (Continued)",
"# 7. (Continued)",
"In addition, during the process of preparing and disclosing the 2017 Annual Report of the Company, the audit committee conducted various communication with the Company’s management, person in charge of finance and the registered accountant for annual audit in accordance with the “Audit Committee’s Work Regulation Regarding Annual Report” (《審核委員會年報工作規程》) and received the report on the preparation of 2017 annual report and met with the registered accountant for annual audit. The Audit Committee reviewed audit reports and financial statements and communicated on issues found during the audit process. It emphatically reviewed the key audit matters, accounting policy changes, the consolidated scope and changes and important matters related to connected transactions. The Company and the registered accountant for annual audit were required to seriously study all the latest provisions of the CSRC and of the relevant annual report as released by the local stock exchange where the Company was listed. The audit and disclosure of annual report were required to be conducted in a good manner.",
"# (II) Nomination Committee",
"The Nomination Committee is mainly responsible for reviewing and making recommendations as to the candidates and selection criteria & procedures for Directors and senior management members of the Company. The Rules of Procedure of the Nomination Committee have been published on the websites of the Company and the Hong Kong Stock Exchange. The Nomination Committee of the eighth session of the Board currently consists of Mr. Xu Guofei, Mr.Chen Kuanyi, Ms. Du Jie, Mr. Chu Wai Tsun, Vincent and Mr. Zhang Chun and is chaired by Mr. Chu Wai Tsun, Vincent. The Nomination Committee convened its first meeting for 2017 on 28 March 2017 and all members attended the meeting. The following resolutions were passed at the meeting:",
"1. The structure, size and composition of the Board (including skills, knowledge and experience) basically matched the Company’s operational activities, assets scale, equity structure, etc. It was suggested to further improve the corporate governance structure and increase the performance efficiency and capability according to the relevant national regulations and the Company’s actual operational needs.",
"2. The Independent Non-executive Directors of the Company were in compliance with the independence-related requirements of CSRC, SFC, Shanghai Stock Exchange and the Stock Exchange of Hong Kong Limited.",
"3. The senior management members of the Company had the necessary professional skills to perform their duties.",
"4. All Directors and senior management members should conscientiously study the relevant regulations of the regulators on trading Company’s stocks to ensure compliance of the procedures and full disclosure of information."
] |
[] |
20744207_17.pdf
|
20744207_18.pdf
|
en
|
[
"Figure 7: Tidal displacements at the top and bottom of the ocean as a function of the aspect ratio \\( \\eta \\). The values of the amplitudes are given in units of outer radius of the ocean (base of the icy shell). The shaded area represents the range 0.82 \\( \\leq \\eta \\leq \\) 0.85 predicted by models of isostasy.",
"# A Tidal and libration forcings",
"# A.1 Tidal displacements",
"The three spherical harmonics components of the radial and tangential displacements are shown on Fig. 7 for different values of the aspect ratio, \\( \\eta \\). The analytical expressions for the displacement are quite long and impractical. Instead, we provide a set of simplified expressions obtained using a Pade approximant on the interval \\( \\eta \\in [ \\frac { 1 6 } { 2 1 } , 1 ] \\). All expressions are in dimensionless units :"
] |
[
"# radial displacement at the top of the ocean"
] |
[] |
9324221_31.pdf
|
9324221_32.pdf
|
en
|
[
"# OTHER INFORMATION",
"# PURCHASE, SALE OR REDEMPTION OF THE COMPANY’S LISTED SECURITIES",
"Neither the Company nor any of its subsidiaries had purchased, sold or redeemed any of the Company’s listed securities during the six months ended 30 June 2021.",
"# COMPLIANCE WITH THE CORPORATE GOVERNANCE CODE",
"During the six months ended 30 June 2021, the Company has applied the principles of, and complied with, the applicable code provisions of the Corporate Governance Code as set out in Appendix 14 to the Listing Rules, except for the following deviations:",
"Under code provision A.6.7, independent non-executive directors and other non-executive directors should attend general meetings. Mr. Chan Kin Sang and Mr. Zheng Suijun, being independent non-executive Directors, were unable to attend the annual general meeting of the Company held on 25 June 2021 (the “AGM”) due to other pre-arranged business commitments and the circumstance under the COVID-19 outbreak, respectively.",
"Under code provision E.1.2, the chairman of the board should attend the annual general meeting. Mr. Liao Nangang, being the chairman of the Board was unable to attend the AGM due to the circumstances under the COVID-19 outbreak. Mr. Liao will endeavour to attend all future annual general meetings of the Company unless unexpected or special circumstances prevent him from doing so. Mr. Liao had entrusted Mr. Shin Yick, Fabian, being non-executive Director, to respond to shareholders’ concerns (if any) on his behalf at the AGM.",
"# DIRECTORS’ SECURITIES TRANSACTIONS",
"The Company has adopted a code of conduct regarding Directors’ securities transactions (the “Model Code”) on terms no less exacting than the required standard set out in the Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix 10 to the Listing Rules. Having made specific enquiry of all Directors, the Company confirms that all the Directors have complied with the Model Code for the six months ended 30 June 2021."
] |
[
"# AUDIT COMMITTEE",
"The Audit Committee of the Company has reviewed the Interim Results with no disagreement with the accounting treatment adopted by the Group. At the request of the Directors, the Group’s external auditors have carried out a review of the Interim Results in accordance with Hong Kong Standard on Review Engagements 2410 “Review of Interim Financial Information Performed by the Independent Auditor of the Entity” issued by the HKICPA.",
"# PUBLICATION OF INTERIM REPORT ON THE WEBSITES OF THE STOCK EXCHANGE AND THE COMPANY",
"The Company’s interim report containing all information required by the Listing Rules will be despatched to the shareholders of the Company and published on the website of the Stock Exchange at www.hkexnews.hk and the website of the Company at www.paktakintl.com in due course.",
"On behalf of the Board",
"Pak Tak International Limited",
"Liao Nangang",
"Chairman",
"Hong Kong, 27 August 2021",
"As at the date of this announcement, the Board comprises Mr. Liao Nangang, Ms. Qian Pu, Mr. Wang Jian and Mr. Ning Jie as executive Directors; Mr. Shin Yick Fabian and Mr. Liu Xiaowei as non-executive Directors; and Mr. Chan Ngai Sang Kenny, Mr. Chan Kin Sang and Mr. Zheng Suijun as independent non-executive Directors."
] |
[] |
11784639_99.pdf
|
11784639_100.pdf
|
en
|
[
"at 31 December 2020",
"<table><tr><td rowspan=\"2\"></td><td rowspan=\"2\">Note</td><td>2020</td><td>2019</td></tr><tr><td>HK$’000</td><td>HK$’000</td></tr><tr><td>Non-current liabilities</td><td></td><td></td><td></td></tr><tr><td>Bank loans</td><td>20</td><td>1,057,943</td><td>805,907</td></tr><tr><td>Lease liabilities</td><td>22</td><td>568,563</td><td>790,497</td></tr><tr><td>Deferred tax liabilities</td><td>23(b)</td><td>162,859</td><td>176,931</td></tr><tr><td></td><td></td><td>1,789,365</td><td>1,773,335</td></tr><tr><td>NET ASSETS</td><td></td><td>1,882,735</td><td>2,155,933</td></tr><tr><td>CAPITAL AND RESERVES</td><td>24</td><td></td><td></td></tr><tr><td>Share cailpta</td><td></td><td>279,967</td><td>279,967</td></tr><tr><td>Reserves</td><td></td><td>1,603,365</td><td>1,876,525</td></tr><tr><td>Total equity attributable to equity holders of the Company</td><td></td><td>1,883,332</td><td>2,156,492</td></tr><tr><td>Non-controlling interests</td><td></td><td>(597)</td><td>(559)</td></tr><tr><td>TOTAL EQUITY</td><td></td><td>1,882,735</td><td>2,155,933</td></tr></table>",
"Approved and authorised for issue by the Board of Directors on 26 March 2021.",
"<table><tr><td>Wu Kebo</td><td> Chow Sau Fong, Fiona</td></tr><tr><td>Director</td><td> Director</td></tr></table>"
] |
[
"<table><tr><td rowspan=\"2\"></td><td>Share \ncailpta</td><td>Share \npremium</td><td>Cailpta \nredemipton \nreserve</td><td>Contributed \nsurplus</td><td>Reserve \nfunds</td><td>Exchange \nreserve</td><td>Retained \nprofits</td><td> Total</td><td>Non-\ncontrolling \ninterests</td><td>Total \nequity</td></tr><tr><td>HK$’000</td><td> HK$’000</td><td> HK$’000</td><td> HK$’000</td><td> HK$’000</td><td> HK$’000</td><td> HK$’000</td><td> HK$’000</td><td> HK$’000</td><td> HK$’000</td></tr><tr><td>Balance at 1 January 2020</td><td>279,967</td><td>771,749</td><td>15,886</td><td>80,000</td><td>3,134</td><td>5,098</td><td>1,000,658</td><td>2,156,492</td><td>(559)</td><td>2,155,933</td></tr><tr><td>Changes in equity for 2020:</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Loss for the year</td><td>–</td><td> –</td><td> –</td><td> –</td><td> –</td><td> –</td><td>(288,171)</td><td>(288,171)</td><td>(3)</td><td>(288,174)</td></tr><tr><td>Other comprehensive income</td><td>–</td><td> –</td><td> –</td><td> –</td><td> –</td><td>15,011</td><td> –</td><td>15,011</td><td>(35)</td><td>14,976</td></tr><tr><td>Total comprehensive income</td><td>–</td><td> –</td><td> –</td><td> –</td><td> –</td><td>15,011</td><td>(288,171)</td><td>(273,160)</td><td>(38)</td><td>(273,198)</td></tr><tr><td>Balance at 31 December 2020</td><td>279,967</td><td>771,749</td><td>15,886</td><td>80,000</td><td>3,134</td><td>20,109</td><td>712,487</td><td>1,883,332</td><td>(597)</td><td>1,882,735</td></tr></table>",
"<table><tr><td rowspan=\"2\"></td><td>Share \ncailpta</td><td>Share \npremium</td><td>Cailpta \nredemipton \nreserve</td><td>Contributed \nsurplus</td><td>Reserve \nfunds</td><td>Exchange \nreserve</td><td>Retained \nprofits</td><td> Total</td><td>Non-\ncontroling \ninterests</td><td>Total \nequity</td></tr><tr><td>HK$’000</td><td> HK$’000</td><td> HK$’000</td><td> HK$’000</td><td> HK$’000</td><td> HK$’000</td><td> HK$’000</td><td> HK$’000</td><td> HK$’000</td><td> HK$’000</td></tr><tr><td>Balance at 1 January 2019</td><td>279,967</td><td>771,749</td><td>15,886</td><td>80,000</td><td>3,134</td><td>(4,826)</td><td>1,035,750</td><td>2,181,660</td><td>(545)</td><td>2,181,115</td></tr><tr><td>Changes in equity for 2019:</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Loss for the year</td><td> –</td><td>– \n</td><td> –</td><td> –</td><td> –</td><td> –</td><td>(35,092)</td><td>(35,092)</td><td>(24)</td><td>(35,116)</td></tr><tr><td>Other comprehensive income</td><td>–</td><td>–</td><td>–</td><td>–</td><td>–</td><td>9,924</td><td> –</td><td>9,924</td><td>10</td><td>9,934</td></tr><tr><td>Total comprehensive income</td><td>–</td><td>–</td><td>–</td><td>–</td><td>–</td><td>9,924</td><td>(35,092)</td><td>(25,168)</td><td>(14)</td><td>(25,182)</td></tr><tr><td>Balance at 31 December 2019</td><td>279,967</td><td>771,749</td><td>15,886</td><td>80,000</td><td>3,134</td><td>5,098</td><td>1,000,658</td><td>2,156,492</td><td>(559)</td><td>2,155,933</td></tr></table>",
"The notes on pages 102 to 157 form part of these financial statements."
] |
[] |
7491230_43.pdf
|
7491230_44.pdf
|
en
|
[
"# DIRECTORS AND SENIOR MANAGEMENT PROFILE"
] |
[
"# EXECUTIVE DIRECTORS",
"Mr. Chan Kwong Yuen, aged 63, became an executive Director in October 2017. Mr. Chan Kwong Yuen is also the Chairman, a member of the Remuneration Committee and the Nomination Committee and one of the controlling shareholders of the Company (the “Controlling Shareholders”). He also holds directorships in all subsidiaries of the Company. Mr. Chan Kwong Yuen is responsible for overseeing the finance and investment aspects of the Group, and formulating the Group’s strategy and evaluating and negotiation leasing terms and conditions with landlords. Mr. Chan Kwong Yuen is the brother of Mr. Chan Shu Yuen and cousin of Mr. Chan Kun Yuen. He is also a director of Profit Ocean Enterprises Limited and Coastal Lion Limited, both companies have disclosable interests in the shares of the Company under the provisions in Divisions 2 and 3 of Part XV of the Securities and Futures Ordinance (“SFO”).",
"Mr. Chan Kwong Yuen has over 25 years of experience in the tea retail industry in Hong Kong. He first joined Ying Kee Tea Company Limited (“Ying Kee”), a subsidiary of the Company, in January 1993 as financial manager, responsible for overseeing the finance and investment aspects, and has became a director of Ying Kee since September 2010. Prior to that, Mr. Chan Kwong Yuen served as the General Manager of the Enamelware Division of Universal Steels Limited in Nigeria from January 1983 to December 1992. Mr. Chan Kwong Yuen received a Bachelor of Commerce with Honours from the University of British Columbia, Canada, in May 1999.",
"Mr. Chan Kun Yuen, aged 60, became an executive Director in October 2017. He is the CEO, a member of the Remuneration Committee and the Nomination Committee and one of the Controlling Shareholders. He also holds directorships in all subsidiaries of the Company. Mr. Chan Kun Yuen is responsible for overseeing the Group’s business development, marketing, and corporate strategy formulation and execution. Mr. Chan Kun Yuen is the cousin of both Mr. Chan Kwong Yuen and Mr. Chan Shu Yuen. He is also a director of Profit Ocean Enterprises Limited and Wealth City Global Limited, both companies have disclosable interests in the shares of the Company under the provisions in Divisions 2 and 3 of Part XV of the SFO.",
"Mr. Chan Kun Yuen has over 18 years of experience in the tea retail industry in Hong Kong. He formally joined Ying Kee, a subsidiary of the Company, in October 2000 as general manager working full-time, responsible for business development, marketing, and corporate strategy formulation and execution, and has became a director of Ying Kee since September 2010. Prior to that, Mr. Chan Kun Yuen served as a clerk with the shipping department of The East Asiatic Company Limited from September 1981 to June 1982. He also served as a clerk in the export department of Gibb, Livingston & Co. in June 1982 and was transferred to Gilman & Co., Ltd. in January 1983 and served until August 1986. From September 1986 to September 2000, Mr. Chan Kun Yuen was working part-time for Ying Kee as a marketing associate, responsible for formulating marketing proposals and strategies for Ying Kee. Mr. Chan Kun Yuen completed a one-year business course in office studies at Rosaryhill School in July 1981 after graduating from Hong Kong Chan Wai Chow Memorial College in November 1980.",
"Mr. Chan Shu Yuen, aged 59, became an executive Director in October 2017. He is one of the Controlling Shareholders. He also holds directorships in all subsidiaries of the Company. Mr. Chan Shu Yuen is responsible for finding, selecting and negotiating with potential suppliers and also building and maintaining relationships with them, overseeing the technical aspects of processing, monitoring quality control of final products in the warehouse, and resolving electrical and mechanical problems in processing. Mr. Chan Shu Yuen is the brother of Mr. Chan Kwong Yuen and cousin of Mr. Chan Kun Yuen. He is also a director of Profit Ocean Enterprises Limited and Sky King Global Limited, both companies have disclosable interests in the shares of the Company under the provisions in Divisions 2 and 3 of Part XV of the SFO."
] |
[] |
9265139_28.pdf
|
9265139_29.pdf
|
en
|
[
"# 1. Board of Directors and Risk Control Committee",
"The Board of Directors has the ultimate responsibility for the risk management of the Company. The Board of Directors is mainly responsible for advancing the construction of risk culture; considering and approving the basic system of the comprehensive risk management of the Company; appointing chief risk officer; considering and approving major issues of the Company’s risk management, such as risk preference, risk tolerance, significant risk limit and information disclosure; reviewing and evaluating risk management reports and their implementation, etc. The Board of Directors may delegate its Risk Control Committee to fulfill part of its function of comprehensive risk management.",
"# 2. Senior Management (Including Chief Risk Officer) and Risk Management Committee",
"The senior management of the Company is responsible for organizing and implementing various works in comprehensive risk management in the operation and management process, which mainly performs the following duties:",
"(1) establish a risk management system and make timely adjustment;",
"(2) establish a healthy operation management structure for the Company’s comprehensive risk management, clarifying the duty allocation of risk management among various departments, and establish a working mechanism that features effective checking and balance and good coordination among the departments;",
"(3) establish a complete information technology system and data quality control mechanism;",
"(4) establish a performance assessment system for all staff that covers the effectiveness of risk management;",
"(5) formulate the specific execution plans for risk management according to the risk preference, risk tolerance and significant risk limit approved by the Board to ensure the effective implementation of the plans; monitor its progress, analyze reasons in a timely manner and handle it according to the authorizations granted by the Board;",
"(6) regularly assess the overall risk of the Company and various types of material risk management conditions, resolve problems that are found in risk management and report to the Board."
] |
[
"The Company establishes a Risk Management Committee under the senior management, which is responsible for the overall risk monitoring and management of the Company within the scope of authorization of the Board and management, formulating and adjusting the risk management decisions of the Company, approving new business and risk limits, and making decisions and approvals for important matters involving risk management.",
"The Company establishes a chief risk officer who is a senior management officer of the Company and is appointed and removed by the Board. The main responsibilities of the chief risk officer include:",
"(1) organize and implement the overall risk management of the Company;",
"(2) review and approve the Company’s risk management plan and risk measurement methods, models and indicators;",
"(3) organize the formulation of the Company’s internal risk management system and policies, and evaluate major market, credit, liquidity and other risks;",
"(4) organize investigation and inquiry for hidden risks existing in business operation and management activities; report major hidden risks that discovered to the president of the Company in a timely manner, and put forward rectification opinions to the person-in-charge of other relevant departments; possesses the authority to report to the Board and its Risk Control Committee or the chairman of the Supervisory Committee had the major hidden risks or the rectification of hidden risks fails to meet the standards."
] |
[] |
20746096_20.pdf
|
20746096_21.pdf
|
en
|
[
"We then used the bootstrapping algorithm and obtained the following means and standard errors for \\( M \\)= 1000 which, as reported below, com-pare quite well with the asymptotic theory estimates. The corresponding distributions are shown in Figures 14 and 15.",
"<table><tr><td></td><td>\\( k _ { I } ^ { + } ( b o o t ) ( G L S ) \\)</td><td>\\( k _ { I } ^ { - } ( b o o t ) ( G L S ) \\)</td><td>\\( k _ { I } ^ { + } ( a s y m p ) ( G L S ) \\)</td><td>\\( \\overline { { k _ { I } ^ { - } ( a s y m p ) ( G L S ) } } \\)</td></tr><tr><td>mean</td><td>2.158</td><td>10.911</td><td>2.157</td><td>10.911</td></tr><tr><td>SE</td><td>0.0044</td><td>0.0247</td><td>0.00396</td><td>0.0225</td></tr></table>",
"Figure 14: Two parameters estimation \\( ( k _ { I } ^ { + } , \\, k _ { I } ^ { - } ) \\). Bootstrapping distribution for \\( k _ { I } ^ { + } \\). We use GLS and M=1000 runs.",
"# 5.3 GLS Estimation of 3 Parameters",
"We tried next to estimate 3 parameters. We again used the GLS formulation with \\( \\gamma \\) = 0.6. Once again we fixed all the parameters describing the domain and the polymerization function \\( k _ { o n } \\) and we also fixed either \\( k _ { o f f } ^ { N } \\) or \\( k _ { o n } ^ { N } \\) in the corresponding inverse problems.",
"# 5.4 GLS Estimation for \\( k _ { I } ^ { + } \\),\\( k _ { I } ^ { - } \\) and \\( k _ { o n } ^ { N } \\)",
"We fixed values as follows:",
"<table><tr><td>\\( \\overline { { k _ { o f f } ^ { N } } } \\)</td><td>\\( k _ { o n } ^ { m i n } \\)</td><td>\\( k _ { o n } ^ { m a x } \\)</td><td>\\( x _ { 1 } \\)</td><td>\\( x _ { 2 } \\)</td><td>\\( i _ { m a x } \\)</td></tr><tr><td>93.33</td><td>1684.38</td><td>\\( 1 . 5 \\cdot 1 0 ^ { 9 } \\)</td><td>0.062</td><td>0.859</td><td>\\( 3 . 5 \\cdot 1 0 ^ { 5 } \\)</td></tr></table>"
] |
[
"Figure 15: Two parameters estimation \\( ( k _ { I } ^ { + } , \\, k _ { I } ^ { - } ) \\). Bootstrapping distribution for \\( k _ { I } ^ { - } \\). We use GLS and M=1000 runs.",
"We used as initial parameter values:",
"<table><tr><td></td><td>\\( \\underline { { k _ { I } ^ { + } } } \\)</td><td>\\( \\underline { { k _ { I } ^ { - } } } \\)</td><td>\\( k _ { o n } ^ { N } \\)</td></tr><tr><td>\\( q _ { 0 } \\)</td><td>2.1600</td><td>10.9270</td><td>4616.962</td></tr></table>",
"We obtained the estimated parameters together with the corresponding standard errors, variances and the condition numbers \\( \\kappa \\) of the corresponding sensitivity matrices for the four data sets as reported below. The 95% con-fidence results based on the asymptotic theory are also depicted for DS 4 in Figure 16.",
"<table><tr><td></td><td>\\( \\overline { { k _ { I } ^ { + } } } \\)</td><td>\\( k _ { I } ^ { - } \\)</td><td>\\( \\mathit { k } _ { o n } ^ { N } \\)</td><td>SE</td><td>\\( \\sigma ^ { 2 } \\)</td><td>\\( \\kappa \\)</td></tr><tr><td>\\( D S \\) 1</td><td>2.26</td><td>13.49</td><td>4616.96</td><td>\\( ( . 0 1 2 , . 0 9 9 , 5 3 . 9 2 5 ) \\)</td><td>\\( 8 . 5 2 \\cdot 1 0 ^ { - 6 } \\)</td><td>\\( 8 . 8 9 \\cdot 1 0 ^ { 1 0 } \\)</td></tr><tr><td>\\( D S \\) 2</td><td>2.99</td><td>16.20</td><td>4616.96</td><td>\\( ( . 0 2 1 , . 1 5 1 , 5 6 . 6 9 1 ) \\)</td><td>\\( 9 . 6 7 \\cdot 1 0 ^ { - 6 } \\)</td><td>\\( 4 . 3 7 \\cdot 1 0 ^ { 1 0 } \\)</td></tr><tr><td>\\( D S \\) 3</td><td>2.18</td><td>15.76</td><td>9840.31</td><td>\\( ( . 0 1 1 , . 1 0 3 , 9 0 . 4 6 6 ) \\)</td><td>\\( 6 . 4 5 \\cdot 1 0 ^ { - 6 } \\)</td><td>\\( 3 . 9 4 \\cdot 1 0 ^ { 1 1 } \\)</td></tr><tr><td>\\( D S \\) 4</td><td>2.16</td><td>10.91</td><td>4616.96</td><td>\\( ( 0 . 0 0 8 9 , 0 . 0 6 4 9 , 4 5 . 2 6 2 ) \\)</td><td>\\( 6 . 3 6 \\cdot 1 0 ^ { - 6 } \\)</td><td>\\( 7 . 1 4 \\cdot 1 0 ^ { 1 0 } \\)</td></tr></table>",
"To compare these asymptotic results with bootstrapping, we carried out bootstrapping with Data Set (DS) 4 for the estimation of \\( k _ { I } ^ { + } \\), \\( k _ { I } ^ { - } \\) and \\( k _ { o n } ^ { N } \\) with the same initial values as above. We then obtained the following means and standard errors for a run with \\( M \\)= 1000, in comparison to the asymptotic theory."
] |
[] |
20792548_83.pdf
|
20792548_84.pdf
|
en
|
[
"# 2 Summary of significant accounting policies (Continued)",
"# 2.6 Foreign currency translation (Continued)",
"# (b) Transactions and balances",
"Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are re-measured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in other gains/(losses) – net.",
"# (c) Group companies",
"The results and financial position of all the Group entities (none of which has the currency of a hyper-inflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows:",
"(i) assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that balance sheet;",
"(ii) income and expenses for each profit or loss are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the rate on the dates of the transactions); and",
"(iii) all resulting currency translation differences are recognized in other comprehensive income.",
"Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing rate.",
"# 2.7 Property, plant and equipment",
"Property, plant and equipment, other than construction in progress, are stated at historical cost less depreciation and provision for impairment loss, if any. Historical cost includes expenditure that is directly attributable to the acquisition of the items.",
"Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to profit or loss during the financial year in which they are incurred.",
"Depreciation is calculated using the straight-line method to allocate their cost, net of their residual values, over their estimated useful lives or, in the case of leasehold improvements, the shorter lease term as follows:",
"<table><tr><td>Buildings</td><td> 20 years</td></tr><tr><td>Leasehold improvements</td><td> Shorter of remaining lease terms of 2–3 years or useful life</td></tr><tr><td>Machinery and equipment</td><td> 5–10 years</td></tr><tr><td>Furniture, fittings and equipment</td><td> 3–5 years</td></tr><tr><td>Vehicles</td><td> 5–10 years</td></tr></table>"
] |
[
"# 2 Summary of significant accounting policies (Continued)",
"# 2.7 Property, plant and equipment (Continued)",
"The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period.",
"Construction in progress represents buildings under construction and is stated at cost less provision for impairment loss, if any. Cost includes the costs of construction and acquisition. When the assets concerned are available for use, the costs are transferred to property, plant and equipment and depreciated in accordance with the policy as stated above.",
"An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount (Note 2.9).",
"Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognized within “other gains/(losses) – net” in the profit or loss.",
"# 2.8 Intangible assets",
"# (a) Acquired trademark",
"Separately acquired trademarks are shown at historical cost. Trademarks acquired in a business combination are recognised at fair value at the acquisition date. Amortization of trademark that has a finite useful life is calculated using the straight-line method to allocate the costs of acquired trademark over its estimated useful life of 10 years. It is subsequently carried at cost less accumulated amortisation and impairment losses.",
"# (b) Computer software",
"Acquired computer software license is capitalized on the basis of the costs incurred to acquire the specific software. These costs are amortized over a period ranging from 3 to 10 years.",
"# (c) Goodwill",
"Goodwill is measured as the excess of the acquisition-date fair value of any previous equity interest in the acquired entity over the fair value of the net identifiable assets. Goodwill on acquisitions of subsidiaries is included in intangible assets. Goodwill is not amortized but it is tested for impairment annually, or more frequently if events or changes in circumstances indicate that it might be impaired, and is carried at cost less accumulated impairment losses. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.",
"Goodwill is allocated to cash-generating units for the purpose of impairment testing. The allocation is made to those cash-generating units or groups of cash-generating units that are expected to benefit from the business combination in which the goodwill arose. The units or groups of units are identified at the lowest level at which goodwill is monitored for internal management purposes, being the operating segments."
] |
[] |
9241859_5.pdf
|
9241859_6.pdf
|
en
|
[
"<table><tr><td>Hicend Futures</td><td>Hicend Futures Co., Ltd. (海證期貨有限公司)</td></tr><tr><td>HuaAn Funds</td><td>HuaAn Funds Management Co., Ltd. (華安基金管理有限公司)</td></tr><tr><td>Guoxiang Properties</td><td>Shanhgai GuoxianPLdg ro有公perties Co., t. (上海國翔置業限司)</td></tr><tr><td>SPD Bank</td><td>Shanhdgai PuonDlCg eveo浦發銀股有\npment Bank o., Ltd. (上海東展行份限公司)</td></tr><tr><td>Shanhgai Rural Commercial Bank</td><td>Shanhgai Rural Commercial Bank Co., Ltd. (上海農村商業銀行股份有限公\n司)</td></tr><tr><td>Convertible Bonds/\n A Share Convertible Bonds</td><td>’the convertible corporate bonds (which can be converted into the Companys \nA Shares) amounting to RMB7 billion issued by the Company on 7 July 2017 \nand listed on Shanhai Stock Exchange on 24 July 2017g</td></tr><tr><td>Company Law</td><td>the Company Law of the PRC</td></tr><tr><td>Securities Law</td><td>the Securities Law of the PRC</td></tr><tr><td>SSE Listing Rules</td><td>the Rules Governing the Listing of Stocks on the Shanhai Stock Egxchange</td></tr><tr><td>Hong Kong Listing Rules</td><td>the Rules Governing the Listing of Securities on The Stock Exchange of Hong \nKong Limited, as amended, sulppemented or otherwise modified from time \nto time</td></tr><tr><td>Model Code</td><td>the Model Code for Securities Transactions by Directors of Listed Issuers as \nset out in Appendix 10 to the Hong Kong Listing Rules</td></tr><tr><td>Corporate Governance Code</td><td>the Corporate Governance Code and Corporate Governance Report as set \nout in Appendix 14 to the Hong Kong Listing Rules</td></tr><tr><td>SFO</td><td>the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong \nKong), as amended, sulpemented and modifpied otherwise from time to time</td></tr><tr><td>Reporting Period</td><td>the first half of 2020</td></tr><tr><td>Yuan</td><td>RMB Yuan</td></tr><tr><td>A Shares</td><td>domestic shares of the Company, with a nominal value of RMB1.00 each, \nwhich are listed on the Shanhai Stock Exchange and are traded in RMBg</td></tr><tr><td>H Shares</td><td>overseas listed foreign shares of the Company, with a nominal value of \nRMB1.00 each, which are listed on the Hong Kong Stock Exchange and traded \nin Hong Kong dollars</td></tr><tr><td>FICC</td><td>Fixed Income, Currencies and Commodities</td></tr><tr><td>Daohe APP</td><td>APP serving corporate and institutional customers</td></tr><tr><td>Matrix System</td><td>the corporate and institutional customers management system</td></tr><tr><td>Jun Hong APP</td><td>APP serving retail customers</td></tr><tr><td>Jun Hong Bai Shi Tong</td><td>the retail customers management system</td></tr></table>"
] |
[
"# I. PROFILE",
"<table><tr><td>Name in Chinese</td><td>國泰君安証券股份有限公司</td></tr><tr><td>Abbreviation in Chinese</td><td>國泰君安</td></tr><tr><td>Name in Enlhgis</td><td>Guotai Junan Securities Co., Ltd.</td></tr><tr><td>Abbreviation in Enlgish</td><td>GTJA, Guotai Junan Securities</td></tr><tr><td>Legal Representative</td><td>HE Qing</td></tr><tr><td>General Manager</td><td>WANG Song</td></tr></table>",
"# Registered Capital and Net Capital of the Company",
"# Unit: thousand yuan Currency: RMB",
"<table><tr><td></td><td>At the \nend of the \nReporting \nPeriod</td><td>At the \nend of \nlast year</td></tr><tr><td>Registered Capital</td><td>8,907,948</td><td>8,907,948</td></tr><tr><td>Net Capital</td><td>89,338,264</td><td>85,971,493</td></tr><tr><td>ShNtare Capiteal o</td><td>8,907,949</td><td>8,907,948</td></tr></table>",
"Note: From July 2019 when the Company completed the change of registered capital to the end of the Reporting Period, the cumulative number of Shares converted from the \\( \\mathrm { A } \\) Share Convertible Bonds of the Company was 614 Shares, and the share capital of the Company increased to 8,907,948,568 Shares. The Company will apply for registering the change of the registered capital in a timely manner in accordance with the relevant requirements.",
"# Business Qualifications for Each Individual Business of the Company",
"# √ Applicable □ Not applicable",
"# 1. Individual Business Qualifications of the Company",
"<table><tr><td>No.</td><td>Approval Department</td><td>Qualification Name/Membership</td></tr><tr><td>1</td><td>Th’e PeolfChpes Bank o ina</td><td>Interbank Borrowing Qualification (Yin Huo Zheng [2000] No. \n122, Yin Zong Bu Han [2016] No. 22)\nInterbank Bonds Market Maker (Yin Fa [2004] No. 157)\nParticipation of Gold Trading on Shanhgai Gold Exchange as \nan Institutional Dealer (Yin Shi Huang Jin Bei [2014] No. 143)\nFree Trade Accounting Business (August 2015)</td></tr><tr><td>2</td><td>CSRC and its local branches</td><td>Operation license of securities businesses: securities brokerage; \nsecurities investment advisory; securities transaction and \nsecurities investment related financial advisory; securities \nunderwriting and sponsorship; securities proprietary trading; \nmargin financing and securities lending; agency sale of \nsecurities investment fund; agency sale of financial products; \nstock option market making. (Number: 10270000)\nOnline Agency Securities Trading (Zheng Jian Xin Xi Zi [2001] \nNo. 3)</td></tr></table>"
] |
[] |
11750420_9.pdf
|
11750420_10.pdf
|
en
|
[
"\\[ \\sigma ( \\hat { \\rho } _ { c l } ) = \\left( \\begin{array} { c c c c } { { 4 \\alpha _ { c l } ^ { 2 } + 1 } } & { { 0 } } & { { - 4 \\alpha _ { c l } ^ { 2 } } } & { { 0 } } \\\\ { { 0 } } & { { 1 } } & { { 0 } } & { { 0 } } \\\\ { { - 4 \\alpha _ { c l } ^ { 2 } } } & { { 0 } } & { { 4 \\alpha _ { c l } ^ { 2 } + 1 } } & { { 0 } } \\\\ { { 0 } } & { { 0 } } & { { 0 } } & { { 1 } } \\end{array} \\right) , \\eqno ( 4 9 ) \\]",
"where \\( \\alpha _ { c l } \\) is the real and positive amplitude of the coherent states in the DOPOs. We have found that the Gaussian dis-cord calculated with Eq. (49) verges on \\( D ^ { \\leftarrow } \\sim 0 . 0 2 3 5 6 \\) for \\( \\alpha _ { c l } \\gtrsim 5 0 \\), which is in a good agreement with the values in the simulation. Eq. (48) clearly represents a mixture of Gaussian states, thus the result indicates a genuine quantum correlation between coherent states with a mutual injection path without excess noise.",
"# E. Distribution functions for quadrature amplitudes",
"Here, we focus on a low-loss case, where the distribution functions for the squeezed amplitude p around the oscillation threshold are o from Gaussian curves. Fig. 7 and 8 displays instantaneous distributions for x and p at some time points for \\( \\gamma _ { s } \\, = \\, 0 . 1 \\), \\( \\gamma _ { c } \\, = \\, 0 . 2 \\). In Fig. 7, the distribution for x gets broadened as the pumping rate increases. The dashed lines are Gaussian fitting curves for each time point. We see that it has some deviation from the fitting curve at \\( \\tau \\) = 33 and 35. This indicates that the system is at the onset of the macroscopic bifurcation in x.",
"As shown in Fig. 8, both \\( { \\cal P } ( p _ { 1 } ) \\) and \\( \\overline { { P ( p _ { 2 } ) } } \\) at pumping rates around the oscillation threshold come to have small fringes at the sides of their central peaks. The fringes survive until the clear bifurcation in \\( P ( x _ { 1 } ) \\) and \\( P ( x _ { 2 } ) \\). On the other hand, they vanish when \\( \\gamma _ { s } \\) and \\( \\gamma _ { c } \\) are comparable to or larger than \\( \\zeta \\) = 1. Therefore, \\( P ( p _ { 1 } ) \\) and \\( P ( p _ { 2 } ) \\) suggests the existence of the macroscopic superposition of the zero-phase state and \\( \\pi \\)-phase state in a suciently closed two-DOPO system. For-mation of the superposition in such a slow pumping schedule with only a small \\( \\gamma _ { c } \\) means that the quantum noise stored in the injection path is essential in the formation of superposition components here. The injection path contains a squeezed field for the two oscillators, which protects a macroscopic superpo-sition state from decoherence [47, 48]. It is worth noting that the theoretical model considered here is dierent from that in the previous studies. The side peaks in \\( P ( p _ { 1 } ) \\) and \\( P ( p _ { 2 } ) \\) are as high as those in an even cat state \\| − αi + \\|αi with \\( \\alpha \\sim \\) 0.9 although the state has a larger photon number than\\|α\\|2 = 0.81. This is because such a DOPO state does not cor-respond to a pure cat state. Note that the fringe signal will be a bit weaker than the flying optical cat states made with judicious techniques [64, 65]. Also, a larger g and a faster pumping schedule will give a clearer fringe due to the tran-sient eect, as the single DOPO case [62].",
"Here, we add the extra squeezing of the intracavity DOPO fields which supports the eect by the mutual injections. Fig. 9 displays the variances of \\( p _ { 1 } \\) and \\( p _ { 2 } \\) versus time (i.e. the pumping rate). When the system is below the threshold, they decrease with the rise in the pumping rate. Following the os-cillation of the DOPOs, they get back to the value for a co- herent state and the vacuum state (0.25). The minimum value∼ 0.043 is smaller than that for a single intracavity DOPO field [5] (0.125, meaning -3 dB squeezing). It suggests that the mutual injections enhance the squeezing in the DOPOs.",
"FIG. 7. (Color online) Distribution functions at dierent time points for (a) \\( x _ { 1 } \\) and (b) \\( x _ { 2 } \\). The dashed lines are Gaussian fitting curves with \\( \\sigma \\) = (6.6, 9.1, 13.5, 20.0) for τ = (29, 31, 33, 35). 200,000 trajectories are used. \\( \\gamma _ { s } = 0 . 1 \\), \\( \\gamma _ { c } = 0 . 2 \\) and \\( _ { g } \\) = 0.01.",
"Compared to expectation values of observables, the con-vergence of the distribution functions (Fig. 8) to the num-ber of sampling is slower, because the sampled points have to cover the whole space where the distribution can have a non-negligible value. Thus, we have taken 200,000 runs to draw the curves here. Simultaneous formation of the side peaks in both \\( P ( p _ { 1 } ) \\) and \\( P ( p _ { 2 } ) \\) is a good indicator that the accuracy is not bad, because the two DOPOs obey the SDEs of the same form. However, numerical errors still lead to obvious negative values in some curves. Also, one of the p distribution func-tions is fluctuated a lot at some time points, leading to a larger fringe visibility and negative values.",
"# V. DISCUSSION",
"In this section, we discuss other theoretical schemes to sim-ulate the system considered here, the validity of the simulation in this study, and the possible contribution of the quantum ef-fects in the system to the performance of the coherent Ising machines."
