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11687934_83.pdf
|
11687934_84.pdf
|
en
|
[
"# 9 Preparation",
"# Report Overview",
"This 2018 ESG Report of Hua Hong Semiconductor Limited (hereinafter referred to as “this Report”) disclosures its principles in fulfilling CSR and the work carried out in 2018. It mainly addresses our Stakeholders about the sustainable development regarding the relevant economic, environmental, and social issues.",
"# Reference Basis",
"This Report adopts the “Environmental, Social and Governance Reporting Guide” issued by the Stock Exchange of Hong Kong Limited and the “Sustainability Reporting Standards (2016)” of the Global Reporting Initiative (GRI) as its reference basis.",
"# Scope of Report",
"<table><tr><td>Organizational scope:</td><td>The Company as defined. This Report by the Company, Hua Hong Semiconductor Limited, \nincludes all subsidiaries of the Company.</td></tr><tr><td>Reporting period:</td><td>From 01 January 2018 to 31 December 2018</td></tr><tr><td>Release cycle:</td><td>This is an annual report</td></tr></table>",
"# Data Descriptions",
"Data and cases in this Report originate from the Company’s original records in day-to-day operation or financial reports. In case of discrepancies, the financial reports data shall prevail."
] |
[
"# 目錄",
"<table><tr><td>釋義</td><td>85</td></tr><tr><td>主要財務指標</td><td>88</td></tr><tr><td>致股東的信</td><td>89</td></tr><tr><td>公司資料</td><td>91</td></tr><tr><td>董事及高級管理層</td><td>94</td></tr><tr><td>企業管治報告</td><td>101</td></tr><tr><td>董事會報告</td><td>112</td></tr><tr><td>2018年環境、社會及管治報告</td><td>139</td></tr><tr><td>獨立核數師報告</td><td>167</td></tr><tr><td>綜合損益表</td><td>175</td></tr><tr><td>綜合全面收益表</td><td>176</td></tr><tr><td>綜合財務狀況表</td><td>177</td></tr><tr><td>綜合權益變動表</td><td>179</td></tr><tr><td>綜合現金流量表</td><td>181</td></tr><tr><td>財務報表附註</td><td>183</td></tr><tr><td>五年財務概覽</td><td>296</td></tr></table>"
] |
[] |
8405609_247.pdf
|
8405609_248.pdf
|
en
|
[
"# INDEBTEDNESS",
"The following table sets forth our other borrowings as at the dates indicated:",
"<table><tr><td rowspan=\"4\"></td><td colspan=\"2\">As at\n31 December</td><td rowspan=\"2\">As at\n30 April\n2017</td></tr><tr><td>2015</td><td>2016</td></tr><tr><td>HK$(’000)</td><td> HK$(’000)</td><td> HK$(’000)</td></tr><tr><td></td><td></td><td>(Unaudited)</td></tr><tr><td>Non-current</td><td></td><td></td><td></td></tr><tr><td>Other liability ...........................</td><td>11,282</td><td> –</td><td> –</td></tr></table>",
"Other liability of approximately HK\\$11.3 million represented the fair value of the Pre-IPO Investment recognised as at 31 December 2015. As at 31 December 2016 and 30 April 2017, such other liability was transferred to our Group’s equity because the put option granted to our pre-IPO investor, namely Top Champ, to require our Company to repurchase the Shares held by Top Champ was removed under the Supplemental Deed. For details of the Supplemental Deed and the Pre-IPO Investment, please refer to the paragraphs headed “History, Reorganisation and corporate structure — Pre-IPO Investment” in this prospectus.",
"At the close of business on 30 April 2017, being the latest practicable date for the purpose of this indebtedness statement, we had aggregate bank facilities of HK\\$8.0 million and which were unutilised. The bank facilities were guaranteed by Shui On (Shun On) and Mr. TC Yik and such guarantees provided will be fully released before Listing.",
"During the Track Record Period and up to the Latest Practicable Date, we did not experience any delay or default in payment of trade and non-trade payables or bank borrowing or any defaults in material financial covenants and finance costs of other liability, or any difficulties in obtaining banking facilities with terms that are commercially acceptable to us. As of the date of this prospectus, we did not have any plan for material external debt financing.",
"# Contingent liabilities",
"As at 30 April 2017, being the latest practicable date for the purpose of the indebtedness statement, we did not have any material contingent liabilities or guarantees.",
"Save as aforesaid or as otherwise disclosed herein, and apart from intra-group liabilities, as at the Latest Practicable Date, our Group did not have outstanding loan, bank overdrafts, loans or other similar indebtedness, liabilities under acceptances trade receivables or acceptable credits, authorised debentures, mortgages, charges, finance leases or hire purchase commitments, guarantees, material covenants, or other material contingent liabilities. As at the Latest Practicable Date, our Group did not have any external financing plans.",
"# OFF-BALANCE SHEET COMMITMENTS AND ARRANGEMENT",
"As at the Latest Practicable Date, we had not entered into any material off-balance sheet arrangement."
] |
[
"# RELATED PARTY TRANSACTIONS",
"For details of related party transactions, see note 32 to the Accountants’ Report in Appendix I to this prospectus. Our Directors confirm that these transactions were conducted in the ordinary and usual course of business and on normal commercial terms. Our Directors are of the view that the related party transactions did not cause any distortion of our results of operations or make our historical results non-reflective in the Track Record Period.",
"# KEY FINANCIAL RATIOS",
"The following table sets forth our key financial ratios as at each of the dates indicated:",
"<table><tr><td rowspan=\"2\"></td><td colspan=\"2\">For the year ended 31 December</td></tr><tr><td>2015</td><td>2016</td></tr><tr><td>Profitability ratios</td><td></td><td></td></tr><tr><td>(1)Net Profit Marign (%) ................................</td><td>91.2</td><td>12.9</td></tr><tr><td>(2)Return on equity (%) .................................</td><td>238.0</td><td>10.7</td></tr><tr><td>(3)Return on total assets (%) .............................</td><td>112.0</td><td>8.7</td></tr></table>",
"<table><tr><td rowspan=\"2\"></td><td colspan=\"2\">As at/year ended 31 December</td></tr><tr><td>2015</td><td>2016</td></tr><tr><td>Liquidity ratio</td><td></td><td></td></tr><tr><td>(4)Current ratio (times) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .</td><td>5.5</td><td>2.5</td></tr><tr><td>Cailpta sufficiency ratio</td><td></td><td></td></tr><tr><td>(5)Interest coverage (times) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .</td><td> N/A</td><td>23.1</td></tr><tr><td>(6)Gearing ratio (%) ...................................</td><td>71.3</td><td> –</td></tr><tr><td>(7)Net debt to equity ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .</td><td> Net cash</td><td> Net cash</td></tr></table>",
"Notes:",
"1. Net profit margin was calculated by dividing profit for the year by revenue and multiplying the resulting value by 100%. Please refer to the paragraphs headed “Review of historical results of operations” above in this section for more details on the fluctuations of our net profit margin.",
"2. Return on equity equals profit for the year divided by the equity attributable to owners of the parent at the end of relevant year and multiplied the resulting value by 100%.",
"3. Return on total assets equals profit for the year divided by the total assets at the end of the relevant year and multiplied the resulting value by 100%.",
"4. Current ratio is calculated based on the total current assets at the end of the year divided by the total current liabilities at the end of the year.",
"5. Interest coverage equals profit before finance costs and tax divided by finance costs in the relevant year. Finance costs incurred for the year ended 31 December 2016 arose due to the imputed interest charged for the Pre-IPO Investment. Please see the paragraph headed “Financial information – Indebtedness” in this prospectus for further details of the Pre-IPO Investment as other liabilities.",
"6. Gearing ratio is calculated as the total debt at the end of the year divided by total equity at the end of the respective year and multiplied by 100%. Total debts includes payables incurred not in ordinary course of business (being other liabilities).",
"7. Net debt to equity ratio is calculated as total debts (other liabilities) net of cash and cash equivalents and restricted cash, and at the end of the year divided by total equity at the end of the respective year and multiplied by 100%."
] |
[] |
20750793_145.pdf
|
20750793_146.pdf
|
en
|
[
"# Additional information",
"Information on inventory balances of the Group, for only ribbed smoked sheets, concentrated latex and block rubber, are as follows:",
"(Unit: Thousand Baht)",
"<table><tr><td rowspan=\"2\"></td><td colspan=\"2\">Consolidated \nfinancial statements</td><td colspan=\"2\">Separate \nfinancial statements</td></tr><tr><td>2018</td><td>2017</td><td>2018</td><td>2017</td></tr><tr><td>Inventories at net realisable value (NRV)*</td><td>10,411,061</td><td>15,979,154</td><td>5,886,610</td><td>7,773,263</td></tr><tr><td>Inventories at lower of cost or net</td><td></td><td></td><td></td><td></td></tr><tr><td>realisable value (NRV) - as measured and\nincluded in the financial statements</td><td>10,201,733</td><td>15,394,383</td><td>5,793,784</td><td>7,467,859</td></tr><tr><td>Difference</td><td>209,328</td><td>584,771</td><td>92,826</td><td>305,404</td></tr></table>",
"\\* For reporting purposes, inventories are stated at the lower of cost or net realisable value, while for inventory management purposes the Group uses net realisable value (NRV) which is the estimated selling price in the ordinary course of business less the necessary costs of completion and cost to make the sale. The use of different valuation methods for these two purposes resulted in a difference at the reporting date.",
"Under Thai Financial Reporting Standards, such differences are not allowed to be recognised in the profit and loss until the inventories are actually sold. The amount of such difference changes over time depending on the actual price at the time of sale.",
"# 10. Derivative financial instruments",
"(Unit: Thousand Baht)",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"4\">Consolidated financial statements</td></tr><tr><td colspan=\"2\">2018</td><td colspan=\"2\">2017</td></tr><tr><td>Assets</td><td>Liabilities</td><td>Assets</td><td>Liabilities</td></tr><tr><td>Cross currency swaps</td><td>-</td><td>(4,479)</td><td>23,778</td><td>(55,844)</td></tr><tr><td>Foreign exchange options</td><td>641</td><td>(14,483)</td><td>-</td><td>(65,293)</td></tr><tr><td>Rubber options</td><td>127</td><td>(157)</td><td>14,161</td><td>(58,646)</td></tr><tr><td>Forward foreign exchange contracts</td><td>10,642</td><td>(45,743)</td><td>113,261</td><td>(5,183)</td></tr><tr><td>Rubber futures</td><td>45,413</td><td>(106,524)</td><td>256,739</td><td>(45,338)</td></tr><tr><td>Physical forward contracts</td><td>2,778</td><td>(17)</td><td>-</td><td>(939)</td></tr><tr><td>Total derivative financial instruments</td><td>59,601</td><td>(171,403)</td><td>407,939</td><td>(231,243)</td></tr></table>"
] |
[
"(Unit: Thousand Baht)",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"4\">Separate financial statements</td></tr><tr><td colspan=\"2\">2018</td><td colspan=\"2\">2017</td></tr><tr><td>Assets</td><td>Liabilities</td><td>Assets</td><td>Liabilities</td></tr><tr><td>Cross currency swaps</td><td>-</td><td>(4,479)</td><td>23,778</td><td>(55,844)</td></tr><tr><td>Foreign exchange options</td><td>641</td><td>(11,394)</td><td>-</td><td>(48,665)</td></tr><tr><td>Rubber options</td><td>127</td><td>(157)</td><td>14,161</td><td>(58,646)</td></tr><tr><td>Forward foreign exchange contracts</td><td>1,569</td><td>-</td><td>64,804</td><td>(971)</td></tr><tr><td>Rubber futures</td><td>30,742</td><td>(95,302)</td><td>153,777</td><td>(34,004)</td></tr><tr><td>Total derivative financial instruments</td><td>33,079</td><td>(111,332)</td><td>256,520</td><td>(198,130)</td></tr></table>",
"# 11. Restricted bank deposits",
"As at 31 December 2018, the subsidiaries had fixed deposits pledged as collateral amounting to Baht 2 million (2017: Baht 12 million).",
"Fixed deposits, which were opened with a bank on behalf of the subsidiary, were pledged as collateral for contract compliance with government agencies.",
"# 12. Investments in subsidiaries",
"12.1 Details of investments in subsidiaries as presented in separate financial statements are as follows:",
"(Unit: Million Baht)",
"<table><tr><td>Company’s name</td><td colspan=\"2\">Paid-up capital</td><td colspan=\"2\">Shareholding\npercentage</td><td colspan=\"2\">Cost</td><td colspan=\"2\">Dividend received\nduring the year</td></tr><tr><td></td><td>2018</td><td>2017</td><td>2018</td><td>2017</td><td>2018</td><td>2017</td><td>2018</td><td>2017</td></tr><tr><td></td><td></td><td></td><td>(%)</td><td>(%)</td><td></td><td></td><td></td><td></td></tr><tr><td>Subsidiaries</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Sri Trang USA, Inc.</td><td>179</td><td>114</td><td>100.00</td><td>100.00</td><td>179</td><td>114</td><td>-</td><td>-</td></tr><tr><td>PT Sri Trang Lingga Indonesia</td><td>359</td><td>359</td><td>90.00</td><td>90.00</td><td>330</td><td>330</td><td>-</td><td>-</td></tr><tr><td>Anvar Parawood Co., Ltd.</td><td>10</td><td>10</td><td>99.94</td><td>99.94</td><td>26</td><td>26</td><td>-</td><td>-</td></tr><tr><td>Rubberland Products Co., Ltd.</td><td>1,600</td><td>1,600</td><td>99.99</td><td>99.99</td><td>1,935</td><td>1,935</td><td>500</td><td>500</td></tr><tr><td>Namhua Rubber Co., Ltd.</td><td>500</td><td>500</td><td>99.99</td><td>99.99</td><td>560</td><td>560</td><td>-</td><td>-</td></tr><tr><td>Sadao P.S. Rubber Co., Ltd.</td><td>40</td><td>40</td><td>99.99</td><td>99.99</td><td>54</td><td>54</td><td>-</td><td>-</td></tr><tr><td>Startex Rubber Co., Ltd.</td><td>2,198</td><td>2,115</td><td>99.99</td><td>99.99</td><td>2,196</td><td>2,113</td><td>-</td><td>-</td></tr><tr><td>Premier System Engineering Co., Ltd.</td><td>50</td><td>50</td><td>82.00</td><td>82.00</td><td>100</td><td>100</td><td>-</td><td>-</td></tr><tr><td>Starlihgt Express Transport Co., Ltd.</td><td>15</td><td>15</td><td>76.67</td><td>76.67</td><td>39</td><td>39</td><td>23</td><td>25</td></tr><tr><td>Sri Trang Rubber & Plantation Co., Ltd.</td><td>6,495</td><td>6,298</td><td>99.99</td><td>99.99</td><td>6,495</td><td>6,297</td><td>-</td><td>-</td></tr><tr><td>Shi Donhg Shangai Rubber Co., Ltd.</td><td>155</td><td>155</td><td>100.00</td><td>100.00</td><td>155</td><td>155</td><td>-</td><td>-</td></tr><tr><td>Sri Trang Gloves (Thailand) Co., Ltd.</td><td>200</td><td>200</td><td>81.50</td><td>81.50</td><td>6,430</td><td>6,430</td><td>408</td><td>2,707</td></tr><tr><td>Total</td><td></td><td></td><td></td><td></td><td>18,499</td><td>18,153</td><td>931</td><td>3,232</td></tr></table>"
] |
[] |
11684984_236.pdf
|
11684984_237.pdf
|
en
|
[
"FINANCIAL STATEMENTS",
"# 32. INTANGIBLE ASSETS (CONTINUED)",
"<table><tr><td rowspan=\"2\">(in RMB million)</td><td colspan=\"7\">2016</td></tr><tr><td>Goodwill (i)</td><td>Expressway \noperating \nrights</td><td>Prepaid land \npremiums</td><td>Core \nDeposits</td><td>Trademarks</td><td>Software \nand others</td><td>Total</td></tr><tr><td>Cost</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td> As at 1 January 2016</td><td>12,460</td><td>11,232</td><td>8,331</td><td>15,082</td><td>2,442</td><td>5,091</td><td>54,638</td></tr><tr><td> Acquisitions of subsidiaries</td><td>–</td><td>–</td><td>914</td><td>–</td><td>7,113</td><td>2,427</td><td>10,454</td></tr><tr><td> Additions</td><td>8,468</td><td>–</td><td>830</td><td>–</td><td>–</td><td>1,234</td><td>10,532</td></tr><tr><td> Disposals of subsidiaries</td><td>–</td><td>–</td><td>–</td><td>–</td><td>(287)</td><td>(75)</td><td>(362)</td></tr><tr><td> Disposals</td><td>(289)</td><td>–</td><td>–</td><td>–</td><td>–</td><td>(124)</td><td>(413)</td></tr><tr><td> As at 31 December 2016</td><td>20,639</td><td>11,232</td><td>10,075</td><td>15,082</td><td>9,268</td><td>8,553</td><td>74,849</td></tr><tr><td>Accumulated amortization</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td> As at 1 January 2016</td><td>–</td><td>2,231</td><td>679</td><td>3,393</td><td>245</td><td>3,174</td><td>9,722</td></tr><tr><td> Acquisitions of subsidiaries</td><td>–</td><td>–</td><td>–</td><td>–</td><td>28</td><td>49</td><td>77</td></tr><tr><td> Charge for the year</td><td>–</td><td>486</td><td>58</td><td>754</td><td>73</td><td>752</td><td>2,123</td></tr><tr><td> Disposals of subsidiaries</td><td>–</td><td>–</td><td>–</td><td>–</td><td>–</td><td>(30)</td><td>(30)</td></tr><tr><td> Disposals</td><td>–</td><td>–</td><td>–</td><td>–</td><td>–</td><td>(60)</td><td>(60)</td></tr><tr><td> As at 31 December 2016</td><td>–</td><td>2,717</td><td>737</td><td>4,147</td><td>346</td><td>3,885</td><td>11,832</td></tr><tr><td>Net book value</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td> As at 31 December 2016</td><td>20,639</td><td>8,515</td><td>9,338</td><td>10,935</td><td>8,922</td><td>4,668</td><td>63,017</td></tr><tr><td> As at 1 January 2016</td><td>12,460</td><td>9,001</td><td>7,652</td><td>11,689</td><td>2,197</td><td>1,917</td><td>44,916</td></tr></table>",
"As at 31 December 2017, expressway operating rights with a carrying amount of RMB5,711 million (31 December 2016: RMB8,515 million) were pledged as collateral for long term borrowings amounting to RMB2,939 million (31 December 2016: RMB3,921 million).",
"As at 31 December 2017, none prepaid land premiums (31 December 2016: RMB1,178 million) were pledged as collateral for long term borrowings (31 December 2016: RMB400 million).",
"As at 31 December 2017, prepaid land premiums with a carrying amount of 52 million (31 December 2016: RMB84 million) were still in progress of applying for title certificates."
] |
[
"# 32. INTANGIBLE ASSETS (CONTINUED)",
"# (I) GOODWILL",
"<table><tr><td rowspan=\"2\">(in RMB million)</td><td colspan=\"4\">2017</td></tr><tr><td>As at \n1 January 2017</td><td>Additions</td><td>Disposals</td><td>As at \n31 December 2017</td></tr><tr><td>Ping An Bank</td><td>8,761</td><td>–</td><td>–</td><td>8,761</td></tr><tr><td>Shanghai Jahwa</td><td>2,502</td><td>–</td><td>–</td><td>2,502</td></tr><tr><td>Mabyorn Group Limited</td><td>2,106</td><td>–</td><td>(275)</td><td>1,831</td></tr><tr><td>Ping An Securities</td><td>328</td><td>–</td><td>–</td><td>328</td></tr><tr><td>Shenzhen Ping An Commercial Property \n Investment Co., Ltd.</td><td>66</td><td>–</td><td>–</td><td>66</td></tr><tr><td>Beijing Shuangronghui Investment Co., Ltd.</td><td>134</td><td>–</td><td>–</td><td>134</td></tr><tr><td>Shanghai Gezhouba Yangming Property \n Co., Ltd.</td><td>241</td><td>–</td><td>–</td><td>241</td></tr><tr><td>Ping An E-wallet</td><td>1,073</td><td>–</td><td>–</td><td>1,073</td></tr><tr><td>Autohome Inc.</td><td>5,265</td><td>–</td><td>–</td><td>5,265</td></tr><tr><td>Other</td><td>163</td><td>143</td><td>–</td><td>306</td></tr><tr><td>Total</td><td>20,639</td><td>143</td><td>(275)</td><td>20,507</td></tr><tr><td>Less: Impairment losses</td><td>–</td><td>–</td><td>–</td><td>–</td></tr><tr><td>Net book value</td><td>20,639</td><td>143</td><td>(275)</td><td>20,507</td></tr></table>",
"<table><tr><td rowspan=\"2\">(in RMB million)</td><td colspan=\"4\">2016</td></tr><tr><td>As at \n1 January 2016</td><td>Increase</td><td>Decrease</td><td>As at \n31 December 2016</td></tr><tr><td>Ping An Bank</td><td>8,761</td><td>–</td><td>–</td><td>8,761</td></tr><tr><td>Shanghai Jahwa</td><td>2,502</td><td>–</td><td>–</td><td>2,502</td></tr><tr><td>Mabyorn Group Limited</td><td>–</td><td>2,106</td><td>–</td><td>2,106</td></tr><tr><td>Ping An Securities</td><td>328</td><td>–</td><td>–</td><td>328</td></tr><tr><td>Shenzhen Ping An Commercial Property \n Investment Co., Ltd.</td><td>66</td><td>–</td><td>–</td><td>66</td></tr><tr><td>Beijing Shuangronghui Investment Co., Ltd.</td><td>134</td><td>–</td><td>–</td><td>134</td></tr><tr><td>Shanghai Gezhouba Yangming Property \n Co., Ltd.</td><td>239</td><td>2</td><td>–</td><td>241</td></tr><tr><td>Ping An E-wallet</td><td>–</td><td>1,073</td><td>–</td><td>1,073</td></tr><tr><td>Autohome Inc.</td><td>–</td><td>5,265</td><td>–</td><td>5,265</td></tr><tr><td>Other</td><td>430</td><td>22</td><td>(289)</td><td>163</td></tr><tr><td>Total</td><td>12,460</td><td>8,468</td><td>(289)</td><td>20,639</td></tr><tr><td>Less: Impairment losses</td><td>–</td><td>–</td><td>–</td><td>–</td></tr><tr><td>Net book value</td><td>12,460</td><td>8,468</td><td>(289)</td><td>20,639</td></tr></table>",
"The primary valuation technique used is cash flow projections based on business plans approved by management covering a three to five year period and a risk adjusted discount rate. Cash flows beyond that period have been extrapolated using a steady growth rate and terminal value. Discount rates used by the Group range from 9% to 16% (2016: 9% to 15%) and growth rates, where applicable, range from 2% to 33% (2016: 2% to 34%).",
"The results of cash flow projections exceed the carrying amount of each related cash-generating unit or group of units. However, subsequent impairment tests may be based upon different assumptions and future cash flow projections, which may result in an impairment of these assets in the foreseeable future."
] |
[] |
9300299_163.pdf
|
9300299_164.pdf
|
en
|
[
"# Intangible assets",
"Intangible assets acquired separately are measured initially at cost. The useful lives of intangible assets are assessed to be either finite or indefinite.",
"Intangible assets with indefinite useful lives are tested for impairment annually either individually or at the cash-generating unit level. Such intangible assets are not amortised. The useful life of an intangible asset with an indefinite life is reviewed annually to determine whether indefinite life assessment continues to be supportable. If not, the change in the useful life assessment from indefinite to finite is accounted for on a prospective basis.",
"# Investments and other financial assets",
"Financial assets of the Group in the scope of HKAS 39 are classified as loans and receivables. The Group determines the classification of its financial assets after initial recognition. When financial assets are recognised initially, they are measured at fair value plus, directly attributable transaction costs.",
"All regular way purchases and sales of financial assets are recognised on the trade date, that is, the date that the Group commits to purchase or sell the asset. Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within the period generally established by regulation or convention in the marketplace.",
"# Loans and receivables",
"Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. After initial measurement, such assets are subsequently measured at amortised cost using the effective interest rate method less any allowance for impairment. Amortised cost is calculated taking into account any discount or premium on acquisition and includes fees that are an integral part of the effective interest rate. The effective rate amortisation is included in interest income in the income statement. The loss arising from impairment is recognised in the income statement in other operating expenses.",
"# Impairment of financial assets",
"The Group assesses at the end of each reporting period whether there is any objective evidence that a financial asset or a group of financial assets is impaired. A financial asset or a group of financial assets is deemed to be impaired if, and only if, there is objective evidence of impairment as a result of one or more events that has occurred after the initial recognition of the asset (an incurred “loss event”) and that loss event has an impact on the estimated future cash flows of the financial asset or the group of financial assets that can be reliably estimated. Evidence of impairment may include indications that a debtor or a group of debtors is experiencing significant financial difficulty, default or delinquency in interest or principal payments, the probability that they will enter bankruptcy or other financial reorganisation and observable data indicating that there is a measurable decrease in the estimated future cash flows, such as changes in arrears or economic conditions that correlate with defaults.",
"# Assets carried at amortised cost",
"For financial assets carried at amortised cost, the Group first assesses individually whether objective evidence of impairment exists for financial assets that are individually significant, or collectively for financial assets that are not individually significant. If the Group determines that no objective evidence of impairment exists for an individually assessed financial asset, whether significant or not, it includes the asset in a group of financial assets with similar credit risk characteristics and collectively assesses them for impairment. Assets that are individually assessed for impairment and for which an impairment loss is, or continues to be, recognised are not included in a collective assessment of impairment.",
"If there is objective evidence that an impairment loss has been incurred, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred). The present value of the estimated future cash flows is discounted at the financial asset’s original effective interest rate (that is, the effective interest rate computed at initial recognition). If a loan has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate."
] |
[
"The carrying amount of the asset is reduced either directly or through the use of an allowance account and the amount of the loss is recognised in the income statement. Interest income continues to be accrued on the reduced carrying amount and is accrued using the rate of interest used to discount the future cash flows for the purpose of measuring the impairment loss. Loans and receivables together with any associated allowance are written off when there is no realistic prospect of future recovery and all collateral has been realised or has been transferred to the Group.",
"If, in a subsequent period, the amount of the estimated impairment loss increases or decreases because of an event occurring after the impairment was recognised, the previously recognised impairment loss is increased or decreased by adjusting the allowance account. If a future write-off is later recovered, the recovery is credited to the income statement.",
"# Derecognition of financial assets",
"A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is derecognised when:",
"• the rights to receive cash flows from the asset have expired;",
"• the Group has transferred the rights to receive cash flows from the asset, or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a “pass-through” arrangement; and",
"• either (a) the Group has transferred substantially all the risks and rewards of the asset, or (b) the Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.",
"When the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, and has neither transferred nor retained substantially all the risks and rewards of the asset nor transferred control of the asset, the asset is recognised to the extent of the Group’s continuing involvement in the asset. In that case, the Group also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Group has retained.",
"# Financial liabilities at amortised cost",
"Financial liabilities including trade and other payables and due to shareholders are initially stated at fair value plus directly attributable transaction costs. After initial recognition, financial liabilities are subsequently measured at amortised cost, using the effective interest method unless the effect of discounting would be immaterial, in which case they are stated at cost.",
"Gains and losses are recognised in the income statement when the liabilities are derecognised as well as through the effective interest rate method amortisation process.",
"Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the effective interest rate. The effective interest rate amortisation is included in finance costs in the income statement.",
"A financial liability is derecognised when the obligation under the liability is discharged or cancelled, or expires.",
"When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and a recognition of a new liability, and the difference between the respective carrying amounts is recognised in the income statement.",
"# Offsetting financial instruments",
"Financial assets and financial liabilities are offset and the net amount is reported in the combined statements of financial position if, and only if, there is currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, or to realise the assets and settle the liabilities simultaneously."
] |
[] |
9267732_8.pdf
|
9267732_9.pdf
|
en
|
[
"# Provision of money lending services",
"During the nine months ended 30 September 2020, the impact of the global pandemic caused a general suspension in economic activities and the strict measures adopted for social distancing in general led to the worsening of individual employment and a significant drop in business operations. Similarly, the PRC Mainland market was also affected and hence the credit risk in the money lending services was perceived to be higher accordingly. Given the stringent economic and business outlook, the Group strictly adhered to cautious credit assessment and reviewed the Group’s policies by timely assessing existing and potential clients’ credit profile with reference to the then market condition and their respective background. In view of the current uncertain economic condition that affected projection on assets valuation, business forecasts and individual’s repayment abilities, the Group continued to adopt a prudent approach in selecting qualified credit applicants for potential business opportunities. Accordingly, there was a significant decrease in revenue generated for this business segment to approximately HK\\$0.01 million for the nine months ended 30 September 2020 (for the nine months ended 30 September 2019: approximately HK\\$0.41 million).",
"# Outlook",
"In view of the current social and economic challenges encountered in the PRC Mainland and globally, the Group believed that the strategies to explore appropriate new business and regional markets in order to mitigate overall business risks is the proper approach for sustainable operation. The Group hopes the business segment in the provision of education management services in the PRC Mainland will gradually recover in the second half of 2020, while the pandemic in the PRC Mainland remains stable and controlled. The business segments of trading of precious metal and money lending require cautious assessment and robust risk control management. The Group will continue to explore further opportunities to strengthen business and market presence in its business segment of provision of education management services as well as to manage its business segments of trading of precious metal and money lending on a cautious and prudent basis. All in all, the Group will continue to strive for balance in further developing its existing business model whereas securing the return and value to the shareholders of the Company as a whole."
] |
[
"# Financial Review",
"For the nine months ended 30 September 2020, the Group had a total revenue of approximately HK\\$6.4 million (for the nine months ended 30 September 2019: approximately HK\\$195.9 million), representing a decrease of approximately 96.7% as compared with the nine months ended 30 September 2019. For the nine months ended 30 September 2020, the Group recorded a loss of approximately HK\\$27.4 million (for the nine months ended 30 September 2019: approximately HK\\$26.4 million), representing an increase of approximately 3.8% as compared with the nine months ended 30 September 2019. The increase in loss was mainly attributable to net effect of:",
"(i) a significant decrease in the Group’s total revenue of approximately 96.7% as discussed in above;",
"(ii) for the nine months ended 30 September 2020, approximately HK\\$4.1 million for the carrying value of inventories sold was recognised (for the nine months ended 30 September 2019: approximately HK\\$185 million);",
"(iii) the fair value loss on investment in unlisted equity securities of approximately HK\\$2.5 million;",
"(iv) a provision of loss allowance of approximately HK\\$1.4 million provided on loan receivable;",
"(v) a decrease in trading losses on commodity forward contracts of approximately HK\\$2.7 million;",
"(vi) a decrease in employee costs of approximately HK\\$3.4 million; and",
"(vii) a decrease in other operating expenses of approximately HK\\$3.2 million.",
"For the nine months ended 30 September 2020, the Group’s loss attributable to owners of the Company was approximately HK\\$26.4 million, as compared to the loss attributable to owners of the Company of approximately HK\\$27.2 million for the nine months ended 30 September 2019.",
"# Gearing ratio",
"The Group monitors capital on the basis of the net gearing ratio. This ratio is calculated as net debt divided by total capital.",
"As at 30 September 2020, no gearing ratio was presented as the Group has net cash surplus (31 December 2019: net cash surplus)."
] |
[] |
3454366_105.pdf
|
3454366_106.pdf
|
en
|
[
"# 9 TAXATION (Continued)",
"The movement in gross deferredi ncome tax assets andl iabilities during the year, without takingi nto consideration the offsetting of balances within the same taxj urisdiction,i s as follows:",
"# Deferred tax assets",
"<table><tr><td rowspan=\"2\"></td><td>Amortization\nof operating\nlease</td></tr><tr><td>HK$’000</td></tr><tr><td>At 1 January 2017</td><td>2,142</td></tr><tr><td>Credited to the consolidated income statement</td><td>178</td></tr><tr><td>Exchange differences</td><td>156</td></tr><tr><td>At 31 December 2017 and 1 January 2018</td><td>2,476</td></tr><tr><td>Credited to the consolidated income statement</td><td>41</td></tr><tr><td>Disposal of a subsidiary</td><td>(2,573)</td></tr><tr><td>Exchange differences</td><td>56</td></tr><tr><td>At 31 December 2018</td><td>–</td></tr></table>",
"# Deferred tax liabilities",
"<table><tr><td rowspan=\"2\"></td><td>Unrealized\nearning</td><td>Amortization\nof operating\nlease</td><td> Total</td></tr><tr><td>HK$’000</td><td> HK$’000</td><td> HK$’000</td></tr><tr><td>At 1 January 2017</td><td>−</td><td>(1,003)</td><td>(1,003)</td></tr><tr><td>Charged to the consolidated income statement</td><td>(241)</td><td>(301)</td><td>(542)</td></tr><tr><td>Exchange differences</td><td>(12)</td><td>(81)</td><td>(93)</td></tr><tr><td>At 31 December 2017 and 1 January 2018</td><td>(253)</td><td>(1,385)</td><td>(1,638)</td></tr><tr><td>Charged to the consolidated income statement</td><td>(42)</td><td>(129)</td><td>(171)</td></tr><tr><td>Disposal of a subsidiary</td><td>–</td><td>1,547</td><td>1,547</td></tr><tr><td>Exchange differences</td><td>13</td><td>(33)</td><td>(20)</td></tr><tr><td>At 31 December 2018</td><td>(282)</td><td>–</td><td>(282)</td></tr></table>",
"Deferred tax assets are recognized for taxl osses carry-forward to the extent that the realization of the related tax benefit through the future taxable profitsi s probable. As at 31 December 2018, the Group had unrecognized tax losses of approximately HK\\$339,020,000 (2017: approximately HK\\$344,853,000) to carry forward against future taxablei ncome, subject to agreement by the Inland Revenue Department of Hong Kong andl ocal tax bureau of the PRC. The decrease of unrecognized tax lossesi s mainly attributed to the disposal of Beijing Si Hai Jun Tian Trading Company Limited (“Si Hai Jun Tian”) andl apsed of certain taxl osses of the PRC subsidiaries during the year ended 31 December 2018. No deferred taxation has been recognisedi n respect of the taxl osses due to unpredictability of future profit streams. The taxl osses of the PRC subsidiaries have an expiry period of five years, while the taxl osses of Hong Kong subsidiaries have no expiry date."
] |
[
"# 9 TAXATION (Continued)",
"# Deferred tax liabilities (Continued)",
"The Group did not recognize deferredi ncome tax assets of approximately HK\\$1,112,000 (2017: approximately HK\\$2,571,000) in respect of taxl osses of approximately HK\\$4,449,000 (2017: approximately HK\\$10,282,000) that will expirei n five years from the yeari ncurred. The remaining tax losses of approximately HK\\$334,571,000 (2017: approximately HK\\$334,571,000) can be carried forwardi ndefinitely to offset against future taxablei ncome.",
"Deferredi ncome taxl iabilities of HK\\$2,306,000 have not been recognized for the withholding tax and other taxes that would be payable on the unremitted earnings of certain subsidiaries andj oint ventures for the year ended 31 December 2017. Total unremitted earnings amounted to HK\\$23,059,000 as at 31 December 2017. The unrecognized deferredi ncome taxl iabilitiesi n relation to the unremitted earnings decrease to nil is attributed to the disposal of Hao You during the year ended 31 December 2018.",
"# 10 EARNINGS/(LOSS) PER SHARE",
"Basic earnings/(loss) per sharei s calculated by dividing the profit/(loss) attributable to equity holders of the Company by the weighted average number of ordinary sharesi ni ssue during the year. Diluted earnings/(loss) per sharei s calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. Diluted earnings/(loss) per share for the years ended 31 December 2018 and 2017 were the same as basic earnings/(loss) per share as the Company had no potentially dilutive ordinary sharesi ni ssue during these years.",
"<table><tr><td></td><td>2018</td><td>2017</td></tr><tr><td>Weighted average number of ordinary shares in issue (thousands)</td><td>13,498,107</td><td>13,498,107</td></tr><tr><td>Loss from continuing operations attributable to equity\nholders of the Company (HK$’000)</td><td>(67,026)</td><td>(142,528)</td></tr><tr><td>Basic and diluted loss per share from continuing operations\nattributable to equity holders of the Company\n(HK cents per share)</td><td>(0.49)</td><td>(1.06)</td></tr><tr><td>Profit from discontinued operations attributable to\nequity holders of the Company (HK$’000)</td><td>140,763</td><td>38,859</td></tr><tr><td>Basic and diluted earnings per share from discontinued operations\nattributable to equity holders of the Company\n(HK cents per share)</td><td>1.04</td><td>0.29</td></tr><tr><td>Earnings/(loss) per share attributable to equity holders of the\nCompany\n(HK cents per share)</td><td>0.55</td><td>(0.77)</td></tr></table>"
] |
[] |
9262469_63.pdf
|
9262469_64.pdf
|
en
|
[
"In 2021, the Senior Management of the Bank discussed the substantive assessment results of previous years and decided to continue using the substantive assessment results of previous years considering that there are no significant changes in the business and operating environment.",
"# Response to the UN SDG",
"The Bank actively responds to UN Sustainable Development Goals to contribute to the global SDG in implementing social responsibility strategies."
] |
[
"<table><tr><td colspan=\"2\">SDG</td><td>Specific measures</td><td>Social responsibility \ntoipcs</td><td>Section(s)</td></tr><tr><td rowspan=\"2\"> cimonocE</td><td></td><td>Improve governance system\nEqual emlpoyment and \nprotect emlpoyees’ rihgts \nand interests \nOffer reasonable \nprofessional development \nchannels \nProvide strong support to \nreal economy \nSupport small and micro \nenterprises</td><td>Serve small and micro \nenterprises \nFavourable emlpoyment \nenvironment \nPromote professional \ndevelopment \nImprove business \nperformance \nOverall risk management</td><td>Optimising \ncorporate \ngovernance \nServing private, \nsmall and micro \nenterprises \nFacilitating rural \nrevitalisation \nDriving emerging \nindustries \nBroadening career \nchannels</td></tr><tr><td></td><td>Diigtisation \nSupport economic \ntransformation \nServe agriculture, rural areas \nand farmers \nBoost infrastructure \nconstruction</td><td>Promote economic \ndevelopment \nImprove real economy \nBuild intelligent outlets \nInclusive finance in rural \nareas</td><td>Serving private, \nsmall and micro \nenterprises \nFacilitating rural \nrevitalisation \nDriving emerging \nindustries \nSupporting \nprojects for public \nbenefits</td></tr><tr><td rowspan=\"2\"> laicoS</td><td></td><td>Conduct targeted poverty \nalleviation in an efficient and \norderly way \nBoost infrastructure \nconstruction</td><td>Practice targeted poverty \nrelief \nInclusive finance in rural \nareas</td><td>Facilitating rural \nrevitalisation \nSupporting \nprojects for public \nbenefits</td></tr><tr><td></td><td>Create a healthy working \nenvironment \nCare about emlpoyees’ \nhillhpysca and menta ealth</td><td>Safety protection \nmeasures \nPay attention to health \nand safety</td><td>Caring for \nemlpoyees’ \nhilpysca and \nmental health \nBuilding a warm \nand family-like \ncorporate culture</td></tr></table>"
] |
[] |
3443363_131.pdf
|
3443363_132.pdf
|
en
|
[
"# REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM",
"To the Sole Member and the Board of Directors of LG&E and KU Energy LLC",
"# Opinion on the Financial Statements",
"We have audited the accompanying consolidated balance sheets of LG&E and KU Energy LLC and subsidiaries (the “Company”) as of December 31, 2017 and 2016, the related consolidated statements of income, comprehensive income, equity, and cash flows, for the years then ended, and the related notes and the schedule listed in the Index at Item 15 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2017 and 2016, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.",
"# Basis for Opinion",
"These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.",
"We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.",
"Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.",
"/s/ Deloitte & Touche LLP",
"Louisville, Kentucky",
"February 22, 2018",
"We have served as the Company’s auditor since 2015."
] |
[
"# Report of Independent Registered Public Accounting Firm",
"# The Board of Directors and Sole Member of LG&E and KU Energy LLC",
"We have audited the accompanying consolidated statements of income, comprehensive income, equity, and cash flows of LG&E and KU Energy LLC and subsidiaries for the year ended December 31, 2015. Our audit also included the financial statement schedule listed in the Index at Item 15(a)(2) for the year ended December 31, 2015. These financial statements and schedule are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements and schedule based on our audit.",
"We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Company's internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.",
"In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated results of operations and cash flows of LG&E and KU Energy LLC and subsidiaries for the year ended December 31, 2015, in conformity with U.S. generally accepted accounting principles. Also, in our opinion, the related financial statement schedule for the year ended December 31, 2015, when considered in relation to the basic financial statements taken as a whole, presents fairly in all material respects the information set forth therein.",
"/s/ Ernst & Young LLP",
"Louisville, Kentucky",
"February 19, 2016"
] |
[] |
20735847_228.pdf
|
20735847_229.pdf
|
en
|
[
"# Finance costs – net",
"Finance costs increased by approximately RMB0.1 million, or 11.8%, from approximately RMB1.1 million for 6M2018 to approximately RMB1.2 million for 6M2019 primarily due to the increase in bank borrowings drawn in 6M2019.",
"# Income tax expense",
"Our income tax expense increased by approximately RMB1.1 million, or 15.8%, from approximately RMB6.7 million for 6M2018 to approximately RMB7.7 million for 6M2019 primarily due to the increase in Listing expenses incurred from nil for 6M2018 to approximately RMB6.4 million for 6M2019, which was not deductible for tax purpose. For further details, please refer to the paragraph headed “Selected items of consolidated statements of comprehensive income— Income tax expense” in this section.",
"# Profit for the year",
"As a result of the foregoing, our profit for the period decreased by approximately RMB3.3 million, or approximately 16.5%, from approximately RMB19.8 million for 6M2018 to approximately RMB16.5 million for 6M2019.",
"# FY2018 compared to FY2017",
"# Revenue",
"Our revenue increased by approximately RMB155.5 million, or 52.1%, from approximately RMB298.7 million for FY2017 to approximately RMB454.2 million for FY2018. This increase was primarily due to the combined effect of the increase in both the sales volume and average selling price of all our PHC pile and commercial concrete products as a result of the increased market demand. The increases were primarily driven by the growth in the construction industry in Jiangsu Province and the increased demand from our customers for the development of residential and commercial projects in Qidong City.",
"• PHC pile. Our revenue from sales of PHC pile increased from approximately RMB158.6 million in FY2017 and to approximately RMB230.9 million in FY2018. The increase in revenue from sales of PHC pile for FY2018 of approximately RMB72.3 million, or 45.6% was primarily due to the increase in sales volume of our PHC pile.",
"We sold approximately 1.1 million metres and 1.2 million metres of PHC pile for FY2017 and FY2018, respectively. The increase in sales volume was primarily due to the increase in sales volume of grade 500 PHC pile as a result of the new orders from Customer N (one of our ten largest customers in FY2018) of approximately 61,000 metres combined with the increase sales volume of grade 600 PHC pile as a result of the additional orders in FY2018 from Customer G (one of our five largest customers in FY2017 and FY2018) of approximately 36,000 metres. The increase was partially offset by the decrease in sales volume of grade 400 PHC pile as we tend to focus on the production of grade 500 PHC pile and grade 600 PHC pile which are of relatively higher strength as compared to grade 400 PHC pile."
] |
[
"• Square pile. Our revenue from sales of square pile increased from approximately RMB0.2 million in FY2017 to approximately RMB2.4 million in FY2018. The increase in revenue from sales of square pile for FY2018 of approximately RMB2.2 million, or 1,182.8%, was primarily due to the increase in sales volume of our square pile.",
"We sold approximately 2,000 metres and 15,000 metres of square pile for FY2017 and FY2018, respectively. The increase in sales volume was primarily due to increase in sales volume of our square pile as a result of new orders from Customer R of approximately 11,000 metres in FY2018.",
"• Commercial concrete. Our revenue from sales of commercial concrete increased from approximately RMB139.9 million in FY2017 to approximately RMB220.9 million in FY2018. The increase in revenue from sales of commercial concrete for FY2018 of approximately RMB81.0 million, or 57.9% was primarily due to the increase in sales volume of our commercial concrete.",
"We sold approximately 0.4 million m3 and 0.5 million m3 of commercial concrete for FY2017 and FY2018, respectively. The increase in sales volume was primarily due to the increase in sales volume of grade C10-C25 commercial concrete as a result of the new orders in FY2018 from Customer K (one of our five largest customers in FY2018) of approximately 63,000 m3.",
"# Cost of sales",
"Our cost of sales increased by approximately RMB127.8 million, or 51.7%, from approximately RMB247.0 million for FY2017 to approximately RMB374.7 million for FY2018 primarily due to the combined effect of the increase in sales volume of both our PHC pile and commercial concrete products. The increase was generally in line with the growth of revenue for FY2018.",
"# Gross profit and gross profit margin",
"As a result of the foregoing, our gross profit increased by approximately RMB27.8 million, or 53.7%, from approximately RMB51.7 million for FY2017 to approximately RMB79.5 million for FY2018. Our gross profit margin remained relatively stable at approximately 17.3% and 17.5% for FY2017 and FY2018.",
"• PHC piles. Gross profit margin of PHC pile increased from approximately 14.4% for FY2017 to approximately 18.1% for FY2018. The increase in gross profit margin of PHC pile was primarily due to the increase in average selling price of the product increased at a faster rate than the cost of sales as a result of our pricing strategy. The strong pricing power we enjoyed was primarily due to the highly concentrated market landscape for PHC pile in Nantong. According to the F&S Report, the PHC pile industry in Nantong was very concentrated with only four PHC pile manufacturers and our Group had a market share of approximately 7.1% in Nantong in terms of PHC pile production volume in 2018."
] |
[] |
20753384_463.pdf
|
20753384_464.pdf
|
en
|
[
"# 33 IMMEDIATE AND ULTIMATE CONTROLLING PARTIES",
"As at 31 December 2021, the directors consider the immediate parent to be MicroPort Scientific, which is incorporated in British Virgin Islands and does not produce financial statements available for public use.",
"As at 31 December 2021, the directors consider the ultimate controlling party is MicroPort, which is incorporated in Cayman Islands. MicroPort is listed on the Main Board of The Stock Exchange of Hong Kong Limited and produces financial statements available for public use.",
"# 34 POSSIBLE IMPACT OF AMENDMENTS, NEW STANDARDS AND INTERPRETATIONS ISSUED BUT NOT YET EFFECTIVE FOR THE RELEVANT PERIODS",
"Up to the date of issue of the Historical Financial Information, the HKICPA has issued a number of amendments, new standards and interpretations which are not yet effective for the accounting period beginning on 1 January 2022 and which have not been adopted in the Historical Financial Information. These include the following:",
"<table><tr><td></td><td>Effective for\naccounting periods\nbeignning on or after</td></tr><tr><td>Annual Improvements to HKFRSs 2018-2020</td><td> 1 January 2022</td></tr><tr><td>Amendments to HKFRS 3, Reference to the Conceptual Framework</td><td>1 January 2022</td></tr><tr><td>Amendments to HKAS 16, Property, Plant and Equipment: Proceeds beforeI ntended Use</td><td>1 January 2022</td></tr><tr><td>Amendments to HKAS 37, Onerous Contracts– Cost of Fulfilling a Contract</td><td>1 January 2022</td></tr><tr><td>Amendments to HKAS 1, Classification ofL iabilities as Current orN on-current</td><td>1 January 2023</td></tr><tr><td>HKFRS 17, Insurance contracts</td><td>1 January 2023</td></tr><tr><td>Amendments to HKAS 1 and HKFRS Practice Statement 2, Disclosure ofA ccounting Policies</td><td>1 January 2023</td></tr><tr><td>Amendments to HKAS 8, Definition ofA ccounting Estimates</td><td>1 January 2023</td></tr><tr><td>Amendments to HKAS 12, Deferred Tax related toA ssets andL iabilities arisinlgf rom a Singe\nTransaction</td><td>1 January 2023</td></tr><tr><td>Amendments to HKFRS 10 and HKAS 28, Sale or contribution of assets between an investor and its\nassociate orj oint venture</td><td>To be determined</td></tr></table>",
"The Group is in the process of making an assessment of what the impact of these amendments is expected to be in the period of initial application. So far the Group has concluded that the adoption of them is unlikely to have a significant impact on the Group’s consolidated financial statements.",
"# 35 SUBSEQUENT EVENTS",
"On 22 June 2022, a share subdivision was approved by the shareholders of the Company, pursuant to which, each issued and unissued share capital was subdivided to five shares of the corresponding class with par value of US\\$0.00002 each.",
"# SUBSEQUENT FINANCIAL STATEMENTS",
"No audited financial statements have been prepared by the Company and its subsidiaries in respect of any period subsequent to 31 December 2021."