] |
[
"FIG. 8. (Color online) Distribution functions at dierent time points for (a) \\( p _ { 1 } \\) and (b)\\( p _ { 2 } \\). Zoomed curves around the side peaks are added for both. 200,000 trajectories are used. \\( \\gamma _ { s } \\, = \\, 0 . 1 \\), \\( \\gamma _ { c } \\, = \\, 0 . 2 \\) and \\( g \\) = 0.01.",
"FIG. 9. (Color online) Variances of \\( p _ { 1 } \\) (blue curve) and \\( p _ { 2 } \\) (red curve). The two curves are almost identical due to the same form of the SDEs for each DOPO. 200,000 trajectories are used. \\( \\gamma _ { s } = 0 . 1 \\),\\( \\gamma _ { c } = 0 . 2 \\) and \\( _ { g } \\) = 0.01.",
"# A. Other theoretical schemes",
"First, we refer to the diculty in the simulation in this study with other theoretical schemes. Regarding a numerical anal-ysis for an open quantum system, direct integration on the master equation with the Fock state basis is the most stan-dard method as investigated in the previous relevant studies[47, 48]. It treats a series of ordinary dierential equations for the components of the density matrix for the system. Single-shot numerical integration for them gives all the information of the solution, thus we do not have to repeat stochastic sim-ulations or take ensemble averages over a number of samples. Also, it is relatively easy to get a good accuracy in numerical integration of an ordinary dierential equation. However, the basis has an infinite number of eigenstates hence we have to truncate some of them. Here, the more photons possible in the system, the more eigenstates needed. In addition, the number of modes crucially aects the complexity of the simulation. When we consider two DOPOs and the injection path with m eigenstates for each, the number of components of the den-sity matrix is \\( m ^ { 6 } \\). This amounts to unrealistic numbers such as 10 \\( \\mathsf { n n t } \\) and 1000 \\( 1 0 ^ { 6 } \\) thus the simulation with the parameters here will be too costly.",
"Solving the Fokker-Planck equation will be useful if we can find a potential solution. However, it supposes a system at"
] |
[] |
9223620_14.pdf
|
9223620_15.pdf
|
en
|
[
"# 15. SHARE BASED PAYMENT TRANSACTIONS",
"The Company has adopted a share option scheme (“Share Option Scheme”) on 1 March 2018 to enable the Company to grant options to selected participants as incentives or rewards for their contribution to the Group and continuing efforts to promote the interest of the Group. The terms of the Share Option Scheme are in accordance with Chapter 23 of the GEM Listing Rules.",
"Details of Share Options and their movements during the six months ended 30 September 2020 are as follows:",
"<table><tr><td rowspan=\"3\"></td><td rowspan=\"2\">Date of Grant</td><td rowspan=\"2\">Exercise\nprice per\nShare</td><td colspan=\"6\">Number of Shares issuable under the options</td></tr><tr><td>as at\n01/04/\n2020</td><td>granted\nduring the\nperiod</td><td>exercised\nduring the\nperiod</td><td>lapsed\nduring the\nperiod</td><td>as at\n30/09/\n2020</td><td>Exercise\nperiod</td></tr><tr><td></td><td>HK$</td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Director</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Ms. Wong Bik Kwan Bikie \n(“Ms. Wong”)</td><td>18/04/2019</td><td>0.12</td><td>7,980,000</td><td>–</td><td>–</td><td>–</td><td>7,980,000</td><td>Note 1</td></tr><tr><td>Emlpofyees o the Group</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>In aggregate</td><td>18/04/2019</td><td>0.12</td><td>14,480,000</td><td>–</td><td>–</td><td>(1,000,000)</td><td>13,480,000</td><td>Note 1</td></tr><tr><td></td><td></td><td></td><td>22,460,000</td><td>–</td><td>–</td><td>(1,000,000)</td><td>21,460,000</td><td></td></tr></table>",
"# Notes:",
"1. (i) up to 40% of the Share Options are exercisable on or after 18 April 2019;",
"(ii) up to 70% of the Share Options are exercisable on or after 18 April 2020;",
"(iii) all the remaining Share Options are exercisable on or after 18 April 2021;",
"and in each case, not later than 17 April 2024.",
"Save as disclosed above, no options were granted, exercised, forfeited, cancelled or lapsed during the six months ended 30 September 2020."
] |
[
"# 16. RELATED PARTY TRANSACTIONS",
"(a) Save as disclosed elsewhere in these consolidated financial statements, the Group had the following transactions with its related parties during the reporting periods:",
"<table><tr><td rowspan=\"4\"></td><td colspan=\"2\">For the six months ended\n30 September</td></tr><tr><td>2020</td><td>2019</td></tr><tr><td>HK$’000</td><td>HK$’000</td></tr><tr><td>(Unaudited)</td><td>(Unaudited)</td></tr><tr><td>Rental expense paid to a related company (note (i))</td><td>533</td><td>177</td></tr><tr><td>Compensation of key management personnel (note (ii))</td><td></td><td></td></tr><tr><td>Salaries, allowances and other benefits</td><td>3,006</td><td>2,870</td></tr><tr><td>Contributions to defined contribution retirement lpan</td><td>45</td><td>38</td></tr><tr><td>Equity-settled share-based payment expenses</td><td>101</td><td>831</td></tr><tr><td></td><td>3,152</td><td>3,739</td></tr></table>",
"Notes:",
"(i) The Group entered into a lease agreement of warehouse with Solaire International Limited (“Solaire”). Solaire is held by Ms. Wong, Chairman, Chief Executive Officer and Executive Director of the Company. The transaction is conducted on normal commercial terms or better and is a connected transaction. The transaction is a de minimis transaction in accordance with GEM Listing Rules 20.74(1) fully exempt from the reporting, annual review, announcement, circular (including independent financial advice) and shareholders’ approval requirements.",
"(ii) The compensation represents the remuneration paid and was payable to the directors and other members of key management during the reporting periods.",
"(b) The amount due to a related company is unsecured, interest-free and repayable on demand.",
"# 17. CORONAVIRUS DISEASE 2019 OUTBREAK",
"Due to the outbreak of the COVID-19 epidemic in January 2020, a series of precautionary and control measures have been and continued to be implemented. It has impacted the global business environment. Up to the date of this financial statements, COVID-19 has not resulted in material impact to the Group. Pending the development and spread of COVID-19 subsequent to the date of this financial statements, further changes in economic conditions may have impact on the financial results of the Group, the extent of which could not be estimated as at the date of this financial statements. The Group will continue to monitor the development of COVID-19 and react actively to its impact on the financial position and operating results of the Group."
] |
[] |
2590131_37.pdf
|
2590131_38.pdf
|
en
|
[
"# Audit Committee (continued)",
"The Audit Committee shall meet at least twice a year. During the year, three meetings of the Audit Committee were held and attended by the external auditors of the Company. The attendance of the members was set out in the sub-section headed “Board Meetings” of this report.",
"The primary duties of the Audit Committee include acting as the key representative body for overseeing the relationship with the external auditors; reviewing and monitoring the effectiveness of the audit process; reviewing the Group’s financial information; overseeing the Group’s financial reporting system and risk management and internal control systems. The latest terms of reference of the Audit Committee can be viewed on the websites of the Stock Exchange and the Company at www.hkexnews.hk and www.avicjoyhk.com, respectively.",
"During the year, the Audit Committee has held three meetings and has reviewed and discussed the financial reporting matters, including:",
"(i) reviewed and recommended for the Board’s approval the interim and annual results, the interim report and annual report and other financial statements;",
"(ii) considered and discussed the reports and presentations from the external auditors and the senior management, respectively, with particular focus on the appropriateness of accounting policies and practices, areas of judgment, compliance with the Hong Kong Financial Reporting Standards and other legal requirements in relation to financial reporting;",
"(iii) recommended to the Board on the re-appointment of the external auditors and the relevant terms of engagement, including their remuneration;",
"(iv) reviewed the risk management and internal control systems of the Group and the effectiveness of the Group’s internal audit function for the year which covered financial, operational and compliance controls. The process used in such review including discussions with the management of the Company on the risk areas identified and the review of findings and reports from an independent professional advisor. The Audit Committee reviewed and concurred with the management’s confirmation that the Group’s risk management and internal control systems were effective and adequate for the year; and",
"(v) reviewed and was satisfied with the adequacy of the resources, staff qualification and experience, training programmes and budget of the Company’s accounting, financial reporting and internal audit functions."
] |
[
"# Remuneration Committee",
"From 1 January 2017 to 1 April 2017, the Remuneration Committee comprised four members, namely Mr. Hu Xiaowen (Chairman of the Remuneration Committee), Mr. Wu Meng, Mr. Gong Changhui and Mr. Zhu Dong. Subsequent to Mr. Wu’s resignation and his cessation to be a member of the Remuneration Committee with effect from 1 April 2017, the Remuneration Committee comprises three members, namely, Mr. Hu Xiaowen, Mr. Gong Changhui and Mr. Zhu’s. Subsequent to Mr. Huang Bo’s appointment as a member of the Remuneration Committee with effect from 30 June 2017, the Remuneration Committee comprises four members, namely, Mr. Hu Xiaowen, Mr. Gong Changhui, Mr. Zhu Dong and Mr. Huang Bo. Subsequent to Mr. Zhu’s resignation and his cessation to be a member of the Remuneration Committee with effect from 5 November 2017, Mr. Huang’s resignation and his cessation to be a member of the Remuneration Committee with effect from 23 November 2017, Mr. Hu’s resignation and his cessation to be the chairman and a member of the Remuneration Committee with effect from 2 December 2017, and Mr. Gong’s resignation and his cessation to be a member of the Remuneration Committee with effect from 4 December 2017 and the appointment of Mr. Jiang Ping as the chairman and a member of the Remuneration Committee, the appointment of Mr. Guo Wei and Ms. Wu Rui as members of the Remuneration Committee, all with effect from 4 December 2017, the Remuneration Committee comprises three members, namely, Mr. Jiang Ping (Chairman of the Remuneration Committee), Mr. Guo Wei and Ms. Wu Rui.",
"The Remuneration Committee shall meet at least once a year. During the year, three meetings of the Remuneration Committee were held and the attendance of the members was set out in the sub-section headed “Board Meetings” of this report.",
"Details of the Directors’ emoluments and remuneration payable to members of senior management by band are set out in note 9 to the financial statements. The Remuneration Committee adopted the model “to determine, with delegated responsibility, the remuneration packages of individual executive Directors and senior management”.",
"The primary duties of the Remuneration Committee include to make recommendations to the Board on the Company’s policy and structure for all Directors’ and senior management’s remuneration, to review and approve the management’s remuneration proposal with reference to the Company’s corporate goals and objectives, to determine the remuneration packages of individual executive Directors and senior management including benefits in kind, pension rights and compensation payment comprising any compensation payable for loss or termination of their office or appointment, to make recommendations to the Board on the remuneration of non-executive Directors. The latest terms of reference of the Remuneration Committee can be viewed on the websites of the Stock Exchange and the Company at www.hkexnews.hk and www.avicjoyhk.com, respectively."
] |
[] |
11706481_74.pdf
|
11706481_75.pdf
|
en
|
[
"# 5. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)",
"# Financial assets (Continued)",
"# Classification of financial assets (Continued)",
"# Investments in debt securities",
"An investment in debt securities is classified as follows depending on the instruments’ contractual cash flow characteristics and the Group’s business model for managing the investment:",
"• Amortised cost when (a) the contractual terms of the asset give rise on specified dates to cash flows that are solely payment of principal and interest on the principal amount outstanding and (b) the financial asset is held within a business model whose objective is achieved by collecting contractual cash flows.",
"• FVTOCI when (a) the contractual terms of the asset give rise on specified dates to cash flows that are solely payment of principal and interest on the principal amount outstanding and (b) the financial asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling the financial asset.",
"• FVTPL when either (a) the contractual terms of the asset give rise on specified dates to cash flows that are not solely payment of principal and interest on the principal amount outstanding or (b) the financial asset is held within a business whose objective is neither (i) collecting contractual cash flows nor (ii) collecting contractual cash flows and selling the financial asset.",
"For investments in debt securities subsequently measured at FVTOCI, fair value changes are recognised in other comprehensive income and accumulated in the “FVTOCI (debt investment) reserve” except for impairment loss (see below) and foreign exchange gains or losses. Interest income is calculated using the effective interest method and is recognised in profit or loss. When an investment in debt securities is derecognised, the fair value changes previously recognised in other comprehensive income are reclassified from equity to profit or loss as a reclassification adjustment.",
"An investment is debt securities is derecognised when the Group sells the investment or when the contractual rights to the cash flows from the asset expire."
] |
[
"# 5. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)",
"# Financial assets (Continued)",
"# Classification of financial assets (Continued)",
"# Transaction costs",
"Transaction costs directly attributable for the acquisition of financial assets (other than those classified or designated as at FVTPL) are included in the initial measurement of the financial assets. For financial assets subsequently measured at amortised cost, such transaction costs are included in the calculation of amortised cost using the effective interest method (i.e. in effect amortised through profit or loss over the lives of the financial assets). For investments in equity securities at FVTOCI, such transaction costs are recognised in other comprehensive income as part of change in fair value at the next remeasurement. For investments in debt securities classified as FVTOCI, such transaction costs are amortised to profit or loss using the effective interest method (i.e. in effect amortised through profit or loss over the lives of the financial assets).",
"# Impairment on financial assets",
"The Group has applied the expected credit loss model under HKFRS 9 to the following types of financial assets:",
"• financial assets that are subsequently measured at amortised cost (including cash and cash equivalents and trade receivables); and",
"• contract assets as defined in HKFRS 15.",
"Expected credit loss (ECL) of a financial asset is measured based on an unbiased and probability-weighted amount. It also reflects the time value of money and reasonable and supportable information that is available to the Group without undue cost or effect at the reporting date about past events, current conditions and forecasts of future economic conditions. The maximum period considered when estimating ECL is the maximum contractual period over which the Group is exposed to credit risk.",
"ECL is measured on either of the following bases:",
"• 12-month expected credit loss when, at the reporting date, the credit risk on a financial asset has not increased significantly since initial recognition; and",
"• Lifetime expected credit loss when (a) at the reporting date, the credit risk on a financial asset has increased significantly since initial recognition; or (b) at the reporting date, the financial asset has become credit-impaired."
] |
[] |
9303069_8.pdf
|
9303069_9.pdf
|
en
|
[
"# EXECUTIVE DIRECTORS",
"Mr. Tung Tsun Hong (董信康先生) (“Mr. TH Tung”), aged 80, the founder of the Group, the chairman of the Board, an executive director (the “Director”) and one of the controlling shareholders. Mr. TH Tung joined the Group on 16 January 1981. Mr. TH Tung has approximately 62 years of experience in the textile and apparel industry. He is primarily responsible for overseeing the Group’s overall development strategy. He is the father of Mr. Stephen Tung and Mr. Stanley Tung, both being executive Directors.",
"Mr. Tung Wai Ting Stephen (董韋霆先生) (formerly known as Mr. Tung Hak Ming Stephen (董克明先生)) (“Mr. Stephen Tung”), aged 51, the chief executive officer, an executive Director and one of the controlling shareholders. Mr. Stephen Tung joined the Group on 6 October 1995. Mr. Stephen Tung obtained a Bachelor of Commerce degree at the University of Toronto in Canada in June 1993, and has approximately 25 years of experience in the textile and apparel industry. He is primarily responsible for administration, finance and production of the Group. Mr. Stephen Tung is the son of Mr. TH Tung, and brother of Mr. Stanley Tung, both being executive Directors.",
"Mr. Tung Cheuk Ming Stanley (董卓明先生) (“Mr. Stanley Tung”), aged 47, the sales director, an executive Director and one of the controlling shareholders. Mr. Stanley Tung joined the Group on 1 April 1997. Mr. Stanley Tung obtained a Bachelor of Arts degree from University of Toronto in Canada in November 1996, and has approximately 24 years of experience in the textile and apparel industry. He is primarily responsible for the sales and marketing of the Group. Furthermore, he has been assisting our product development by participating in international fabric exhibitions and fashion shows in various countries including the PRC and the United States. He is the son of Mr. TH Tung, and brother of Mr. Stephen Tung, both being executive Directors.",
"# INDEPENDENT NON-EXECUTIVE DIRECTORS",
"Mr. Tsang Ling Biu Gilbert (曾令鏢先生), aged 50, an independent non-executive Director. Mr. Tsang joined the Group on 19 June 2018. He is primarily responsible for supervising and providing independent advice to the Board. He is also the chairman of our audit committee. Mr. Tsang has over 23 years of experience in finance and accounting. Mr. Tsang obtained a Master of Commerce in Accounting and Finance from the University of New South Wales in Australia in 1995, and a Graduate Diploma in Applied Finance and Investment from the Securities Institute of Australia in 1996. Mr. Tsang is also a fellow member of the CPA Australia (Certified Practising Accountants).",
"Mr. Tsang is a non-executive director of Tus International Limited (stock code: 872), a Hong Kong-based investment holding company principally engaged in the trading of cars.",
"Mr. Cheung Che Kit Richard (張之傑先生), aged 49, an independent non-executive Director. Mr. Cheung joined the Group on 19 June 2018. He is primarily responsible for supervising and providing independent advice to our Board. He is also a member of our audit committee, remuneration committee and nomination committee. Mr. Cheung obtained a Bachelor of Commerce degree with first class honour from Queen’s University in Canada in May 1995. Subsequently he obtained his Master’s degree in Business Administration with high distinction from Harvard Business School in the United States in June 2001. Since 2010, Mr. Cheung has been working as an executive director (Customer and International Business Development) for the Hong Kong Jockey Club. He is responsible for channeling gaming demand in all of racing, football and lottery wagering business, which also includes the exporting of the Hong Kong racing betting product to overseas jurisdictions."
] |
[
"Mr. Leung Wang Ching Clarence, J.P. (梁宏正先生), aged 42, an independent non-executive Director. Mr. Leung joined the Group on 19 June 2018. He is primarily responsible for supervising and providing independent advice to our Board. He is also the chairman of our remuneration committee and nomination committee, and a member of our audit committee. Mr. Leung obtained a Master of Arts degree in Economics from the University of Cambridge in the United Kingdom in March 2003, and has approximately 21 years of experience in the textile and apparel industry.",
"Mr. Leung has been serving the community and the textile industry by holding various positions in a number of institutions and organisations. From April 2017 to March 2018, Mr. Leung was a member of the Textile Advisory Board. He has been a member of the Committee of Beijing Chinese People’s Political Consultative Conference (with a term of five years), the chairman of the Third Committee of Youth of the Business and Professionals Alliance for Hong Kong since 2013 and 2016, respectively.",
"Mr. Leung is currently an independent non-executive director of Lai Sun Development Company Limited (stock code: 488), a Hong Kong-based investment holding company principally engaged in property investment, property development and investment in and operation of hotels and restaurants.",
"# SENIOR MANAGEMENT",
"Ms. Poon Yuet Ling (潘月玲女士), aged 61, joined the Group on 5 August 1986 and is currently the senior accounting manager. Ms. Poon is primarily responsible for overseeing daily accounting operation, financial management, administration and human resource management of the Group. Ms. Poon completed her secondary education in Hong Kong in July 1977 and obtained an intermediate group certificate in business studies at the Hong Kong School of Commerce in February 1978. She has over 32 years of experience in accounting practice.",
"Mr. Tung Ming Po (董鳴寶先生), aged 74, is currently our assistant general manager. Mr. MP Tung is primarily responsible for administering and coordinating the manufacturing process of the Group. Prior to joining the Group, Mr. MP Tung worked in the same shipping agency for over 21 years, with his last position being the manager of the licenced crew department. As the manager, he was in charge of the manning of crew and officers such as recruitment, deployment and relief planning. Mr. Tung moved to Australia in December 1989 and returned to Hong Kong in September 1992, and joined the Group in October 1992.",
"Mr. Li Chi Hiu Lawrence (李之曉先生), aged 46, joined the Group on 1 July 2004 and is currently our sales manager. Mr. Li is primarily responsible for overseeing the sales management of the Group. Mr. Li graduated from the Seneca College of Applied Arts & Technology in Toronto, Canada in April 1997, and has more than 20 years of experience in the textile industry. Prior to joining our Group in 2005, Mr. Li was the project manager in Tiong Liong Industrial Company, a company based in Taiwan which manufactures and supplies functional textiles.",
"Mr. Cheung Ka Chun (張家俊先生), aged 38, was appointed as the chief financial officer and the company secretary of our Company on 16 January 2018 and is primarily responsible for (i) overseeing the financial and accounting functions of our Group and (ii) handling corporate secretarial and compliance work of our Group. Mr. Cheung has over 12 years of experience in audit and assurance and multi-national certified public accounting firms. Mr. Cheung was awarded the bachelor’s degree of Business Administration (majoring in accounting and finance) by the University of Hong Kong in December 2004. He is a member of the Hong Kong Institute of Certified Public Accountants."
] |
[] |
2152015_122.pdf
|
2152015_123.pdf
|
en
|
[
"# (III) SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES (Continued)",
"# 10. Financial instruments (Continued)",
"# 10.3 Impairment of financial assets (Continued)",
"# Impairment of financial assets measured at cost",
"If an impairment loss has been incurred on an investment in unquoted equity instrument (without a quoted price in an active market) whose fair value cannot be reliably measured, the carrying amount of the financial asset is reduced to the present value of estimated future cash flows discounted at the current market rate of return for a similar financial asset. The amount of reduction is recognized as an impairment loss in profit or loss. The impairment loss on such financial asset is not reversed once it is recognized.",
"# 10.4 Transfer of financial assets",
"The Group derecognises a financial asset if one of the following conditions is satisfied: (1) the contractual rights to the cash flows from the financial asset expire; or (2) the financial asset has been transferred and substantially all the risks and rewards of ownership of the financial asset is transferred to the transferee; or (3) although the financial asset has been transferred, the Group neither transfers nor retains substantially all the risks and rewards of ownership of the financial asset but has not retained control of the financial asset.",
"For a transfer of a financial asset in its entirety that satisfies the derecognition criteria, the difference between the carrying amount of the financial asset transferred and the sum of the consideration received from the transfer and any cumulative gain or loss that has been recognized in other comprehensive income, is recognized in profit or loss.",
"# 10.5 Classification, recognition and measurement of financial liabilities",
"On initial recognition, financial liabilities are classified into financial liabilities at fair value through profit or loss and other financial liabilities.",
"The Group’s financial liabilities are other financial liabilities, including notes payable, account payable, dividends payable and other payables.",
"Other financial liabilities are subsequently measured at amortised cost using the effective interest method, with gain or loss arising from derecognition or amortisation recognized in profit or loss.",
"# 10.6 Derecognition of financial liabilities",
"The Group derecognises a financial liability (or part of it) only when the underlying present obligation (or part of it) is discharged. An agreement between the Group (an existing borrower) and an existing lender to replace the original financial liability with a new financial liability with substantially different terms is accounted for as an extinguishment of the original financial liability and the recognition of a new financial liability."
] |
[
"# (III) SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES (Continued)",
"# 10. Financial instruments (Continued)",
"# 10.6 Derecognition of financial liabilities (Continued)",
"When the Group derecognises a financial liability or a part of it, it recognises the difference between the carrying amount of the financial liability (or part of the financial liability) derecognized and the consideration paid (including any non-cash assets transferred or new financial liabilities assumed) in profit or loss.",
"# 10.7O ffsetting financial assets and financial liabilities",
"Where the Group has a legal right that is currently enforceable to set off the recognized financial assets and financial liabilities, and intends either to settle on a net basis, or to realise the financial asset and settle the financial liability simultaneously, a financial asset and a financial liability shall be offset and the net amount is presented in the balance sheet. Except for the above circumstances, financial assets and financial liabilities shall be presented separately in the balance sheet and shall not be offset.",
"# 10.8 Equity instruments",
"An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all of its liabilities. The issuance of equity instruments is deemed as changes in equity. The Group does not recognise any changes in the fair value of equity instruments. Transaction fees relevant to equity transactions are deducted from equity.",
"Distributions made by the Group to holders of equity instruments are treated as profit distributions.",
"# 11. Receivables",
"# 11.1 Receivables that are individually significant and for which bad debt provision is individually assessed",
"<table><tr><td>Criteria for determining \nreceivables that are individually \nsignificant</td><td>A receivable that exceeds RMB5 million is deemed as an \nindividually significant receivable by the Group.</td></tr><tr><td>Method of determining \nprovision for receivables that \nare individually significant</td><td>For receivables that are individually significant, the Group \nassesses the receivables individually for impairment. For \na financial asset that is not impaired individually, the \nGroup includes the asset in a group of financial assets \nwith similar credit risk characteristics and collectively \nassesses them for impairment. Receivables for which \nan impairment loss is individually recognized are not \nincluded in a collective assessment of impairment.</td></tr></table>"
] |
[] |
9286580_188.pdf
|
9286580_189.pdf
|
en
|
[
"<table><tr><td rowspan=\"2\"></td><td rowspan=\"2\">Notes</td><td colspan=\"2\">Year ended 31 December</td></tr><tr><td>2020</td><td>2019</td></tr><tr><td>Investing activities</td><td></td><td></td><td></td></tr><tr><td>Proceeds from disposal and redemption of investments</td><td></td><td>2,570,954</td><td>1,940,528</td></tr><tr><td>Proceeds from disposal of propertly, pant and \nequipment, land use rihgts, and other assets</td><td></td><td>368</td><td>399</td></tr><tr><td>Cash received from equity investment income</td><td></td><td>416</td><td>373</td></tr><tr><td>Payments on acquisition of investments</td><td></td><td>(2,783,341)</td><td>(2,190,629)</td></tr><tr><td>Payments on acquisition of propertly, pant and \nequipment, land use rihgts and other assets</td><td></td><td>(4,619)</td><td>(4,056)</td></tr><tr><td>Net cash paid for acquisition of associates and joint \nventures</td><td>24</td><td>(2,027)</td><td>—</td></tr><tr><td>Net cash received from disposal of associates</td><td></td><td>—</td><td>321</td></tr><tr><td>Net cash flows used in investing activities</td><td></td><td>(218,249)</td><td>(253,064)</td></tr><tr><td>Financing activities</td><td></td><td></td><td></td></tr><tr><td>Cash received from debt securities issued</td><td>39</td><td>807,022</td><td>586,270</td></tr><tr><td>Cash received from other equity instruments issued</td><td>43</td><td>—</td><td>39,993</td></tr><tr><td>Cash paid for redemption of debt securities issued</td><td></td><td>(720,194)</td><td>(486,792)</td></tr><tr><td>Interest paid on debt securities issued</td><td></td><td>(22,319)</td><td>(22,829)</td></tr><tr><td>Dividends paid</td><td></td><td>(15,094)</td><td>(13,052)</td></tr><tr><td>Princilipe and nterest dlpai for easinliliig abites</td><td></td><td>(3,443)</td><td>(3,011)</td></tr><tr><td>Net cash flows from financing activities</td><td></td><td>45,972</td><td>100,579</td></tr><tr><td>Net decrease in cash and cash equivalents</td><td></td><td>(15,414)</td><td>(35,516)</td></tr><tr><td>Cash and cash equivalents as at 1 January</td><td></td><td>342,449</td><td>376,009</td></tr><tr><td>Effect of exchange rate changes on cash and cash \nequivalents</td><td></td><td>(7,469)</td><td>1,956</td></tr><tr><td>Cash and cash equivalents as at 31 December</td><td>50</td><td>319,566</td><td>342,449</td></tr><tr><td>Cash flows from operating activities include:</td><td></td><td></td><td></td></tr><tr><td>Interest received</td><td></td><td>306,814</td><td>291,967</td></tr><tr><td>Interest paid</td><td></td><td>(117,290)</td><td>(119,236)</td></tr></table>",
"The accompanying notes form an integral part of these consolidated financial statements."
] |
[
"# 1 Corporate information",
"China CITIC Bank Corporation Limited (the “Bank” or “CNCB”) is a joint stock company incorporated in the People’s Republic of China (the “PRC” or “Mainland China”) on 31 December 2006. Headquartered in Beijing, the Bank’s registered office is located at 6-30F and 32-42F No.10 Guanghua Road, Chaoyang District, Beijing, China. The Bank listed its A shares and H shares on Shanghai Stock Exchange and the Main Board of The Stock Exchange of Hong Kong Limited, respectively on 27 April 2007.",
"The Bank operates under financial services certificate No. B0006H111000001 issued by the China Banking Insurance Regulatory Commission (the “CBIRC”, originally named China Banking Regulatory Commission), and unified social credit code No. 91110000101690725E issued by the State Administration of Industry and Commerce of the PRC.",
"The principal activities of the Bank and its subsidiaries (collectively the “Group”) are the provision of corporate and personal banking services, conducting treasury business, the provision of asset management, finance leasing and other non-banking financial services.",
"As at 31 December 2020, the Group mainly operates in Mainland China with branches covering 31 provinces, autonomous regions and municipalities. In addition, the Bank’s subsidiaries have operations in Mainland China, the Hong Kong Special Administrative Region of PRC (“Hong Kong”) and other overseas countries and regions.",
"For the purpose of these consolidated financial statements, Mainland China refers to the PRC excluding Hong Kong, the Macau Special Administrative Region of the PRC (“Macau”) and Taiwan. Overseas refers to countries and regions other than Mainland China.",
"The consolidated financial statements were approved by the Board of Directors of the Bank on 25 March 2021.",
"# 2 Basis of preparation",
"These consolidated financial statements have been prepared on a going concern basis. The consolidated financial statements for the year ended 31 December 2020 comprise the Bank and its subsidiaries, associates and joint ventures.",
"# (a) Accounting year",
"The accounting year of the Group is from 1 January to 31 December.",
"# (b) Functional currency and presentation currency",
"The functional currency of the Bank is Renminbi (“RMB”). The functional currencies of overseas subsidiaries are determined in accordance with the primary economic environment in which they operate, and are translated into Renminbi for the preparation of the consolidated financial statements according to Note 4 (b)(ii). The consolidated financial statements of the Group are presented in Renminbi and, unless otherwise stated, expressed in millions of Renminbi.",
"# 3 Principle accounting policies",
"These consolidated financial statements have been prepared in accordance with all applicable International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”), and the disclosure requirements of the Hong Kong Companies Ordinance (Cap. 622). These consolidated financial statements also comply with the applicable disclosure provisions of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.",
"These consolidated financial statements have been prepared under the historical cost convention, as modified by financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss and at fair value through other comprehensive income, and investment properties, which are carried at fair value."
] |
[] |
20732404_343.pdf
|
20732404_344.pdf
|
en
|
[
"Mr. Shan Fu (付山), aged 52, has been a Director since February 5, 2018. Mr. Fu was re-designated as a Non-executive Director on September 27, 2019.",
"From June 2008 to October 2013, Mr. Fu served as the senior managing director of the Beijing branch of Blackstone (Shanghai) Equity Investment Management Company Limited. Since October 2013, Mr. Fu has served as aj oint chief executive officer and the Greater China chief executive officer of Vivo Capital LLC. Since January 2016, Mr. Fu has served as a non-executive director in TOT BIOPHARM International Company Limited (“TOT”), a company whose shares are listed on the Stock Exchange (stock code: 01875) since November 2019, a company incorporated with limited liability in Hong Kong. Since July 2018, Mr. Fu has served as a non-executive director of Sinovac Biotech Co., Ltd., a company whose shares are listed on the NASDAQ Global Market (stock code: SVA).",
"Mr. Fu received his Bachelor of Arts degree in history from Peking University in July 1988 and obtained his Master’s degree in history from Peking University in July 1991.",
"Mr. Lijun Lin (林利軍), aged 46, has been a Director since January 29, 2019. Mr. Lin was re-designated as a Non-executive Director on September 27, 2019.",
"From August 1997 to July 2001, Mr. Lin worked in the Shanghai Stock Exchange, where his last position held was assistant to the director of the listing department. From May 2004 to May 2015, Mr. Lin served as the chief executive officer of China Universal Asset Management Co., Ltd. From July 2014 to April 2017, Mr. Lin served as a director of Shanghai Chengtou Holding Co., Ltd., a company whose shares are listed on the Shanghai Stock Exchange (stock code: 600649). From November 2015 to March 2019, Mr. Lin served as a director of Yunfeng Financial Group Limited, a company whose shares are listed on the Hong Kong Stock Exchange (stock code: 00376). From March 2016 to June 2019, Mr. Lin served as a director of TANSH Global Food Group, a company whose shares are listed on the Hong Kong Stock Exchange (stock code: 03666). Since September 2015, Mr. Lin has served as a partner at Loyal Valley Capital. Mr. Lin has served as an independent director of Yintech Investment Holdings Limited, a company whose shares are listed on the NASDAQ Global Market (stock code: YIN), since April 2016, an independent director of Shanghai Xinhua Media Co., Ltd., a company whose shares are listed on the Shanghai Stock Exchange (stock code: 600825), since August 2017, a director of Wenzhou Kangning Hospital Co., Ltd., a company whose shares are listed on the Stock Exchange (stock code: 02120), since June 2017 and a non-executive director of Shanghai Junshi since June 2018.",
"Mr. Lin obtained a fund qualification certificate qualification from the Asset Management Association of China in June 2017. Mr. Lin received his Master’s degree in world economics from Fudan University in June 1997 and his Master’s degree in business administration from Harvard University in June 2003."
] |
[
"# Independent Non-executive Directors",
"Dr. Zemin Zhang, Ph.D., aged 52, has been serving in the capacity of an independent Director since March 6, 2016. Dr. Zhang was re-designated as an INED of the Company effective as of September 27, 2019 and has been serving the Company as a member of our Scientific Advisory Board since November 2015. During the period when Dr. Zhang served as an independent Director from March 2016 to September 2019, Dr. Zhang provided independent and professional advice to the Board and was not involved in the day-to-day management of the Group.",
"From January 1998 to August 2014, Dr. Zhang served as a principal scientist at Genentech Inc. Since May 2014, Dr. Zhang has served as a tenured professor at the life sciences department of Peking University. Dr. Zhang is the founder of Analytical BioSciences Limited, and has served on the board since January 2019.",
"Dr. Zhang is serving as a member of the Chinese Society for Cell Biology of Bioinformatics and Systems Biology with a tenure from 2016 to 2019.",
"Dr. Zhang received his Bachelor of Science degree in genetics from Nankai University in July 1988 and obtained his Doctor’s degree in biochemistry and molecular biology from Pennsylvania State University in August 1995.",
"Ms. Lan Hu (胡蘭), aged 48, is appointed as an INED of the Company effective as of the date of this prospectus.",
"Ms. Hu has more than 20 years of experience in accounting. Ms. Hu has served as an INED in TOT BIOPHARMA International Company Limited, a company incorporated with limited liability in Hong Kong. Prior to that, Ms. Hu was the partner of the consulting services department of PricewaterhouseCoopers between July 2008 and June 2018, and she worked at PricewaterhouseCoopers from July 2002. Ms. Hu worked at Arther Andersen from July 1994 to June 2002.",
"Ms. Hu received her Bachelor’s degree in industrial accounting from Beijing Machinery and Industrial Institute in Beijing in July 1994 and obtained her master of business administration degree from the University of Buffalo, the State University of New York in February 2005. Ms. Hu gained her CICPA qualification in March 1997.",
"Dr. Kaixian Chen Ph.D. (陳凱先), aged 74, is appointed as an INED of the Company effective as of the date of this prospectus.",
"Since 1990, Dr. Chen has been a researcher of the Shanghai Institute of Materia Medica, Chinese Academy of Sciences, and has served as its director between 1996 and 2004, and was appointed as director of its degree committee in 2014. He has also been a professor of the Shanghai University of Traditional Chinese Medicine since 2005, served as president of the university from 2005 to 2014."
] |
[] |
20787988_273.pdf
|
20787988_274.pdf
|
en
|
[
"# X. Related party relationship and transactions (Continued)",
"# (V). Related parties transactions (Continued)",
"# 4. Guarantee in related party transactions (Continued)",
"Note 6: The Company offers maximum guarantee of RMB100,000,000, which is the comprehensive bank credit amount offered by China Electronics Finance Co., Ltd, to Nanjing Panda Electronic Equipment Co., Ltd, a subsidiary of The Company. The bank credit has duration from 12nd July, 2017 to 12nd July, 2018 and the guarantee lasts for 2 years from the deadline of performance of the debtor. Nanjing Panda Electronic Equipment Co., Ltd offers its total assets as counter guarantee. As of 31st December 2017, Nanjing Panda Electronic Equipment Co., Ltd has used RMB13,278,087.04 of its total comprehensive bank credit, of which RMB3,479,104.00 is guaranteed by The Company in the form of letter of guarantee offered by The Company, RMB9,798,983.04 is guaranteed in the form of bank acceptance bill.",
"Note 7: The Company offers maximum guarantee of RMB40,000,000.00, which is the comprehensive bank credit amount offered by Shanghai Pudong Development Bank, Nanjing Branch, to Nanjing Panda Electronic Equipment Co., Ltd, subsidiary of The Company. The bank credit has duration from 24th July 2017 to 16th June 2018, and the guarantee lasts for 2 years from the deadline of performance of the debtor. Nanjing Panda Electronic Equipment Co., Ltd offers its total assets as counter guarantee. As of 31st December 2017, Nanjing Panda Electronic Equipment Co., Ltd has used RMB0.00 of its total comprehensive bank credit.",
"Note 8: The Company offers irrevocable maximum guarantee of RMB60,000,000.00, which is the comprehensive bank credit amount offered by China Merchant Bank, Nanjing Branch, Chengdong Branch, to Nanjing Panda Electronic Manufacture Co., Ltd., a subsidiary of The Company. The credit has a period from 1st November 2017 to 31st October 2018. The guarantee has a period from the date the guarantee is signed to the due date of each loan or to other financing agreements or the due date of received account receivables by China Merchant Bank, Nanjing Branch, or advance in cash, plus 2 years. If any of the above has extended their credit period, the guarantee period is extended accordingly, plus 2 years. Nanjing Panda Electronic Manufacture Co., Ltd. offers its total assets as counter guarantee. As of 31st December 2017, Nanjing Panda Electronic Manufacture Co., Ltd. has used RMB36,712,619.40 of its total comprehensive bank credit, of which RMB36,712,619.40 is guaranteed by The Company in the form of bank acceptance bill offered by The Company.",
"Note 9: The Company offers maximum guarantee of RMB60,000,000.00, which is the comprehensive bank credit amount offered by Industrial Bank, Nanjing Branch, Maigao Bridge Branch, to Nanjing Panda Electronic Manufacture Co., Ltd., subsidiary of The Company. The guarantee has a period from 19th January 2017 to 29th November 2017. The guarantee lasts for 2 years from the deadline of performance of the debtor. Nanjing Panda Electronic Manufacture Co., Ltd. offers its total assets as counter guarantee. As of 31st December 2017, Nanjing Panda Electronic Manufacture Co., Ltd has used RMB19,953,459.49 of its total comprehensive bank credit, of which RMB19,953,459.49 is guaranteed by The Company in the form of bank acceptance bill offered by The Company.",
"Note 10: The Company offers maximum guarantee of RMB40,000,000.00, which is the comprehensive bank credit amount offered by Shanghai Pudong Development Bank, Nanjing Branch, to Nanjing Panda Electronic Manufacture Co., Ltd, subsidiary of The Company. The bank credit has duration from 24th July 2017 to 16th June 2018, and the guarantee lasts for 2 years from the deadline of performance of the debtor. Nanjing Panda Electronic Equipment Co., Ltd offers its total assets as counter guarantee. As of 31st December 2017, Nanjing Panda Electronic Equipment Co., Ltd has used RMB0.00 of its total comprehensive bank credit."
] |
[
"# X. Related party relationship and transactions (Continued)",
"# (V). Related parties transactions (Continued)",
"# 4. Guarantee in related party transactions (Continued)",
"Note 11: The Company offers irrevocable maximum guarantee of RMB50,000,000.00, which is the comprehensive bank credit amount offered by Shanghai Pudong Development Bank, Nanjing Branch，to Nanjing Huage Electronic Plastic Industry Co., Ltd., sub-subsidiary of The Company. The guarantee has a period from 24th July, 2017 to 16th June, 2018. The guarantee lasts for 2 years from the deadline of performance of the debtor. If any of the above has extended their credit period, the guarantee period is extended accordingly, plus 2 years. Nanjing Huage Electronic Plastic Industry Co., Ltd. offers its total assets as counter guarantee. As of 31st December 2017, Nanjing Huage Electronic Plastic Industry Co., Ltd. has used RMB5,943,215.36 of its total comprehensive bank credit, of which RMB5,943,215.36 is guaranteed in the form of bank acceptance bill offered by The Company.",
"Note 12: The Company offers irrevocable maximum guarantee of RMB50,000,000.00, which is the comprehensive bank credit amount offered by China Electronics Finance Co., Ltd to Nanjing Huage Electronic Plastic Industry Co., Ltd., sub-subsidiary of The Company. The guarantee has a period from 5th September, 2017 to 12th July, 2018. The guarantee lasts for 2 years from the deadline of performance of the debtor. If any of the above has extended their credit period, the guarantee period is extended accordingly, plus 2 years. Nanjing Huage Electronic Plastic Industry Co., Ltd. offers its total assets as counter guarantee. As of 31st December 2017, Nanjing Huage Electronic Plastic Industry Co., Ltd. has used RMB9,209,587.33 of its total comprehensive bank credit, of which RMB9,209,587.33 is guaranteed in the form of bank acceptance bill offered by The Company.",
"Note 13: The Company offers maximum guarantee of RMB15,000,000.00, which is the comprehensive bank credit amount offered by Industrial Bank, Nanjing Branch, Maigao Bridge Branch, to Nanjing Panda Machine Electricity Manufacturing Co., Ltd, a sub-subsidiary of The Company. The guarantee has a period from 22nd May 2017 to 29th November 2017. The guarantee lasts for 2 years from the deadline of performance of the debtor. Nanjing Panda Machine Electricity Manufacturing Co., Ltd offers its total assets as counter guarantee. As of 31st December 2017, Nanjing Panda Machine Electricity Manufacturing Co., Ltd has used RMB1,260,000.00 of its total comprehensive bank credit, of which RMB1,260,000.00 is guaranteed by The Company in the form of bank acceptance bill offered by The Company.",
"Conclusively, as of 31st December 2017, total guarantee offered by The Company amounting to RMB298,218,859.04, of which RMB109,253,510.60 is for acceptance bill guarantee, RMB95,318,449.33 is for letter of guarantee, and RMB45,000,000.00 is for credit loan guarantee, RMB48,646,899.11 for letter of credit. (As of 31st December 2016, total guarantee offered by The Company amounting RMB254,658,354.69 of which RMB76,477,158.47 is for acceptance bill guarantee, and RMB138,181,196.22 is for letter of guarantee and RMB40,000,000.00 for short-term borrowings)."
] |
[] |
20784830_85.pdf
|
20784830_86.pdf
|
en
|
[
"# 19. Property, plant and equipment (continued)",
"<table><tr><td>Company</td><td>Leasehold \nbuildings</td><td>Machinery \nand\nequipment</td><td>Motor\nvehicles</td><td>Office \nand other \nequipment</td><td>Total</td></tr><tr><td></td><td>$’000</td><td>$’000</td><td>$’000</td><td>$’000</td><td>$’000</td></tr><tr><td>2015</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Cost</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Beiiilgnnnfg o financa year</td><td>22,912</td><td>4,205</td><td>268</td><td>3,150</td><td>30,535</td></tr><tr><td>Additions</td><td>39</td><td>–</td><td>30</td><td>109</td><td>178</td></tr><tr><td>Disposals and write-offs</td><td>(1,580)</td><td>(51)</td><td>(269)</td><td>(2,160)</td><td>(4,060)</td></tr><tr><td>Reclassified to investment properties</td><td>(12,737)</td><td>–</td><td>–</td><td>–</td><td>(12,737)</td></tr><tr><td>End of financial year</td><td>8,634</td><td>4,154</td><td>29</td><td>1,099</td><td>13,916</td></tr><tr><td>Accumulated depreciation and impairment \nlosses</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Beiiilgnnnfg o financa year</td><td>3,559</td><td>4,197</td><td>268</td><td>2,642</td><td>10,666</td></tr><tr><td>Depreciation charge</td><td>796</td><td>2</td><td>1</td><td>184</td><td>983</td></tr><tr><td>Disposals and write-offs</td><td>–</td><td>(51)</td><td>(269)</td><td>(2,140)</td><td>(2,460)</td></tr><tr><td>Reclassified to investment properties</td><td>(2,596)</td><td>–</td><td>–</td><td>–</td><td>(2,596)</td></tr><tr><td>End of financial year</td><td>1,759</td><td>4,148</td><td>–</td><td>686</td><td>6,593</td></tr><tr><td>Net book value</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>End of financial year</td><td>6,875</td><td>6</td><td>29</td><td>413</td><td>7,323</td></tr></table>",
"<table><tr><td>Company</td><td>Leasehold \nbuildings</td><td>Machinery \nand\nequipment</td><td>Motor\nvehicles</td><td>Office \nand other \nequipment</td><td>Assets \nunder \nconstruction</td><td>Total</td></tr><tr><td></td><td>$’000</td><td>$’000</td><td>$’000</td><td>$’000</td><td>$’000</td><td>$’000</td></tr><tr><td>2014</td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Cost</td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Beiiilgnnnfg o financa year</td><td>17,712</td><td>4,205</td><td>706</td><td>6,266</td><td>264</td><td>29,153</td></tr><tr><td>Additions</td><td>5,200</td><td>–</td><td>–</td><td>37</td><td>–</td><td>5,237</td></tr><tr><td>Disposals and write-offs</td><td>–</td><td>–</td><td>(438)</td><td>(3,153)</td><td>(264)</td><td>(3,855)</td></tr><tr><td>End of financial year</td><td>22,912</td><td>4,205</td><td>268</td><td>3,150</td><td>–</td><td>30,535</td></tr><tr><td>Accumulated depreciation and \nimpairment losses</td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Beiiilgnnnfg o financa year</td><td>2,926</td><td>3,679</td><td>457</td><td>5,527</td><td>–</td><td>12,589</td></tr><tr><td>Depreciation charge</td><td>633</td><td>518</td><td>40</td><td>268</td><td>–</td><td>1,459</td></tr><tr><td>Disposals and write-offs</td><td>–</td><td>–</td><td>(229)</td><td>(3,153)</td><td>–</td><td>(3,382)</td></tr><tr><td>End of financial year</td><td>3,559</td><td>4,197</td><td>268</td><td>2,642</td><td>–</td><td>10,666</td></tr><tr><td>Net book value</td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>End of financial year</td><td>19,353</td><td>8</td><td>–</td><td>508</td><td>–</td><td>19,869</td></tr></table>"
] |
[
"# 19. Property, plant and equipment (continued)",
"(a) In 2014, bank borrowings are secured by a debenture over the Group’s assets and a mortgage against a leasehold building in Singapore with a carrying amount of \\$19,353,000 (Note 26).",
"(b) The amount of borrowing cost capitalised as part of the costs in relation to the construction of the new factory was\\$899,000 (2014: \\$1,337,000) with a capitalisation rate of 5.4% (2014: 5.15%).",
"# 20. Investment properties",
"<table><tr><td rowspan=\"2\"></td><td>Group</td><td>Company</td></tr><tr><td>$’000</td><td>$’000</td></tr><tr><td>2015</td><td></td><td></td></tr><tr><td>Beiiilgnnnfg o financa year</td><td>–</td><td>–</td></tr><tr><td>Transferred from proiperty, lpant and equpment</td><td>37,019</td><td>10,141</td></tr><tr><td>Transferred from land use rihgts</td><td>3,729</td><td>–</td></tr><tr><td>End of financial year</td><td>40,748</td><td>10,141</td></tr></table>",
"Investment properties are leased to non-related parties under operating leases (Note 32).",
"The following amounts are recognised in profit and loss:",
"<table><tr><td rowspan=\"3\"></td><td>Group</td><td>Company</td></tr><tr><td>2015</td><td>2015</td></tr><tr><td>$’000</td><td>$’000</td></tr><tr><td>Rental income (Note 6)</td><td>3,721</td><td>3,064</td></tr><tr><td>Direct operating expenses arising from:</td><td></td><td></td></tr><tr><td>– Investment properties that generate rental income</td><td>634</td><td>634</td></tr></table>",
"At the statement of financial position date, the details of the Group’s investment properties are as follows:",
"<table><tr><td>Location</td><td>Description/existing use</td><td>Tenure</td></tr><tr><td>28 Quality Road, \nSingapore</td><td>A storey of office space of \na 3-storey office building</td><td>3-years lease from 1 April 2015</td></tr><tr><td>9 Fuyuan Street, Erlu, Baoan District, \nShenzhen City, China</td><td>A sinlge storefy actoriy buildng</td><td>5-years lease with an option for \na further 5-years from \n1 October 2015</td></tr></table>"
] |
[] |
3461238_67.pdf
|
3461238_68.pdf
|
en
|
[
"# 2. Significant accounting policies and other explanatory information (Continued)",
"# 2B. Other explanatory information",
"# Provisions",
"A liability or provision is recognised when there is a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. A provision is made using best estimates of the amount required in settlement and where the effect of the time value of money is material, the amount recognised is the present value of the expenditures expected to be required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation. The increase in the provision due to passage of time is recognised as interest expense. Changes in estimates are reflected in profit or loss in the reporting year they occur.",
"# 2C. Critical judgements, assumptions and estimation uncertainties",
"The critical judgements made in the process of applying the accounting policies that have the most significant effect on the amounts recognised in the financial statements and the key assumptions concerning the future, and other key sources of estimation uncertainty at the end of the reporting year, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities currently or within the next reporting year are discussed below. These estimates and assumptions are periodically monitored to ensure they incorporate all relevant information available at the date when financial statements are prepared. However, this does not prevent actual figures differing from estimates.",
"# Net realisable value of inventories:",
"A review is made on inventory for excess inventory and declines in net realisable value below cost and an allowance is recorded against the inventory balance for any such declines. The review requires management to consider the price protection and other return policies with suppliers and future demand for the products. In any case the realisable value represents the best estimate of the recoverable amount and is based on the acceptable evidence available at the end of the reporting year and inherently involves estimates regarding the future expected realisable value. The usual considerations for determining the amount of allowance or write-down include ageing analysis, technical assessment and subsequent events. In general, such an evaluation process requires significant judgement and materially affects the carrying amount of inventories at the end of the reporting year. Possible changes in these estimates could result in revisions to the stated value of the inventories. The carrying amount of inventories at the end of the reporting year is disclosed in Note 18 on inventories."
] |
[
"# 2. Significant accounting policies and other explanatory information (Continued)",
"# 2C. Critical judgements, assumptions and estimation uncertainties (Continued)",
"# Customer loyalty programme:",
"The Group operates the (a) ValueClub, Challenger membership scheme and (b) Hachi membership scheme.",
"The Group allocates the consideration received from the sale of goods to the goods sold and the points issued under its ValueClub Reward Points Customer Loyalty Programme (the “Programme”). The consideration allocated to the points issued is measured at their fair values. Fair values are determined by considering, among others, the following factors: the range of products available to the customers, the prices at which the Group sells the products which can be redeemed and the changing patterns in the redemption rates.",
"The Group awards Hachi rebates based on a percentage of the product purchased by the customer under its Hachi Dollar Rebate Programme (the “Programme”). The fair value of the rebates is based on the actual amount the customer will be able to utilise to offset against their next purchase. The estimated redemption rate used to determine the carrying value of the rebates based on historical customer’s redemption.",
"The carrying amount of the Group’s deferred revenue in relation to the Programme at the end of the reporting year is disclosed in Note 25C on other liabilities.",
"Useful lives of property, plant and equipment:",
"The estimates for the useful lives and related depreciation charges for property, plant and equipment are based on commercial and other factors which could change significantly as a result of innovations and in response to market conditions. The depreciation charge is increased where useful lives are less than previously estimated lives, or the carrying amounts written off or written down for technically obsolete items or assets that have been abandoned. It is impracticable to disclose the extent of the possible effects. It is reasonably possible, based on existing knowledge, that outcomes within the next reporting year that are different from assumptions could require a material adjustment to the carrying amount of the balances affected. The carrying amount of the specific asset or class of assets at the end of the reporting year affected by the assumption is disclosed in Note 14 on property, plant and equipment."
] |
[] |
9313723_17.pdf
|
9313723_18.pdf
|
en
|
[
"The Group recorded inventory turnover and average payable period of 44 days and 35 days respectively for the period under review (2019: 19 days and 22 days respectively) based on the amount of inventory and trade and bills payables as at 30 June 2020, divided by cost of sales for the same period and multiplied by 182 days (2019: 181 days).",
"During the six months period ended 30 June 2020, the Group recorded net operating cash outflow of HK\\$890,888,000 compared with net operating cash inflow of HK\\$544,454,000 in same period last year.",
"# Foreign Exchange Risk Management",
"The Group has foreign currency sales and purchases, bank deposits and borrowings primary in United States dollars and Renminbi which expose the Group to foreign currency risk.",
"The Group entered into short-term foreign currency forward contracts to hedge the currency risk related to its payable denominated in foreign currencies.",
"# Pledge of Assets",
"As at 30 June 2020, certain of the Group’s assets (including land and building, bank deposits, factored trade receivables and investments held-for-trading) with the carrying value of totaling approximately HK\\$331 million were pledged to banks to secure general banking facilities granted to the Group.",
"# Employee and Remuneration Policy",
"At 30 June 2020, the Group employed approximately 500 employees in the Greater China region. The Group ensures that their employees are offered competitive remuneration packages. Other staff benefits include share option scheme, provident fund schemes and medical insurance. Also, discretionary bonus was granted to eligible employees based on the Group’s financial results and individual performance.",
"# PURCHASE, SALE OR REDEMPTION OF THE COMPANY’S LISTED SECURITIES",
"During the period under review, neither the Company nor any of its subsidiaries purchased, sold or redeemed any of the Company’s listed securities."
] |
[
"# CORPORATE GOVERNANCE",
"The Group has complied with the applicable code provisions in the Corporate Governance Code as contained in Appendix 14 to the Listing Rules (the “Code”) throughout the six months ended 30 June 2020, except for the following deviations:",
"Under the code provision A.1.8 of the Code, provides that an issuer should arrange appropriate insurance cover in respect of legal action against its directors. With regular and timely communications among the Directors and the management of the Group, the management of the Group believes that all potential claims and legal actions against the Directors can be handled effectively, and the possibility of actual litigation against the Directors is very low. The Company will consider to make such an arrangement as and when it thinks necessary.",
"Under the code provision A.2.1 of the Code, the roles of chairman and chief executive officer should be separate and should not performed by the same individual. Having considered the current business operation and the size of the Group, the Board is of the view that Dr. Yim Yuk Lun, Stanley BBS JP acting as both the Chairman and the Managing Director of the Group is acceptable and in the best interest of the Group.",
"Under the code provision A.4.1 of the Code, non-executive directors should be appointed for a specific term and subject to re-election. The non-executive directors have not been appointed for a specific term. However, according to the Bye-laws of the Company, one-third of the directors for the time being shall retire from office by rotation at each annual general meeting. As such, the Company considers that sufficient measures have been taken to ensure that the Company’s corporate governance practices are similar to those in the Code.",
"# AUDIT COMMITTEE",
"The Audit Committee of the Company has reviewed with management the accounting principles and policies adopted by the Group, internal control, risk management and the unaudited interim financial statements for the six months ended 30 June 2020.",
"# MODEL CODE",
"The Company has adopted the Model Code for Securities Transactions by Directors of Listed Companies contained in Appendix 10 of the Listing Rules (the “Model Code”) as the code of conduct regarding directors’ securities transactions.",
"Having made specific enquiry of all Directors, the Company confirmed that all Directors have complied with the required standard set out in the Model Code throughout the six months ended 30 June 2020."
] |
[] |
20752583_11.pdf
|
20752583_12.pdf
|
en
|
[
"BCE INC. 2017 ANNUAL REPORT",
"# STRATEGIC IMPERATIVE",
"# Invest in broadband networks and services",
"Bell’s broadband networks are the foundation of our growth and innovation strategy. Fast fibre and mobile LTE connections power our leading wireless, TV, Internet, media and business services, and their outstanding quality and reliability continue to drive increased customer usage and satisfaction.",
"Bell networks connect Canadians to each other and the world, delivering billions of wireless calls, text messages and emails each day, providing fast, reliable access to streaming video and music, social media, online gaming, business applications and much more.",
"Canada’s largest companies rely on Bell’s networks and industry-leading roster of 28 data centres across the country for the fast and secure communications they need to support their operations and serve customers in Canada and around the globe.",
"As demand for bandwidth continues to accelerate, Bell is staying ahead with capital expenditures of \\$4.03 billion supporting extensive wireless and fibre network expansion in 2017 to power our broadband growth strategy.",
"It’s On: Delivering the fastest broadband in more places",
"Our major fibre projects in urban centres made significant progress in 2017, expanding Bell’s direct fibre footprint to more than 3.7 million homes and businesses in Atlantic Canada, Québec, Ontario and Manitoba, up from approximately 3 million the year before. That now includes most of Toronto, and we recently announced that we will extend our all-fibre footprint across the fast-growing GTA/905 region surrounding Canada’s most populous city.",
"As we continue to expand our deployments, including in centres large and small throughout Manitoba with Bell MTS, we’re on track to bring direct fibre connections to a total of 4.5 million locations by the end of 2018 – approximately 50% of our long-term direct fibre build –providing even more Canadians with access to Gigabit Fibe Internet, the best TV experience with Fibe TV, and a range of new business services.",
"With our Toronto fibre build nearing completion, we are expanding our direct fibre links throughout Montréal and the GTA/905 region surrounding Toronto."
] |
[
"# \\$4.03B CAPITAL EXPENDITURESBell’s leading broadband network investments are driving innovation and customer growth",
"In wireless, we achieved a major milestone in 2017 as our LTE network, offering theoretical download speeds of up to 150 Megabits per second (Mbps), grew to reach 99% of the Canadian population, throughout urban centres, small towns and rural locations alike. We expect to grow LTE Advanced coverage, with speeds of up to 260 Mbps, to approximately 92% of Canadians by the end of 2018.",
"We’re achieving industry-leading wireless speeds with active spectrum deployment and aggregation as well as our industry-leading fibre backhaul infrastructure. We continued to enhance Canada’s Best National Network in 2017, with Tri-band LTE service now providing speeds up to 335 Mbps to 34% of Canadians and Quad-band LTE service offering up to 750 Mbps in more than 90 cities.",
"# Bell networks support ongoing service innovations",
"With our industry-leading investments in Canadian R&D, Bell is leveraging the best talent and advanced technologies to build efficient networks that adapt quickly as broadband services evolve.",
"Our advanced and ubiquitous wireless and fibre networks position us for success in the fast-growing Internet of Things (IoT) sector, which encompasses personal wearable devices, connected vehicles, the Connected Home, Smart City platforms and a broad range of business solutions.",
"In 2017, Bell announced the development of an LTE-M network to improve the efficiency of IoT devices by enabling lower power consumption and better coverage in underground and hard-to-reach areas.",
"Bell has announced several partnerships that highlight the huge potential of IoT technology and our innovation initiatives in the sector, including the first Smart City project in Kingston to improve the efficiency of municipal operations and services, and a unique vineyard monitoring system with the Henry of Pelham Estate Winery in Ontario’s Niagara Region.",
"# Connected cars and homes",
"We are also working with Hyundai, Kia and other auto manufacturers to provide connected vehicle services such as emergency roadside assistance, remote start and on-demand diagnostics over Bell’s national network. Bell’s Connected Car Bell Whole Home Wi-Fi ensures you get the fastest access speeds throughout your household.",
"product also offers vehicle tracking and notifications, maintenance alerts and an in-vehicle Wi-Fi hotspot.",
"In residential services, we launched Bell Whole Home Wi-Fi service, the first in Canada to use access points called pods and smart technology to ensure all devices throughout the home receive the strongest signal and fastest speeds available. Backed by the Fibe network, the new service works seamlessly with the advanced Home Hub 3000 modem and Wi-Fi router.",
"We expanded our partnership with Ericsson to take Fibe TV innovation to the next level with the new MediaFirst platform. Enabling next-generation services across multiple screens and other enhancements for Fibe TV and Alt TV, MediaFirst will help keep Bell a step ahead as our cable competitors try to catch up in the IPTV marketplace."
] |
[] |
20787384_309.pdf
|
20787384_310.pdf
|
en
|
[
"# 55. Balance sheet and statement of changes in equity (continued)",
"# (b) Statement of changes in equity",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"4\">Reserves</td></tr><tr><td>Share capital</td><td>Reserve for \nfair value \nchanges/\nReserve for fair \nvalue changes of \navailable-for-sale \nsecurities</td><td>Retained \nearnings</td><td>Total equity</td></tr><tr><td>HK$’m</td><td>HK$’m</td><td>HK$’m</td><td>HK$’m</td></tr><tr><td>At 1 January 2017</td><td>52,864</td><td>1,276</td><td>7,201</td><td>61,341</td></tr><tr><td>Profit for the year</td><td>–</td><td>–</td><td>15,515</td><td>15,515</td></tr><tr><td>Other comprehensive income:</td><td></td><td></td><td></td><td></td></tr><tr><td>Available-for-sale securities</td><td>–</td><td>354</td><td>–</td><td>354</td></tr><tr><td>Total comprehensive income</td><td>–</td><td>354</td><td>15,515</td><td>15,869</td></tr><tr><td>Dividends</td><td>–</td><td>–</td><td>(13,375)</td><td>(13,375)</td></tr><tr><td>At 31 December 2017</td><td>52,864</td><td>1,630</td><td>9,341</td><td>63,835</td></tr><tr><td>At 1 January 2018, \nas previously reported</td><td>52,864</td><td>1,630</td><td>9,341</td><td>63,835</td></tr><tr><td>Effect of adoption of HKFRS 9</td><td>–</td><td>(2,730)</td><td>2,730</td><td>–</td></tr><tr><td>At 1 January 2018, after adoption \nof HKFRS 9</td><td>52,864</td><td>(1,100)</td><td>12,071</td><td>63,835</td></tr><tr><td>Profit for the year</td><td>–</td><td>–</td><td>16,035</td><td>16,035</td></tr><tr><td>Other comprehensive income:</td><td></td><td></td><td></td><td></td></tr><tr><td>Equity instruments at fair value \n through other comprehensive \n income</td><td>–</td><td>(763)</td><td>–</td><td>(763)</td></tr><tr><td>Total comprehensive income</td><td>–</td><td>(763)</td><td>16,035</td><td>15,272</td></tr><tr><td>Dividends</td><td>–</td><td>–</td><td>(13,776)</td><td>(13,776)</td></tr><tr><td>At 31 December 2018</td><td>52,864</td><td>(1,863)</td><td>14,330</td><td>65,331</td></tr></table>"
] |
[
"# 56. Principal subsidiaries",
"The particulars of all direct and indirect subsidiaries of the Company are set out in “Appendix – Subsidiaries of the Company”. The following is a list of principal subsidiaries as at 31 December 2018:",
"<table><tr><td>Name</td><td>Place of \nincorporation \nand operation</td><td>Issued share capital</td><td>Interest held</td><td>Principal activities</td></tr><tr><td>Bank of China (Hong Kong) Limited</td><td>Hong Kong</td><td>HK$43,042,840,858</td><td>*100%</td><td>Banking business</td></tr><tr><td>BOC Group Life Assurance Company Limited</td><td>Hong Kong</td><td>HK$3,538,000,000</td><td>*51%</td><td>Life insurance\nbusiness</td></tr><tr><td>BOC Credit Card (International) Limited</td><td>Hong Kong</td><td>HK$480,000,000</td><td>100%</td><td>Credit card services</td></tr><tr><td>Bank of China (Malaysia) Berhad</td><td>Malaysia</td><td>RM760,518,480</td><td>100%</td><td>Banking business</td></tr><tr><td>Bank of China (Thai) Public Company Limited</td><td>Thailand</td><td>Baht10,000,000,000</td><td>100%</td><td>Banking business</td></tr><tr><td>Po Sang Securities and Futures Limited</td><td>Hong Kong</td><td>HK$335,000,000</td><td>100%</td><td>Securities and futures \nbrokerage</td></tr></table>",
"\\* Shares held directly by the Company",
"The particulars of a subsidiary with significant non-controlling interests are as follows:",
"# BOC Group Life Assurance Company Limited",
"<table><tr><td></td><td>2018</td><td>2017</td></tr><tr><td>Proportion of ownership interests and voting rights held by \nnon-controlling interests</td><td>49%</td><td>49%</td></tr></table>",
"<table><tr><td rowspan=\"2\"></td><td>2018</td><td>2017</td></tr><tr><td>HK$’m</td><td>HK$’m</td></tr><tr><td>Profit attributable to non-controlling interests</td><td>420</td><td>586</td></tr><tr><td>Accumulated non-controlling interests</td><td>4,083</td><td>4,334</td></tr><tr><td>Summarised financial information:</td><td></td><td></td></tr><tr><td>– total assets</td><td>132,417</td><td>130,597</td></tr><tr><td>– total liabilities</td><td>124,085</td><td>121,752</td></tr><tr><td>– profit for the year</td><td>857</td><td>1,196</td></tr><tr><td>– total comprehensive income for the year</td><td>(182)</td><td>1,492</td></tr></table>"
] |
[] |
9263519_12.pdf
|
9263519_13.pdf
|
en
|
[
"# 7. LOSS/PROFIT FROM OPERATIONS",
"<table><tr><td rowspan=\"4\"></td><td colspan=\"2\">For the three months ended\n30 September</td><td colspan=\"2\">For the six months ended\n30 September</td></tr><tr><td>2021</td><td>2020</td><td>2021</td><td>2020</td></tr><tr><td>HK$’000</td><td>HK$’000</td><td>HK$’000</td><td>HK$’000</td></tr><tr><td>(Unaudited)</td><td>(Unaudited)</td><td>(Unaudited)</td><td>(Unaudited)</td></tr><tr><td>The Gr’oups (loss)/profit \nfrom operations is arrived \nat after charging/(crediting):</td><td></td><td></td><td></td><td></td></tr><tr><td>Cost of sales</td><td>6,205</td><td>2,516</td><td>8,651</td><td>208,107</td></tr><tr><td>Depreciation charge</td><td></td><td></td><td></td><td></td></tr><tr><td>– property, plant and \nequipment</td><td>57</td><td>66</td><td>111</td><td>171</td></tr><tr><td>– right-of-use assets</td><td>–</td><td>1,359</td><td>–</td><td>2,704</td></tr><tr><td>Net foreign exchange \n(loss)/gain</td><td>1</td><td>18</td><td>1</td><td>19</td></tr><tr><td>Staff costs (including \ndirector’s remuneration)</td><td>5,940</td><td>6,415</td><td>12,398</td><td>11,395</td></tr></table>",
"# 8. FINANCE COSTS",
"<table><tr><td rowspan=\"4\"></td><td colspan=\"2\">For the three months ended\n30 September</td><td colspan=\"2\">For the six months ended\n30 September</td></tr><tr><td>2021</td><td>2020</td><td>2021</td><td>2020</td></tr><tr><td>HK$’000</td><td>HK$’000</td><td>HK$’000</td><td>HK$’000</td></tr><tr><td>(Unaudited)</td><td>(Unaudited)</td><td>(Unaudited)</td><td>(Unaudited)</td></tr><tr><td>Interest on other borrowing</td><td>10,280</td><td>14,625</td><td>26,496</td><td>28,748</td></tr><tr><td>Interest on lease liabilities</td><td>–</td><td>319</td><td>–</td><td>319</td></tr><tr><td>Total</td><td>10,280</td><td>14,944</td><td>26,496</td><td>29,067</td></tr></table>"
] |
[
"# 9. INCOME TAX EXPENSE",
"<table><tr><td rowspan=\"4\"></td><td colspan=\"2\">For the three months ended \n30 September</td><td colspan=\"2\">For the six months ended \n30 September</td></tr><tr><td>2021</td><td>2020</td><td>2021</td><td>2020</td></tr><tr><td>HK$’000</td><td>HK$’000</td><td>HK$’000</td><td>HK$’000</td></tr><tr><td>(Unaudited)</td><td>(Unaudited)</td><td>(Unaudited)</td><td>(Unaudited)</td></tr><tr><td>Current tax charged:</td><td></td><td></td><td></td><td></td></tr><tr><td>PRC Enterprise Income Tax</td><td>13</td><td>67</td><td>1,532</td><td>5,659</td></tr><tr><td>Total tax charged</td><td>13</td><td>67</td><td>1,532</td><td>5,659</td></tr></table>",
"Under the Law of the PRC on Enterprise Income Tax (the “EIT Law”) and Implementation Regulation of the EIT Law, the tax rate of the PRC subsidiaries is 25% from 1 January 2008 onwards.",
"No provision for Hong Kong Profits Tax has been made as the Group has no assessable profits in Hong Kong or the estimated assessable profit was wholly absorbed by tax losses brought forward for the six months ended 30 September 2021 (2020: Nil).",
"The Group had no significant unprovided deferred tax assets and liabilities at 30 September 2021 (2020: Nil).",
"# 10. LOSS PER SHARE",
"# Basic loss per share",
"The calculation of the basic loss per share is based on the loss attributable to owners of the Company for the three months ended 30 September 2021 of approximately HK\\$11,253,000 (2020: loss attributable to owners of the Company of approximately HK\\$27,994,000) and loss attributable to owners of the Company for the six months ended 30 September 2021 of approximately HK\\$26,499,000 (2020: loss attributable to owners of the Company of approximately HK\\$27,524,000) and the weighted average of 3,640,627,457 shares in issue during the three months ended 30 September 2021 (2020: 3,564,945,946 shares) and the weighted average of 3,640,627,457 shares in issue during the six months ended 30 September 2021 (2020: 3,564,945,946 shares).",
"# Diluted loss per share",
"No diluted loss per share were presented as there were no potential ordinary shares in issue for the three months and six months ended 30 September 2021."