] |
[
"The following information does not form part of the Accountants’ Report from KPMG, Certified Public Accountants, Hong Kong, the Company’s reporting accountants, as set out in Appendix I to this prospectus, and is included for illustrative purposes only. The unaudited pro forma financial information should be read in conjunction with the “Financial Information” section in this prospectus and the Accountants’ Report set out in Appendix I to this prospectus.",
"# A. UNAUDITED PRO FORMA STATEMENT OF ADJUSTED CONSOLIDATED NET TANGIBLE ASSETS",
"The following unaudited pro forma statement of adjusted consolidated net tangible assets of the Group prepared in accordance with Rule 4.29 of the Listing Rules and with reference to Accounting Guideline 7 ‘‘Preparation of Pro Forma Financial Information for Inclusion in Investment Circulars’’ issued by the Hong Kong Institute of Certified Public Accountants and is set out below to illustrate the effect of the Global Offering on the consolidated net tangible assets of the Group attributable to the equity shareholders of the Company as at 31 December 2021 as if the Global Offering had taken place on 31 December 2021.",
"The unaudited pro forma statement of adjusted consolidated net tangible assets has been prepared for illustrative purposes only and because of its hypothetical nature, it may not give a true picture of the consolidated net tangible assets of the Group attributable to equity shareholders of the Company had the Global Offering been completed as at 31 December 2021 or any future date.",
"<table><tr><td rowspan=\"2\"></td><td>Consolidated net\ntanibllige abilities\nattributable to equity\nshareholders of the\nCompany as at\n31 December 2021 (1)</td><td>Estimated\nnet proceeds\nfrom the\nGlobal\nOffering (2)(5)</td><td>Estimated\nimpact upon\nthe\nconversion of\nthe Series A-1\nPreferred\nShares and\nthe Series A-2\nPreferred\nShares (3)</td><td>Unaudited\npro forma\nadjusted\nconsolidated\nnet taniblge\nassets\nattributable\nto equity\nshareholders\nof the\nCompany as\nat\n31 December\n2021</td><td colspan=\"2\">Unaudited pro\nforma adjusted\nconsolidated net\ntaniblge assets\nattributable to equity\nshareholders of the\nCompany\nper Share (4)</td></tr><tr><td>RMB’000</td><td> RMB’000</td><td> RMB’000</td><td> RMB’000</td><td> RMB</td><td> HK$ (5)</td></tr><tr><td>Based on an Offer Price of\nHK$24.64 per Offer Share</td><td>(302,325)</td><td>263,425</td><td>1,237,990</td><td>1,199,090</td><td>2.06</td><td>2.41</td></tr></table>",
"Notes:",
"(1) The consolidated net tangible liabilities attributable to equity shareholders of the Company as at 31 December 2021 is based on the consolidated net liabilities attributable to equity shareholders of the Company of RMB174,940,000 as at 31 December 2021, less the intangible assets of RMB127,385,000, as extracted from the Accountants’ Report set out in Appendix I to this Prospectus.",
"(2) The estimated net proceeds from the Global Offering are based on 13,700,000 new Shares and the indicative Offer Price of HK\\$24.64 per Share, after deduction of estimated underwriting fees and other related listing expenses payable by the Company (excluding listing expenses of RMB26,338,000 which have been accounted for prior to 31 December 2021) and does not take account of any Shares which may be issued upon the exercise of the Over-allotment Option.",
"(3) The aggregated balance of the liability portion of the Series A-1 Preferred Shares and the Series A-2 Preferred Shares was RMB1,237,990,000 as of 31 December 2021 (as set out in Note 27 of Appendix I in this prospectus). Upon the Listing, the Series A-1 Preferred Shares and the Series A-2 Preferred Shares will be automatically converted into ordinary shares of the Company and will be re-designated from liabilities to equity.",
"(4) The unaudited pro forma adjusted net tangible assets attributable to equity shareholders of the Company per Share is arrived at after adjustments on the basis that a total of 582,658,100 Shares were in issue assuming that the Global Offering and the Share Subdivision had been completed on 31 December 2021, (including the completion of the"
] |
[] |
2885817_41.pdf
|
2885817_42.pdf
|
en
|
[
"# Other Income (Expense), Net",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"3\">Fiscal Years Ended November 30,</td><td colspan=\"2\">Percent Change</td></tr><tr><td>2018</td><td>2017</td><td>2016</td><td>2018 to 2017</td><td>2017 to 2016</td></tr><tr><td colspan=\"3\">(in thousands)</td><td></td><td></td></tr><tr><td>Other income (expense), net</td><td>$ (8,984)</td><td>$ 1,123</td><td>$ 5,461</td><td>(900.0)%</td><td>79.4%</td></tr><tr><td>Percentage of revenue</td><td>(0.04)%</td><td>0.01%</td><td>0.04%</td><td></td><td></td></tr></table>",
"Amounts recorded as other income (expense), net include foreign currency transaction gains and losses, other than cash flow hedges, investment gains and losses, non-service component of pension costs, debt extinguishment gains and losses and other non-operating gains and losses, such as changes in the fair value of convertible debt conversion spread, and settlements received from class actions lawsuits.",
"Other income (expense), net decreased from net other income in fiscal year 2017 to net other (expense) in fiscal year 2018, primarily due to the adverse impact from changes in foreign currency exchange rates of \\$16.6 million, mainly in our Latin American businesses and an increase in the non-service component of pensions costs due to the acquisition of Convergys. These losses and expenses were partially offset by gains of \\$10.0 million related to changes in the fair value of the conversion spread of convertible debentures assumed in connection with the acquisition of Convergys and extinguishment gains on settlement of certain of those debentures. These losses were also partially offset by a gain of \\$2.8 million recognized upon reclassification of a cost-method investment as a trading security.",
"The decrease in other income (expense), net in fiscal year 2017, compared to fiscal year 2016, was primarily due to a \\$5.0 million benefit received from class-action legal settlements in our Technology Solutions segment.",
"# Provision for Income Taxes",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"3\">Fiscal Years Ended November 30,</td><td colspan=\"2\">Percent Change</td></tr><tr><td>2018</td><td>2017</td><td>2016</td><td>2018 to 2017</td><td>2017 to 2016</td></tr><tr><td colspan=\"3\">(in thousands)</td><td></td><td></td></tr><tr><td>Provision for income taxes</td><td>$ 156,779</td><td>$ 163,558</td><td>$ 121,059</td><td>(4.1)%</td><td>35.1%</td></tr><tr><td>Percentage of income before income taxes</td><td>34.28%</td><td>35.19%</td><td>34.00%</td><td></td><td></td></tr></table>",
"Income taxes consist of our current and deferred tax expense resulting from our income earned in domestic and foreign jurisdictions.",
"The Tax Cuts and Jobs Act of 2017 (the “TCJA”) provides for significant changes to the U.S. Internal Revenue Code of 1986, as amended, including lowering the U.S. federal corporate income tax rate from 35% to 21%, implementing a territorial tax system, imposing a one-time tax on foreign unremitted earnings and setting limitations on deductibility of certain costs (e.g., interest expense), among other things. Accordingly, we recorded a net adjustment of \\$33.1 million related to the TCJA during fiscal year 2018. This adjustment included a \\$59.8 million of transition tax expense for mandatory repatriation, partially offset by a \\$26.7 million of tax benefit from the remeasurement of our net deferred tax balance to the new U.S. tax rate enacted under the TCJA.",
"Excluding the impact of the adjustments related to the TCJA, our effective tax rate during fiscal year 2018 was 27.04%. The current year tax rate is lower compared to the prior year, primarily due to the impact of the lower tax rate under the TCJA. The decrease in tax rate was also due to the mix of taxable income in different geographic regions and the impact of the Convergys acquisition.",
"The differences in our effective tax rates between fiscal years 2017 and 2016 was primarily due to the mix of taxable income in different geographic regions and, to a lesser extent, the reversal of certain tax reserves as a result of the expiration of the statute of limitations in certain tax jurisdiction.",
"Further information on the treatment of undistributed foreign earnings and a reconciliation of the federal statutory income tax rate to our effective tax rate can be found in Note 16 of the Consolidated Financial Statements included in Part II, Item 8 of this Report."
] |
[
"# Liquidity and Capital Resources",
"# Cash Conversion Cycle",
"<table><tr><td rowspan=\"3\"></td><td rowspan=\"3\"></td><td colspan=\"3\">Three Months Ended</td></tr><tr><td>November 30,\n2018</td><td>November 30,\n2017</td><td>November 30,\n2016</td></tr><tr><td colspan=\"3\">(Amounts in thousands)</td></tr><tr><td>Days sales outstanding</td><td></td><td></td><td></td><td></td></tr><tr><td>Revenue (products and services)</td><td>(a)</td><td>$ 5,622,201</td><td>$ 5,311,877</td><td>$ 3,886,902</td></tr><tr><td>Accounts receivable, including receivable from\n related parties</td><td>(b)</td><td>3,855,496</td><td>2,846,448</td><td>1,756,596</td></tr><tr><td>Days sales outstanding</td><td>(c) = (b)/((a)/the \nnumber of days \nduring the \nperiod)</td><td>62</td><td>49</td><td>41</td></tr><tr><td>Days inventory outstanding</td><td></td><td></td><td></td><td></td></tr><tr><td>Cost of revenue (products and services)</td><td>(d)</td><td>$ 4,970,717</td><td>$ 4,849,909</td><td>$ 3,508,116</td></tr><tr><td>Inventories</td><td>(e)</td><td>2,518,319</td><td>2,162,626</td><td>1,741,734</td></tr><tr><td>Days inventory outstanding</td><td>(f) = (e)/((d)/the \nnumber of days \nduring the \nperiod)</td><td>46</td><td>41</td><td>45</td></tr><tr><td>Days payable outstanding</td><td></td><td></td><td></td><td></td></tr><tr><td>Cost of revenue (products and services)</td><td>(g)</td><td>$ 4,970,717</td><td>$ 4,849,909</td><td>$ 3,508,116</td></tr><tr><td>Accounts payable, including payable to\n related parties</td><td>(h)</td><td>3,048,102</td><td>2,643,608</td><td>1,713,834</td></tr><tr><td>Days payable outstanding</td><td>(i) = (h)/((g)/the \nnumber of days \nduring the \nperiod)</td><td>56</td><td>50</td><td>44</td></tr><tr><td>Cash conversion cycle</td><td>(j) = (c)+(f)-(i)</td><td>52</td><td>40</td><td>42</td></tr></table>",
"# Cash Flows",
"Our Technology Solutions business is working capital intensive. Our working capital needs are primarily to finance accounts receivable and inventory. We rely heavily on term loans, accounts receivable arrangements, our securitization programs and our revolver programs for our working capital needs. We have financed our growth and cash needs to date primarily through cash generated from operations and financing activities. As a general rule, when sales volumes are increasing, our net investment in working capital dollars typically increases, which generally results in decreased cash flow generated from operating activities. Conversely, when sales volume decreases, our net investment in working capital dollars typically decreases, which generally results in increases in cash flows generated from operating activities. We calculate cash conversion cycle as days of the last fiscal quarter’s sales outstanding in accounts receivable plus days of supply on hand in inventory, less days of the last fiscal quarter’s direct cost outstanding in accounts payable. Our cash conversion cycle was 52 days, 40 days and 42 days at the end of fiscal years 2018, 2017 and 2016, respectively. The increase in fiscal year 2018, compared to the prior two years, was primarily a result of higher days sales outstanding due the Convergys acquisition which was included from the date of acquisition. In addition, higher inventory due to growth and the impact of more revenue recorded on a net basis in our Technology Solutions segment also increased our cash conversion cycle.",
"To increase our market share and better serve our customers, we may further expand our operations through investments or acquisitions. We expect that such expansion would require an initial investment in working capital, personnel, facilities and operations. These investments or acquisitions would likely be funded primarily by our existing cash and cash equivalents, additional borrowings, or the issuance of securities.",
"Net cash provided by operating activities was \\$100.7 million in fiscal year 2018, primarily generated from our net income of \\$300.6 million, adjustments for non-cash items of \\$204.9 million, an increase in accounts payable of \\$382.0 million and the net change in other assets and liabilities of \\$94.1 million, partially offset by an increase in accounts receivable of \\$513.0 million, and an increase in inventories of \\$367.9 million. The increase in accounts payable and inventories was primarily due to"
] |
[] |
8405325_190.pdf
|
8405325_191.pdf
|
en
|
[
"# A . 財務資料",
"# 合併全面收益表",
"<table><tr><td rowspan=\"3\"></td><td rowspan=\"3\">附註</td><td colspan=\"3\">截至十二月三十一日止年度</td></tr><tr><td>二零零八年</td><td>二零零九年</td><td>二零一零年</td></tr><tr><td>人民幣千元</td><td>人民幣千元</td><td>人民幣千元</td></tr><tr><td>收益 . . . . . . . . . . . . . . . . . . . . . . . . . .</td><td>5</td><td>133,349</td><td>346,549</td><td>374,883</td></tr><tr><td>營運成本 . . . . . . . . . . . . . . . . . . . . . . .</td><td></td><td>(71,987)</td><td>(222,937)</td><td>(204,823)</td></tr><tr><td>毛利 . . . . . . . . . . . . . . . . . . . . . . . . . .</td><td></td><td>61,362</td><td>123,612</td><td>170,060</td></tr><tr><td>其他收入 . . . . . . . . . . . . . . . . . . . . . . .</td><td>6</td><td>4,292</td><td>4,803</td><td>26</td></tr><tr><td>市場推廣及宣傳開支 . . . . . . . . . . . . . . . .</td><td></td><td>(820)</td><td>(1,779)</td><td>(2,979)</td></tr><tr><td>行政開支 . . . . . . . . . . . . . . . . . . . . . . .</td><td></td><td>(2,093)</td><td>(3,348)</td><td>(6,267)</td></tr><tr><td>[ . ]開支 ........................</td><td></td><td>—</td><td> —</td><td>(21,531)</td></tr><tr><td>融資成本 . . . . . . . . . . . . . . . . . . . . . . .</td><td>7</td><td>(816)</td><td>(1,317)</td><td>(3,640)</td></tr><tr><td>除稅前溢利 . . . . . . . . . . . . . . . . . . . . . .</td><td></td><td>61,925</td><td>121,971</td><td>135,669</td></tr><tr><td>所得稅開支 . . . . . . . . . . . . . . . . . . . . . .</td><td>8</td><td>(16,261)</td><td>(33,130)</td><td>(40,639)</td></tr><tr><td>年度溢利及全面收益總額 . . . . . . . . . . . . .</td><td></td><td>45,664</td><td>88,841</td><td>95,030</td></tr><tr><td>每股盈利</td><td>11</td><td></td><td></td><td></td></tr><tr><td>基本（ 人民幣）. . . . . . . . . . . . . . . . . . . .</td><td></td><td>0.57</td><td>0.80</td><td>0.38</td></tr></table>"
] |
[
"# 合併財務狀況表",
"<table><tr><td rowspan=\"3\"></td><td rowspan=\"3\">附註</td><td colspan=\"3\">於\n十二月三十一日</td></tr><tr><td>二零零八年</td><td>二零零九年</td><td>二零一零年</td></tr><tr><td>人民幣千元</td><td>人民幣千元</td><td>人民幣千元</td></tr><tr><td>非流動資產</td><td></td><td></td><td></td><td></td></tr><tr><td>物業、廠房及設備 . . . . . . . . . . . . . . . .</td><td>13</td><td>43,272</td><td>40,407</td><td>376,300</td></tr><tr><td>已付收購物業、廠房及設備的按金 . . . . .</td><td></td><td>18,700</td><td>28,494</td><td>273</td></tr><tr><td>租賃按金 . . . . . . . . . . . . . . . . . . . . . .</td><td> 14 (a)</td><td>1,000</td><td>3,000</td><td>—</td></tr><tr><td></td><td></td><td>62,972</td><td>71,901</td><td>376,573</td></tr><tr><td>流動資產</td><td></td><td></td><td></td><td></td></tr><tr><td>貿易及其他應收款項 . . . . . . . . . . . . . . .</td><td> 14 (b)</td><td>65,707</td><td>230,249</td><td>280,440</td></tr><tr><td>應收一名董事款項 . . . . . . . . . . . . . . . .</td><td>15</td><td>29,216</td><td>82,121</td><td>—</td></tr><tr><td>銀行結餘及現金 . . . . . . . . . . . . . . . . . .</td><td>16</td><td>973</td><td>1,764</td><td>12,520</td></tr><tr><td></td><td></td><td>95,896</td><td>314,134</td><td>292,960</td></tr><tr><td>流動負債</td><td></td><td></td><td></td><td></td></tr><tr><td>貿易及其他應付款項 . . . . . . . . . . . . . . .</td><td>17</td><td>44,535</td><td>130,009</td><td>127,678</td></tr><tr><td>應付一名董事款項 . . . . . . . . . . . . . . . .</td><td>15</td><td>11,382</td><td>11,395</td><td>26,464</td></tr><tr><td>應付稅項 . . . . . . . . . . . . . . . . . . . . . .</td><td></td><td>16,664</td><td>49,503</td><td>39,185</td></tr><tr><td>有抵押銀行借貸 . . . . . . . . . . . . . . . . . .</td><td>18</td><td>7,500</td><td>27,500</td><td>40,000</td></tr><tr><td></td><td></td><td>80,081</td><td>218,407</td><td>233,327</td></tr><tr><td>流動資產淨值 . . . . . . . . . . . . . . . . . . .</td><td></td><td>15,815</td><td>95,727</td><td>59,633</td></tr><tr><td>資產淨值 . . . . . . . . . . . . . . . . . . . . . .</td><td></td><td>78,787</td><td>167,628</td><td>436,206</td></tr><tr><td>資本及儲備</td><td></td><td></td><td></td><td></td></tr><tr><td>實繳資本╱[ . ] . . . . . . . . . . . . . . . . . . .</td><td>19</td><td>39,406</td><td>39,406</td><td>39,451</td></tr><tr><td>儲備 . . . . . . . . . . . . . . . . . . . . . . . . .</td><td></td><td>39,381</td><td>128,222</td><td>396,755</td></tr><tr><td>權益總額 . . . . . . . . . . . . . . . . . . . . . .</td><td></td><td>78,787</td><td>167,628</td><td>436,206</td></tr></table>"
] |
[] |
2919848_106.pdf
|
2919848_107.pdf
|
en
|
[
"# 35. OPERATING LEASE ARRANGEMENTS",
"# (a) As lessor",
"The Group leases its investment properties (note 14 to the financial statements) under operating lease arrangements, with leases negotiated for terms mainly ranging from five to ten years. The terms of the leases generally also require the tenants to pay security deposits and provide for periodic rent adjustments according to the then prevailing market conditions.",
"As at 31 December 2018, the Group had total future minimum lease receivables under non-cancellable operating leases with its tenants falling due as follows:",
"<table><tr><td rowspan=\"2\"></td><td>2018</td><td>2017</td></tr><tr><td>HK$’000</td><td>HK$’000</td></tr><tr><td>Within one year</td><td>20,491</td><td>17,079</td></tr><tr><td>In the second to fifth years, inclusive</td><td>88,342</td><td>74,662</td></tr><tr><td>After five years</td><td>65,456</td><td>99,347</td></tr><tr><td></td><td>174,289</td><td>191,088</td></tr></table>",
"# (b) As lessee",
"The Group leases certain of its office buildings, retail shops and warehouses under operating lease arrangements. Leases for the properties are negotiated for terms ranging from one to ten years.",
"At 31 December 2018, the Group had total future minimum lease payments under non-cancellable operating leases falling due as follows:",
"<table><tr><td rowspan=\"2\"></td><td>2018</td><td>2017</td></tr><tr><td>HK$’000</td><td>HK$’000</td></tr><tr><td>Within one year</td><td>2,765</td><td>4,240</td></tr><tr><td>In the second to fifth years, inclusive</td><td>4,426</td><td>7,339</td></tr><tr><td>After five years</td><td>8,966</td><td>–</td></tr><tr><td></td><td>16,157</td><td>11,579</td></tr></table>"
] |
[
"# 36. COMMITMENTS",
"In addition to the operating lease commitments detailed in note 35 above, the Group had the following capital commitments at the end of the reporting period:",
"<table><tr><td rowspan=\"2\"></td><td>2018</td><td>2017</td></tr><tr><td>HK$’000</td><td>HK$’000</td></tr><tr><td>Contracted, but not provided for:</td><td></td><td></td></tr><tr><td>Plant and machinery</td><td>7,796</td><td>–</td></tr><tr><td>Acquisition of equity investment</td><td>1,138</td><td>–</td></tr><tr><td></td><td>8,934</td><td>–</td></tr></table>",
"# 37. RELATED PARTY TRANSACTIONS",
"# (a) Compensation of key management personnel of the Group",
"<table><tr><td rowspan=\"2\"></td><td>2018</td><td>2017</td></tr><tr><td>HK$’000</td><td>HK$’000</td></tr><tr><td>Short term employee benefits</td><td>14,017</td><td>11,092</td></tr><tr><td>Equity-settled share option benefits</td><td>5,625</td><td>5,081</td></tr><tr><td>Total compensation paid to key management personnel</td><td>19,642</td><td>16,173</td></tr></table>",
"Further details of directors’ emoluments are included in note 8 to the financial statements.",
"# (b) Loans from a director",
"<table><tr><td rowspan=\"2\"></td><td>2018</td><td>2017</td></tr><tr><td>HK$’000</td><td>HK$’000</td></tr><tr><td>Mr. Tse Kam Pang</td><td>12,000</td><td>12,000</td></tr></table>",
"Mr. Tse Kam Pang is one of the directors and also the Chairman of the Company. As at 31 December 2018, loans with an aggregate amount of HK\\$12,000,000 are unsecured, interest-free and not repayable within the next twelve months.",
"# (c) Other transactions with related parties:",
"The Chairman of the Company has unconditional guaranteed certain bank loans and other loans made to the Group of up to HK\\$90,000,000 (2017: HK\\$40,000,000) as at the end of the reporting period, as further detailed in note 26(ii) to the financial statements.",
"# (d) Outstanding balances with related parties:",
"(i) The Group had an outstanding balance due to its non-controlling interests of HK\\$41,102,000 (2017: HK\\$42,438,000) as at the end of the reporting period, as further detailed in note 31 to the financial statements.",
"(ii) Details of the Group’s other receivable balances with its associate as at the end of the reporting period are disclosed in note 21 to the financial statements."
] |
[] |
20742632_14.pdf
|
20742632_15.pdf
|
en
|
[
"An analysis of revenue by segment is as follows:",
"<table><tr><td rowspan=\"3\">Products by industry</td><td colspan=\"2\">Year ended 31 December</td></tr><tr><td>2018</td><td>2017</td></tr><tr><td>(RMB’000)</td><td>(RMB’000)</td></tr><tr><td>Design, survey and consultancy</td><td>3,514,181</td><td>2,976,736</td></tr><tr><td>Construction contracting</td><td>3,671,965</td><td>3,995,809</td></tr><tr><td>Total</td><td>7,186,146</td><td>6,972,545</td></tr></table>",
"# DESIGN, SURVEY AND CONSULTANCY SEGMENT",
"The design, survey and consultancy segment includes design, survey and consultancy services for urban rail transit construction as well as industrial and civil construction and municipal administration. The design, survey and consultancy segment has been the traditional and core business of the Group. In 2018, in the unfavorable context of slowdown in investment in rail transit, the Group intensively developed existing markets by fully utilizing the technical advantages in the industry, consolidated its dominant status in urban rail transit design, properly performed existing contracts and focused on following up state-level new areas and third-tire and fourth-tire cities, and expanded its business into 65 domestic and overseas cities, and improved the influence of its urban construction brand. In 2018, tenders for new rail transit lines were launched in only 14 cities in rail transit industry across the nation, but the Company still won the bids for a total of 6 overall design projects in Beijing, Chongqing, Xi’an, Delingha and Hangzhou, and maintained the largest market share in the industry.",
"For the year ended 31 December 2018, the design, survey and consultancy segment of the Group achieved a revenue of RMB3,514 million, representing an increase of RMB537 million or 18.04% compared to RMB2,977 million for the corresponding period in 2017. Among which, the revenue of the urban rail transit construction business amounted to RMB2,848 million, representing an increase of RMB330 million or 13.11% compared to RMB2,518 million for the corresponding period of last year. The revenue of the industrial and civil construction and municipal construction business amounted to RMB666 million, representing an increase of RMB207 million or 45.10% compared to RMB459 million for the corresponding period of last year.",
"Revenue distribution of the design, survey and consultancy segment"
] |
[
"# CONSTRUCTION CONTRACTING SEGMENT",
"The construction contracting segment of the Group focuses on the services for urban rail transit construction projects and relevant infrastructure construction projects. The construction contracting projects undertaken by the Group covered cities, including Beijing, Kunming, Zunyi, Suzhou, Zhengzhou and Huangshan."
] |
[] |
3448895_17.pdf
|
3448895_18.pdf
|
en
|
[
"# UHS BEHAVIORAL HEALTH DIVISION",
"Strategic growth in the U.K. has expanded the reach of Cygnet Health Care Limited. Cygnet Hospital Stevenage, located north of London, is one of 21 Cygnet Health Care facilities with 1,100 patient beds serving residents of the U.K.",
"Last year, UHS acquired Alpha Hospitals, four behavioral health hospitals in the U.K. The facilities were an excellent fit geographically and complemented the services provided at our Cygnet Health Care Limited hospitals, acquired one year earlier. The Division now operates 21 hospitals in the U.K., with 1,100 beds.",
"UHS continued its strategy to enhance mental health care in the United States through acquisitions, organic growth and strategic alliances.",
"Specifically, Foundations Recovery Network, a premier provider of addiction treatment, will strengthen our services with four residential treatment facilities and eight outpatient centers that treat co-occurring addiction and mental health disorders. UHS will utilize Foundations Recovery Network’s specialty direct to consumer marketing, national sales team, web-based marketing, and call center to support the growth of our specialty eating disorders, trauma, autism and neuropsychiatry programs."
] |
[
"Organic growth in the division contributed to the addition of 344 new beds in key markets. Fremont Hospital in California added 52 beds, including an eating disorder and women’s trauma care program. Forest View Hospital in Michigan and Palo Verde Behavioral Health in Arizona both expanded adolescent and adult beds and Newport News Behavioral Health Center opened its first acute inpatient psychiatric beds to serve children and adolescents in Virginia.",
"To meet the aging population’s increased demand for services in its community, The BridgeWay in Arkansas added a 20-bed senior care unit. Other expansion projects included the conversion of 18 acute beds to an “Extended Acute Care Unit” (EAC) at Brooke Glen Behavioral Hospital in Pennsylvania and 16 beds from residential treatment to acute care services at Brynn Marr Hospital in North Carolina.",
"Construction of a new, 80-bed acute behavioral health hospital in Stuart, Florida is underway and scheduled for completion in 2016.",
"# CREATING STRATEGIC PARTNERSHIPS TO ADDRESS COMMUNITY BEHAVIORAL HEALTH NEEDS",
"Nationally, health systems identify the need to collaborate with specialty behavioral health providers to deliver mental health services. UHS Behavioral Health Integration Solutions, our new line of business, leverages our expertise and resources to develop mutually beneficial strategic partnerships with healthcare systems. During the year, key relationships were established creating access to quality mental health programs and services while reducing unnecessary emergency department use, lowering readmission rates, improving outcomes and increasing patient satisfaction.",
"The Canyon in Malibu, California is an exclusive co-occurring residential treatment program acquired as part of the Foundations Recovery Network purchase. Four residential treatment facilities and eight outpatient centers were added in Georgia, California and Tennessee."
] |
[] |
7569408_19.pdf
|
7569408_20.pdf
|
en
|
[
"# CAPITAL COMMITMENTS",
"<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>Cailpta exdipenture in reshpect of te acquisition of property, \n lpant and eiqupment contracted for but not provided in the \n consolidated financial statements</td><td>27,000</td><td>–</td></tr></table>",
"# CORPORATE GOVERNANCE",
"The Company has applied the principles as set out in the Corporate Governance Code (the “CG Code”) contained in Appendix 14 to the Rules Governing the Listing of Securities on The Stock Exchange (the “Listing Rules”).",
"The Board is of the view that during the Current Period, the Company has complied with all the code provisions as set out in the CG Code.",
"# MODEL CODE FOR DIRECTORS’ SECURITIES TRANSACTIONS",
"The Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers set out in Appendix 10 to the Listing Rules (the “Securities Dealing Code”).",
"The Company has made specific enquiry of all the Directors and all the Directors have confirmed that they complied with the required standard set out in the Securities Dealing Code during the Current Period and throughout the period up to the date of this announcement.",
"# AUDIT COMMITTEE",
"The Audit Committee comprises three members, all of whom are independent non-executive Directors, namely Mr. Leung Ho Chi, Mr. Tse Yung Hoi and Mr. Chan Ching Sum. Mr. Leung Ho Chi is the chairman of the Audit Committee. The Audit Committee has written terms of reference in compliance with the Listing Rules and the CG Code.",
"The Audit Committee has in conjunction with the management reviewed the accounting principles and practices adopted by the Group and discussed risk management, internal controls and financial reporting matters of the Group. The Audit Committee has no disagreement with the accounting treatment adopted by the Company. The consolidated annual results of the Group for the Current Period have been reviewed by the Audit Committee."
] |
[
"# SCOPE OF WORK OF SHINEWING (HK) CPA LIMITED",
"The figures above in respect of the Group’s consolidated statement of financial position, consolidated statement of profit or loss and other comprehensive income and the related notes thereto for the year ended 31 March 2020 as set out in this preliminary results announcement have been agreed with the Group’s auditor, SHINEWING (HK) CPA Limited, to the amounts set out in the Group’s audited consolidated financial statements for the year ended 31 March 2020. The work performed by SHINEWING (HK) CPA Limited in this respect did not constitute an assurance engagement in accordance with Hong Kong Standards on Auditing, Hong Kong Standards on Review Engagements or Hong Kong Standards on Assurance Engagements issued by the Hong Kong Institute of Certified Public Accountants and consequently no assurance has been expressed by SHINEWING (HK) CPA Limited on this preliminary announcement.",
"# PUBLICATION OF ANNUAL RESULTS AND ANNUAL REPORT",
"This announcement is published on the Company’s corporate website at www.vicointernational.hk and the HKEXnews at www.hkexnews.hk. The 2019/2020 Annual Report of the Company will be dispatched to shareholders of the Company and published on the aforesaid websites in due course.",
"# 2020 ANNUAL GENERAL MEETING",
"The 2020 AGM of the Company is scheduled to be held on Wednesday, 2 September 2020. Notice of the 2020 AGM will be published on the websites of both the Stock Exchange and the Company and dispatched to the Company’s shareholders in due course.",
"# APPRECIATION",
"The Board would like to extend its sincere thanks to the Group’s shareholders, business partners and customers for their utmost support to the Group. The Group would also like to take this opportunity to thank all management members and staff for their hard work and dedication throughout the year.",
"By order of the Board",
"Vico International Holdings Limited",
"Hui Pui Sing",
"Chairman",
"Hong Kong, 24 June 2020",
"As at the date of this announcement, the executive directors are Mr. Hui Pui Sing, Ms. Tong Man Wah, Mr. Hui Yip Ho Eric, Ms. Hui Wing Man Rebecca and Mr. Kong Man Ho, the non-executive director is Mr. Wong Chun Man and the independent non-executive directors are Mr. Leung Ho Chi, Mr. Chan Ching Sum and Mr. Tse Yung Hoi."
] |
[] |
3442452_63.pdf
|
3442452_64.pdf
|
en
|
[
"# Substantial shareholders’ and other persons’ interests and short positions in shares and underlying shares",
"As at 31 December 2018, so far as is known to the Directors, the following persons (other than a Director or chief executive of the Company) had or were deemed or taken to have an interest or short position in the shares or underlying shares of the Company which would fall to be disclosed to the Company and the Stock Exchange under the provisions of Divisions 2 and 3 of Part XV of the SFO, or which were recorded in the register required to be kept under section 336 of the SFO:",
"<table><tr><td>Name of shareholder</td><td>Nature of interest</td><td>Number of \nordinary \nshares of \nthe Company \ninterested</td><td>Percentage of \nth’e Companys \nissued share \n(3)capital </td></tr><tr><td>Hong Kong (Rong An) Investment Limited \n(“Hong Kong Rong An”)</td><td>Beneficial owner</td><td>804,064,808</td><td>37.83%</td></tr><tr><td>CECEP Chongqing Industry Co., Ltd. \n(“CECEP Chongqing”) (1)</td><td>Interest in controlled \ncorporation</td><td>804,064,808</td><td>37.83%</td></tr><tr><td>China Energy Conservation and \nEnvironmental Protection Group \n(“CECEP”) (2)</td><td>Interest in controlled \ncorporation</td><td>804,064,808</td><td>37.83%</td></tr><tr><td>Kingom Power Limited \n(“Kingom Power”)</td><td>Beneficial owner</td><td>643,720,000</td><td>30.29%</td></tr><tr><td>Winwett Investments Limited</td><td>Beneficial owner</td><td>136,820,000</td><td>6.44%</td></tr><tr><td>Mr. Huang Shao Rong</td><td>Beneficial owner</td><td>19,587,000</td><td>0.92%</td></tr><tr><td></td><td>Nominee for another person \n(other than a bare trustee)</td><td>208,532,000</td><td>9.81%</td></tr><tr><td>Ever Luxuriant Global Trading Limited</td><td>Beneficial owner</td><td>208,532,000</td><td>9.81%</td></tr><tr><td>Mr. Lin Haibin</td><td>Beneficial owner</td><td>27,723,000</td><td>1.30%</td></tr><tr><td></td><td>Nominee for another person \n(other than a bare trustee)</td><td>172,538,000</td><td>8.12%</td></tr><tr><td>Haibin International Investments Limited</td><td>Beneficial owner</td><td>172,538,000</td><td>8.12%</td></tr><tr><td>Export – Import Bank of China</td><td>Person having a security \ninterest in shares</td><td>300,000,000</td><td>14.12%</td></tr></table>"
] |
[
"Notes:",
"(1) CECEP Chongqing owned 100% of the issued share capital of Hong Kong Rong An, and was thus deemed to be interested in all shares of the Company that Hong Kong Rong An was interested in under the SFO.",
"(2) CECEP Chongqing was a non-wholly-owned subsidiary of CECEP. CECEP was therefore deemed to be interested in all shares of the Company CECEP Chongqing was interested in under the SFO.",
"(3) Based on a total of 2,125,308,000 issued shares of the Company as at 31 December 2018.",
"Save as disclosed above, as at 31 December 2018, the Directors were not aware of any other person who had interests or short positions in the shares or underlying shares of the Company which would fall to be disclosed to the Company and the Stock Exchange under the provisions of Divisions 2 and 3 of Part XV of the SFO, or which were recorded in the register required to be kept under section 336 of the SFO.",
"# Emolument policies",
"The Group’s emolument policies are formulated on the performance of individual employees and on the basis of the salary trends in Hong Kong and the PRC, and will be reviewed regularly. Subject to the Group’s profitability, the Group may also distribute discretionary bonus to its employees as an incentive for their contribution to the Group. The Group has adopted a share option scheme for its employees as described in the paragraph below.",
"# Permitted Indemnity",
"Pursuant to the Articles of Association of the Company, the applicable laws and regulations, every Director shall be indemnified and secured harmless out of the assets and profits of the Company against all actions, costs, charges, losses, damages and expenses which they or any of them may incur or sustain in the execution of their duties in their offices. Such permitted indemnity provision has been in force throughout the year under review. The Company has arranged appropriate Directors’ and officers’ liability insurance coverage for the Directors and officers of the Group.",
"# Share option scheme",
"The Company has a share option scheme which was adopted on 31 March 2011 whereby the Directors are authorised, at their discretion, to invite employees of the Group, including directors of any company in the Group, to take up options to subscribe for shares of the Company. The purpose of the scheme is to provide an opportunity for employees of the Group to acquire an equity participation in the Company and to encourage them to work towards enhancing the value of the Company and its shares for the benefit of the Company and its shareholders as a whole."
] |
[] |
11750865_5.pdf
|
11750865_6.pdf
|
en
|
[
"\\[ A ( S ) \\ne S \\, ; \\qquad \\qquad \\qquad \\qquad \\qquad \\qquad ( 2 . 1 4 ) \\]",
"since \\( A \\neq { \\mathrm { I d } } \\), such a subspace exists. Consider the vector bundle V on Y constructed in (2.11) using S. As before, P(V ) denotes the projective bundle over Y parametrizing the lines in the fibers of V .",
"There is an embedding",
"\\[ \\delta : P ( V ) \\longrightarrow Q \\qquad \\qquad \\qquad \\qquad \\qquad ( 2 . 1 5 ) \\]",
"which we will now describe. For the map f in (2.2), the image \\( f \\circ \\delta ( P ( V ) ) \\) is the point given by the quotient",
"\\[ 0 \\, \\longrightarrow \\, { \\widehat V } \\, \\longrightarrow \\, { \\mathcal O } _ { X } ^ { \\oplus r } \\, \\longrightarrow \\, \\bigl ( \\bigoplus _ { i = 1 } ^ { d _ { p } - 1 } ( { \\mathcal O } _ { X } ^ { \\oplus r } ) _ { x _ { i } } / H _ { i } \\bigr ) \\oplus \\bigl ( { \\mathcal O } _ { X } ^ { \\oplus r } \\bigr ) _ { x _ { 0 } } / S \\bigr ) \\, \\longrightarrow \\, 0 \\, . \\]",
"where \\( H _ { i } \\) are the hyperplanes fixed above; in particular, \\( f \\circ \\delta \\) is a constant map. Note that bV is an extension of the vector bundle V to X. For any point \\( y \\in Y \\) and any point in the fiber \\( y ^ { \\prime } \\in P ( V ) _ { y } \\), consider the short exact sequence on X",
"\\[ 0 \\, \\longrightarrow \\, E \\, \\longrightarrow \\, \\widehat { V } ^ { * } \\, \\longrightarrow \\, ( \\oplus _ { j = 1 } ^ { d _ { z } - 1 } ( \\widehat { V } _ { y _ { j } } ^ { * } / L _ { j } ^ { \\perp } ) \\oplus ( \\widehat { V } _ { y } ^ { * } / L ( y ^ { \\prime } ) ^ { \\perp } ) \\, \\longrightarrow \\, 0 \\, , \\]",
"where \\( L ( y ^ { \\prime } ) \\, \\subset \\, V _ { y } \\) is the line in \\( V _ { y } \\) corresponding to the above point \\( y ^ { \\prime } \\), and \\( L _ { j } ^ { \\perp } \\, \\subset \\, \\widehat { V } _ { y _ { j } } ^ { * } \\) (respectively, \\( L ( y ^ { \\prime } ) ^ { \\perp } \\subset \\widehat { V } _ { y } ^ { * } ) \\) is the annihilator of \\( L _ { j } \\) (respectively, \\( L ( y ^ { \\prime } ) ) \\); note that \\( \\widehat { V } _ { y _ { j } } \\) is identified with \\( \\mathbb { C } ^ { r } \\) and \\( \\widehat { V } _ { y } \\) is identified with \\( V _ { y } \\). Therefore, we have",
"\\[ \\widehat { V } \\hookrightarrow E ^ { * } . \\]",
"The map \\( \\delta \\) in (2.15) sends any \\( y ^ { \\prime } \\) to the above extension \\( E ^ { * } \\) of bV constructed from \\( y ^ { \\prime } \\).",
"From (2.10) we know that \\( \\mathrm { P G L } ( r , \\mathbb { C } ) \\) is contained in \\( \\operatorname { A u t } ( p ^ { - 1 } ( U ) ) \\) with",
"\\[ 0 \\oplus { \\mathfrak { g } } \\, \\subset \\, { \\mathfrak { g } } \\oplus { \\mathfrak { g } } \\, = \\, H ^ { 0 } ( p ^ { - 1 } ( U ) , \\, T ( p ^ { - 1 } ( U ) ) ) \\]",
"as its Lie algebra. This action of \\( \\mathrm { P G L } ( r , \\mathbb { C } ) \\) on \\( p ^ { - 1 } ( U ) \\) clearly preserves the intersection \\( \\delta ( P ( V ) ) \\cap p ^ { - 1 } ( U ) \\). Therefore, if the action of the element A in (2.13) extends to Q, then the extended action must preserve the image \\( \\delta ( P ( V ) ) \\).",
"On the other hand, from Lemma 2.3 we know that the action of A on \\( P ( V ) | _ { Y \\backslash \\{ y _ { 0 } \\} } \\) does not extend to P(V ) because (2.14) holds. This completes the proof of the theorem.",
"\u0003",
"# 3. Holomorphic maps from a symmetric product",
"Proposition 3.1. Let X and Y be compact connected Riemann surface with",
"\\[ \\operatorname { g e n u s } ( X ) \\, \\geq \\, \\operatorname { g e n u s } ( Y ) \\, \\geq \\, 2 \\, . \\]",
"If there is a nonconstant holomorphic map \\( \\beta \\; : \\; \\mathrm { S y m } ^ { d } ( Y ) \\; \\longrightarrow \\; X \\), then \\( d \\)= 1, and \\( \\beta \\) is an isomorphism."
] |
[
"Proof. Let \\( \\beta \\, : \\, \\mathrm { S y m } ^ { d } ( Y ) \\, \\longrightarrow \\, X \\) be a nonconstant holomorphic map. Let",
"\\[ \\beta ^ { * } \\, : \\, H ^ { 0 } ( X , \\, \\Omega _ { X } ^ { 1 } ) \\, \\longrightarrow \\, H ^ { 0 } ( \\mathrm { S y m } ^ { d } ( Y ) , \\, \\Omega _ { \\mathrm { S y m } ^ { d } ( Y ) } ^ { 1 } ) \\]",
"be the pull-back of 1–forms defined by \\( \\omega \\longmapsto \\beta ^ { * } \\omega \\). This homomorphism \\( \\beta ^ { * } \\) is injective, because \\( \\beta \\) is surjective. Since",
"\\[ \\mathrm { d i m } \\, H ^ { 0 } ( \\mathrm { S y m } ^ { d } ( Y ) , \\, \\Omega _ { \\mathrm { S y m } ^ { d } ( Y ) } ^ { 1 } ) \\, = \\, \\mathrm { g e n u s } ( Y ) \\]",
"[Ma, p. 322, (4.3)], the injectivity of \\( \\beta ^ { * } \\) implies that \\( \\operatorname { g e n u s } ( Y ) \\; \\geq \\; \\operatorname { g e n u s } ( X ) \\). Therefore, the given condition \\( \\operatorname { g e n u s } ( X ) \\ \\geq \\operatorname { g e n u s } ( Y ) \\) implies that",
"• \\( \\operatorname { g e n u s } ( X ) \\, = \\, \\operatorname { g e n u s } ( Y ) \\), and",
"• the above homomorphism \\( \\beta ^ { * } \\) is an isomorphism.",
"If \\( d \\geq \\) 2, the wedge product",
"\\[ \\wedge ^ { 2 } H ^ { 0 } ( \\mathrm { S y m } ^ { d } ( Y ) , \\, \\Omega _ { \\mathrm { S y m } ^ { d } ( Y ) } ^ { 1 } ) \\, \\longrightarrow \\, H ^ { 0 } ( \\mathrm { S y m } ^ { d } ( Y ) , \\, \\Omega _ { \\mathrm { S y m } ^ { d } ( Y ) } ^ { 2 } ) \\]",
"is a nonzero homomorphism [Ma, p. 325, (6.3)]. On the other hand, the wedge product on \\( H ^ { 0 } ( X , \\, \\Omega _ { X } ^ { 1 } ) \\) is the zero homomorphism because \\( H ^ { 0 } ( X , \\, \\Omega _ { X } ^ { 2 } ) \\; = \\; 0 \\). In other words, \\( \\beta ^ { * } \\) is not compatible with the wedge product operation on holomorphic 1-forms if \\( d \\geq \\) 2. So we conclude that \\( d \\) = 1.",
"Since \\( \\mathrm { g e n u s } ( X ) \\, = \\, \\mathrm { g e n u s } ( Y ) \\), from Riemann–Hurwitz formula for Euler characteristic if follows that \\( \\mathrm { d e g r e e } ( \\beta ) \\) = 1. In other words, \\( \\beta \\) is an isomorphism.",
"\u0003",
"Let \\( X ^ { \\prime } \\) be a compact connected Riemann surface of genus at least two. Fix positive integers \\( r ^ { \\prime } \\ge \\) 2, \\( d _ { p } ^ { \\prime } \\) and \\( d _ { z } ^ { \\prime } \\). Let",
"\\[ \\boldsymbol { \\mathcal { Q } } ^ { \\prime } \\, = \\, \\boldsymbol { \\mathcal { Q } } _ { X } ^ { \\prime } ( \\boldsymbol { r } ^ { \\prime } , d _ { p } ^ { \\prime } . d _ { z } ^ { \\prime } ) \\]",
"be the corresponding generalized quot scheme (see (2.2)).",
"Proposition 3.2. If the two varieties \\( \\mathcal { Q } ^ { \\prime } \\) and Q (constructed in (2.2)) are isomorphic, then X is isomorphic to \\( X ^ { \\prime } \\).",
"Proof. Assume that \\( Q \\) 0 and Q are isomorphic. We will show that X and \\( X ^ { \\prime } \\) are isomorphic.",
"Let \\( \\eta \\, : \\, \\mathrm { S y m } ^ { d _ { p } } ( X ) \\times \\mathrm { S y m } ^ { d _ { z } } ( X ) \\, \\longrightarrow \\, \\mathrm { P i c } ^ { d _ { p } } ( X ) \\times \\mathrm { P i c } ^ { d _ { z } } ( X ) \\) be the morphism defined by",
"\\[ \\left( ( x _ { 1 } \\, , \\, \\cdot \\, \\cdot \\, , x _ { d _ { p } } ) \\, , ( y _ { 1 } \\, , \\, \\cdot \\, \\cdot \\, , y _ { d _ { z } } ) \\right) \\longmapsto \\left( { \\mathcal { O } } _ { X } ( x _ { 1 } + \\, . \\, . \\, . + x _ { d _ { p } } ) \\, , { \\mathcal { O } } _ { X } ( y _ { 1 } + \\, . \\, . \\, . \\, + y _ { d _ { z } } ) \\right) . \\]",
"Since the general fiber of the map p in (2.5) is a product of copies of projective spaces, the composition",
"\\[ \\eta \\circ p : \\, \\mathcal { Q } \\longrightarrow \\operatorname { P i c } ^ { d _ { p } } ( X ) \\times \\operatorname { P i c } ^ { d _ { z } } ( X ) \\]",
"is the Albanese map for Q, as there is no nonconstant holomorphic map from a projec-tive space to an abelian variety. In particular, the Albanese variety of Q is of dimension"
] |
[] |
9236040_37.pdf
|
9236040_38.pdf
|
en
|
[
"# Financial Risks",
"Details of the Company’s Financial Risk exposures are provided as follows:",
"# Foreign Exchange",
"The Company sells its bullion and gold concentrate in USD. Most of its costs are denominated in SEK and EUR with an interest-bearing liability denominated in HKD, while the Company’s presentation currency is AUD.",
"The Company may use foreign exchange forwards from time to time to reduce exposure to unpredictable fluctuations in the foreign exchange rates if considered suitable by the Directors. No hedging of foreign exchange exposure was used during the period.",
"# Commodity Price",
"The Company is exposed to movements in the gold price. The Company may use a variety of financial instruments (such as gold forwards and gold call options) from time to time to reduce exposure to unpredictable fluctuations in the project life revenue streams if considered suitable by the Directors. At present the Company has no plans to hedge commodity price risk.",
"# Liquidity",
"The Company is exposed to liquidity risk through its financial liabilities and its obligations to make payment on its financial liabilities as and when they fall due. The Company maintains a balance in its approach to funding using debt and or equity raisings.",
"# Credit",
"Credit risk represents the loss that would be recognised if counterparties failed to perform as contracted. The Company’s maximum exposures to credit risk at reporting date in relation to each class of financial asset is the carrying amount of those assets as indicated in the Consolidated Interim Statement of Financial Position.",
"Credit risk is managed on a group basis and predominantly arises from cash and cash equivalents deposited with banks and financial institutions, trade and other receivables and environmental and other bonds. While the Company has policies in place to ensure that sales are made to customers with an appropriate credit history, the Company is exposed to a concentration of credit risk in relation to its gold concentrate sales to a nearby smelter in Finland.",
"# Interest Rate",
"Fair value interest rate risk is the risk that the value of a financial instrument will fluctuate because of changes in market interest rates. Cash flow interest rate risk is the risk that the future cash flow from a financial instrument will fluctuate because of changes in market interest rates. The Company’s policy is to manage its exposure to interest rate risk by holding cash in short term, fixed and variable rate deposits with reputable high credit quality financial institutions. The Company constantly analyses its interest rate exposure. Consideration is given to potential renewals of existing positions, alternative financing and or the mix of fixed and variable interest rates."
] |
[
"# Costs",
"Fuel, power, labour, and all other costs can vary from existing rates and assumptions.",
"# Charges on Company Assets",
"There were no charges on the Company’s assets as at 30 June 2021 or 31 December 2020.",
"# Contingent Liabilities",
"As at 30 June 2021, there are no material updates to the contingent liabilities contained in Company’s 2020 Annual Report.",
"# Company Strategy",
"The Company is principally engaged in gold exploration, mining, and processing in the Nordic region. The Company’s objective is to focus on the development of existing and new mining assets in reasonable proximity to our process plants in Vammala, Finland and Svartliden, Sweden. The Company operates with a long-term business strategy to operate responsibly considering the interests of all stakeholders including its staff, contractors, and the public including civic groups, together with the environment and the general amenity of its areas of operation. It aims to produce positive financial outcomes through (i) the economic operations of its operating mines and process plants; (ii) development of new projects consistent with the Company’s objective, such as the Group’s newest operations at Fäboliden; and (iii) attention to the Company’s corporate and social responsibilities, including a focus on ongoing safety and environmental compliance, and ongoing positive interaction with the communities within which it operates.",
"# Significant Investments Held, Material Acquisitions and Disposal of Subsidiaries, and Future Plans for Material Investments or Capital Assets",
"Save for those disclosed in this announcement, there were no other significant investments held, nor were there material acquisitions or disposals of subsidiaries during the period. Apart from those disclosed in this announcement, there was no plan authorised by the Board for other material investments or additions of capital assets at the date of this announcement.",
"# Purchase, Sale or Redemption of the Company’s Listed Securities",
"During the period ended 30 June 2021, neither the Company nor any of its subsidiaries had purchased, sold, or redeemed any of the Company’s listed shares."