] |
[] |
9250808_22.pdf
|
9250808_23.pdf
|
en
|
[
"– We require significant capital investments and a high level of working capital to sustain our operations and overall growth",
"– We manufacture our products in a single location, and any material disruption of our operations could adversely affect our business",
"– Our expansion plans may not be successful",
"– Our production capacity might not be able to meet with growing market demand or changing market conditions",
"– We manufacture and sell only “high-end” steel flow control products",
"– We may not be able to develop new products or expand into new markets",
"– We may be subject to product liability claims",
"– We may be subject to liability in connection with industrial accidents at our production facilities",
"– Lack of business insurance coverage may incur substantial costs for our Group",
"– We are subject to foreign exchange exposure",
"– The interests of our Controlling Shareholders may differ from those of our other Shareholders",
"# Risks relating to the industry",
"– Our business depends very much on the continuous casting method in the steel manufacturing industry. Industry-wide adoption of other existing or new technologies that do not require steel flow control products in the future might seriously affect our business",
"– We cannot assure that we will be able to renew all necessary licences, certificates, approvals and permits for our production. Changes in licensing requirements applicable to our industry may adversely affect us",
"– The PRC Government may adopt measures to slow down growth in the steel manufacturing industry and other steel consuming industries, thereby adversely affecting the demand for our products",
"– Our industry is subject to global economic and market conditions",
"– We operate in a highly competitive industry",
"# Risks relating to conducting business in the PRC",
"– Political and economic policies of the PRC government and social conditions and legal developments of the PRC could affect our business"
] |
[
"– The government control of currency conversion could affect our business operations",
"– Uncertainties regarding interpretation and enforcement of the PRC laws and regulations may impose adverse impact on our business, operations and profitability",
"– The implementation of the new labour contract law and increase in labour costs in the PRC may adversely affect our business and financial conditions",
"– Under the Enterprise Income Tax Law (中華人民共和國企業所得稅法) and the related implementation regulations, which became effective on 1 January 2008, dividends from our subsidiary in the PRC may be subject to withholding tax or we may be subject to PRC tax on our worldwide income",
"– Dividends payable by us to our foreign investors and gain on the sale of our Shares may be subject to the PRC tax",
"– We cannot assure that we will continue to enjoy preferential tax treatments or financial incentives in the future",
"– PRC regulations on loans to and direct investment by offshore holding companies in PRC entities may delay or prevent us from using the proceeds of this offering to make loans or additional capital contributions to our PRC subsidiary",
"– We are a holding company and rely on dividend payments from our operating subsidiary",
"– Uncertainties on the PRC withholding tax rate on dividends payable by our subsidiary in the PRC",
"– PRC regulations relating to acquisitions of the PRC companies by foreign entities may limit our ability to acquire the PRC companies and adversely affect the implementation of our strategy as well as our business and prospects",
"– PRC regulations relating to the establishment of offshore special purpose companies by the PRC residents may subject our PRC resident shareholders or our PRC subsidiary to liability or penalties, limit our ability to inject capital into our PRC subsidiary, limit our PRC subsidiary’s ability to increase their registered capital or distribute profit to us, or may otherwise adversely affect us",
"– A shortage of electricity and water supply in the PRC would affect our production and affect our business and financial performance",
"# Risks relating to the Global Offering",
"– Shareholders’ interests in the share capital of our Company may be diluted in the future",
"– Lack of liquidity of our Shares and volatility of the market price may be resulted",
"– Fluctuation of RMB may affect value of our dividends (if any) and our financial condition",
"– Investors may experience difficulties in effecting service of legal process and enforcing judgments against our Company and our management",
"– We cannot guarantee the accuracy of facts and other statistics with respect to the global steel industry, the PRC economy, the PRC steel industry and the PRC steel flow control products industry in the continuous casting process contained in this prospectus",
"– Forward-looking statements contained in this prospectus are subject to risks and uncertainties",
"– We strongly caution you not to place any reliance on any information contained in press articles or media regarding us or the Global Offering"
] |
[] |
20755419_19.pdf
|
20755419_20.pdf
|
en
|
[
"which can be taken as smoking-gun signals of DM scattering, can further increase an exper-iment’s constraining power. For DM–nucleon interactions, although the elastic scattering is the best channel, however, for light DM particles which can not deposit observable energies in detectors, one has to rely on the high energy part of ionization processes.",
"The energy and momentum transfers involved in sub-GeV DM scattering overlap typ-ical atomic scales, so studies of issues such as binding effects and electron/nuclear recoil mechanism, which play important roles in interpreting experimental data, require detailed many-body calculations. This case study of hydrogen, where both binding and recoil can be taken into account most simply, therefore provides useful qualitative understanding of what to be anticipated in sub-GeV DM scattering off practical detector materials such as germanium and xenon.",
"# ACKNOWLEDGMENTS",
"We acknowledge the support from the Ministry of Science and Technology of Republic of China under Grants No. 102-2112-M-002-013-MY3 (J.-W. C., C.-L. W., and C.-P. W.) and No. 103-2112-M-259-003 (H.-C. C. and C.-P. L.); the Center for Theoretical Sciences and Center of Advanced Study in Theoretical Sciences of National Taiwan University (J.-W. C., C.-L. W., and C.-P. W.); and the National Center for Theoretical Sciences. J.-W. C. was also supported in part by the Deutsche Forschungsgemeinschaft and National Natural Science Foundation of China (CRC 110).",
"[1] K. Olive et al. (Particle Data Group), Chin. Phys. C 38, 090001 (2014).",
"[2] R. Essig, J. A. Jaros, W. Wester, P. H. Adrian, S. Andreas, et al., (2013), arXiv:1311.0029[h .ep-ph]",
"[3] J. L. Feng and J. Kumar, Phys. Rev. Lett. 101, 231301 (2008), arXi .v:0803.4196 [hep-ph]",
"[4] J. L. Feng, M. Kaplinghat, H. Tu, and H.-B. Yu, JCAP 0907, 004 (2009), arXiv:0905.3039.[hep-ph]",
"[5] .C. Boehm and P. Fayet, Nucl. Phys. B683, 219 (2004), arXiv:hep-ph/0305261 [hep-ph]",
"[6] C. Boehm, P. Fayet, and J. Silk, Phys. Rev. D 69, 101302 (2004), arXiv:hep-ph/0311143.[hep-ph]"
] |
[
"[7] N. Borodatchenkova, D. Choudhury, and M. Drees, Phys. Rev. Lett. 96, 141802 (2006), .arXiv:hep-ph/0510147 [hep-ph]",
"[8] M. Pospelov, A. Ritz, and M. B. Voloshin, Phys. Lett. B 662, 53 (2008), arXiv:0711.4866[h .ep-ph]",
"[9] .P. Fayet, Phys. Rev. D 75, 115017 (2007), arXiv:hep-ph/0702176 [HEP-PH]",
"[10] D. Hooper and K. M. Zurek, Phys. Rev. D 77, 087302 (2008), arXi .v:0801.3686 [hep-ph]",
"[11] M. Pospelov, A. Ritz, and M. B. Voloshin, Phys. Rev. D 78, 115012 (2008), arXiv:0807.3279[h .ep-ph]",
"[12] K. Rajagopal, M. S. Turner, and F. Wilczek, Nucl. Phys. B 358, 447 (1991).",
"[13] L. Covi, J. E. Kim, and L. Roszkowski, Phys. Rev. Lett. 82, 4180 (1999), arXiv:hep-ph./9905212 [hep-ph]",
"[14] K.-Y. Choi, L. Covi, J. E. Kim, and L. Roszkowski, JHEP 04, 106 (2012), arXiv:1108.2282[h .ep-ph]",
"[15] .S. Dodelson and L. M. Widrow, Phys. Rev. Lett. 72, 17 (1994), arXiv:hep-ph/9303287 [hep-ph]",
"[16] X.-D. Shi and G. M. Fuller, Phys. Rev. Lett. 82, 2832 (1999), arXiv:astro-ph/9810076 [astro-.ph]",
"[17] A. D. Dolgov and S. H. Hansen, Astropart. Phys. 16, 339 (2002), arXiv:hep-ph/0009083 [hep-ph.]",
"[18] A. Boyarsky, J. Lesgourgues, O. Ruchayskiy, and M. Viel, Phys. Rev. Lett. 102, 201304 (2 .009), arXiv:0812.3256 [hep-ph]",
"[19] K.. N. Abazajian, Phys.Rev.Lett. 112, 161303 (2014), arXiv:1403.0954 [astro-ph.CO]",
"[20] .J. Knodlseder et al., Astron. Astrophys. 441, 513 (2005), arXiv:astro-ph/0506026 [astro-ph]",
"[21] G. Wei .denspointner et al., Nature 451, 159 (2008)",
"[22] N. Prantzos et al., Rev. Mod. Phys. 83, 1001 (2011), arXi .v:1009.4620 [astro-ph.HE]",
"[23] E. Bulbul, M. Markevitch, A. Foster, R. K. Smith, M. Loewenstein, et al., Astrophys. J. 789,"
] |
[] |
2538811_7.pdf
|
2538811_8.pdf
|
en
|
[
"# OUTLOOK",
"Notwithstanding the rapid recovery in coal price in Guizhou province in late 2016, the fundamentals of coal demand have not changed significantly. As the coal demand shortage and overcapacity are still prominent, the Group believes that the government will continue adhering to the supply-side reform policy to resolve excess coal production capacity. The Group will continue adopting the existing business strategy through the expansion of existing shipping port, transport belts and coal beneficiation plant, and strengthening the effective coal quality management through coal washing and coal blending in order to meet different requirements of various customers and penetrate the surrounding coal market.",
"The status of coal as the primary energy in China is expected to remain unchanged for a considerable length of time in the future. Therefore the Company is cautiously positive about the coal industry in the longer term. The Company will also consider other potential business projects that can provide the Shareholders with promising returns and benefit the Group as a whole as and when suitable opportunities arise.",
"# APPRECIATION",
"On behalf of the Board, I would like to take this opportunity to express my appreciation to the staff and management team of the Group for their hard work and dedication during the year. I would also like to express my sincere gratitude to the Shareholders for their continuous support.",
"HAN Weibing",
"Chairman and Chief Executive Officer",
"Hong Kong, 31 March 2017"
] |
[
"# BUSINESS REVIEW",
"In early 2016, the Group re-formulated its business strategy to enhance the Group’s overall competitiveness in the downturn of the coal industry by adopting the following measures.",
"First of all, in addition to the existing coal beneficiation plant, the Group managed to complete the construction of another simple coal washing facility within three months as well as putting two high sieving systems into operation. Coal washing and efficient coal blending could be performed with the Group’s own coal beneficiation plant, coal washing facility and high sieving systems. To meet the demands of power plants and other customers with lower coal specification, the Group blended raw coal, lignite (the by-product of coal washing), middling coal and coal residue stone. The sales of blended coal not only met customers’ specific requirements but also generated additional revenue for the Group and reduced the treatment cost of lignite and coal residue stone. Therefore the Group was in a better position to segment the coal market by providing customised coal products of different specifications and stable quality to various customers.",
"Secondly, the Group improved the logistics and transportation so that its coal products could be transported to the downstream chemical plants, cement plants and other customers waterway at a lower cost and a shorter time through the Group’s own shipping port.",
"Thirdly, the Group adhered to establish a strategic customer-oriented management system, which not only provided customers with a variety of customised specifications of coal products but also enhanced the quality of customer service. As a result, longer term customer relationship has been built up.",
"Fourthly, the Group adopted optimised mining plan, took advantage of water transport, stringent cost control and other means to reduce production and logistics costs. The Group also closely adhered to the stringent cash flow management by securing alternative financing for mine tunnel construction. Furthermore, the Group managed to negotiate “payment before delivery” term for non-power plant customers to minimise potential credit risk and reduce working capital cycle.",
"As a result of the effective implementation of the above strategies and the surge of coal price in the fourth quarter of 2016, the Group’s loss attributable to owners of the parent from continuing operations substantially declined from approximately CNY488.4 million in 2015 to approximately CNY205.7 million in 2016."
] |
[] |
20794684_76.pdf
|
20794684_77.pdf
|
en
|
[
"# 13. INVESTMENT IN ASSOCIATED COMPANY",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"2\">The Group</td><td colspan=\"2\">The Company</td></tr><tr><td>2016</td><td>2015</td><td>2016</td><td>2015</td></tr><tr><td>$’000</td><td> $’000</td><td> $’000</td><td> $’000</td></tr><tr><td>Investment in associated company</td><td>4,313</td><td>3,859</td><td>2,895</td><td>2,895</td></tr></table>",
"The Group’s investment in an associated company (Note 29) is not material to the Group. There are no contingent liabilities relating to the Group’s interest in the associated company.",
"In 2015, the Group’s equity accounting/gains on associated companies recognised in the income statement included a gain of \\$47,570,000 arising from the partial disposal and reclassification of an associated company to available-for-sale financial assets.",
"# 14. FINANCIAL ASSETS (FVOCI) / AVAILABLE-FOR-SALE FINANCIAL ASSETS",
"As disclosed in Note 2(a), the Group has early adopted FRS 109 effective 1 January 2016 and elected, at initial adoption, to present in other comprehensive income changes in the fair value of all its equity investments previously classified as available-for-sale financial assets. In accordance with the transitional provisions in FRS 109, comparative figures have not been restated.",
"# (a) For 2016, equity investments at fair value through other comprehensive income (FVOCI) mainly comprise the following:",
"<table><tr><td rowspan=\"2\"></td><td>Group</td></tr><tr><td>2016</td></tr><tr><td></td><td>$’000</td></tr><tr><td>Shares of a financial institution</td><td>1,467,127</td></tr><tr><td>Shares of two real estate companies</td><td>460,203</td></tr></table>",
"These investments comprise mainly quoted investments and were previously classified as available-for-sale financial assets in 2015.",
"# (b) During the financial year, the Group elected to receive \\$33,246,000 (2015: \\$22,398,000) of dividend income as non-cash financial assets (FVOCI) / available-for-sale financial assets in lieu of cash dividends.",
"(c) Certain financial assets (FVOCI) / available-for-sale financial assets valued at \\$169,307,000 (2015: \\$175,441,000) are pledged as security for bank credit facilities (Note 20).",
"(d) There are no material investments held by the Company in 2016 and 2015."
] |
[
"# 15. INTANGIBLE ASSETS",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"2\">The Group</td><td colspan=\"2\"> The Company</td></tr><tr><td>2016</td><td>2015</td><td>2016</td><td>2015</td></tr><tr><td>$’000</td><td>$’000</td><td> $’000</td><td> $’000</td></tr><tr><td>Goodwill on consolidation</td><td>11,116</td><td>11,116</td><td>–</td><td>–</td></tr><tr><td>Trademarks and deferred expenditure</td><td>–</td><td>–</td><td>–</td><td>–</td></tr><tr><td></td><td>11,116</td><td>11,116</td><td>–</td><td>–</td></tr></table>",
"# (a) Goodwill on consolidation",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"2\">The Group</td></tr><tr><td>2016</td><td>2015</td></tr><tr><td>$’000</td><td> $’000</td></tr><tr><td>Cost</td><td></td><td></td></tr><tr><td>Balance at beginning and end of financial year</td><td>11,116</td><td>11,116</td></tr></table>",
"# Impairment test for goodwill",
"The goodwill is allocated to the healthcare division of the Group, which is regarded as a cash-generating unit (“CGU”).",
"During the financial year, the Group has determined that there was no impairment of its CGU containing the goodwill. The recoverable amount (i.e. higher of value-in-use and fair value less costs to sell) of the CGU is determined on the basis of value-in-use calculations. These calculations incorporate cash flow projections by management covering a five-year period.",
"Key assumptions used for value-in-use calculations:",
"Discount rate 5.6% (2015: 5.5%)",
"Growth rate 0.0% (2015: 0.0%)",
"These assumptions have been used for the analysis of the CGU. The discount rate used is pre-tax and reflects specific risks relating to the healthcare division. Based on the sensitivity analysis performed, any reasonable change in the key assumptions would not result in any impairment adjustments."
] |
[] |
20742022_9.pdf
|
20742022_10.pdf
|
en
|
[
"to the case of several functions and several constraints. In all cases, the \\( \\mu \\) s are to be regarded as independent functions just like the xs.",
"There are two parameterizations that we are going to discuss in this appendix: parame-terization of the path by arc length and by time. In the first case, the integral to minimize is",
"\\[ T = { \\frac { 1 } { c } } \\int n ( \\mathbf { x } ( \\ell ) ) d \\ell , \\eqno { ( \\mathrm { A 3 } ) } \\]",
"while in the second case",
"\\[ T = \\int d t . \\eqno ( \\mathrm { A 4 } ) \\]",
"As we will see, there are constraints to be appended to these integrals. But before doing that, there is another subtlety that we should discuss first. It is related to the fact that in these integrals the domain of integration is not a priori known and fixed. (For example, if we knew the domain of integration in parameterization with time, then we already knew T.) This is very important, since the standard results we quoted above are usually derived under the assumption that there is a fixed domain of integration and the variations vanish at its boundary.16 So in the rest of this appendix we first address the issue of variable domain in Subsection A 1, and then turn to the length and time parameterizations in Subsections A 2 and A 3, respectively.",
"# 1. Variation with Variable Domain",
"In Section II our parametererization was over a fixed domain, namely: 0 \\( < s < \\) 1. This meant fixed lower and upper limits (0 and 1) in the integral (3) and hence we were eligible to use the Euler-Lagrange equations. However, we may equally well describe the path connecting \\( \\mathbf { x } _ { 1 } \\) and \\( \\mathbf { x } _ { 2 } \\) by a function x(s) on an arbitrary domain \\( \\sigma _ { 1 } < s < \\sigma _ { 2 } \\). The travel time is still given by the same integral except for the lower and upper limits of integration:",
"\\[ T = \\frac { 1 } { c } \\int _ { \\sigma _ { 1 } } ^ { \\sigma _ { 2 } } n ( { \\bf x } ( s ) ) \\sqrt { \\dot { \\bf x } ( s ) \\cdot \\dot { \\bf x } ( s ) } d s . \\eqno ( \\mathrm { A 5 } ) \\]",
"We wish to find such general parameterizations of the path that minimize T. This appears to be a harder problem in calculus of variations, since: (i) we have to search among a larger class of functions; and (ii) the domain of integration is not fixed as before, but variable.",
"Our search will be among functions",
"\\[ \\mathbf { x } : [ \\sigma _ { 1 } , \\sigma _ { 2 } ] \\to \\mathbb { R } ^ { 3 } , \\qquad { \\mathrm { ~ s u c h ~ t h a t ~ } } \\mathbf { x } ( \\sigma _ { 1 } ) = \\mathbf { x } _ { 1 } { \\mathrm { ~ a n d ~ } } \\mathbf { x } ( \\sigma _ { 2 } ) = \\mathbf { x } _ { 2 } . \\eqno ( \\mathrm { A } 6 ) \\]"
] |
[
"This is to be contrasted with our previous search scope, \\( \\mathbf { x } : [ 0 , 1 ] \\to \\mathbb { R } ^ { 3 } \\). Under a variation \\( \\delta \\mathbf { x } \\) in the function and \\( \\delta \\sigma _ { 1 , 2 } \\) in the domain, the boundary conditions imply",
"\\[ \\left( \\mathbf { x } + \\delta \\mathbf { x } \\right) \\big | _ { \\sigma _ { 1 } + \\delta \\sigma _ { 1 } } = \\mathbf { x } _ { 1 } , \\qquad \\left( \\mathbf { x } + \\delta \\mathbf { x } \\right) \\big | _ { \\sigma _ { 2 } + \\delta \\sigma _ { 2 } } = \\mathbf { x } _ { 2 } , \\qquad \\qquad \\qquad \\qquad ( \\mathrm { A T } ) \\big ( \\mathrm { A T } ) \\big ( \\mathrm { B T } ) \\circ \\mathrm { A T } . \\]",
"which means",
"\\[ ~ \\delta { \\bf x } ( \\sigma _ { 1 } ) = - \\dot { \\bf x } ( \\sigma _ { 1 } ) \\delta \\sigma _ { 1 } , \\qquad \\delta { \\bf x } ( \\sigma _ { 2 } ) = - \\dot { \\bf x } ( \\sigma _ { 2 } ) \\delta \\sigma _ { 2 } . \\eqno ( \\mathrm { A 8 } ) \\]",
"Now the variation of \\( \\begin{array} { r } { T = \\int _ { \\sigma _ { 1 } } ^ { \\sigma _ { 2 } } L d s } \\end{array} \\) becomes",
"\\[ \\delta T = \\int _ { \\sigma _ { 1 } } ^ { \\sigma _ { 2 } } \\left[ { \\frac { \\partial L } { \\partial x _ { i } } } - { \\frac { d } { d s } } { \\frac { \\partial L } { \\partial { \\dot { x } } _ { i } } } \\right] \\delta x _ { i } d s + \\left[ L - { \\dot { x } } _ { i } { \\frac { \\partial L } { \\partial { \\dot { x } } _ { i } } } \\right] _ { \\sigma _ { 2 } } \\delta \\sigma _ { 2 } - \\left[ L - { \\dot { x } } _ { i } { \\frac { \\partial L } { \\partial { \\dot { x } } _ { i } } } \\right] _ { \\sigma _ { 1 } } \\delta \\sigma _ { 1 } , \\qquad { \\mathrm { ( A 9 ) } } \\]",
"where summation over i is implied. By inspecting (A5) it is clear that L is a homogeneous function of \\( \\dot { \\mathbf { x } } \\) and hence the last two terms in \\( \\delta T \\) vanish. Thus we are again left with the standard Euler-Lagrange equation and the result Eq. (5). Again we observe the non-uniqueness in the solutions: If \\( \\mathbf { x } ( s ) : [ \\sigma _ { 1 } , \\sigma _ { 2 } ] \\to \\mathbb { R } ^ { 3 } \\) satisfies Eq. (5), then",
"\\[ \\mathbf { x } ( \\bar { s } ( s ) ) : [ \\bar { \\sigma } _ { 1 } , \\bar { \\sigma } _ { 2 } ] \\to \\mathbb { R } ^ { 3 } \\qquad \\qquad \\qquad \\qquad \\qquad ( \\mathrm { A 1 0 } ) \\]",
"is also a solution, for any monotonic function \\( \\bar { s } ( s ) \\) satisfying \\( \\bar { s } ( \\sigma _ { 1 } ) = \\bar { \\sigma } _ { 1 } \\) and \\( \\bar { s } ( \\sigma _ { 2 } ) = \\bar { \\sigma } _ { 2 } \\).",
"We could have guessed that the Euler-Lagrange equations remain untouched: A function that minimizes the integral among all functions with variable domains, also does so among the smaller class of functions which share its own domain. So in general, the Euler-Lagrange equations provide a necessary condition for variable-domain problems. The boundary terms that appear in Eq. (A9) may provide additional conditions, although in our case they don’t.",
"# 2. Parameterization with Length",
"We are now in a position to perform the variational analysis with length parameterization. So we choose to set the arc length \\( \\ell \\) run from zero to \\( \\lambda \\), the total length of the path, and work with \\( { \\bf x } ( \\ell ) \\). This choice corresponds to the constraint \\|dx/d\\`\\| = 1, to handle which we need to employ a Lagrange multiplier function \\( \\mu ( \\ell ) \\). Therefore, the quantity to minimize is",
"\\[ \\frac { 1 } { c } \\int _ { 0 } ^ { \\lambda } n ( { \\bf x } ( \\ell ) ) d \\ell + \\int _ { 0 } ^ { \\lambda } \\mu ( \\ell ) \\left[ \\dot { \\bf x } ( \\ell ) \\cdot \\dot { \\bf x } ( \\ell ) - 1 \\right] d \\ell , \\eqno { ( \\mathrm { A 1 1 } ) } \\]",
"where dot now means \\( d / d \\ell \\). Again we have a variable domain of integration, since we don’t know the length \\( \\lambda \\) of the desired trajectory before solving for it. Requiring \\( \\mathbf { x } ( \\lambda ) = \\mathbf { x } _ { 2 } \\) implies",
"\\[ \\delta { \\bf x } ( \\lambda ) = - \\dot { \\bf x } ( \\lambda ) \\delta \\lambda , \\eqno ( \\mathrm { A 1 2 } ) \\]"
] |
[] |
7473410_99.pdf
|
7473410_100.pdf
|
en
|
[
"# 11. TAXATION",
"<table><tr><td rowspan=\"2\"></td><td>2020</td><td>2019</td></tr><tr><td>RMB’000</td><td>RMB’000</td></tr><tr><td>The charge comprises:</td><td></td><td></td></tr><tr><td>Current tax</td><td></td><td></td></tr><tr><td>– PRC Enterprise Income Tax (“EIT”)</td><td>38,040</td><td>35,995</td></tr><tr><td>– Withholding tax levied on interest income of Hong Kong subsidiaries</td><td>4,572</td><td>4,820</td></tr><tr><td>– Withholding tax levied on dividend declared of a PRC subsidiary</td><td>–</td><td>1,625</td></tr><tr><td></td><td>42,612</td><td>42,440</td></tr><tr><td>Deferred tax (note 19)</td><td>7,080</td><td>24,927</td></tr><tr><td></td><td>49,692</td><td>67,367</td></tr></table>",
"No provision for Hong Kong Profits Tax has been made in the consolidated financial statements as the Group’s operation in Hong Kong had no assessable profit during both years.",
"Under the Law of the PRC on EIT (the “EIT Law”) and Implementation Regulation of the EIT Law, the tax rate of the PRC subsidiaries is 25% for both years. Certain PRC subsidiaries enjoy preferential tax rate according to approval from local tax bureau, including (i) a PRC subsidiary which enjoys preferential tax rate of 15% since year 2016 and applies a further preferential tax rate of 12.5% for the year 2020; (ii) a PRC subsidiary, located in Khorgos city in the PRC, was exempted from EIT in the first 5 years since set up in year 2018, according to “關於新疆喀什霍爾果斯兩個特殊經濟開發區企業所得稅優惠政策的通知” (Caishui [2011] 112) issued by the State Administration of Taxation and the Ministry of Finance of the PRC.",
"The tax charge for the year can be reconciled to the profit before taxation per the consolidated statement of profit or loss and other comprehensive income as follows:",
"<table><tr><td rowspan=\"2\"></td><td>2020</td><td>2019</td></tr><tr><td>RMB’000</td><td>RMB’000</td></tr><tr><td>Profit before taxation</td><td>387,088</td><td>362,492</td></tr><tr><td>Tax at the domestic EIT rate of 25%</td><td>96,772</td><td>90,623</td></tr><tr><td>Tax effect of share of profit of a joint venture and associates</td><td>(3,676)</td><td>(1,444)</td></tr><tr><td>Tax effect of expenses not deductible for tax purposes</td><td>10,731</td><td>19,288</td></tr><tr><td>Effect of different tax rates of the subsidiaries</td><td>(23,527)</td><td>(8,950)</td></tr><tr><td>Effect of tax exemption granted to a PRC subsidiary</td><td>(50,229)</td><td>(50,475)</td></tr><tr><td>Tax effect of tax losses not recognised</td><td>4,618</td><td>3,869</td></tr><tr><td>Utilisation of tax losses previously not recognised</td><td>–</td><td>(1,740)</td></tr><tr><td>Tax benefit on research and development expenses</td><td>(2,660)</td><td>(1,976)</td></tr><tr><td>Withholding tax on distributable earnings of the PRC subsidiaries</td><td>17,663</td><td>18,172</td></tr><tr><td>Tax charge for the year</td><td>49,692</td><td>67,367</td></tr></table>"
] |
[
"# 12. PROFIT FOR THE YEAR/OTHER COMPREHENSIVE (EXPENSE) INCOME",
"# (a) Profit for the year",
"Profit for the year has been arrived at after charging (crediting):",
"<table><tr><td rowspan=\"2\"></td><td>2020</td><td>2019</td></tr><tr><td>RMB’000</td><td>RMB’000</td></tr><tr><td>Directors’ emoluments (note 13)</td><td>6,503</td><td>5,536</td></tr><tr><td>Other staffs costs (excluding directors’ emoluments)</td><td></td><td></td></tr><tr><td>– Salaries, allowances and other staff benefits, including share \noption expenses</td><td>116,194</td><td>82,630</td></tr><tr><td>– Staffs’ retirement benefit scheme contributions</td><td>656</td><td>4,201</td></tr><tr><td>Total staff costs</td><td>123,353</td><td>92,367</td></tr><tr><td>Less: amount capitalised in development costs</td><td>(5,581)</td><td>(9,188)</td></tr><tr><td>Less: st aff costs recognised as research and development costs in \nother expenses</td><td>(22,577)</td><td>(13,596)</td></tr><tr><td>Staff costs recognised in administrative expenses</td><td>95,195</td><td>69,583</td></tr><tr><td>Total depreciation of property and equipment</td><td>2,310</td><td>1,694</td></tr><tr><td>Less: amount capitalised in development costs</td><td>(56)</td><td>(131)</td></tr><tr><td>Depreciation of property and equipment recognised in \nadministrative expenses</td><td>2,254</td><td>1,563</td></tr><tr><td>Depreciation of right-of-use assets recognised in \nadministrative expenses</td><td>9,970</td><td>7,202</td></tr><tr><td>Amortisation of intangible assets recognised in \nadministrative expenses</td><td>5,494</td><td>3,641</td></tr><tr><td>Auditor’s remuneration recognised in administrative expenses</td><td>2,900</td><td>2,520</td></tr><tr><td>Covid-19-related rent concessions (note 18)</td><td>(224)</td><td>–</td></tr><tr><td>Other expenses</td><td></td><td></td></tr><tr><td>– Research and development costs</td><td>23,466</td><td>14,269</td></tr><tr><td>– Donation</td><td>1,060</td><td>1,964</td></tr><tr><td>Total other expenses</td><td>24,526</td><td>16,233</td></tr></table>"
] |
[] |
9242015_390.pdf
|
9242015_391.pdf
|
en
|
[
"# Prepayments and other receivables",
"Our prepayment and other receivables included value-added tax recoverable, interest receivables, amounts due from shareholders, amounts due from related parties, IPO cost capitalization, prepayments and other receivables. Value-added tax recoverable represented value-added taxes incurred in procurement. Interest receivables mainly represented interests from time deposits. The table below sets forth a breakdown of our prepayments and other receivables as of the dates indicated:",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"2\">As of December 31,</td><td>As of\nJune 30,</td></tr><tr><td>2018</td><td>2019</td><td>2020</td></tr><tr><td colspan=\"3\">(RMB in thousands)</td></tr><tr><td>Value-added tax recoverable</td><td>1,587</td><td>3,809</td><td>4,012</td></tr><tr><td>Interest receivables</td><td>37</td><td>3,006</td><td>7,268</td></tr><tr><td>Amounts due from shareholders during\nReorganization</td><td>8,738</td><td>–</td><td>–</td></tr><tr><td>Amounts due from shareholders</td><td>700</td><td>755</td><td>269</td></tr><tr><td>Amounts due from related parties</td><td>44</td><td>35</td><td>53</td></tr><tr><td>IPO cost caiiptalzation</td><td>–</td><td>–</td><td>545</td></tr><tr><td>Prepayments</td><td>458</td><td>458</td><td>1,141</td></tr><tr><td>Other receivables</td><td>309</td><td>745</td><td>2,341</td></tr><tr><td>Total</td><td>11,873</td><td>8,808</td><td>15,629</td></tr></table>",
"Our prepayments and other receivables decreased from RMB11.9 million as of December 31, 2018 to RMB8.8 million as of December 31, 2019. The decrease was primarily attributable to a decrease in amounts due from shareholders as a result of the completion of the Reorganization, partially offset by (i) an increase in value-added tax recoverable, as a result of our increased purchase of pre-clinical and clinical research and development related services and (ii) an increase in interest receivables primarily attributable to the increased amount of time deposits in 2019 as we received the funding from our series B financing. Our prepayments and other receivables increased from RMB8.8 million as of December 31, 2019 to RMB15.6 million as of June 30, 2020, mainly due to an increase in interest receivables as a result of the accrual of the interest generated by our time deposits."
] |
[
"# Cash and bank balances",
"Our cash and bank balances primarily consisted of cash at bank and short-term time deposits. Our cash and bank balances increased from RMB65.3 million as of December 31, 2018 to RMB746.8 million as of December 31, 2019. The increase was mainly attributable to the funds from our series B financing and the government subsidies we received. Our cash and bank balances decreased to RMB616.7 million as of June 30, 2020, mainly because of the RMB82.9 million payment we made in relation to the amendment of the Karyopharm Agreement, and payment of employment expenses and fees to CROs, CDMOs and SMOs. As of September 30, 2020, our cash and cash equivalents and time deposits was RMB957.7 million. For further information regarding our cash and bank balances, please see Note 16 to the Accountants’ Report set out in Appendix I.",
"The table below sets forth a breakdown of our cash and bank balances as of the dates indicated:",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"2\">As at December 31,</td><td>As at\nJune 30,</td></tr><tr><td>2018</td><td>2019</td><td>2020</td></tr><tr><td colspan=\"3\">(RMB in thousands)</td></tr><tr><td>(1)Pledged deposits</td><td>15,935</td><td>2,625</td><td>2,625</td></tr><tr><td>Bank deposits with oriilgna maturity of\nmore than three months when\n(2)acquired</td><td>–</td><td>453,383</td><td>389,302</td></tr><tr><td>Cash and cash equivalents</td><td>49,322</td><td>290,787</td><td>224,731</td></tr><tr><td>Total</td><td>65,257</td><td>746,795</td><td>616,658</td></tr></table>",
"Notes:",
"(1) This represents pledged deposits in commercial banks for bank loans and bank overdraft. None of these deposits are either past due or impaired.",
"(2) This represents time deposits with initial terms of over three months when acquired in commercial banks with annual return rates ranging from 2.70% to 3.25%. None of these deposits are either past due or impaired. None of these deposits are pledged."
] |
[] |
20746715_147.pdf
|
20746715_148.pdf
|
en
|
[
"On August 18, 2017, Elite Bond transferred its entire remaining holding of 190,063,207 Class A Shares to WP OCIM, together with its entitlement under the Pre-IPO Tier 1 ESOP, for a total consideration of US\\$186,671,734 (determined with reference to the Company’s fair market value at the time of transfer and duly paid in cash upon completion) pursuant to a share purchase agreement dated July 20, 2017.",
"On January 19, 2018, Goldman Sachs exercised all its warrants granted pursuant to warrant instruments dated January 9, 2014 (as amended and restated on August 27, 2015) and August 27, 2015, respectively, which were granted in Goldman Sachs’ favor in consideration of the performance of its obligations under a facility agreement dated December 4, 2013 (as amended and restated on August 19, 2015) resulting in an issuance of 54,684,608 Class B2 Shares. The loan facility under such facility agreement was fully repaid.",
"In September 2018, Redwood Consulting exercised a portion of its options under the Pre-IPO Tier 1 ESOP, pursuant to exercise option letters dated September 7, 2018 and September 14, 2018, respectively, and nominated that 13,838,797 Class B4 Shares and 18,633,334 Class B4 Shares be allotted to WP OCIM and SK, respectively, pursuant to sale and purchase agreements dated September 7, 2018 and September 14, 2018, respectively. The consideration paid to our Company was US\\$18,959,152 and US\\$25,527,668 by WP OCIM and SK, respectively, and was determined with reference to the exercise price of US\\$0.46 per Share as set out in the Pre-IPO Tier 1 ESOP and duly settled in cash on September 10, 2018 and September 20, 2018 by WP OCIM and SK, respectively.",
"On September 21, 2018, APG-Stichting transferred 41,257,634 and 55,975,003 Class B3 Shares to WP OCIM and SK, respectively, in return for US\\$56,522,959 and US\\$76,685,754 from WP OCIM and SK, respectively, determined with reference to the Company’s fair market value at the time of transfer, and duly settled in cash on the date of the transfers.",
"Since our Company’s incorporation and subsequent to each of the Pre-IPO financing rounds, we effected further changes to our authorized share capital, further information on which is set out in the section headed “Statutory and General Information—A. Further information about our Group—2. Changes in the share capital of our Company” in Appendix VIII to this Prospectus.",
"Pursuant to the terms of the Pre-IPO Shareholders’ Agreement, subject to the Global Offering becoming unconditional, all the issued Class C Preference Shares may either be converted to Class C Shares or redeemed upon the Global Offering becoming unconditional (“Share Conversion”). After this change is effected, the Company will have no Class C Preference Shares in issue. The holders of the Class C Preference Shares have each exercised their redemption right, except Emerald Ewood (Cayman) Limited, which has elected to redeem 50% of its shareholding and convert the remaining 50% of its shareholding to Class C Shares (in accordance with the Pre-IPO Shareholders’ Agreement).",
"Pursuant to the terms of the IPO Implementation Deed, subject to the Global Offering becoming unconditional, all the issued, unissued and authorized Class A Shares, Class B Shares and Class C Shares will be reclassified and re-designated as ordinary Shares (“Share Redesignation”) immediately following the Share Conversion. Immediately after these changes are effected, the authorized share capital of the Company shall be US\\$4,400,000 divided into 4,400,000,000 Shares of US\\$0.001 par value each, and the issued share capital shall be 2,717,894,514 Shares of US\\$0.001 par value each. For further details of the IPO Implementation Deed, please refer to the paragraph headed“—IPO Implementation Arrangements” in this section of the Prospectus."
] |
[
"# PRE-IPO EMPLOYEE SHARE OPTION PLANS",
"# Pre-IPO KM ESOP",
"The Pre-IPO KM ESOP was adopted by our Board on November 24, 2017. As of the Latest Practicable Date, the current number of options granted to 163 grantees of the Pre-IPO KM ESOP, allow for the aggregate subscription of 63,558,343 Shares, representing approximately 2.09% of the share capital of our Company immediately following the completion of the Global Offering. No additional options will be granted under the Pre-IPO KM ESOP. For further information, a summary of the principal terms of the Pre-IPO KM ESOP is set out in the section headed “Statutory and General Information—D. Pre-IPO KM ESOP, Pre-IPO Tier 1 ESOP and Post-IPO Share Option Scheme—1. Pre-IPO KM ESOP” in Appendix VIII to this Prospectus.",
"ESOP Shareholders have entered into arrangements with our Company under which the ESOP Shareholders agreed to transfer an aggregate of up to 15,246,949 Class A and/or Class B1 Shares to our Company, or make cash payments, upon exercise of certain options over shares in our Company (the “Relevant Options”) by the relevant participants under the Pre-IPO KM ESOP. Pursuant to the IPO Implementation Deed, these arrangements will be terminated on the date of Listing in consideration of an adjustment to the number of Shares that Laurels is issued upon exercise of certain vested and unexercised options under the Pre-IPO Tier 1 ESOP, certain cash payments from our Company to Laurels and WP OCIM and cancellation of certain vested and unexercised options under the Pre-IPO Tier 1 ESOP held by WP OCIM (the “ESOP Unwind”). Our Company will, after Listing, make cash payments to the ESOP Shareholders based on the then market value of the Shares if any Relevant Options expire or lapse on or after the Listing Date. For further details of the IPO Implementation Deed, please see the paragraph headed “—IPO Implementation Arrangements” in this section below.",
"# Pre-IPO Tier 1 ESOP",
"The Pre-IPO Tier 1 ESOP was adopted by our Board pursuant to a shareholders’ agreement dated November 3, 2015. As of the Latest Practicable Date, each of WP OCIM and Laurels hold unexercised options to subscribe for a total of 15,800,325 Shares each and Redwood Consulting holds unexercised options to subscribe for a total of 35,995,945 Shares, representing in aggregate approximately 2.2% of the share capital of our Company immediately following the completion of the Global Offering. Under the terms of the IPO Implementation Deed, the Company and the holders of the Pre-IPO Tier 1 ESOP have agreed: (i) not to exercise any vested options under the Pre-IPO Tier 1 ESOP until the Listing Date; and (ii) to exercise or cancel all the vested and unexercised options under the Pre-IPO Tier 1 ESOP on the Listing Date on a cashless basis based on the Offer Price, such that the option holders will not be required to make payment of the strike price of the options being exercised save for the nominal value of such Shares (the “Strike Amount”) and instead, the number of Shares to be issued on such exercise will be reduced by an amount whose value would equal the Strike Amount (the “Tier 1 Exercise”). For further information, a summary of the principal terms of the Pre-IPO Tier 1 ESOP is set out in the section headed “Statutory and General Information—D. Pre-IPO KM ESOP, Pre-IPO Tier 1 ESOP and Post-IPO Share Option Scheme—2. Pre-IPO Tier 1 ESOP” in Appendix VIII to this Prospectus.",
"As a result of the Tier 1 Exercise and taking into account agreements related to the ESOP Unwind and the Incentivization Unwind, Laurels and Redwood Consulting will be issued 1,606,449 Shares and 11,010,870 Shares, respectively, on the Listing Date, assuming the Offer Price is determined to be HK\\$16.80, the mid-point of the Offer Price range and the Listing Date is determined to be Thursday, June 20, 2019."
] |
[] |
11707812_528.pdf
|
11707812_529.pdf
|
en
|
[
"<table><tr><td rowspan=\"2\"></td><td>Patents and\ntrademarks</td><td> Software</td><td>Non-\ncompetition\nagreement</td><td>Customer\nrelationships</td><td> Total</td></tr><tr><td>RMB’000</td><td>R MB’000</td><td> RMB’000</td><td> RMB’000</td><td> RMB’000</td></tr><tr><td>Accumulated amortisation:</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>At 1 January 2017 \u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002</td><td>(168)</td><td>(1,324)</td><td> –</td><td> –</td><td>(1,492)</td></tr><tr><td>Charge for the year \u0002\u0002\u0002\u0002\u0002\u0002\u0002</td><td>(58)</td><td>(492)</td><td> –</td><td> –</td><td>(550)</td></tr><tr><td>At 31 December 2017\u0002\u0002\u0002\u0002\u0002\u0002</td><td>(226)</td><td>(1,816)</td><td> –</td><td> –</td><td>(2,042)</td></tr><tr><td>Charge for the year \u0002\u0002\u0002\u0002\u0002\u0002\u0002</td><td>(60)</td><td>(793)</td><td> –</td><td> –</td><td>(853)</td></tr><tr><td>At 31 December 2018\u0002\u0002\u0002\u0002\u0002\u0002</td><td>(286)</td><td>(2,609)</td><td> –</td><td> –</td><td>(2,895)</td></tr><tr><td>Charge for the year \u0002\u0002\u0002\u0002\u0002\u0002\u0002</td><td>(56)</td><td>(1,586)</td><td>(378)</td><td>(355)</td><td>(2,375)</td></tr><tr><td>Exchange adjustments \u0002\u0002\u0002\u0002\u0002\u0002</td><td>–</td><td>–</td><td>3</td><td>3</td><td>6</td></tr><tr><td>At 31 December 2019\u0002\u0002\u0002\u0002\u0002\u0002</td><td>(342)</td><td>(4,195)</td><td>(375)</td><td>(352)</td><td>(5,264)</td></tr><tr><td>Charge for the period \u0002\u0002\u0002\u0002\u0002\u0002</td><td>(38)</td><td>(1,868)</td><td>(3,295)</td><td>(3,094)</td><td>(8,295)</td></tr><tr><td>Exchange adjustments \u0002\u0002\u0002\u0002\u0002\u0002</td><td>–</td><td> –</td><td>9</td><td>8</td><td>17</td></tr><tr><td>At 30 September 2020 \u0002\u0002\u0002\u0002\u0002</td><td>(380)</td><td>(6,063)</td><td>(3,661)</td><td>(3,438)</td><td>(13,542)</td></tr><tr><td>Net book value:</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>At 31 December 2017\u0002\u0002\u0002\u0002\u0002\u0002</td><td>383</td><td>3,455</td><td> –</td><td> –</td><td>3,838</td></tr><tr><td>At 31 December 2018\u0002\u0002\u0002\u0002\u0002\u0002</td><td>323</td><td>9,662</td><td> –</td><td> –</td><td>9,985</td></tr><tr><td>At 31 December 2019\u0002\u0002\u0002\u0002\u0002\u0002</td><td>267</td><td>14,013</td><td>13,126</td><td>41,910</td><td>69,316</td></tr><tr><td>At 30 September 2020 \u0002\u0002\u0002\u0002\u0002</td><td>229</td><td>16,182</td><td>9,519</td><td>37,818</td><td>63,748</td></tr></table>",
"The amortisation of intangible assets is included in cost of services and general and administrative expenses in the consolidated statement of profit or loss and other comprehensive income.",
"The useful lives of patents and trademarks of 10 years are determined based on terms of expiry of related legal rights.",
"The useful lives of software are around 5-10 years which are determined based on technological obsolescence.",
"Non-competition agreement is amortised over the shorter of the unexpired term of the agreement and its estimated useful lives, which is 3 years.",
"The useful life of the customer relationship recognised in acquisition of Biomere is 10 years, which is determined based on the factor of the attrition rate."
] |
[
"# 14 GOODWILL",
"<table><tr><td></td><td>RMB’000</td></tr><tr><td>Cost</td><td></td></tr><tr><td>At 1 January 2017, 31 December 2017 and 31 December 2018 \u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002</td><td>–</td></tr><tr><td>Acquisition of Biomere (Note 34) \u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002</td><td>135,187</td></tr><tr><td>Exchange adjustments \u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002</td><td>(1,225)</td></tr><tr><td>At 31 December 2019 \u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002</td><td>133,962</td></tr><tr><td>Exchange adjustments \u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002</td><td>(3,190)</td></tr><tr><td>At 30 September 2020 \u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002</td><td>130,772</td></tr></table>",
"# Impairment tests for cash-generating units containing goodwill",
"The goodwill arose from the acquisition of Biomere in 2019 (Note 34).",
"The recoverable amounts of the cash-generating unit was determined based on value-in-use calculations. These calculations use cash flow projections based on financial budgets approved by management covering a 5-year period. Cash flows beyond the 5-year period are extrapolated using estimated nil growth rate at 31 December 2019 and 30 September 2020.",
"<table><tr><td></td><td>As at\n31 December\n2019</td><td>As at\n30 September\n2020</td></tr><tr><td>Annual growth rate of revenue during the 5-year forecast\nperiod\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002</td><td>3.0%-10.0%</td><td>0.2%-9.8%</td></tr><tr><td>Pre-tax discount rate \u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002</td><td>12.6%</td><td>13.9%</td></tr></table>",
"The headroom calculated based on the recoverable amounts deducting the carrying amount of the cash-generating unit as at 31 December 2019 and 30 September 2020 is RMB10,038,000 and RMB5,901,000 respectively.",
"Management have undertaken sensitivity analysis on the impairment test of goodwill. The following table sets out the hypothetical changes to annual growth rate and pre-tax discount rate that would, in isolation, have removed the remaining headroom respectively as at 31 December 2019 and 30 September 2020:",
"<table><tr><td></td><td>As at\n31 December\n2019</td><td>As at\n30 September\n2020</td></tr><tr><td>Decrease in annual growth rate \u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002</td><td>0.2%</td><td>0.1%</td></tr><tr><td>Increase in pre-tax discount rate \u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002\u0002</td><td>3.5%</td><td>2.2%</td></tr></table>",
"As a result of the above impairment tests, the directors of the Company are of the view that there was no impairment of goodwill as at 31 December 2019 and 30 September 2020."
] |
[] |
2592163_42.pdf
|
2592163_43.pdf
|
en
|
[
"# BOARD COMPOSITION",
"The Board currently comprises eight members, including two executive Directors, three non-executive Directors and three independent non-executive Directors.",
"The list of all Directors is set out under “Corporate Information” on page 81 and the independent non-executive Directors are expressly identified in all corporate communications pursuant to the Hong Kong Listing Rules.",
"As at 31 December 2017, the board of directors of the Company comprises the following Directors:",
"# Executive Directors",
"Li Chaochun, Chairman",
"Li Faben, General Manager (also the chief executive within the meaning of the Corporate Governance Code)",
"# Non-Executive Directors",
"Ma Hui, Vice Chairman",
"Yuan Honglin",
"Cheng Yunlei",
"# Independent Non-Executive Directors",
"Bai Yanchun",
"Xu Shan",
"Cheng Gordon",
"The list of Directors (by category) is also disclosed in all corporate communications issued by the Company from time to time pursuant to the Hong Kong Listing Rules. There is no relationship among members of the Board (including financial, business, family or other material or relevant relationship).",
"For the year ended 31 December 2017, the Board, at all times, met the requirements of the Hong Kong Listing Rules relating to the appointment of at least three independent non-executive Directors, and at least one-third of the Board with at least one independent non-executive Director possessing appropriate professional qualifications, or accounting or related financial management expertise.",
"The Company has received an annual confirmation from each independent non-executive Director of his independence pursuant to the requirements of the Hong Kong Listing Rules. The Company considers all independent non-executive Directors to be independent in accordance with the independence guidelines set out in Rule 3.13 of the Hong Kong Listing Rules.",
"Non-executive Directors (including independent non-executive Directors) bring a wide range of business and financial expertise, experience and independent judgment to the Board. Through active participation in Board meetings or meetings of Board committees, supervising management issues involving potential conflict of interests and serving on Board committees, all non-executive Directors (including independent non-executive Directors) make various contributions towards the direction of the Company."
] |
[
"# CHAIRMAN AND GENERAL MANAGER",
"The roles and duties of the Chairman and the General Manager are carried out by different individuals and their respective responsibilities have been clearly specified in writing.",
"The Chairman, Mr. Li Chaochun, provides leadership for the Board and is also responsible for chairing the meetings, leading the operations of the Board and ensuring that all major and appropriate issues are discussed by the Board in a timely and constructive manner.",
"The General Manager, Mr. Li Faben, is responsible for running the Company’s business operations and implementing the Group’s strategic plans and business goals.",
"# APPOINTMENT AND RE-ELECTION OF DIRECTORS",
"In accordance with the Company’s articles of association (the “Articles of Association”), all Directors of the Company are subject to retirement by rotation at least once every three years and any new Director appointed by the Board to fill a casual vacancy or as an addition to the Board shall submit himself/herself for election by shareholders at the first general meeting after appointment.",
"Each Director of the Company is appointed for a term commencing from the date on which the resolution regarding his appointment/re-election is passed until the conclusion of the annual general meeting of the Company to be held in 2018, and will retire and be re-elected at such annual general meeting. According to the Detailed Working Rules for Independent Directors adopted on 9 October 2012, the term of office for independent non-executive Directors shall be the same as that of other Directors of the Company, and they may stand for re-election upon expiry of their term, but the re-appointment shall not exceed six years. Mr. Bai Yanchun, Mr. Xu Shan and Mr. Cheng Gordon, who were appointed as the independent non-executive Directors on 17 August 2012, will not offer themselves for re-election at the annual general meeting to be held in 2018. The Board proposed a special resolution at the 2015 annual general meeting regarding the amendment to the Articles of Association, fixing the number of the Board members at 7 to 11 so that the number and composition of the Board of Directors of the Company are in compliance with the requirements under the Company Law and the Hong Kong Listing Rules.",
"The Nomination Committee and the Board selected candidates of Directors with reference to major shareholders’ recommendations and certain criteria and procedures. The relevant criteria mainly include the candidate’s professional background, especially his or her experience in the industry where the Group operates, his or her financial and past track record with other similar companies and the recommendations from management and other knowledgeable individuals. The procedures and process of appointment, re-election and removal of Directors are laid down in the Articles of Association. The Nomination Committee of the Company is responsible for reviewing the Board composition, monitoring the appointment, nomination and succession plan of Directors and assessing the independence of independent non-executive Directors.",
"# INDUCTION AND CONTINUING PROFESSIONAL DEVELOPMENT FOR DIRECTORS",
"Each newly appointed Director receives a comprehensive, formal and tailored induction on the first occasion of his/her appointment so as to ensure that he/she has an appropriate understanding of the business and operations of the Company and that he/she is fully aware of his/her responsibilities and obligations under the Hong Kong Listing Rules and relevant regulatory requirements.",
"The Directors are regularly updated with legal and regulatory developments as well as business and market changes to facilitate the discharge of their responsibilities. Briefings and continual professional development schemes for Directors will be arranged whenever necessary.",
"The Company encourages all Directors to participate in continuous professional development to develop and refresh their knowledge and skills in order to ensure that their contribution to the Board remains fully informed and relevant. For the year ended 31 December 2017, all Directors attended the training courses organized by the Company on corporate governance and regulatory development, and obtained and read relevant materials presented to them by the Office of the Board of the Company, including updates of laws and regulations."
] |
[] |
11780998_314.pdf
|
11780998_315.pdf
|
en
|
[
"# XVII. NOTES TO MAJOR ITEMS IN FINANCIAL STATEMENTS OF THE PARENT (Continued)",
"# 2. Other receivables (Continued)",
"# (9). Provision for bad debts (Continued)",
"# 2019",
"Unit: Yuan Currency: RMB",
"<table><tr><td rowspan=\"2\">Provision for bad debt</td><td>Stage 1</td><td>Stage 2</td><td>Stage 3</td><td rowspan=\"2\">Total</td></tr><tr><td>12-months\nECL</td><td>Lifetime ECL\n(non-credit\n impaired)</td><td>Lifetime ECL \n(credit \nimpaired)</td></tr><tr><td>Amount as at 1 January 2019</td><td>420,451.00</td><td>69,160.92</td><td>–</td><td>489,611.92</td></tr><tr><td>Amounts due for the period as\n at 1 January 2019</td><td></td><td></td><td></td><td></td></tr><tr><td>– Transferred to stage 2</td><td>–</td><td>–</td><td>–</td><td>–</td></tr><tr><td>– Transferred to stage 3</td><td>–</td><td>–</td><td>–</td><td>–</td></tr><tr><td>– Reversed to stage 2</td><td>–</td><td>–</td><td>–</td><td>–</td></tr><tr><td>– Reversed to stage 1</td><td>–</td><td>–</td><td>–</td><td>–</td></tr><tr><td>Provision for the period</td><td>–</td><td>93,632.41</td><td>–</td><td>93,632.41</td></tr><tr><td>Reversal for the period</td><td>-16,400.00</td><td>–</td><td>–</td><td>-16,400.00</td></tr><tr><td>Write-off for the period</td><td>–</td><td>–</td><td>–</td><td>–</td></tr><tr><td>Cancellation for the period</td><td>–</td><td>–</td><td>–</td><td>–</td></tr><tr><td>Other changes</td><td>–</td><td>–</td><td>–</td><td>–</td></tr><tr><td>Amount as at 31 December 2019</td><td>404,051.00</td><td>162,793.33</td><td>–</td><td>566,844.33</td></tr></table>"
] |
[
"# XVII. NOTES TO MAJOR ITEMS IN FINANCIAL STATEMENTS OF THE PARENT (Continued)",
"# 2. Other receivables (Continued)",
"# (9). Provision for bad debts (Continued)",
"The significant changes in the gross carrying amount of other receivables that affected the changes in loss provisions in the current period are as follows:",
"# For the six months ended 30 June 2020",
"Unit: Yuan Currency: RMB",
"<table><tr><td rowspan=\"2\">Book Value</td><td>Stage 1</td><td>Stage 2</td><td>Stage 3</td><td rowspan=\"2\">Total</td></tr><tr><td>12-months ECL</td><td>Lifetime ECL\n(non-credit\nimpaired)</td><td>Lifetime ECL \n(credit \nimpaired)</td></tr><tr><td>Amount as at 1 January 2020</td><td>6,188,654,816.55</td><td>269,937.32</td><td>–</td><td>6,188,924,753.87</td></tr><tr><td>Amounts due for the period as \n at 1 January 2020</td><td></td><td></td><td></td><td></td></tr><tr><td>– Transferred to stage 2</td><td>–</td><td>–</td><td>–</td><td>–</td></tr><tr><td>– Transferred to stage 3</td><td>–</td><td>–</td><td>–</td><td>–</td></tr><tr><td>– Reversed to stage 2</td><td>–</td><td>–</td><td>–</td><td>–</td></tr><tr><td>– Reversed to stage 1</td><td>–</td><td>–</td><td>–</td><td>–</td></tr><tr><td>Provision for the period</td><td>4,471,396,255.93</td><td>–</td><td>–</td><td>4,471,396,255.93</td></tr><tr><td>Reversal for the period</td><td>-3,638,533,099.32</td><td>–</td><td>–</td><td>-3,638,533,099.32</td></tr><tr><td>Write-off for the period</td><td>–</td><td>–</td><td>–</td><td>–</td></tr><tr><td>Cancellation for the period</td><td>–</td><td>–</td><td>–</td><td>–</td></tr><tr><td>Other changes</td><td>–</td><td>–</td><td>–</td><td>–</td></tr><tr><td>Amount as at 30 June 2020</td><td>7,021,517,973.16</td><td>269,937.32</td><td>–</td><td>7,021,787,910.48</td></tr></table>"
] |
[] |
7570943_19.pdf
|
7570943_20.pdf
|
en
|
[
"# 12 CAPITAL, RESERVES AND DIVIDENDS",
"# (a) Movements in components of equity",
"The reconciliation between the opening and closing balances of each component of the Group’s consolidated equity is set out in the consolidated statement of changes in equity. Details of the changes in the Company’s individual components of equity between the beginning and the end of the year are set out below:",
"<table><tr><td rowspan=\"2\"></td><td>Share cailpta</td><td>Cailpta \nreserve</td><td>PRC statutory \nreserve</td><td>Retained\n profits</td><td>Total</td></tr><tr><td>RMB’000</td><td>RMB’000</td><td>RMB’000</td><td>RMB’000</td><td>RMB’000</td></tr><tr><td>Balance at 1 January \n2019</td><td>1,074,358</td><td>3161,02</td><td>57,606</td><td>212,868</td><td>1,660,934</td></tr><tr><td>Changes in equity for \n2019</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Total comprehensive \nincome for the year</td><td>–</td><td>–</td><td>–</td><td>38141,</td><td>38141,</td></tr><tr><td>Transfer to statutory \nreserve</td><td>–</td><td>–</td><td>3,814</td><td>(3,814)</td><td>–</td></tr><tr><td>Dividends approved \nin respect of the \nprevious year</td><td>–</td><td>–</td><td>–</td><td>(91,320)</td><td>(91,320)</td></tr><tr><td>Balance at 31 \nDecember 2019 and \n1 January 2020</td><td>1,074,358</td><td>3161,02</td><td>6142,0</td><td>155,875</td><td>1,607,755</td></tr><tr><td>Changes in equity for \n2020</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Total comprehensive \nincome for the year</td><td>–</td><td>–</td><td>–</td><td>167,084</td><td>167,084</td></tr><tr><td>Transfer to statutory \nreserve</td><td>–</td><td>–</td><td>16,708</td><td>(16,708)</td><td>–</td></tr><tr><td>Dividends approved \nin respect of the \nprevious year</td><td>–</td><td>–</td><td>–</td><td>(1074,36)</td><td>(1074,36)</td></tr><tr><td>Balance at 31 \nDecember 2020</td><td>1,074,358</td><td>3161,02</td><td>7812,8</td><td>198,815</td><td>1,6674,03</td></tr></table>"
] |
[
"# (b) Dividends",
"# (i) Dividends payable to equity shareholder of the Company attributable to the year:",
"<table><tr><td rowspan=\"2\"></td><td>2020</td><td>2019</td></tr><tr><td>RMB’000</td><td>RMB’000</td></tr><tr><td>Final dividend proposed after the end of \nthe year of RMB0.12 per ordinary share \n(2019: RMB0.1 per ordinary share)</td><td>128,923</td><td>107,436</td></tr></table>",
"On 24 March 2021, a dividend for the year ended 31 December 2020 of approximately RMB128,923 thousand, representing RMB0.12 per share was proposed by the Board of Directors of the Company. Such dividend is to be approved by the shareholders at the Annual General Meeting of the Company. The final dividend proposed after the end of the reporting period has not been recognised as a liability at the end of the reporting period.",
"# (ii) Dividends payable to equity shareholder of the Company attributable to the previous financial year, approved and paid during the year:",
"<table><tr><td rowspan=\"2\"></td><td>2020</td><td>2019</td></tr><tr><td>RMB’000</td><td>RMB’000</td></tr><tr><td>Final dividend in respect of the previous \nfinancial year, approved and paid during \nthe year</td><td>107,436</td><td>91,320</td></tr></table>",
"On 17 June 2020, a dividend for the year ended 31 December 2019 of approximately RMB107,436 thousand, representing RMB0.1 per share was approved by the shareholders at the Annual General Meeting of the Company."
] |
[] |
2548718_11.pdf
|
2548718_12.pdf
|
en
|
[
"# D. APPOINTMENT AND SUCCESSION PLANNING OF DIRECTORS",
"The procedures and process of appointment, re-election and removal of Directors are laid down in the code provisions A.4 set out in the Code contained in Appendix 15 of the GEM Listing Rules throughout the year ended 31 March 2018.",
"Code A.4.1 stipulates that Non-executive Directors should be appointed for a specific term, subject to re-election and Code A.4.2 stipulates that all Directors appointed to fill a casual vacancy should be subject to election by shareholders at the first general meeting after their appointment.",
"All Independent Non-executive Directors appointed has entered into a letter of appointment with the Company for a term of one year and renewable automatically for successive terms of another year unless terminated by three-month notice in writing served by either party. Pursuant to the Code A.4.2, the Directors, regardless of his/her term of appointment, if any, are subject to retirement by rotation at least once every three years and any new director appointed to fill a casual vacancy is subject to re-election by shareholders at the first general meeting after his/her appointment. The Company in practice will observe Code A.4.2 and will ensure that any new director appointed to fill a casual vacancy shall submit himself/herself for re-election by shareholders at the first general meeting after his/her appointment.",
"# E. CHAIRMAN AND CHIEF EXECUTIVE",
"Code A.2.1 stipulates that the roles of Chairman and Chief Executive should be separate and should not be performed by the same individual.",
"Mr. Shiu Yeuk Yuen is the Chairman and Chief Executive Officer of the Company. In view of the scale of operations of the Company and the fact that daily operations of the Group’s business is delegated to the senior executives and department heads, the Board considers that vesting the roles of both Chairman and Chief Executive Officer in the same person will not impair the balance of power and authority between the Board and the management of the Company. The Board also believes that the current structure provides the Company with strong and consistent leadership and allows for effective and efficient planning and implementation of business decisions and strategies. It is in the best interest of the Group to maintain the current practice for continuous efficient operations and development of the Group.",
"# F. REMUNERATION COMMITTEE",
"A remuneration committee (the “Remuneration Committee”), consisting of three Independent Non-executive Directors and two Executive Directors, was set up by the Company in accordance with the Code. The Remuneration Committee has adopted written terms of reference in compliance with Code Provision B.1.3. The primary duties of the Remuneration Committee include the following:",
"– evaluating the performance and making recommendations to the Board on the remuneration packages of the individual executive directors and senior management;",
"– making recommendations to the Board on the Company’s policy and structure for all Directors’ and senior management remuneration and on the establishment of a formal and transparent procedure for developing remuneration policy;",
"– reviewing and approving the management’s remuneration proposals with reference to the board’s corporate goals and objectives.",
"During the year ended 31 March 2018, the Remuneration Committee held three meetings with presence of all eligible members and reviewed and made recommendations on the remunerations packages of the Directors of the Group."
] |
[
"None of the Directors participated in the determination of his/her own remuneration. Attendance of the members of the Remuneration Committee is set out below:",
"<table><tr><td>Name of Directors</td><td>Number of meeting\nattended/Number of\nmeeting held</td></tr><tr><td>Mr. Kam Tik Lun, CPA, FCCA, LL.M (ICFL)</td><td>3/3</td></tr><tr><td>Mr. Shiu Yeuk Yuen</td><td>3/3</td></tr><tr><td>Mr. Leung Ge On, Andy</td><td>3/3</td></tr><tr><td>Dr. Siu Yim Kwan, Sidney, S.B.St.J.</td><td>3/3</td></tr><tr><td>Mr. Ho Siu King, Stanley, BEng (Civ E-Law) (HKU), LLB (HKU) and LLM (LSE)</td><td>3/3</td></tr></table>",
"# G. AUDIT COMMITTEE",
"The Company established an Audit Committee with written terms of reference in compliance with the GEM Listing Rules. The primary duties of the Audit Committee are to review the Company’s annual report and financial statements, half-yearly report and quarterly reports and to provide advice and comment thereon to the Board. The Audit Committee is also responsible for reviewing and supervising the financial reporting process and internal control procedures of the Group. Currently, it consists of three Independent Non-executive Directors, Mr. Kam Tik Lun, chairman of the Audit Committee, Dr. Siu Yim Kwan, Sidney and Mr. Ho Siu King, Stanley. Four meetings were held during the financial year ended 31 March 2018. Attendance of the members of the Audit Committee is set out below:",
"<table><tr><td>Name of Directors</td><td>Number of meeting\nattended/Number of\nmeeting held</td></tr><tr><td>Mr. Kam Tik Lun, CPA, FCCA, LL.M (ICFL)</td><td>4/4</td></tr><tr><td>Dr. Siu Yim Kwan, Sidney, S.B.St.J.</td><td>4/4</td></tr><tr><td>Mr. Ho Siu King, Stanley, BEng (Civ E-Law) (HKU), LLB (HKU) and LLM (LSE)</td><td>4/4</td></tr></table>",
"The Company’s annual results for the year ended 31 March 2018, have been reviewed by the Audit Committee.",
"# H. NOMINATION COMMITTEE",
"A nomination committee (the “Nomination Committee”) consisting of three Independent Non-executive Directors and two Executive Directors was set up by the Company in accordance with the Code. The Nomination Committee has adopted written terms of reference, which have been amended by the Board in compliance with Code Provision A.5.3. The primary duties of the Nomination Committee include:",
"– reviewing the structure, size and composition (including the skills, knowledge and experience) of the Board at least annually and making recommendations on any proposed changes to the Board to complement the issuer’s corporate strategy;",
"– identify individuals suitably qualified to become board members and select or make recommendations to the board on the selection of, individuals nominated for directorships;",
"– reviewing the nomination of Directors and making recommendations to the Board on terms of such appointment;",
"– assessing the independence of Independent Non-executive Directors.",
"The Company has adopted a board diversity policy (the “Board Diversity Policy”), which sets out its approach to achieve and maintain diversity on the Board in order to enhance the effectiveness of the Board."
] |
[] |
20792103_230.pdf
|
20792103_231.pdf
|
en
|
[
"# 33. OTHER NON-CURRENT LIABILITIES",
"<table><tr><td rowspan=\"2\"></td><td>2020</td><td>2019</td></tr><tr><td>RMB’000</td><td>RMB’000</td></tr><tr><td>Consideration payable for acquisition of a portfolio of assets \nand liabilities (note (a))</td><td>32,881</td><td>42,351</td></tr><tr><td>Payable for mining rights (note (c))</td><td>566,896</td><td>433,677</td></tr><tr><td>Provision for legal claims (note (b))</td><td>8,506</td><td>8,777</td></tr><tr><td>Others</td><td>3,565</td><td>5,601</td></tr><tr><td></td><td>611,848</td><td>490,406</td></tr><tr><td>Less: current portion</td><td>(72,383)</td><td>(65,911)</td></tr><tr><td></td><td>539,465</td><td>424,495</td></tr></table>",
"(a) On 26 September 2017, SDG Xinhui, Qingdao Pingdu Jinxing Gold Mining Co. Ltd. (“Jinxing”), an independent third party of the Group, and Dazhuangzi Villagers’ Committee of Pingdu Xinhe Town (平度市新河鎮大莊子村民委員會), the former shareholder of Jinxing, entered into an asset reorganisation agreement (the “Agreement”). Pursuant to the Agreement, SDG Xinhui acquired a portfolio of assets and liabilities of Jinxing, including part of the receivables and payables, property, plant and equipment and exploration rights at a total consideration of approximately RMB174,180,000.",
"During the year ended 31 December 2018, the Group has settled part of consideration of approximately RMB114,180,000 and the remaining non-interest bearing consideration of approximately RMB60,000,000 (the “Remaining Consideration”) will be paid by 8 instalments until 31 January 2026.",
"As at 31 December 2020, the carrying amount of the Remaining Consideration included as “other non-current liabilities” amounted to approximately RMB32,881,000 (2019: RMB42,351,000) and the current portion of which to be settled within the next twelve months amounted to approximately RMB7,500,000 (2019: RMB7,792,000).",
"(b) As at 31 December 2020, the provision for legal claim of approximately US\\$1,304,000, equivalent to approximately RMB8,506,000 (2019: US\\$1,258,000, equivalent to approximately RMB8,777,000) is recognised in connection with certain outstanding labour claims of MAS.",
"(c) During the year ended 31 December 2020, the Group acquired of a mining right from Shandong Gold Group at a cash consideration of approximately RMB232,863,000 (note 43(a)). Approximately RMB160,656,000 (note 43(a)) has been paid during the year ended 31 December 2020.",
"During the year ended 31 December 2020, the Group acquired of certain mining rights from independent third parties at a total cash consideration of approximately RMB162,650,000 (2019: RMB533,677,000)."
] |
[
"# 34. DEFERRED TAXATION",
"The analysis of deferred income tax assets and deferred income tax liabilities is as follows:",
"<table><tr><td rowspan=\"2\"></td><td>2020</td><td>2019</td></tr><tr><td>RMB’000</td><td>RMB’000</td></tr><tr><td>Deferred income tax assets</td><td>170,877</td><td>130,000</td></tr><tr><td>Deferred income tax liabilities</td><td>(3,928,100)</td><td>(4,262,779)</td></tr><tr><td>Deferred income tax liabilities, net</td><td>(3,757,223)</td><td>(4,132,779)</td></tr></table>",
"The gross movement on the deferred income tax is as follows:",
"<table><tr><td rowspan=\"2\"></td><td>2020</td><td>2019</td></tr><tr><td>RMB’000</td><td>RMB’000</td></tr><tr><td>At the beginning of the year</td><td>(4,132,779)</td><td>(4,141,760)</td></tr><tr><td>Credited to profit or loss (note 10)</td><td>226,273</td><td>46,406</td></tr><tr><td>Currency translation differences</td><td>149,283</td><td>(37,425)</td></tr><tr><td>At the end of the year</td><td>(3,757,223)</td><td>(4,132,779)</td></tr></table>",
"The following are the major deferred tax assets (liabilities) and movements thereon during the current and prior years:",
"<table><tr><td rowspan=\"2\"></td><td>Property,\nplant and\nequipment</td><td>Mining and\nexploration\nrights</td><td>Financial\nassets/\nliabilities\nat fair value\nthrough profit\nor loss</td><td> Others</td><td> Total</td></tr><tr><td>RMB’000</td><td> RMB’000</td><td> RMB’000</td><td> RMB’000</td><td> RMB’000</td></tr><tr><td>At 1 January 2019</td><td>(2,124,740)</td><td>(1,934,735)</td><td>(129,951)</td><td>47,666</td><td>(4,141,760)</td></tr><tr><td>Credited (charged) to profit or loss</td><td>116,072</td><td>121,065</td><td>(47,099)</td><td>(143,632)</td><td>46,406</td></tr><tr><td>Currency translation differences</td><td>(36,942)</td><td> –</td><td> –</td><td>(483)</td><td>(37,425)</td></tr><tr><td>At 31 December 2019 and at 1 January 2020</td><td>(2,045,610)</td><td>(1,813,670)</td><td>(177,050)</td><td>(96,449)</td><td>(4,132,779)</td></tr><tr><td>Credited (charged) to profit or loss</td><td>145,478</td><td>231,768</td><td>(45,540)</td><td>(105,433)</td><td>226,273</td></tr><tr><td>Currency translation differences</td><td>142,910</td><td> –</td><td> –</td><td>6,373</td><td>149,283</td></tr><tr><td>At 31 December 2020</td><td>(1,757,222)</td><td>(1,581,902)</td><td>(222,590)</td><td>(195,509)</td><td>(3,757,223)</td></tr></table>"
] |
[] |
3444464_100.pdf
|
3444464_101.pdf
|
en
|
[
"# Note 19. Debt",
"Long-term debt was comprised of the following at December 31, 2016 and 2015:",
"<table><tr><td></td><td>December 31,\n2016</td><td>December 31,\n2015</td></tr><tr><td>Long-term debt:</td><td></td><td></td></tr><tr><td>Senior secured term loan ........................................</td><td> $ 1,372</td><td> $ 1,493</td></tr><tr><td>Senior unsecured notes:</td><td></td><td></td></tr><tr><td>6.625%, due May 2023 ........................................</td><td>1,158</td><td>1,350</td></tr><tr><td>7.00%, due May 2025 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .</td><td>750</td><td>750</td></tr><tr><td>6.125%, due May 2023 (€295 at December 31, 2016;€ 360 at December 31, 2015)</td><td>308</td><td>395</td></tr><tr><td>Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .</td><td>3</td><td>26</td></tr><tr><td>Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .</td><td>3,591</td><td>4,014</td></tr><tr><td>Less: Unamortized issue discount on senior secured term loan ...............</td><td>5</td><td>7</td></tr><tr><td>Less: Unamortized debt issuance costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .</td><td>42</td><td>53</td></tr><tr><td>Less: Short-term borrowings and current maturities . . . . . . . . . . . . . . . . . . . . . . .</td><td>15</td><td>39</td></tr><tr><td>Long-term debt, net .............................................</td><td> $ 3,529</td><td> $ 3,915</td></tr></table>",
"# Senior Secured Credit Facilities",
"On May 12, 2015, Chemours enteredi nto a credit agreement that provides for a seven-year senior secured terml oan (the Term Loan Facility) in a principal amount of \\$1,500 repayablei n equal quarterlyi nstallments at a rate of one percent of the original principal amount per year, with the balance payable on the final maturity date. The Term Loan Facility wasi ssued with a \\$7 original issue discount and bearsi nterest at a rate of LIBOR plus 3.00%, with a 0.75% LIBOR floor. The proceeds from the Term Loan Facility were used to fund a portion of the distribution to DuPont, along with related fees and expenses.",
"The credit agreement also provided for a five-year senior secured revolving credit facility (the Revolving Credit Facility), which has been reduced to \\$750 as part of the amendment completed on February 19, 2016 (discussed below). The proceeds of anyl oans made under the Revolving Credit Facility can be used for capital expenditures, acquisitions, working capital needs and other general corporate purposes. No borrowings were outstanding under our Revolving Credit Facility but had \\$132 and \\$129i nl etters of credit issued and outstanding under this facility at December 31, 2016 and 2015, respectively. The Revolving Credit Facility bears variablei nterest of a range based on our total net leverage ratio between (a) 0.50% and 1.25% for base ratel oans and (b) 1.50% and 2.25% for LIBOR loans. The applicable margins were 1.00% for base ratel oans and 2.00% for LIBORl oans as of December 31, 2016 and 1.25% for base ratel oans and 2.25% for LIBORl oans as of December 31, 2015. In addition, we are required to pay a commitment fee on the average daily unused amount of the Revolving Credit Facility at a rate based on our total netl everage ratio, between 0.20% and 0.35%. As of December 31, 2016 and 2015, commitment fees were assessed at a rate of 0.30% and 0.35%, respectively.",
"In September 2015, in connection with the Company’s transformation plan announcedi n August 2015, Chemours andi ts Revolving Credit Facilityl enders enteredi nto an amendment to the Revolving Credit Facility that modified the consolidated EBITDA definitioni n the covenant calculation toi nclude pro forma benefits from future cost savingsi nitiativesi n the calculation of financial covenants that rely on consolidated EBITDA beginning from the quarter ended September 30, 2015. Since the revolver availabilityi n any quarteri s determined by the cushion remainingi n the financial maintenance covenants at the end of the previous quarter, this amendment increased the Company’s access to the revolving credit facility.",
"In February 2016, Chemours andi ts Revolving Credit Facilityl enders enteredi nto a second amendment to the Revolving Credit Facility that (a) replaced the total netl everage ratio financial covenant with senior secured netl everage ratio; (b) reduced the minimum required levels of interest expense coverage ratio covenant; (c)i ncreased thel imits and extended the time horizon fori nclusion of pro forma benefits of announced cost reductioni nitiatives into consolidated EBITDA definition for the purposes of calculating financial maintenance covenants; and (d) reduced the revolver availability from \\$1,000 to \\$750. As a result of this amendment, the Company recorded a charge of approximately \\$4 to write off a proportionate amount of unamortized debt issuance costs attributable to the reductioni n revolver commitment, which wasi ncludedi n “Interest expense, net”."