] |
[] |
20747065_21.pdf
|
20747065_22.pdf
|
en
|
[
"# Internet of Things",
"The Internet of Things (IoT) is about making intelligent digitally-enabled and connected products. The falling costs of key infrastructure and the proliferation of consumer and enterprise user applications have proven a catalyst.",
"During 2015-17, companies announced \\$98 billion worth of M&A deals in this segment. IoT also attracted \\$3.5 billion in CVC investments, spread across all the major sectors. Such investments point towards a burgeoning IoT ecosystem that includes wearables, sensors, infrastructure and smart products across many sectors, including smart utilities, connected home, industrial IoT, connected health and automobiles.",
"Amazon acquired Ring, maker of smart home doorbells, cameras, and security systems"
] |
[
"# Robotics and Drones",
"Signi cant advances in new materials, computing and battery power as well as the rapid growth in both industrial and consumer applications is stimulating investment in robotics. These investments range from industrial automation and drones to service process automation.",
"The robotics segment received nearly \\$7 billion worth of M&A investments, seven times more than the \\$1 billion corporate venture investments in this segment. M&A was dominated by technology and industrials. Corporate venture investments in this segment came from a range of non-tech sectors, such as industrials, media and consumer business.",
"M&A by Sector",
"(By deal volumes)",
"Boeing acquired Aurora Flight Sciences, developer and manufacturer of advanced aerospace platforms and autonomous drone systems"
] |
[] |
7480056_6.pdf
|
7480056_7.pdf
|
en
|
[
"The following is an analysis of the Group’s assets and liabilities by operating segments:",
"<table><tr><td rowspan=\"4\"></td><td colspan=\"2\">Exhibition and events</td><td colspan=\"2\">Cultural and entertainment</td><td colspan=\"2\">Financing</td><td colspan=\"2\">Total</td></tr><tr><td>At \n31 December \n2020</td><td>At \n30 June \n2020</td><td>At \n31 December \n2020</td><td>At \n30 June \n2020</td><td>At \n31 December \n2020</td><td>At \n30 June \n2020</td><td>At \n31 December \n2020</td><td>At \n30 June \n2020</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></tr><tr><td>(Unaudited)</td><td>(Audited)</td><td>(Unaudited)</td><td>(Audited)</td><td>(Unaudited)</td><td>(Audited)</td><td>(Unaudited)</td><td>(Audited)</td></tr><tr><td>Assets</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Segment assets</td><td>85,025</td><td>86,051</td><td>479,872</td><td>544,971</td><td>404,046</td><td>461,062</td><td>968,943</td><td>1,092,084</td></tr><tr><td>Unallocated corporate assets</td><td></td><td></td><td></td><td></td><td></td><td></td><td>51,934</td><td>65,286</td></tr><tr><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td>1,020,877</td><td>1,157,370</td></tr><tr><td>Liabilities</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Segment liabilities</td><td>1,768</td><td>6,815</td><td>32,969</td><td>119,140</td><td>7,645</td><td>6,735</td><td>42,382</td><td>132,690</td></tr><tr><td>Unallocated corporate liabilities</td><td></td><td></td><td></td><td></td><td></td><td></td><td>186,856</td><td>327,027</td></tr><tr><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td>229,238</td><td>459,717</td></tr></table>",
"For the purpose of monitoring segment performance and allocating resources between segments:",
"— all assets are allocated to reportable segments other than corporate assets; and",
"— all liabilities are allocated to reportable segments other than corporate liabilities.",
"# Other segment information",
"# For the six months ended 31 December",
"<table><tr><td rowspan=\"4\"></td><td colspan=\"2\">Exhibition and events</td><td colspan=\"2\">Cultural and entertainment</td><td colspan=\"2\">Financing</td><td colspan=\"2\">Unallocated</td><td colspan=\"2\">Total</td></tr><tr><td>2020</td><td>2019</td><td>2020</td><td>2019</td><td>2020</td><td>2019</td><td>2020</td><td>2019</td><td>2020</td><td>2019</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>(Unaudited)</td><td>(Unaudited)</td><td>(Unaudited)</td><td>(Unaudited)</td><td>(Unaudited)</td><td>(Unaudited)</td><td>(Unaudited)</td><td>(Unaudited)</td><td>(Unaudited)</td><td>(Unaudited)</td></tr><tr><td>Depreciation of property, \nlpant and eiqupment</td><td>(39)</td><td>(41)</td><td>(283)</td><td>(133)</td><td>(17)</td><td>(4)</td><td>(628)</td><td>(732)</td><td>(967)</td><td>(910)</td></tr><tr><td>Depreciation of rihgt-of-use assets</td><td>(135)</td><td>(422)</td><td>(538)</td><td>(900)</td><td>–</td><td>–</td><td>(2,646)</td><td>(2,874)</td><td>(3,319)</td><td>(4,196)</td></tr><tr><td>Write-off of property, \nlpant and eiqupment</td><td>(94)</td><td>–</td><td>(8)</td><td>(24)</td><td>–</td><td>–</td><td>(1)</td><td>–</td><td>(103)</td><td>(24)</td></tr><tr><td>Cailpta exdipentures</td><td>–</td><td>–</td><td>(21)</td><td>(39)</td><td>(35)</td><td>(23)</td><td>–</td><td>(618)</td><td>(56)</td><td>(680)</td></tr><tr><td>Net gain/(loss) on financial \nassets at FVTPL</td><td>–</td><td>(3,727)</td><td>–</td><td>–</td><td>–</td><td>–</td><td>1,082</td><td>(7,358)</td><td>1,082</td><td>(11,085)</td></tr><tr><td>Gain/(loss) on disposal of subsidiaries</td><td>2,412</td><td>(2,818)</td><td>–</td><td>–</td><td>–</td><td>–</td><td>–</td><td>–</td><td>2,412</td><td>(2,818)</td></tr><tr><td>Gain on dereigstration of subsidiaries</td><td>(99)</td><td>–</td><td>4,671</td><td>–</td><td>–</td><td>–</td><td>(1)</td><td>–</td><td>4,571</td><td>–</td></tr><tr><td>Amortisation of intaniblge assets</td><td>–</td><td>(1,797)</td><td>(2,889)</td><td>(3,542)</td><td>–</td><td>–</td><td>–</td><td>–</td><td>(2,889)</td><td>(5,339)</td></tr></table>"
] |
[
"# 5. REVENUE",
"<table><tr><td rowspan=\"4\"></td><td colspan=\"2\">For the six months ended \n31 December</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>Organisation and sponsorship of exhibitions, event lpanning \nand related services</td><td>–</td><td>45,934</td></tr><tr><td>Contracting services and entertainment equipment solution</td><td>–</td><td>83,919</td></tr><tr><td>Brand management</td><td>5,035</td><td>10,493</td></tr><tr><td>Promotion and consulting services</td><td>49,070</td><td>161,959</td></tr><tr><td>Trading of goods</td><td>57,272</td><td>90,090</td></tr><tr><td>Financing income</td><td></td><td></td></tr><tr><td>— Credit factoring services</td><td>20,917</td><td>20,695</td></tr><tr><td>— Finance leasing services</td><td>4,597</td><td>12,101</td></tr><tr><td>— Money lending services</td><td>397</td><td>1,400</td></tr><tr><td>Total</td><td>137,288</td><td>426,591</td></tr><tr><td>Timing of revenue recognition</td><td></td><td></td></tr><tr><td>At point in time</td><td>89,706</td><td>381,902</td></tr><tr><td>Over time</td><td>21,671</td><td>10,493</td></tr><tr><td>Revenue from contracts with customers</td><td>111,377</td><td>392,395</td></tr><tr><td>Revenue from other sources</td><td>25,911</td><td>34,196</td></tr><tr><td>Total</td><td>137,288</td><td>426,591</td></tr></table>",
"# 6. OTHER INCOME",
"<table><tr><td rowspan=\"4\"></td><td colspan=\"2\">For the six months ended \n31 December</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>Non-refundable trade deposits forfeited</td><td>–</td><td>4,026</td></tr><tr><td>Government grants</td><td>2,793</td><td>13,175</td></tr><tr><td>Interest income</td><td>104</td><td>272</td></tr><tr><td>Sundry income</td><td>970</td><td>308</td></tr><tr><td></td><td>3,867</td><td>17,781</td></tr></table>"
] |
[] |
3460277_99.pdf
|
3460277_100.pdf
|
en
|
[
"<table><tr><td> Exhibit \n No.</td><td>Description</td></tr><tr><td>10.28</td><td>Steelcase Inc. Incentive Compensation Plan Form of Restricted Stock Units Agreement\n(FY 2016) (33)</td></tr><tr><td>10.29</td><td> Steelcase Inc. Incentive Compensation Plan Form of Performance Units Agreement\n(TSR) (FY 2017) (34)</td></tr><tr><td>10.30</td><td> Steelcase Inc. Incentive Compensation Plan Form of Cash-Based Award Agreement\n(ROIC) (FY 2017) (35)</td></tr><tr><td>10.31</td><td>Steelcase Inc. Incentive Compensation Plan Form of Restricted Stock Units Agreement\n(FY 2017) (36)</td></tr><tr><td>10.32</td><td> Steelcase Inc. Incentive Compensation Plan Form of Performance Units Agreement\n(TSR) (FY 2018)</td></tr><tr><td>10.33</td><td> Steelcase Inc. Incentive Compensation Plan Form of Cash-Based Award Agreement\n(ROIC) (FY 2018)</td></tr><tr><td>10.34</td><td>Steelcase Inc. Incentive Compensation Plan Form of Restricted Stock Units Agreement\n(FY 2018)</td></tr><tr><td>10.35</td><td>Summary of Steelcase Benefit Plan for Outside Directors (37)</td></tr><tr><td>10.36</td><td>Summary of Compensation for the Board of Directors of Steelcase Inc., as updated April\n14, 2016 (38)</td></tr><tr><td>21.1</td><td>Subsidiaries of the Registrant</td></tr><tr><td>23.1</td><td>Consent of Deloitte & Touche LLP</td></tr><tr><td>31.1</td><td>Certification of CEO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002</td></tr><tr><td>31.2</td><td>Certification of CFO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002</td></tr><tr><td>32.1</td><td>Certification of CEO and CFO pursuant to 18 U.S.C. Section 1350, pursuant to\nSection 906 of the Sarbanes-Oxley Act of 2002</td></tr><tr><td>101.INS</td><td>XBRL Instance Document</td></tr><tr><td>101.SCH</td><td>XBRL Schema Document</td></tr><tr><td>101.CAL</td><td>XBRL Calculation Linkbase Document</td></tr><tr><td>101.LAB</td><td>XBRL Labels Linkbase Document</td></tr><tr><td>101.PRE</td><td>XBRL Presentation Linkbase Document</td></tr><tr><td>101.DEF</td><td>XBRL Definition Linkbase Document</td></tr></table>",
"(1) Filed as Exhibit 3.1 to the Company’s Form 8-K, as filed with the Commission on July 15, 2011 (commission file number 001-13873), and incorporated herein by reference.",
"(2) Filed as Exhibit No 3.2 to the Company's Form 10-K, as filed with the Commission on April 17, 2014 (commission file number 001-13873), and incorporated herein by reference.",
"(3) Filed as Exhibit No. 4.1 to the Company’s Form 8-K, as filed with the Commission on August 7, 2006 (commission file number 001-13873), and incorporated herein by reference.",
"(4) Filed as Exhibit No. 4.2 to the Company’s Form 8-K, as filed with the Commission on February 3, 2011 (commission file number 001-13873), and incorporated herein by reference.",
"(5) Filed as Exhibit No. 4.3 to the Company’s Form 8-K, as filed with the Commission on February 3, 2011 (commission file number 001-13873), and incorporated herein by reference.",
"(6) Filed as Exhibit No. 10.1 to the Company's Form 8-K, as filed with the Commission on September 28, 2016 (commission file number 001-13873), and incorporated herein by reference.",
"(7) Filed as Exhibit No. 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended November 28, 2008, as filed with the Commission on January 7, 2009 (commission file number 001-13873),and incorporated herein by reference.",
"(8) Filed as Exhibit No. 10.2 to the Company's Form 8-K, as filed with the Commission on January 16, 2015 (commission file number 001-13873), and incorporated herein by reference."
] |
[
"<table><tr><td>(9)</td><td>Filed as Exhibit No. 10.2 to the C’ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nAugust 28, 2015, as filed with the Commission on September 29, 2015 (commission file number 001-13873), \nand incorporated herein by reference.</td></tr><tr><td>(10)</td><td>Filed as Exhibit No. 10.3 to the C’ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nNovember 28, 2008, as filed with the Commission on January 7, 2009 (commission file number 001-13873), \nand incorporated herein by reference.</td></tr><tr><td>(11)</td><td>Filed as Exhibit No. 10.4 to the C'ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nNovember 28, 2008, as filed with the Commission on January 7, 2009 (commission file number 001-13873), \nand incorporated herein by reference.</td></tr><tr><td>(12)</td><td>Filed as Exhibit No. 10.1 to the C'ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nAugust 24, 2012, as filed with the Commission on October 1, 2012 (commission file number 001-13873), and \nincorporated herein by reference.</td></tr><tr><td>(13)</td><td>Filed as Exhibit No. 10.1 to the C'ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nNovember 28, 2014, as filed with the Commission on December 23, 2014 (commission file number \n001-13873), and incorporated herein by reference.</td></tr><tr><td>(14)</td><td>Filed as Exhibit No. 10.8 to the C’ompanys Annual Report on Form 10-K for the fiscal year ended \nFebruary 27, 1998, as filed with the Commission on May 28, 1998 (commission file number 001-13873), and \nincorporated herein by reference.</td></tr><tr><td>(15)</td><td>Filed as Exhibit No. 10.2 to the C'ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nAugust 24, 2012, as filed with the Commission on October 1, 2012 (commission file number 001-13873), and \nincorporated herein by reference.</td></tr><tr><td>(16)</td><td>Filed as Exhibit No. 10.1 to the C’ompanys Form 8-K, as filed with the Commission on February 9, 2007 \n(commission file number 001-13873), and incorporated herein by reference.</td></tr><tr><td>(17)</td><td>Filed as Exhibit No. 10.6 to the C’ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nAugust 29, 2008, as filed with the Commission on October 7, 2008 (commission file number 001-13873), and \nincorporated herein by reference.</td></tr><tr><td>(18)</td><td>Filed as Exhibit No. 10.1 to the C'ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nAugust 28, 2009, as filed with the Commission on October 5, 2009 (commission file number 001-13873), and \nincorporated herein by reference.</td></tr><tr><td>(19)</td><td>Filed as Exhibit No. 10.2 to the C'ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nNovember 27, 2009, as filed with the Commission on January 5, 2010 (commission file number 001-13873), \nand incorporated herein by reference.</td></tr><tr><td>(20)</td><td>Filed as Exhibit No. 10.19 to the C’ompanys Annual Report on Form 10-K for the fiscal year ended \nFebruary 28, 2003, as filed with the Commission on May 16, 2003 (commission file number 001-13873), and \nincorporated herein by reference.</td></tr><tr><td>(21)</td><td>Filed as Exhibit No. 10.33 to the C’ompanys Annual Report on Form 10-K for the fiscal year ended \nFebruary 25, 2005, as filed with the Commission on May 6, 2005 (commission file number 001-13873), and \nincorporated herein by reference.</td></tr><tr><td>(22)</td><td>Filed as Exhibit No. 10.01 to the C’ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nMay 27, 2005, as filed with the Commission on July 1, 2005 (commission file number 001-13873), and \nincorporated herein by reference.</td></tr><tr><td>(23)</td><td>Filed as Exhibit No. 10.7 to the C’ompanys Quarterly Report on Form 10-Q for the quarterly period ended \nAugust 29, 2008, as filed with the Commission on October 7, 2008 (commission file number 001-13873), and \nincorporated herein by reference.</td></tr><tr><td>(24)</td><td>Filed as Exhibit No. 10.18 to the C’ompanys Annual Report on Form 10-K for the fiscal year ended \nFebruary 24, 2012, as filed with the Commission on April 23, 2012 (commission file number 001-13873), and \nincorporated herein by reference.</td></tr><tr><td>(25)</td><td>Filed as Exhibit No. 10.1 to the C’ompanys Form 8-K, as filed with the Commission on January 16, 2015 \n(commission file number 001-13873), and incorporated herein by reference.</td></tr><tr><td>(26)</td><td>Filed as Exhibit No. 10.1 to the C’ompanys Form 8-K, as filed with the Commission on July 16, 2012 \n(commission file number 001-13873), and incorporated herein by reference.</td></tr></table>"
] |
[] |
11783128_416.pdf
|
11783128_417.pdf
|
en
|
[
"the industry appears to be poised on the brink of a series of lurches and halts in performance improvements through concurrent execution and tool imple-mentation changes during which code bases will need to be modernized to operate correctly and securely.",
"Unfortunately, developing concurrent systems remains difficult and error prone for the vast majority of programmers; we still lack a programming model that enables the widespread adoption of concurrency. With the pos-sible exception of lambdas in C++, the approaches to multithreading adopted by the C and C++ standards are largely the same approaches that developers have struggled with for years without success. The application development and programming language development communities are well aware of this issue and have proposed many solutions such as Cilk, Intel Threading Build-ing Blocks, OpenMP, QtConcurrent, and so forth. There is limited experience with these various approaches. To date, no cost-effective solution appears to solve the fundamental problem that programmers have difficulty reasoning about concurrency.",
"So what happens when the increased pressure to adopt concurrency encounters the inability of developers to program concurrently? Expressed lightly, hilarity ensues. Concurrency is likely to be the source of a large num-ber of vulnerabilities in the years to come as we struggle to discover which approaches will succeed and which will be left by the wayside."
] |
[
"# 8",
"# File I/O",
"# with David Riley and David Svoboda1",
"But, when I came,—some minute ere the time Of her awakening,—here untimely lay The noble Paris and true Romeo, dead.",
"—William Shakespeare, Romeo and Juliet, act V, scene 3",
"C and C++ programs commonly read and write to files as part of their nor-mal operations. Numerous vulnerabilities have resulted from irregularities in how these programs interact with the file system—the operation of which is defined by the underlying operating system. Most commonly, these vulnerabil-ities result from file identification issues, poor privilege management, and race conditions. Each of these topics is discussed in this chapter.",
"# ■ 8.1 File I/O Basics",
"Performing file I/O securely can be a daunting task, partly because there is so much variability in interfaces, operating systems, and file systems. For exam-ple, both the C and POSIX standards define separate interfaces for performing",
"---",
"1. David Riley is a professor of computer science at the University of Wisconsin–LaCrosse. David Svoboda is a member of the technical staff for the SEI’s CERT."
] |
[] |
11794627_140.pdf
|
11794627_141.pdf
|
en
|
[
"# 36. NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOWS (Continued)",
"# (c) Total cash outflow for leases",
"The total cash outflow for leases included in the statement of cash flows 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>Within financing activities</td><td>(3,558)</td><td>(7,333)</td></tr></table>",
"# 37. CONTINGENT LIABILITIES",
"At the end of the reporting period, contingent liabilities not provided for in the financial statements were 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>Guarantees given to a bank in connection with loans \ngranted to an associate</td><td>15,100</td><td>33,500</td></tr><tr><td>Counter-guarantees given to a security company \nin connection with loans granted to a subsidiary</td><td>6,000</td><td>3,000</td></tr><tr><td></td><td>21,100</td><td>36,500</td></tr></table>",
"As at 31 December 2020, the banking facilities guaranteed by the Group to Sinofn Tianjin were utilised to the extent of approximately RMB15,100,000 (2019: RMB33,500,000).",
"# 38. PLEDGE OF ASSETS",
"Details of the Group’s assets pledged for the Group’s bank and other loans are included in note 13 to the financial statements."
] |
[
"# 39. COMMITMENTS",
"# (a) The Group had the following capital commitments at the end of the reporting period:",
"<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>Contracted, but not provided for:</td><td></td><td></td></tr><tr><td>Know-how, patents and license</td><td>1,900</td><td>1,400</td></tr></table>",
"On 9 December 2004, the Company and its substantial shareholder, IBP, entered into an exclusive technology licensing agreement (the “Licensing Agreement”) with regard to the production of diagnostic reagents by employing the technologies owned by IBP (the “Reagent Technologies”). Pursuant to the Licensing Agreement, the Company is required to pay a fee of RMB500,000 per annum to IBP for 20 years, commencing on the effective date of the Licensing Agreement. As at 31 December 2020, the technical service fees payable by the Group of RMB2,500,000 (31 December 2019: RMB2,000,000) were included in the amount due to a shareholder in note 28(c) to the financial statements.",
"In addition, the Group’s share of the joint ventures’ own capital commitments, which are not included in the above, 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>Contracted, but not provided for</td><td>20,084</td><td>5,100</td></tr></table>",
"(b) The Group has various lease contracts that have not yet commenced as at 31 December 2020. The future lease payments for these non-cancellable lease contracts are RMB3 million due within one year and RMB11 million due in the second to fifth years."
] |
[] |
7579253_25.pdf
|
7579253_26.pdf
|
en
|
[
"# Contingent liabilities",
"At the end of the Reporting Period, the Group had no significant contingent liabilities.",
"# Commitments",
"At the end of the Reporting Period, there were no significant capital commitments for the Group.",
"# Charges on group assets",
"Assets with a carrying value of approximately HK\\$37,174,000 were pledged as security for the Group’s banking facilities.",
"# Treasury policies",
"The Directors will continue to follow a prudent policy in managing the Group’s cash balances and maintain a strong and healthy liquidity to ensure that the Group is well placed to take advantage of growth opportunities for the business. Interest for the current bank borrowings were mainly on floating rate basis and the bank borrowings were principally denominated in Hong Kong dollar, hence, there is no significant exposure to foreign exchange rate fluctuations.",
"# Exchange risk exposure",
"The Group’s foreign exchange risk mainly arises from balances denominated in Renminbi, which relates to the Group’s foreign currency denominated monetary assets and liabilities for the Group’s operating activities.",
"The Group currently does not have a foreign currency hedging policy to eliminate the currency exposures. However, the management monitors the related foreign currency exposure closely and will consider hedging significant foreign currency exposures should the need arise.",
"# Capital structure of the Group",
"There is no change in capital structure of the Group during the year ended 31 March 2020."
] |
[
"# PROSPECTS",
"# (i) Construction Business",
"The Group will uphold an on-going parallel development of its construction business (including building construction, interior fitting-out works and E&M works) in the PRC, Hong Kong and Macau. To cope with the difficulties encountered in the construction and engineering industry, the Group has adopted a prudent strategy in project tendering.",
"With its proven track records and adequate expertise in the main contracting business, the Group was included in Building Category Group C of the “List of Approved Contractors for Public Works”, and Turn-key Interior Design and Fitting-out Works Category Group II of the “List of Approved Suppliers of Materials and Specialist Contractors for Public Works” under Development Bureau of Hong Kong Special Administrative Region (the “HKSAR”); the Registered General Building Contractor, the Minor Works Class I Contractor, the Registered Specialist Contractor (Site Formation Works and Foundation Works Categories) under the Buildings Department.",
"In the E&M works, the Group was included in 11 categories of the “List of Approved Suppliers of Materials and Specialist Contractors for Public Works” under Development Bureau of the Government of the HKSAR; and the Registered Specialist Contractor (Ventilation) and Minor Works Class III Type E Contractor under Building Department.",
"The Group is able to take an active part in the construction business development."
] |
[] |
11238248_355.pdf
|
11238248_356.pdf
|
en
|
[
"# Chapter 48",
"I connected with Bella through her machine. She hadn’t returned any of the messages I’d left since she took 28 FPS away from me, but I recorded a few lines about wanting to discuss something Ryan had told me the last time I saw him alive and she was on the line before midday.",
"We sat in her video suite, the obvious place. Bella had her hair tied back and was wearing a robe with nothing on underneath. As she shifted position in her chair the silky material slipped open to show her cunt. She didn’t bother to cover herself and I caught the scent of fish.",
"I played my cassette and explained how there should have been stitches on Karen’s belly. Bella spent more time watching me than the screen and the satisfied look on her face gave me a bad feeling that things weren’t going to go quite as well as I’d hoped. For an absurd moment the whole purpose of the meeting seemed to have been reversed; that rather than accusing her of murder, I was there to admit my guilt at being in possession of something dangerous to her. I did my best to fight it down, but I knew my voice sounded weak.",
"“Ryan had it figured the night you killed him, it took me a little longer. What did you think, we weren’t going to see it?”",
"“Oh, I thought you’d see it all right. But I was quite sure you’d be reluctant to recognize it.”",
"“Because of your money?”",
"“You and Ryan were very similar. You see money as life’s ultimate validation. It makes you easy to predict.”",
"“Powell didn’t kill Karen.”"
] |
[
"“No, he didn’t.”",
"“You made this tape. You knew he’d take a copy and that sooner or later we’d find it. And you knew how we’d read it.”",
"“I knew how you’d want to read it.”",
"“How long had you been planning it?”",
"“Killing Karen? I didn’t really plan it at all.”",
"“But the tape was made before you took her kidney out.”",
"“The tape was just one I had, it wasn’t part of any plan, at least not until later. I shot it in Powell’s apartment to hurt him, to rub salt in the wound, so to speak. That’s all. The planning only came after I realized what it could be used for. Erase my copy, make up a story about the bracelet.... Almost too easy.”",
"“Why did you kill her?”",
"“Do you care?”",
"I didn’t say anything. Bella shrugged, rewound the tape and started it playing again, this time in slow motion. She watched it as she spoke.",
"“Karen came back much sooner than I’d expected. We hadn’t planned to meet again until a couple of weeks after she’d recovered from her operation, but she had some trouble at home. The man she was living with threw her out and she had nowhere to go. I let her stay, of course. But knowing she was accessible, that she was a woman who had no real prohibitions against selling parts of herself, was a constant temptation. The door had already been opened, you see, and I wanted to go back. After a week I offered to buy her appendix and she agreed.”",
"“Only you didn’t stop with her appendix.”",
"“No. It’s a much simpler operation to perform, so I was working without Powell. I hadn’t planned to do anything other than what I’d paid for. But being there alone, with her laid out on the table so...available, it seemed cowardly to limit myself once I’d started. I took out almost everything she had.”",
"“But why?”",
"“I’ve told you before the operations are a test, even with outcasts they require an effort of will. With Karen, when I took her kidney, I moved to another level. She wasn’t anonymous. She was"
] |
[] |
2538109_37.pdf
|
2538109_38.pdf
|
en
|
[
"As part of an audit in accordance with HKSAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:",
"•\t Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.",
"•\t Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.",
"•\t Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Directors.",
"•\t Conclude on the appropriateness of the Directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.",
"•\t Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial represent the underlying transactions and events in a manner that achieves fair presentation.",
"•\t Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.",
"We communicate with the 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 the 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 the 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 Chan Chi Yuen.",
"Ascenda Cachet CPA Limited",
"Certified Public Accountants",
"Chan Chi Yuen",
"Practising Certificate Number P02671",
"Hong Kong",
"30 June 2017"
] |
[] |
20734768_873.pdf
|
20734768_874.pdf
|
en
|
[
"<table><tr><td rowspan=\"3\"></td><td>Successor</td><td colspan=\"2\">Predecessor</td></tr><tr><td>September 27-\nOctober 27, 2013</td><td>April 29-\nSeptember 26, 2013</td><td>Six\nMonths Ended\nOctober 28, 2012</td></tr><tr><td colspan=\"3\">(in millions)</td></tr><tr><td>Service cost</td><td>$ 3.3</td><td> $ 22.6</td><td> $ 23.6</td></tr><tr><td>Interest cost</td><td>7.2</td><td>32.8</td><td>37.4</td></tr><tr><td>Expected return on lpan assets</td><td>(6.5)</td><td>(35.4)</td><td>(39.4)</td></tr><tr><td>Net amortization</td><td>—</td><td>24.8</td><td>26.4</td></tr><tr><td>Net periodic pension cost</td><td>$ 4.0</td><td> $ 44.8</td><td> $ 48.0</td></tr></table>",
"# NOTE 10: EQUITY",
"# Common Stock",
"As a result of the Merger, all outstanding common stock of the Company during the Predecessor period was acquired by Shuanghui and retired. See Note 2—Merger and Acquisition for further information on the Merger.",
"As a result of the Merger, all of the outstanding shares of Merger Sub were converted into 1,000 shares of common stock of the Company, no par value, and such shares are owned by a wholly owned subsidiary of Shuanghui. There are no other shares of stock outstanding in the Company.",
"# Stock Options and Performance Share Units",
"At October 27, 2013, the Company has no outstanding stock option awards or performance share units and no new equity plans have been approved by the Board of Directors."
] |
[
"# Other Comprehensive Income (Loss)",
"The following tables present changes in the accumulated balances for each component of other comprehensive income (loss) and the related effects on net income of amounts reclassified out of other comprehensive income (loss).",
"<table><tr><td rowspan=\"4\"></td><td colspan=\"3\">Successor</td><td colspan=\"6\">Predecessor</td></tr><tr><td colspan=\"3\">September 27-\nOctober 27, 2013</td><td colspan=\"3\">July 29-\nSeptember 26,\n2013</td><td colspan=\"3\">Three Months\nEnded October 28,\n2012</td></tr><tr><td>Before\nTax</td><td> Tax</td><td>After\nTax</td><td>Before\nTax</td><td> Tax</td><td>After\nTax</td><td>Before\nTax</td><td colspan=\"2\">After\n Tax Tax</td></tr><tr><td colspan=\"9\">(in millions)</td></tr><tr><td>Foreign currency translation:</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Translation adjustment arising during\nthe period</td><td>$ 28.9</td><td> $ (1.0)</td><td>$ 27.9</td><td> $ 16.2</td><td> $ (3.6)</td><td>$ 12.6</td><td> $ 51.5</td><td> $ (2.0)</td><td>$ 49.5</td></tr><tr><td>Pension accounting:</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Amortization of actuarial losses and\nprior service credits reclassified to\ncost of sales</td><td>—</td><td> —</td><td> —</td><td>3.1</td><td>(1.2)</td><td>1.9</td><td>(1.3)</td><td>0.5</td><td>(0.8)</td></tr><tr><td>Amortization of actuarial losses and\nprior service credits reclassified to\nSG&A</td><td>—</td><td> —</td><td> —</td><td>6.8</td><td>(2.7)</td><td>4.1</td><td>14.5</td><td>(5.7)</td><td>8.8</td></tr><tr><td>Hedge accounting:</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Gains (losses) arising during the period</td><td>(6.9)</td><td>2.8</td><td>(4.1)</td><td>(16.5)</td><td>6.5</td><td>(10.0)</td><td>(4.2)</td><td>2.0</td><td>(2.2)</td></tr><tr><td>Gains reclassified to sales</td><td>(0.2)</td><td> —</td><td>(0.2)</td><td>3.2</td><td>(1.3)</td><td>1.9</td><td>(25.6)</td><td>10.0</td><td>(15.6)</td></tr><tr><td>Gains reclassified to cost of sales</td><td>0.1</td><td>(0.1)</td><td> —</td><td>1.4</td><td>(0.5)</td><td>0.9</td><td>(18.9)</td><td>7.4</td><td>(11.5)</td></tr><tr><td>Losses reclassified to SG&A</td><td>—</td><td> —</td><td> —</td><td>0.2</td><td> —</td><td>0.2</td><td>0.4</td><td> —</td><td>0.4</td></tr><tr><td>Total other comprehensive income\n(loss)</td><td>$ 21.9</td><td> $ 1.7</td><td> $ 23.6</td><td> $ 14.4</td><td> $ (2.8)</td><td>$ 11.6</td><td> $ 16.4</td><td> $ 12.2</td><td> $ 28.6</td></tr></table>"
] |
[] |
20734768_337.pdf
|
20734768_338.pdf
|
en
|
[
"# Prepayments, deposits and other receivables",
"Prepayments, deposits and other receivables consist primarily of deposits paid to suppliers, value-added tax receivables, loans receivables and prepayments. Prepayments, deposits and other receivables amounted to US\\$80 million, US\\$75 million and US\\$365 million as of December 31, 2011, 2012 and 2013, respectively. Prepayments, deposits and other receivables remained relatively stable as of December 31, 2011 and 2012. Prepayments, deposits and other receivables increased as of December 31, 2013 primarily as a result of the completion of our acquisition of Smithfield and consisted largely of loans receivables, deposits paid to suppliers and value-added tax receivables.",
"# Trade and bills payables",
"Trade and bills payables consist primarily of payables to suppliers. Trade and bills payables amounted to US\\$300 million, US\\$225 million and US\\$851 million as of December 31, 2011, 2012 and 2013, respectively. Trade and bills payables decreased from US\\$300 million as of December 31, 2011 to US\\$225 million as of December 31, 2012 primarily due to our efforts in optimizing our supply chain management in 2012. These measures included reducing bulk orders to our suppliers, which increased the frequency of orders but shortened the settlement period of each order. Trade and bills payables increased from US\\$225 million as of December 31, 2012 to US\\$851 million as of December 31, 2013 primarily as a result of the completion of our acquisition of Smithfield.",
"The following table sets forth our average trade and bills payables, cost of sales and trade and bills payables turnover days as of the dates indicated.",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"3\">As of December 31,</td></tr><tr><td>2011</td><td>2012</td><td>2013</td></tr><tr><td colspan=\"3\">(US$ million)</td></tr><tr><td>(1)A verage trade and bills payables ..........</td><td>275.0</td><td>262.5</td><td>538.0</td></tr><tr><td>Cost of sales ...........................</td><td>4,865</td><td>5,244</td><td>9,457</td></tr><tr><td>(2)Trade and bill s payables days ............</td><td>20.6</td><td>18.3</td><td>20.8</td></tr></table>",
"Notes:",
"(1) Average of beginning and ending balances of total trade and bills payables in the period indicated.",
"(2) Calculated as the average balances of total trade and bills payables, divided by the total cost of sales in the year (before biological assets fair value adjustments), multiplied by 365."
] |
[
"Trade and bills payables days decreased from 20.6 days in 2011 to 18.3 days in 2012 due primarily to our successful implementation of the aforementioned policies in optimizing our supply chain management in 2012. Trade and bills payable days increased from 18.3 days in 2012 to 20.8 days in 2013 primarily as a result of the impact from our acquisition of Smithfield. Trade and bills payable days in our operations in China was 13.8 days as of December 31, 2013.",
"The following table sets forth an aging analysis of our trade and bills payables for the periods indicated.",
"<table><tr><td rowspan=\"4\"></td><td colspan=\"3\">As of December 31,</td></tr><tr><td>2011</td><td>2012</td><td>2013</td></tr><tr><td colspan=\"3\">(US$ million)</td></tr><tr><td>(audited)</td><td> (audited)</td><td> (audited)</td></tr><tr><td>0 to 30 days. . . . . . . . . . . . . . . . . . . . . . . . . . . .</td><td>274</td><td>188</td><td>756</td></tr><tr><td>31 to 90 days. . . . . . . . . . . . . . . . . . . . . . . . . . .</td><td> —</td><td>28</td><td>87</td></tr><tr><td>91 to 180 days..........................</td><td> —</td><td>9</td><td>8</td></tr><tr><td>181 days to 1 year . . . . . . . . . . . . . . . . . . . . . . .</td><td>26</td><td> —</td><td> —</td></tr><tr><td>Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .</td><td>300</td><td>225</td><td>851</td></tr></table>",
"The credit period on our purchases of goods in our China operations is approximately 30 days. In our U.S. and international operations, credit terms vary based on goods and vendor and payables are typically paid in approximately 15 days.",
"# Accrued expenses and other payables",
"Accrued expenses and other payables consist primarily of accrued staff costs such as salaries, deposits received from customers, payables in respect of acquisition of property, plant and equipment, insurance payables, sales rebates payables, dividends payable and interest payables."
] |
[] |
2896882_23.pdf
|
2896882_24.pdf
|
en
|
[
"Meeting of the Remuneration Committee shall be held at least once a year. One meeting of the Remuneration Committee was held during the Year. The attendance records of each member of the Remuneration Committee at the said meeting are as follows:-",
"<table><tr><td>Name of the Directors</td><td>Attendance/\nNumber of \nRemuneration \nCommittee meetings</td></tr><tr><td>Executive Director</td><td></td></tr><tr><td>Mr. Chu King Tien</td><td>1/1</td></tr><tr><td>Independent non-executive Directors</td><td></td></tr><tr><td>Mr. Hui Kwok Wah (Chairman)</td><td>1/1</td></tr><tr><td>Mr. Ma Sai Yam</td><td>1/1</td></tr></table>",
"During the Year, the Remuneration Committee has, among other things, reviewed the remuneration package of the Directors and senior management of the Group and recommendation was made to the Board in relation to their remuneration package.",
"# Nomination Committee",
"The Company has established a nomination committee (the “Nomination Committee”) on 15 May 2015 with written terms of reference in compliance with the Listing Rules. The Nomination Committee comprises one executive Director namely, Mr. Chu King Tien and two independent non-executive Directors, namely, Mr. Hui Kwok Wah and Mr. Ma Sai Yam, with Mr. Chu King Tien being appointed as the chairman of the Nomination Committee.",
"The roles and functions of the Nomination Committee include, among other things, reviewing the structure, size and composition of the Board at least once a year, making recommendations on any proposed changes to the Board to complement the Company’s corporate strategy, identifying individuals suitably qualified to become members of the Board and selecting, or making recommendations to the Board on the selection of individuals nominated for directorships, assessing the independence of the independent non-executive Directors and making recommendations to the Board on the appointment or re-appointment of the Directors and succession planning for Directors, in particular the chairman and the chief executive officer.",
"The Nomination Committee shall meet at least once a year. One meeting of the Nomination Committee was held during the Year. The attendance records of each member of the Nomination Committee at the said meeting are as follows:-",
"<table><tr><td>Name of the Directors</td><td>Attendance/\nNumber of \nNomination \nCommittee meetings</td></tr><tr><td>Executive Director</td><td></td></tr><tr><td>Mr. Chu King Tien (Chairman)</td><td>1/1</td></tr><tr><td>Independent non-executive Directors</td><td></td></tr><tr><td>Mr. Hui Kwok Wah</td><td>1/1</td></tr><tr><td>Mr. Ma Sai Yam</td><td>1/1</td></tr></table>"
] |
[
"During the Year, the Nomination Committee has, among other things, reviewed the structure, size, composition and diversity of the Board, considered the appointment or re-appointment of the Directors, reviewed the independent non-executive Directors’ annual confirmation on independence and assessed their independence. The Nomination Committee will continue to review the necessity of more competent staff to join in for the expansion of the Group.",
"Pursuant to the amended Mandatory Disclosure Requirement L.(d)(ii) in the Corporate Governance Report as contained in Appendix 14 of the Listing Rules the Company should disclose its policy for nomination of directors in the summary of work performed by the Nomination Committee in its corporate governance report.",
"# Nomination Criteria",
"In evaluating and selecting any candidate for the directorship, the following criteria should be considered:",
"• character and integrity;",
"• qualifications including professional qualifications, skills, knowledge and experience, and diversity aspects under the Board Diversity Policy that are relevant to the Company’s business and corporate strategy;",
"• any measurable objectives adopted for achieving diversity on the Board;",
"• for independent non-executive Directors, whether the candidate would be considered independent with reference to the independence guidelines set out in the Listing Rules;",
"• any potential contributions the candidate can bring to the Board in terms of qualifications, skills, experience, independence and gender diversity;",
"• willingness and ability to devote adequate time to discharge duties as a member of the Board and/or Board committee(s) of the Company; and",
"• such other perspectives that are appropriate to the Company’s business and succession plan and where applicable may be adopted and/or amended by the Board and/or the Nomination Committee from time to time for nomination of directors and succession planning.",
"# Nomination Procedures",
"The Company has put in place the following Director nomination procedures:",
"# Appointment of New and Replacement Directors",
"(i) If the Board determines that an additional or replacement Director is required, it will deploy multiple channels for identifying suitable director candidates, including referral from Directors, shareholders, management, advisors of the Company and external executive search firms.",
"(ii) Upon compilation and interview of the list of potential candidates, the Nomination Committee will shortlist candidates for consideration by the Nomination Committee and/or the Board based on the selection criteria and such other factors that it considers appropriate. The Board has the final authority on determining suitable director candidate for appointment."
] |
[] |
20788755_211.pdf
|
20788755_212.pdf
|
en
|
[
"# 46. FINANCIAL INSTRUMENTS (continued)",
"# b. Financial risk management objectives and policies (continued)",
"# Credit risk and impairment assessment (continued)",
"The Group invests in rated and unrated debt securities as well as investment grade debt securities. The management regularly reviews and monitors the portfolio of debt securities. Summary of the fair value and principal amount of debt securities at FVTPL are set out below.",
"# Debt securities at FVTPL",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"2\">2021</td><td colspan=\"2\">2020</td></tr><tr><td>Fair value</td><td>Principal \namount</td><td>Fair value</td><td>Principal\namount</td></tr><tr><td>HK$’000</td><td>HK$’000</td><td>HK$’000</td><td>HK$’000</td></tr><tr><td>AA- to BBB-</td><td>166,806</td><td>163,726</td><td>422,637</td><td>455,245</td></tr><tr><td>BB+ to B</td><td>129,350</td><td>130,523</td><td>51,997</td><td>52,308</td></tr><tr><td>Unrated</td><td>89,139</td><td>87,291</td><td>242,602</td><td>242,602</td></tr><tr><td></td><td>385,295</td><td>381,540</td><td>717,236</td><td>750,155</td></tr></table>"
] |
[
"# 46. FINANCIAL INSTRUMENTS (continued)",
"# b. Financial risk management objectives and policies (continued)",
"# Credit risk and impairment assessment (continued)",
"# Trade debtors and contract assets arising from contracts with customers as well as lease receivables",
"In order to minimise the credit risk, the management of the Group has policies in place to ensure the sales of properties are made to purchasers with an appropriate financial strength and appropriate percentage of down payments. Monitoring procedures are in place to ensure that follow-up action is taken to recover overdue debts. In addition, the Group performs impairment assessment under ECL model on trade debtors including lease receivables individually or collectively based on the Group’s internet credit rating. Contract assets are assessed on an individual basis for impairment purpose.",
"# Loan receivables/amounts due from associates, joint ventures, a shareholder of a non-wholly owned subsidiary and an investee company/bank balances and deposits",
"The credit risk of loan receivables and amounts due from associates, joint ventures, a shareholder of non-wholly owned subsidiary and an investee company is managed through an internal process. The Group actively monitors the outstanding amounts owed by each debtor and uses past due information to assess whether credit risk has increased significantly since initial recognition. The directors of the Company consider that the probability of default is minimal after assessing the counter-parties financial background and underlying assets held by the related parties.",
"Loan receivables represent mortgage loans secured by the properties of the borrowers.",
"In determining the recoverability of loan receivables, the Group considers any change in the credit quality of the borrowers, the value of the underlying properties under mortgage, historical settlements of loan interests and other forward-looking information.",
"# Debt instruments at FVTOCI",
"The Group only invests in debt securities with credit rating of B or above issued by Moody’s or Standard & Poor’s. The directors of the Company focus on the investment diversification and their credit ratings changes. The directors of the Company assess ECL on the debt instruments at FVTOCI based on the default rates published by major international credit rating agencies that are applicable to the respective debts instruments credit grades. As a result of this assessment, the directors of the Company are of the opinion that the ECL on these debt instruments is insignificant.",
"Summary of the fair value and principal amount of debt securities at FVTOCI are set out below.",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"2\">2021</td><td colspan=\"2\">2020</td></tr><tr><td>Fair value</td><td>Principal \namount</td><td>Fair value</td><td>Principal\namount</td></tr><tr><td>HK$’000</td><td>HK$’000</td><td>HK$’000</td><td>HK$’000</td></tr><tr><td>AA- to BBB-</td><td>435,537</td><td>425,445</td><td>787,918</td><td>813,302</td></tr><tr><td>BB+ to B</td><td>1,259,538</td><td>1,274,442</td><td>647,113</td><td>906,070</td></tr><tr><td>Unrated</td><td>333,769</td><td>354,277</td><td>146,189</td><td>146,189</td></tr><tr><td></td><td>2,028,844</td><td>2,054,164</td><td>1,581,220</td><td>1,865,561</td></tr></table>",
"The credit risks on pledged deposits, restricted bank deposits, deposit in a financial institution, bank balances and deposits are limited because the counterparties are banks/financial institutions with high credit ratings assigned by international credit-rating agencies."
] |
[] |
20744259_59.pdf
|
20744259_60.pdf
|
en
|
[
"# Key Corporate Bank summary of operations",
"As shown in Figure 13, Key Corporate Bank recorded net income attributable to Key of \\$814 million for 2017, compared to\\$628 million for 2016 and \\$544 million for 2015. The 2017 increase was driven by an increase in revenue and lower provision for credit losses, but slightly offset by higher noninterest expense.",
"TE net interest income increased in 2017 compared to 2016. This increase is primarily due to growth in both loan and deposit balances. The balance increases are due to a full year impact of the First Niagara acquisition as well as growth in core businesses.",
"Noninterest income increased from 2016. The majority of the increase is related to growth in investment banking and debt placement fees, with growth in financial advisory, debt capital markets, and mortgage banking fees from our core Key franchise as well as the fourth quarter acquisition of Cain Brothers. Operating lease income and other leasing gains increased due to higher originations. Cards and payments income increased due to higher volumes in purchase and prepaid card and merchant services. Slightly offsetting these increases is a decline in other noninterest income mostly driven by impairments and lower gains related to certain investments held by the Real Estate Capital line of business.",
"The provision for credit losses decreased from 2016, primarily due to lower net loan chargeoffs and lower provisioning related to improving credit quality in the overall portfolio.",
"Noninterest expense increased from 2016. Personnel expense increased due to higher salaries, incentive compensation, benefits, and stockbased compensation expense partially related to the acquisition of Cain Brothers as well as higher performancebased compensation. Nonpersonnel expense increased due to higher operating lease expense, cards and payments processing, and other various expenses related to the acquisition of Cain Brothers.",
"In 2016, Key Corporate Bank’s net income attributable to Key increased from the prior year. TE net interest income increased compared to 2015, due to higher balances related to the First Niagara acquisition and growth in core businesses. Noninterest income increased due to growth in investment banking and debt placement fees, other noninterest income, and cards and payments income. The provision for credit losses increased primarily due to increased net loan chargeoffs. Noninterest expense increased due to higher salaries, incentive compensation, benefits, and stockbased compensation expense largely related to the acquisition of First Niagara as well as higher performancebased compensation, higher operating lease expense, cards and payments processing, FDIC assessment, and other various expenses related to the acquisition of First Niagara.",
"# Figure 13. Key Corporate Bank",
"<table><tr><td>Year ended December 31,</td><td rowspan=\"2\">2017</td><td rowspan=\"2\">2016</td><td rowspan=\"2\">2015</td><td colspan=\"2\">Change 2017 vs. 2016</td></tr><tr><td>dollars in millions</td><td>Amount</td><td>Percent</td></tr><tr><td>SUMMARY OF OPERATIONS</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Net interest income (TE)</td><td>$ 1,190</td><td>$ 1,049</td><td>$ 886</td><td>$ 141</td><td>13.4 %</td></tr><tr><td>Noninterest income</td><td>1,147</td><td>1,013</td><td>926</td><td>134</td><td>13.2</td></tr><tr><td>Total revenue (TE)</td><td>2,337</td><td>2,062</td><td>1,812</td><td>275</td><td>13.3</td></tr><tr><td>Provision for credit losses</td><td>20</td><td>127</td><td>83</td><td>(107)</td><td>(84.3)</td></tr><tr><td>Noninterest expense</td><td>1,257</td><td>1,131</td><td>988</td><td>126</td><td>11.1</td></tr><tr><td>Income (loss) before income taxes (TE)</td><td>1,060</td><td>804</td><td>741</td><td>256</td><td>31.8</td></tr><tr><td>Allocated income taxes and TE adjustments</td><td>246</td><td>178</td><td>196</td><td>68</td><td>38.2</td></tr><tr><td>Net income (loss)</td><td>814</td><td>626</td><td>545</td><td>188</td><td>30.0</td></tr><tr><td>Less: Net income (loss) attributable to noncontrolling interests</td><td>—</td><td>(2)</td><td>1</td><td>2</td><td>(100.0)</td></tr><tr><td>Net income (loss) attributable to Key</td><td>$ 814</td><td>$ 628</td><td>$ 544</td><td>$ 186</td><td>29.6 %</td></tr><tr><td>AVERAGE BALANCES</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Loans and leases</td><td>$ 37,732</td><td>$ 31,929</td><td>$ 25,865</td><td>$ 5,803</td><td>18.2 %</td></tr><tr><td>Loans held for sale</td><td>1,242</td><td>934</td><td>937</td><td>308</td><td>33.0</td></tr><tr><td>Total assets</td><td>44,521</td><td>37,801</td><td>31,541</td><td>6,720</td><td>17.8</td></tr><tr><td>Deposits</td><td>21,318</td><td>20,783</td><td>19,043</td><td>535</td><td>2.6</td></tr></table>"
] |
[
"# ADDITIONAL KEY CORPORATE BANK DATA",
"<table><tr><td>Year ended December 31,</td><td colspan=\"2\"></td><td></td><td colspan=\"2\">Change 2017 vs. 2016</td></tr><tr><td>dollars in millions</td><td>2017</td><td>2016</td><td>2015</td><td>Amount</td><td>Percent</td></tr><tr><td>NONINTEREST INCOME</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Trust and investment services income</td><td>$ 138</td><td>$ 143</td><td>$ 137</td><td>$ (5)</td><td>(3.5)%</td></tr><tr><td>Investment banking and debt placement fees</td><td>589</td><td>471</td><td>439</td><td>118</td><td>25.1</td></tr><tr><td>Operating lease income and other leasing gains</td><td>80</td><td>56</td><td>62</td><td>24</td><td>42.9</td></tr><tr><td>Corporate services income</td><td>156</td><td>157</td><td>155</td><td>(1)</td><td>(.6)</td></tr><tr><td>Service charges on deposit accounts</td><td>50</td><td>50</td><td>43</td><td>—</td><td>—</td></tr><tr><td>Cards and payments income</td><td>40</td><td>29</td><td>15</td><td>11</td><td>37.9</td></tr><tr><td>Payments and services income</td><td>246</td><td>236</td><td>213</td><td>10</td><td>4.2</td></tr><tr><td>Mortgage servicing fees</td><td>61</td><td>53</td><td>48</td><td>8</td><td>15.1</td></tr><tr><td>Other noninterest income</td><td>33</td><td>54</td><td>27</td><td>(21)</td><td>(38.9)</td></tr><tr><td>Total noninterest income</td><td>$ 1,147</td><td>$ 1,013</td><td>$ 926</td><td>$ 134</td><td>13.2 %</td></tr></table>",
"# Other Segments",
"Other Segments consist of Corporate Treasury, our Principal Investing unit, and various exit portfolios. Other Segments generated net income attributable to Key of \\$125 million for 2017, compared to \\$89 million for 2016, and \\$125 million for 2015."
] |
[] |
11790457_304.pdf
|
11790457_305.pdf
|
en
|
[
"# Revenue from major products",
"The following is an analysis of the Group’s revenue from its major products:",
"<table><tr><td rowspan=\"4\"></td><td colspan=\"3\">Year ended 31 December</td><td colspan=\"2\">Six months ended\n30 June</td></tr><tr><td>2007</td><td>2008</td><td>2009</td><td>2009</td><td>2010</td></tr><tr><td>US$’000</td><td> US$’000</td><td> US$’000</td><td> US$’000</td><td>US$’000</td></tr><tr><td></td><td></td><td></td><td>(unaudited)</td><td></td></tr><tr><td>Deanxit ....................</td><td>26,144</td><td>36,710</td><td>44,468</td><td>22,768</td><td>26,029</td></tr><tr><td>Ursofalk ....................</td><td>14,756</td><td>21,074</td><td>28,327</td><td>13,393</td><td>16,937</td></tr><tr><td>Augentrofpen Stulln Mono edye-rops . .</td><td>3,011</td><td>4,394</td><td>6,146</td><td>2,817</td><td>3,814</td></tr><tr><td>GanFuLe....................</td><td>2,599</td><td>3,910</td><td>4,780</td><td>2,243</td><td>2,004</td></tr><tr><td>XinHuoSu ...................</td><td> —</td><td>2,839</td><td>7,253</td><td>2,983</td><td>5,697</td></tr><tr><td>Salofalk . . . . . . . . . . . . . . . . . . . .</td><td> —</td><td>133</td><td>1,824</td><td>658</td><td>1,684</td></tr><tr><td>Cystistat . . . . . . . . . . . . . . . . . . . .</td><td> —</td><td>66</td><td>515</td><td>171</td><td>319</td></tr><tr><td>Exacin ....................</td><td>—</td><td>—</td><td>—</td><td>—</td><td>3,367</td></tr><tr><td>Bioflor ....................</td><td>—</td><td> —</td><td> —</td><td> —</td><td>282</td></tr><tr><td>Others .....................</td><td>5,237</td><td>3,474</td><td>3,141</td><td>1,742</td><td>1,062</td></tr><tr><td>Total ......................</td><td>51,747</td><td>72,600</td><td>96,454</td><td>46,775</td><td>61,195</td></tr></table>",
"# 6. OTHER GAINS AND LOSSES",
"<table><tr><td rowspan=\"4\"></td><td colspan=\"3\">Year ended 31 December</td><td colspan=\"2\"> Six months ended 30 June</td></tr><tr><td>2007</td><td>2008</td><td>2009</td><td>2009</td><td>2010</td></tr><tr><td>US$’000</td><td> US$’000</td><td> US$’000</td><td> US$’000</td><td>US$’000</td></tr><tr><td></td><td></td><td></td><td>(unaudited)</td><td></td></tr><tr><td>Service fee income . . . . . . . . . . . . . .</td><td> —</td><td>771</td><td> —</td><td> —</td><td> —</td></tr><tr><td>Net exchange gain (loss) . . . . . . . . . .</td><td>655</td><td>743</td><td>(405)</td><td>(272)</td><td>(109)</td></tr><tr><td>Government subsidies (Note) . . . . . . .</td><td>1</td><td>623</td><td>801</td><td>161</td><td>240</td></tr><tr><td>Interest income . . . . . . . . . . . . . . . .</td><td>236</td><td>221</td><td>329</td><td>94</td><td>302</td></tr><tr><td>Gain on disposal of a subsidiary . . . . .</td><td> —</td><td> —</td><td>24</td><td> —</td><td> —</td></tr><tr><td>Loss on disposal of an associate\n(Note 18) . . . . . . . . . . . . . . . . .</td><td> —</td><td> —</td><td>(70)</td><td> —</td><td> —</td></tr><tr><td>Fair value change on investments held\nfor trading . . . . . . . . . . . . . . . . .</td><td>288</td><td>158</td><td>81</td><td>14</td><td>81</td></tr><tr><td>Imputed interest income on\navailable-for-sale investment . . . . . .</td><td>30</td><td>20</td><td> —</td><td> —</td><td> —</td></tr><tr><td>(Loss) gain on disposal of property,\nlpant and equipment. . . . . . . . . . .</td><td>(8)</td><td>2</td><td>7</td><td>(2)</td><td>6</td></tr><tr><td>Impairment loss recognised on property,\nlant and equipment (Note 14p) ....</td><td> —</td><td> —</td><td>(805)</td><td> —</td><td> —</td></tr><tr><td>Discount on acquisition of an associate\n(Note 18) . . . . . . . . . . . . . . . . .</td><td> —</td><td> —</td><td>647</td><td>647</td><td> —</td></tr><tr><td>Others . . . . . . . . . . . . . . . . . . . . .</td><td>78</td><td>152</td><td>53</td><td>49</td><td>26</td></tr><tr><td></td><td>1,280</td><td>2,690</td><td>662</td><td>691</td><td>546</td></tr></table>",
"Note: The amount represents the incentive subsidies provided by the PRC local authorities to the Group to encourage performance of the research and development. There are no specific conditions attached to the grants, the Group recognised the grants upon receipts."
] |
[
"# 7. FINANCE COSTS",
"<table><tr><td rowspan=\"4\"></td><td colspan=\"3\">Year ended 31 December</td><td colspan=\"2\"> Six months ended 30 June</td></tr><tr><td>2007</td><td>2008</td><td>2009</td><td>2009</td><td>2010</td></tr><tr><td>US$’000</td><td> US$’000</td><td> US$’000</td><td> US$’000</td><td>US$’000</td></tr><tr><td></td><td></td><td></td><td>(unaudited)</td><td></td></tr><tr><td>Interest on bank loans wholly repayable\nwithin five years . . . . . . . . . . . . .</td><td>301</td><td> —</td><td>43</td><td> —</td><td>187</td></tr><tr><td>Imputed interest on deferred\nconsideration payables . . . . . . . . .</td><td> —</td><td>226</td><td>347</td><td>191</td><td>149</td></tr><tr><td></td><td>301</td><td>226</td><td>390</td><td>191</td><td>336</td></tr></table>",
"# 8. DIRECTORS’ AND EMPLOYEES’ EMOLUMENTS",
"<table><tr><td rowspan=\"4\"></td><td colspan=\"3\">Year ended 31 December</td><td colspan=\"2\"> Six months ended 30 June</td></tr><tr><td>2007</td><td>2008</td><td>2009</td><td>2009</td><td>2010</td></tr><tr><td>US$’000</td><td> US$’000</td><td> US$’000</td><td> US$’000</td><td>US$’000</td></tr><tr><td></td><td></td><td></td><td>(unaudited)</td><td></td></tr><tr><td>Directors’ fees . . . . . . . . . . . . . . . .</td><td>188</td><td>193</td><td>161</td><td>77</td><td>81</td></tr><tr><td>Other emoluments to non-executive\ndirectors and independent\nnon-executive directors .........</td><td>—</td><td>—</td><td>—</td><td>—</td><td>—</td></tr><tr><td>Other emoluments to executive\ndirectors</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>- basic salaries and allowances . . . .</td><td>308</td><td>328</td><td>340</td><td>173</td><td>151</td></tr><tr><td>- retirement benefits scheme\ncontributions . . . . . . . . . . . . .</td><td>17</td><td>12</td><td>15</td><td>4</td><td>8</td></tr><tr><td></td><td>513</td><td>533</td><td>516</td><td>254</td><td>240</td></tr></table>"
] |
[] |
2612214_8.pdf
|
2612214_9.pdf
|
en
|
[
"# OVERALL RESULTS",
"In 2018, the Company maintained a healthy growth in revenue from continuing operations and the revenue from the software business maintained a stable growth, which amounted to approximately RMB5,192.0 million, representing an increase of 7.6% as compared with last year, which was the greatest increase in the last three years. In particular, the data-driven operation services achieved a rapid growth, almost doubling that of last year.",
"The adjusted net profit for 2018 amounted to approximately RMB602.2 million, representing a significant increase of 29.9% as compared with last year, and the adjusted net profit margin was 11.6%, achieving a good profitability level. The use of adjusted net profit from continuing operations is to easily compare the operating performance of the Company between periods. In view of this, we have eliminated the impacts of certain non-recurring, non-cash or non-operating items. Such impacts include share-based compensation, amortization of intangible assets arising from acquisition, interest expenses from the Privatization Syndicated Loan1, exchange gain and loss, and the listing expenses. The adjusted net profit and adjusted net profit margin referred to in this annual report were adjusted pursuant to the principles as set out above.",
"Net cash generated from operating activities amounted to approximately RMB583.3 million, representing an increase of 14.3% as compared with last year, and the cash generating ability continued to strengthen.",
"# BUSINESS REVIEW",
"# Further reinforcing our leading position in the telecom operators market to maintain positive growth",
"We served as the provider of China’s first-generation telecom software and services, and accumulated experience of more than 20 years in the telecom operators market. With leading research and development (“R&D”) capabilities, products and services within the industry, we have collaborated extensively with the three major telecom operators in the PRC, supporting over one billion subscribers nationwide. We maintained an absolute leading position in the industry.",
"In 2018, the Company continued to expand its input on business support, 5G intelligent network, data-driven operating services, big data and artificial intelligence (“AI”), developing over 500 types of software products for telecom operators. We actively participated in the centralized reform of telecom operators, supporting the R&D of various large-scale information technology (“IT”) projects. We took the initiative to grasp development opportunities provided by newly established specialized companies and participated in early business model design phase to provide a variety of software products and services. We actively explored the development opportunities of telecom operators in new business sectors such as IoT, data-driven operation, intelligent customer services and 5G intelligent network, and continuously develop the telecom operators market. As of December 31, 2018, the Company provided services to 214 telecom operator customers, representing an increase of 10.9% as compared with last year, and achieved a customer retention rate of over 99%.",
"REVENUE FROM THE SOFTWARE BUSINESS",
"ADJUSTED NET PROFIT",
"NET CASH GENERATED FROM OPERATING ACTIVITIES",
"Note 1: Refers to the loan borrowed in connection with the delisting of AsiaInfo Holdings, LLC (“AsiaInfo Holdings”) from National Association of Securities Dealers Automated Quotations (“NASDAQ”) Global Market of the United States, which was transferred to our Group in December 2015 and refinanced in 2018."
] |
[
"# Actively deploying large enterprise customer market in non-telecom industries, and achieving breakthroughs in expansion of customers",
"With in-depth knowledge and understanding on the telecom operators market, precious skills and techniques in project management, and rich telecom grade software products, we are actively enhancing market shares in the non-telecom large enterprise customers market, providing support services to large enterprises on business transformation and data-driven operating services.",
"During the Reporting Period, the Company had put its focus on related industries such as postal, cable TV, banking, insurance, power grid and automobile and collaborated with large enterprises in the industry and made phenomenal progress, such as, the success in launching the CRM system for China Post online, obtaining the order of CRM system for China Life Property and Casualty Insurance Company Limited and PICC Life Insurance Company Limited, as well as entering the power grid industry to become the strategic partner of State Grid Limited (“State Grid”) and its subsidiaries. As of December 31, 2018, the Company provided services to 38 non-telecom large enterprise customers, representing an increase of 35.7% as compared with last year, and achieved a customer retention rate of over 99%.",
"# Rapid growth in data-driven operation business convening power for future growth",
"In light of the current wave of development in digitalization and informationization, customers from different sectors have pressing needs for digital transformation. The Company leveraged its strong data analyzing capability, professional modeling and IT capabilities, as well as in-depth understanding on operating environment and pain points of customers’ business, to help corporations analyze market development and customer trends by providing them with software as a service (“SaaS”) data-driven operation service tools through external data sources from multiple channels, achieving a win-win situation.",
"During the Reporting Period, the Company strived to cultivate the new business area of data-driven operating services. We provided major customers including operators, banking, insurance, automobile and public utility related industries with innovative data-driven operating services. And we actively expanded customer base and income sources with measures such as jointly establishing innovative laboratories on data-driven business with headquarters and subsidiaries of various telecom operators, establishing strategic partnership with China Merchants Bank, providing public utility operators with data-driven operating platform for population statistic management and safety control of dense crowd, etc. In 2018, data-driven operating services achieved a revenue of approximately RMB82.5 million with a nearly 100% increase, demonstrating our rapid business development and promising prospect.",
"# Actively deploying IoT applications in vertical industries",
"Facing industry changes and development opportunities in the smart connection generation, the Company has reinforced its efforts in exploring and developing IoT sector and has established an innovative “IoT platform + IoT business application + IoT operation” business model.",
"In terms of smart communities and the Internet of Vehicles, we have developed mature applications for industries, providing IoT services. We also started our in-depth collaboration with well-known enterprises in real estates, properties and automobile industries, such as Beijing North Star Group, Kang Qiao Service, Desay SV, BYD Company Limited and Changan Automobile. As of December 31, 2018, the smart community platform products covered over 3 million users, activating over 200 communities. The Internet of Vehicles served over 6 million members of Changan Automobile and over 0.3 million high-end users of BYD Company Limited."
] |
[] |
2906227_135.pdf
|
2906227_136.pdf
|
en
|
[
"# 29. STATEMENT OF FINANCIAL POSITION AND RESERVE MOVEMENT OF THE COMPANY",
"# (a) Statement of financial position of the Company",
"<table><tr><td rowspan=\"2\"></td><td rowspan=\"2\"></td><td colspan=\"2\">As at 31 December</td></tr><tr><td>2018</td><td>2017</td></tr><tr><td></td><td>Note</td><td>HK$’000</td><td>HK$’000</td></tr><tr><td>ASSETS</td><td></td><td></td><td></td></tr><tr><td>Non-current assets</td><td></td><td></td><td></td></tr><tr><td>Investments in subsidiaries</td><td></td><td>2</td><td>25,196</td></tr><tr><td>Total non-current assets</td><td></td><td>2</td><td>25,196</td></tr><tr><td>Current assets</td><td></td><td></td><td></td></tr><tr><td>Trade and other receivables</td><td></td><td>1,458</td><td>1,708</td></tr><tr><td>Amounts due from subsidiaries</td><td></td><td>17,769</td><td>211,387</td></tr><tr><td>Bank and cash balances</td><td></td><td>82</td><td>319</td></tr><tr><td>Total current assets</td><td></td><td>19,309</td><td>213,414</td></tr><tr><td>TOTAL ASSETS</td><td></td><td>19,311</td><td>238,610</td></tr><tr><td>EQUITY AND LIABILITIES</td><td></td><td></td><td></td></tr><tr><td>Share capital</td><td>28</td><td>174,490</td><td>161,152</td></tr><tr><td>Reserves</td><td>29(b)</td><td>(166,895)</td><td>70,117</td></tr><tr><td>Total equity</td><td></td><td>7,595</td><td>231,269</td></tr><tr><td>LIABILITIES</td><td></td><td></td><td></td></tr><tr><td>Current liabilities</td><td></td><td></td><td></td></tr><tr><td>Amounts due to subsidiaries</td><td></td><td>8,657</td><td>437</td></tr><tr><td>Other payables and accruals</td><td></td><td>3,059</td><td>6,904</td></tr><tr><td>Total current liabilities</td><td></td><td>11,716</td><td>7,341</td></tr><tr><td>TOTAL EQUITY AND LIABILITIES</td><td></td><td>19,311</td><td>238,610</td></tr></table>",
"Approved by the Board of Directors on 29 March 2019 and is signed on its behalf by:",
"<table><tr><td>Zheng Jinwei</td><td>He Qian</td></tr></table>"
] |
[
"# 29. STATEMENT OF FINANCIAL POSITION AND RESERVE MOVEMENT OF THE COMPANY (Continued)",
"# (b) Reserve movement of the Company",
"<table><tr><td></td><td>Share \npremium</td><td>Share-based \npayments \nreserve</td><td>Convertible \nbonds reserve</td><td>Contributed \nsurplus</td><td>Accumulated \nlosses</td><td>Total</td></tr><tr><td></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>At 1 January 2017</td><td>7,117,171</td><td>56,277</td><td>5,139</td><td>332,310</td><td>(7,395,273)</td><td>115,624</td></tr><tr><td>Loss for the year</td><td>—</td><td>—</td><td>—</td><td>—</td><td>(82,259)</td><td>(82,259)</td></tr><tr><td>Issue of shares by subscription \n(note 28(b))</td><td>36,448</td><td>—</td><td>—</td><td>—</td><td>—</td><td>36,448</td></tr><tr><td>Redemption of convertible bonds</td><td>—</td><td>—</td><td>(5,139)</td><td>—</td><td>5,139</td><td>—</td></tr><tr><td>Share-based payments</td><td>—</td><td>304</td><td>—</td><td>—</td><td>—</td><td>304</td></tr><tr><td>Transfer of reserve upon lapse of \nshare options</td><td>—</td><td>(47,500)</td><td>—</td><td>—</td><td>47,500</td><td>—</td></tr><tr><td>At 31 December 2017</td><td>7,153,619</td><td>9,081</td><td>—</td><td>332,310</td><td>(7,424,893)</td><td>70,117</td></tr><tr><td>Adjustments on initial application of \n— HKFRS 9</td><td>—</td><td>—</td><td>—</td><td>—</td><td>(203,603)</td><td>(203,603)</td></tr><tr><td>Restated balance at \n1 January 2018</td><td>7,153,619</td><td>9,081</td><td>—</td><td>332,310</td><td>(7,628,496)</td><td>(133,486)</td></tr><tr><td>Loss for the year</td><td>—</td><td>—</td><td>—</td><td>—</td><td>(37,891)</td><td>(37,891)</td></tr><tr><td>Share-based payments</td><td>—</td><td>4,482</td><td>—</td><td>—</td><td>—</td><td>4,482</td></tr><tr><td>Issue of shares on share option \nscheme</td><td>4,482</td><td>(4,482)</td><td>—</td><td>—</td><td>—</td><td>—</td></tr><tr><td>Transfer of reserve upon lapse of \nshare options</td><td>—</td><td>(9,081)</td><td>—</td><td>—</td><td>9,081</td><td>—</td></tr><tr><td>At 31 December 2018</td><td>7,158,101</td><td>—</td><td>—</td><td>332,310</td><td>(7,657,306)</td><td>(166,895)</td></tr></table>"
] |
[] |
3423620_48.pdf
|
3423620_49.pdf
|
en
|
[
"# 1. Basis of Presentation",
"The Consolidated Financial Statements reflect the consolidated operations of TE Connectivity Ltd. and its subsidiaries and have been prepared in United States (‘‘U.S.’’) dollars in accordance with accounting principles generally accepted in the U.S. (‘‘GAAP’’).",
"# Description of the Business",
"TE Connectivity Ltd. (‘‘TE Connectivity’’ or the ‘‘Company,’’ which may be referred to as ‘‘we,’’ ‘‘us,’’ or ‘‘our’’) is a global technology and manufacturing leader creating a safer, sustainable, productive, and connected future. For more than 75 years, our connectivity and sensor solutions, proven in the harshest environments, have enabled advancements in transportation, industrial applications, medical technology, energy, data communications, and the home.",
"We operate through three reportable segments:",
"• Transportation Solutions. The Transportation Solutions segment is a leader in connectivity and sensor technologies. Our products, which must withstand harsh conditions, are used in the automotive, commercial transportation, and sensors markets.",
"• Industrial Solutions. The Industrial Solutions segment is a leading supplier of products that connect and distribute power, data, and signals. Our products are used in the industrial equipment; aerospace, defense, oil, and gas; and energy markets.",
"• Communications Solutions. The Communications Solutions segment is a leading supplier of electronic components for the data and devices and the appliances markets. We are also a leader in developing, manufacturing, installing, and maintaining some of the world’s most advanced subsea fiber optic communications systems.",
"# Use of Estimates",
"The preparation of the Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported amounts of revenues and expenses. Significant estimates in these Consolidated Financial Statements include restructuring and other charges, assets acquired and liabilities assumed in acquisitions, allowances for doubtful accounts receivable, estimates of future cash flows and discount rates associated with asset impairments, useful lives for depreciation and amortization, loss contingencies, net realizable value of inventories, estimated contract revenue and related costs, legal contingencies, tax reserves and deferred tax asset valuation allowances, and the determination of discount and other rate assumptions for pension benefit cost. Actual results could differ materially from these estimates.",
"# Fiscal Year",
"We have a 52- or 53-week fiscal year that ends on the last Friday of September. For fiscal years in which there are 53 weeks, the fourth quarter reporting period includes 14 weeks. Fiscal 2017, 2016, and 2015 ended on September 29, 2017, September 30, 2016, and September 25, 2015, respectively. Fiscal 2017 and 2015 were 52 weeks in length. Fiscal 2016 was a 53-week year."
] |
[
"# 2. Summary of Significant Accounting Policies",
"# Principles of Consolidation",
"We consolidate entities in which we own or control more than 50% of the voting shares or otherwise have the ability to control through similar rights. All intercompany transactions have been eliminated. The results of companies acquired or disposed of are included on the Consolidated Financial Statements from the effective date of acquisition or up to the date of disposal.",
"# Revenue Recognition",
"Our revenues are generated principally from the sale of our products. Revenue from the sale of products is recognized at the time title and the risks and rewards of ownership pass to the customer. This generally occurs when the products reach the shipping point, the sales price is fixed and determinable, and collection is reasonably assured.",
"Contract revenues for construction related projects, which are generated in the Communications Solutions segment, are recorded primarily using the percentage-of-completion method. Profits recognized on contracts in process are based upon estimated contract revenue and related cost to complete. Percentage-of-completion is measured based on the ratio of actual costs incurred to total estimated costs. Revisions in cost estimates as contracts progress have the effect of increasing or decreasing profits in the current period. Provisions for anticipated losses are made in the period in which they first become determinable. In addition, provisions for credit losses related to unbilled receivables on construction related projects are recorded as reductions of revenue in the period in which they first become determinable.",
"We generally warrant that our products will conform to our, or mutually agreed to, specifications and that our products will be free from material defects in materials and workmanship for a limited time. We limit our warranty to the replacement or repair of defective parts, or a refund or credit of the price of the defective product. We accept returned goods only when the customer makes a verified claim and we have authorized the return. Generally, a reserve for estimated returns is established at the time of sale based on historical return experience and is recorded as a reduction of sales.",
"Additionally, certain of our long-term contracts in the Communications Solutions segment have warranty obligations. Estimated warranty costs for each contract are determined based on the contract terms and technology-specific considerations. These costs are included in total estimated contract costs and are accrued over the construction period of the respective contracts under percentage-of-completion accounting.",
"We provide certain distributors with an inventory allowance for returns or scrap equal to a percentage of qualified purchases. A reserve for estimated returns and scrap allowances is established at the time of the sale based on an agreed-upon, fixed percentage of sales to distributors and is recorded as a reduction of sales.",
"Other allowances include customer quantity and price discrepancies. A reserve for other allowances is generally established at the time of sale based on historical experience and is recorded as a reduction of sales. We believe we can reasonably and reliably estimate the amounts of future allowances."
] |
[] |
9265117_1.pdf
|
9265117_2.pdf
|
en
|
[
"# CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME",
"for the six months ended 30 September 2020 — unaudited",
"(Expressed in Hong Kong dollars)",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"2\">Six months ended \n30 September</td></tr><tr><td>2020</td><td>2019</td></tr><tr><td>$’000</td><td>$’000</td></tr><tr><td>(Loss)/profit for the period</td><td>(7,029)</td><td>18,425</td></tr><tr><td>Other comprehensive income for the period</td><td></td><td></td></tr><tr><td>Item that may be reclassified subsequently to \nprofit or loss:</td><td></td><td></td></tr><tr><td>Exchange difference on translation of the financial \nstatements of subsidiaries (nil tax effect)</td><td>7,554</td><td>(13,908)</td></tr><tr><td>Total comprehensive income for the period</td><td>525</td><td>4,517</td></tr></table>"
] |
[
"# CONSOLIDATED STATEMENT OF FINANCIAL POSITION",
"at 30 September 2020 — unaudited",
"(Expressed in Hong Kong dollars)",
"<table><tr><td rowspan=\"2\"></td><td rowspan=\"2\">Note</td><td>At \n30 September \n2020</td><td>At \n31 March \n2020</td></tr><tr><td>$’000</td><td>$’000</td></tr><tr><td>Non-current assets</td><td></td><td></td><td></td></tr><tr><td>Property, lipant and equpment</td><td>9</td><td>8,342</td><td>17,824</td></tr><tr><td>Intanilgbe assets</td><td>10</td><td>48,662</td><td>50,261</td></tr><tr><td>Goodwill</td><td>10</td><td>55,389</td><td>60,432</td></tr><tr><td>Deferred tax assets</td><td></td><td>2,307</td><td>2,097</td></tr><tr><td></td><td></td><td>114,700</td><td>130,614</td></tr><tr><td>Current assets</td><td></td><td></td><td></td></tr><tr><td>Inventories</td><td></td><td>747</td><td>927</td></tr><tr><td>Trade and other receivables</td><td>11</td><td>100,726</td><td>92,332</td></tr><tr><td>Current tax recoverable</td><td></td><td>3,265</td><td>—</td></tr><tr><td>Restricted bank deposits</td><td></td><td>2,878</td><td>2,586</td></tr><tr><td>Cash at bank and in hand</td><td></td><td>190,689</td><td>206,735</td></tr><tr><td></td><td></td><td>298,305</td><td>302,580</td></tr><tr><td>Current liabilities</td><td></td><td></td><td></td></tr><tr><td>Trade and other payables</td><td>12</td><td>117,484</td><td>100,687</td></tr><tr><td>Contract liabilities</td><td></td><td>47,897</td><td>45,349</td></tr><tr><td>Amount due to the controlling shareholder</td><td></td><td>3,459</td><td>2,435</td></tr><tr><td>Lease liabilities</td><td></td><td>12,557</td><td>21,054</td></tr><tr><td>Current tax payable</td><td></td><td>6,393</td><td>8,239</td></tr><tr><td></td><td></td><td>187,790</td><td>177,764</td></tr><tr><td>Net current assets</td><td></td><td>110,515</td><td>124,816</td></tr><tr><td>Total assets less current liabilities</td><td></td><td>225,215</td><td>255,430</td></tr></table>"
] |
[] |
2611447_101.pdf
|
2611447_102.pdf
|
en
|
[
"# Noble Energy, Inc.",
"Consolidated Statements of Comprehensive Income (Loss)",
"(millions)",
"<table><tr><td rowspan=\"2\"></td><td colspan=\"3\">Year Ended December 31,</td></tr><tr><td>2017</td><td>2016</td><td>2015</td></tr><tr><td>Net Loss Including Noncontrolling Interests</td><td>$ (1,050)</td><td>$ (985)</td><td>$ (2,441)</td></tr><tr><td>Other Items of Comprehensive Loss</td><td></td><td></td><td></td></tr><tr><td>Net Change in Mutual Fund Investment</td><td>—</td><td>—</td><td>(11)</td></tr><tr><td>Less Tax Expense</td><td>—</td><td>—</td><td>4</td></tr><tr><td>Net Change in Pension and Other</td><td>3</td><td>3</td><td>99</td></tr><tr><td>Less Tax Benefit</td><td>(1)</td><td>(1)</td><td>(35)</td></tr><tr><td>Other Comprehensive Income</td><td>2</td><td>2</td><td>57</td></tr><tr><td>Comprehensive Loss Including Noncontrolling Interests</td><td>$ (1,048)</td><td>$ (983)</td><td>$ (2,384)</td></tr><tr><td>Less: Comprehensive Income Attributable to Noncontrolling Interests</td><td>68</td><td>13</td><td>—</td></tr><tr><td>Comprehensive Loss Attributable to Noble Energy</td><td>$ (1,116)</td><td>$ (996)</td><td>$ (2,384)</td></tr></table>",
"The accompanying notes are an integral part of these financial statements."
] |
[
"Noble Energy, Inc.",
"Consolidated Balance Sheets",
"(millions)",
"<table><tr><td></td><td>December 31,\n2017</td><td>December 31,\n2016</td></tr><tr><td>ASSETS</td><td></td><td></td></tr><tr><td>Current Assets</td><td></td><td></td></tr><tr><td>Cash and Cash Equivalents</td><td>$ 675</td><td>$ 1,180</td></tr><tr><td>Accounts Receivable, Net</td><td>748</td><td>615</td></tr><tr><td>Other Current Assets</td><td>780</td><td>160</td></tr><tr><td>Total Current Assets</td><td>2,203</td><td>1,955</td></tr><tr><td>Property, Plant and Equipment</td><td></td><td></td></tr><tr><td>Oil and Gas Properties (Successful Efforts Method of Accounting)</td><td>29,678</td><td>30,355</td></tr><tr><td>Property, Plant and Equipment, Other</td><td>879</td><td>909</td></tr><tr><td>Total Property, Plant and Equipment, Gross</td><td>30,557</td><td>31,264</td></tr><tr><td>Accumulated Delpreciation, DedApetion an mortization</td><td>(13,055)</td><td>(12,716)</td></tr><tr><td>Total Property, Plant and Equipment, Net</td><td>17,502</td><td>18,548</td></tr><tr><td>Goodwill</td><td>1,310</td><td>—</td></tr><tr><td>Other Noncurrent Assets</td><td>461</td><td>508</td></tr><tr><td>Total Assets</td><td>$ 21,476</td><td>$ 21,011</td></tr><tr><td>LIABILITIES AND SHAREHOLDERS’ EQUITY</td><td></td><td></td></tr><tr><td>Current Liabilities</td><td></td><td></td></tr><tr><td>Accounts Payable Trade</td><td>$ 1,161</td><td>$ 736</td></tr><tr><td>Other Current Liabilities</td><td>578</td><td>742</td></tr><tr><td>Total Current Liabilities</td><td>1,739</td><td>1,478</td></tr><tr><td>LongTerm Debt</td><td>6,746</td><td>7,011</td></tr><tr><td>Net Deferred Income Tax Liability</td><td>1,127</td><td>1,819</td></tr><tr><td>Other Noncurrent Liabilities</td><td>1,245</td><td>1,103</td></tr><tr><td>Total Liabilities</td><td>10,857</td><td>11,411</td></tr><tr><td>Shareholders’ Equity</td><td></td><td></td></tr><tr><td>Preferred Stock Par Value $1.00 per share; 4 Million Shares Authorized, None Issued</td><td>—</td><td>—</td></tr><tr><td>Common Stock Par Value $0.01; 1 Billion Shares Authorized; 529 Million and 471 Million\nShares Issued, Respectively</td><td>5</td><td>5</td></tr><tr><td>Additional Paid in Cailpta</td><td>8,438</td><td>6,450</td></tr><tr><td>Accumulated Other Comprehensive Loss</td><td>(30)</td><td>(31)</td></tr><tr><td>Treasury Stock, at Cost; 39 Million and 38 Million Shares, Respectively</td><td>(725)</td><td>(692)</td></tr><tr><td>Retained Earnings</td><td>2,248</td><td>3,556</td></tr><tr><td>Noble Energy Share of Equity</td><td>9,936</td><td>9,288</td></tr><tr><td>Noncontrolling Interests</td><td>683</td><td>312</td></tr><tr><td>Total Equity</td><td>10,619</td><td>9,600</td></tr><tr><td>Total Liabilities and Equity</td><td>$ 21,476</td><td>$ 21,011</td></tr></table>",
"The accompanying notes are an integral part of these financial statements."
] |
[] |
11764847_147.pdf
|
11764847_148.pdf
|
en
|
[
"# Statements of Changes in Equity",
"Year ended 31 December 2016",
"<table><tr><td rowspan=\"2\">Company</td><td>Share\ncapital</td><td>Merger/\ncapital \nreserve</td><td>Share-based \npayments \nreserve</td><td>Hedging \nreserve</td><td>Retained \nprofits</td><td>Total\nreserves</td><td>Total\nequity</td></tr><tr><td>$m</td><td>$m</td><td>$m</td><td>$m</td><td>$m</td><td>$m</td><td>$m</td></tr><tr><td>At 1 January 2015</td><td>282.6</td><td>276.5</td><td>13.4</td><td>(1.4)</td><td>823.2</td><td>1,111.7</td><td>1,394.3</td></tr><tr><td>Total comprehensive income for the year</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>514.9</td><td>514.9</td><td>514.9</td></tr><tr><td>Other comprehensive income</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Effective portion of changes in fair value \nof cash flow hedges, net of taxation</td><td>–</td><td>–</td><td>–</td><td>1.9</td><td>–</td><td>1.9</td><td>1.9</td></tr><tr><td>Total comprehensive income for the year</td><td>–</td><td>–</td><td>–</td><td>1.9</td><td>514.9</td><td>516.8</td><td>516.8</td></tr><tr><td>Transactions with equity holders of the Company, \nrecognised directly in equity</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Contributions by and distributions to equity holders \nof the Company</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Issue of shares pursuant to share plans</td><td>10.9</td><td>–</td><td>(10.6)</td><td>–</td><td>–</td><td>(10.6)</td><td>0.3</td></tr><tr><td>Share-based payment expenses</td><td>–</td><td>–</td><td>9.5</td><td>–</td><td>–</td><td>9.5</td><td>9.5</td></tr><tr><td>Dividends paid (Note 29)</td><td>–</td><td>–</td><td>–</td><td>–</td><td>(345.9)</td><td>(345.9)</td><td>(345.9)</td></tr><tr><td>Total transactions with equity holders of the Company</td><td>10.9</td><td>–</td><td>(1.1)</td><td>–</td><td>(345.9)</td><td>(347.0)</td><td>(336.1)</td></tr><tr><td>At 31 December 2015</td><td>293.5</td><td>276.5</td><td>12.3</td><td>0.5</td><td>992.2</td><td>1,281.5</td><td>1,575.0</td></tr></table>"
] |
[
"Financials",
"<table><tr><td rowspan=\"2\">Company</td><td>Share\ncapital</td><td>Treasury \nshares</td><td>Merger/ \ncapital \nreserve</td><td>Share-based \npayments \nreserve</td><td>Fair value \nreserve</td><td>Hedging \nreserve</td><td>Retained \nprofits</td><td>Total\nreserves</td><td>Total \nequity</td></tr><tr><td>$m</td><td>$m</td><td>$m</td><td>$m</td><td>$m</td><td>$m</td><td>$m</td><td>$m</td><td>$m</td></tr><tr><td>At 1 January 2016</td><td>293.5</td><td>–</td><td>276.5</td><td>12.3</td><td>–</td><td>0.5</td><td>992.2</td><td>1,281.5</td><td>1,575.0</td></tr><tr><td>Total comprehensive income for the year\nProfit for the year</td><td>–</td><td>–</td><td>–</td><td>–</td><td>–</td><td>–</td><td>497.1</td><td>497.1</td><td>497.1</td></tr><tr><td>Other comprehensive income</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Net change in fair value of \navailable-for-sale financial assets</td><td>–</td><td>–</td><td>–</td><td>–</td><td>12.5</td><td>–</td><td>–</td><td>12.5</td><td>12.5</td></tr><tr><td>Effective portion of changes in fair value \nof cash flow hedges, net of taxation</td><td>–</td><td>–</td><td>–</td><td>–</td><td>–</td><td>(0.5)</td><td>–</td><td>(0.5)</td><td>(0.5)</td></tr><tr><td>Total comprehensive income \nfor the year</td><td>–</td><td>–</td><td>–</td><td>–</td><td>12.5</td><td>(0.5)</td><td>497.1</td><td>509.1</td><td>509.1</td></tr><tr><td>Transactions with equity holders of the \nCompany, recognised directly \nin equity</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Contributions by and distributions \nto equity holders of the Company</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Treasury shares purchased by the Company</td><td>–</td><td>(12.3)</td><td>–</td><td>–</td><td>–</td><td>–</td><td>–</td><td>(12.3)</td><td>(12.3)</td></tr><tr><td>Issue of shares pursuant to share plans</td><td>6.2</td><td>–</td><td>–</td><td>(6.2)</td><td>–</td><td>–</td><td>–</td><td>(6.2)</td><td>–</td></tr><tr><td>Share-based payment expenses</td><td>–</td><td>–</td><td>–</td><td>7.2</td><td>–</td><td>–</td><td>–</td><td>7.2</td><td>7.2</td></tr><tr><td>Tax impact on transfer of treasury shares</td><td>–</td><td>–</td><td>–</td><td>0.8</td><td>–</td><td>–</td><td>–</td><td>0.8</td><td>0.8</td></tr><tr><td>Dividends paid (Note 29)</td><td>–</td><td>–</td><td>–</td><td>–</td><td>–</td><td>–</td><td>(346.2)</td><td>(346.2)</td><td>(346.2)</td></tr><tr><td>Total transactions with equity holders \nof the Company</td><td>6.2</td><td>(12.3)</td><td>–</td><td>1.8</td><td>–</td><td>–</td><td>(346.2)</td><td>(356.7)</td><td>(350.5)</td></tr><tr><td>At 31 December 2016</td><td>299.7</td><td>(12.3)</td><td>276.5</td><td>14.1</td><td>12.5</td><td>–</td><td>1,143.1</td><td>1,433.9</td><td>1,733.6</td></tr></table>"
] |
[] |
11759555_187.pdf
|
11759555_188.pdf
|
en
|
[
"# 21 AVAILABLE-FOR-SALE INVESTMENTS",
"<table><tr><td rowspan=\"2\"></td><td>2017</td><td>2016</td></tr><tr><td>HK$’000</td><td>HK$’000</td></tr><tr><td>Listed equity securities, at fair value</td><td>61,501</td><td>51,408</td></tr><tr><td>Unlisted equity securities, at fair value (note)</td><td>5,282,793</td><td>4,804,782</td></tr><tr><td></td><td>5,344,294</td><td>4,856,190</td></tr></table>",
"Note: In 2016, the Group acquired an indirect equity interest of approximately 24.4% in Shanghai Krupp Stainless Co. Ltd. (“SKS”), which owns a project site in Pudong New Area, Shanghai (the “Project”). As the Group does not have any significant influence over financial and operating policies to Shanghai Krupp, the Group recorded its investments as available-for-sale investments. The investment cost in SKS amounting to HK\\$3,425 million as at 31 December 2017 was included in the balance of unlisted equity securities.",
"The Group’s investment was made based on a public notice issued and approved in May 2016 by the Municipal Government on city planning regarding the conversion of the land usage from industrial to commercial and residential use. However, in August 2017, the Municipal Government issued and approved another development plan of Pudong Expo Cultural Park of which the underlying Project held by SKS fell within the area of park development.",
"As of the date of this report, there is no verbal or written notice issued by the government to SKS regarding the development of the site area and the rationale of the change in the development plan of the area and its implication to the original development plan of the Project. As of the date of this report, SKS remains as the registered owner of the land with all the rights conferred as per the original land grant.",
"Based on the above-mentioned situation and after taking into consideration the legal advice from an independent legal counsel, together with the current status of the project site, management considered SKS maintains reasonable grounds to negotiate with the Municipal Government in respect of the latest development plan of the Project including but not limited to explore a mutually acceptable solution and/or to pursue a negotiation for its damages and loss of profits, if any. Management has then engaged independent valuers, Cushman & Wakefield Limited, who hold a recognised relevant professional qualification, to estimate the fair value of the Group’s available-for-sale investments as at 31 December 2017 based on the original development plan of the Project as set out in the public notice issued in May 2016.",
"Cushman & Wakefield Limited adopted an asset-based valuation approach on the investment, which is a means of estimating the value of a business using methods based on the market value of individual business assets less liabilities and judgement was required to determine the fair value."
] |
[
"# 22 MORTGAGE LOANS RECEIVABLE",
"<table><tr><td rowspan=\"2\"></td><td>2017</td><td>2016</td></tr><tr><td>HK$’000</td><td>HK$’000</td></tr><tr><td>Non-current mortgage loans receivable</td><td>3,641,905</td><td>1,001,386</td></tr><tr><td>Current portion of mortgage loans receivable</td><td>30,025</td><td>13,663</td></tr><tr><td>Total mortgage loans receivable</td><td>3,671,930</td><td>1,015,049</td></tr></table>",
"The balance included first mortgage loans of HK\\$2,442,536,000 (2016: HK\\$611,329,000) offered to buyers of certain properties developed by the Group in Hong Kong. For these first mortgage loans receivable, the fair value was calculated based on cash flows discounted using lending rates from financial institutions and assuming the loans will be repaid according to the contract terms. The valuation process of the Group is set out in note 3(c)(iv) to the consolidated financial statements.",
"The remaining amounts mostly represented the second mortgage loans receivable which are carried at amortised cost.",
"Mortgage loans receivable are denominated in Hong Kong dollars.",
"# 23 ACCOUNTS RECEIVABLE, PREPAYMENTS AND DEPOSITS",
"<table><tr><td rowspan=\"2\"></td><td>2017</td><td>2016</td></tr><tr><td>HK$’000</td><td>HK$’000</td></tr><tr><td>Trade receivables (note (a))</td><td>4,332,017</td><td>347,788</td></tr><tr><td>Prepayments</td><td>223,230</td><td>928,753</td></tr><tr><td>Land bidding deposit (note (b))</td><td>–</td><td>168,652</td></tr><tr><td>Others</td><td>3,010,964</td><td>1,033,423</td></tr><tr><td></td><td>7,566,211</td><td>2,478,616</td></tr></table>",
"The carrying amounts of accounts receivable approximate their fair value.",
"The carrying amounts of the Group’s accounts receivable, prepayments and deposits are denominated in the following currencies:",
"<table><tr><td rowspan=\"2\"></td><td>2017</td><td>2016</td></tr><tr><td>HK$’000</td><td>HK$’000</td></tr><tr><td>Hong Kong dollar</td><td>6,957,831</td><td>1,831,154</td></tr><tr><td>Renminbi</td><td>507,694</td><td>646,858</td></tr><tr><td>Other currencies</td><td>100,686</td><td>604</td></tr><tr><td></td><td>7,566,211</td><td>2,478,616</td></tr></table>"
] |
[] |
11711012_249.pdf
|
11711012_250.pdf
|
en
|
[
"The Dongguan Public Security Fire Bureau Zhangmutou Brigade\\* (東莞市公安消防局樟木頭大隊) conducted an investigation into this incident and issued a report on 7 September 2017 (the “Report”). The Report stated that the fire was caused by short circuit in the storage area of finished products, which ignited sparks and caused fire to the inflammable products nearby. The estimated loss on finished goods was HK\\$14.9 million, which was covered by our insurance policies. Based on our inventory system which enables us to track the movement and location of our inventory, we were able to estimate the value of the inventory stored in the relevant warehouse. We also conducted stock take on our other warehouse in Dongguan Factory, and compared the value of such inventory against our record on overall inventory, in order to ensure the accuracy of the estimated loss on finished goods. Except for an administrative penalty amounting to RMB30,000 imposed on Dongguan Zensee, no criminal liability and/or other administrative penalty was imposed on any member of our Group or any of its directors. After the incident, we enhanced our fire prevention equipment in our factory buildings, including but not limited to installing sprinklers, fire-proof doors, fire hydrant boxes, fire hydrants and smoke ventilation systems. In addition, we engaged a qualified fire safety system company, which is an Independent Third Party, to conduct site visit and review our facilities in order to identify areas of high risk of fire. We also installed a smoke detection system which allows remote monitoring of the relevant facilities.",
"Our PRC Legal Advisers are of the opinion that, according to the written confirmations provided by the relevant competent fire protection authorities of PRC and/or public online search on the relevant websites of PRC fire protection bureaus, during the Track Record Period, saved for the above disclosed, no administrative penalties have been found to be imposed on us for the violation of relevant fire protection laws and regulations.",
"Our Directors confirm that there were no incident that resulted in death or serious injury of our employees during the Track Record Period. Although we have maintained insurance policy relating to our production facilities and the safety of our employees working in our production plants, there is no assurance that our insurance policies will be adequate to cover all losses incurred in the event of an incident or other unexpected event in the future. In such event, if the coverage of our existing insurance policies is not adequate, our financial condition and results of operations may be materially adversely affected. For the associated risks, see “Risk Factors – Risks relating to our business – Our insurance coverage may not be adequate.”.",
"# INFORMATION TECHNOLOGY",
"We rely on our integrated IT systems to support the important aspects of our business. As at the Latest Practicable Date, we had two sets of information systems in place, namely MES and the MRP System, which were developed by ourselves.",
"Our MRP System and MES support the daily operations of our Group by gathering data related to order processing, engineering, procurement, material and production planning, production, quality control, delivery, inventories and finance. The systems also enable us to monitor the operational processes and order status real time, which allow transparency and facilitate management of our operation."
] |
[
"Our MRP System regulates our supply chain and financial management, collects and combines data in relation to procurement of raw materials, production, product delivery and inventories. Our MES supports production and materials tracking which allows us to trace the use of raw materials in production and check the production status of each purchase order we receive. All of the operational information can be monitored in real time and updated through our MRP System and MES, which allow transparency and control of our production processes. These systems are managed by our information technology team, which comprised 49 staff as at the Latest Practicable Date.",
"Q P (SZ) is responsible for supporting our websites, including the development of our websites and online personalisation and design features, online ordering management and automatic imposition processes for digital printing. Linking up online ordering and manufacturing management, the websites feature online personalisation and ordering functions and enable automatic imposition processes for digital printing. The websites are integrated with our MRP System so that the online orders are processed with minimal human effort.",
"In 2019, Q P Printing was awarded the Certificate of Industry 4.0 Maturity Recognition for achieving a maturity level 1i Real Time Information Generation (equivalent to a Maturity Level 3 of the acatech Industry 4.0 Maturity Model) for its achievement in having real-time information in the digital production shop floor for playing card business including web to print operation, production processes including cutting, priming, digital printing, coating and kitting.",
"During the Track Record Period and up to the Latest Practicable Date, we had not experienced any material malfunction of our IT systems.",
"As part of our business strategies, we intend to leverage our technological capabilities and upgrade our IT infrastructure. For details, see “– Our business strategies – Leverage our technological capability to capture more business opportunities in Internet retailing and upgrade our IT infrastructure” and “Future Plans and Use of Proceeds”."
] |
[] |
11711012_268.pdf
|
11711012_269.pdf
|
en
|
[
"Measure”), approximately 66.1% and 77.1% of our revenue derived from the U.S. by destination of delivery will be produced by our subcontractors in Vietnam. We also expect to incur additional costs for subcontracting further production to Vietnam of approximately HK\\$4.4 million and HK\\$5.1 million in the first year and second year, respectively, upon the implementation of Contingency Measure.",
"Based on the assumptions that our Group’s revenue derived from the U.S. by destination of delivery by FY2020 upon full implementation of Immediate Measures and in each of the first and second year upon activation of Contingency Measure would be the same as our revenue derived from the U.S. by destination of delivery in FY2018 (“U.S. FY2018 Revenue”), we expect to achieve revenue equal to the full amount of the U.S. FY2018 Revenue without being subject to the U.S. tariffs by the second year of fully implementing the Contingency Measure. The table below sets out the breakdown of the estimated percentage of the U.S. FY2018 Revenue to be achieved under each relevant Immediate Measure and/or Contingency Measure and remain to be subject to the U.S. tariffs upon implementation of such measures.",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"3\">U.S. FY2018 Revenue to be achieved</td></tr><tr><td>By FY2020\nupon full\nimlipementaton\nof Immediate\n(NtMoe)easures</td><td>By first year\nupon full\nimlpementation\nof Contingency\nMeasure</td><td>By second year\nupon full\nimlpementation\nof Contingency\nMeasure</td></tr><tr><td>%</td><td>%</td><td>%</td></tr><tr><td>1. Immediate Measure 1A\nand/or Contingency Measure\n– enigagng and further\nexpanding the engagement of\nsubcontractors in Vietnam</td><td>55.9</td><td>66.1</td><td>77.1</td></tr><tr><td>2. Immediate Measure 1B –\nenbgaigng sucontractor in\nHong Kong</td><td>15.3</td><td>15.3</td><td>15.3</td></tr><tr><td>3. Immediate Measure 2 –\nalifppyng or\nDe Minimis value exemption\nfor web sales customers\nbased in the U.S.</td><td>7.5</td><td>7.5</td><td>7.5</td></tr><tr><td>4. Revenue generated from our\nlaboratory testing services\nwhich are not subject to the\nU.S. tariffs</td><td>0.1</td><td>0.1</td><td>0.1</td></tr><tr><td>5. Revenue remaining to be\nsubject to the U.S. tariffs</td><td>21.2</td><td>11.0</td><td> Nil</td></tr><tr><td>Total</td><td>100.0</td><td>100.0</td><td>100.0</td></tr></table>",
"---",
"Note: The table aims to show the estimated percentage of U.S. FY2018 Revenue to be achieved by FY2020. As such, the effect of Immediate Measures other than Immediate Measures 1A, 1B and 2 are not taken into account."
] |
[
"We will further negotiate with our customers to further take up the increased U.S. tariffs payable by our customers during the two-year transition period on a case-by-case basis. The following sensitivity analysis illustrates, based on the U.S. FY2018 Revenue, the impact on our revenue and net profit for FY2020 upon full implementation of the Immediate Measures and for the first year and second year upon implementation of the Contingency Measure assuming the Section 301 List 4 Additional Tariff of 25% is imposed and our Group was to bear all such U.S. tariffs:",
"<table><tr><td rowspan=\"2\"></td><td>FY2020\nfollowing\nimlpementation\nof Immediate\nMeasures</td><td>First year\nfollowing\nimlipementaton\nof Contingency\nMeasure</td><td>Second year\nfollowing\nimlipementaton\nof Contingency\nMeasure</td></tr><tr><td>HK$’000</td><td> HK$’000</td><td> HK$’000</td></tr><tr><td>Decrease in revenue</td><td>42,672</td><td>11,285</td><td>3,023</td></tr><tr><td>Decrease in net profit</td><td>35,999</td><td>9,523</td><td>2,551</td></tr></table>",
"In light of the Contingency Measure our Group have in place, our Directors believe that we will continue to be able to maintain our customer relationships and our business operation and financial performance will not be materially affected by the potential increase of the Section 301 List 4 Additional Tariff to 25% in the imminent future. Our Directors confirm that the implementation costs of the Contingency Measure would be funded by our internal resources and/or bank loan(s). Our Directors undertake that our Group will implement the Contingency Measure in parallel with the Immediate Measures as listed in the above if the Section 301 List 4 Additional Tariff is increased from 15% to 25% or above anytime in the future. In the event that the Contingency Measure has to be activated in the future, our Directors will continue to closely monitor the market and economic environment as well as our business and financial conditions to ensure any material adverse effect on our Group’s business and operations will be minimised as a whole. Our Directors also undertake to keep reviewing the relevant laws and regulations in relation to the U.S. tariffs and will seek legal advice as and when appropriate.",
"# Relocation of sales upon full implementation of Immediate Measures 1A, 1B and 2 and Contingency Measure to shift our production outside the PRC",
"We expect that by the end of FY2020, our Group will be able to fully implement Immediate Measures 1A, 1B and 2. The following tables set out the breakdown of revenue and sales volume attributable to our U.S. sales products by production channels in different geographical locations (i) during the Track Record Period; and (ii) upon full implementation of Immediate Measures 1A, 1B and 2 and Contingency Measures (in terms of our sales amount and sales volume attributable to our U.S. sales products by production channels in different geographical locations for FY2018):"
] |
[] |
9278898_18.pdf
|
9278898_19.pdf
|
en
|
[
"# EVENTS AFTER THE REPORTING PERIOD",
"# Back-to-back Guarantee Agreement",
"Reference were made to the announcements of the Company dated 30 July 2018, 29 July 2019, 24 July 2020 and 28 July 2021 in relation to the provisional of financial guarantee services. A Renewal Agreement to renew the Back-to-back Guarantee Agreement was entered by Wuhu Feishang Non-metal Material Co., Limited\\*（蕪湖飛尚非金屬材料有限公司）, a wholly-owned subsidiary of the Company established in the PRC (the “Wuhu Subsidiary”), pursuant to which the Wuhu Subsidiary has agreed to provide financial guarantee to the Borrower by means of pledging its deposit in the sum of CNY20 million for procuring the Borrower to obtain the loan of CNY19 million provided by the lending bank. In return, the Wuhu Subsidiary shall receive a guarantee fee of 6% of the amount of deposit pledged by the Wuhu Subsidiary. The Board considers that the Group has surplus cash in CNY in excess of the working capital needs for its business operation in the PRC. The provision of Guarantee in favour of the Borrower will better utilize the Group’s surplus cash with reasonable return.",
"# Proposed (i) share consolidation; and (ii) rights issue",
"The Company proposed to implement (i) the share consolidation on the basis that every ten (10) issued and unissued existing shares into one (1) consolidated share (“Consolidated Share(s)”) and (ii) the rights issue on the basis of one (1) rights shares for every one (1) Consolidated Shares held on the record date at the subscription price of HK\\$0.350 per rights share, to raise gross proceeds of approximately HK\\$27.8 million before expenses (assuming no other change in the number of Shares in issue save for the share consolidation on or before the record Date) by issuing 79,557,200 rights shares. Details were set out in the Company’s announcements dated 16 July 2021 and 6 August 2021.",
"As save as above, there is no material event undertaken by the Company or the Group subsequent to 30 June 2021 and up to the date of this report."