] |
[
"In December 2016, Chemours enteredi nto a third amendment to the credit agreement to change certain covenants and allow the Company to enter into a sale andl easeback transaction for the sale of its corporate headquarters buildingl ocatedi n Wilmington, Delaware. The amendment requires the Company to use the proceeds from sale to repay portion of the terml oans. These transactions are expected to be completedi n the first quarter of 2017, and the Company expects to receive approximately \\$32 proceeds, subject to customary closing adjustments.",
"Fees and expensesi ncurredi n connection with the amendments were approximately \\$3 and \\$1 for the years ended December 31, 2016 and 2015, respectively, which were primarily capitalizedi n “Other assets” of the Consolidated Balance Sheets and will be amortized to interest expense on a straight-line basis over the remaining term of the Revolving Credit Facility.",
"The credit agreement, as amended, contains financial covenants which, solely with respect to the Revolving Credit Facility, require Chemours not to exceed a maximum senior secured netl everage ratio of 3.50 to 1.00 each quarter through December 31, 2016, 3.00 to 1.00 through June 30, 2017 and further decreasing by 0.25 to 1.00 every subsequent six months to 2.00 to 1.00 by January 1, 2019 and thereafter. Chemoursi s also required to maintain a minimumi nterest coverage ratio of 1.75 to 1.00 each quarter through June 30, 2017 and furtheri ncreasing by 0.25 to 1.00 every subsequent six months to 3.00 to 1.00 by January 1, 2019 and thereafter. In addition, the credit agreement contains customary affirmative and negative covenants that, among other things,l imit or restrict Chemours andi ts subsidiaries’ ability, subject to certain exceptions, toi ncurl iens, merge, consolidate or sell, transfer orl ease assets, makei nvestments, pay dividends, transact with subsidiaries andi ncuri ndebtedness. The credit agreement also contains customary representations and warranties and events of default. Chemours wasi n compliance withi ts debt covenants as of December 31, 2016.",
"Chemours’ obligations under the senior secured credit facilities are guaranteed on a senior secured basis by all of its material domestic subsidiaries, subject to certain agreed upon exceptions. The obligations under the senior secured credit facilities are also, subject to certain agreed upon exceptions, secured by a first priorityl ien on substantially all of Chemours andi ts material wholly-owned domestic subsidiaries’ assets,i ncluding 100% of the stock of domestic subsidiaries and 65% of the stock of certain foreign subsidiaries.",
"# Senior Unsecured Notes",
"On May 12, 2015, Chemoursi ssued senior unsecured notes (the “Notes”) with an aggregate principal of approximately \\$2,503i n a private placement, which comprise of \\$1,350 aggregate principal amount issued at ani nterest rate of 6.625% per annum and will mature on May 15, 2023 (the “2023 Notes”), \\$750 aggregate principal amounti ssued at ani nterest rate of 7.000% per annum and will mature on May 15, 2025 (the “2025 Notes”) and €360 aggregate principal amounti ssued at ani nterest rate of 6.125% and will mature on May 15, 2023 (the “Euro Notes”). The Notes require payment of principal at maturity andi nterest semi-annuallyi n cash andi n arrears on May 15 and November 15 of each year.",
"The proceeds from the Notes were used to fund the cash andi n-kind distributions to DuPont and to pay related fees and expenses. The in-kind distribution to DuPont of \\$507 aggregate principal amount of Chemours 2025 Notes were exchanged by DuPont with third parties for certain DuPont notes.",
"In connection with thei ssuance of the Notes, Chemours enteredi nto a registration rights agreement,i n which Chemours agreed to file with the SEC, a registration statement for the exchange of the Notes for new registered notes withi dentical terms. On March 18, 2016, Chemours filed a registration statement on Form S-4 with respect to the exchange offer. The registration statement was declared effective on April 12, 2016, and the exchange offer was completed on May 19, 2016. In addition, on May 5, 2016, the Euro Notes were listed for trading on the Global Exchange Market of the Irish Stock Exchange.",
"Each series of Notesi s or will be fully and unconditionally guaranteed, jointly and severally, by Chemours’ existing and future domestic subsidiaries that guarantee (the Guarantors) the Senior Secured Credit Facilities or that guarantee other indebtedness of Chemours or any guarantor in an aggregate principal amount in excess of \\$75 (the Guarantees). The Notes are unsecured and unsubordinated obligations of Chemours. The Guarantees are unsecured and unsubordinated obligations of the Guarantors. The Notes rank equallyi n right of payment to all of Chemours’ existing and future unsecured unsubordinated debt and seniori n right of payment to all of Chemours’ existing and future debt thati s byi ts terms expressly subordinatedi n right of payment to the Notes. The Notes are subordinated toi ndebtedness under the Senior Secured Credit Facilities as well as any future secured debt to the extent of the value of the assets securing such debt. Chemours’ is obligated to offer to purchase the Notes at a price of (a) 101 percent of their principal amount, together with accrued and unpaidi nterest, if any, to the date of purchase, upon the occurrence of certain change of control events and (b) 100 percent of their principal amount, together with accrued and unpaidi nterest,i f any, to the date of purchase, with the proceeds from certain asset dispositions. These restrictions and prohibitions are subject to certain qualifications and exceptions set"
] |
[] |
11766989_26.pdf
|
11766989_27.pdf
|
en
|
[
"# Business Segment Disclosure",
"See Note 21 to the consolidated financial statements for additional information regarding our business segments.",
"# Americas",
"The Americas segment serves customers in the U.S., Canada, the Caribbean Islands and Latin America with a portfolio of integrated architecture, furniture and technology products marketed to corporate, government, healthcare, education and retail customers through the Steelcase, Coalesse, Turnstone, Smith System, AMQ and Orangebox brands.",
"<table><tr><td rowspan=\"2\">Statement of Operations Data—\nAmericas</td><td colspan=\"6\">Year Ended</td></tr><tr><td colspan=\"2\">February 22,\n2019</td><td colspan=\"2\">February 23,\n2018</td><td colspan=\"2\">February 24,\n2017</td></tr><tr><td>Revenue</td><td>$ 2,470.2</td><td>100.0%</td><td>$ 2,193.8</td><td>100.0%</td><td>$ 2,231.9</td><td>100.0%</td></tr><tr><td>Cost of sales</td><td>1,673.5</td><td>67.7</td><td>1,450.8</td><td>66.1</td><td>1,456.2</td><td>65.3</td></tr><tr><td>Restructuring costs</td><td>—</td><td>—</td><td>—</td><td>—</td><td>2.6</td><td>0.1</td></tr><tr><td>Gross profit</td><td>796.7</td><td>32.3</td><td>743.0</td><td>33.9</td><td>773.1</td><td>34.6</td></tr><tr><td>Operating expenses</td><td>586.8</td><td>23.8</td><td>561.6</td><td>25.6</td><td>534.2</td><td>23.9</td></tr><tr><td>Operating income</td><td>$ 209.9</td><td>8.5%</td><td>$ 181.4</td><td>8.3%</td><td>$ 238.9</td><td>10.7%</td></tr></table>",
"<table><tr><td rowspan=\"2\">Organic Revenue Growth (Decline)—Americas</td><td colspan=\"2\">Year Ended</td></tr><tr><td>February 22,\n2019</td><td>February 23,\n2018</td></tr><tr><td>Prior year revenue</td><td>$ 2,193.8</td><td>$ 2,231.9</td></tr><tr><td>Acquisitions</td><td>84.4</td><td>4.5</td></tr><tr><td>Divestiture</td><td>(13.6)</td><td>(8.3)</td></tr><tr><td>Currency translati*on effects</td><td>(2.3)</td><td>2.0</td></tr><tr><td> Prior year revenue, adjusted</td><td>2,262.3</td><td>2,230.1</td></tr><tr><td>Current year revenue</td><td>2,470.2</td><td>2,193.8</td></tr><tr><td>Organic growth (decline) $</td><td>$ 207.9</td><td>$ (36.3)</td></tr><tr><td>Organic growth (decline) %</td><td>9%</td><td>(2)%</td></tr></table>",
"\\* Currency translation effects represent the net effect of translating prior year foreign currency revenues using the average exchange rate on a monthly basis during the current year.",
"# 2019 compared to 2018",
"Operating income in the Americas increased by \\$28.5 in 2019 compared to the prior year. The comparison was negatively impacted by \\$8.4 related to the pension charge and favorably impacted by a \\$5.0 gain on the sale of property, net of the related variable compensation effects. The increase in 2019 operating income was driven by higher revenue and lower operating expenses as a percentage of revenue, partially offset by higher cost of sales as a percentage of revenue.",
"The Americas revenue represented 71.7% of consolidated revenue in 2019. Revenue for 2019 of \\$2,470.2 represented an increase of \\$276.4 or 13% compared to 2018. The growth in 2019 was driven primarily by overall industry growth and increased project opportunities, improvements in our competitive win rates, recent acquisitions and benefits from recent list price adjustments. After adjusting for an \\$84.4 year-over-year impact of acquisitions, a\\$13.6 unfavorable impact of a divestiture and \\$2.3 of unfavorable currency translation effects, the organic revenue growth in 2019 was \\$207.9 or 9% compared to the prior year."
] |
[
"Cost of sales in 2019 was 67.7% of revenue which compared to 66.1% of revenue in 2018. Cost of sales as a percentage of revenue increased by 160 basis compared to the prior year, with 40 basis points attributable to the pension charge. The year-over-year comparison reflected the following:",
"• unfavorable shifts in business mix,",
"• approximately \\$43 of higher commodity, freight and labor (other than annual merit increases) costs, partially offset by approximately \\$32 of benefits from pricing actions,",
"• approximately \\$9 of benefits associated with cost reduction efforts, net of additional overhead investments and annual merit labor cost increases, and",
"• higher absorption of fixed costs.",
"Operating expenses in 2019 increased by \\$25.2, but decreased 180 basis points as a percentage of revenue, compared to the prior year. The increase was due to \\$27.2 from acquisitions (including \\$9.4 of amortization expense), net of a divestiture and \\$8.9 of higher variable compensation expense, partially offset by a \\$7.5 gain on the sale of property, \\$3.7 of lower severance costs and \\$2.6 of lower product development expenses.",
"# 2018 compared to 2017",
"Operating income in the Americas decreased by \\$57.5 in 2018 compared to the prior year. The decline was driven by lower sales volume, higher cost of sales as a percentage of revenue and higher operating expenses.",
"The Americas revenue represented 71.8% of consolidated revenue in 2018. Revenue for 2018 of \\$2,193.8 represented a decrease of \\$38.1 or 2% compared to 2017, reflecting ongoing shifts in demand patterns. The decrease in revenue was driven by subdued demand from large customers. Growth from our new products and solutions was partially offset by a decline in demand for legacy furniture applications. After adjusting for an \\$8.3 unfavorable impact of a divestiture, a \\$4.5 impact of an acquisition and \\$2.0 of favorable currency translation effects, the organic revenue decline in 2018 was \\$36.3 or 2% compared to the prior year.",
"Cost of sales in 2018 was 66.1% of revenue which compared to 65.3% of revenue in 2017. The year-over-year comparison reflected the following:",
"• approximately \\$10 of higher commodity costs,",
"• higher investments in support of product development and manufacturing agility,",
"• unfavorable shifts in business mix,",
"• approximately \\$17 of benefits associated with ongoing cost reduction efforts,",
"• favorability related to improvements in negotiated customer pricing, and",
"• approximately \\$5 of lower warranty costs compared to the prior year.",
"Operating expenses in 2018 increased by \\$27.4, or 170 basis points as a percentage of revenue, compared to the prior year. The increase was driven by approximately \\$34 of higher investments in product development, sales, marketing and information technology that support our growth strategies, \\$3.8 of severance costs in 2018 and a \\$1.5 impairment related to an asset held for sale, partially offset by approximately \\$9 of lower variable compensation expense."
] |
[] |
11707394_133.pdf
|
11707394_134.pdf
|
en
|
[
"# 44. PARTLY-OWNED SUBSIDIARY WITH MATERIAL NON-CONTROLLING INTERESTS (CONTINUED)",
"Details of the Group’s subsidiaries that have material non-controlling interests are set out below: (Continued)",
"# (ii) Parkway",
"<table><tr><td></td><td>2021</td><td>2020</td></tr><tr><td>Percentage of equity interest held by non-controlling \n interest of Parkway:</td><td>30%</td><td>30%</td></tr></table>",
"The following table illustrates the summarised financial information of Parkway. The amounts disclosed are before any inter-company eliminations:",
"<table><tr><td rowspan=\"2\"></td><td>2021</td><td>2020</td></tr><tr><td>HK$’000</td><td>HK$’000</td></tr><tr><td>Total expenses for the year</td><td>(301)</td><td>(5,059)</td></tr><tr><td>Loss for the year</td><td>(301)</td><td>(3,732)</td></tr><tr><td>Total comprehensive loss for the year</td><td>(301)</td><td>(3,732)</td></tr><tr><td>Loss for the year allocated to non-controlling \n interest of Parkway</td><td>(90)</td><td>(1,120)</td></tr><tr><td>Current assets</td><td>287</td><td>391</td></tr><tr><td>Non-current assets</td><td>–</td><td>171</td></tr><tr><td>Current liabilities</td><td>(2,266)</td><td>(2,356)</td></tr><tr><td>Non-current liabilities</td><td>(2,231)</td><td>(2,115)</td></tr><tr><td>Net liabilities</td><td>(4,210)</td><td>(3,909)</td></tr><tr><td>Accumulated loss of non-controlling interest of\n Parkway at the reporting date</td><td>(1,920)</td><td>(1,830)</td></tr><tr><td>Net cash flows generated from operating activities</td><td>83</td><td>41</td></tr><tr><td>Net increase in cash and cash equivalents</td><td>83</td><td>41</td></tr></table>"
] |
[
"# 45. INTERESTS IN SUBSIDIARIES",
"Particulars of the subsidiaries as at 30 June 2021 and 2020 are as follows:",
"<table><tr><td>Name of subsidiary</td><td>Place of \nincorporation/\nregistration/\noperations</td><td>Issued and \nfully paid \nshare capital</td><td colspan=\"2\">Percentage of \nownership interest</td><td>Principal activities</td></tr><tr><td></td><td></td><td></td><td>2021</td><td>2020</td><td></td></tr><tr><td>New Smart International Creation \n Limited</td><td>Hong Kong</td><td>HK$1</td><td>100%</td><td>100%</td><td>Production and \n distribution of film</td></tr><tr><td>Champion Peak Corporation Limited</td><td>Hong Kong</td><td>HK$1</td><td>100%</td><td>100%</td><td>Production of film</td></tr><tr><td>China 3D Digital Products Limited</td><td>Hong Kong</td><td>HK$1</td><td>100%</td><td>100%</td><td>Production of film</td></tr><tr><td>Eastern Master Corporation Limited</td><td>Hong Kong</td><td>HK$1</td><td>100%</td><td>100%</td><td>Production of film</td></tr><tr><td>Fantastic Union Limited</td><td>Hong Kong</td><td>HK$1</td><td>100%</td><td>100%</td><td>Production of film</td></tr><tr><td>Good Lead Corporation Limited</td><td>Hong Kong</td><td>HK$1</td><td>100%</td><td>100%</td><td>Production of film</td></tr><tr><td>Good Time Investment Limited</td><td>Hong Kong</td><td>HK$1</td><td>100%</td><td>100%</td><td>Production of film</td></tr><tr><td>Joyful Excellence Limited</td><td>Hong Kong</td><td>HK$1</td><td>100%</td><td>100%</td><td>Production of film</td></tr><tr><td>Go Up Zone Limited</td><td>Hong Kong</td><td>HK$1</td><td>100%</td><td>100%</td><td>Production of film</td></tr><tr><td>New Modern Corporation Limited</td><td>Hong Kong</td><td>HK$1</td><td>100%</td><td>100%</td><td>Production of film</td></tr><tr><td>New Noble Corporation Limited</td><td>Hong Kong</td><td>HK$1</td><td>100%</td><td>100%</td><td>Production of film</td></tr><tr><td>New Pioneer Corporation Limited</td><td>Hong Kong</td><td>HK$1</td><td>100%</td><td>100%</td><td>Production of film</td></tr><tr><td>Cream Digital Limited</td><td>Hong Kong</td><td>HK$1</td><td>100%</td><td>100%</td><td>Production of film</td></tr><tr><td>Source Hunter Corporation Limited</td><td>Hong Kong</td><td>HK$1</td><td>100%</td><td>100%</td><td>Production of film</td></tr><tr><td>China 3D Digital Distribution Limited</td><td>Hong Kong</td><td>HK$1</td><td>100%</td><td>100%</td><td>Distribution of films</td></tr><tr><td>Red Rich Investment Limited</td><td>Hong Kong</td><td>HK$1</td><td>100%</td><td>100%</td><td>Distribution of films</td></tr><tr><td>Smooth Success Development \n Limited</td><td>Hong Kong</td><td>HK$1</td><td>100%</td><td>100%</td><td>Distribution of films</td></tr></table>"
] |
[] |
9280341_24.pdf
|
9280341_25.pdf
|
en
|
[
"# 11. TOTAL DISTRIBUTABLE INCOME",
"Total distributable income is the (loss) profit for the period, before distribution to unitholders as adjusted to eliminate the effects of Adjustments (as defined and set out in the Trust Deed) which have been recorded in the condensed consolidated income statement for the relevant period. The Adjustments to arrive at total distributable income for the period are set out below:",
"<table><tr><td rowspan=\"2\"></td><td>2020</td><td>2019</td></tr><tr><td>HK$'000 \n(unaudited)</td><td>HK$'000 \n(unaudited)</td></tr><tr><td>(Loss) profit for the period, before distribution to unitholders</td><td>(8,491,803)</td><td>3,186,527</td></tr><tr><td>Adjustments:</td><td></td><td></td></tr><tr><td>M'anagers fees payable in units</td><td>71,660</td><td>75,757</td></tr><tr><td>Decrease (increase) in fair value of investment properties</td><td>9,172,565</td><td>(2,455,700)</td></tr><tr><td>Fair value changes on financial assets at fair value \nthrough profit or loss</td><td>1,939</td><td>-</td></tr><tr><td>Non-cash finance costs</td><td>12,434</td><td>20,955</td></tr><tr><td>Deferred tax</td><td>37,277</td><td>41,384</td></tr><tr><td>Total distributable income</td><td>804,072</td><td>868,923</td></tr></table>",
"# 12. DISTRIBUTION STATEMENT",
"<table><tr><td rowspan=\"2\"></td><td>2020</td><td>2019</td></tr><tr><td>HK$'000 \n(unaudited)</td><td>HK$'000 \n(unaudited)</td></tr><tr><td>Total distributable income (note 11)</td><td>804,072</td><td>868,923</td></tr><tr><td>Percentage of distributable income for distribution (note (i))</td><td>90%</td><td>90%</td></tr><tr><td>Total distribution amount to be paid</td><td>723,665</td><td>782,031</td></tr><tr><td>Distribution per unit to unitholders (note (ii))</td><td>HK$0.1229</td><td>HK$0.1332</td></tr></table>",
"Notes:",
"(i) It is the policy of the Manager to distribute 90% (six months ended 30 June 2019: 90%) of available distributable income as the distributions for the six months ended 30 June 2020 (the \"Interim Distribution Period\").",
"(ii) The interim distribution per unit of HK\\$0.1229 for the six months ended 30 June 2020 is calculated based on the interim distribution to be paid of HK\\$723,665,000 for the period and 5,888,833,523 units in issue as at 30 June 2020. Such interim distribution will be subject to further adjustments upon the issuance of units on or before 25 September 2020, which is the record date set for such period. The interim distribution will be paid to unitholders on 9 October 2020.",
"The interim distribution per unit of HK\\$0.1332 for the six months ended 30 June 2019 was calculated based on the interim distribution paid of HK\\$782,031,000 for the period and 5,872,789,311 units as of 20 September 2019, which was the record date for the period. The interim distribution was paid to unitholders on 4 October 2019."
] |
[
"# 13. BASIC (LOSS) EARNINGS PER UNIT",
"The basic (loss) earnings per unit during the six months ended 30 June 2020 is calculated by dividing the loss for the period before distribution to unitholders of HK\\$8,491,803,000 (2019: profit for the period before distribution to unitholders of HK\\$3,186,527,000) by the weighted average number of units of 5,892,170,575 (2019: 5,860,193,423) in issue during the period, taking into account the units issuable as manager's fee for its service for each of the six months ended 30 June 2020 and 2019.",
"There were no diluted potential units in issue during the six months ended 30 June 2020 and 2019, therefore the diluted earnings per unit has not been presented.",
"# 14. TRADE AND OTHER RECEIVABLES",
"<table><tr><td rowspan=\"2\"></td><td>At \n30 June \n2020</td><td>At \n31 December \n2019</td></tr><tr><td>HK$'000 \n(unaudited)</td><td>HK$'000 \n(audited)</td></tr><tr><td>Trade receivables</td><td>37,322</td><td>10,467</td></tr><tr><td>Deferred lease receivables</td><td>183,545</td><td>166,052</td></tr><tr><td>Deposits, prepayments and other receivables</td><td>81,466</td><td>82,845</td></tr><tr><td></td><td>302,333</td><td>259,364</td></tr></table>",
"Aging analysis of the Group's trade receivables presented based on the invoice date at the end of the reporting period is as follows:",
"<table><tr><td rowspan=\"2\"></td><td>At \n30 June \n2020</td><td>At \n31 December \n2019</td></tr><tr><td>HK$'000 \n(unaudited)</td><td>HK$'000 \n(audited)</td></tr><tr><td>0 - 3 months</td><td>30,838</td><td>10,467</td></tr><tr><td>3 - 6 months</td><td>4,179</td><td>-</td></tr><tr><td>Over 6 months</td><td>2,305</td><td>-</td></tr><tr><td></td><td>37,322</td><td>10,467</td></tr></table>"
] |
[] |
9324296_242.pdf
|
9324296_243.pdf
|
en
|
[
"# Six months ended 30 June 2010 compared to six months ended 30 June 2009",
"Turnover. Our turnover increased by 53.0% from RMB 2,045.0 million for the six months ended 30 June 2009 to RMB 3,127.9 million for the six months ended 30 June 2010, primarily due to an increase in sales of new automobiles by 55.8% from RMB 1,723.1 million for the six months ended 30 June 2009 to RMB 2,684.6 million for the six months ended 30 June 2010.",
"Turnover increased by 90.2% from sales of premium and ultra premium branded automobiles from RMB 871.0 million for the six months ended 30 June 2009 to RMB 1,656.3 million for the six months ended 30 June 2010. We attribute this increase primarily to the growth of the PRC premium and ultra premium brands market in general, the continued expansion of our dealership operations, particularly our sales from two new BMW dealership stores in Baotou and Beijing that commenced operations in February and June 2010 respectively and one Porsche dealership store in Dongguan that commenced operation in May 2010, as well as the continued ramp-up of two BMW dealership stores in Nanchang and Zhuhai that commenced operations in October 2008 and March 2009 respectively. The three new dealership stores in Baotou, Beijing and Dongguan generated RMB 213.1 million in sales for the six months ended 30 June 2010. The BMW dealership stores in Nanchang and Zhuhai generated RMB 230.7 million in sales for the six months ended 30 June 2010, compared to RMB 67.6 million for the six months ended 30 June 2009. The increase in turnover from sales of premium and ultra premium branded automobiles was also attributable to the increased sales volumes as well as the average sales prices of our premium and ultra premium branded automobiles as we adjusted our sales strategies to market and sell higher-priced models of premium and ultra premium branded automobiles that were introduced by automobile manufacturers. Turnover from sales of middle market automobiles increased by 20.7% from RMB 852.1 million for the six months ended 30 June 2009 to RMB 1,028.4 million for the six months ended 30 June 2010, primarily due to the growth of the overall PRC automobile market and the continued expansion of our dealership operations, particularly our sales from one new middle market brand dealership store in Inner Mongolia that commenced operations in March 2010. The dealership store in Inner Mongolia generated RMB 29.0 million in sales for the six months ended 30 June 2010. Turnover from sales of new automobiles also increased as a result of the growth of the overall PRC automobile market. According to ACMR, sales values of automobiles increased by 49.6% from the six months ended 30 June 2009 to the six months ended 30 June 2010.",
"In addition, turnover from provision of after-sales services increased by 45.7% from RMB 166.7 million for the six months ended 30 June 2009 to RMB 242.9 million for the six months ended 30 June 2010, which was primarily attributable to our expanded customer base and our adjustments in sales strategies for automobile accessories to offer expanded range of selection and higher priced products. Turnover from provision of logistics services and sales of lubricant oil increased by 29.1% from RMB 155.2 million to RMB 200.4 million, which was primarily due to the increase in demand from our customers as a result of the increased sales of automobiles.",
"Cost of sales. Our cost of sales increased by 50.0% from RMB 1,892.3 million for the six months ended 30 June 2009 to RMB 2,838.7 million for the six months ended 30 June 2010. This increase was due primarily to the increase in cost of sales for new automobiles, which increased by 52.1% from RMB 1,667.7 million to RMB 2,536.6 million for the same period as our sales of new automobiles increased."
] |
[
"Cost of sales increased by 83.6% from RMB 843.7 million for the six months ended 30 June 2009 to RMB 1,549.0 million for the six months ended 30 June 2010 for premium branded automobiles and increased by 19.8% from RMB 824.1 million to RMB 987.6 million for middle market branded automobiles in the same period. The increase in cost of sales of new automobiles was generally in line with the increased turnover from sales of new automobiles. The increase in our cost of sales was also due in part to an increase in cost of sales of after-sales services, which increased by 37.7% from RMB 102.9 million to RMB 141.7 million during the same period, and was generally in line with the increased turnover from after-sales services. In addition, our cost of sales of our logistics services and lubricant oil trading business increased by 31.8% from RMB 121.7 million to RMB 160.4 million during the same period, which was generally in line with the increased turnover from our logistics services and lubricant oil trading business.",
"Gross profit. Our gross profit increased by 89.4% from RMB 152.7 million for the six months ended 30 June 2009 to RMB 289.2 million for the six months ended 30 June 2010.",
"Gross profit from our dealership business increased from RMB 119.2 million for the six months ended 30 June 2009 to RMB 249.2 million for the six months ended 30 June 2010, primarily due to an increase in gross profit from sales of new automobiles. Gross profit from sales of premium and ultra premium branded automobiles increased from RMB 27.4 million to RMB 107.2 million for the same period and gross profit from sales of middle market branded automobiles increased from RMB 28.0 million to RMB 40.8 million for the same period. In addition, gross profit from after-sales services increased from RMB 63.8 million to RMB 101.2 million in the same period.",
"Gross profit from our logistics services and lubricant oil trading business increased from RMB 33.5 million to RMB 40.0 million in the same period.",
"Our gross margin increased from 7.5% for the six months ended 30 June 2009 to 9.2% for the six months ended 30 June 2010. This increase was primarily due to the increased proportion of our sales of premium and ultra premium branded automobiles, which generally have higher gross margin than sales of middle market branded automobiles, as well as increased sales of higher priced premium branded automobile models and accessories which have higher margins as a result of our adjustments in the sales strategies.",
"Other revenue and other net income. Our other revenue and other net income increased by 82.7% from RMB 12.7 million for the six months ended 30 June 2009 to RMB 23.2 million for the six months ended 30 June 2010, primarily due to the increase in our commission income received from financial institutions and insurance companies as we brokered more loans and insurance policies in connection with our increased sales of new automobiles. In addition, interest income from bank deposits also increased as a result of the increased balance of our pledged bank deposits."
] |
[] |
20735750_74.pdf
|
20735750_75.pdf
|
en
|
[
"We communicate with Audit Committee regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.",
"We also provide Audit Committee with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.",
"From the matters communicated with Audit Committee, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.",
"The engagement partner on the audit resulting in this independent auditor’s report is Ng Ping Fai.",
"PricewaterhouseCoopers",
"Certified Public Accountants",
"Hong Kong, 22 November 2017"
] |
[
"<table><tr><td></td><td></td><td colspan=\"2\">Year ended 31 August</td></tr><tr><td></td><td>Note</td><td>2017</td><td>2016</td></tr><tr><td></td><td></td><td>RMB’000</td><td>RMB’000</td></tr><tr><td>Revenue</td><td>5</td><td>846,222</td><td>781,331</td></tr><tr><td>Cost of revenue</td><td>8</td><td>(410,464)</td><td>(375,133)</td></tr><tr><td>Gross profit</td><td></td><td>435,758</td><td>406,198</td></tr><tr><td>Selling expenses</td><td>8</td><td>(3,755)</td><td>(4,196)</td></tr><tr><td>Administrative expenses</td><td>8</td><td>(147,203)</td><td>(70,421)</td></tr><tr><td>Other income</td><td>6</td><td>22,870</td><td>6,442</td></tr><tr><td>Other gains/(losses) — net</td><td>7</td><td>1,060</td><td>(337)</td></tr><tr><td>Operating profit</td><td></td><td>308,730</td><td>337,686</td></tr><tr><td>Finance income</td><td>10</td><td>15,527</td><td>1,376</td></tr><tr><td>Finance expenses</td><td>10</td><td>(10,456)</td><td>(27,386)</td></tr><tr><td>Finance income/(expenses) — net</td><td></td><td>5,071</td><td>(26,010)</td></tr><tr><td>Profit before income tax</td><td></td><td>313,801</td><td>311,676</td></tr><tr><td>Income tax expense</td><td>11</td><td>—</td><td>—</td></tr><tr><td>Profit attributable to equity holders of the Company</td><td></td><td>313,801</td><td>311,676</td></tr><tr><td>Earnings per share attributable to equity holders \nof the Company (RMB Yuan)</td><td></td><td></td><td></td></tr><tr><td>Basic</td><td>12</td><td>0.12</td><td>0.14</td></tr><tr><td>Diluted</td><td>12</td><td>0.12</td><td>0.14</td></tr></table>"
] |
[] |
9313970_167.pdf
|
9313970_168.pdf
|
en
|
[
"abovementioned. Accordingly, our Directors are of the view that, it is expected that the downward fluctuations, if any, in number of SMILE surgeries conducted should stabilize gradually and will not have material adverse impact on our Group’s operation and financial performance.",
"Revenue generated from treatment for other eye problems had increased during the Track Record Period, from approximately HK\\$36.3 million for the year ended 31 March 2019 to approximately HK\\$36.8 million which for the year ended 31 March 2020 which was generally consistent with an increase in total number of patient visits, and then further increased to HK\\$44.8 million for the year ended 31 March 2021 which was mainly due to the increase in revenue recorded for our standard cataract surgeries and laser procedures. Revenue generated from treatment for other eye problems had increased during the Track Record Period, from approximately HK\\$12.3 million for the four months ended 31 July 2020 to approximately HK\\$22.1 million for the four months ended 31 July 2021, which was mainly due to the increase in revenue recorded for each of our standard cataract surgeries, laser procedures, PPV surgeries and other treatments/surgeries. As the majority of our Medical Practitioners had been providing ophthalmic services under our brand ‘‘Clarity’’ for more than three years, we were able to build up our patient base by word-of-mouth referrals from existing patients and as a result, our Directors are of the view that it had contributed to the increase in revenue generated from treatments for other eye problems during the four months ended 31 July 2021.",
"Revenue generated from our consultation and examination service decreased from approximately HK\\$9.2 million for the year ended 31 March 2019 to HK\\$8.5 million for the year ended 31 March 2020 and had subsequently increased to HK\\$9.1 million for the year ended 31 March 2021. Revenue generated from the sales of prescription remained relatively stable during the Track Record Period, which amounted to approximately HK\\$6.3 million, HK\\$6.2 million and HK\\$6.9 million, respectively. Revenue generated from our consultation and examination service increased from approximately HK\\$2.7 million for the four months ended 31 July 2020 to HK\\$3.8 million for the four months ended 31 July 2021 which was mainly due to the growth of member of patient visits. Revenue generated from the sales of prescription increased by approximately HK\\$0.8 million, or 39.4%, from approximately HK\\$2.0 million for the four months ended 31 July 2020 to HK\\$2.8 million for the four months ended 31 July 2021. The increase in revenue generated from sales of prescriptions and others was generally in line with our overall increase in consultation and examination services provided during the period.",
"The table below sets forth the breakdown of our revenue by refractive treatments for the Track Record Period:",
"<table><tr><td rowspan=\"4\"></td><td colspan=\"6\">For the year ended 31 March</td><td colspan=\"4\"> For the four months ended 31 July</td></tr><tr><td colspan=\"2\">2019</td><td colspan=\"2\">2020</td><td colspan=\"2\">2021</td><td colspan=\"2\">2020</td><td colspan=\"2\">2021</td></tr><tr><td>HK$’000</td><td>%</td><td> HK$’000</td><td>%</td><td> HK$’000</td><td>%</td><td> HK$’000</td><td>%</td><td> HK$’000</td><td>%</td></tr><tr><td></td><td></td><td></td><td></td><td></td><td></td><td colspan=\"2\">(Unaudited)</td><td></td><td></td></tr><tr><td>Refractive treatments</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>(a) SMILE surgeries</td><td>97,822</td><td>63.2</td><td>112,424</td><td>67.4</td><td>100,104</td><td>61.9</td><td>29,786</td><td>61.4</td><td>26,964</td><td>54.6</td></tr><tr><td>(b) LASIK surgeries</td><td>2,735</td><td>1.8</td><td>2.808</td><td>1.7</td><td>3,654</td><td>2.3</td><td>1,067</td><td>2.3</td><td>1,119</td><td>2.2</td></tr><tr><td>(c) Multifocal IOL relpacements</td><td>49,227</td><td>31.8</td><td>43,343</td><td>26.0</td><td>49,064</td><td>30.3</td><td>14,962</td><td>30.9</td><td>17,833</td><td>35.6</td></tr><tr><td>(d) ICL imlpantations</td><td>4,970</td><td>3.2</td><td>8,226</td><td>4.9</td><td>8,846</td><td>5.5</td><td>2,660</td><td>5.4</td><td>3,760</td><td>7.6</td></tr><tr><td>Total</td><td>154,754</td><td>100.0</td><td>166,801</td><td>100.0</td><td>161,668</td><td>100.0</td><td>48,475</td><td>100.0</td><td>49,676</td><td>100.0</td></tr></table>"
] |
[
"The table below sets forth the breakdown of our revenue by treatments for other eye problems for the Track Record Period:",
"<table><tr><td rowspan=\"4\"></td><td colspan=\"6\">For the year ended 31 March</td><td colspan=\"4\"> For the four months ended 31 July</td></tr><tr><td colspan=\"2\">2019</td><td colspan=\"2\">2020</td><td colspan=\"2\">2021</td><td colspan=\"2\">2020</td><td colspan=\"2\">2021</td></tr><tr><td>HK$’000</td><td>%</td><td> HK$’000</td><td>%</td><td> HK$’000</td><td>%</td><td> HK$’000</td><td>%</td><td> HK$’000</td><td>%</td></tr><tr><td></td><td></td><td></td><td></td><td></td><td></td><td colspan=\"2\">(Unaudited)</td><td></td><td></td></tr><tr><td>Treatments for other eye problems</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>(a) Standard cataract surgeries</td><td>16,826</td><td>46.4</td><td>16,326</td><td>44.3</td><td>18,658</td><td>41.7</td><td>5,482</td><td>44.7</td><td>6,453</td><td>36.4</td></tr><tr><td>(b) Laser procedures</td><td>8,151</td><td>22.4</td><td>7,364</td><td>20.0</td><td>10,302</td><td>23.0</td><td>2,801</td><td>27.8</td><td>5,424</td><td>24.5</td></tr><tr><td>(c) PPV surgeries</td><td>7,246</td><td>20.0</td><td>8,795</td><td>23.9</td><td>10,369</td><td>23.2</td><td>2,619</td><td>21.0</td><td>6,799</td><td>29.2</td></tr><tr><td>(d) Other treatments/ surgeries</td><td>4,060</td><td>11.2</td><td>4,356</td><td>11.8</td><td>5,422</td><td>12.1</td><td>1,359</td><td>11.5</td><td>3,421</td><td>9.9</td></tr><tr><td>Total</td><td>36,283</td><td>100.0</td><td>36,841</td><td>100.0</td><td>44,751</td><td>100.0</td><td>12,261</td><td>100.0</td><td>22,097</td><td>100.0</td></tr></table>",
"# Consultation and Examination Services",
"We provide medical consultation and examination services to our patients through our Medical Practitioners and optometrists, with support from our registered and enrolled nurses and/or nursing staff. Consultation and examination services mainly include assessments on eye conditions, such as visual acuity, refraction, anterior segment examination, fundal examination and intraocular pressure measurement. After the completion of consultation, examination and diagnosis based on our patients’ specific conditions, needs and concerns, Medication may be prescribed and/or treatments may be recommended to the patients by our Medical Practitioners. Follow-up consultation and examination services may be provided depending on the condition of the patients after taking the recommended Medication and/or completion of treatment.",
"# Treatment Services",
"We provide a range of ophthalmic treatments at our Surgery Centres or in the Private Hospitals, depending on the complexity of the treatment, the need of general anaesthesia and/or the choice of our patients. Treatment services may be recommended to our patients after the diagnosis through consultation and examination, taking into consideration a number of factors, in particular, the age and condition of the patient, the safety, effectiveness, risks and possible side-effects of the relevant treatment. One or more types of treatments may be recommended, depending on patients’ eye problems. Our Medical Practitioners will explain to patients the associated benefits and potential risks of each recommended treatment and any alternative treatment choices. We record the details of patients’ drug allergy information into our Medical Centre Management System and arrange relevant checks to ascertain the degree of myopia or hyperopia, or the curvature of corneas, before the provision of treatment services. All our patients are required to sign an operation consent form in the presence of the responsible Medical Practitioner and at least one nursing staff. Our treatment services are performed by our Medical Practitioners with assistance from frontline staff."