] |
[
"# OUTLOOK",
"The PRC has generally kept COVID-19 under control, and economic activities and confidence have rapidly recovered. The Chinese government has implemented strong fiscal and monetary stabilizing policies to further boost the PRC ‘s GDP growth by building a strong domestic market and supporting the domestic and international “dual circulation” strategy. Investment in fixed assets, real estate and infrastructure construction is expected to maintain solid growth, which will then support bentonite demand from downstream industries including the iron and steel and the energy sectors. Nevertheless, it would be difficult to gauge the longer term impact of such events as the situation is dynamically revolving. The Group has been proactive in closely monitoring the market conditions and taking appropriate measures to respond to the challenges. The Group will also continue to strengthen its cost control and resources management as well as to actively participate in project tenders, in order to maintain its competitiveness in the market.",
"Within the bentonite industry, uncertainties due to COVID-19 and international trade conflicts will cause market competition to further intensify and prices to fluctuate. Meanwhile, the new series of real estate market regulation and control policies and the PRC ‘s ambitious target to achieve carbon neutrality by 2060 are expected to adversely affect the iron and steel and the traditional energy industries in the long term, which will negatively impact the Group’s business by imposing pressures on demand for pelletising clay and drilling mud. The Group strives to maintain the sales volume of its bentonite products by improving product quality and adhering to the “selling more with lower margin” strategy, and yet the Group may not be able to maintain the current level of gross profit margin in the coming months. The Group intends to continue expanding its customer base and market share by boosting product awareness of its bentonite products, refining its production technology and developing new products with a view to enhance the Group’s overall competitiveness to cope with the risks and uncertainties of the business environment.",
"In view of the COVID-19 pandemic situation in Hong Kong, the Group expects that the business environment in financial services, including wealth management and money lending business, would be challenging in the year 2021. However, with the expectation of increasing awareness in wealth management in recent years, as well as the probable easing of travel restrictions between Hong Kong and the PRC, the Group remains cautiously optimistic in the medium and long-term development of this business segment in Hong Kong. Meanwhile, the Group will cautiously monitor market change and impose robust control measures to improve cost efficiency and risk management in order to provide a solid foundation for sustainable growth in the future."
] |
[] |
11783128_259.pdf
|
11783128_260.pdf
|
en
|
[
"the preceding assignment should behave properly when compiled with any standard C compiler. If you declare d as some other integer type, such as",
"the assignment might provoke a warning from the compiler, or worse, silently truncate the assigned value at runtime, for example, if ptrdiff\\_t were an alias for long long int for that implementation.",
"The lower and upper limits of ptrdiff\\_t are defined by PTRDIFF\\_MIN and PTRDIFF\\_MAX respectively. The minimum acceptable limits defined by the C Standard are",
"These limits require that any 16-bit implementation must have at least a 17-bit ptrdiff\\_t to represent all possible differences of 16-bit pointers.",
"Although the standard does not explicitly guarantee that sizeof(ptrdiff\\_t) equals sizeof(size\\_t), it typically is the case on 32-bit or 64-bit implementa-tions. This may seem somewhat surprising because a signed integer type may not be able to represent the difference between two pointers on such a system.",
"For example, on a system that supports objects up to \\( 2 ^ { 3 2 } \\mathrm { ~ - ~ } \\) 1 bytes, the sizeof operator can yield values only from 0 to \\( 2 ^ { 3 2 } - 1 \\), so 32 bits are sufficient. However, pointer subtraction for pointers to elements of an array of \\( 2 ^ { 3 2 } \\mathrm { ~ - ~ } 1 \\) bytes could yield values from −(232 − 1) to +(232 − 1). Consequently, ptrdiff\\_t would have to be at least 33 bits to represent all possible differences. How-ever, C allows an implementation in which ptrdiff\\_t is 32 bits by making it undefined behavior if the result of subtracting two pointers is not represent-able in an object of type ptrdiff\\_t. In most cases, a ptrdiff\\_t overflow on a two’s complement machine with quiet wraparound on overflow does not affect the result of the operation. To program securely, however, you should care-fully consider the consequences of your operation when the subtraction of two pointers may result in such large values.",
"intmax\\_t and uintmax\\_t. intmax\\_t and uintmax\\_t are integer types with the greatest width and can represent any value representable by any other inte-ger types of the same signedness. Among other applications, intmax\\_t and uintmax\\_t can be used for formatted I/O on programmer-defined integer types. For example, given an implementation that supports 128-bit unsigned integers and provides a uint\\_fast128\\_t type, a programmer may define the following type:"
] |
[
"This creates a problem with using these types with formatted output functions, such as printf(), and formatted input functions, such as scanf(). For example, the following code prints the value of x as an unsigned long long, even though the value is of a programmer-defined integer type:",
"There is no guarantee that this code prints the correct value of x because x may be too large to represent as an unsigned long long.",
"The intmax\\_t and uintmax\\_t types are capable of representing any value representable by any other integer types of the same signedness, allowing conversion between programmer-defined integer types (of the same signed-ness) and intmax\\_t and uintmax\\_t:",
"Formatted I/O functions can be used to input and output greatest-width integer typed values. The j length modifier in a format string indicates that the following d, i, o, u, x, X, or n conversion specifier will apply to an argument with type intmax\\_t or uintmax\\_t. The following code guarantees that the cor-rect value of x is printed, regardless of its length, provided that mytypedef\\_t is an unsigned type:",
"In addition to programmer-defined types, there is no requirement that an implementation provide format length modifiers for implementation-defined integer types. For example, a machine with an implementation-defined 48-bit integer type may not provide format length modifiers for the type. Such a machine would still have to have a 64-bit long long, with intmax\\_t being at least that large. The CERT C Secure Coding Standard [Seacord 2008], “INT15-C. Use intmax\\_t or uintmax\\_t for formatted IO on programmer-defined integer types,” provides further examples of this use of the intmax\\_t and uintmax\\_t types."
] |
[] |
8279661_10.pdf
|
8279661_11.pdf
|
en
|
[
"We have established a talent pool management system. Through our new employee training program and mentoring program, we assign mentors to provide trainings to our new employees and help them understand their tasks and integrate into our corporate culture. We train up our employees to follow our standardised operational procedures to ensure our service quality and efficiency. We also have a human resource succession plan under which we identify and train up our employees to step into more challenging roles. During the Year, the Group has provided different types of training for its employees, such as the knowledge of property management, services requirement and market situation for the general employees and the knowledge of business communication, customer demands and risk management for the supervisory employees. In addition, we encourage and support employees to participate in external training by providing subsidies.",
"# OPERATING PRACTICES",
"Effective management of environmental, social and economic performance throughout the daily operation is considered as the core value of the Group. The Group displays commitment toward sustainable development by maintaining a close relationship with its suppliers and ensuring meticulous standards on its operation and business conduct.",
"# Supply Chain Management",
"The Group values the partnership with suppliers and aims to collectively promote sustainable development. The Group is devoted to enhancing operation throughout its supply chains by maximising operational efficiency and minimising ESG risks.",
"The Group has established the tender procurement management system for the effective management of the procurement process. For the selection of new contractors/suppliers, an evaluation and review mechanism is in place to ensure the compliance of suppliers and supplies quality. For example, we conduct reviews on new contractors/suppliers and verify their basic profile, credit certificates and other documents to ensure the compliance of the suppliers. In addition, the contracts signed between the Group and the contractors/suppliers clearly listed the expectations, policies and requirements of the Group. A safety management guideline is also included in the contract, which requires the contractors/suppliers to provide a safe working environment and sufficient training, information and supervision to their employees. Meanwhile, we regularly evaluate existing contractors/suppliers based on price, quality and other aspects. Unqualified contractors/suppliers will be opt-out to ensure the quality of products and services provided by the suppliers.",
"Environmental and social risks along the supply chain are also a key concern of the Group. The Group assigns specific personnel to check for the latest development in local supply chain-related policies and identify the potential environmental and social risks. When selecting suppliers, priority is given to those with more outstanding environmental and social performance regarding aspects such as energy conservation, occupational health and safety, supply chain management and anti-corruption. Suppliers having relevant certification or international recognition are usually more highly valued, but on the other hand, those involving in major corruption or safety incident are always downgraded."
] |
[
"Besides, the Group fosters sustainability by implementing green procurement and encouraging the use of eco-friendly products. We use and give priority to eco-friendly products, such as those with water or energy efficiency labels, use fewer packaging materials, have a longer shelf life or are made of recyclable materials. We also select suppliers that are able to deliver materials with short delivery time and delivery distance, where appropriate, to lower carbon emissions from transportation. We also remind our employees to use products purchased earlier to avoid wastage due to products expiring.",
"During the Year, the Group had a total of 73 major suppliers, divided by region as follows:",
"<table><tr><td>Number of Suppliers</td><td>2021</td></tr><tr><td>Northeast China</td><td>7</td></tr><tr><td>Central China</td><td>2</td></tr><tr><td>South China</td><td>7</td></tr><tr><td>Southwest China</td><td>49</td></tr><tr><td>Northwest China</td><td>8</td></tr></table>",
"# Service Quality and Customer Health and Safety",
"The Group believes that quality control is crucial to the long-term development of the business. The Group achieves responsible operation through the maintenance of quality services and the assurance of the health and safety of the customers. Different policies and measures for controlling and improving service quality and customer health and safety have been adopted in the Group’s property management businesses. Due to the business nature of the Group, it is not involved in any matters related to advertising, product labeling and product recall.",
"The Group has established the customer relationship management system and acquired ISO 9001:2015 Quality Management System Certification, which provides a quality control guidance to its daily operation. The Group has a professional quality control team which primarily focuses on maintaining service standards, standardising service procedures and supervising service quality throughout the operational processes. To ensure service and consumer satisfaction, we conduct internal reviews on consumer satisfaction at all properties under our management on an annual basis. The quality check and consumer satisfaction results factor in the performance review of project companies and regional companies.",
"To provide better customer experience and enhance customer service, the Group offers a service hotline for its customers. Through the hotline, our customers can inquire about our services, provide us with their complaints and feedback, and we can follow up and respond in time to provide timely and efficient solutions to the problems of our clients. In addition, residents and property owners can request repair and maintenance services, provide their feedbacks, suggestions and complaints through our Shi Xiang Yue (時相悅) mobile application and the online official account the Group registered with WeChat. The Group has established the customer reporting and complaint management practice guideline and the call center management system, which specified the standards and processes on receiving and handling complaints. The Group records all the complaints received and the complaints received are classified based on their nature, specialization and importance. The relevant department would be informed about the complaints and is responsible for assigning and handling the complaint. During the Year, 15 complaints were received, which were all handled according to the abovementioned procedure."
] |
[] |
11696475_32.pdf
|
11696475_33.pdf
|
en
|
[
"Economic and political pressures to increase tax revenues in various jurisdictions may make resolving tax disputes more difficult. For example, in recent years, the tax authorities in Europe have disagreed with our tax positions related to hybrid debt, research and development credits, transfer pricing and indirect taxes, among others. We regularly assess the likelihood of the outcome resulting from these examinations to determine the adequacy of our provision for income taxes. Although we believe our tax estimates are reasonable, the final determination of tax audits and any related litigation could be materially different from our historical income tax provisions and accruals.",
"The results from various tax examinations, audits and litigation may differ from the liabilities recorded in our financial statements and could materially and adversely affect our financial results and cash flows in the period or periods for which that determination is made.",
"# Changes in tax laws or rates, changes in the interpretation of tax laws or changes in the jurisdictional mix of our earnings could adversely affect our financial position and results of operations.",
"On December 22, 2017, the U.S. enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act made a number of substantial changes, including the imposition of a one-time mandatory deemed repatriation tax on the 2017 unrepatriated earnings accumulated offshore since 1986, the establishment of global minimum income tax and base erosion tax provisions related to offshore activities and affiliated party payments, and the reduction of the corporate tax rate from 35% to 21% for U.S. taxable income, resulting in a one-time remeasurement of deferred taxes to reflect their value at a lower tax rate of 21%. These changes to U.S. tax laws will significantly impact how U.S. multinational corporations are taxed on foreign earnings.",
"The U.S Treasury, Internal Revenue Service and other standard setting bodies are continuing to issue guidance and interpretation relating to the Tax Act. As future guidance is issued, we may make adjustments to amounts previously reported that could materially impact our financial statements.",
"Our global operations subject us to income and other taxes in the U.S. and in numerous foreign jurisdictions, each with different tax schemes and tax rates. In addition to the changes in tax laws and the interpretation of tax laws and tax rates in these jurisdictions, the jurisdictional mix of our earnings in countries with differing statutory tax rates can have a significant impact on our effective tax rate from period to period.",
"The tax effect of our investment in Sartorius AG and the jurisdictional mix of our earnings could continue to materially affect our financial results and cash flow.",
"In addition, the adoption of some or all of the recommendations set forth in the Organization for Economic Co-operation and Development’s project on “Base Erosion and Profit Shifting” (BEPS) by tax authorities in the countries in which we operate, could negatively impact our effective tax rate. These recommendations focus on payments from affiliates in high tax jurisdictions to affiliates in lower tax jurisdictions and the activities that give rise to a taxable presence in a particular country.",
"# Our reported financial results may be materially affected by changes in accounting principles generally accepted in the United States.",
"Generally accepted accounting principles in the United States, or U.S. GAAP, are subject to interpretation by the Financial Accounting Standards Board, or FASB, the U.S. Securities and Exchange Commission, or SEC, and various bodies formed to promulgate and interpret appropriate accounting principles. A change in these principles or interpretations could have a significant effect on our reported financial results, and could affect the reporting of transactions completed before the announcement of a change."
] |
[
"For example, in January 2016, the FASB issued Accounting Standards Update No. (ASU) 2016-01, \"Recognition and Measurement of Financial Assets and Financial Liabilities.\" Amendments under ASU 2016-01, among other items, require that all equity investments in unconsolidated entities (other than those accounted for using the equity method of accounting), such as our investment in Sartorius AG, will be measured at fair value through earnings. The impact of adoption of ASU 2016-01 in the first quarter of 2018 materially impacted our Consolidated Statement of Income due to our investment in Sartorius AG. In future periods, changes in the market value of our investment in Sartorius AG may continue to materially impact our Consolidated Statement of Income.",
"Also for example, in February 2016, the FASB issued ASU 2016-02, \"Leases,\" which will require, among other items, lease accounting to recognize most leases as assets and liabilities on the balance sheet. We will adopt ASU 2016-02 on a modified retrospective basis effective January 1, 2019 with practical expedients. Where we act as a lessee, the adoption of the standard will result in material additions to the balance sheet for right-of-use assets and the associated liabilities. Where we act as a lessor in reagent rental arrangements, we estimate an insignificant impact to our consolidated financial statements.",
"# We may incur losses in future periods due to write-downs in the value of financial instruments.",
"We have positions in a variety of financial instruments including asset backed securities and other similar instruments. Financial markets are volatile and the markets for these securities can be illiquid. The value of these securities will continue to be impacted by external market factors including default rates, changes in the value of the underlying property, such as residential or commercial real estate, rating agency actions, the prices at which observable market transactions occur and the financial strength of various entities, such as financial guarantors who provide insurance for the securities. Should we need to convert these positions to cash, we may not be able to sell these instruments without significant losses due to current debtor financial conditions or other market considerations.",
"We also have positions in equity securities, including our investment in Sartorius AG. Financial markets are volatile and the markets for these equity securities can be illiquid as well. A decline in the market value of our investment in Sartorius AG or in the market value of the other equity securities that we own could result in significant losses due to write-downs in the value of the equity securities. In addition, if we need to convert these positions to cash, we may not be able to sell these equity securities without significant losses.",
"# Environmental, health and safety regulations and enforcement proceedings may negatively impact our business, results of operations and financial condition.",
"Our operations are subject to federal, state, local and foreign environmental laws and regulations that govern such activities as transportation of goods, emissions to air and discharges to water, as well as handling and disposal practices for solid, hazardous and medical wastes. In addition to environmental laws that regulate our operations, we are also subject to environmental laws and regulations that create liability and clean-up responsibility for spills, disposals or other releases of hazardous substances into the environment as a result of our operations or otherwise impacting real property that we own or operate. The environmental laws and regulations also subject us to claims by third parties for damages resulting from any spills, disposals or releases resulting from our operations or at any of our properties. We must also comply with various health and safety regulations in the United States and abroad in connection with our operations.",
"We may in the future incur capital and operating costs to comply with currently existing laws and regulations, and possible new statutory enactments, and these expenditures may be significant. We have incurred, and may in the future incur, fines related to environmental matters and/or liability for costs or damages related to spills or other releases of hazardous substances into the environment at sites where we have operated, or at off-site locations where we have sent hazardous substances for disposal. We cannot assure you, however, that such matters or any future obligations to comply with environmental or health and safety laws and regulations will not adversely affect our business, results of operations or financial condition."
] |
[] |
20740853_5.pdf
|
20740853_6.pdf
|
en
|
[
"# Supplemental Materials",
"Proof of The Maximization of The Mutual Information, \\( \\operatorname { I } [ x ^ { t } ; y ^ { t } ] : \\) In this section, we prove that the maximization of the mutual information,\\( \\operatorname { I } [ x ^ { t } ; y ^ { t } ] \\), and Eq.(8) are equivalent to equality in Eq.(3), under suitable conditions. First, we note that we can replace \\( \\ensuremath { \\dot { \\nu } } ( x ^ { t } | x ^ { t + 1 } , y ^ { t } ) \\) by \\( \\nu ( x ^ { t } | x ^ { t + 1 } , y ^ { t } , y ^ { t + 1 } ) \\) in Eqs.(3), (4), (5), (6) and (7). In this case, equality in Eq.(3) follows from equality in the Jensen inequality \\( ( \\exp F ( Z ) = \\operatorname { E } [ \\exp F ( Z ) ] \\) with probability 1):",
"\\[ e ^ { - I _ { t r } ^ { t + 1 } - \\widehat { \\Theta } _ { \\nu } ^ { t } } = \\mathrm { E } [ e ^ { - I _ { t r } ^ { t + 1 } - \\widehat { \\Theta } _ { \\nu } ^ { t } } ] = 1 . \\eqno ( 1 4 ) \\]",
"This implies −It+1 bttr −Θν = 0 with probability 1. By rearranging terms, we have",
"\\[ \\nu ( x ^ { t } | x ^ { t + 1 } , y ^ { t } , y ^ { t + 1 } ) = p _ { s } ( x ^ { t } | y ^ { t + 1 } , y ^ { t } , x ^ { t + 1 } ) . \\eqno ( 1 5 ) \\]",
"Hence, by including \\( y ^ { t + 1 } \\) as a conditioning variable of \\( \\nu \\), we can easily obtain the equality. However, by reducing the number of conditioning variables, we can also obtain the maximization of the mutual information,\\( \\operatorname { I } [ x ^ { t } ; y ^ { t } ] \\), as we noted in the main text. We prove this in the following.",
"First, we obtain an explicit expression of the optimal \\( \\nu ( x ^ { t } | x ^ { t + 1 } , y ^ { t } ) \\) in Eq.(8) from the following inequality:",
"\\[ \\mathbb { E } \\left[ \\log \\frac { \\nu ( x ^ { t } | y ^ { t } , x ^ { t + 1 } ) } { p _ { s } ( x ^ { t } | y ^ { t } , x ^ { t + 1 } ) } \\right] = \\sum _ { u ^ { t } , x ^ { t + 1 } } p _ { s } ( y ^ { t } , x ^ { t + 1 } ) \\sum _ { x ^ { t } } p _ { s } ( x ^ { t } | y ^ { t } , x ^ { t + 1 } ) \\log \\frac { \\nu ( x ^ { t } | y ^ { t } , x ^ { t + 1 } ) } { p _ { s } ( x ^ { t } | y ^ { t } , x ^ { t + 1 } ) } \\leq 0 . \\qquad \\qquad \\qquad ( 1 6 ) \\]",
"The above inequality is derived from the inequality \\( F - 1 \\geq \\log F \\) for positive real F, and thus, the optimality condition in Eq.(8) is obtained from the equality, \\( F - 1 = \\log F \\leftrightarrow F = 1 \\) with probability 1:",
"\\[ \\nu ( x ^ { t } | x ^ { t + 1 } , y ^ { t } ) = p _ { s } ( x ^ { t } | y ^ { t } , x ^ { t + 1 } ) . \\eqno ( 1 7 ) \\]",
"Then, in order to analyze the equality condition of Eq.(3) for \\( \\nu ( x ^ { t } | x ^ { t + 1 } , y ^ { t } ) \\), we calculate the difference \\( \\Delta \\) between the values of −E[Θtν] as calculated with Eqs. (17) and (15), writing",
"\\[ \\Delta = \\operatorname { E } \\left[ \\log { \\frac { p _ { s } ( x ^ { t } | y ^ { t } , y ^ { t + 1 } , x ^ { t + 1 } ) } { p _ { s } ( x ^ { t } | y ^ { t } , x ^ { t + 1 } ) } } \\right] = \\operatorname { I } [ y ^ { t + 1 } ; x ^ { t } | x ^ { t + 1 } , y ^ { t } ] . \\eqno ( 1 8 ) \\]",
"Because −E[Θtν] = Ix→y in the case with Eq.(15), we obtain",
"\\[ \\begin{array} { r } { \\mathrm { I } _ { x \\to y } + \\mathrm { E } [ \\Theta _ { \\nu } ^ { t } ] = \\mathrm { I } [ y ^ { t + 1 } ; x ^ { t } | x ^ { t + 1 } , y ^ { t } ] , \\eqno ( 1 9 ) } \\end{array} \\]",
"in the case with Eq.(17).",
"Next, we show that the condition",
"\\[ \\begin{array} { r } { \\mathrm { I } [ y ^ { t + 1 } ; x ^ { t } | x ^ { t + 1 } , y ^ { t } ] = 0 , \\eqno ( 2 0 ) } \\end{array} \\]",
"is equivalent to the maximization of the mutual information,",
"\\[ \\begin{array} { r } { \\mathrm { I } [ x ^ { t } ; y ^ { t } ] = \\mathrm { H } [ y ^ { t } ] , \\eqno ( 2 1 ) } \\end{array} \\]",
"on the assumption that the environmental state space Y is not too finely partitioned in comparison with the precision of neural control over the environment. Precisely, we assume that there is no coarse-grained partition \\( y ^ { \\prime } \\) of Y such that the neural control has the same precision on the two partitions Y and \\( \\mathcal { V } ^ { \\prime } \\) of the environmental state space. We also assume that \\( p _ { s } ( y ^ { t + 1 } | y ^ { t } ) \\neq 1 \\) for all \\( y ^ { t } \\) and \\( y ^ { t + 1 } \\), which holds for most sets of values of the model parameters in a general model. A coarse-grained partition \\( y ^ { \\prime } \\) is a set of subcollections of Y such that \\( y ^ { \\prime } \\cap y ^ { \\prime \\prime } = \\emptyset \\) for any \\( y ^ { \\prime } \\neq y ^ { \\prime \\prime } \\in \\mathcal { y } ^ { \\prime } \\) and \\( \\cup _ { y ^ { \\prime } \\in \\mathcal { y ^ { \\prime } } } y ^ { \\prime } = \\mathcal { y } \\). For any such coarse-grained partition \\( \\mathcal { V } ^ { \\prime } \\), we require"
] |
[
"\\[ \\begin{array} { r } { \\mathrm { I } [ y ^ { t + 1 , \\prime } ; x ^ { t } | y ^ { t } ] \\neq \\mathrm { I } [ y ^ { t + 1 } ; x ^ { t } | y ^ { t } ] , \\; y ^ { t + 1 } \\in y ^ { t + 1 , \\prime } \\in \\mathcal { Y } ^ { \\prime } , \\eqno ( 2 2 ) } \\end{array} \\]",
"where we have defined the random variable \\( y ^ { t + 1 , \\prime } \\), which takes values in \\( \\mathcal { V } ^ { \\prime } \\) with \\( y ^ { t + 1 } \\in y ^ { t + 1 , \\prime } . \\). Under this assump-tion, we first show that the conditional mutual information,",
"\\[ \\mathrm { I } [ y ^ { t + 1 } ; x ^ { t + 1 } | y ^ { t } ] = \\sum _ { x ^ { t + 1 } , y ^ { t + 1 } , y ^ { t } } p _ { s } ( y ^ { t } , y ^ { t + 1 } , x ^ { t + 1 } ) \\log \\frac { p _ { s } ( y ^ { t + 1 } | x ^ { t + 1 } , y ^ { t } ) } { p _ { s } ( y ^ { t + 1 } | y ^ { t } ) } , \\eqno ( 2 3 ) \\]",
"must be maximal. Note that the conditional mutual information takes its maximal value and hence satisfies",
"\\[ \\begin{array} { r } { \\mathrm { I } [ x ^ { t + 1 } ; y ^ { t + 1 } | y ^ { t } ] = \\mathrm { H } [ y ^ { t + 1 } | y ^ { t } ] \\eqno ( 2 4 ) } \\end{array} \\]",
"if and only if \\( p _ { s } ( y ^ { t + 1 } | x ^ { t + 1 } , y ^ { t } ) \\ = \\ 1 \\) with probability 1. Thus, to obtain the desired result, we show that \\( p _ { s } ( y ^ { t + 1 } | x ^ { t + 1 } , y ^ { t } ) > 0 \\) for multiple \\( y ^ { t + 1 } \\) with some \\( y ^ { t } = y _ { 0 } \\) and \\( { \\boldsymbol { x } } ^ { t + 1 } = { \\boldsymbol { x } } _ { 0 } \\) contradicts Eq.(20).",
"First, we define the set",
"\\[ \\overline { { y } } = \\{ y ^ { t + 1 } \\in \\mathcal { Y } | p _ { s } ( y ^ { t + 1 } | x ^ { t + 1 } = x _ { 0 } , y ^ { t } = y _ { 0 } ) > 0 \\} , \\eqno ( 2 5 ) \\]",
"and a coarse-grained partition of \\( _ { 3 } \\) as",
"\\[ \\mathcal { V } = \\{ \\{ y \\} \\} _ { y \\in \\mathcal { V } \\backslash \\overline { { y } } } \\cup \\{ \\overline { { y } } \\} . \\eqno ( 2 6 ) \\]",
"Here, \\( y \\setminus \\overline { y } \\) is the relative complement of \\( \\overline { { y } } \\) in \\( y \\), which consists of all the elements of \\( y \\) that are not contained in y. The assumption in Eq.(22) requires",
"\\[ \\begin{array} { r l r } { \\operatorname { I } [ y ^ { t + 1 } ; x ^ { t } | y ^ { t } ] - \\operatorname { I } [ y ^ { t + 1 , \\prime } ; x ^ { t } | y ^ { t } ] = \\operatorname { I } [ y ^ { t + 1 } , y ^ { t + 1 , \\prime } ; x ^ { t } | y ^ { t } ] - \\operatorname { I } [ y ^ { t + 1 , \\prime } ; x ^ { t } | y ^ { t } ] } & { } & \\\\ { = \\operatorname { I } [ y ^ { t + 1 } ; x ^ { t } | y ^ { t + 1 , \\prime } , y ^ { t } ] } & { } & { } \\\\ { > 0 . } & { } & { \\qquad \\qquad \\qquad \\qquad \\qquad ( 2 7 \\times ( 3 \\times 3 ) + 1 ) } \\end{array} \\]",
"where the first equality holds because \\( y ^ { t + 1 } \\) uniquely determines \\( y ^ { t + 1 , \\prime } \\) and thus the additional inclusion of \\( y ^ { t + 1 , \\prime } \\) in the first term does not affect the value of the conditional mutual information. Also, Eq.(20) implies",
"\\[ \\begin{array} { r l r } { { \\mathrm { I } } [ y ^ { t + 1 } ; x ^ { t } | y ^ { t } , x ^ { t + 1 } ] = { \\mathrm { I } } [ y ^ { t + 1 } ; x ^ { t } | y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ] = 0 . \\eqno ( 2 8 ) } \\end{array} \\]",
"Now, recall that the inclusion of additional conditioning variables (in this case, \\( y ^ { t + 1 , \\prime } ) \\) always reduces the value of the conditional mutual information. The right-hand side of the above equation can be written as",
"\\[ \\begin{array} { r l } & { \\quad \\mathrm { E } \\left[ \\log \\frac { p _ { s } ( y ^ { t + 1 } | x ^ { t } , y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) } { p _ { s } ( y ^ { t + 1 } | y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) } \\right] } \\\\ & { = \\mathrm { E } \\left[ \\log \\left\\{ \\frac { p _ { s } ( x ^ { t + 1 } | y ^ { t + 1 } ) p _ { s } ( y ^ { t + 1 } | y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t } ) } { \\sum _ { \\tilde { y } ^ { t + 1 } \\in \\mathcal { Y } } p _ { s } ( x ^ { t + 1 } | y ^ { t + 1 } ) p _ { s } ( \\tilde { y } ^ { t + 1 } | y ^ { t + 1 , \\prime } , y ^ { t } ) } \\right\\} \\right] } \\\\ & { = 0 , } \\end{array} \\]",
"with the dummy variables \\( \\widetilde { \\boldsymbol { y } } ^ { t + 1 } \\) and \\( \\widehat { y } ^ { t + 1 } \\) having the same (conditional) distributions as \\( y ^ { t + 1 } \\). The above equality requires that the argument of the logarithm be 1 with probability 1, since \\( F - 1 \\geq \\log F \\), \\( F - 1 = \\log F \\leftrightarrow F = 1 \\) and",
"\\[ \\begin{array} { r l } & { \\quad - \\mathrm { E } \\left[ \\log \\frac { p _ { s } ( y ^ { t + 1 } | x ^ { t } , y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) } { p _ { s } ( y ^ { t + 1 } | y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) } \\right] } \\\\ & { = \\underbrace { \\sum _ { x ^ { t } , y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } , y ^ { t } , x ^ { t + 1 } \\} \\sum _ { y ^ { t + 1 } } p _ { s } ( y ^ { t + 1 } | x ^ { t } , y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) \\log \\frac { p _ { s } ( y ^ { t + 1 } | y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) } { p _ { s } ( y ^ { t + 1 } | x ^ { t } , y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) } } \\\\ & { \\leq \\underbrace { \\sum _ { x ^ { t } , y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } } p _ { s } ( x ^ { t } , y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) \\sum _ { y ^ { t + 1 } } p _ { s } ( y ^ { t + 1 } | x ^ { t } , y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) \\left( \\frac { p _ { s } ( y ^ { t + 1 } | y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) } { p _ { s } ( y ^ { t + 1 } | x ^ { t } , y ^ { t + 1 , \\prime } , y ^ { t } , x ^ { t + 1 } ) } - 1 \\right) } _ { ( 3 0 ) } } \\\\ & { = 0 . } \\end{array} \\]"
] |
[] |
11792465_150.pdf
|
11792465_151.pdf
|
en
|
[
"# 13 Investments Accounted for Using Equity Method (Continued)",
"# (a) Investment in a Joint Venture (Continued)",
"O-Net WaveTouch was incorporated by the Group for the purpose of development of the wave touch technology, together with an independent third party, pursuant to an investment agreement signed on 4 June 2013. According to the Memorandum and Article of Association of O-Net WaveTouch (“O-Net WaveTouch M&A”), the Group has joint control with the counter party over O-Net WaveTouch as unanimous consent is required from both parties for all significant day-to-day operating activities, future capital fund raising as well as future business development. Despite the Group was granted an option to acquire from the counter party an additional 35% of the shares of O-Net WaveTouch (“Original Call Option”) at fixed purchase price of USD10,000,000 from 4 June 2013 to 4 June 2017, unanimous consent is still required from both parties for all above-mentioned business activities. Accordingly, the investment in O-Net WaveTouch has been accounted for as a joint venture by the Group in 2015.",
"According to a share swap agreement dated 19 October 2016 (“Share Swap Agreement”), the Group transferred its shareholding interests in O-Net WaveTouch to WaveTouch Group Limited (“WaveTouch Group”), a company located in UK, in return for WaveTouch Group’s 8,000,000 shares. As a result of the share swap, the investment in O-Net WaveTouch and Original Call Option was disposed of. In return, the Group obtained investment in WaveTouch Group (approximately 33% of interests) and a call option to acquire additional 7,000,000 shares in WaveTouch Group (“Revised Call option”). Pursuant to the Share Swap Agreement, the Group has also granted PASINIKA SARL (“PKA”), a third party, a call option (“Call Option”) to buy the Group’s interest in WaveTouch Group (including the interests and Revised Call Option), at a consideration of a cash of USD3,000,000 or certain interests in Windar Photonics PLC (“Windar”), a UK listed company, with the market value not less than USD2,500,000, or a cash payment of USD1,500,000 and 750,000 shares of Windar. The certain interests in Windar will be satisfied by 1,000,001 to 2,000,000 shares of Windar dependent upon the price of Windar’s share. At the same time, PKA granted the Group a put option (“Put Option”) to sell the Group’s interests in WaveTouch Group (including the interest and Call Option), at a consideration of 1,000,000 Windar shares if the market value of such Windar Shares is not less than USD2,500,000, or up to 2,000,000 Windar shares if the market value of 1,000,000 Windar Shares is less than USD2,500,000. The Call Option and Put Option could be exercised any time during the period from 1 October 2016 to 30 June 2018. Given the Group has no significant influence on WaveTouch Group, and it managed the investment in WaveTouch Group on a fair value basis, the Group designated the investment in WaveTouch Group together with other financial assets related to the Share Swap Agreement as financials assets at fair value through profit or loss (Note 17). A disposal gain regarding the investment in O-Net WaveTouch amounting to HKD2,980,000 (including HKD4,205,000 gain on disposal of investments accounted for using equity method and HKD1,225,000 loss on disposal of call option in equity investment) was recognized in 2016.",
"On 2 August 2017, O-Net Coating and Materials Technologies (HK) Limited (“O-Net Coating”) entered into an Agreement with OB Technologies (Hong Kong) Limited, formerly known as Butterfly Technologies (Hong Kong) Limited (“OB”) in relation to the formation of OB Technologies (Shenzhen) Limited, formerly known as O-Net Butterfly Technologies (Shenzhen) Limited (“the JV Company”). The total registered capital of the JV Company is HKD10,000,000 with each of O-Net Coating and OB investing HKD5,000,000. As stipulated in the joint venture agreement, the financial and operational policies of the JV Company must be decided jointly by O-Net Coating and OB."
] |
[
"# 14 Inventories",
"<table><tr><td rowspan=\"2\"></td><td>2017</td><td>2016</td></tr><tr><td>HKD’000</td><td>HKD’000</td></tr><tr><td>Cost:</td><td></td><td></td></tr><tr><td>Raw materials</td><td>234,829</td><td>167,579</td></tr><tr><td>Work-in-progress</td><td>80,846</td><td>69,469</td></tr><tr><td>Finished goods</td><td>82,008</td><td>52,101</td></tr><tr><td></td><td>397,683</td><td>289,149</td></tr><tr><td>Less: provision for write-down of inventories to net realizable values</td><td>20,212</td><td>(19,370)</td></tr><tr><td></td><td>377,471</td><td>269,779</td></tr></table>",
"For the year ended 31 December 2017, the cost of inventories recognized as cost of sales, selling and marketing costs, research and development expenses, administrative expenses and capitalised expenditure of development costs amounted to HKD1,016,100,000 (2016: HKD806,135,000).",
"For the year ended 31 December 2017, the Group wrote back provision for write-down of inventories of HKD323,000 (2016: the Group made provision for write-down of inventories of HKD11,796,000).",
"# 15 Trade and Other Receivables",
"<table><tr><td rowspan=\"2\"></td><td>2017</td><td>2016</td></tr><tr><td>HKD’000</td><td>HKD’000</td></tr><tr><td>Trade receivables (a)</td><td>708,062</td><td>461,778</td></tr><tr><td>Less: provision for impairment of receivables (b)</td><td>(752)</td><td>(1,106)</td></tr><tr><td>Trade receivables — net</td><td>707,310</td><td>460,672</td></tr><tr><td>Amounts due from related parties (a) (Note 36(d))</td><td>379</td><td>393</td></tr><tr><td>Bills receivable (c)</td><td>193,062</td><td>148,873</td></tr><tr><td>Prepayments</td><td>30,425</td><td>12,062</td></tr><tr><td>Interest receivables</td><td>940</td><td>1,675</td></tr><tr><td>Other receivables (d)</td><td>116,145</td><td>49,698</td></tr><tr><td></td><td>1,048,261</td><td>673,373</td></tr><tr><td>Less non-current portion: other receivables (d)</td><td>(73,213)</td><td>(26,139)</td></tr><tr><td>Current portion</td><td>975,048</td><td>647,234</td></tr></table>"
] |
[] |
9303560_435.pdf
|
9303560_436.pdf
|
en
|
[
"Operating lease payments are recognised as an expense on a straight-line basis over the lease term. Contingent rentals arising under operating leases are recognised as an expense in the period in which they are incurred.",
"In the event that lease incentives are received to enter into operating leases, such incentives are recognised as a liability. The aggregate benefit of incentives is recognised as a reduction of rental expense on a straight-line basis.",
"# Leasehold land and building",
"When a lease includes both land and building elements, the Group assesses the classification of each element as a finance or an operating lease separately based on the assessment as to whether substantially all the risks and rewards incidental to ownership of each element have been transferred to the Group, unless it is clear that both elements are operating leases in which case the entire lease is classified as an operating lease. Specifically, the minimum lease payments (including any lump-sum upfront payments) are allocated between the land and the building elements in proportion to the relative fair values of the leasehold interests in the land element and building element of the lease at the inception of the lease.",
"When the lease payments cannot be allocated reliably between the land and building elements, the entire lease is generally classified as a finance lease and accounted for as property, plant and equipment.",
"# Foreign currencies",
"In preparing the financial statements of each individual group entity, transactions in currencies other than the functional currency of that entity (“foreign currencies”) are recorded in the respective functional currency (i.e. the currency of the primary economic environment in which the entity operates) at the rates of exchange prevailing on the dates of the transactions. At the end of the reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.",
"Exchange differences arising on the settlement of monetary items, and on the retranslation of monetary items, are recognised in profit or loss in the period in which they arise.",
"For the purposes of presenting the Financial Information, the assets and liabilities of group entities are translated into the presentation currency of the Group (i.e. HK\\$) using exchange rates prevailing at the end of each reporting period. Income and expenses items are translated at the average exchange rates for the year, unless exchange rates fluctuate significantly during the period, in which case, the exchange rates prevailing at the dates of transactions are used. Exchange differences arising, if any, are recognised in other comprehensive income and accumulated in equity under the heading of translation reserve.",
"# Borrowing costs",
"Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets until such time as the assets are substantially ready for their intended use or sale.",
"All other borrowing costs are recognised in profit or loss in the period in which they are incurred.",
"# Retirement benefits costs",
"Payments to state-managed retirement benefits schemes and the Mandatory Provident Fund Scheme (“MPF Scheme”) are recognised as expenses when employees have rendered service entitling them to the contributions."
] |
[
"# Taxation",
"Income tax expense represents the sum of the tax currently payable and deferred tax.",
"The tax currently payable is based on taxable profit for the year/period. Taxable profit differs from profit as reported in the consolidated statements of comprehensive income because it excludes items of income or expense that are taxable or deductible in other periods, and it further excludes items that are never taxable or deductible. The Group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.",
"Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the Financial Information and the corresponding tax base used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible temporary difference to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.",
"Deferred tax liabilities are recognised for taxable temporary differences associated with investments in subsidiaries, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments are only recognised to the extent that it is probable that there will be sufficient taxable profits against which to utilise the benefits of the temporary differences and they are expected to reverse in the foreseeable future.",
"The carrying amount of deferred tax assets is reviewed at the end of the reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.",
"Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset is realised, based on tax rate (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.",
"The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.",
"Current and deferred tax is recognised in profit or loss, except when it relates to items that are recognised in other comprehensive income or directly in equity, in which case the current and deferred tax are also recognised in other comprehensive income or directly in equity respectively.",
"# Inventories",
"Inventories are stated at the lower of cost and net realisable value. Cost is calculated using the first-in, first-out method. Net realisable value represents the estimated selling price for inventories less all estimated costs of completion and costs necessary to make the sale.",
"# Financial instruments",
"Financial assets and financial liabilities are recognised in the consolidated statements of financial position when a group entity becomes a party to the contractual provisions of the instrument.",
"Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities are deducted from the fair value of the financial liabilities, as appropriate, on initial recognition.",
"# Financial assets",
"The Group’s financial assets are classified into loans and receivables. The accounting policies adopted in respect of loans and receivables are set out below."
] |
[] |
20783152_229.pdf
|
20783152_230.pdf
|
en
|
[
"# OVERVIEW",
"Mr LU Yuanfeng, Mr. HUANG Guozhan and Mr. HUANG Deqiang are the Founders of our Group. On June 27, 2017, each of the Founders and Ms. LUO Simin (who is the spouse of Mr. LU), along with their respective wholly-owned companies holding the Shares, entered into a parties acting in concert deed to confirm that they have acted in concert in the management, operation and all major decisions of our Group. As of the Latest Practicable Date, LYF Digital Holdings Limited (a company wholly-owned by Mr. LU Yuanfeng), Angel Age Limited (a company wholly-owned by Ms. LUO Simin), LXT Digital Holdings Limited (a company wholly-owned by Mr. HUANG Guozhan) and HDQ Digital Holdings Limited (a company wholly-owned by Mr. HUANG Deqiang) are entitled to exercise voting rights of approximately 65.95% of the total issued share capital of our Company. Immediately following the completion of the Global Offering (assuming the Over-allotment Option or any options which may be granted under the Post-IPO Share Option Scheme are not exercised), Mr. LU Yuanfeng, Ms. LUO Simin, Mr. HUANG Guozhan and Mr. HUANG Deqiang through LYF Digital Holdings Limited, Angel Age Limited, LXT Digital Holdings Limited and HDQ Digital Holdings Limited, respectively, will beneficially own approximately 49.46% of the issued share capital of our Company. Accordingly, Mr. LU Yuanfeng, Ms. LUO Simin, Mr. HUANG Guozhan, Mr. HUANG Deqiang, LYF Digital Holdings Limited, Angel Age Limited, LXT Digital Holdings Limited and HDQ Digital Holdings Limited are considered as our Controlling Shareholders.",
"# DELINEATION OF OUR BUSINESS",
"Neither of our Controlling Shareholders, our Directors nor their respective close associates has any interest in any business, apart from the business operated by members of our Group, that competes or is likely to compete, directly and indirectly, with the business of our Group and would require disclosure pursuant to Rule 8.10 of the Listing Rules.",
"# DEED OF NON-COMPETITION",
"On November 24, 2017, each of the Controlling Shareholders entered into the Deed of Non-competition in favor of our Company, pursuant to which each of the Controlling Shareholders irrevocably undertake to our Company that during the Restricted Period (as defined below) he will not and will procure his close associates (except any member of our Group) not to, directly or indirectly (whether in the capacity of principal or agent, whether for its own benefit orj ointly with or on behalf of any person, firm or company, whether within or outside China), commence, engage in, participate in or acquire any business which competes or may compete directly or indirectly with our core business, namely development and publication of online games (“Restricted Business”) or own any rights or interests in such business."
] |
[
"Each of the Controlling Shareholders has further irrevocably undertaken that during the Restricted Period (as defined below), he should and will procure his close associates (except any member of our Group) (each of the Controlling Shareholders and his close associates together, “Offeror”) to offer new business opportunities to us first in the following manner when any business, investment or other business opportunities (“New Business Opportunities”) related to the Restricted Business become available to the Offeror:",
"(i) the Offeror will make referral of the New Business Opportunities to us, and will as soon as possible inform us in writing (“Offer Notice”) about all necessary and reasonably required information in respect of any New Business Opportunities (including but not limited to details of the nature and investment or acquisition cost of the New Business Opportunities) for us to consider (a) whether the relevant New Business Opportunities will compete with our business, and (b) whether taking up the New Business Opportunities is in the interest of our Group.",
"(ii) upon receipt of the Offer Notice, the independent non-executive Directors will consider whether to pursue the New Business Opportunities taking into account whether the relevant New Business Opportunities would be able to achieve a sustainable profitability level, whether they are in line with the prevailing development strategies of our Group, and whether they are in the best interest of the Shareholders. Our Company must inform the Offeror in writing within 20 Business Days after receipt of the Offer Notice about its decision on whether the New Business Opportunities will be pursued.",
"(iii) only when (a) the Offeror has received our notice to reject the New Business Opportunities and our confirmation that the relevant New Business Opportunities are not considered to be able to compete with our core business, namely development and publication of online games; or (b) the Offeror has not received the relevant notice from our Company within the period as stated above in paragraph (ii) after the Offer Notice has been received by us, then the Offeror is entitled to take up the New Business Opportunities on terms and conditions not more favorable than those specified in the Offer Notice issued to us.",
"If material changes occur in the terms and conditions of the New Business Opportunities after the referral of which have been made or procured to be made to us by the Offeror, referral of the revised New Business Opportunities shall be made by the Offeror to us again in the manner as stated above.",
"The undertakings under the Deed of Non-competition are not applicable in the following circumstances:",
"(i) each of the Controlling Shareholders and/or his close associates engage in the Restricted Business directly or indirectly through the ownership of equity interest in any member of our Group; or"
] |
[] |
7499820_27.pdf
|
7499820_28.pdf
|
en
|
[
"# AUDIT COMMITTEE AND THE SCOPE OF WORK OF ZHONGHUI ANDA CPA LIMITED",
"The Company has established an audit committee in compliance with the Rules Governing the Listing of Securities (the “Listing Rules”) on the Stock Exchange of Hong Kong Limited (the “Exchange”). The audit committee comprises three independent non-executive Directors, namely, Messrs. Cai Jianmin (Chairman), Wong Kam Fai, William and Liu Xueling, who are responsible for reviewing the accounting principles and practices adopted by the Company as well as significant or unusual items, internal controls, financial reporting, risk management and control matters, which included a review on the audited annual results for the year ended 31 December 2019 and the interim report for 2020. According to the terms of reference of the audit committee adopted and implemented by the Company, the audit committee is responsible for reviewing the accounting principles and practices adopted by the Company as well as significant or unusual items, internal controls, financial reporting matters and duties of risk management and control.",
"During the year, the audit committee of the Company held meetings on 31 March, 7 May, 5 June and 18 August 2020 to review the annual report, change of auditor and interim financial reports of the Group respectively. All members of the committee namely, Messrs. Cai Jianmin, Wong Kam Fai, William and Liu Xueling, attended the meetings.",
"The final results of the Company for the year ended 31 December 2020 have been reviewed by the audit committee of the Company. The financial figures in this announcement of the Group’s results for the year ended 31 December 2020 have been agreed by the Group’s auditor, ZHONGHUI ANDA CPA Limited, to the amounts set out in the Group’s audited consolidated financial statements for the year.",
"# REMUNERATION COMMITTEE",
"The Company has established a remuneration committee in compliance with the Listing Rules. During the year under review, the remuneration committee comprises three Directors including Messrs. Liu Xueling (Chairman) and Cai Jianmin, being independent non-executive Directors, and Mr. Zhang Yuping, Chairman and executive Director of the Group. The primary duties of the remuneration committee are to review and determine the terms of remuneration packages, bonuses and other compensation payable to the Directors and senior management of the Group.",
"The remuneration committee held one meeting during the year to review matters related to the remuneration structure of the Directors and senior management of the Company. All members, namely Messrs. Liu Xueling, Cai Jianmin and Zhang Yuping, attended the meeting.",
"According to the terms of reference of the remuneration committee adopted by the Company, the remuneration committee acts as a consultant regarding the remuneration matters of the Directors and senior management of the Company, while the Board retains the ultimate power to approve the remuneration of the Directors and senior management."
] |
[
"# NOMINATION COMMITTEE",
"The Company has established a nomination committee in compliance with the Listing Rules. During the year under review, the nomination committee comprises three Directors, including Mr. Zhang Yuping (Chairman), executive Director and Chairman of the Group, and Messrs. Cai Jianmin and Liu Xueling, who are independent non-executive Directors. The Company has adopted and implemented the terms of reference of the nomination committee. The nomination committee is mainly responsible for making recommendations to the Board on the appointment of Directors and succession of the Board.",
"Two meetings were held by the nomination committee during the year to review matters related to the nomination and selection policies for the Board members as well as matters related to retirement by rotation and re-election of Directors. All members of the nomination committee (namely Messrs. Zhang Yuping, Cai Jianmin, and Liu Xueling) attended the meeting.",
"# CORPORATE GOVERNANCE",
"Since its establishment, the Company has been committed to maintaining a high standard of corporate governance practice to ensure transparency of the Group’s management, so that the long term development of our shareholders, customers, employees as well as the Group can be safeguarded. The Company has established the Board, an audit committee, a remuneration committee and a nomination committee that are up to the requirements as being diligent, accountable and professional. ZHONGHUI ANDA CPA Limited has been appointed as the Group’s external auditors.",
"# Compliance with the Corporate Governance Code",
"The Company has adopted the Code on Corporate Governance Practices set out in Appendix 14 to the Listing Rules. The Directors are of the opinion that the Company had complied with the Corporate Governance Code except for a deviation from provision A.2.1 during the year under review. Given its existing corporate structure, the roles of Chairman and Chief Executive Officer of the Company have not been separated, but are both performed by Mr. Zhang Yuping. Although the roles and duties of Chairman and Chief Executive Officer have been performed by the same individual, all major decisions have been made after consultation with the Board or, where applicable, directly by the Board. There are three independent non-executive Directors in the Board, all of which possess adequate independence and therefore the Board believes that the Company has achieved adequate balance of power and been able to guarantee scientific decision-making.",
"# Composition of the Board",
"To maintain high-level independence and objectivity in decision making, and supervise the management of the Group in a comprehensive and equitable manner, the Board of the Group comprises three executive Directors (Messrs. Zhang Yuping (Chairman of the Group), Huang Yonghua and Lee Shu Chung, Stan), one non-executive Director (Mr. Shi Zhongyang) and three independent non-executive Directors (Messrs. Cai Jianmin, Wong Kam Fai, William and Liu Xueling)."
] |
[] |
20752441_92.pdf
|
20752441_93.pdf
|
en
|
[
"among other things, the ability of the Company’s subsidiaries to incur indebtedness; the ability of the Company and its subsidiaries to grant certain liens, make restricted payments, materially change the nature of its or their business, make investments, guarantees, loans or advances in non-subsidiaries or enter into certain hedging agreements; the ability of the Company’s material subsidiaries to enter into certain restrictive agreements; the ability of the Company and its material subsidiaries to enter into certain affiliate transactions; the ability of the Company and its subsidiaries to redeem any senior notes; and the Company’s ability to merge or consolidate with any person or sell all or substantially all of its assets to any person. The Company and its subsidiaries are also prohibited from using the proceeds under the Credit Facility in violation of Sanctions (as defined in the Credit Facility). In addition, the representations, warranties and covenants contained in the Credit Facility are subject to certain exceptions and/or standards of materiality applicable to the contracting parties.",
"Events of Default. The Credit Facility includes customary events of default, including events of default relating to:",
"• non-payment of principal, interest or fees;",
"• inaccuracy of representations and warranties in any material respect when made or when deemed made;",
"• violation of covenants;",
"• cross payment-defaults;",
"• cross acceleration;",
"• bankruptcy and insolvency events;",
"• certain unsatisfied judgments;",
"• a change of control; and",
"• during any secured period, the failure of the collateral documents to be in effect or a lien to be valid and perfected.",
"If an event of default with respect to a borrower occurs under the Credit Facility, the lenders will be able to terminate the commitments and accelerate the maturity of the loans of the defaulting borrower under the Credit Facility and exercise other rights and remedies.",
"# Senior Notes",
"The following table summarizes the face values, maturity dates, semi-annual interest payment dates, and optional redemption periods related to the Company’s outstanding unsecured senior note obligations at December 31, 2017.",
"<table><tr><td>Senior Note</td><td>Face Value\n(Millions)</td><td>Maturity Date</td><td>Interest Payment\nDates</td><td>Optional\nRedemption\nPeriod(a)</td></tr><tr><td>7.500% Senior Notes due 2020 (the “2020 Notes”)</td><td>$ 350</td><td>August 1, 2020</td><td>February 1, August\n1</td><td>July 1, 2020</td></tr><tr><td>6.000% Senior Notes due 2022 (the “2022 Notes”)</td><td>$ 1,100</td><td>January 15, 2022</td><td>January 15, July\n15</td><td>October 15, 2021</td></tr><tr><td>8.250% Senior Notes due 2023 (the “2023 Notes”)</td><td>$ 500</td><td>August 1, 2023</td><td>February 1, August\n1</td><td>June 1, 2023</td></tr><tr><td>5.250% Senior Notes due 2024 (the “2024 Notes”)</td><td>$ 650</td><td>September 15, 2024</td><td>March 15,\nSeptember 15</td><td>June 15, 2024</td></tr></table>",
"(a) At any time prior to these dates, we have the option to redeem some or all of the notes at a specified “make whole” premium as described in the indenture(s) governing the notes to be redeemed. On or after these dates, we have the option to redeem the notes, in whole or in part, at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest thereon to the redemption date as more fully described in the indenture.",
"During third-quarter 2017, we issued an additional \\$150 million of our 5.25% senior notes due 2024. The proceeds were used to fund the tender offer of\\$150 million of our 7.50% senior notes due 2020. As a result, we recorded a loss on extinguishment of debt of \\$17 million .",
"The terms of the indentures governing our 2020 Notes, 2022 Notes, 2023 Notes and 2024 Notes are substantially identical.",
"Change of Control. If we experience a change of control (as defined in the indentures governing the notes) accompanied by a specified rating decline, we must offer to repurchase the notes of such series at 101% of their principal amount, plus accrued and unpaid interest."
] |
[
"Covenants. The terms of the indentures governing our notes restrict our ability and the ability of our subsidiaries to incur additional indebtedness secured by liens and to effect a consolidation, merger or sale of substantially all our assets. The indentures also require us to file with the trustee and the SEC certain documents and reports within certain time limits set forth in the indentures. However, these limitations and requirements are subject to a number of important qualifications and exceptions. The indentures do not require the maintenance of any financial ratios or specified levels of net worth or liquidity.",
"Events of Default. Each of the following is an “Event of Default” under the indentures with respect to the notes of any series:",
"(1) a default in the payment of interest on the notes when due that continues for 30 days ;",
"(2) a default in the payment of the principal of or any premium, if any, on the notes when due at their stated maturity, upon redemption, or otherwise;",
"(3) failure by us to duly observe or perform any other of the covenants or agreements (other than those described in clause (1) or (2) above) in the indenture, which failure continues for a period of 60 days , or, in the case of the reporting covenant under the indenture, which failure continues for a period of 90 days , after the date on which written notice of such failure has been given to us by the trustee; provided, however, that if such failure is not capable of cure within such 60-day or 90-day period, as the case may be, such 60-day or 90-day period, as the case may be, will be automatically extended by an additional 60 days so long as (i) such failure is subject to cure and (ii) we are using commercially reasonable efforts to cure such failure; and",
"(4) certain events of bankruptcy, insolvency or reorganization described in the indenture.",
"# Note 10 . Provision (Benefit) for Income Taxes",
"The following table includes the provision (benefit) for income taxes from continuing operations.",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"3\">Years Ended December 31,</td></tr><tr><td>2017</td><td>2016</td><td>2015</td></tr><tr><td colspan=\"3\">(Millions)</td></tr><tr><td>Provision (benefit):</td><td></td><td></td><td></td></tr><tr><td>Current:</td><td></td><td></td><td></td></tr><tr><td>Federal</td><td>$ (18)</td><td>$ (26)</td><td>$ (4)</td></tr><tr><td>State</td><td>1</td><td>(7)</td><td>7</td></tr><tr><td></td><td>(17)</td><td>(33)</td><td>3</td></tr><tr><td>Deferred:</td><td></td><td></td><td></td></tr><tr><td>Federal</td><td>(118)</td><td>(301)</td><td>12</td></tr><tr><td>State</td><td>(13)</td><td>9</td><td>9</td></tr><tr><td></td><td>(131)</td><td>(292)</td><td>21</td></tr><tr><td>Total provision (benefit)</td><td>$ (148)</td><td>$ (325)</td><td>$ 24</td></tr></table>",
"The following table provides reconciliations from the provision (benefit) for income taxes from continuing operations at the federal statutory rate to the realized provision (benefit) for income taxes.",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"3\">Years Ended December 31,</td></tr><tr><td>2017</td><td>2016</td><td>2015</td></tr><tr><td colspan=\"3\">(Millions)</td></tr><tr><td>Provision (benefit) at statutory rate</td><td>$ (56)</td><td>$ (328)</td><td>$ 7</td></tr><tr><td>Increases (decreases) in taxes resulting from:</td><td></td><td></td><td></td></tr><tr><td>State income taxes (net of federal benefit)</td><td>(12)</td><td>(40)</td><td>3</td></tr><tr><td>Valuation allowance on current year state income taxes (net of federal benefit)</td><td>17</td><td>18</td><td>1</td></tr><tr><td>Valuation allowance on state income taxes resulting from sale (net of federal benefit)</td><td>—</td><td>8</td><td>—</td></tr><tr><td>Effective state income tax rate change (net of federal benefit)</td><td>(12)</td><td>15</td><td>7</td></tr><tr><td>Provisional impact of Tax Cuts and Jobs Act</td><td>(92)</td><td>—</td><td>—</td></tr><tr><td>Other</td><td>7</td><td>2</td><td>6</td></tr><tr><td>Provision (benefit) for income taxes</td><td>$ (148)</td><td>$ (325)</td><td>$ 24</td></tr></table>"
] |
[] |
2902944_24.pdf
|
2902944_25.pdf
|
en
|
[
"# 7. TRANSACTIONS WITH THE TRUSTEE, MANAGER AND CONNECTED PERSONS (Continued)",
"# (b) Trustee fee and Registrar’s fee",
"The Trustee is entitled to receive a trustee fee of up to 1% per annum of the net asset value of the Sub-Fund, which accrued daily and calculated as at each dealing day and payable monthly in arrears. For the year ended December 2016 and 2015, the trustee fee is calculated as a percentage per annum of the net asset value of the Sub-Fund at the rate as follows, subject to a monthly minimum of RMB40,000:",
"<table><tr><td></td><td>Trustee fee percentage \nper annum</td></tr><tr><td>For first RMB200 million</td><td>0.16%</td></tr><tr><td>For next RMB1,000 million</td><td>0.14%</td></tr><tr><td>For next RMB1,000 million</td><td>0.12%</td></tr><tr><td>For next RMB1,000 million</td><td>0.10%</td></tr><tr><td>Thereafter</td><td>0.08%</td></tr></table>",
"The Trustee’s fee is inclusive of fees payable to The Hongkong and Shanghai Banking Corporation Limited (the “Custodian”) and HSBC Bank (China) Company Limited (the “PRC Custodian”).",
"The Trustee, acting as the Registrar, is also entitled to a fee of RMB120 (2015: RMB120) per participating dealer per transaction.",
"# (c) Financial assets",
"The investments and bank balances of the Sub-Fund held with related parties of the Trustee are:",
"<table><tr><td rowspan=\"2\"></td><td>2016</td><td>2015</td></tr><tr><td>RMB</td><td>RMB</td></tr><tr><td>Investments</td><td></td><td></td></tr><tr><td>HSBC Bank (China) Company Limited</td><td>17,177,372,883</td><td>18,232,458,944</td></tr><tr><td>Bank balances</td><td></td><td></td></tr><tr><td>The HonkShgondkig an anhigai BannCg oridporaton Limte</td><td>27,455,761</td><td>110,734,726</td></tr><tr><td>HSBC Bank (China) Company Limited</td><td>12,822,162</td><td>100,388,864</td></tr><tr><td></td><td>40,277,923</td><td>211,123,590</td></tr></table>",
"Interest income amounted to RMB439,200 (2015: RMB1,266,203) was earned on these bank balances for the year ended 31 December 2016 and 2015.",
"# (d) License fee",
"According to the Trust Deed dated 25 July 2012, as amended, the license fees and expenses payable to the owner of an index for the use of such index shall be payable out of the Sub-Fund. Prior to 1 January 2015, the FTSE index license fees were paid by the Manager of the Sub-Fund. Pursuant to the letter dated 16 November 2015 between the Trustee and the Manager of the Sub-Fund, the Manager has decided that the license fee shall be paid out of the Sub-Fund commencing from 1 January 2015 and the Manager was reimbursed by the Sub-Fund for the license fee of RMB19,918,378 which was paid out by the Manager from 1 January 2015 to 16 November 2015. For the year ended 31 December 2016 and 2015, the amount of RMB19,481,156 represents the license fee (2015: the amount of RMB22,984,953 represents the license fee of the Sub-Fund of which RMB19,918,378 was the reimbursement to the Manager for their payment of the license fee for the Sub-Fund for 1 January 2015 to 16 November 2015)."
] |
[
"# 8. FINANCIAL RISK MANAGEMENT",
"The objective of the Sub-Fund is to provide investment results that, before deduction of fees and expenses, closely correspond to the performance of the FTSE China A50 Index. The Sub-Fund’s activities may expose it to a variety of risks including but not limited to: market risk (including market price risk, interest rate risk and currency risk), credit and counterparty risk and liquidity risk which are associated with the markets in which the Sub-Fund invests.",
"The following is a summary of the main risks and risk management policies.",
"# (a) Market risk",
"# (i) Market price risk",
"Market price risk is the risk that the value of a financial instrument will fluctuate as a result of changes in market prices (other than those arising from interest rate risk or currency risk), whether those changes are caused by factors specific to the individual instrument or factors affecting all instruments in the market.",
"The Sub-Fund is designated to track the performance of the FTSE China A50 Index, therefore the exposures to market risk in the Sub-Fund will be substantially the same as the tracked index. The Manager manages the Sub-Fund’s exposures to market risk by ensuring that the key characteristics of the portfolio, such as security weight and industry weight, are closely aligned with the characteristics of the tracked index.",
"As at 31 December, the Sub-Fund’s investments were concentrated in the following industries:",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"2\">2016</td><td colspan=\"2\">2015</td></tr><tr><td>Fair value</td><td>% of net \nasset value</td><td>Fair value</td><td>% of net\nasset value</td></tr><tr><td>RMB</td><td></td><td>RMB</td><td></td></tr><tr><td>Listed equities in PRC – by \nindustry</td><td></td><td></td><td></td><td></td></tr><tr><td>Basic materials</td><td>153,662,997</td><td>0.89</td><td>293,798,572</td><td>1.60</td></tr><tr><td>Consumer goods</td><td>2,045,331,472</td><td>11.90</td><td>1,353,533,151</td><td>7.38</td></tr><tr><td>Consumer Services</td><td>-</td><td>-</td><td>252,164,110</td><td>1.38</td></tr><tr><td>Financials</td><td>11,903,756,589</td><td>69.24</td><td>12,585,400,577</td><td>68.64</td></tr><tr><td>Health Care</td><td>88,029,586</td><td>0.51</td><td>86,329,057</td><td>0.47</td></tr><tr><td>Industrials</td><td>2,175,816,158</td><td>12.65</td><td>2,630,961,791</td><td>14.36</td></tr><tr><td>Oil & gas</td><td>402,492,070</td><td>2.34</td><td>404,247,010</td><td>2.21</td></tr><tr><td>Technology</td><td>35,907,130</td><td>0.21</td><td>-</td><td>-</td></tr><tr><td>Telecommunications</td><td>-</td><td>-</td><td>260,833,401</td><td>1.42</td></tr><tr><td>Utilities</td><td>372,376,881</td><td>2.17</td><td>365,191,275</td><td>2.00</td></tr><tr><td></td><td>17,177,372,883</td><td>99.91</td><td>18,232,458,944</td><td>99.46</td></tr></table>",
"The Sub-Fund held 50 out of 50 (2015: 50 out of 50) constituent securities comprising the FTSE China A50 Index. The Sub-Fund is therefore exposed to substantially the same market price risk as the FTSE China A50 Index."
] |
[] |
11789999_17.pdf
|
11789999_18.pdf
|
en
|
[
"\\[ s _ { m _ { n } n } = \\frac { \\sum _ { j \\ge n + 1 } t _ { m _ { n } j } } { \\sum _ { j \\ge 1 } j t _ { m _ { n } j } } = \\frac { p + 1 } { p n + 1 } \\left( \\frac { p - 1 } { p } \\right) ^ { p } \\alpha _ { n } \\, , \\]",
"where \\( \\alpha _ { n } \\rightarrow 1 ^ { + } \\). The conclusion follows from Theorem 4.1.",
"\u0003",
"For the special choice \\( w _ { n } = n ^ { r } \\),\\( n \\geq \\) 1, with \\( r \\ge \\) 0 fixed, Corollary 4.6 yields the implication",
"\\[ ( 4 . 5 ) \\qquad \\qquad \\operatorname * { s u p } _ { n \\geq 1 } n ^ { - r } \\| M _ { n } ^ { ( p ) } ( \\lambda T ) \\| < \\infty \\Longrightarrow \\| T ^ { n } \\| = o ( n ^ { r + 1 } ) , \\quad n \\to \\infty \\, , \\]",
"whenever \\( p \\geq \\) 1 and \\( \\sigma ( T ) \\cap \\mathbb { T } \\) has arclength measure zero. It turns out that such ”regular” growth restrictions for the Ces\\`aro means can be reformulated in terms of resolvent estimates. This has been first proved by Strikwerda and Wade [SW] in the case when \\( p \\) = 2 and \\( r \\) = 0. The Ces\\`aro means of order one are related to the partial sums of the Taylor expansion at infinity of the resolvent function of T. The uniform boundedness of these partial sums in the exterior of the unit disc is called the uniform Kreiss boundedness condition (see [MSZ] and[GH] for the boundedness only on the real line) and is equivalent to the uniform boundedness of \\( \\{ M _ { n } ( \\lambda T ) \\} \\) on the unit circle. These last two conditions are more restrictive. The result below provides an extension of the theorems wej ust mentioned.",
"Theorem 4.7. Given \\( T \\in { \\mathcal { B } } ( { \\mathcal { X } } ) \\) we have:",
"(i) If \\( p \\geq \\) 2 and \\( r \\ge \\) 0 then",
"\\[ \\operatorname* { s u p } _ { \\stackrel { n \\geq 1 } { \\lambda \\in \\mathbb { T } } } n ^ { - r } \\| M _ { n } ^ { ( p ) } ( \\lambda T ) \\| < \\infty \\iff \\operatorname* { s u p } _ { | \\lambda | > 1 } \\frac { ( | \\lambda | - 1 ) ^ { r + 1 } } { | \\lambda | ^ { r } } \\| ( T - \\lambda I ) ^ { - 1 } \\| < \\infty \\, . \\]",
"(ii) If \\( p \\) = 1 and \\( r \\ge \\) 0 then",
"\\[ \\operatorname* { s u p } _ { \\frac { n \\geq 1 } { \\lambda \\in \\mathbb { T } } } n ^ { - r } \\| M _ { n } ( \\lambda T ) \\| < \\infty \\iff \\operatorname* { s u p } _ { \\frac { n \\in \\mathbb { N } } { | \\lambda | > 1 } } \\frac { ( | \\lambda | - 1 ) ^ { r + 1 } } { | \\lambda | ^ { r } } \\left\\| \\sum _ { k = 0 } ^ { n } \\lambda ^ { - k - 1 } T ^ { k } \\right\\| < \\infty . \\]",
"Proof. (=\\( \\Rightarrow \\)) The argument uses the ideas in [SW]. We start with the identity proved in [SW],formula (6.3), for 0 \\( < \\rho < \\) 1 and \\( \\lambda \\in \\mathbb { T } \\), namely",
"\\[ ( I - \\rho \\lambda T ) ^ { - 1 } = ( 1 - \\rho ) ^ { p } \\sum _ { n = 0 } ^ { \\infty } \\binom { n + p } { p } M _ { n } ^ { ( p ) } ( \\lambda T ) \\rho ^ { n } \\, . \\]",
"For \\( p \\geq \\) 2 the resolvent estimate follows directly from",
"\\[ \\sum _ { n = 0 } ^ { \\infty } \\binom { n + p } { p } n ^ { r } \\rho ^ { n } \\leq C ( 1 - \\rho ) ^ { - p - r - 1 } \\, . \\]",
"By a straightforward argument we see that the above equality holds for all \\( \\rho \\in \\mathbb { D } \\) and by comparing the coefficients of \\( \\rho ^ { k } \\) we obtain for \\( p \\) = 1,",
"\\[ \\sum _ { k = 0 } ^ { n } \\rho ^ { k } \\lambda ^ { k } T ^ { k } = ( 1 - \\rho ) \\sum _ { k = 0 } ^ { n - 1 } ( k + 1 ) M _ { k } ( \\lambda T ) \\rho ^ { k } + ( n + 1 ) M _ { n } ( \\lambda T ) \\rho ^ { n } \\, . \\]"
] |
[
"In this case the desired estimate follows from the inequalities",
"\\[ \\sum _ { n = 0 } ^ { n - 1 } ( k + 1 ) ^ { r + 1 } \\rho ^ { k } \\leq C ( 1 - \\rho ) ^ { - r - 2 } \\, , \\quad ( 1 - \\rho ) ^ { r + 1 } \\rho ^ { n } \\leq C ^ { \\prime } ( n + 1 ) ^ { - r - 1 } \\, , \\]",
"for 0 \\( < \\rho < \\) 1.",
"(\\( \\Leftarrow \\)=) We begin with (i) and assume first that \\( p \\) = 2. Use (2.6) to write for 0 \\( < \\rho < \\) 1,\\( \\lambda \\in \\mathbb { T } \\),",
"\\[ \\frac { ( n + 1 ) ( n + 2 ) } { 2 } M _ { n } ^ { ( 2 ) } ( \\lambda T ) = \\int _ { 0 } ^ { 2 \\pi } ( I - \\rho \\lambda e ^ { i t } T ) ^ { - 1 } \\sum _ { j = 0 } ^ { n } ( n - j + 1 ) e ^ { - i j t } \\rho ^ { - j } \\frac { \\mathrm { d } t } { 2 \\pi } \\, . \\]",
"so that",
"\\[ \\begin{array} { r l } & { \\left\\| \\frac { ( n + 1 ) ( n + 2 ) } { 2 } M _ { n } ^ { ( 2 ) } ( \\lambda T ) \\right\\| \\le \\frac { C } { ( 1 - \\rho ) ^ { r + 1 } } \\rho ^ { - n } \\int _ { 0 } ^ { 2 \\pi } \\frac { 1 } { | 1 - \\rho e ^ { - i t } | ^ { 2 } } \\frac { \\mathrm { d } t } { 2 \\pi } } \\\\ & { \\qquad \\qquad \\qquad \\qquad = \\frac { C } { ( 1 - \\rho ) ^ { r + 1 } ( 1 - \\rho ^ { 2 } ) } \\rho ^ { - n } } \\\\ & { \\qquad \\qquad \\qquad \\qquad \\le \\frac { C } { ( 1 - \\rho ) ^ { r + 2 } } \\rho ^ { - n } \\, . } \\end{array} \\]",
"If we now choose \\( \\textstyle \\rho = 1 - { \\frac { 1 } { n } } \\) we obtain the estimate for \\( M _ { n } ^ { ( 2 ) } ( T ) \\) in (i) for all \\( r \\ge \\) 0. For \\( p > \\) 2, this follows immediately from the first equality in (2.6).",
"Let us turn to the case when \\( p \\) = 1. For \\( n \\geq \\) 1, \\( \\mu \\in \\mathbb { T } \\) and \\( \\lambda \\in \\mathbb { C } \\) with \\|λ\\| > 1 we have by the Abel summation formula",
"\\[ \\begin{array} { c } { { \\displaystyle M _ { n } ( \\mu T ) = \\frac { 1 } { n + 1 } \\sum _ { k = 0 } ^ { n } ( \\mu T ) ^ { k } = \\frac { 1 } { n + 1 } \\sum _ { k = 0 } ^ { n } \\lambda ^ { k + 1 } \\lambda ^ { - k - 1 } ( \\mu T ) ^ { k } } } \\\\ { { = \\frac { 1 } { n + 1 } \\left( \\lambda ^ { n + 1 } \\sum _ { k = 0 } ^ { n } \\lambda ^ { - k - 1 } ( \\mu T ) ^ { k } + ( 1 - \\lambda ) \\sum _ { k = 0 } ^ { n - 1 } \\lambda ^ { k + 1 } \\sum _ { j = 0 } ^ { k } \\lambda ^ { - j - 1 } ( \\mu T ) ^ { j } \\right) } } \\\\ { { = \\frac { 1 } { n + 1 } \\left( \\lambda ^ { n + 1 } \\overline { { { \\mu } } } \\sum _ { k = 0 } ^ { n } ( \\lambda \\overline { { { \\mu } } } ) ^ { - k - 1 } T ^ { k } + ( 1 - \\lambda ) \\sum _ { k = 0 } ^ { n - 1 } \\lambda ^ { k + 1 } \\overline { { { \\mu } } } \\sum _ { j = 0 } ^ { k } ( \\lambda \\overline { { { \\mu } } } ) ^ { - j - 1 } T ^ { j } \\right) . } } \\end{array} \\]",
"From the assumption",
"\\[ \\operatorname* { s u p } _ { \\stackrel { n \\in \\mathbb { N } } { | \\lambda | > 1 } } \\frac { ( | \\lambda | - 1 ) ^ { r + 1 } } { | \\lambda | ^ { r } } \\left\\| \\sum _ { k = 0 } ^ { n } \\lambda ^ { - k - 1 } T ^ { k } \\right\\| < \\infty \\, , \\]",
"we obtain",
"\\[ \\| M _ { n } ( \\mu T ) \\| \\leq C \\frac { | \\lambda | ^ { r + 1 } } { ( | \\lambda | - 1 ) ^ { r + 1 } ( n + 1 ) } \\left( | \\lambda | ^ { n } + \\frac { | 1 - \\lambda | ( | \\lambda | ^ { n } - 1 ) } { | \\lambda | - 1 } \\right) \\, , \\]",
"and if \\( \\textstyle \\lambda = 1 + { \\frac { 1 } { n } } \\),",
"\\[ \\| M _ { n } ( \\mu T ) \\| \\le 2 ^ { r } ( 2 e - 1 ) C n ^ { r } \\]",
"for \\( n \\geq \\) 1 and \\( \\mu \\in \\mathbb { T } \\), which concludes the proof.",
"\u0003"
] |
[] |
9259174_155.pdf
|
9259174_156.pdf
|
en
|
[
"Following the Listing, the following transactions between our Group and the relevant connected person(s) (as defined in the GEM Listing Rules) will continue, and will constitute continuing connected transactions under the GEM Listing Rules.",
"# FULLY EXEMPT CONTINUING CONNECTED TRANSACTIONS",
"Pursuant to Chapter 20 of the GEM Listing Rules, the continuing connected transactions of our Group as set out below are exempt from compliance with the requirements of reporting, annual review, announcement and approval by the independent Shareholders under Chapter 20 of the GEM Listing Rules.",
"# Warehouse Tenancy Agreement",
"Winning Tower (as tenant) entered into a tenancy agreement (the ‘‘Warehouse Tenancy Agreement’’) dated 30 September 2015 with Iao Ip Property Investment Company Limited (‘‘Iao Ip Property’’) (as landlord), pursuant to which Iao Ip Property agreed to lease Unit 1002, 10/F, Riley House, 88 Lei Muk Road, Kwai Chung, New Territories, Hong Kong to Winning Tower for a term of three years commencing from 1 October 2015 and ending on 30 September 2018 (both days inclusive) at the monthly rent of HK\\$50,000 (inclusive of property tax but exclusive of management fee, government rent, rates and water, gas and electricity charges), which was agreed after arm’s length negotiations between the parties with regard to the market rent of similar properties in similar locations as the property leased under the Warehouse Tenancy Agreement, and the terms of the Warehouse Tenancy Agreement were no less favourable to Winning Tower than terms available from Independent Third Parties.",
"The rent (together with the management fee, government rent and rates) paid by us under the Warehouse Tenancy Agreement for each of the two years ended 31 December 2016 amounted to approximately HK\\$0.2 million and HK\\$0.6 million, respectively. It is expected that the annual rent (together with the management fee, government rent and rates) payable by us under the Warehouse Tenancy Agreement for each of the two years ending 31 December 2018 amounts to approximately HK\\$0.7 million and HK\\$0.7 million respectively.",
"By using the above expected annual rent (together with the management fee, government rent and rates) as the numerators for the calculation of percentage ratios, all the relevant percentage ratios calculated for the relevant transactions under the Warehouse Tenancy Agreement pursuant to Chapter 20 of the GEM Listing Rules will be less than 5% and the annual consideration will be less than HK\\$3,000,000.",
"Iao Ip Property is a company incorporated in Hong Kong which is owned as to 20% by Mr. Yu, our non-executive Director and Controlling Shareholder, and as to 80% in aggregate by three associates of Mr. Yu. As such, Iao Ip Property is an associate of Mr. Yu and hence a connected person of our Company for the purposes of the GEM Listing Rules and the transactions under the Warehouse Tenancy Agreement will constitute exempt continuing connected transactions for our Group after the Listing."
] |
[
"# Food Factory Tenancy Agreement",
"Winning Star (as tenant) entered into a tenancy agreement (the ‘‘Food Factory Tenancy Agreement’’) dated 1 January 2017 with Winning Tower Group (as landlord), pursuant to which Winning Tower Group agreed to lease Unit 1105, 11/F, Riley House, 88 Lei Muk Road, Kwai Chung, New Territories, Hong Kong to Winning Star for a term of three years commencing from 1 January 2017 and ending on 31 December 2019 (both days inclusive) at the monthly rent of HK\\$61,000 (inclusive of property tax, management fee, government rent and rates but exclusive of water, gas and electricity charges), which was agreed after arm’s length negotiations between the parties with regard to the market rent of similar properties in similar locations as the property leased under the Food Factory Tenancy Agreement, and the terms of the Food Factory Tenancy Agreement were no less favourable to Winning Tower Group than terms available from Independent Third Parties.",
"The rent paid by Winning Star for the relevant premises for each of the two years ended 31 December 2016 amounted to approximately HK\\$0.3 million and HK\\$0.7 million, respectively. It is expected that the annual rent payable by Winning Star under the Food Factory Tenancy Agreement for each of the three years ending 31 December 2019 amounts to approximately HK\\$0.7 million, HK\\$0.7 million and HK\\$0.7 million respectively.",
"By using the above expected annual rent as the numerators for the calculation of percentage ratios, all the relevant percentage ratios calculated for the relevant transactions under the Food Factory Tenancy Agreement pursuant to Chapter 20 of the GEM Listing Rules will be less than 5% and the annual consideration will be less than HK\\$3,000,000.",
"Winning Star is a limited company incorporated in Hong Kong and is owned and controlled as to 60% by our Company and as to 40% by Grand Gold, which is a fellow subsidiary of Top Ocean, our Controlling Shareholder. As such, Winning Star is a connected subsidiary and hence a connected person of our Company for the purposes of the GEM Listing Rules and the transactions under the Food Factory Tenancy Agreement will constitute exempt continuing connected transaction for the Group after the Listing.",
"# Master Purchase Agreement of Yau Heng",
"Winning Tower Group (for itself and as trustee for the benefit of its subsidiaries from time to time) (as purchaser) entered into a master purchase agreement (the ‘‘Master Purchase Agreement of Yau Heng’’) dated 23 May 2017 with Yau Heng (as supplier) for a term of three years commencing from 1 January 2017 and ending on 31 December 2019 (both days inclusive), pursuant to which Yau Heng agreed to supply certain frozen raw and unprocessed meat products to Winning Tower Group and its subsidiaries on the basis of individual purchase order placed by any of them at the price to be determined after arm’s length negotiations between the parties from time to time with reference to the then prevailing market price of similar products in the market (which is ascertained by, among others, obtaining quotations from two other suppliers who are Independent Third Parties).",
"For each of the two years ended 31 December 2016, our total purchases attributable to the purchase of the aforesaid products from Yau Heng was approximately HK\\$2.6 million and HK\\$2.5 million, respectively. Our Directors confirm that Yau Heng had transactions with parties other than our Group and our total purchases attributable to the purchase of the aforesaid products from Yau Heng accounted for less than 2% of Yau Heng’s sales for each of the Track Record Period. Based on our"
] |
[] |
7496124_23.pdf
|
7496124_24.pdf
|
en
|
[
"# 9. LOSS PER SHARE ATTRIBUTABLE TO ORDINARY EQUITY HOLDERS OF THE PARENT",
"The calculation of the basic loss per share amounts is based on the loss for the year attributable to ordinary equity holders of the parent, and the weighted average number of ordinary shares of 4,439,460,000 (2019: 4,163,227,000) in issue during the year.",
"The computation of diluted loss per share does not assume the exercise of the Company’s share options because the exercise prices of those options were higher than the average market price of the Company’s shares for the year ended 31 December 2020.",
"No adjustment has been made to the basic loss per share amounts presented for the years ended 31 December 2020 and 2019 in respect of a dilution as the impact of the share options outstanding had an anti-dilutive effect on the basic loss per share amounts presented.",
"The calculations of basic and diluted loss per share are based on:",
"<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>Loss</td><td></td><td></td></tr><tr><td>Loss attributable to ordinary equity holders of the parent</td><td>(242,399)</td><td>(441,039)</td></tr></table>",
"<table><tr><td rowspan=\"3\"></td><td colspan=\"2\">Number of shares</td></tr><tr><td>2020</td><td>2019</td></tr><tr><td>’000</td><td>’000</td></tr><tr><td>Shares</td><td></td><td></td></tr><tr><td>Weihgted averadige number of ornary shares in issue during\nthe year used in the basic and diluted loss per share calculation</td><td>4,439,460</td><td>4,163,227</td></tr></table>"
] |
[
"# 10. TRADE AND BILLS RECEIVABLES",
"<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>Trade receivables</td><td>321,087</td><td>210,947</td></tr><tr><td>Impairment</td><td>(123,465)</td><td>(100,740)</td></tr><tr><td>Trade receivables, net</td><td>197,622</td><td>110,207</td></tr><tr><td>Bills receivable</td><td>223</td><td>223</td></tr><tr><td></td><td>197,845</td><td>110,430</td></tr><tr><td>Less: Non-current portion</td><td>(139,102)</td><td>(57,029)</td></tr><tr><td>Current portion</td><td>58,743</td><td>53,401</td></tr></table>",
"The Group enters into an arrangement to sublease a leased asset to a third party while the original lease contract is in effect, the Group is an intermediate lessor, this sublease is classified as a finance lease. The Group derecognised the right-of-use asset on the head lease and recognised trade receivables at the sublease commencement date, continued to account for the original lease liability in accordance with the lessee accounting model. At 31 December 2020, the current portion and non-current portion of the trade receives amounted to RMB8,022,000 (equivalent to approximately HK\\$9,532,000) and RMB71,272,000 (equivalent to approximately HK\\$84,656,000), respectively.",
"The Group’s trading terms with its customers are mainly on credit. The credit period is generally three months. The Group seeks to maintain strict control over its outstanding receivables and has a credit control department to minimise credit risk. Overdue balances are reviewed regularly by senior management. In view of the aforementioned and the fact that the Group’s trade receivables relate to a large number of diversified customers, there is no significant concentration of credit risk. The Group does not hold any collateral or other credit enhancements over its trade receivable balances. Trade receivables are non-interest-bearing.",
"An ageing analysis of the trade and bills receivables as at the end of the reporting period, based on the invoice date and net of loss allowance, is as follows:",
"<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>Within 90 days</td><td>106,295</td><td>27,834</td></tr><tr><td>91 to 180 days</td><td>3,995</td><td>6,304</td></tr><tr><td>181 to 365 days</td><td>9,625</td><td>5,398</td></tr><tr><td>Over 365 days</td><td>77,930</td><td>70,894</td></tr><tr><td></td><td>197,845</td><td>110,430</td></tr></table>"
] |
[] |
8405636_291.pdf
|
8405636_292.pdf
|
en
|
[
"So far as our Directors are aware, the following persons will, immediately prior to and following the completion of the Capitalisation Issue, the Distribution and the Global Offering (without taking into account any Shares which may be issued pursuant to the exercise of the Over-allotment Option and assuming there will be no change in the shareholding structure of Sunac China from the Latest Practicable Date up to the Listing), have interests or short positions in our Shares or underlying Shares which would be required to be disclosed to us and the Stock Exchange under the provisions of Divisions 2 and 3 of Part XV of the SFO, or who is, directly or indirectly, interested in 10% or more of the issued voting shares of any other member of our Group:",
"# INTERESTS IN SHARES OF OUR COMPANY",
"<table><tr><td>Name of Shareholder</td><td> Nature of Interest</td><td colspan=\"2\">Shares held immediately\nf\nprior to the comlpetion othe Caiptalisation Issue the,\nDistribution and the Global\n(1)Offering</td><td colspan=\"2\">Shares held immediately\nfollowing the Caiptalisation\nIssue the Ditributio and\n,sn(1)the Global Offering</td></tr><tr><td></td><td></td><td>Number</td><td>Approximate\nPercentage</td><td> Number</td><td>Approximate\nPercentage</td></tr><tr><td>Sunac Services\n(2)Investment \u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003</td><td>Beneficial owner</td><td> 7,600,000(L)</td><td>80%</td><td> 1,698,000,000(L)</td><td>56.60%</td></tr><tr><td>(2)Sunac Shine\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003</td><td>Trustee</td><td> 1,900,000(L)</td><td>20%</td><td> 462,000,000(L)</td><td>15.40%</td></tr><tr><td>(2)Sunac China \u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003</td><td>Interest in\ncontrolled\ncorporation</td><td>9,500,000(L)</td><td>100%</td><td> 2,160,000,000(L)</td><td>72.00%</td></tr><tr><td rowspan=\"2\">(2)(3)Sunac International \u0003</td><td>Interest in\ncontrolled\ncorporation</td><td>9,500,000(L)</td><td>100%</td><td> 2,160,000,000(L)</td><td>72.00%</td></tr><tr><td>Beneficial owner</td><td>–</td><td>–</td><td> 65,731,909(L)</td><td>2.19%</td></tr><tr><td rowspan=\"2\">(M \\( \\angle \\gamma ( - ) \\gamma ( + \\))r. S un\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003</td><td>Interest in\ncontrolled\ncorporation</td><td>9,500,000(L)</td><td>100%</td><td> 2,227,299,274(L)</td><td>74.24%</td></tr><tr><td>Beneficial owner</td><td>–</td><td>–</td><td> 366,531(L)</td><td>0.01%</td></tr></table>",
"Notes:",
"(1) The letter “L” denotes a long position in our Shares."
] |
[
"(2) Sunac Services Investment is wholly owned by Sunac China. Sunac Shine, is wholly-owned by Sunac China and acts as the trustee of the Sunac Services Share Award Scheme Trust which is set up for the purpose of a share award scheme to be adopted at least six months after Listing. As at the Latest Practicable Date, the detailed terms of the share award scheme and the relevant grantees had not yet been determined. By virtue of the SFO, Sunac China is deemed to be interested in the Shares held by Sunac Services Investment and Sunac Shine.",
"(3) As at the Latest Practicable Date, Sunac China was owned as to (i) approximately 43.82% by Sunac International, (ii) approximately 1.05% by Tianjin Biaodi, which was indirectly wholly owned by Mr. Sun, and (iii) approximately 0.24% by Mr. Sun. By virtue of the SFO, Sunac International and Mr. Sun are deemed to be interested in the Shares held by Sunac Services Investment and Sunac Shine, both of which are wholly owned by Sunac China.",
"(4) Tianjin Biaodi is expected to hold 1,567,365 Shares, representing approximately 0.05% of our Shares in issue immediately following the completion of the Capitalisation Issue, the Distribution and the Global Offering. Tianjin Biaodi is indirectly wholly owned by Mr. Sun. By virtue of the SFO, Mr. Sun is deemed to be interested in the Shares held by Tianjin Biaodi.",
"# INTEREST IN EQUITY INTEREST OF MEMBERS OF OUR GROUP",
"<table><tr><td>Name of Shareholder</td><td>Company\nconcerned</td><td>Nature of\nInterest</td><td>Equity interest held\nimmediately prior to\nthe comlifpeton o the\nCaiiptalsation Issue,\nthe Distribution and\nthe Global Offering</td><td>Equity interest held\nimmediately following\nthe comlifpeton o the\nCaiiptalsation Issue,\nthe Distribution and\nthe Global Offering</td></tr><tr><td></td><td></td><td></td><td>Approximate\nPercentage</td><td>Approximate\nPercentage</td></tr><tr><td>QindLgao onhPgai roperty\nServices Co., Ltd. (青島隆海物\n業服務有限公司) \u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003</td><td>QindSgao unac</td><td> Beneficial\nowner</td><td>30%</td><td>30%</td></tr><tr><td>Deng Hong (鄧鴻) \u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003</td><td>Chendgu\nHuanrong</td><td>Beneficial\nowner</td><td>29%</td><td>29%</td></tr><tr><td>Hebei Shuangchuang Pingan\nInvestment Co., Ltd. (河北雙創\n平安投資有限公司) \u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003\u0003</td><td>Shijiazhuang\nRonhgong</td><td>Beneficial\nowner</td><td>46%</td><td>46%</td></tr><tr><td rowspan=\"2\">Shoujin Minzhi (Tianjin) Property\nDevelopment Co., Ltd. (首金敏\n志(天津)置業發展有限公司)\u0003\u0003\u0003\u0003</td><td>Hubei Rongshou</td><td> Beneficial\nowner</td><td>50%</td><td>50%</td></tr><tr><td>Henan Rongshou</td><td> Beneficial\nowner</td><td>40%</td><td>40%</td></tr></table>"
] |
[] |
2122103_80.pdf
|
2122103_81.pdf
|
en
|
[
"# 4 Critical accounting estimates and judgments",
"Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.",
"The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. Save as disclosed in Note 2.1, the estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.",
"# (a) Income taxes",
"The Group is subject to income taxes in numerous jurisdictions. Significant judgment is required in determining the provision for income taxes. There are many transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the current income tax and deferred tax provision in the period in which such determination is made.",
"# (b) Provision for impairment of receivables",
"Management determines the provision for impairment of trade receivables. This amount of impairment is based on the credit history of its customers and the current market condition. Management reassesses the provision at each reporting date.",
"Significant judgment is exercised on the assessment of the collectability of trade receivables from each customer. In making the judgment, management considers a wide range of factors such as results of follow-up procedures performed by sales personnel, customer payment trends including subsequent payments and customers’ financial positions. If the financial conditions of the customers of the Group were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances may be required.",
"The carrying amount and impairment of trade receivables are disclosed in Note 19.",
"# (c) Identification of functional currencies",
"The functional currency for each entity in the Group is the currency of the primary economic environment in which it operates. Determination of functional currency involves significant judgment. The Group reconsiders the functional currency of its entities if there is a change in the underlying transactions, events and conditions which determine their primary economic environment."
] |
[
"# 4 Critical accounting estimates and judgments (Continued)",
"# (d) Estimated useful lives and impairment of property, plant and equipment",
"Management estimates useful lives of the property, plant and equipment by reference to the Group’s business model, its assets management policy, the industry practice, expected usage of the assets, expected repair and maintenance, the technical or commercial obsolescence arising from changes or improvements in the market. Residual values of the property, plant and equipment are determined based on prevailing market values for equivalent aged assets taking into account the condition of the relevant assets and other economic considerations. Depreciation would be significantly affected by the useful lives and residual values of the property, plant and equipment as estimated by management.",
"The Group’s major operating assets represent property, plant and equipment. Management performs review for impairment of the property, plant and equipment whenever events or changes in circumstances indicate that the carrying amounts of these assets may not be recoverable.",
"Management considered there was no impairment indicator of remaining property, plant and equipment and construction in progress as at December 31, 2017 as these assets were used for profitable projects, and there is a strong demand of these property, plant and equipment in the second hand market (December 31, 2016: Same).",
"# 5 Revenue and Segment information",
"The chief operating decision-maker has been identified as the Board. The Board reviews the Group’s internal reporting in order to assess performance and allocate resources. The Board has determined the operating segments based on these reports.",
"The Board considers the business from both product and geographical perspectives. The Board regularly reviews the consolidated financial statements from both product and geographical perspectives to assess performance and make resources allocation decisions. The operating segments are determined to be based on products. Management assesses the performance of the operating segments based on a measure of gross profit.",
"The Group derives its revenue from three product segments, namely the electronics parts, branded OPLV products, and construction and industrial products which are operating in five geographical areas, namely The PRC (excluding Hong Kong), Australia, North America, Hong Kong and others.",
"The description of each reportable product segment is as follows:",
"<table><tr><td>Reportable product segment</td><td>Type of products</td></tr><tr><td>Electronics parts</td><td>Aluminium parts for consumer electronics products, examples include \nheat sinks and chassis for computers</td></tr><tr><td>Construction and industrial products</td><td>Products sold for construction and industrial use, examples include \nwindow and door frames, curtain walls, guardrails, body parts for \ntransportation, mechanical and electrical equipment and consumer \ndurable goods</td></tr><tr><td>Branded OPLV products</td><td>Door and window frames systems marketed under “OPLV” brand \nand sold through distributors</td></tr></table>"
] |
[] |
2589458_22.pdf
|
2589458_23.pdf
|
en
|
[
"# Remuneration Committee",
"The Company has established the Remuneration Committee on 6 June 2014 with written terms of reference in compliance with Rule 3.25 of the Listing Rules and paragraph B.1 of the Code on Corporate Governance Practices as set out in Appendix 14 to the Listing Rules. As at the date of this annual report, the Remuneration Committee consists of two independent non-executive Directors, namely Mr. Gong Jinjun (as Chairman) and Mr. Wang Ping, and one executive Director, namely Mr. Liu Daoqi (who replaced Mr. Feng Bin with effect from 17 March 2017). The primary duties of the Remuneration Committee are, inter alia, (1) to determine the remuneration policy of all Directors, to assess the performance of the Directors, to approve the terms of service contracts of the Directors, to review and approve the management’s remuneration proposals with reference to the Board’s corporate goals and objectives, to make recommendations to the Board on the remuneration packages of individual executive Directors and senior management, to make recommendations to the Board on the remuneration of the non-executive Director(s), (2) consider salaries paid by comparable companies, time commitment and responsibilities and employment conditions elsewhere in the group to review and approve compensation arrangements relating to dismissal or removal of Directors for misconduct to ensure they are consistent with relevant contractual terms and are otherwise reasonable and appropriate, (3) to review and approve compensation payable to executive Director and senior management for any loss or termination of office or appointment to ensure that it is consistent with contracted terms and is otherwise fair and not excessive, and (4) to ensure that no Director or any of his associates is involved in deciding his own remuneration.",
"During the year ended 31 December 2017, one meeting was held by the Remuneration Committee. The attendance record of each member of the Remuneration Committee is set out below:",
"<table><tr><td>Name of Director</td><td>Attendance\n/Number of Remuneration Committee meeting(s)</td></tr><tr><td>Mr. Gong Jinjun</td><td>1/1</td></tr><tr><td>Mr. Wang Ping</td><td>1/1</td></tr><tr><td>Mr. Liu Daoiq (aidfhpponte as a member o te Remuneration \nCommittee on 17 March 2017)</td><td>1/1</td></tr><tr><td>Mr. Feng Bin (resigned on 17 March 2017)</td><td>0/0</td></tr></table>",
"During the year ended 31 December 2017, the Remuneration Committee mainly performed works including reviewing and making recommendation to the Board regarding of the Directors’ remuneration for the year ending 31 December 2017 and the terms of service contracts for newly appointed directors.",
"There had been no disagreement between the Board and the Remuneration Committee during the year ended 31 December 2017."
] |
[
"# Nomination Committee",
"The Company has established the Nomination Committee on 6 June 2014 with written terms of reference in compliance with paragraph A.5 of the Code on Corporate Governance Practices as set out in Appendix 14 to the Listing Rules. As at the date of this annual report, the Nomination Committee consists of two independent non-executive Directors, namely Mr. Zeng Shiquan and Mr. Gong Jinjun, and one executive Director, Mr. Li Tie (as Chairman) (who replace Mr. Yang Yoong An with effect from 17 March 2017). The primary functions of the nomination committee are, inter alia, to review the structure, size and composition (including the skills, knowledge and experience) of the Board at least annually and make recommendations on any proposed changes to the Board to complement the Company’s corporate strategy, to identify individuals suitably qualified to become Board members and select or make recommendations to the Board on the selection of individuals nominated for directorships, to assess the independence of independent non-executive Directors, and to make recommendations to the Board on the appointment or re-appointment of Directors in particular the chairman and the chief executive officer and succession planning for Directors.",
"During the year ended 31 December 2017, one meeting was held by the Nomination Committee. The attendance record of each member of the Nomination Committee is set out below:",
"<table><tr><td>Name of Director</td><td>Attendance/\nNumber of Nomination Committee meeting(s)</td></tr><tr><td>Mr. Li Tie (appointed as chairman of the\nNomination Committee on 17 March 2017)</td><td>1/1</td></tr><tr><td>Mr. Zeng Shiquan</td><td>1/1</td></tr><tr><td>Mr. Gong Jinjun</td><td>1/1</td></tr><tr><td>Mr. Yang Yoong An (resigned as chairmen of the\nNomination Committee on 17 March 2017)</td><td>0/0</td></tr></table>",
"There had been no disagreement between the Board and the Nomination Committee during the year ended 31 December 2017. During the year ended 31 December 2017, the Nomination Committee mainly performed works including:",
"— identified suitable candidates for directorships and made recommendations to the Board;",
"— assessed the independence of independent non-executive Directors;",
"— made recommendations to the Board on the appointment or re-appointment of Directors; and",
"— reviewed and assessed the implementation of the diversity policy of the Company.",
"# Board Diversity Policy",
"The Company recognises and embraces the benefits of having a diverse Board to enhance the quality of its performance and hence the purpose of the Board Diversity Policy aims to build and maintain a Board with a diversity of directors, in terms of skills, experience, knowledge, expertise, culture, independence, age and gender. These differences will be taken into account in determining the optimum composition of the Board. The Nomination Committee will discuss the measurable objectives for implementing diversity on the Board from time to time and recommend them to the Board for adoption. The Nomination Committee will report annually on the composition of the Board under diversified perspectives, and monitor the implementation of this policy to ensure the effectiveness of this policy. It will also discuss any revisions that may be required, and recommend any such revisions to the Board for consideration and approval."
] |
[] |
11690788_156.pdf
|
11690788_157.pdf
|
en
|
[
"<table><tr><td>Name of Shareholder</td><td> Class of Share</td><td>Number of\nShares</td><td>Approximate\nShareholding\nPercentage in Our\nCompany after the\nAllotment</td></tr><tr><td>Zhong Hang Investment\nManagement Limited\n(Note 11)</td><td>Series A Preferred\nShares</td><td>2,313,800</td><td>2.0199%</td></tr><tr><td>BAI (Note 12)</td><td>Series B Preferred\nShares</td><td>3,055,000</td><td>2.6669%</td></tr><tr><td>China Merchants Venture\nCailFpta und, L.P. (招商\n局創新投資基金有限合夥\n企業) (Note 13)</td><td>Series B Preferred\nShares</td><td>4,582,600</td><td>4.0005%</td></tr><tr><td>Total</td><td></td><td>114,551,513</td><td>100.00%</td></tr></table>",
"Notes:",
"1. Each of Cabnetvic, Cabnetwa and Cabnetsa is a business company incorporated in the BVI and wholly-owned by Mr. Song.",
"2. Let It Bee Company Limited (“Let it Bee”) is a business company incorporated in the BVI and wholly-owned by Ms. Chau.",
"3. Xylo Yonder Company Limited (“Xylo Yonder”) is a business company incorporated in the BVI and wholly-owned by Mr. Jiang, a director of certain Consolidated Affiliated Entities of our Group.",
"4. Shirazvic is a business company incorporated in the BVI and a shareholding platform beneficially owned by Mr. Song, Mr. Ji and Ms. Chau, our executive Directors and Co-founders, Mr. Zhong Songran (鍾松然), our Chief Technology Officer and other 10 employees who have made contributions to the establishment and development of our Group. Except Mr. Song, Mr. Ji, Ms. Chau and Mr. Zhong, all the other ultimate beneficial owners of Shirazvic are not Directors or senior management of our Company. As of the Latest Practicable Date, Shirazvic was owned as to (i) approximately 35.29% by Ms. Chau through Let It Bee; (ii) approximately 15.19% by Mr. Zhong through Soley Raven Company Limited, a business company incorporated in the BVI which is wholly-owned by Mr. Zhong; (iii) approximately 10.40% by Mr. Song; (iv) approximately 0.91% by Mr. Ji through Joy Kalton; and (v) approximately 38.21% by 10 employees of our Group who are not Directors or senior management of our Company.",
"5. Equity Incentive Holdco is a business company incorporated in the BVI and a special purpose vehicle wholly-owned by Trident Trust Company (HK) Limited, which is the trustee of LLS Trust, established for the purpose of holding Class B Shares pursuant to the Equity Incentive Plan.",
"6. Tencent Mobility Limited (“Tencent Mobility”) is a limited liability company incorporated under the laws of Hong Kong and a wholly-owned subsidiary of Tencent.",
"7. CCRE Investment Holdings Ltd. (“CCRE Investment”) is an exempted company with limited liability incorporated in the Cayman Islands and a wholly-owned subsidiary of CITIC Capital.",
"8. Qian Linklogis Limited (“LVC Qian”) is a business company incorporated in the BVI and wholly-owned by Shanghai Rongmian Information Technology Partnership (Limited Partnership) (上海融勉信息技術合夥企業(有限合夥) (“Shanghai Rongmian”), a limited partnership established in the PRC whose general partner is Shanghai LVC."