] |
[] |
11686939_412.pdf
|
11686939_413.pdf
|
en
|
[
"# XV. Notes to Key Items of the Company Financial Statements (Continued)",
"# 6. Investment income/(loss)",
"十五、公司主要財務報表項目註釋（續）",
"6. 投資收益╱（損失）",
"RMB",
"人民幣元",
"<table><tr><td>Item 項目</td><td>Incurred during \nthe year\n本年發生額</td><td>Incurred in \nprevious year\n上年發生額</td></tr><tr><td>Gain on long-term equity investments under 權益法核算的長期股權\nthe equity method 投資收益</td><td>112,997,281.78</td><td>109,875,033.76</td></tr><tr><td>Investment income arising from disposal of 處置長期股權投資產生的\nlong-term equity investments 投資收益</td><td>(2,344,493,792.76)</td><td>74,160,285.25</td></tr><tr><td>Gain on long-term equity investments under 成本法核算的長期股權\nthe cost method 投資收益</td><td>1,097,259,790.25</td><td>1,080,565,077.90</td></tr><tr><td>Other 其他</td><td>4,159,314.24</td><td>–</td></tr><tr><td>Total 合計</td><td>(1,130,077,406.49)</td><td>1,264,600,396.91</td></tr></table>"
] |
[
"# XV. Notes to Key Items of the Company Financial Statements (Continued)",
"# 7. Supplement to cash flow statement",
"十五、公司主要財務報表項目註釋（續）",
"7. 現金流量表補充資料",
"RMB",
"人民幣元",
"<table><tr><td>Item 項目</td><td>Incurred during \nthe year\n本年發生額</td><td>Incurred in \nprevious year\n上年發生額</td></tr><tr><td>Net profit 淨利潤</td><td>6,565,148,557.00</td><td>7,359,913,863.60</td></tr><tr><td>Add: Impairment loss of assets 加：資產減值損失</td><td>1,961,966.02</td><td>351,958,827.88</td></tr><tr><td>Impairment gain of credit 信用減值利得</td><td>(1,404,072.48)</td><td>(34,059,926.00)</td></tr><tr><td>Increase in special reserve 專項儲備的增加</td><td>22,218,884.94</td><td>20,031,981.23</td></tr><tr><td>Depreciation of fixed assets and 固定資產及投資性\ninvestment properties 房地產折舊</td><td>811,862,399.51</td><td>601,008,663.22</td></tr><tr><td>Amortization of intangible assets 無形資產攤銷</td><td>19,100,027.48</td><td>8,315,630.37</td></tr><tr><td>Losses (gains) on disposal of fixed 處置或報廢固定資產、\nassets, intangible assets and 無形資產和其他\nother long-term assets 長期資產的損失（收益）</td><td>(20,413,802.94)</td><td>3,472,164.55</td></tr><tr><td>Finance expenses 財務費用</td><td>(526,532.67)</td><td>3,439,623.10</td></tr><tr><td>Investment loss (income) 投資損失（收益）</td><td>1,130,077,406.49</td><td>(1,264,600,396.91)</td></tr><tr><td>Profit or loss on change of fair value 公允價值變動損益</td><td>(64,160,277.02)</td><td>–</td></tr><tr><td>Increase in deferred tax assets 遞延所得稅資產的增加</td><td>(444,742,582.70)</td><td>(30,320,212.07)</td></tr><tr><td>Increase in deferred tax liabilities 遞延所得稅負債的增加</td><td>6,653,805.68</td><td>–</td></tr><tr><td>Increase in inventories 存貨的增加</td><td>(1,200,231,375.10)</td><td>(1,172,939,628.20)</td></tr><tr><td>(Increase) decrease in operating 經營性應收項目的\nreceivables （增加）減少</td><td>(2,859,763,693.10)</td><td>1,850,840,404.39</td></tr><tr><td>Increase in operating payables 經營性應付項目的增加</td><td>7,251,942,122.41</td><td>5,190,664,425.45</td></tr><tr><td>Net cash flow from operating activities 經營活動產生的現金流量淨額</td><td>11,217,722,833.52</td><td>12,887,725,420.61</td></tr></table>"
] |
[] |
9297688_1.pdf
|
9297688_2.pdf
|
en
|
[
"# TABLE OF CONTENTS",
"<table><tr><td>APPROACH</td><td>2</td></tr><tr><td>ABOUT THIS REPORT</td><td>3</td></tr><tr><td>ABOUT GAMEONE</td><td>5</td></tr><tr><td>OUR STAKEHOLDERS</td><td>6</td></tr><tr><td>ENVIRONMENTAL, SOCIAL AND GOVERNANCE REPORT</td><td>7</td></tr><tr><td>SECTION A: ENVIRONMENTAL</td><td>7</td></tr><tr><td>Emissions</td><td>7</td></tr><tr><td>Use of Resources</td><td>9</td></tr><tr><td>The Environmental and Natural Resources</td><td>10</td></tr><tr><td>SECTION B: SOCIAL</td><td>11</td></tr><tr><td>Employment</td><td>11</td></tr><tr><td>Health and Safety</td><td>12</td></tr><tr><td>Development and Training</td><td>13</td></tr><tr><td>Labour Standard</td><td>13</td></tr><tr><td>Supply Chain Management</td><td>13</td></tr><tr><td>Product Responsibility</td><td>14</td></tr><tr><td>Anti-corruption</td><td>16</td></tr><tr><td>Community investment</td><td>16</td></tr><tr><td>ENVIRONMENTAL DATA</td><td>17</td></tr><tr><td>SOCIAL DATA</td><td>19</td></tr></table>"
] |
[
"# APPROACH",
"Gameone Holdings Limited (hereafter called “Gameone” or the “Company”) and its subsidiaries (collectively, the “Group” or “we”) are committed to improving business performance to maximize stakeholders’ value without compromising the environmental and social aspect, in the hope that it can bring positive impact on both the Group and the community. Aiming to be the market leader in Hong Kong and Taiwan mobile game industry, the Group focuses on developing a wide game product portfolio, ranging from self/co-developed to licensed games as well as leveraging third-party distribution platforms to enrich customer base. The strong relationship with renowned game developers and operators contributed to the success of the business.",
"We always thrive for meeting the expectation of our stakeholders. Our main stakeholders, including customers, potential investors and shareholders, employees, suppliers, non-governmental organizations (“NGOs”) and local community, post significant impact on the Group’s daily operations. Building on the insight gained from the stakeholders, we roll out a sustainability strategy, management and reporting system.",
"We constantly hope to mitigate emerging risks and explore new business opportunities. Riding on the current mobile game trend, we are hoping to refine our products to meet the escalating customers’ needs.",
"To implement sustainability strategies which apply to all levels of the Group, the top-down approach is adopted for the following sustainability strategies:",
"1. To minimize the burden on the environment",
"2. To identify and priorities the environmental and social issues",
"3. To foster the innovative culture",
"4. To respond to the crisis and market changes in a timely manner",
"5. To safeguard human rights and social culture",
"6. To actively engage stakeholders in the decision-making process",
"7. To nurture and empower our employees",
"8. To support the local community",
"Hard work lies ahead as we continue to grow and operate sustainably, yet, together as a whole, there is nothing to stop us reaching more milestones."
] |
[] |
20787494_184.pdf
|
20787494_185.pdf
|
en
|
[
"# 29. TRADE AND OTHER RECEIVABLES (CONT’D)",
"Impairment loss on trade receivables, term loans and other receivables is recognised in profit or loss after review by the management of the relevant group companies, based on the latest status of trade receivables, term loans and other receivables, and the latest announced or available information about the underlying collateral held.",
"The following is an aged analysis of the trade and other receivables that were past due at the end of the reporting period but not impaired:",
"29. 貿易及其他應收款項（續）",
"經相關集團公司之管理層審視應收貿易賬款、有期貸款及其他應收款項的情況後（根據應收貿易賬項、有期貸款及其他應收款項的最新情況及最新公佈或得到的有關抵押品的資料）之減值虧損於損益中確認。",
"以下為於報告期末之已逾期但無減值之貿易及其他應收款項之賬齡分析：",
"<table><tr><td rowspan=\"2\"></td><td>2016 \n二零一六年</td><td>2015\n二零一五年</td></tr><tr><td>HK$ Million \n百萬港元</td><td>HK$ Million\n百萬港元</td></tr><tr><td>Less than 31 days 少於31日</td><td>10.6</td><td>12.4</td></tr><tr><td>31 to 60 days 31至60日</td><td>5.2</td><td>4.0</td></tr><tr><td>61 to 90 days 61至90日</td><td>3.7</td><td>5.1</td></tr><tr><td>91 to 180 days 91至180日</td><td>2.2</td><td>3.8</td></tr><tr><td>Over 180 days 180日以上</td><td>0.1</td><td>0.9</td></tr><tr><td></td><td>21.8</td><td>26.2</td></tr></table>",
"The carrying amounts of the trade and other receivables at amortised cost approximate their fair values.",
"Further details on financial risk management of trade and other receivables are disclosed in note 40.",
"按攤銷成本計值之貿易及其他應收款項的賬面值與其公平價值相若。",
"貿易及其他應收款項之金融風險管理之進一步詳情載於附註40。"
] |
[
"# 30. AMOUNTS DUE FROM ASSOCIATES AND JOINT VENTURES",
"# (i) Amounts due from associates",
"30. 聯營公司及合營公司欠款",
"(i) 聯營公司欠款",
"<table><tr><td rowspan=\"2\"></td><td>2016 \n二零一六年</td><td>2015\n二零一五年</td></tr><tr><td>HK$ Million \n百萬港元</td><td>HK$ Million\n百萬港元</td></tr><tr><td>Advances 墊款</td><td>395.5</td><td>323.9</td></tr><tr><td>Less: impairment allowance 減：減值撥備</td><td>(17.1)</td><td>(17.1)</td></tr><tr><td></td><td>378.4</td><td>306.8</td></tr><tr><td>Analysed for reporting purposes as: 為呈報目的所作之分析：</td><td></td><td></td></tr><tr><td>Non-current assets 非流動資產</td><td>257.4</td><td>73.5</td></tr><tr><td>Current assets 流動資產</td><td>121.0</td><td>233.3</td></tr><tr><td></td><td>378.4</td><td>306.8</td></tr><tr><td>Gross amount of impaired 聯營公司有減值\nadvances to associates 墊款總額</td><td>17.3</td><td>17.3</td></tr><tr><td>Individually assessed 個別評估\nimpairment allowances 減值撥備</td><td></td><td></td></tr><tr><td>At 1st January and 於一月一日及\n31st December 於十二月三十一日</td><td>(17.1)</td><td>(17.1)</td></tr><tr><td>Net carriynig amount of mpaired 聯營公司已減值墊款\nadvances to associates 賬面淨值</td><td>0.2</td><td>0.2</td></tr></table>"
] |
[] |
11749087_4.pdf
|
11749087_5.pdf
|
en
|
[
"# 3 Proof of Theorem 1.2",
"For the rest of this section, we fix a separable topological group H, and assume that \\( \\phi : { \\mathrm { H o m e o } } ( M ) \\to H \\) is a homomorphism. For simplicity, we first treat only the case where M is closed; modifications for the case where \\( \\partial M \\ne \\emptyset \\) and the relative case of \\( \\mathrm { H o m e o } _ { 0 } ( M \\, \\mathrm { r e l } \\, N ) \\) are discussed in Section 4.1, along with a comment for noncompact M.",
"The proof is somewhat involved, so we have divided it into three major steps. The first is general set-up; the second a “localized” version of continuity (for homeomorphisms with support in a small ball), and the third step improves this local result to a global version by careful use of the fragmentation property. There is a delicate balancing act between steps 2 and 3; in particular, it will be necessary to construct a particular kind of efficient cover of the manifold M to use in the fragmentation argument.",
"# Step 1: set-up for the proof",
"Since \\( \\phi \\) is a group homomorphism, it suffices to show continuity at the identity. In other words, we need to prove the following.",
"3.1. For any neighborhood V of the identity in H, there exists a neighborhood U of the identity in \\( \\operatorname { H o m e o } _ { 0 } ( M ) \\) such that \\( U \\subset \\phi ^ { - 1 } ( \\breve { V } ) \\).",
"We first use the Baire category theorem to extract an “approximate” version of condition 3.1.",
"Lemma 3.2. Let V be a neighborhood of the identity in H. There exists a neighborhood U of the identity in \\( \\operatorname { H o m e o } _ { 0 } ( M ) \\) such that U is contained in the closure of \\( \\phi ^ { - 1 } ( V ) \\).",
"Remark 3.3. The proof given below works generally for homomorphisms from any Polish group to a separable group; see e.g. [4] for one instance of this (where it is called “Baire category continuity”) and [14] for another in the context of groups with the “Steinhaus property”.",
"Proof of Lemma 3.2. Take a smaller neighborhood of the identity \\( V _ { 0 } \\subset V \\) such that \\( V _ { 0 } \\) is symmetric (i.e. \\( v \\in V _ { 0 } \\Leftrightarrow v ^ { - 1 } \\in V _ { 0 } ) \\), and such that \\( V _ { 0 } ^ { 4 } \\subset V \\). Let \\( \\{ h _ { i } \\} \\) be a countable dense subset of H, so that",
"\\[ H = \\bigcup _ { i } h _ { i } V _ { 0 } . \\]",
"Let \\( W = \\phi ^ { - 1 } ( V _ { 0 } ^ { 2 } ) . \\). For each translate \\( h _ { i } V _ { 0 } \\) that intersects the image of \\( \\mathrm { H o m e o } _ { 0 } ( M ) \\), choose an element \\( \\phi ( g _ { i } ) \\in h _ { i } V _ { 0 } \\). Then \\( \\phi ( g _ { i } ) = h _ { i } v _ { i } \\) for some \\( v _ { i } \\in V \\), and so",
"\\[ h _ { i } V _ { 0 } = \\phi ( g _ { i } ) v _ { i } ^ { - 1 } V _ { 0 } \\subset \\phi ( g _ { i } ) V _ { 0 } ^ { 2 } . \\]",
"Thus",
"\\[ H = \\bigcup _ { i } \\phi ( g _ { i } ) V _ { 0 } ^ { 2 } \\]",
"and, taking pre-images, we have",
"\\[ { \\mathrm { H o m e o } } ( M ) = \\bigcup _ { i } g _ { i } W \\]",
"Since \\( { \\mathrm { H o m e o } } _ { 0 } ( M ) \\) is a Baire space, it cannot be covered by countably many nowhere dense sets. Thus, W is dense in the neighborhood of some \\( g \\in { \\mathrm { H o m e o } } _ { 0 } ( M ) \\), so"
] |
[
"\\[ W W ^ { - 1 } = \\phi ^ { - 1 } ( V _ { 0 } ^ { 4 } ) \\subset \\phi ^ { - 1 } ( V ) \\]",
"is dense in some neighborhood of the identity in \\( \\mathrm { H o m e o } _ { 0 } ( M ) \\). This proves the lemma.",
"Of course, improving “dense in a neighborhood of the identity” to “contains a neighborhood of the identity” is a nontrivial matter and the main goal of this work!",
"# Step 2: A localized version (after Rosendal)",
"As in Step 1, assume that we have fixed a homomorphism \\( \\phi : { \\mathrm { H o m e o } } ( M ) \\to H \\), and a neighborhood V of the identity in H, with the aim of showing that \\( \\phi \\) satisfies condition 3.1.",
"The “localized version” of Condition 3.1 that we aim to prove here states, loosely speaking, that a homeomorphism \\( f \\in { \\mathrm { H o m e o } } _ { 0 } ( M ) \\) with sufficiently small support lies in \\( \\phi ^ { - 1 } ( V ) \\). The precise statement that we will use in the next step is given in Lemma 3.8 below. Our strategy is to build up to this statement gradually, using a series of lemmata guided by Rosendal’s work in [13].",
"Notation 3.4. As in Lemma 3.2, we start by fixing a smaller, symmetric neighborhood of the identity \\( V _ { 0 } \\subset V \\) such that \\( V _ { 0 } ^ { 8 } \\subset V \\). Let \\( W = \\phi ^ { - 1 } ( V _ { 0 } ) \\).",
"The first lemma is a very rough version of our end goal. It states that in any neighborhood of any point of M, we can find an open ball so that all diffeomorphisms supported on that ball are restrictions of elements in \\( \\phi ^ { - 1 } ( V _ { 0 } ^ { 2 } ) \\subset \\phi ^ { - 1 } ( V ) \\).",
"Lemma 3.5. Let \\( B \\subset M \\) be an embedded ball. There exists a ball \\( B ^ { \\prime } \\subset B \\) such that for every \\( f \\in { \\mathrm { H o m e o } } _ { 0 } ( M ) \\) with \\( \\operatorname { s u p p } ( f ) \\subset B ^ { \\prime } \\), there is an element \\( w _ { f } \\in W ^ { 2 } \\) with \\( \\operatorname { s u p p } ( w ) \\subset B \\) and such that the restriction of \\( w _ { f } \\) to \\( B ^ { \\prime } \\) agrees with f.",
"Proof. Let \\( B \\subset M \\) be an embedded ball. The argument from the proof of Lemma 3.2 implies that there exists a countable set \\( \\{ g _ { i } \\} \\subset { \\mathrm { H o m e o } } _ { 0 } ( M ) \\) such that",
"\\[ { \\mathrm { H o m e o } } ( M ) = \\bigcup _ { i } g _ { i } W . \\]",
"We first prove a related claim for these translates of W.",
"Claim 3.6. There exists a ball \\( B ^ { \\prime } \\subset B \\), and a left translate \\( g _ { i } W \\) such that if \\( \\operatorname { s u p p } ( f ) \\subset B ^ { \\prime } \\), then there exists \\( w _ { f } \\in g _ { i } W \\) such that",
"i) \\( \\operatorname { s u p p } ( w _ { f } ) \\subset B \\), and",
"ii) the restriction of \\( w _ { f } \\) to \\( B ^ { \\prime } \\) agrees with f.",
"Proof of claim. Let \\( B _ { i } \\), \\( i = 1 , 2 , \\dots \\). be a sequence of disjoint balls with disjoint closures and with the closure of \\( \\bigcup _ { i = 1 } ^ { \\infty } B _ { i } \\) contained in B.",
"We will show that for some i, every \\( f \\in { \\mathrm { H o m e o } } _ { 0 } ( M ) \\) with \\( \\operatorname { s u p p } ( f ) \\subset B _ { i } \\) agrees with the restriction of an element of \\( g _ { i } W \\) supported on B.",
"Suppose for contradiction that this is not the case. Then there is a sequence \\( f _ { i } \\in \\)\\( \\mathrm { H o m e o } _ { 0 } ( M ) \\) with \\( \\operatorname { s u p p } ( f _ { i } ) \\subset B _ { i } \\) and such that \\( f _ { i } \\) does not agree with the restriction to"
] |
[] |
11758678_105.pdf
|
11758678_106.pdf
|
en
|
[
"# NOTE 10 — OTHER ASSETS",
"<table><tr><td>(In thousands)</td><td>March 2019</td><td>March 2018</td><td>December 2017</td></tr><tr><td>Computer software, net of accumulated amortization of: March 2019 -\n$215,491; March 2018 - $183,200; December 2017 - $171,147</td><td>$ 224,601</td><td>$ 239,935</td><td>$ 232,237</td></tr><tr><td>Investments held for deferred comlpensation Npans (ote 15)</td><td>206,633</td><td>201,870</td><td>203,780</td></tr><tr><td>Deferred income taxes (Note 18)</td><td>109,551</td><td>105,493</td><td>103,601</td></tr><tr><td>Pension assets (Note 15)</td><td>117,405</td><td>76,671</td><td>82,296</td></tr><tr><td>Deposits</td><td>53,602</td><td>45,321</td><td>45,225</td></tr><tr><td>Partnership stores and shop-in-shop costs, net of accumulated\namortization of: March 2019 - $100,125; March 2018 - $123,812;\nDecember 2017 - $118,643</td><td>31,655</td><td>33,161</td><td>34,149</td></tr><tr><td>Derivative financial instruments (Note 23)</td><td>9,189</td><td>4,659</td><td>2,199</td></tr><tr><td>Other investments</td><td>13,071</td><td>12,433</td><td>12,697</td></tr><tr><td>Deferred line of credit issuance costs</td><td>2,121</td><td>961</td><td>1,078</td></tr><tr><td>Other</td><td>79,071</td><td>82,537</td><td>66,413</td></tr><tr><td>Other assets</td><td>$ 846,899</td><td>$ 803,041</td><td>$ 783,675</td></tr></table>",
"# NOTE 11 — SHORT-TERM BORROWINGS",
"<table><tr><td>(In thousands)</td><td>March 2019</td><td>March 2018</td><td>December 2017</td></tr><tr><td>Commercial paper borrowings</td><td>$ 650,000</td><td>$ 1,500,000</td><td>$ 705,000</td></tr><tr><td>International borrowing arrangements</td><td>15,055</td><td>25,106</td><td>24,384</td></tr><tr><td>Short-term borrowings</td><td>$ 665,055</td><td>$ 1,525,106</td><td>$ 729,384</td></tr></table>",
"In December 2018, VF entered into a \\$2.25 billion senior unsecured revolving line of credit (the “Global Credit Facility”) that expires December 2023. The Global Credit Facility replaced VF's \\$2.25 billion revolving facility which was scheduled to expire in April 2020. VF may request an unlimited number of one year extensions so long as each extension does not cause the remaining life of the Global Credit Facility to exceed five years, subject to stated terms and conditions. The Global Credit Facility may be used to borrow funds in both U.S. dollar and certain non-U.S. dollar currencies, and has a \\$50.0 million letter of credit sublimit. In addition, the Global Credit Facility supports VF’s U.S. commercial paper program for short-term, seasonal working capital requirements and general corporate purposes, including share repurchases and acquisitions. Borrowings under the Global Credit Facility are priced at a credit spread of 81.0 basis points over the appropriate LIBOR benchmark for each currency. VF is also required to pay a facility fee to the lenders, currently equal to 6.5 basis points of the committed amount of the facility. The credit spread and facility fee are subject to adjustment based on VF’s credit ratings. The prior revolving credit facility was priced at a credit spread of 80.5 basis points over the appropriate LIBOR benchmark for each currency and VF was required to pay a facility fee to the lenders equal to 7.0 basis points of the committed amount of the facility.",
"The Global Credit Facility contains certain restrictive covenants, which include maintenance of a consolidated indebtedness to consolidated capitalization ratio, as defined therein, equal to or below 60%. If VF fails in the performance of any covenants, the lenders may terminate their obligation to make advances and declare any outstanding obligations to be immediately due and payable. As of March 2019, VF was in compliance with all covenants.",
"VF’s commercial paper program allows for borrowings of up to \\$2.25 billionto the extent it has borrowing capacity under the Global Credit Facility. Outstanding commercial paper borrowings totaled \\$650.0 million, \\$1.50 billion and \\$705.0 million at March 2019, March 2018 and December 2017, respectively. The Global Credit Facility also had \\$15.3 million of outstanding standby letters of credit issued on behalf of VF as of March 2019, March 2018 and December 2017, leaving \\$1.58 billion, \\$734.7 million and \\$1.53 billion as of March 2019, March 2018 and December 2017, respectively, available for borrowing against this facility.",
"VF has \\$179.5 million of international lines of credit with various banks, which are uncommitted and may be terminated at any time by either VF or the banks. Total outstanding balances under these arrangements were \\$15.1 million, \\$25.1 million and \\$24.4 million at March 2019, March 2018 and December 2017, respectively. Borrowings under these arrangements had a weighted average interest rate of 24.6%, 12.0% and 9.9% at March 2019, March 2018 and December 2017, respectively, excluding accepted letters of credit which are non-interest bearing to VF. The interest-bearing borrowings include short-term borrowings in Argentina."
] |
[
"# NOTE 12 — ACCRUED LIABILITIES",
"<table><tr><td>(In thousands)</td><td>March 2019</td><td>March 2018</td><td>December 2017</td></tr><tr><td>Compensation</td><td>$ 341,988</td><td>$ 135,247</td><td>$ 249,929</td></tr><tr><td>Customer discounts and allowances</td><td>225,484</td><td>28,604</td><td>46,169</td></tr><tr><td>Other taxes</td><td>153,355</td><td>160,173</td><td>155,969</td></tr><tr><td>Income taxes</td><td>68,054</td><td>67,417</td><td>134,837</td></tr><tr><td>Restructuring</td><td>86,602</td><td>42,757</td><td>32,438</td></tr><tr><td>Advertising</td><td>40,938</td><td>40,322</td><td>48,554</td></tr><tr><td>Freihgt, duties and postage</td><td>40,703</td><td>46,281</td><td>43,584</td></tr><tr><td>Deferred compensation (Note 15)</td><td>18,226</td><td>33,590</td><td>38,885</td></tr><tr><td>Interest</td><td>23,250</td><td>25,483</td><td>16,317</td></tr><tr><td>Derivative financial instruments (Note 23)</td><td>18,590</td><td>96,087</td><td>87,205</td></tr><tr><td>Insurance</td><td>15,634</td><td>18,867</td><td>17,814</td></tr><tr><td>Product warranty claims (Note 14)</td><td>12,618</td><td>12,862</td><td>12,833</td></tr><tr><td>Pension liabilities (Note 15)</td><td>10,260</td><td>32,814</td><td>27,277</td></tr><tr><td>Other</td><td>240,851</td><td>197,923</td><td>234,724</td></tr><tr><td>Accrued liabilities</td><td>$ 1,296,553</td><td>$ 938,427</td><td>$ 1,146,535</td></tr></table>",
"# NOTE 13 — LONG-TERM DEBT",
"<table><tr><td>(In thousands)</td><td>March 2019</td><td>March 2018</td><td>December 2017</td></tr><tr><td>3.50% notes, due 2021</td><td>$ 498,450</td><td>$ 497,852</td><td>$ 497,705</td></tr><tr><td>0.625% notes, due 2023</td><td>949,049</td><td>1,041,577</td><td>1,015,500</td></tr><tr><td>6.00% notes, due 2033</td><td>292,982</td><td>292,648</td><td>292,568</td></tr><tr><td>6.45% notes, due 2037</td><td>346,534</td><td>346,346</td><td>346,300</td></tr><tr><td>Caillpta eases</td><td>34,132</td><td>40,397</td><td>41,881</td></tr><tr><td>Total long-term debt</td><td>2,121,147</td><td>2,218,820</td><td>2,193,954</td></tr><tr><td>Less current portion</td><td>5,263</td><td>6,265</td><td>6,165</td></tr><tr><td>Long-term debt, due beyond one year</td><td>$ 2,115,884</td><td>$ 2,212,555</td><td>$ 2,187,789</td></tr></table>",
"Interest payments are due annually on the 2023 notes and semiannually on all other notes.",
"All notes, along with any amounts outstanding under the Global Credit Facility (Note 11), rank equally as senior unsecured obligations of VF. All notes contain customary covenants and events of default, including limitations on liens and sale-leaseback transactions and a cross-acceleration event of default. The cross-acceleration provision of the 2033 notes is triggered if more than \\$50.0 million of other debt is in default and has been accelerated by the lenders. For the other notes, the cross-acceleration trigger is \\$100.0 million. If VF fails in the performance of any covenant under the indentures that govern the respective notes, the trustee or lenders may declare the principal due and payable immediately. As of March 2019, VF was in compliance with all covenants. None of the long-term debt agreements contain acceleration of maturity clauses based solely on changes in credit ratings. However, if there were a change in control of VF and, as a result of the change in control, the 2021, 2023 and 2037 notes were rated below investment grade by recognized rating agencies, then VF would be obligated to repurchase those notes at 101% of the aggregate principal amount plus any accrued interest.",
"VF may redeem its notes, in whole or in part, at a price equal to the greater of (i) 100% of the principal amount, plus accrued interest to the redemption date, or (ii) the sum of the present value of the remaining scheduled payments of principal and interest discounted to the redemption date at an adjusted treasury rate, as defined, plus 20 basis points for the 2021 notes, 15 basis points for the 2023 and 2033 notes, and 25 basis points for the 2037 notes, plus accrued interest to the redemption date. In addition, the 2021 and 2023 notes can be redeemed at 100% of the principal amount plus accrued interest to the redemption date within the three months prior to maturity.",
"The 2021 notes have a principal balance of \\$500.0 million and are recorded net of unamortized original issue discount and debt issuance costs. Interest expense on these notes is recorded at an effective annual interest rate of 4.69%, including amortization of a deferred loss on an interest rate hedging contract (Note 23), original issue discount and debt issuance costs.",
"The 2023 notes have a principal balance of €850.0 million and are recorded net of unamortized original issue discount and debt issuance costs. Interest expense on these notes is recorded at an"
] |
[] |
20782837_219.pdf
|
20782837_220.pdf
|
en
|
[
"Institution Practicing License issued by Yinchuan Approval Service Administration (銀川市審批服務管理局). The license stipulates that the licensed diagnostic and treatment services shall be provided via the Internet. Our PRC Legal Adviser has advised that it remains uncertain whether the foreign investment restrictions applicable to “medical institutions” would apply to Yinchuan Yimaitong.",
"On February 2, 2021, our PRC Legal Adviser and the PRC legal adviser of the Joint Sponsors conducted an interview with the director of Yinchuan Data Industrial Development Service Center(銀川市大數據產業發展服務中心) as the examination and verification authority responsible for the online precondition review for the application of the Medical Institution Practicing License. Yinchuan Data Industrial Development Service Center confirmed that they would not issue the Certificate of the City-level Internet Hospital Regulatory Platforms (市級互聯網醫院監管平台證明) (the “Certificate”) if there is any foreign investor investing in Yinchuan Yimaitong. Without the Certificate from Yinchuan Data Industrial Development Service Center, Yinchuan Approval Service Administration (銀川市審批服務管理局), the ultimate authority to approve applications for the operation of Internet hospital service, will not proceed with the issuance of the Medical Institution Practicing License. On February 3, 2021, our PRC Legal Adviser and the PRC legal adviser of the Joint Sponsors conducted an interview with the division deputy director of Yinchuan Approval Service Administration. Yinchuan Approval Service Administration confirmed that the establishment of sino-foreign equityj oint venture Internet hospitals is prohibited, and there is no precedent for any sino-foreignj oint venture of Internet hospitals.",
"Our PRC Legal Adviser confirmed that (i) each of Yinchuan Data Industrial Development Service Center and Yinchuan Approval Service Administration is a competent authority on the basis that (a) according to the Provisions on the Function Configuration and Internal Organizations of Yinchuan Approval Service Administration (《銀川市審批服務管理局職能配置和內設機構規定》) promulgated on July 13, 2020, the responsibilities of Yinchuan Approval Service Administration include approving the establishment and operation of medical institutions and Yinchuan Approval Service Administration confirmed during the interview that it is the approval department for the establishment of Internet hospitals, and (b) Yinchuan Data Industrial Development Service Center is the approval authority with respect to the issuance of the Certificate, being a prerequisite and necessary document without which Yinchuan Approval Service Administration will not proceed with the issuance of the Medical Institution Practicing License, and (ii) the interviewees are the director of Yinchuan Data Industrial Development Service Center and the division deputy director of Yinchuan Approval Service Administration and they are competent authorities to give the confirmation above-mentioned, and, based on such confirmation, our Company is currently unable to establish a sino-foreign equityj oint venture to obtain the Medical Institution Practicing License for Internet hospital."
] |
[
"# (iii) “Restricted” — Foreign-Related Investigation Service",
"Under precision marketing and corporate solutions, Yimaihutong provides digital market research solutions to overseas pharmaceutical companies under eSurvey on our Medlive platform, which is considered to be engaged in foreign-related market investigation business, and as such, Yimaihutong is required to hold a Foreign-Related Investigation License. According to the Measures for the Administration of Foreign-related Investigation (涉外調查管理辦法) issued by the National Bureau of Statistics of China (國家統計局) on October 13, 2004, (i) the National Bureau of Statistics shall be in charge of the qualification evaluation for institutions applying for Foreign-Related Investigation License and (ii) no overseas organization or individual may directly conduct any market or social investigation in China or conduct any market or social investigation through any institution without the foreign-related investigation license. In addition, the Negative List requires market investigation shall only be limited to the form of equityj oint venture; for radio and television ratings survey therein, controlling stake shall be held by the Chinese Party.",
"Based on consultations on March 29, 2021 and June 9, 2021, in both cases with the duty officer of Civilian and Foreign-related Investigation Management Office of the Law Enforcement Supervision Bureau under the National Bureau of Statistics of China (國家統計局執法監督局民間和涉外調查管理處) which is the relevant competent authority, (i) companies that engages in market investigation shall only be limited to the form of sino-foreign equityj oint venture and the National Bureau of Statistics of China has discretion over the specific proportion of equities held by foreign investors, (ii) foreign investments in companies that engages in social investigation are prohibited, and (iii) given the nature of the business of Yimaihutong and the types of investigations that it conducts or may conduct, we will not be granted a Foreign-Related Investigation License through any sino-foreign equityj oint venture. Based on the aforesaid, it is concluded that foreign investment in Yimaihutong is prohibited. The consultations were conducted in the form of telephone consultation, through the consultation telephone hotline posted on the official website of National Bureau of Statistics of China, regarding the foreign-related investigation license approval. As advised by our PRC Legal Adviser, the National Bureau of Statistics of China is the competent authority.",
"The provision of digital market research solutions to overseas pharmaceutical companies by Yimaihutong is part of our precision marketing and corporate solutions which forms an integral part of the operations of our Medlive platform. Given that Yimaihutong also engages in value-added telecommunications services and plans to engage in radio and television program production business and Internet culture business, which are subject to foreign investment restrictions or prohibitions as disclosed in this prospectus and highly integrated, corelated and inseparable from each other, we are restricted from holding direct interests in Yimaihutong, despite the fact that foreign investors may engage in market investigation through sino-foreign equityj oint ventures."
] |
[] |
2613503_119.pdf
|
2613503_120.pdf
|
en
|
[
"# 31. STATEMENT OF FINANCIAL POSITION OF THE COMPANY (CONTINUED)",
"# (a) Reserves",
"The amounts of the Group’s reserves and the movements therein for the current and prior years are presented in the consolidated statement of changes in equity of the financial statements. Movements in the Company’s reserves during the current and prior years are as follows:",
"<table><tr><td rowspan=\"3\"></td><td>Share \npremium</td><td>Contributed \nsurplus</td><td>Capital \nreserve</td><td>Accumulated \nlosses</td><td>Total</td></tr><tr><td>HK$’000</td><td>HK$’000</td><td>HK$’000</td><td>HK$’000</td><td>HK$’000</td></tr><tr><td></td><td></td><td>(Note)</td><td></td><td></td></tr><tr><td>At 31 March 2016 and \n1 April 2016 \nLoss for the year</td><td>23,811 \n–</td><td>22,968 \n–</td><td>7,453 \n–</td><td>(18,557) \n(6,924)</td><td>35,675\n(6,924)</td></tr><tr><td>As at 31 March 2017</td><td>23,811</td><td>22,968</td><td>7,453</td><td>(25,481)</td><td>28,751</td></tr><tr><td>Loss for the year</td><td>–</td><td>–</td><td>–</td><td>(5,730)</td><td>(5,730)</td></tr><tr><td>Issue of shares upon \nsubscription</td><td>180,600</td><td>–</td><td>–</td><td>–</td><td>180,600</td></tr><tr><td>Transaction costs \nattributable to subscription \nof shares</td><td>(725)</td><td>–</td><td>–</td><td>–</td><td>(725)</td></tr><tr><td>As at 31 March 2018</td><td>203,686</td><td>22,968</td><td>7,453</td><td>(31,211)</td><td>202,896</td></tr></table>",
"Note:",
"Pursuant to a written confirmation on 23 March 2015, two of the Company’s shareholders, Fortune Decade and Twilight Treasure, agreed to bear the listing expenses in connection with 120,000,000 sales shares sold through the placing of the Company’s shares took place during the year ended 31 March 2015 and reimburse their share of these expenses to the Company upon the listing of shares of the Company on the GEM of the Stock Exchange. The reimbursement of approximately HK\\$7,453,000 by these shareholders in their capacity as shareholders was accounted for as capital contribution to the Company."