] |
[
"9. Le Linklogis Limited (“LVC Le”) is a business company incorporated in the BVI and wholly-owned by Shanghai Rongmian.",
"10. Tan Linklogis Limited (“LVC Tan”) is a business company incorporated in the BVI and wholly-owned by Shanghai Rongmian.",
"11. Zhong Hang Investment Management Limited (“Zhong Hang Investment”) is a business company incorporated in the BVI and ultimately beneficially owned by Mr. Wang Jianhua (王建華), an Independent Third Party.",
"12. BAI is a company incorporated under the laws of Germany, whose beneficial owner is Bertelsmann SE & Co. KGaA (貝塔斯曼) (“Bertelsmann”).",
"13. China Merchants Venture is a limited partnership established in the Cayman Islands, which is ultimately controlled by China Merchants Group Co., Ltd. (招商局集團有限公司).",
"# Contractual Arrangements",
"On October 9, 2018, Linklogis Supply Chain Services entered into the Contractual Arrangements with Linklogis Digital, the Relevant Shareholders and the Other Parties (as defined in the section headed “Contractual Arrangements” of this prospectus), which were subsequently restated and amended on November 9, 2020. Through the Contractual Arrangements, Linklogis Supply Chain Services is able to exercise control over the operations of, and enjoy 100% of the economic benefits of Linklogis Digital and its subsidiaries. See the sections headed “Contractual Arrangements” and “Connected Transactions” of this prospectus for details of the Contractual Arrangements.",
"# Reclassification, redesignation and Share Subdivision",
"On March 22, 2021, our shareholders resolved, among other things, that subject to the Global Offering becoming unconditional, (i) all the ordinary shares with a par value of US\\$0.0001 each and the Preferred Shares (save and except for 22,764,297 ordinary shares with a par value of US\\$0.0001 each held by Cabnetvic, Cabnetwa and Cabnetsa), whether issued and unissued, be re-classified and re-designated as Class B Shares with a par value of US\\$0.0001 each on a one-for-one basis, (ii) 22,764,297 ordinary shares with a par value of US\\$0.0001 each held by Cabnetvic, Cabnetwa and Cabnetsa be re-classified and re-designated as Class A Shares with a par value of US\\$0.0001 each on a one-for-one basis, and (iii) each share in the then authorized share capital of the Company with a par value of US\\$0.0001 each (whether issued or unissued) be subdivided into 12 Shares of the corresponding class with a par value of US\\$0.00000833 each immediately prior to the completion of the Global Offering.",
"As a consequence of this, immediately prior to the completion of the Global Offering, the authorized share capital of the Company will be US\\$50,000 divided into 273,171,564 Class A Shares with a par value of US\\$0.00000833 each and 5,726,828,436 Class B Shares with a par value of US\\$0.00000833 each, and the issued share capital of the Company will be US\\$15,095.9579 divided into 273,171,564 Class A Shares with a par value of US\\$0.00000833 each and 1,538,343,384 Class B Shares with a par value of US\\$0.00000833 each."
] |
[] |
20791588_648.pdf
|
20791588_649.pdf
|
en
|
[
"Members of the liquidation committee are required to discharge their duties honestly and in compliance with relevant laws. A member of the liquidation committee is liable to indemnify the company and its creditors with respect to any loss arising from his willful or material default.",
"# (xix) Overseas Listing",
"The shares of a company shall only be listed overseas after obtaining approval from the securities regulatory authority of the State Council and the listing must be arranged in accordance with procedures specified by the State Council.",
"According to the Special Regulations, a company’s plan to issue overseas listed foreign shares and domestic shares which has been approved by the Securities Commission may be implemented by the board of directors of a company by way of respective issues, within 15 months after approval is obtained from Securities Commission.",
"# (xx) Loss of H share certificates",
"A shareholder may apply, in accordance with the relevant provision set out in the PRC Civil Procedure Law, to a people’s court in the event that H share certificates in registered form are either stolen or lost, for a declaration that such certificates will no longer be valid. After such a declaration has been obtained, the shareholder may apply to the company for the issue of replacement certificates.",
"The Mandatory Provisions provide for a separate procedure regarding loss of H share certificates (which has been incorporated in the Articles of Association, a summary of which is set out in “Appendix VII – Summary of Articles of Association”).",
"# (xxi) Suspension and Termination of Listing",
"The new and amended Company Law has deleted provisions governing suspension and termination of listing. The new Securities Law has been amended as follows:",
"The trading of shares of a company on a stock exchange may be suspended if so decided by the Securities Exchange under one of the following circumstances:",
"(1) the total amount of shares or the shareholding distribution no longer complies with the necessary requirements for a listed company;",
"(2) the company failed to make public its financial position in accordance with the requirements or there is false information in the company’s financial report with the possibility of misleading investors;",
"(3) the company has committed a major breach of the law;",
"(4) the company has incurred losses for latest three (3) consecutive years; or"
] |
[
"(5) other circumstances as required by the listing rules of the relevant stock exchange(s).",
"Under the Securities Law, in the event that the conditions for listing are not satisfied within the period stipulated by the relevant stock exchange in the case described in (1) above, or the company has refused to rectify the situation in the case described in (2) above, or the company fails to become profitable in the next subsequent year in the case described in (4) above, the relevant stock exchange shall have the right to terminate the listing of the shares of the company.",
"# (xxii) Merger and demerger",
"Companies may merge through merger by absorption or through the establishment of a newly merged entity. If it merges by absorption, the company which is absorbed shall be dissolved. If it merges by forming a new corporation, both companies will be dissolved.",
"# Securities law and other relevant regulations",
"The PRC has promulgated a number of regulations that relate to the issue and trading of Shares and disclosure of information by the Company. In October 1992, the State Council established the Securities Committee and CSRC. The Securities Committee is responsible for co-coordinating the drafting of securities regulations, formulating securities-related policies, planning the development of securities markets, directing, coordinating and supervising all securities-related institutions in the PRC and administering CSRC. CSRC is the regulatory body of the Securities Committee and is responsible for the drafting of regulatory provisions of securities markets, supervising securities companies, regulating public offers of securities by PRC companies in the PRC or overseas, regulating the trading of securities, compiling securities-related statistics and undertaking research and analysis. In 1998, the State Council dissolved the Securities Committee and assigned its function to CSRC. CSRC is also responsible for the regulation and supervision of the national stocks and futures market according to laws, regulations and authorizations.",
"The Securities Law took effect on July 1, 1999 and was latest revised on August 31, 2014. This is the first national securities law in the PRC, and it is divided into 12 chapters and 240 articles regulating, among other things, the issue and trading of securities, takeovers by listed companies, securities exchanges, securities companies and the duties and responsibilities of the State Council’s securities regulatory authorities. The Securities Law comprehensively regulates activities in the PRC securities market. Article 238 of the Securities Law provides that a company must obtain prior approval from the State Council’s regulatory authorities to list shares outside the PRC. Article 239 of the Securities Law provides that specific measures with respect to shares of companies in the PRC that are to be subscribed and traded in foreign currencies shall be separately formulated by the State Council. Currently, the issue and trading of foreign issued shares (including H Shares) are still mainly governed by the rules and regulations promulgated by the State Council and CSRC."
] |
[] |
2151761_107.pdf
|
2151761_108.pdf
|
en
|
[
"# 30. RETIREMENT BENEFITS",
"As stipulated by the regulations of the PRC, the Group’s subsidiaries in the PRC participate in basic defined contribution retirement schemes organised by the respective municipal governments under which they are governed. Details of the schemes of the subsidiaries are as follows:",
"<table><tr><td>Administrator</td><td>Beneficiary</td><td>Contribution rate</td></tr><tr><td>Beijing Municipal Government</td><td>Employees of Beijing OLM</td><td>19%</td></tr><tr><td>Shanghai Municipal Government</td><td>Employees of Shanghai OLM</td><td>20%</td></tr><tr><td>Chengdu Municipal Government, \nSichuan Province</td><td>Employees of Chengdu OLM</td><td>20.5%</td></tr><tr><td>Hangzhou Municipal Government, \nZhejiang Province</td><td>Employees of Beijing OLM \nHangzhou Branch</td><td>14%</td></tr><tr><td>Guangzhou Municipal Government, \nGuangdong Province</td><td>Employees of Beijing OLM \nGuangzhou Branch</td><td>14%</td></tr></table>",
"All employees are entitled to retirement benefits equal to a fixed proportion of their salaries and benefits in kind prevailing at their normal retirement ages.",
"The Group also operates a Mandatory Provident Fund Scheme (the “MPF scheme”) under the Hong Kong Mandatory Provident Fund Scheme Ordinance for employees employed under the jurisdiction of the Hong Kong Employment Ordinance. The MPF scheme is a defined contribution retirement plan administered by independent trustees. Under the MPF scheme, the employer and its employees are each required to make contributions to the plan at 5% of the employees’ relevant income, subject to a cap of monthly relevant income of HK\\$30,000. Contributions to the plan vest immediately.",
"The Group has no other material obligation for the payment of retirement benefits associated with this scheme beyond the contributions described above."
] |
[
"# 31. RELATED PARTY TRANSACTIONS",
"# (a) Save as disclosed elsewhere in the consolidated financial statements, details of transactions between the Group and its related parties are disclosed below:",
"<table><tr><td rowspan=\"2\"></td><td>2016</td><td>2015</td></tr><tr><td>RMB’000</td><td>RMB’000</td></tr><tr><td>Non-controlling interests</td><td></td><td></td></tr><tr><td>— Provision for software maintenance and other services</td><td>344</td><td>767</td></tr></table>",
"# (b) Remuneration to key management personnel",
"Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Group, directly or indirectly, including directors and supervisors of the Group. The compensation of key management personnel is as follows:",
"<table><tr><td rowspan=\"2\"></td><td>2016</td><td>2015</td></tr><tr><td>RMB’000</td><td>RMB’000</td></tr><tr><td>Short-term employee benefits</td><td>6,897</td><td>8,175</td></tr><tr><td>Post-employment benefits</td><td>279</td><td>204</td></tr><tr><td></td><td>7,176</td><td>8,379</td></tr></table>",
"# (c) Contribution to defined contribution retirement plans",
"The Group participates in defined contribution retirement plans organised by municipal government for its employees. The details of the Group’s employee benefits plan are disclosed in note 30. As at 31 December 2016, there was no material outstanding contribution to post-employment benefit plans (2015: Nil)."
] |
[] |
20792909_65.pdf
|
20792909_66.pdf
|
en
|
[
"# 6.2 Commerce and Logistics Finance",
"In 2018, the Bank adhered to the unique positioning as a “commerce and logistics bank” and constructed a “Five-Clouds” platform to strengthen product and service innovation. Specifically, the Bank built a professional value-added “Cloud Service” platform by establishing the “Cloud Logistics” and “Cloud Business” product systems and improving the “Cloud Financing” and “Cloud Trading” functions to provide full-process transaction services for enterprises and enhance customer experience, so as to accrue settlement deposits and broaden income sources of intermediary business.",
"# “Cloud Trading“",
"The Bank’s “Cloud Trading” platform uses advanced financial technology and scientific and agile iterative development methods to develop a complete set of solutions for treasury management of enterprises. The Bank introduced products such as corporate online banking, cash management, bank-enterprise direct link, interbank treasury management cloud platform, corporate settlement card and e-government to provide enterprises with a series of innovative payment and settlement services. By embedding financial services in transaction links to satisfy the needs of enterprises in various application scenarios, the platform can help enterprises achieve a range of treasury management goals such as pooling resources, reducing costs, accelerating fund flow, controlling risks and enhancing asset allocation. As at the end of the Reporting Period, the Bank had signed 28,025 corporate online banking customers with a transaction amount of RMB656.5 billion; the cash management platform had provided treasury management solutions for 839 large and medium-sized enterprises and public institutions; the bank-enterprise direct link had successfully connected with a number of medium and large group customers; the Bank had issued 2,316 corporate settlement cards in total; and the Bank had provided cash management solutions for many institutional customers including the public resources trading centre, courts, housing provident fund centre, land and resources trading centre, etc.",
"# “Cloud Financing“",
"The Bank established an online supply chain financing platform based on the credit of core enterprises to develop financing services for upstream and downstream customers nationwide. With system connection and information exchange among the Bank’s online supply chain financing platform, fund supervision system, core enterprises’ ERP (Enterprise Resource Planning) systems and order systems, the Bank employs electronic signature law and electronic signature technology and draws on the credit of core enterprises to provide full-process online financing services for upstream and downstream partners of the core enterprises. Currently, the online 1+N prepayment financing, online 1+N factoring pool financing, online factoring and online 1+N re-factoring, financing functions have been up and running. During the Reporting Period, the “Cloud Financing” platform achieved the direct connection among multiple B2B (Business-to-Business) e-commerce platforms, supply chain finance platforms and core enterprises, and commenced business operations in June 2018, thus expanding the Bank’s channels to secure customers in large quantities for its “Cloud Financing” business. As at the end of the Reporting Period, more than 100 customers received financing online via the “Cloud Financing“ platform, and online financing business exceeded RMB400 million."
] |
[
"# “Cloud Logistics“",
"The “Cloud Logistics” platform is an open comprehensive service platform for the logistics industry. It is a professional “Internet + Logistics + Finance” platform created by the Bank to provide consignors with online registration, online ordering, online freight payment and other related functions. The platform provides logistics companies with such functions as entry application, online receipt of orders, logistics tracking, online entrusted collection of payments and branch fund management to improve their automated financial reconciliation and sub-account management capabilities and help them achieve automated fund management. For orders on the platform paid through the Bank’s acquiring channel, the Bank will supervise the funds from entrusted collection of payments for goods and ensure that the collected payments are safely and timely distributed to the consignors. Currently, the Bank has signed business cooperation agreements with a number of logistics companies.",
"# “Cloud Service“",
"The “Cloud Service” platform, based on the WeChat public account named “Zhengzhou Bank Trade Finance” (鄭州銀行商貿金融), promoted the Bank’s latest products for corporate banking according to customers’ industry focus so as to accurately push industry insight reports and forward-looking industry analysis for corporate customers. The platform also linked the corporate online banking, providing customers with financial value-added services such as the online appointment to open corporate banking account, account alerts, electronic invoicing, easy payment and bank-enterprise reconciliation. In the future , the “Cloud Service” platform will integrate the application scenarios of “Cloud Financing”, “Cloud Trading”, “Cloud Logistics” and “Cloud Service”, in an effort to incorporate the functions of the “Five-Cloud” platform to form an organic ecosystem.",
"# “Cloud Business“",
"The “Cloud Business” platform mainly serves the “Commerce and Logistics Alliance” initiated by the Bank and is expected to be an online e-commerce asset trading platform. The platform integrates the resources of the alliance to achieve win-win results by having qualified investors such as banks and quasi-financial institutions provide financial support as to the assets and financing needs of customers in the nine major commerce and logistics industries posted on the platform."
] |
[] |
11768281_5.pdf
|
11768281_6.pdf
|
en
|
[
"<table><tr><td>Figarch Model</td><td>Embedding delay</td></tr><tr><td>Figarch d=0.05</td><td>2</td></tr><tr><td>Figarch d=0.15</td><td>1</td></tr><tr><td>Figarch d=0.25</td><td>2</td></tr><tr><td>Figarch d=0.35</td><td>4</td></tr><tr><td>Figarch d=0.45</td><td>6</td></tr><tr><td>Figarch d=0.55</td><td>7</td></tr><tr><td>Figarch d=0.65</td><td>8</td></tr><tr><td>Figarch d=0.75</td><td>8</td></tr><tr><td>Figarch d=0.80</td><td>6</td></tr><tr><td>Figarch d=0.90</td><td>8</td></tr></table>",
"Table 1: Mutual Information for each Figarch Model.",
"The nearest neighbor in phase space will be a vector;",
"\\[ y ^ { N N } ( i ) = ( x _ { i } ^ { N N } , x _ { i + T } ^ { N N } , x _ { i + 2 T } ^ { N N } , . . . , x _ { i + ( d - 1 ) T } ^ { N N } ) \\eqno ( 1 1 ) \\]",
"If the vector \\( y ^ { N N } ( i ) \\) is a false neighbor of y(i) having arrived its neighborhood by projection from a higher dimension because the present dimension d doesn’t unfold the attractor, then by going to next dimension \\( d + \\) 1 this false neighbor may be removed out of the neighborhood of y(i).",
"By looking at every data point y(i) and asking at what dimension all false neighbors are removed, we will sequentially intersections of orbits of lower and lower dimension are removed until at last point intersections are removed. At thatj uncture d will have been identified where the attractor is unfolded.",
"Comparing the distance between the vectors y(i) and \\( y ^ { N N } ( i ) \\) in dimension d with the dis-tance between the same vectors in dimension \\( d + \\) 1, it can easily be established which are true neighbors and which false. It only needs to be compared \\( x _ { ( i + d T ) } - x _ { ( i + d T ) } ^ { N N } \\) with the Euclidian distance \\|yi − yNNi\\| between nearest neighbors in dimension d.",
"If the additional distance is large compared to the distance in dimension d between nearest neighbors, then we have a false neighbor.",
"The square of the Euclidian distance between the nearest neighbor points as seen in di-mension d is",
"\\[ R _ { d } ( i ) ^ { 2 } = \\sum _ { m = 1 } ^ { d } [ x _ { i + ( m - 1 ) T } - x _ { i + ( m - 1 ) T } ^ { N N } ] ^ { 2 } \\eqno ( 1 2 ) \\]",
"while dimension d+1 it is;",
"\\[ R _ { d + 1 } ( i ) ^ { 2 } = \\sum _ { m = 1 } ^ { d + 1 } [ x _ { i + ( m - 1 ) T } - x _ { i + ( m - 1 ) T } ^ { N N } ] ^ { 2 } \\eqno ( 1 3 ) \\]",
"\\[ R _ { d + 1 } ( i ) ^ { 2 } = R _ { d } ( i ) ^ { 2 } + | x _ { i + d T } - x _ { i + d T } ^ { N N } | ^ { 2 } \\eqno ( 1 4 ) \\]"
] |
[
"The distance between points when seen in dimension \\( d + \\) 1 relative to the distance in dimension d is;",
"\\[ \\sqrt { \\frac { R _ { d + 1 } ( i ) ^ { 2 } - R _ { d } ( i ) ^ { 2 } } { R _ { d } ( i ) ^ { 2 } } } = \\frac { x _ { i + d T } - x _ { i + d t } ^ { N N } } { R _ { d } ( i ) } > r _ { t o l } \\eqno ( 1 5 ) \\]",
"When this quantity is larger than some threshold, we have a false neighbor (Kennel M B, Brown R and Abarbanel H D 1992).",
"Plot of percentage of false neighbors show the unfolded geometry and where there is no unfolding any more. With the correct choice of d dimension, modelling the data in d number of dynamical degrees of freedom will be adequate to capture the properties of the source.",
"Figure 2: FNN embedding dimension result for FIGARCH d=0.90.",
"The figure 2 shows minimum embedding dimension where percentage of nearest neighbors goes to zero taken into account some threshold \\( r _ { t o l } \\). Disappearance of false neighbors indicates minimum embedding dimension \\( r _ { t o l } \\) is false neighbor Euclidian distance tolerance and \\( a _ { t o l } \\) is neighbor tolerance based on attractor size. The neighbors are declared false neighbors, when the ratio of the Euclidian distances between neighbor candidates in successive embedding dimensions exceeds \\( r _ { t o l } \\)."
] |
[] |
9296432_105.pdf
|
9296432_106.pdf
|
en
|
[
"# 33. EQUITY SETTLED SHARE-BASED PAYMENTS",
"The Company adopted a share option scheme pursuant to a resolution in writing passed by the Shareholders on 3 January 2013 (the “Share Option Scheme”) for the purpose to grant share options to selected participants as incentives or rewards for their contribution to the Group. Eligible participants of the Share Option Scheme include directors of the Company or any of its subsidiaries, including non-executive directors and independent non-executive directors, other employees of the Group and consultants.",
"Pursuant to the Share Option Scheme, shares which may be issued upon exercise of all options to be granted under the Share Option Scheme or any other share option scheme adopted by the Company must not in aggregate exceed 10% of the shares of the Company in issue at the time dealings in the shares of the Company first commence on the Stock Exchange. The Company may renew this 10% limit with shareholders' approval provided that each such renewal may not exceed 10% of the shares of the Company in issue as at the date of the shareholders' meeting.",
"The maximum number of shares of the Company 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 issued share capital of the Company in issue from time to time.",
"Unless approved by the Shareholders of the Company, the total number of shares of the Company issued and to be issued upon the exercise of options granted to each eligible participant (including exercised and unexercised options) under the Share Option Scheme or any other share option schemes adopted by the Company in any 12-month period must not exceed 1% of the shares of the Company in issue.",
"On 17 March 2014, the Company granted 10,800,000 share options (the “first share option”) to certain eligible participants of the Group under the Share Option Scheme. Set out below were details of the outstanding share options granted under the Share Option Scheme:",
"(1) All share options granted were at an exercise price of HK\\$1 per share;",
"(2) All holders of share options might only exercise their options in the following manner:",
"The share options will be vested in 3 tranches, i.e. the first 30% from the date immediately after the first anniversary of the offer date until the last day of the option period, the second 30% from the date immediately after the second anniversary of the offer date until the last day of the option period, the balance 40% from the date immediately after the third anniversary of the offer date until the last day of the option period; and",
"(3) All outstanding or unexercised share options granted to the grantees shall lapse on 16 March 2019 or 16 March 2024."
] |
[
"# 33. EQUITY SETTLED SHARE-BASED PAYMENTS (continued)",
"The estimated fair values of share options vested on 17 March 2014 were HK\\$3,911,000. These fair values were calculated using the Binomial model. The inputs into the model are as follows:",
"<table><tr><td>Share price</td><td>HK$0.95</td></tr><tr><td>Exercise price</td><td>HK$1.00</td></tr><tr><td>Expected volatility</td><td>50.554%</td></tr><tr><td>Expected life</td><td>5 years/10 years</td></tr><tr><td>Risk-free interest rate</td><td>1.2010%/2.1656%</td></tr><tr><td>Dividend yield</td><td>4.274%</td></tr><tr><td>Suboptimal factor</td><td>2.2</td></tr></table>",
"The risk-free rate was based on market yield rate from Hong Kong Monetary Authority Exchange Fund Bills Yield Curve as at the valuation date on 17 March 2014. Expected volatility was estimated by the average of historical daily volatilities of the comparable companies with similar business operation as at valuation date. Dividend yield was estimated by the trailing 12-month dividend payout of the Company divided by Company’s closing share price as at the dividend declaration date.",
"On 3 July 2015, the Company granted 13,400,000 share options (the “second share option”) to certain eligible participants of the Group under the Share Option Scheme. Set out below were details of the outstanding share options granted under the Share Option Scheme.",
"(1) All share options granted were at a subscription price of HK\\$4.07 per Share;",
"(2) All holders of share options might only exercise their options in the following manner:",
"The share options will be vested in 3 tranches, i.e. the first 30% from the date immediately after the first anniversary of the Offer Date until the last day of the option period, the second 30% from the date immediately after the second anniversary of the Offer Date until the last day of the option period, the balance 40% from the date immediately after the third anniversary of the Offer Date until the last day of the option period; and",
"# (3) All outstanding or unexercised share options granted to the grantees shall lapse on 2 July 2025.",
"The estimated fair values of share options granted on 3 July 2015 were HK\\$25,864,188. These fair values were calculated using the Binomial Model. The inputs into the model are as follows:",
"<table><tr><td>Share price</td><td>HK$3.70</td></tr><tr><td>Exercise price</td><td>HK$4.07</td></tr><tr><td>Expected volatility</td><td>61.8%</td></tr><tr><td>Expected life</td><td>10 years</td></tr><tr><td>Risk-free interest rate</td><td>1.87%</td></tr><tr><td>Expected dividend yield</td><td>2.04%</td></tr></table>"
] |
[] |
2555794_124.pdf
|
2555794_125.pdf
|
en
|
[
"# 9.\t Interest in a Joint Venture (continued)",
"Bozhou Botong Information Technology Co., Ltd is the only joint venture in which the Group participates and it is not considered material to the Group. Financial information (the Group’s share) of this joint venture is as follows:",
"9.\t 於合營企業的權益（續）",
"亳州市博通信息科技有限公司為本集團參與業務的唯一一間合營企業，並不被視為對本集團屬重大。本集團分佔該合營企業之財務資料如下：",
"<table><tr><td rowspan=\"2\"></td><td>2016 \n二零一六年</td><td>2015\n二零一五年</td></tr><tr><td>HK$’000 \n千港元</td><td>HK$’000\n千港元</td></tr><tr><td>Loss from continuing operations 持續經營虧損</td><td>(5,927)</td><td>(13,676)</td></tr><tr><td>Gain on deemed disposal 視作出售的收益</td><td>–</td><td>3,657</td></tr><tr><td>Other comprehensive income 其他全面收入</td><td>(815)</td><td>(2,155)</td></tr><tr><td>Total comprehensive income 全面收入總額</td><td>(6,742)</td><td>(12,174)</td></tr></table>",
"# 10.\tTrade and Other Receivables",
"10.\t貿易及其他應收款項",
"<table><tr><td rowspan=\"2\"></td><td>2016 \n二零一六年</td><td>2015\n二零一五年</td></tr><tr><td>HK$’000 \n千港元</td><td>HK$’000\n千港元</td></tr><tr><td>Trade receivables, net 貿易應收款項淨額</td><td>8,237,903</td><td>7,702,999</td></tr><tr><td>Other receivables and prepayments 其他應收款項及預付款項</td><td>1,123,639</td><td>855,104</td></tr><tr><td>Deferred expenses (Note 16 (d)) 遞延開支（附註16(d)）</td><td>10,875</td><td>9,795</td></tr><tr><td></td><td>9,372,417</td><td>8,567,898</td></tr><tr><td>Less: Non-current deferred expenses 減：非即期遞延開支\n(Note 16 (d)) （附註16(d)）</td><td>(4,792)</td><td>(3,884)</td></tr><tr><td></td><td>9,367,625</td><td>8,564,014</td></tr></table>"
] |
[
"# 10.\tTrade and Other Receivables (continued)",
"The Group grants credit periods to third party customers ranging from 7 to 150 days, which may be extended for selected customers depending on their trade volume and settlement history with the Group. The ageing analysis of net trade receivables by invoice date is as follows:",
"10.\t貿易及其他應收款項（續）",
"本集團給予第三方客戶之信貸期介乎7至150日，而選定客戶之信貸期可予延長，視乎彼等與本集團之交易量及付款記錄而定。貿易應收款項淨額按發票日期劃分的賬齡分析如下：",
"<table><tr><td rowspan=\"2\"></td><td>2016 \n二零一六年</td><td>2015\n二零一五年</td></tr><tr><td>HK$’000 \n千港元</td><td>HK$’000\n千港元</td></tr><tr><td>0 – 30 days 0至30日</td><td>4,206,581</td><td>4,075,671</td></tr><tr><td>31 – 60 days 31至60日</td><td>2,530,711</td><td>2,098,333</td></tr><tr><td>61 – 90 days 61至90日</td><td>731,820</td><td>675,494</td></tr><tr><td>Over 90 days 超過90日</td><td>768,791</td><td>853,501</td></tr><tr><td></td><td>8,237,903</td><td>7,702,999</td></tr></table>",
"As at 31 December 2016, trade receivables of HK\\$1,607,675,000 (2015: HK\\$1,765,791,000), which were fully performing, were past due but not impaired. These relate to a number of independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables by due date is as follows:",
"於二零一六年十二月三十一日，已全部履行的貿易應收款項1,607,675,000港元（二零一五年：1,765,791,000港元）已逾期但未減值。該等款項與多名獨立客戶有關，彼等並無近期違約記錄。該等貿易應收款項按到期日劃分的賬齡分析如下：",
"<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$’000 \n千港元</td><td>HK$’000\n千港元</td></tr><tr><td>0 – 30 days 0至30日</td><td>1,220,506</td><td>1,090,855</td></tr><tr><td>31 – 60 days 31至60日</td><td>184,977</td><td>265,787</td></tr><tr><td>61 – 90 days 61至90日</td><td>61,976</td><td>121,090</td></tr><tr><td>Over 90 days 超過90日</td><td>140,216</td><td>288,059</td></tr><tr><td></td><td>1,607,675</td><td>1,765,791</td></tr></table>"
] |
[] |
2540518_84.pdf
|
2540518_85.pdf
|
en
|
[
"# 2.4 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)",
"# Fair value measurement (continued)",
"All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:",
"Level 1 – based on quoted prices (unadjusted) in active markets for identical assets or liabilities",
"Level 2 – based on valuation techniques for which the lowest level input that is significant to the fair value measurement is observable, either directly or indirectly",
"Level 3 – based on valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable",
"For assets and liabilities that are recognised in the financial statements on a recurring basis, the Group determines whether transfers have occurred between levels in the hierarchy by reassessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.",
"# Impairment of non-financial assets",
"Where an indication of impairment exists, or when annual impairment testing for an asset is required (other than inventories, construction contract assets, financial assets, investment properties and non-current assets/a disposal group classified as held for sale), the asset’s recoverable amount is estimated. An asset’s recoverable amount is the higher of the asset’s or cash-generating unit’s value in use and its fair value less costs of disposal, and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets, in which case the recoverable amount is determined for the cash-generating unit to which the asset belongs.",
"An impairment loss is recognised only if the carrying amount of an asset exceeds its recoverable amount. 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. An impairment loss is charged to the statement of profit or loss in the period in which it arises in those expense categories consistent with the function of the impaired asset.",
"An assessment is made at the end of each reporting period as to whether there is an indication that previously recognised impairment losses may no longer exist or may have decreased. If such an indication exists, the recoverable amount is estimated. A previously recognised impairment loss of an asset other than goodwill is reversed only if there has been a change in the estimates used to determine the recoverable amount of that asset, but not to an amount higher than the carrying amount that would have been determined (net of any depreciation/amortisation) had no impairment loss been recognised for the asset in prior years. A reversal of such an impairment loss is credited to the statement of profit or loss in the period in which it arises, unless the asset is carried at a revalued amount, in which case the reversal of the impairment loss is accounted for in accordance with the relevant accounting policy for that revalued asset."
] |
[
"# 2.4 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)",
"# Related parties",
"A party is considered to be related to the Group if:",
"# (a) the party is a person or a close member of that person’s family and that person:",
"(i) has control or joint control over the Group;",
"(ii) has significant influence over the Group; or",
"(iii) is a member of the key management personnel of the Group or of a parent of the Group;or",
"# (b) the party is an entity where any of the following conditions applies:",
"(i) the entity and the Group are members of the same group;",
"(ii) one entity is an associate or joint venture of the other entity (or of a parent, subsidiary or fellow subsidiary of the other entity);",
"(iii) the entity and the Group are joint ventures of the same third party;",
"(iv) one entity is a joint venture of a third entity and the other entity is an associate of the third entity;",
"(v) the entity is a post-employment benefit plan for the benefit of employees of either the Group or an entity related to the Group; and the sponsoring employers of the post-employment benefit plan;",
"(vi) the entity is controlled or jointly controlled by a person identified in (a);",
"(vii) a person identified in (a)(i) has significant influence over the entity or is a member of the key management personnel of the entity (or of a parent of the entity); and",
"(viii) the entity, or any member of a group of which it is a part, provides key management personnel services to the Group or the parent of the Group."
] |
[] |
20795977_72.pdf
|
20795977_73.pdf
|
en
|
[
"The final dividend distribution shall be calculated based on the total number of Shares in issue as of the Record Date and the final cash dividend distribution shall be based on RMB3.0 per 10 shares (inclusive of applicable tax). In order to qualify for the final dividend, the holders of H Shares must lodge all share certificates accompanied by the transfer documents with the Company’s H Share Registrar, Computershare Hong Kong Investor Services Limited (address: Shops 1712-1716, 17/F, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong) before 4:30 p.m. on Wednesday, June 2, 2021. For the purpose of ascertaining the holders of H Shares who qualify for the final dividend, the register of members for H Shares will be closed from Thursday, June 3, 2021 to Tuesday, June 8, 2021, both days inclusive, during which period no transfer of H Shares will be effected.",
"The final dividend will be denominated and declared in RMB. The holders of Domestic Shares will be paid in RMB and the holders of H Shares will be paid in Hong Kong dollars. The actual amount declared in HK dollars is converted based on the average benchmark exchange rate of Renminbi against HK dollars as promulgated by the People’s Bank of China for the five business days preceding the date of the AGM.",
"To the best of the Company’s knowledge, no shareholder has waived or agreed to waive any dividends.",
"In accordance with the Enterprise Income Tax Law of the People’s Republic of China (中華人民共和國企業所得稅法) and its implementation regulations which came into effect on January 1, 2008, the Company is required to withhold and pay enterprise income tax at the rate of 10% on behalf of the non-resident enterprise Shareholders whose names appear on the register of members for H Shares when distributing the cash dividends. Any H Shares not registered under the name of an individual Shareholder, including HKSCC Nominees Limited, other nominees, agents or trustees, or other organizations or groups, shall be deemed as Shares held by non-resident enterprise Shareholders. Therefore, on this basis, enterprise income tax shall be withheld from dividends payable to such Shareholders. If holders of H Shares intend to change its Shareholder status, please enquire about the relevant procedures with your agents or trustees. The Company will strictly comply with the law or the requirements of the relevant government authority and withhold and pay enterprise income tax on behalf of the relevant Shareholders based on the register of members for H Shares as of the Record Date.",
"If the individual holders of H Shares are Hong Kong or Macau residents or residents of the countries which had an agreed tax rate on 10% for the cash dividends to them with the PRC under the relevant tax agreement, the Company should withhold and pay individual income tax on behalf of the relevant Shareholders at a rate of 10%. Should the individual holders of H Shares be residents of the countries which had an agreed tax rate of less than 10% with the PRC under the relevant tax agreement, the Company shall withhold and pay individual income tax on behalf of the relevant Shareholders at a rate of 10%. In that case, if the relevant individual holders of H Shares wish to reclaim the extra amount withheld due to the application of 10% tax rate, the Company can apply for the relevant agreed preferential tax treatment provided that the relevant Shareholders submit the evidence required by the notice of the tax agreement to Computershare Hong Kong Investor Services Limited. The Company will assist with the tax refund after the approval of the competent tax authority. Should the individual holders of H Shares be residents of the countries which had an agreed tax rate of over 10% but less than 20% with the PRC under the tax agreement, the Company shall withhold and pay the individual income tax at the agreed actual rate in accordance with the relevant tax agreement. In the case that the individual holders of H Shares are residents of the countries which had an agreed tax rate of 20% with the PRC, or which has not entered into any tax agreement with the PRC, or otherwise, the Company shall withhold and pay the individual income tax at a rate of 20%.",
"# TAX RELIEF AND EXEMPTION",
"The Company is not aware of any tax relief or exemption available to the Shareholders of the Company by reason of their holding of the Company’s securities.",
"# SHARE CAPITAL",
"Details of the movements in the share capital of the Company during the year are set out in note 38 to the consolidated financial statements."
] |
[
"# RESERVES",
"Details of movements in the reserves of the Group and the Company during the year are set out in the consolidated statement of changes in equity and note 40 and note 50 to the consolidated financial statements, respectively.",
"# DISTRIBUTABLE RESERVES",
"As at December 31, 2020, the Company ’s distributable reserves, calculated in accordance with PRC rules and regulations, were RMB1,630.9 million.",
"# DIRECTORS AND SUPERVISORS",
"The Directors and Supervisors during the year and as of the date of this annual report are as follows:",
"# Executive Directors",
"Dr. LOU Boliang (樓柏良) (Chairman)",
"Mr. LOU Xiaoqiang (樓小強)",
"Ms. ZHENG Bei (鄭北)",
"# Non-executive Directors",
"Mr. CHEN Pingjin (陳平進)",
"Mr. HU Baifeng (胡柏風)",
"Mr. LI Jiaqing (李家慶)",
"Mr. ZHOU Hongbin (周宏斌)",
"# Independent Non-executive Directors",
"Mr. DAI Lixin (戴立信)",
"Ms. LI Lihua (李麗華) (ceased on July 23, 2020)",
"Ms. CHEN Guoqin (陳國琴)",
"Ms. SHEN Rong (沈蓉) (ceased on July 23, 2020)",
"Mr. TSANG Kwan Hung Benson (曾坤鴻)",
"Mr. Yu Jian (余堅) (appointed on July 23, 2020)",
"# Supervisors",
"Dr. YANG Kexin (楊珂新) (Chairperson)",
"Mr. LIU Jun (劉駿) (ceased on December 11, 2020)",
"Ms. Feng Shu (馮書) (appointed on December 11, 2020)",
"Ms. ZHANG Lan (張嵐)",
"Biographical details of the Directors, the Supervisors and the senior management of the Group as of the date of this annual report are set out on pages 40 to 48 in the section headed “Profiles of Directors, Supervisors and Senior Management” of this annual report.",
"# DIRECTORS’ AND SUPERVISORS’ INTERESTS IN TRANSACTION, ARRANGEMENT OR CONTRACTS OF SIGNIFICANCE",
"The Group has not entered into any transaction agreement or contract of significant in which the Group’s Directors and Supervisors have direct or indirect material interests during the Reporting Period.",
"# CONTROLLING SHAREHOLDERS’ INTERESTS IN CONTRACTS OF SIGNIFICANCE",
"None of the Controlling Shareholders has or had a material interest, either directly or indirectly, in any contract of significance, whether for the provision of services or otherwise, to the business of the Group to which the Company or any of its subsidiaries was a party during the Reporting Period.",
"# DIRECTORS’ INTERESTS IN COMPETING BUSINESS",
"During the Reporting Period, none of the Directors or their respective associates (as defined under the Listing Rules) had engaged in or had any interest in any business which competes or may compete, either directly or indirectly, with the business of the Group.",
"# EMOLUMENTS OF THE DIRECTORS AND THE FIVE HIGHEST PAID INDIVIDUALS",
"The remuneration committee determines or makes recommendation to the Board (as case may be) on the remuneration and other benefits payable to the Directors and Supervisors by the Group. The committee regularly oversees the remuneration of all Directors and Supervisors to ensure that their remuneration and compensation are at an appropriate level. The Group maintains competitive remuneration packages with reference to the industry standard and according to the business development of the Group, and determines remuneration of the Directors and Supervisors based on their qualifications, experience and contributions, to attract and retain its Directors and Supervisors as well as to control costs."
] |
[] |
11772985_340.pdf
|
11772985_341.pdf
|
en
|
[
"# 49. SHARE OPTION SCHEME (Continued)",
"# (b) Share Option Scheme (Continued)",
"The fair values of share options granted were calculated using the Black-Scholes option pricing model for the years ended 31 December 2016 and 2015. The inputs into the model were as follows:",
"49. 購股權計劃（續）",
"(b) 購股權計劃（續）",
"於截至二零一六年及二零一五年十二月三十一日止年度內，已授出購股權之公平值乃使用伯力克－舒爾茲期權定價模式計算。輸入該模式之數據如下：",
"<table><tr><td></td><td>11 December \n2014 \n二零一四年\n十二月十一日</td><td>8 June 2015\n二零一五年\n六月八日</td><td>11 December \n2015\n二零一五年\n十二月十一日</td><td>5 July\n2016\n二零一六年\n七月五日</td><td>8 November\n2016\n二零一六年\n十一月八日</td><td>12 December \n2016\n二零一六年\n十二月十二日</td></tr><tr><td>Exercise price 行使價</td><td>HK$1.814港元</td><td>HK$2.13港元</td><td>HK$3.37港元</td><td>HK$3.49港元</td><td>HK$0.98港元</td><td>HK$0.786港元</td></tr><tr><td>Adjusted exercise price 經調整行使價</td><td>HK$0.3628港元</td><td>HK$0.426港元</td><td>HK$0.674港元</td><td>HK$0.698港元</td><td>N/A不適用</td><td>N/A不適用</td></tr><tr><td>Expected volatility 預期波幅</td><td>41.71%-42.35%</td><td>44.45%-49.47%</td><td>48.48%-50.96%</td><td>30.23%-50.51%</td><td>38.61%-52.79%</td><td>44.32%-53.52%</td></tr><tr><td>Expected life 預期年期</td><td>2-5 years年</td><td>2-5 years年</td><td>2-4 years年</td><td>2.5-10 years年</td><td>10 years年</td><td>10 years年</td></tr><tr><td>Expected dividend yield 預期股息收益</td><td>0.676%</td><td>0.219%</td><td>0.287%</td><td>0.264%</td><td>0.164%</td><td>0.215%</td></tr><tr><td>Risk-free rate 無風險利率</td><td>0.43%-1.237%</td><td>0.48%-1.31%</td><td>0.404%-0.895%</td><td>0.42%-0.93%</td><td>1.12%</td><td>1.57%</td></tr></table>",
"Expected volatility of the options granted under the Pre-IPO Share Option Scheme and Share Option Scheme was determined by using the historical volatility of the share price of comparable companies and the Company respectively. The expected life used in the model has been adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions and behavioral considerations.",
"The Group recognised the total expenses of approximately RMB109,986,000 for the year ended 31 December 2016 (2015: RMB43,999,000) in relation to share options granted by the Company.",
"In the opinion of directors, regarding the share option granted to Company’s consultants, the fair value of the service rendered by consultants cannot reliably measured because the nature of services rendered by them includes but not limit to build up investors relationships, enhance corporate strategy and branding etc., which may not have a quantifiable and measurable effect for assessment. Thus, the fair value of the service rendered is by reference to the fair value of share option granted to them and recognised in profit or loss for the years ended 31 December 2016 and 2015 accordingly.",
"根據首次公開發售前購股權計劃及購股權計劃授出之購股權之預期波幅乃分別採用可資比較公司及本公司之股價之過往波幅而釐定。該模式所採用之預期年期已根據管理層之最佳估計就不可轉讓性、行使限制及行為因素作出調整。",
"本集團於截至二零一六年十二月三十一日止年度就本公司授出之購股權確認開支總額約人民幣109,986,000元（二零一五年：人民幣43,999,000元）。",
"董事認為，就本公司顧問獲授之購股權而言，顧問提供服務之公平值無法可靠計量，原因為其提供服務之性質包括但不限於建立投資者關係，提升企業策略及品牌等，其可能並無可量化及可計量之效果以供評估。因此，所提供服務之公平值乃參考彼等獲授購股權之公平值釐定，並相應於截至二零一六年及二零一五年十二月三十一日止年度之損益表確認。"
] |
[
"# 50. INFORMATION ABOUT THE STATEMENT OF FINANCIAL POSITION OF THE COMPANY",
"Statement of financial position of the Company at the end of the reporting period is as follows:",
"50. 有關本公司之財務狀況表之資料",
"於報告期末本公司之財務狀況表如下：",
"<table><tr><td></td><td></td><td colspan=\"2\">As at 31 December\n於十二月三十一日</td></tr><tr><td></td><td></td><td>2016 \n二零一六年</td><td>2015\n二零一五年</td></tr><tr><td></td><td>Notes \n附註</td><td>RMB’000 \n人民幣千元</td><td>RMB’000\n人民幣千元</td></tr><tr><td rowspan=\"2\">Non-current asset 非流動資產\nInvestments in subsidiaries 於附屬公司之投資</td><td rowspan=\"2\">a</td><td rowspan=\"2\">–</td><td rowspan=\"2\">–</td></tr><tr><td>Current assets 流動資產</td><td></td><td></td><td></td></tr><tr><td>Prepayments and other receivables 預付賬款及\n其他應收款項</td><td></td><td>1,246</td><td>521</td></tr><tr><td>Amounts due from subsidiaries 應收附屬公司款項</td><td>c</td><td>5,716,177</td><td>2,384,963</td></tr><tr><td>Amounts due from joint ventures 應收合營企業款項</td><td>c</td><td>9,981</td><td>8,629</td></tr><tr><td>Held-for trading securities 持作買賣證券</td><td></td><td>20,902</td><td>–</td></tr><tr><td>Bank balances and cash 銀行結餘及現金</td><td></td><td>171,721</td><td>83,396</td></tr><tr><td></td><td></td><td>5,920,027</td><td>2,477,509</td></tr><tr><td>Current liabilities 流動負債</td><td></td><td></td><td></td></tr><tr><td>Accruals 應計費用</td><td></td><td>8,266</td><td>6,313</td></tr><tr><td>Amounts due to subsidiaries 應付附屬公司款項</td><td>c</td><td>230,654</td><td>105,306</td></tr><tr><td>Amount due to a related company 應付一間</td><td></td><td></td><td></td></tr><tr><td>關連公司款項</td><td>d</td><td>–</td><td>395</td></tr><tr><td>Corporate bonds 公司債券</td><td></td><td>–</td><td>173,719</td></tr><tr><td></td><td></td><td>238,920</td><td>285,733</td></tr><tr><td>Net current assets 流動資產淨值</td><td></td><td>5,681,107</td><td>2,191,776</td></tr><tr><td>Total assets less current liabilities 總資產減流動負債</td><td></td><td>5,681,107</td><td>2,191,776</td></tr><tr><td>Non-current liabilities 非流動負債</td><td></td><td></td><td></td></tr><tr><td>Borrowings 借貸</td><td></td><td>542,576</td><td>–</td></tr><tr><td>Corporate bonds 公司債券</td><td></td><td>65,265</td><td>60,044</td></tr><tr><td>Convertible bonds 可換股債券</td><td></td><td>1,393,172</td><td>234,098</td></tr><tr><td></td><td></td><td>2,001,013</td><td>294,142</td></tr><tr><td>Net assets 資產淨值</td><td></td><td>3,680,094</td><td>1,897,634</td></tr><tr><td>Capital and reserves 資本及儲備</td><td></td><td></td><td></td></tr><tr><td>Share Capital 股本</td><td></td><td>358,259</td><td>321,642</td></tr><tr><td>Reserves 儲備</td><td>b</td><td>3,321,835</td><td>1,575,992</td></tr><tr><td>Total equity 權益總額</td><td></td><td>3,680,094</td><td>1,897,634</td></tr></table>"
] |
[] |
20746715_135.pdf
|
20746715_136.pdf
|
en
|
[
"<table><tr><td rowspan=\"6\">Property Valuers</td><td> Beijing Colliers International Real Estate Valuation\nCo., Ltd.</td></tr><tr><td>Suite 501, Tower W3\nOriental Plaza\nNo.1 East Chan’gan Avenue\nDongcheng District\nBeijing, China, 100738</td></tr><tr><td>Cushman & Wakefield K.K.</td></tr><tr><td>Sanno Park Tower 13F 2-11-1N agatacho\n2-11-1N agatacho\nChiyoda-ku, Tokyo, 100-6113\nJapan</td></tr><tr><td>CBRE Limited</td></tr><tr><td>3/F, 4/F & 12/F 1204-06 (Reception)\nThree Exchange Square\n8 Connauhgt Place\nCentral, Hong Kong</td></tr><tr><td rowspan=\"2\">Industry Consultant</td><td> Jones Lang LaSalle Limited</td></tr><tr><td>7/F, One Taikoo Place\n979 Kin’gs Road, QuarrBy ay\nHong Kong</td></tr><tr><td rowspan=\"2\">Receiving Bank</td><td> Standard Chartered Bank (Hong Kong) Limited</td></tr><tr><td>15th Floor, Standard Chartered Tower\n388 Kwun Tong Road\nKwun Tong, Kowloon\nHong Kong</td></tr><tr><td rowspan=\"2\">Compliance Advisor</td><td> Octal Caidptal Limite</td></tr><tr><td>Room 801-805N an Fung Tower\n173 Des Voeux Road, Central\nHong Kong</td></tr></table>"
] |
[
"<table><tr><td rowspan=\"2\">Reigstered office</td><td>c/o Walkers Corporate Limited</td></tr><tr><td>Cayman Corporate Centre\n27 Hosiptal Road, George Town\nGrand Cayman, KY1-9008\nCayman Islands</td></tr><tr><td>Headquarters and principal\nplace of business in Hong Kong</td><td>2406-07 Man Yee Building\n68 Des Voeux Road, Central\nHong Kong</td></tr><tr><td rowspan=\"2\">Com’paniys webste</td><td>www.esr.com</td></tr><tr><td>(The contents on this website do not formp art of this\nProspectus)</td></tr><tr><td rowspan=\"2\">Company Secretary</td><td>Mr. Richard Kin-sing Lee (李建成) (HonKg ongs olicitor)</td></tr><tr><td>2406-07, Man Yee Building\n68 Des Voeux Road Central\nHong Kong</td></tr><tr><td rowspan=\"4\">Authorized Representatives</td><td>Mr. Jinchu Shen (沈晉初)</td></tr><tr><td>Room B, 62/F., Block 1\nHarbourfront Landmark\nNo. 11 Wan Hoi Street, Hung Hom\nHong Kong</td></tr><tr><td>Mr. Richard Kin-sing Lee (李建成)</td></tr><tr><td>2406-07, Man Yee Building\n68 Des Voeux Road Central\nHong Kong</td></tr><tr><td rowspan=\"3\">Audit Committee</td><td>Mr. Simon James McDonald (Chairman)</td></tr><tr><td>Mr. JosehGp Radymon agnon</td></tr><tr><td>Mr. Brett Harold Krause</td></tr><tr><td rowspan=\"3\">Nomination Committee</td><td>The Rihgt Honorable Sir HuGgo eorge William Swire,\nKCMG, MP (Chairman)</td></tr><tr><td>Mr. Brett Harold Krause</td></tr><tr><td>Ms. Liu Jingsheng (劉京生)</td></tr><tr><td rowspan=\"3\">Remuneration Committee</td><td>Mr. Brett Harold Krause (Chairman)</td></tr><tr><td>Mr. Jeffrey David Perlman</td></tr><tr><td>Mr. Simon James McDonald</td></tr><tr><td rowspan=\"2\">Principal share reigstrar and\ntransfer office</td><td>Walkers Corporate Limited</td></tr><tr><td>27 Hosidptal Roa, GeorTge own\nGrand Cayman, KY1-9008\nCayman Islands</td></tr></table>"
] |
[] |
9261370_5.pdf
|
9261370_6.pdf
|
en
|
[
"# Long position in the shares and underlying shares of the Company",
"<table><tr><td>Name of Director</td><td>Number of issued \nordinary shares/\nunderliyng shares \nof the Company\nPersonal interests</td><td>Total</td><td>Percentage \nof the issue\nshares caiptal \nof the Company</td></tr><tr><td>Ms. Tsui Tsz Fa Mabel</td><td></td><td></td><td></td></tr><tr><td>– Unlisted share options</td><td>8,000,000</td><td>8,000,000</td><td>1%</td></tr><tr><td>Ms. Liu Taniyng</td><td></td><td></td><td></td></tr><tr><td>– Unlisted share options</td><td>8,000,000</td><td>8,000,000</td><td>1%</td></tr></table>",
"Save as disclosed above, none of the Directors nor chief executive of the Company has registered an interest or short positions in the Shares, underlying shares or debentures of the Company or any of its associated corporations (within the meaning of Part XV of the SFO) (i) which were required to be notified to the Company and the Stock Exchange pursuant to Divisions 7 and 8 of Part XV of the SFO (including interests and short positions which were taken or deemed to have under such provisions of the SFO); or (ii) which were required, pursuant to Section 352 of the SFO, to be entered in the register referred to therein; or (iii) which were required to be notified to the Company and the Stock Exchange pursuant to Rules 5.46 to 5.67 of the GEM Listing Rules.",
"# INTERESTS AND SHORT POSITIONS OF SUBSTANTIAL SHAREHOLDERS AND OTHER PERSONS IN THE SHARES AND UNDERLYING SHARES OF THE COMPANY",
"As at 31 January 2020, the Company had not been notified by any persons who had interests or short positions in the shares or underlying shares of the Company which were recorded in the register required to be kept by the Company pursuant to Section 336 of the SFO or which would fall to be disclosed under the provisions of Divisions 2 and 3 of Part XV of the SFO.",
"# COMPETING INTEREST",
"Our Directors and their respective close associates confirm that each of them does not have any interest in a business apart from our Group’s business which competes or is likely to compete, directly or indirectly, with our Group’s business, and is required to be disclosed pursuant to Rule 11.04 of the GEM Listing Rules during the nine months ended 31 January 2020.",
"# PURCHASE, SALE OR REDEMPTION OF THE COMPANY’S LISTED SECURITIES",
"During the nine months ended 31 January 2020 and up to the date of this announcement, neither the Company nor any of its subsidiaries had purchased, sold or redeemed any of the Company’s listed securities."