] |
[
"# 32. PARTICULARS OF PRINCIPAL SUBSIDIARIES OF THE COMPANY",
"# (i) General information of subsidiaries",
"Details of the Company’s principal subsidiaries at 31 March 2018 and 2017 are as follows:",
"<table><tr><td>Name of subsidiaries</td><td>Place of \nincorporation \nor registration/\noperation</td><td>Issued \nand fully \npaid share \ncapital/\nregistered \ncapital</td><td colspan=\"2\">Percentage of nominal \nvalue of issued ordinary \nshare capital held by \nthe Company</td><td>Forms of \nlegal entity</td><td>Principal \nactivities</td></tr><tr><td></td><td></td><td></td><td>Directly</td><td>Indirectly</td><td></td><td></td></tr><tr><td></td><td></td><td></td><td>%</td><td>%</td><td></td><td></td></tr><tr><td>Win Vision</td><td>BVI</td><td>US$1</td><td>100</td><td>–</td><td>Wholly- owned \nforeign company</td><td>Investment holding,</td></tr><tr><td>Kwan on Construction \nCompany Limited \n(“Kwan On”)</td><td>Hong Kong</td><td>HK$1</td><td>–</td><td>100</td><td>Private limited \ncompany</td><td>Civil engineering \nconstruction</td></tr><tr><td>Univic Engineering Limited \n(“UEL”)</td><td>Hong Kong</td><td>HK$100</td><td>–</td><td>100</td><td>Private limited \ncompany</td><td>Provision of contracting \nwork on civil \nplumbing, fire \nprotection, insulation, \nconcrete repairs and \nrelated activities</td></tr><tr><td>Univic Engineering & \nConstruction Limited</td><td>Hong Kong</td><td>HK$1</td><td>–</td><td>100</td><td>Private limited \ncompany</td><td>Provision of civil, \nplumbing and \nfire protection \nengineering contract \nservices</td></tr><tr><td>Univic Earthworks Limited</td><td>Hong Kong</td><td>HK$1</td><td>–</td><td>100</td><td>Private limited \ncompany</td><td>Provision of civil and \nplumbing engineering \ncontract services</td></tr><tr><td>Univic Building Contractors \nLimited</td><td>Hong Kong</td><td>HK$1</td><td>–</td><td>100</td><td>Private limited \ncompany</td><td>Provision of \nconstruction site \nworkmen services</td></tr><tr><td>Univic Construction \nResources Limited \n(“UCRL”)</td><td>Hong Kong</td><td>HK$1</td><td>–</td><td>100</td><td>Private limited \ncompany</td><td>Provision of \nconstruction site \nworkmen services</td></tr><tr><td>Univic Fireproofing & \nConstruction Limited \n(“UFCL”)</td><td>Hong Kong</td><td>HK$1</td><td>–</td><td>100</td><td>Private limited \ncompany</td><td>Trading of diesel \nand provision of \nconstruction site \nworkmen services</td></tr></table>"
] |
[] |
20792081_60.pdf
|
20792081_61.pdf
|
en
|
[
"In response to our findings, and evidence from other supervisory work, in September 2010 we published proposed changes to complaints handling rules in CP10/21.22 We expect to publish a Policy Statement in this area in Q2 2011. As set out in the CP, we propose to:",
"• abolish the two-stage complaints handling process;",
"• require firms to identify a senior individual responsible for complaints handling; and",
"• set out how firms can meet existing requirements to undertake root cause analysis and have regard to decisions made by the ombudsman service.",
"We also propose increasing the ombudsman service’s award limit to \\( \\mathcal { E } \\) 150,000 to reflect its fall in real terms since the limit was last raised.",
"Regulated firms currently report to us that they receive around four million complaints from customers each year. New rules now require firms to publish their own complaints data.",
"We published this firm-specific data for the first time in September 2010, enabling customers to compare and contrast the way firms deal with their complaints.",
"# 2.2 Unfair terms in mortgage contracts",
"A number of mortgage lenders have proposed, or taken, action in their standard mortgage contracts which is to the detriment of consumers. While firms may have prudential reasons for taking these actions, and may wish to balance the interests of savers and borrowers, they need to handle the whole process carefully to not breach FSA rules and principles (including Treating Customers Fairly) or the law.",
"Some firms are seeking to boost their revenues by including terms that move consumers from their discounted initial rate deal to the firms’ Standard Variable Rate (SVR) in particular situations. We have come across firms using terms to change a consumer’s mortgage to the firm’s SVR if the consumer breaches any of the conditions of the mortgage, regardless of the significance of the breach. This could result in the consumer paying a significantly higher interest rate than they had originally expected.",
"We have seen some lenders use contractual terms including terms that demand immediate repayment of the mortgage if, in their opinion, the consumer’s circumstances have only changed to a minor degree or the consumer has committed a minor breach of the terms and conditions of the mortgage. It would appear that such terms could give firms wide discretion to demand repayment of the mortgage, to the detriment of consumers.",
"To address these matters, we have published undertakings under the Unfair Terms in Consumer Contracts Regulations 1999 from firms agreeing not to apply such terms unfairly. We have also reminded firms with similar terms in their contracts of the messages contained in these undertakings.",
"# 2.3 Treatment of mortgage customers in arrears",
"As we showed in Chapter A, the combination of very low interest rates, an unemployment increase less than feared, and a fall in house prices less than some commentators had predicted has so far limited the impact of the financial crisis on homeowners. This has meant that after rising arrears and repossessions in 2008/9, numbers fell back slightly in the first half of 2010. Regulatory action to require appropriate forbearance has also had an effect.",
"---",
"22 CP10/21 Consumer complaints: The ombudsman award limit and changes to complaints-handling rules, September 2010, The ombudsman service and FSA."
] |
[
"While most mainstream lenders are treating customers in arrears fairly, we have seen a number of problems, primarily with specialist lenders. These problems include:",
"• Unfair charges – Information provided to customers on arrears charges is often unclear, charges are sometimes applied in circumstances that do not appear to be compatible with treating customers fairly, and there is little evidence that firms are ensuring arrears charges overall reflect the additional cost of administering these cases.",
"• Inadequate controls in outsourcing arrangements – Some lenders do not have adequate controls in place to ensure that, where they outsource arrears handling, the third party is treating customers fairly. Frontline staff in third party administrators (TPAs) often lacked the training and competence to deliver the fair customer outcomes required under MCOB 13, and TPAs’ own oversight of their business was inadequate to detect and deal with the detriment customers suffered as a result.",
"• Impaired credit lenders are much more inclined than mainstream lenders to impose a ‘one size fits all’ policy and move swiftly to take possession, without establishing borrowers’ individual circumstances. Their internal controls and training and competence arrangements are also noticeably less developed than those of mainstream lenders. There is anecdotal evidence that the terms of securitisation covenants are restricting their ability to treat customers in arrears fairly.",
"We have taken enforcement action against mortgage firms where we identified breaches in our rules or principles. Some of the lenders we visited more recently are taking steps to rectify earlier failings, in particular by collecting more information on customers’ income and expenditure when they fall into arrears, and tailoring their response in each case to the individual’s circumstances. But this is an area that will require continuing vigilance, particularly if there is a deterioration in the general economic environment or interest rates start to rise.",
"# 2.4 Payment Protection Insurance (PPI)",
"PPI mis-selling has been a significant issue in recent years, giving rise to consumer detriment, and has been covered in previous FROs.",
"Since we took over the regulation of PPI we have, amongst other things, carried out three thematic reviews and reports, issued warnings, visited over 200 firms and taken enforcement action against 24 firms. In addition, the PPI market was subject to a Competition Commission enquiry which began in 2007.",
"In August 2010, we published a Policy Statement, PS10/12, The assessment and redress of PPI complaints. This set out a package of measures designed to ensure that firms handle PPI complaints more fairly and consistently, and deliver fairer outcomes to customers who may have been mis-sold PPI but who have not complained.",
"The latest development is the judicial review of PS10/12, launched by the British Bankers’ Association (with Nemo Personal Finance subsequently joining as an interested party) on 8 October 2010. This challenge was considered by the Administrative Court in late January 2011 and a decision will follow."
] |
[] |
9327202_279.pdf
|
9327202_280.pdf
|
en
|
[
"# Financial assets",
"The Group’s financial assets are classified into loans and receivables and financial assets at fair value through profit or loss (‘‘FVTPL’’). The classification depends on the nature and purpose of the financial assets and is determined at the time of initial recognition.",
"# Effective interest method",
"The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the debt instrument, or, where appropriate, a shorter period, to the net carrying amount on initial recognition.",
"Interest income is recognised on an effective interest basis for debt instrument other than those financial assets classified as at FVTPL, of which interest income is included in net gains or losses.",
"# Financial assets at FVTPL",
"Financial assets are classified as financial assets at FVTPL when it is a derivative that is not designated and effective as a hedging instrument; or it forms part of a contract containing one or more embedded derivatives, and HKAS 39 permits the entire combined contract to be designated as at FVTPL upon initial recognition.",
"Financial assets at FVTPL are stated at fair value, with any gains or losses arising on remeasurement recognised in profit or loss. The net gain or loss recognised in the profit or loss excludes any interest earned on the financial assets and is included in ‘‘other gains and losses’’ line item. Fair value is determined in the manner described in note 7.",
"# Loans and receivables",
"Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. Subsequent to initial recognition, loans and receivables (including trade and other receivables, amounts due from related parties and bank balances and cash) are carried at amortised cost using the effective interest method, less any impairment (see accounting policy on impairment loss on financial assets below).",
"Interest income is recognised by applying the effective interest rate, except for short-term receivables where the recognition of interest would be immaterial.",
"# Impairment of financial assets",
"Financial assets, other than those at FVTPL, are assessed for indicators of impairment at the end of each reporting period. Financial assets are considered to be impaired when there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows of the financial assets have been affected.",
"Objective evidence of impairment could include:",
". significant financial difficulty of the issuer or counterparty; or",
". breach of contract, such as a default or delinquency in interest or principal payments; or",
". it becoming probable that the borrower will enter bankruptcy or financial re-organisation.",
"Impairment loss for loans and receivables are assessed on an individual basis."
] |
[
"For financial assets carried at amortised cost, the amount of the impairment loss recognised is the difference between the asset’s carrying amount and the present value of the estimated future cash flows discounted at the financial asset’s original effective interest rate.",
"The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets with the exception of trade receivables, where the carrying amount is reduced through the use of an allowance account. Changes in the carrying amount of the allowance account are recognised in profit or loss. When a trade receivable is considered uncollectible, it is written off against the allowance account. Subsequent recoveries of amounts previously written off are credited to profit or loss.",
"For financial assets measured at amortised cost, if, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed through profit or loss to the extent that the carrying amount of the investment at the date the impairment is reversed does not exceed what the amortised cost would have been had the impairment not been recognised.",
"# Financial liabilities and equity instruments",
"Financial liabilities and equity instruments issued by an entity are classified according to the substance of the contractual arrangements entered into and the definitions of a financial liability and an equity instrument.",
"# Equity instruments",
"An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Group are recognised at the proceeds received, net of direct issue costs.",
"# Financial liabilities",
"Financial liabilities (including trade and other payables and accruals) are subsequently measured at amortised cost, using the effective interest method.",
"# Effective interest method",
"The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial liability, or, where appropriate, a shorter period, to the net carrying amount on initial recognition. Interest expense is recognised on an effective interest basis.",
"# Derivative financial instruments",
"Derivatives are initially recognised at fair value at the date when derivative contracts are entered into and are subsequently remeasured to their fair value at the end of the reporting period. The resulting gain or loss is recognised in profit or loss immediately.",
"# Derecognition",
"The Group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire.",
"On derecognition of a financial asset, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognised in profit or loss."
] |
[] |
9251000_2.pdf
|
9251000_3.pdf
|
en
|
[
"April 202041",
"(01333 HK)中国忠旺China Zhongwang",
"ReportCompany",
"of aluminum flat-rolled products to rise due to product mix improvement. The Company holds great competitive advantages in the production of aluminum extrusion and flat-rolled products. The Company is the largest producer of aluminum alloy formwork in China, with over 40% of total market share in 2019 according to Antaike, and confronts little competition in the domestic market. The Company is able to maintain the selling price of aluminum alloy formwork and collect considerable processing fees. In 2019, the ASP of aluminum alloy formwork rose slightly while aluminum price declined by about RMB400/t. We believe that the Company is able to maintain the ASP of aluminum alloy formwork. The average processing fees of industrial aluminum extrusion products also rose slightly in 2019. The average processing fees of industrial aluminum extrusion products were mainly determined by the product mix. The extrusion production lines of the Company are expected to run at full capacity and we expect the processing fees assumptions of industrial aluminum extrusion products to be maintained. We believe that newly installed extrusion capacity will be allocated to products with higher value. We expect the profitability of extrusion lines to continue to improve due to product mix change. However, we believe average processing fees of aluminum extrusion products of the Company to decline moderately in 2020 as downstream demand will be severely hit by the global outbreak of COVID-19 and consumers may require lower ASP of their products. The processing fees of flat-rolled products in 2019 decreased as the Company only produced standard products with lower processing fees. Although total output of aluminum flat-rolled products increased rapidly, they were still low-value standard products. We expect such situation to change in 2020. As the Company has acquired more authentication of high-end products, it will produce more flat-rolled products with higher processing fees. The Company has already been conducting authentication for 3 years and we believe that more authentication of high-end products will be acquired in the coming years, which will improve the profitability of its flat-rolled production lines. We believe that more high-end products will be put into production in the future and raise average processing fees of flat-rolled products.",
"Revise down TP of the Company to HK\\$2.05, and downgrade to \"Neutral\". China Zhongwang is a leading processed aluminum product developer and manufacturer in Asia. The Company has established competitive advantages in the aluminum processing industry and we expect the Company to continue to lead in the aluminum processing industry. The commencement of production of high-value aluminum flat-rolled products will be the future profit driver of the Company and has complementary and synergistic effects with current industrial aluminum extrusion products. However, we expect total sale of aluminum extrusion products and flat-rolled products of the Company to be severely impacted by the global outbreak of the COVID-19 pandemic. We expect the output of aluminum alloy formwork and aluminum extrusion products of the Company to decrease by about 10%-20% in 2020 and total output of flat-rolled products to be around 500,000 tons. We expect processing fees assumptions of aluminum extrusion products to decline moderately, but processing fees of aluminum flat-rolled products to rise due to product mix improvement. We expect deep-processed products to grow fast in the next 3 years due to strong downstream consumption demand. The decline in net profit of the Company in 2019 was mainly due to business model adjustment and lower processing fees of flat-rolled products, the extrusion business of the Company still enjoys great competitive advantages. We believe that net profit of the Company holds great growth potential due to product mix change and output growth in the future. The operation of the Company is stable and we believe that the Company is able to get through the tough period of global COVID-19 pandemic. We revise down the TP of the Company to HK\\$2.05 due to lower market valuation level during the COVID-19 pandemic, which is equivalent to 6.0x FY20 PE and 0.4x FY20 PB. We downgrade the investment rating of the Company to \"Neutral\"."
] |
[
"April 202041",
"(01333 HK)中国忠旺China Zhongwang",
"ReportCompany",
"# Table-1: Peers Comparison",
"<table><tr><td rowspan=\"2\">Company</td><td rowspan=\"2\">Stock Code</td><td rowspan=\"2\">Currency</td><td rowspan=\"2\">Last price</td><td colspan=\"4\">PE (fiscal year)</td><td colspan=\"4\">PB (fiscal year)</td><td>ROE(%)</td></tr><tr><td>18A</td><td>19A</td><td>20F</td><td>21F</td><td>18A</td><td>19A</td><td>20F</td><td>21F</td><td>20F</td></tr><tr><td>International Listed aluminum companies</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Alcoa Inc</td><td>AA US</td><td>USD</td><td>7.41</td><td>5.5</td><td>n.a.</td><td>n.a.</td><td>n.a.</td><td>0.2</td><td>0.3</td><td>0.4</td><td>0.4</td><td>(23.1)</td></tr><tr><td>Norsk Hydro Asa</td><td>NHY NO</td><td>NOK</td><td>21.70</td><td>10.4</td><td>n.a.</td><td>23.2</td><td>10.7</td><td>0.5</td><td>0.6</td><td>0.6</td><td>0.5</td><td>(2.2)</td></tr><tr><td>Aluar Aluminio</td><td>ALUA AR</td><td>ARS</td><td>23.40</td><td>31.7</td><td>9.7</td><td>10.5</td><td>6.1</td><td>2.4</td><td>2.4</td><td>n.a.</td><td>n.a.</td><td>24.7</td></tr><tr><td>Nippon Light Metal Holdings</td><td>5703 JP</td><td>JPY</td><td>164.00</td><td>5.6</td><td>4.9</td><td>9.5</td><td>7.0</td><td>0.6</td><td>0.5</td><td>0.5</td><td>0.5</td><td>11.4</td></tr><tr><td>Hindalco Industries Ltd</td><td>HNDL IN</td><td>INR</td><td>109.85</td><td>4.0</td><td>4.5</td><td>5.2</td><td>6.5</td><td>0.4</td><td>0.4</td><td>0.4</td><td>0.4</td><td>9.8</td></tr><tr><td>National Aluminium Co Ltd</td><td>NACL IN</td><td>INR</td><td>29.95</td><td>4.3</td><td>3.3</td><td>74.9</td><td>99.8</td><td>0.6</td><td>0.5</td><td>n.a.</td><td>n.a.</td><td>16.5</td></tr><tr><td>Simple Average</td><td></td><td></td><td></td><td>10.3</td><td>5.6</td><td>24.6</td><td>26.0</td><td>0.8</td><td>0.8</td><td>0.5</td><td>0.4</td><td>6.2</td></tr><tr><td>Weighted Average</td><td></td><td></td><td></td><td>9.1</td><td>5.3</td><td>18.6</td><td>14.8</td><td>0.6</td><td>0.6</td><td>0.5</td><td>0.5</td><td>3.3</td></tr><tr><td>PRC listed aluminum companies</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Aluminum Corp Of China Ltd-A</td><td>601600 CH</td><td>CNY</td><td>2.90</td><td>69.0</td><td>78.4</td><td>58.0</td><td>31.5</td><td>0.9</td><td>1.0</td><td>0.9</td><td>0.8</td><td>1.3</td></tr><tr><td>Shandong Nanshan Aluminum-A</td><td>600219 CH</td><td>CNY</td><td>2.10</td><td>12.8</td><td>15.0</td><td>13.1</td><td>17.5</td><td>0.7</td><td>0.6</td><td>0.6</td><td>0.6</td><td>4.2</td></tr><tr><td>Henan Shenhuo Coal & Power-A</td><td>000933 CH</td><td>CNY</td><td>4.19</td><td>32.2</td><td>6.9</td><td>12.1</td><td>6.9</td><td>1.3</td><td>1.0</td><td>n.a.</td><td>n.a.</td><td>n.a.</td></tr><tr><td>Jiangsu Asia Pacific Light-A</td><td>002540 CH</td><td>CNY</td><td>4.29</td><td>14.5</td><td>16.2</td><td>n.a.</td><td>n.a.</td><td>1.1</td><td>1.1</td><td>n.a.</td><td>n.a.</td><td>6.9</td></tr><tr><td>Simple Average</td><td></td><td></td><td></td><td>32.2</td><td>29.1</td><td>27.8</td><td>18.6</td><td>1.0</td><td>0.9</td><td>0.7</td><td>0.7</td><td>4.1</td></tr><tr><td>Weighted Average</td><td></td><td></td><td></td><td>44.8</td><td>48.1</td><td>36.1</td><td>22.8</td><td>0.9</td><td>0.9</td><td>0.6</td><td>0.6</td><td>2.4</td></tr><tr><td>HK listed aluminum companies</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Aluminum Corp Of China Ltd-H</td><td>2600 HK</td><td>HKD</td><td>1.67</td><td>33.5</td><td>39.8</td><td>23.9</td><td>13.8</td><td>0.5</td><td>0.5</td><td>0.5</td><td>0.4</td><td>1.3</td></tr><tr><td>China Hongqiao Group Ltd</td><td>1378 HK</td><td>HKD</td><td>3.54</td><td>4.8</td><td>4.4</td><td>4.9</td><td>4.1</td><td>0.4</td><td>0.4</td><td>0.4</td><td>0.4</td><td>9.9</td></tr><tr><td>China Zhongwang Holdings Ltd</td><td>1333 HK</td><td>HKD</td><td>1.99</td><td>2.8</td><td>4.1</td><td>n.a.</td><td>n.a.</td><td>0.3</td><td>0.3</td><td>n.a.</td><td>n.a.</td><td>8.9</td></tr><tr><td>Xingfa Aluminium Holdings</td><td>98 HK</td><td>HKD</td><td>6.36</td><td>4.5</td><td>3.9</td><td>n.a.</td><td>n.a.</td><td>0.9</td><td>0.8</td><td>n.a.</td><td>n.a.</td><td>21.9</td></tr><tr><td>Simple Average</td><td></td><td></td><td></td><td>11.4</td><td>13.0</td><td>14.4</td><td>8.9</td><td>0.5</td><td>0.5</td><td>0.4</td><td>0.4</td><td>10.5</td></tr><tr><td>Weighted Average</td><td></td><td></td><td></td><td>19.6</td><td>22.9</td><td>16.5</td><td>10.0</td><td>0.4</td><td>0.5</td><td>0.4</td><td>0.4</td><td>5.6</td></tr><tr><td>HK listed nonferrous companies</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Jiangxi Copper Co Ltd-H</td><td>358 HK</td><td>HKD</td><td>7.65</td><td>9.1</td><td>9.5</td><td>11.9</td><td>9.4</td><td>0.5</td><td>0.4</td><td>0.5</td><td>0.4</td><td>4.8</td></tr><tr><td>Mmg Ltd</td><td>1208 HK</td><td>HKD</td><td>1.42</td><td>21.3</td><td>n.a.</td><td>473.3</td><td>17.1</td><td>1.2</td><td>1.5</td><td>1.4</td><td>1.3</td><td>(20.3)</td></tr><tr><td>China Molybdenum Co Ltd-H</td><td>3993 HK</td><td>HKD</td><td>2.32</td><td>9.3</td><td>22.7</td><td>22.7</td><td>17.6</td><td>1.1</td><td>1.1</td><td>1.1</td><td>1.1</td><td>4.5</td></tr><tr><td>United Co Rusal Plc</td><td>486 HK</td><td>HKD</td><td>2.67</td><td>3.0</td><td>5.4</td><td>3.8</td><td>3.4</td><td>1.0</td><td>0.8</td><td>0.7</td><td>0.6</td><td>16.1</td></tr><tr><td>Simple Average</td><td></td><td></td><td></td><td>10.7</td><td>12.5</td><td>127.9</td><td>11.9</td><td>0.9</td><td>0.9</td><td>0.9</td><td>0.8</td><td>1.3</td></tr><tr><td>Weighted Average</td><td></td><td></td><td></td><td>8.6</td><td>13.9</td><td>45.9</td><td>12.2</td><td>0.9</td><td>0.9</td><td>0.9</td><td>0.8</td><td>5.7</td></tr></table>",
"Source: Bloomberg, Guotai Junan International."
] |
[] |
2896015_193.pdf
|
2896015_194.pdf
|
en
|
[
"Changes in our accrued liabilities for severance expenses and leased real estate were as follows:",
"<table><tr><td rowspan=\"2\"></td><td>Severance</td><td>Real\nEstate</td></tr><tr><td colspan=\"2\">(Dollars in millions)</td></tr><tr><td>Balance at December 31, 2015 . . . . . . . . . . . . . . . . . . . . . . . . .</td><td colspan=\"2\"> $ 14 80</td></tr><tr><td>Accrued to expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .</td><td>173</td><td>4</td></tr><tr><td>Payments, net ......................................</td><td>(89)</td><td>(20)</td></tr><tr><td>Reversals and adjustments ............................</td><td> —</td><td>3</td></tr><tr><td>Balance at December 31, 2016 . . . . . . . . . . . . . . . . . . . . . . . . .</td><td>98</td><td>67</td></tr><tr><td>Accrued to expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .</td><td>42</td><td>4</td></tr><tr><td>Liabilities assumed in acquisition of Level 3 ..............</td><td>1</td><td>4</td></tr><tr><td>Payments, net ......................................</td><td>(108)</td><td>(13)</td></tr><tr><td>Reversals and adjustments ............................</td><td> —</td><td>2</td></tr><tr><td>Balance at December 31, 2017 . . . . . . . . . . . . . . . . . . . . . . . . .</td><td> $ 33</td><td>64</td></tr></table>",
"# (9) Employee Benefits",
"# Pension, Post-Retirement and Other Post-Employment Benefits",
"We sponsor various defined benefit pension plans (qualified and non-qualified) which, in the aggregate, cover a substantial portion of our employees including legacy CenturyLink, legacy Qwest Communications International, Inc. (“Qwest”) and legacy Embarq employees. On December 31, 2015, we merged our existing qualified pension plans, which included merging the Qwest Pension Plan and Embarq Retirement Pension Plan into the CenturyLink Retirement Plan. The CenturyLink Retirement Plan was renamed the CenturyLink Combined Pension Plan (“Combined Plan”). Pension benefits for participants of the new Combined Plan who are represented by a collective bargaining agreement are based on negotiated schedules. All other participants’ pension benefits are based on each individual participant’s years of service and compensation. We also maintain non-qualified pension plans for certain current and former highly compensated employees. We maintain post-retirement benefit plans that provide health care and life insurance benefits for certain eligible retirees. We also provide other post-employment benefits for certain eligible former employees. We use a December 31 measurement date for all our plans.",
"# Pension Benefits",
"In connection with the acquisition of Level 3 Communications, Inc. on November 1, 2017, we assumed defined benefit pension plans sponsored by various Level 3 companies for their employees. Based on a valuation analysis, we recognized a \\$20 million liability on November 1, 2017 for the unfunded status of the Level 3 pension plans, reflecting projected benefit obligations of 167 million, in excess of the \\$147 million fair value of plan assets.",
"Current funding laws require a company with a pension shortfall to fund the annual cost of benefits earned in addition to a seven-year amortization of the shortfall. Our funding policy for our Combined Plan is to make contributions with the objective of accumulating sufficient assets to pay all qualified pension benefits when due under the terms of the plan. The accounting unfunded status of our qualified pension plan was \\$2.004 billion and\\$2.352 billion as of December 31, 2017 and 2016, respectively.",
"We made a voluntary cash contribution to our qualified pension plan of \\$100 million in both 2017 and 2016, and paid \\$5 million and \\$7 million of benefits directly to participants of our non-qualified pension plans in 2017 and 2016, respectively. Based on current laws and circumstances, we are not required to make any contributions to our qualified pension plan in 2018, but we currently expect to make a voluntary contribution of \\$100 million to the trust for our qualified pension plan in 2018. We estimate that in 2018 we will pay \\$5 million of benefits directly to participants of our non-qualified pension plans."
] |
[
"As mentioned above, we assumed in the Level 3 acquisition certain contributory and non-contributory employee pension plans, both qualified and non-qualified plans (the “Level 3 Pensions”). At December 31, 2017, the fair value of the Level 3 Pensions’ plan assets was \\$147 million, and the associated benefit obligation was\\$167 million. We recognized the unfunded status of Level 3’s pension plans of \\$20 million on our consolidated balance sheet as of December 31, 2017, and the net periodic benefit expense of less than \\$1 million for the period November 1, 2017 to December 31, 2017, in our consolidated income statement for the year ended December 31, 2017. Due to the insignificant amount of these pension plans, we have predominantly excluded them from the remaining employee benefit disclosures in this Note.",
"# Post-Retirement Benefits",
"In connection with our acquisition of Level 3 Communications, Inc. on November 1, 2017, we assumed post-retirement benefit plans sponsored by Level 3 Communications, L.L.C. and Continental Level 3, Inc. for certain of its current and former employees. Based on a valuation analysis, we recognized less than \\$1 million in liability for the unfunded status of Level 3’s post-retirement benefit plans.",
"Our post-retirement benefit plans provide post-retirement benefits to qualified retirees and allow (i) eligible employees retiring before certain dates to receive benefits at no or reduced cost and (ii) eligible employees retiring after certain dates to receive benefits on a shared cost basis. The post-retirement benefits not paid by the trusts are funded by us and we expect to continue funding these post-retirement obligations as benefits are paid. The accounting unfunded status of our qualified post-retirement benefit plan was \\$3.352 billion and\\$3.360 billion as of December 31, 2017 and 2016, respectively.",
"Assets in the post-retirement trusts have been substantially depleted as of December 31, 2016; however we will continue to pay certain post-retirement benefits through the trusts. No contributions were made to the post-retirement trusts in 2017 and 2016. Benefits not paid from the trusts are expected to be paid directly by us with available cash. In 2017, we paid \\$237 million of post-retirement benefits, net of participant contributions and direct subsidies. In 2018, we expect to pay \\$283 million of post-retirement benefits, net of participant contributions and direct subsidies. The increase in anticipated post-retirement benefit payments is the result of increased utilization coupled with a continued rise in the cost of care.",
"We expect our health care cost trend rate to range from 5.0% to 6.5% in 2018, 5.0% to 7.0% in 2019, 5.0% to 6.5% in 2020 and grading to 4.50% by 2025. Our post-retirement benefit cost, for certain eligible legacy Qwest retirees and certain eligible legacy CenturyLink retirees, is capped at a set dollar amount. Therefore, those health care benefit obligations are not subject to increasing health care trends after the effective date of the caps.",
"As mentioned above, we assumed in the Level 3 acquisition certain post-retirement plans. Though largely unfunded, these post-retirement plans, in the aggregate, are immaterial to our consolidated financial statements. Due to the insignificant amount of these post-retirement plans, we have predominantly excluded them from the remaining employee benefit disclosures in this Note.",
"A change of 100 basis points in the assumed initial health care cost trend rate would have had the following effects in 2017:",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"2\">100 Basis\nPoints Change</td></tr><tr><td>Increase</td><td>(Decrease)</td></tr><tr><td colspan=\"2\">(Dollars in millions)</td></tr><tr><td>Effect on the aggregate of the service and interest cost components of net periodic\npost-retirement benefit expense (consolidated statement of operations) . . . . . . . . . .</td><td> . $ 2</td><td>(2)</td></tr><tr><td>Effect on benefit obligation (consolidated balance sheet) . . . . . . . . . . . . . . . . . . . . . . .</td><td> . 60</td><td>(57)</td></tr></table>"
] |
[] |
11761055_65.pdf
|
11761055_66.pdf
|
en
|
[
"The chart below sets forth the total sales value and sales volume of cigarettes in China from 2010 to 2015 and the forecast from 2016 to 2020:",
"Note:",
"(1) F refers to forecasted figures.",
"Sources: STMA; Ipsos research and analysis",
"The total sales volume of cigarettes in China grew steadily from approximately 2,342.1 billion sticks in 2010 to approximately 2,489.5 billion sticks in 2015 at a CAGR of 1.2%. The sales volume is forecasted to further grow from approximately 2,359.6 billion sticks in 2016 to approximately 2,413.0 billion sticks in 2020, at a CAGR of 0.6%. The total sales value of cigarettes in China steadily grew from RMB847.9 billion in 2010 to RMB1,422.3 billion in 2015 at a CAGR of 10.9%. The sales value is forecasted to further grow from RMB1,468.0 billion in 2016 to RMB1,749.6 billion in 2020, at a CAGR of 4.5%."
] |
[
"The chart below sets forth the total sales value and sales volume of cigarettes in Hubei Province from 2010 to 2015 and the forecast from 2016 to 2020:",
"Note:",
"(1) F refers to forecasted figures.",
"# Sources: STMA; Ipsos research and analysis",
"From 2010 to 2015, the sales volume of cigarettes in Hubei Province decreased slightly from approximately 73.8 billion sticks in 2010 to approximately 73.1 billion sticks in 2015 at a CAGR of-0.2%. The total sales value of cigarettes experienced growth from RMB26.4 billion in 2010 to RMB39.9 billion in 2015 at a CAGR of 8.6%. Both sales volume and sales value of cigarettes in Hubei Province are expected to increase over the forecast period. The sales volume is expected to increase to approximately 71.9 billion sticks in 2020 from 70.2 billion sticks in 2016 with a CAGR of 0.6%, while the sales value is expected to reach RMB47.9 billion in 2020 from RMB41.5 billion in 2016 at a CAGR of 3.7%. The increase in sales value can be attributed to the STMA’s promotion of mid to high-end cigarettes and consumers’ increasing preference for mid to high-end cigarettes driven by the increasing income level and higher purchasing power of consumers. Despite the decrease in sales volume of cigarettes in 2015 and 2016 due to the slowdown of the Chinese GDP growth and the rise in specific tax from 5% to 11% in 2015 imposed by the government, the sales volume and value of cigarettes are expected to have a stable growth from 2016 to 2020. At the provincial level, Yunnan and Hunan Provinces were the top two in terms of cigarette production volume in 2015, with approximately 390.4 billion sticks and 175.7 billion sticks, respectively. Additionally, the sales of cigarettes are subject to seasonal variations. In general, the first and third quarters are the peak seasons for cigarettes during the year, partly driven by festivals such as the Lunar New Year and the Mid-Autumn Festival."
] |
[] |
11770192_173.pdf
|
11770192_174.pdf
|
en
|
[
"# 5. OPERATING SEGMENTS (Continued)",
"# Geographical information",
"The Group mainly operates in Hong Kong and the PRC. The Group’s revenue from external customers and information about its non-current assets by geographical location are detailed below:",
"5. 經營分部（續）",
"地區資料",
"本集團主要於香港及中國經營。本集團按地區劃分之來自對外客戶之收益及有關其非流動資產之資料詳列如下：",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"2\">Continuing operations\nRevenue from\nexternal customers\n持續經營業務\n從對外客戶而來之收益</td><td colspan=\"2\"> Discontinued operation\nRevenue from\nexternal customers\n已終止經營業務\n從對外客戶而來之收益</td><td colspan=\"2\">Continuing operations\nN*on-current assets \n持續經營業務\n非流動資產*</td><td colspan=\"2\"> Discontinued operation\nN*\non-current assets已終止經營業務\n非流動資產*</td></tr><tr><td>2018 \n二零一八年</td><td>2017 \n二零一七年</td><td>2018 \n二零一八年</td><td>2017 \n二零一七年</td><td>2018 \n二零一八年</td><td>2017 \n二零一七年</td><td>2018 \n二零一八年</td><td>2017\n二零一七年</td></tr><tr><td>HK$’000 \n千港元</td><td>HK$’000 \n千港元</td><td>HK$’000 \n千港元</td><td>HK$’000 \n千港元</td><td>HK$’000 \n千港元</td><td>HK$’000 \n千港元</td><td>HK$’000 \n千港元</td><td>HK$’000\n千港元</td></tr><tr><td>Australia 澳洲</td><td>21</td><td>68</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td></tr><tr><td>Europe 歐洲</td><td>10,437</td><td>10,218</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td></tr><tr><td>Hong Kong 香港</td><td>144,595</td><td>(1,493)</td><td>—</td><td>—</td><td>665,778</td><td>432,895</td><td>—</td><td>—</td></tr><tr><td>The Middle East 中東</td><td>—</td><td>705</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td></tr><tr><td>The PRC 中國</td><td>32,777</td><td>44,412</td><td>—</td><td>—</td><td>1,465,511</td><td>2,386,289</td><td>—</td><td>—</td></tr><tr><td>The United States of America 美利堅合眾國</td><td>207</td><td>79</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td></tr><tr><td></td><td>188,037</td><td>53,989</td><td>—</td><td>—</td><td>2,131,289</td><td>2,819,184</td><td>—</td><td>—</td></tr></table>",
"\\* Non-current assets excluded deferred tax assets, other receivables and loan receivables.",
"\\* 非流動資產不包括遞延稅項資產、其他應收款項及應收貸款。"
] |
[
"# 5. OPERATING SEGMENTS (Continued)",
"# Information about major customers",
"Revenue from customers of the corresponding years contributing over 10% of the total revenue of the Group are as follows:",
"5. 經營分部（續）",
"有關主要客戶之資料",
"於相關年度向本集團總收益貢獻10% 以上之來自客戶之收益如下：",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"2\">For the year ended \n31 December\n截至十二月三十一日止年度</td></tr><tr><td>2018 \n二零一八年</td><td>2017\n二零一七年</td></tr><tr><td>HK$’000 \n千港元</td><td>HK$’000\n千港元</td></tr><tr><td>Customer 11 客戶11</td><td>N/A不適用4</td><td>18,549</td></tr><tr><td>Customer 21 客戶21</td><td>19,901</td><td>13,303</td></tr><tr><td>Customer 32 客戶32</td><td>21,264</td><td>20,809</td></tr><tr><td>Customer 42 客戶42</td><td>N/A不適用4</td><td>9,159</td></tr><tr><td>Customer 53 客戶53</td><td>N/A不適用4</td><td>16,200</td></tr><tr><td>Customer 63 客戶63</td><td>N/A不適用4</td><td>12,191</td></tr><tr><td>Customer 73 客戶73</td><td>N/A不適用4</td><td>10,560</td></tr></table>",
"1 Revenue from sale of jewelry products.",
"2 Revenue from property investment.",
"3 Revenue from money lending.",
"4 The corresponding revenue did not contribute over 10% of the total revenue of the Group.",
"1 來自銷售珠寶產品之收益。",
"2 來自物業投資之收益。",
"3 來自借貸之收益。",
"4 相關收益並無向本集團總收益貢獻 10% 以上。"
] |
[] |
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