] |
[
"# CODE OF CONDUCT REGARDING SECURITIES TRANSACTIONS BY DIRECTORS",
"The Group has adopted a code of conduct regarding securities transactions by the Directors (the “Code of Conduct”) on terms no less exacting than the required standards of dealings set out in Rules 5.48 to 5.67 of the GEM Listing Rules. Having made specific enquiries with the Directors, all Directors have confirmed that they have complied with the required standards set out in the Code of Conduct during the nine months ended 31 January 2020 and up to the date of this announcement.",
"# DIVIDENDS",
"The Board does not recommend a payment of an interim dividend for the nine months ended 31 January 2020 (2019: nil).",
"# EVENTS AFTER REPORTING PERIOD",
"Save as disclosed, up to the date of this announcement, there was no significant event after the Reporting Period of the Group.",
"# SHARE OPTION SCHEME",
"The Company has conditionally adopted a share option scheme on 26 September 2016 (the “Scheme”). The terms of the Scheme are in accordance with the provisions of Chapter 23 of the GEM Listing Rules.",
"Details of the options outstanding for the nine months ended 31 January 2020 are as follows:",
"<table><tr><td rowspan=\"2\">Grantees</td><td rowspan=\"2\">Date of grant</td><td colspan=\"5\">No. of shares comprised in options</td><td rowspan=\"2\">Exercise \nprice \nper share</td></tr><tr><td>As at \n1 May 2019</td><td>Granted \nduring \nthe period</td><td>Exercised \nduring \nthe period</td><td>Lapsed \nduring \nthe period</td><td>As at \n31 January\n 2020</td></tr><tr><td>Executive director</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Ms. Tsui Tsz Fa Mabel</td><td>30 May 2019</td><td>–</td><td>8,000,000</td><td>–</td><td>–</td><td>8,000,000</td><td>HK$0.066</td></tr><tr><td>Ms. Liu Taniyng</td><td>30 May 2019</td><td>–</td><td>8,000,000</td><td>–</td><td>–</td><td>8,000,000</td><td>HK$0.066</td></tr><tr><td>Other Grantees</td><td>30 May 2019</td><td>–</td><td>16,000,000</td><td>–</td><td>–</td><td>16,000,000</td><td>HK$0.066</td></tr><tr><td></td><td>Total</td><td>–</td><td>32,000,000</td><td>–</td><td>–</td><td>32,000,000</td><td></td></tr></table>"
] |
[] |
9324296_420.pdf
|
9324296_421.pdf
|
en
|
[
"The forecast combined profit attributable to equity holders of the Company for the year ending 31 December 2010 is set out in the section headed ‘‘Financial Information’’ in this prospectus.",
"# A. BASES",
"The Directors have prepared the forecast of combined profit attributable to equity holders of the Company for the year ending 31 December 2010 on the basis of the audited combined results of the Group for the six months ended 30 June 2010, the unaudited combined results of the Group for the three months ended 30 September 2010 and a forecast of the combined results of the Group for the remaining three months ending 31 December 2010. The forecast has been prepared on a basis consistent in all material respects with the accounting policies currently adopted by the Group as summarised in Appendix I to the prospectus.",
"# B. PRINCIPAL ASSUMPTIONS",
"The forecast has been prepared based on the following principal assumptions:",
"• there will be no material change in existing political, legal, fiscal, market or economic conditions in the PRC or any other country or territory in which the Group currently operates or which are otherwise material to the Group’s business;",
"• there will be no changes in legislation, regulations or rules in the PRC or any other country or territory in which the Group operates or with which the Group has arrangements or agreements, which materially adversely affect its business;",
"• there will be no material change in the bases or rates of taxation in the PRC or any other country or territory in which the Group operates;",
"• there will be no material changes in inflation rates, interest rates or foreign currency exchange rates from those currently prevailing;",
"• our operations will not be materially affected or interrupted by any force majeure events or unforeseeable factors or any unforeseeable reasons that are beyond the control of the Directors, including but not limited to the occurrence of natural disasters, epidemics or serious accidents; and",
"• the Group’s operations, results, and financial position will not be adversely affected by the risk factors described under the ‘‘Risk Factors’’ section of the Prospectus."
] |
[
"# C. LETTER FROM THE REPORTING ACCOUNTANTS",
"The following is the text of the letter received by the directors from our reporting accountants, KPMG, Certified Public Accountants, Hong Kong, prepared for the purpose of incorporation in this prospectus in connection with the profit forecast for the year ending 31 December 2010.",
"8th Floor",
"Prince’s Building",
"10 Chater Road",
"Central",
"Hong Kong",
"29 November 2010",
"The Directors",
"China ZhengTong Auto Services Holdings Limited",
"J.P. Morgan Securities (Asia Pacific) Limited",
"CCB International Capital Limited",
"Dear Sirs,",
"We have reviewed, in accordance with the Auditing Guideline 3.341 “Accountants’ report on profit forecasts” issued by the Hong Kong Institute of Certified Public Accountants, the accounting policies adopted and calculations made in arriving at the forecast of the combined profit attributable to equity holders of China ZhengTong Auto Services Holdings Limited (“the Company”) for the year ending 31 December 2010 (“the Profit Forecast”), for which the directors of the Company are solely responsible, as set forth in the section headed “Financial Information” in the prospectus of the Company dated 29 November 2010 (“the Prospectus”).",
"The Profit Forecast has been prepared by the directors of the Company based on the audited combined financial statements of the Company and its subsidiaries (collectively referred to as “the Group”) for the six months ended 30 June 2010, the unaudited combined management accounts of the Group for the three months ended 30 September 2010 and a forecast of the combined results of the Group for the remaining three months ending 31 December 2010.",
"In our opinion, so far as the accounting policies and calculations are concerned, the Profit Forecast has been properly compiled in accordance with the assumptions made by the directors as set out in Appendix III of the Prospectus and is presented on a basis consistent in all material respects with the accounting policies normally adopted by the Group as set out in our Accountants’ Report dated 29 November 2010, the text of which is set out in Appendix I to the Prospectus.",
"Yours faithfully,",
"KPMG",
"Certified Public Accountants",
"Hong Kong"
] |
[] |
7489348_155.pdf
|
7489348_156.pdf
|
en
|
[
"# 30 Impact of the COVID-19 pandemic",
"The Covid-19 pandemic since early 2020 has brought about additional uncertainties in the Group’s operating environment and has impacted the Group’s operation and financial position.",
"The Group has been closely monitoring the impact of the developments on the Group’s business and has put in place contingency measures. These contingency measures include: reassessing changes to the customers’ preferences on the types of drama series to be broadcasted, assessing the readiness of the production units and revisiting the progress of self-produced drama series, negotiating with customers on possible delay in delivery timetables, increase monitoring of the business environment of the Group’s customers, and improving the Group’s cash management by expediting debtor settlements and negotiating with suppliers on payment extensions.",
"The Covid-19 pandemic did have a significant impact on the Group’s operation and capital position, but did not change the fundamentals of the Group’s ability to continue as a going concern. The Group now has strengthened the recovery of receivables, increased the issuance of drama series and films, and adjusted the drama and films reserves. The Group will keep the contingency measures under review as the situation evolves.",
"# 31 Non-adjusting events after the reporting period",
"On 5 January 2021, the Company and Jinbi Market (Hong Kong) Limited (the “Subscriber”) entered into a subscription agreement (the “Subscription Agreement”), pursuant to which the Company has conditionally agreed to allot and issue, and the Subscriber has conditionally agreed to subscribe, for an aggregate of 101,137,134 new shares at the Subscription price of HKD0.156 per subscription share, which in aggregate amount to a total of approximately HKD15,777,000. All the conditions have been fulfilled and the completion took place on 19 January 2021 in accordance with the terms and conditions of the Subscription Agreement. The net proceeds of the Subscription are approximately HKD15,730,000. Further to completion of the Subscription, the adjusted conversion price of the outstanding convertible bonds was further adjusted to HKD0.156 per conversion share.",
"On 26 February 2021, convertible bonds with entire principal amount of HKD20,000,000 held by BeiTai were converted into 128,205,128 shares at the adjusted conversion price of HKD0.156 per conversion share.",
"On 26 February 2021, the Company announced to redeem the convertible bonds in the aggregate principal amount of HKD50,000,000 held by the Original Bondholder, leaving the convertible bonds in the aggregate principal amount of HKD50,000,000 remain outstanding after the partial redemption. On 24 March 2021, the Company further announced that the Company received a notice from Original Bondholder confirming potential extension and potential transfer of the outstanding convertible bonds, with terms subject to the entering into of a legally binding agreement between the relevant parties.",
"# 32 Comparative Figures",
"Certain comparative figures have been adjusted to conform with the current year’s presentation."
] |
[
"# 33 Possible impact of amendments, new standards and interpretations issued but not yet effective for the year ended 31 December 2020",
"Up to the date of issue of these financial statements, the IASB has issued a number of amendments, and a new standard, IFRS 17, Insurance contracts, which are not yet effective for the year ended 31 December 2020 and which have not been adopted in these financial statements. These developments include the following which may be relevant to the Group.",
"<table><tr><td></td><td>Effective for \naccounting \nperiods beginning \non or after</td></tr><tr><td>Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4, and IFRS 16, \nInterest Rate Benchmark Reform-Phase 2</td><td>1 January 2021</td></tr><tr><td>Amendments to IFRS 3, Reference to the Conceptual Framework</td><td>1 January 2022</td></tr><tr><td>Amendments to IAS 16, Property, Plant and Equipment: Proceeds before Intended Use</td><td>1 January 2022</td></tr><tr><td>Amendments to IAS 37, Onerous Contracts – Cost of Fulfilling a Contract</td><td>1 January 2022</td></tr><tr><td>Annual Improvements to IFRSs 2018-2020 Cycle</td><td>1 January 2022</td></tr><tr><td>Amendments to IAS 1, Classification of Liabilities as Current or Non-current</td><td>1 January 2023</td></tr><tr><td>IFRS 17, Insurance contracts</td><td>1 January 2023</td></tr><tr><td>Amendments to IFRS 10 and IAS 28, Sale or contribution of assets between \nan investor and its associate or joint venture</td><td>To be determined</td></tr></table>",
"The Group is in the process of making an assessment of what the impact of these developments is expected to be in the period of initial application. So far it has concluded that the adoption of them is unlikely to have a significant impact on the consolidated financial statements."
] |
[] |
11780998_121.pdf
|
11780998_122.pdf
|
en
|
[
"# V. SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES (Continued)",
"# 33. Employee benefits",
"Employee compensation includes short-term compensation, and after-service benefits, termination benefits and other long-term employee benefits provided in various forms of consideration other than share-based payment given by the Group in exchange for service rendered by employees or compensations for the termination of employment relationship. The benefits that the Group provides to the spouse, children and dependents of the employees, the late employees’ family and other beneficiaries also shall be deemed as employee benefits.",
"# (1). Accounting methods for short-term remuneration",
"# √ Applicable □ Not applicable",
"During an accounting period when employees render services, short-term remuneration actually incurred are recognised as a liability, and charged to profit or loss or in related costs of assets for the current period.",
"# (2). Accounting methods for post-employment benefits",
"# √ Applicable □ Not applicable",
"# Post-employment benefits (defined contribution plan)",
"If employees of the Group participate in the basic pension insurance and unemployment insurance plans managed by local governments, the relevant expenditures are recorded in the relevant asset costs or profit or loss for the current period when incurred. In addition, the Group provides an annuity plan for its eligible employees in accordance with the Labour Law. The Group’ s withdrawals and deposits for its employees are calculated based on a certain percentage of the total salary of the employees and the length of service.",
"# Post-employment benefits (defined benefit plans)",
"In addition to the above-mentioned benefit plans, the Group provides supplementary retirement benefits to its retired employees. These plans include monthly pension benefits, medical reimbursement benefits, annual medical insurance premiums and funeral benefits for employees after their retirement. The amount of the subsidies is determined based on the period during which the employee serves the Group and the relevant subsidy benefit policy.",
"These benefit plans beyond the scope of overall planning are considered to be based on a defined benefit plan. The defined benefit plan is calculated annually by an independent actuary using the projected unit credit method. The present value of the defined benefit obligations determined at the market yield of the government bonds during the defined benefit obligation period, and discounted over estimated future cash outflow. If there is an asset in the defined benefit plan, the present value of the defined benefit obligation minus the fair value of the asset of the defined benefit plan will be recognised as the net liability or net asset of the defined benefit plan. The change in the net liability or net asset of the defined benefit plan is divided into three parts: service cost, net interest on the net liability or net asset of the defined benefit plan, and changes due to re-measurement of net liability or net asset of the defined benefit plan included in other comprehensive income."
] |
[
"# V. SIGNIFICANT ACCOUNTING POLICIES AND ACCOUNTING ESTIMATES (Continued)",
"# 33. Employee benefits (Continued)",
"# (2). Accounting methods for post-employment benefits (Continued)",
"# Post-employment benefits (defined benefit plans) (Continued)",
"Any remeasurement caused by the defined benefit plans, including actuarial gains or losses, changes in the impact of the asset cap (net of the amounts included in the net interest on the net liability of the defined benefit plan) and return on the asset in the plan (net of the amounts included in the net interest on the net liability of the defined benefit plan) are recognised in the balance sheet immediately and recorded in shareholders’ equity through other comprehensive income in the accounting period the re-measurement occurred, and shall not be reversed to profit or loss in the subsequent accounting periods.",
"The previous service costs should be recognised as current expenses at the earlier of the following dates: when the Group modifies the defined benefit plans; and when the Group recognises relevant restructuring costs or termination benefits.",
"Net interest equals to the net liability or net asset in defined benefit plan multiply by the discount rate. The Group recognised changes in the net defined benefit plan obligation as management expenses in the statement of profit. Those changes include service costs, including current service costs, previous service costs and gains and losses on settlement, and net interest, including the interest income of the asset in the plan, interest expenses of the obligation under the plan and interest of the impact of the asset cap."
] |
[] |
20754268_75.pdf
|
20754268_76.pdf
|
en
|
[
"# Aluminum Extrusion Consumption in the PRC Transportation Industry",
"Transportation is one of the fastest growing market segments for aluminum extrusion products in China.",
"Driven by the rapid development of the transportation industry and the continuous technological advances in means of transportation, aluminum extrusion products are expected to enjoy increasingly wide applications in railway and metropolitan railway, automotive, shipbuilding, aviation and other transportation sectors.",
"Aluminum extrusion consumption in the PRC transportation industry, 2001-2010E(1)",
"Source: Sunlight Metal",
"(1) The estimated figures for 2008 to 2010 do not takei nto consideration thel arge fiscal stimulus packages announced by the PRC government.",
"However, aluminum extrusion consumption in the transportation industry in 2007 was still relatively low at approximately 8.6% of total China’s aluminum extrusion consumption compared to those of North America, Europe and Japan at approximately 27%, 18% and 15%, respectively.",
"In 2007, the transportation industry consumed approximately 510,000 tons, representing a CAGR of approximately 26.4% as compared to approximately 125,000 tons in 2001. It is estimated that demand for aluminum extrusion products in the PRC transportation industry will increase to approximately 747,000 tons in 2010, representing a CAGR of approximately 13.6% compared to approximately 510,000 tons in 2007.",
"# Railways and Metropolitan Railways",
"According to the MOR, China’s total railway network operating length was approximately 78,000 kilometers as of the end of 2007, making it the longest in Asia and the third longest in the world. However, this network is still not sufficient to meet the demands placed on it given the size of the population, the scale and growth of the economy of the PRC and the popularity of railway transportation as a medium of transport."
] |
[
"To address the lagging investment in the railway industry in recent years, the PRC government announced the Eleventh Five-year Plan in 2006, which included an aggressive investment and expansion plan for railways in the PRC. The plan calls for a total investment of approximately RMB1.25 trillion to develop the PRC railway network and to purchase railway-related equipment in the period between 2006 and 2010, which is almost four times the corresponding amount budgeted under the Tenth Five-year Plan. According to a spokesman of the MOR, by October 2008, the total amount of investment in the PRC railway network approved by the State Council of the PRC has reached RMB2.0 trillion, of which over RMB1.2 trillion is related to investment in projects under construction. The MOR estimates that the total amount of investment in the PRC railway network will reach RMB5.0 trillion by 2020.",
"The following charts set forth certain historical data relating to the PRC railway industry and certain estimates based on the Eleventh Five-year Plan and the Mid- to Long-term Railway Network Development Plan.",
"Operating Length of Railways in PRC",
"Operating Length of Electrified Railways in PRC",
"Operating Length of Double Tracked Railways in PRC",
"Source: China Statistics Bureau, MOR"
] |
[] |
20748846_115.pdf
|
20748846_116.pdf
|
en
|
[
"# Notes to the Consolidated Financial Statements",
"# 2 Summary of Significant Accounting Policies (Continued)",
"# 2.3 Subsidiaries (Continued)",
"# 2.3.1 Consolidation (Continued)",
"# Business combination (Continued)",
"Acquisition-related costs are expensed as incurred.",
"If the business combination is achieved in stages, the acquisition date carrying value of the acquirer’s previously held equity interest in the acquiree is re-measured to fair value at the acquisition date; any gains or losses arising from such re-measurement are recognized in profit or loss.",
"Any contingent consideration to be transferred by the Group is recognized at fair value at the acquisition date. Subsequent changes to the fair value of the contingent consideration that is deemed to be an asset or liability is recognized in accordance with HKFRS 9 in profit or loss. Contingent consideration that is classified as equity is not remeasured, and its subsequent settlement is accounted for within equity.",
"The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the identifiable net assets acquired is recorded as goodwill. If the total of consideration transferred, non-controlling interest recognized and previously held interest measured is less than the fair value of the net assets of the subsidiary acquired in the case of a bargain purchase, the difference is recognized directly in the statement of profit or loss.",
"Intra-group transactions, balances and unrealized gains on transactions between group companies are eliminated. Unrealized losses are also eliminated. When necessary, amounts reported by subsidiaries have been adjusted to confirm with the Group’s accounting policies.",
"# 2.3.2 Separate financial statements",
"Investments in subsidiaries are accounted for at cost less impairment. Cost includes direct attributable costs of investment. The results of subsidiaries are accounted for by the Company on the basis of dividend received and receivable.",
"Impairment testing of the investments in subsidiaries is required upon receiving dividends from these investments if the dividends exceed the total comprehensive income of the subsidiaries in the period the dividends are declared or if the carrying amount of the investments in the separate financial statements exceeds the carrying amount in the consolidated financial statements of the investee’s net assets including goodwill."
] |
[
"# 2 Summary of Significant Accounting Policies (Continued)",
"# 2.4 Associates",
"An associate is an entity over which the Group has significant influence but not control, generally accompanying a shareholding of between 20% and 50% of the voting rights. Investments in associates are accounted for using equity method of accounting. Under the equity method, the investment is initially recognized at cost, and the carrying amount is increased or decreased to recognize the investor’s share of the profit or loss of the investee after the date of acquisition. The Group’s investments in associates include goodwill identified on acquisition. Upon the acquisition of the ownership interest in an associate, any difference between the cost of the associate and the Group’s share of the net fair value of the associate’s identifiable assets and liabilities is accounted for as goodwill.",
"If the ownership interest in an associate is reduced but significant influence is retained, only a proportionate share of the amounts previously recognized in other comprehensive income is reclassified to profit or loss where appropriate.",
"The Group’s share of post-acquisition profit or loss is recognized in the statement of profit or loss, and its share of post-acquisition movements in other comprehensive income is recognized in other comprehensive income with a corresponding adjustment to the carrying amount of the investment. When the Group’s share of losses in an associate equals or exceeds its interest in the associate, including any other unsecured receivables, the Group does not recognize further losses, unless it has incurred legal or constructive obligations or made payments on behalf of the associate.",
"The Group determines at each reporting date whether there is any objective evidence that the investment in the associate is impaired. If this is the case, the Group calculates the amount of impairment as the difference between the recoverable amount of the associate and its carrying value and recognizes the amount adjacent to ‘share of profit of investments accounted for using equity method’ in the statement of profit or loss.",
"Profits and losses resulting from upstream and downstream transactions between the Group and its associate are recognized in the Group’s financial statements only to the extent of unrelated investor’s interests in the associates. Unrealized losses are eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of associates have been changed where necessary to ensure consistency with the policies adopted by the Group.",
"Gain or losses on dilution of equity interest in associates are recognized in the statement of profit or loss."
] |
[] |
9270872_98.pdf
|
9270872_99.pdf
|
en
|
[
"<table><tr><td>权益的金额</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><td></td><td></td><td></td></tr><tr><td>4．其他</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><td></td><td></td><td></td></tr><tr><td>（三）利润分配</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td>3,566,045.00</td><td></td><td>-3,566,045.00</td><td></td><td></td><td></td><td></td></tr><tr><td>1．提取盈余公积</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td>3,566,045.00</td><td></td><td>-3,566,045.00</td><td></td><td></td><td></td><td></td></tr><tr><td>2．提取一般风险准备</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><td></td><td></td><td></td></tr><tr><td>3．对所有者（或股东）\n的分配</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><td></td><td></td><td></td></tr><tr><td>4．其他</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><td></td><td></td><td></td></tr><tr><td>（四）所有者权益内部结\n转</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><td></td><td></td><td></td></tr><tr><td>1．资本公积转增资本（或\n股本）</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><td></td><td></td><td></td></tr><tr><td>2．盈余公积转增资本（或\n股本）</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><td></td><td></td><td></td></tr><tr><td>3．盈余公积弥补亏损</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><td></td><td></td><td></td></tr><tr><td>4．设定受益计划变动额\n结转留存收益</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><td></td><td></td><td></td></tr><tr><td>5．其他综合收益结转留\n存收益</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><td></td><td></td><td></td></tr><tr><td>6．其他</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><td></td><td></td><td></td></tr><tr><td>（五）专项储备</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td>-45,508.32</td><td></td><td></td><td></td><td></td><td>-45,508.32</td><td></td><td>-45,508.32</td></tr><tr><td>1．本期提取</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td>1,975,770.96</td><td></td><td></td><td></td><td></td><td>1,975,770.96</td><td></td><td>1,975,770.96</td></tr><tr><td>2．本期使用</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td>-2,021,279.28</td><td></td><td></td><td></td><td></td><td>-2,021,279.28</td><td></td><td>-2,021,279.28</td></tr><tr><td>（六）其他</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><td></td><td></td><td></td></tr><tr><td>四、本期期末余额</td><td>51,000,000.00</td><td></td><td></td><td></td><td>154,637,328.55</td><td></td><td>124,776.64</td><td>1,437,982.63</td><td>25,500,000.00</td><td></td><td>211,162,982.98</td><td></td><td>443,863,070.80</td><td></td><td>443,863,070.80</td></tr></table>"
] |
[
"上期金额",
"单位：元",
"<table><tr><td rowspan=\"4\">项目</td><td colspan=\"15\">2020 年年度</td></tr><tr><td colspan=\"13\">归属于母公司所有者权益</td><td rowspan=\"3\">少数\n股东\n权益</td><td rowspan=\"3\">所有者权益合\n计</td></tr><tr><td rowspan=\"2\">股本</td><td colspan=\"3\">其他权益\n工具</td><td rowspan=\"2\">资本公积</td><td rowspan=\"2\">减：\n库存\n股</td><td rowspan=\"2\">其他综合\n收益</td><td rowspan=\"2\">专项储备</td><td rowspan=\"2\">盈余公积</td><td rowspan=\"2\">一般\n风险\n准备</td><td rowspan=\"2\">未分配利润</td><td rowspan=\"2\">其他</td><td rowspan=\"2\">小计</td></tr><tr><td>优\n先\n股</td><td>永\n续\n债</td><td>其\n他</td></tr><tr><td>一、上年期末余额</td><td>51,000,000.00</td><td></td><td></td><td></td><td>154,637,328.55</td><td></td><td>-51,444.13</td><td>1,248,355.84</td><td>15,999,504.74</td><td></td><td>123,562,297.04</td><td></td><td>346,396,042.04</td><td></td><td>346,396,042.04</td></tr><tr><td>加：会计政策变更</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><td></td><td></td><td></td></tr><tr><td>前期差错更正</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><td></td><td></td><td></td></tr><tr><td>同一控制下企业合并</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><td></td><td></td><td></td></tr><tr><td>其他</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><td></td><td></td><td></td></tr><tr><td>二、本年期初余额</td><td>51,000,000.00</td><td></td><td></td><td></td><td>154,637,328.55</td><td></td><td>-51,444.13</td><td>1,248,355.84</td><td>15,999,504.74</td><td></td><td>123,562,297.04</td><td></td><td>346,396,042.04</td><td></td><td>346,396,042.04</td></tr><tr><td>三、本期增减变动金额（减\n少以“－”号填列）</td><td></td><td></td><td></td><td></td><td></td><td></td><td>174,631.7\n2</td><td>235,135.11</td><td>5,934,450.26</td><td></td><td>28,711,686.97</td><td></td><td>35,055,904.06</td><td></td><td>35,055,904.06</td></tr><tr><td>（一）综合收益总额</td><td></td><td></td><td></td><td></td><td></td><td></td><td>174,631.7\n2</td><td></td><td></td><td></td><td>59,646,137.23</td><td></td><td>59,820,768.95</td><td></td><td>59,820,768.95</td></tr><tr><td>（二）所有者投入和减少资\n本</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><td></td><td></td><td></td></tr><tr><td>1．所有者投入的普通股</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><td></td><td></td><td></td></tr><tr><td>2．其他权益工具持有者投\n入资本</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><td></td><td></td><td></td></tr><tr><td>3．股份支付计入所有者权</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><td></td><td></td><td></td></tr></table>"
] |
[] |
20739279_7.pdf
|
20739279_8.pdf
|
en
|
[
"Figure 3: “Life-changing” and “social-impact” Elements of Value have a particularly strong effect on a brand’s performance",
"Notes: Repurchase rate measures the percentage of households that buy two or more times per year; revenue growth rate figures based on weighted averages, penetration and repurchase rate growth figures based on straight averages; revenue data represents IRI MULO tracked in-store sales only; excludes brands for which data is missing or zero for 2015 and/or 2018",
"Sources: Bain CP Elements of Value Survey, June 2019 (US only, n=13,124); IRI",
"# Putting the Elements of Value to work in consumer products",
"Companies can use this deeper understanding of value and consumer needs as the basis for defi ning their innovation agenda along multiple dimensions:",
"• Brand acceleration. Understanding how a brand performs on various Elements of Value and how well relative to its competitors can inform where and how a brand should invest to accelerate its growth.",
"• Category reinvention. In many categories, growth will come from identifying and delivering new sources of value for consumers. By reformulating products or introducing new business models, brands can expand their value propositions and redefi ne what consumers can expect from a category.",
"• Continuous improvement. The strongest brands are constantly looking for ways to offer better and greater value to consumers. They measure the value they deliver to consumers today and track performance to adjust their strategy accordingly."
] |
[
"• Portfolio choices. Consumer goods companies can arm themselves to make better-informed port-folio choices in investments, resource allocation, M&A and divestitures by clearly understanding the opportunities for new sources of value and determining if their existing portfolio can meet those needs.",
"• Innovation and experimentation. Clarifying the value their brands offer today—and the opportu-nities that exist to offer greater or different value—provides companies with useful input for new product development.",
"• Value chain expansion. Finally, as consumer products companies seek to deliver new and greater sources of value, their insights into consumer value can help them acquire or change their busi-ness models to enter new parts of the value chain.",
"Consider how Dove accelerated brand growth and continuously improved its value proposition by tapping into new, higher elements of value. The brand originated as a mild, moisturizing cleansing bar aimed at women, but in the mid-1990s, began expanding into adjacent categories such as body wash, deodorant and skin care—leveraging its strength in such functional elements as “quality” and “sensory appeal” to grow from a single product to an entire personal care brand. As competition in-creased in the early 2000s, Dove shifted away from communicating purely functional benefi ts, and toward higher-order messages of real beauty, personal empowerment and sustainability. This enabled Dove to remain distinctive and relevant as it expanded into new geographies and broader consumer segments such as male grooming and baby care. As a result, Dove has grown nearly twice as fast as the overall global beauty and personal care market over the last 10 years and has become Unilever’s top-selling global brand.",
"Procter & Gamble has added seemingly countless innovations to Tide since it fi rst appeared on store shelves in 1946, each tapping into new sources of value for consumers. Tide Pods provide specifi c functional benefi ts through three-in-one laundry capsules. They reduce effort, save time and prevent inconveniences associated with washing and treating laundry. Tide Purclean, made with 75% plant-derived ingredients, taps into higher-order elements linked to social impact. The Tide Eco-Box’s ship-to-consumer packaging uses 60% less plastic and 30% less water, reducing hassles while helping the environment.",
"The strongest brands are constantly looking for ways to offer better and greater value to consumers. They measure the value they deliver to con-sumers today and track performance to adjust their strategy accordingly."
] |
[] |
2613503_61.pdf
|
2613503_62.pdf
|
en
|
[
"<table><tr><td rowspan=\"3\"></td><td>2018</td><td>2017</td></tr><tr><td>HK$’000</td><td>HK$’000</td></tr><tr><td></td><td>(Restated)</td></tr><tr><td>INVESTING ACTIVITIES</td><td></td><td></td></tr><tr><td>Purchases of property, plant and equipment</td><td>(8,274)</td><td>(36,561)</td></tr><tr><td>Proceeds from disposal of property, plant and equipment</td><td>3,461</td><td>2,040</td></tr><tr><td>Placement of pledged bank deposits</td><td>(127,622)</td><td>(319,075)</td></tr><tr><td>Withdrawal of pledged bank deposits</td><td>174,310</td><td>327,771</td></tr><tr><td>Advance to associates</td><td>(5,000)</td><td>–</td></tr><tr><td>Interest received</td><td>261</td><td>169</td></tr><tr><td>Acquisition of investment in an associate</td><td>–</td><td>(3,000)</td></tr><tr><td>NET CASH GENERATED FROM (USED IN) INVESTING \nACTIVITIES</td><td>37,136</td><td>(28,656)</td></tr><tr><td>FINANCING ACTIVITIES</td><td></td><td></td></tr><tr><td>New bank loans raised</td><td>194,544</td><td>364,300</td></tr><tr><td>Repayment of bank borrowings</td><td>(247,311)</td><td>(362,839)</td></tr><tr><td>Advances from a director</td><td>–</td><td>95,000</td></tr><tr><td>Repayment to a director</td><td>(50,000)</td><td>–</td></tr><tr><td>Repayment to an ex-director (included in other payable)</td><td>(20,000)</td><td>–</td></tr><tr><td>Repayment of finance lease payables</td><td>–</td><td>(115)</td></tr><tr><td>Interest paid</td><td>(2,707)</td><td>(2,630)</td></tr><tr><td>Distribution paid to non-controlling interests</td><td>(3,930)</td><td>(1,400)</td></tr><tr><td>Expenses on issue of shares</td><td>(725)</td><td>–</td></tr><tr><td>Proceeds from issue of shares</td><td>182,000</td><td>–</td></tr><tr><td>NET CASH FROM FINANCING ACTIVITIES</td><td>51,871</td><td>92,316</td></tr><tr><td>NET (DECREASE) INCREASE IN CASH AND CASH \nEQUIVALENTS</td><td>(23,913)</td><td>87,218</td></tr><tr><td>CASH AND CASH EQUIVALENTS AT BEGINNING \nOF THE YEAR</td><td>194,368</td><td>107,150</td></tr><tr><td>CASH AND CASH EQUIVALENTS AT END OF THE YEAR,</td><td></td><td></td></tr><tr><td>represented by bank balances and cash</td><td>170,455</td><td>194,368</td></tr></table>"
] |
[
"# 1. GENERAL INFORMATION",
"Kwan On Holdings Limited (the “Company”) was incorporated in the Cayman Islands on 6 December 2012 as an exempted company with limited liability under the Companies Law (2004 revision) Chapter 22 of the Cayman Islands and its shares are listed on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”).",
"The registered office of the Company is located at the offices of Cricket Square, Hutchins Drive, P.O. Box 2681, Grand Cayman KY1-1111, the Cayman Islands. The principal place of business is Unit 2801, 118 Connaught Road West, Hong Kong.",
"The consolidated financial statements are presented in Hong Kong dollars (“HK\\$”), which is also the functional currency of the Company, and all values are rounded to the nearest thousands, except when otherwise indicated.",
"The Company is an investment holding company and its subsidiaries (together referred to as the “Group”) are principally engaged in the provision of construction and maintenance works on civil engineering contracts in respect of buildings, waterworks, site formation, road works and drainage and slope upgrading in Hong Kong.",
"# 2. APPLICATION OF NEW AND REVISED HONG KONG FINANCIAL REPORTING STANDARDS (“HKFRSs”)",
"In the current year, the Group has adopted the following new and revised HKFRSs, which include HKFRSs, Hong Kong Accounting Standards (“HKAS(s)”), amendments and Interpretations (“Int(s)”) issued by the HKICPA.",
"<table><tr><td>Amendments to HKFRSs</td><td>Annual Improvements to HKFRS 2014–2016 Cycle: \nAmendments to HKFRS 12</td></tr><tr><td>Amendments to HKAS 7</td><td>Disclosure Initiative</td></tr><tr><td>Amendments to HKAS 12</td><td>Recognition of Deferred Tax Assets for Unrealised \nLosses</td></tr></table>",
"Except as described below, the application of the new and revised HKFRSs in the current year has had no material impact on the Group’s financial performance and positions for the current and prior years and/or on the disclosures set out in these consolidated financial statements."
] |
[] |
20786816_42.pdf
|
20786816_43.pdf
|
en
|
[
"# ITEM 1B. UNRESOLVED STAFF COMMENTS",
"None.",
"# ITEM 2. PROPERTIES",
"We own or lease numerous properties throughout the world. We consider our manufacturing plants, equipment assembly, maintenance and overhaul facilities, grinding plants, drilling fluids and chemical processing centers, and primary research and technology centers to be our principal properties. The following sets forth the location of our principal owned or leased facilities for our business segments as of December 31, 2018:",
"<table><tr><td>Oilfield Services:</td><td>Houston, Pasadena, and The Woodlands, Texas; Broken Arrow and Claremore,\nOklahoma - all located in the United States; Leduc, Canada; Celle, Germany;\nTananger, Norway; Aberdeen, Scotland; Liverpool, England; Macae, Brazil;\nSingapore, Singapore; Kakinada, India; Nimr, Oman; Abu Dhabi and Dubai,\nUnited Arab Emirates; Dhahran, Saudi Arabia; Luanda, Angola; Port Harcourt,\nNigeria</td></tr><tr><td>Oilfield Equipment:</td><td>Houston and Humble, Texas - located in the United States; Montrose, Scotland;\nNailsea, England; Niteroi, Brazil; Suzhou, China; Dammam, Saudi Arabia</td></tr><tr><td>Turbomachinery & Process\nSolutions:</td><td>Deer Park, Texas and Jacksonville, Florida - located in the United States;\nFlorence and Massa, Italy; Le Creusot, France; Coimbatore, India</td></tr><tr><td>Digital Solutions:</td><td>Billerica, Massachusetts and Minden, Nevada - located in the United States;\nGroby, England; Shannon, Ireland; Hurth, Germany</td></tr></table>",
"We own or lease numerous other facilities such as service centers, blend plants, workshops and sales and administrative offices throughout the geographic regions in which we operate. We also have a significant investment in service vehicles, tools and manufacturing and other equipment. All of our owned properties are unencumbered. We believe that our facilities are well maintained and suitable for their intended purposes.",
"# ITEM 3. LEGAL PROCEEDINGS",
"The information with respect to Item 3. Legal Proceedings is contained in \"Note 19. Commitment and Contingencies\" of the Notes to Consolidated Financial Statements in Item 8 herein.",
"# ITEM 4. MINE SAFETY DISCLOSURES",
"Our barite mining operations, in support of our drilling fluids products and services business, are subject to regulation by the federal Mine Safety and Health Administration under the Federal Mine Safety and Health Act of 1977. Information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K is included in Exhibit 95 to this annual report."
] |
[
"# PART II",
"# ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES",
"Our Class A common stock, \\$0.0001 par value per share, is traded on the New York Stock Exchange under the ticker symbol 'BHGE'. As of February 8, 2019, there were approximately 6,901 stockholders of record. All of our issued and outstanding Class B common stock, \\$0.0001 par value per share, is owned by GE and its affiliates.",
"The following table contains information about our purchases of Class A common stock equity securities during the fourth quarter of 2018.",
"# Issuer Purchases of Equity Securities",
"<table><tr><td>Period</td><td>Total Number\nof Shares\n(1)Purchased </td><td>Average\nPrice Paid\n(2)Per Share </td><td>Total Number of\nShares Purchased as\nPart of a Publicly\nAnnounced Plan or \n(3)Programs </td><td>Maximum Dollar Value\nof Shares that May Yet Be\nPurchased Under the Plan \n(3)or Programs </td></tr><tr><td>October 1-31, 2018</td><td>15,371</td><td> $ 31.49</td><td>—</td><td>$ 563,438,373</td></tr><tr><td>November 1-30, 2018</td><td>—</td><td>—</td><td>—</td><td>$ 18,690,655</td></tr><tr><td>December 1-31, 2018</td><td>—</td><td>—</td><td>—</td><td>$ 18,690,655</td></tr><tr><td>Total</td><td>15,371</td><td> $ 31.49</td><td>—</td><td></td></tr></table>",
"(1) Represents Class A common stock purchased from employees to satisfy the tax withholding obligations in connection with the vesting of restricted stock units.",
"(2) Average price paid for Class A common stock purchased from employees to satisfy the tax withholding obligations in connection with the vesting of restricted stock units.",
"(3) In November 2017, our board of directors authorized BHGE LLC to repurchase up to \\$3 billion of its common units from the Company and GE. The proceeds of any repurchase received by BHGE are to be used to repurchase Class A common stock of the Company on the open market. Any repurchase of Class B common stock of the Company, which is paired with repurchased common units owned by GE and its affiliates, would be repurchased by the Company at par value. We did not repurchase any shares of Class A common stock in the fourth quarter of 2018. However, on November 16, 2018, we repurchased and canceled 65 million shares of Class B common stock from GE and its affiliates that is paired with common units of BHGE LLC for \\$1,461 million. As of December 31, 2018, the stock repurchase program has been substantially completed."
] |
[] |
7626592_142.pdf
|
7626592_143.pdf
|
en
|
[
"In another legal proceeding involving this subsidiary, Fuxin Enclosed Busbar, held 74.4% of the equity in New Northeast Electric (Shenyang) High-voltage Insulated Switchgears Co., Ltd. (formerly known as Shenyang Suntime High Voltage Electric Co., Ltd.) (the “Underlying Equity”) prior to 22 September 2008. Due to the enforcement of the final judgment ((2008) Min Er Zhong Zi No. 23) made by the Supreme People’s Court on 5 September 2008 for the case of China Development Bank and under the coordination, Fuxin Enclosed Busbar returned the Underlying Equity to Shenyang High-volt for free of charge, and completed the change of equity registration on 22 September 2008 as required by the local industrial and commercial administration. Therefore, the Underlying Equity held by Fuxin Enclosed Busbar was returned to Shenyang High-volt free of charge. However, according to the enforcement ruling issued by the Supreme People’s Court on 31 August 2017 ((2017) Zui Gao Fa Zhi Fu No. 27), the fact that the return of the Underlying Equity for free of charge under the coordination of the Company cannot be ascertained. Given the failure of Shenyang High-volt to pay the outstanding consideration of USD16,000,000 for equity transfer constituted a breach of contract, the plaintiff, Fuxin Enclosed Busbar, in order to protect its interests, raised litigation against the above two defendants, namely, Shenyang High-volt and the Company (collectively referred to “Defendants”), claiming for the return of the consideration for the transfer of the Underlying Equity.",
"The Higher People’s Court of Hainan Province accepted the case in November 2018 with Civil Ruling (2018) Qiong Min Chu No. 69, and delivered the documents such as pleadings to Shenyang High-volt in January 2019. The case was tried in March 2019 and the written judgment of the first instance was received in May 2019. As the Defendants did not appeal within the announcement period, the judgment of the first instance has come into effect since August 2019 and the Company will not bear joint and several liability.",
"With reference to the announcements on litigation progress of the Company dated 10 September 2020, pursuant to the Civil Ruling (2018) Qiong Min Chu No.69 issued by the Hainan Provincial Higher People’s Court, as of 7 September 2020, the Group is legally entitled to claim Shenyang High-volt’s matured debt totalling RMB178,550,000, including equity transfer payment and interest on debt during the period of delayed performance. In accordance with Article 99 of the Contract Law of the People’s Republic of China and other relevant laws, the Company has notified Shenyang High-volt by post on 7 September 2020 that the aforesaid matured debt due from Shenyang High-volt of RMB178,550,000 would be offset against the Company’s matured debt due to Shenyang High-volt of the same amount arising from the Civil Ruling (2004) Gao Min Chu Zi No.802 issued by the Beijing Municipal Higher People’s Court and the Civil Ruling (2008) Min Er Zhong Zi No.23 issued by the Supreme People’s Court, namely, the offset amount was RMB178,550,000. Upon the Company has published an announcement in an influential newspaper in Liaoning Province on 11 September 2020, the debt offset has become effective on 11 September 2020."
] |
[
"Consequently, the obligation due to Shenyang High-volt was amounted to RMB94,078,000 as at 31 December 2020, and the claim to Shenyang High-volt of RMB178,550,000 (2019: RMBnil) was recognised as other income in profit or loss during the year.",
"(b) Included in other payables as at 31 December 2020 and 2019 was the amount due to a former subsidiary of the Group, New Northeast Electric (Jinzhou) Power Capacitor Company Limited (“NNE (Jinzhou)”) which was arising from the receipt of RMB22,900,000 in 2018 (2019: RMB22,900,000) from NNE (Jinzhou).",
"Included in other payables as at 31 December 2020 and 2019 was the amount due to another former subsidiary of RMB26,696,000. The amount was unsecured, interest-free and no fixed repayment terms.",
"(c) The amounts are unsecured, interest-free and no fixed repayment terms.",
"(d) The amounts are unsecured, interest-bearing at interest rate ranged from 4.35% per annum and repayable in December 2021 (2019: interest-bearing at 4.35% per annum and repayable in December 2020).",
"# 14. LEASE 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>Current portion</td><td>10,954</td><td>9,813</td></tr><tr><td>Non-current portion</td><td>11,583</td><td>17,487</td></tr><tr><td></td><td>22,537</td><td>27,300</td></tr></table>",
"As the end of the reporting period, lease liabilities are carried at weighted average incremental borrowing rate ranging from 6.18% to 6.37% (2019: ranging from 6.18% to 6.37%) per annum and repayable in one to five years (2019: two to six years)."
] |
[] |
2152049_6.pdf
|
2152049_7.pdf
|
en
|
[
"During the period under review, the “Modern Logistics Sensing System Based on RFID and Sensor Network and Key Equipment Industrialization Project”, the special fund for technical results transformation project in Jiangsu Province undertaken by the Group, successfully passed the acceptance. The project established a general data service platform based on the PAAS design with cloud computing technologies. It made breakthroughs in the design technology for EEPROM storage and chips with extra low power consumption and achieved the miniaturization of safe and intelligent locks and the effi cient and safe operation of logistics containers; completed the research and development of cloud test platforms and established a cloud platform and software system for coordinated and automatic testing; established a safety mechanism for RFID electronic labels and chips with the integration of RSA and AES and solved the anti-collision technology for RFID based on code division multiple access, which is used on intelligent locks and reading and writing devices; expanded the depth and width of information sensed by the sensor network and better achieved the real-time monitoring and positioning of changes in the quality of products.",
"During the period under review, the Group tried to explore businesses related to the big data industry based on its advantages in its own core IOT technologies. Jiangsu Intellitrans Co., Ltd (江蘇智運科技發展有限公司), the wholly-owned subsidiary of the Company, won the bidding for the system integration project of the cloud computing big data industry pilot demonstration base in Sichuan Province, with contract sum of approximately RMB185,000,000. The successful bid for the project realises the fi rst cooperation in the cloud computing big data industry between Sample Technology and China Huawei. Both parties will jointly contribute to the construction of intelligent city in Luzhou City.",
"# Promoting external exchange and cooperation and further strengthening brand infl uence",
"During the period under review, the “joint research on the planning design, optimization and application demonstration of city public delivery network”, an international technology cooperation program jointly undertaken by the Group and Massachusetts Institute of Technology (hereafter referred to as the “MIT”), was successfully initiated and will offi cially conduct detailed implementation. The program is based on the existing demands in the express logistics industry in Nanjing. Through the intelligent and optimized logistics delivery simulation platform, it proposes planning and optimization methods on the distributed city logistics delivery network based on the national conditions of China. It also designs the planning of branches at all levels, the equipping of carrying resources, the guidance on driving routes and other strategic advices for logistics operators to achieve the best allocation of overall resources and effi ciency at the municipal level, solve the logistic problems in the last kilometer and provide theoretical and demonstration reference in the effective decision-making in city planning. In the future, the Group will apply the advanced logistic models of the MIT into demonstration projects to achieve the transfer and implementation of advanced technologies of the top university in the world, improve the technical levels in the industrial planning of the logistics industry in China and achieve demonstration application."
] |
[
"During the period under review, the Group introduced new logo and brand claims based on the establishment and integration of its own industrial ecosystem. The logo will better refl ect the business development status and future development direction of the Company, it is also matched with the Company’s new “transformation and innovative” corporate image. The new logo inspired the whole company for the exploration of intelligent innovation and the pursuit of a better life which is in line with the Company’s new brand proposition – the intelligence makes quality life. During the period under review, the words and image of the “SAMPLE” and “raifu” trademarks of the Group were recognized as China Well-known Trademark by the State Administration for Industry & Commerce of the PRC. As the highest honour in the brand and trademark industry in China, China Well-known Trademark is the only trademark and logo of China under the protection of international laws across the world. The recognition as China Well-known Trademark means that the brand recognition of Sample Technology is recognized by clients and consumers in the industry across the country. It is also a symbol of mature and steady products and reputation and a business card of Sample Technology to develop in China and advance to the world.",
"During the period under review, the Group was rewarded 2016 Annual Golden Ant Award – Outstanding Achievement Award for State Gold Card Project, 2016 China Smart City Solution Innovation Award, 2016-2017 Key Software Enterprise under Provincial Planning Layout (With Scale), Intelligent Logistics Demonstration Enterprise of Jiangsu Province, 2016 World Internet of Things Expo New Technology and New Products Prize (Golden Prize), 2016 Science and Technology Prize (Second Prize) of China Institute of Communications, 2016 Jiangsu Province Five-star Honest Enterprise, 2016 Jiangsu Province Science and Technology (Third Prize) and 2016 Nanjing City Science and Technology Prize (Third Prize).",
"# Prospects",
"In the future, the Company will further develop other intelligent city businesses on the basis of city intelligent transportation. The IOT is a basic element and modular unit in the structure of an intelligent city and has become a key infrastructure and an important support to achieve automatic sensing, quick response and scientifi c decision-making for intelligent cities. The “13th Five-year” Plan of China also explicitly proposes to “strengthen the construction of modern information infrastructure, promote the development of big data and IOT and build intelligent cities”. For the application of the IOT, it will increase the use of IOT technologies in urban transportation, urban power consumption balance management, fi re-fi ghting facilities management, underground pipeline network monitoring, dangerous items management, energy-saving, environmental protection and other key industries to achieve automatic sensing and elaborate management. For city management, the installment of sensing facilities will signifi cantly improve the ability in urban operation surveillance. On the one hand, it will help form a unifi ed sensing equipment management platform and the data collection and information sharing at the municipal level. On the other hand, it will meet the inherent demands for quick response in city management and become an intelligence source for scientifi c decision-making. By vigorously promoting the application of IOT technologies in intelligent city industries, it will promote the deep construction and development of intelligent cities in China."
] |
[] |
11711841_5.pdf
|
11711841_6.pdf
|
en
|
[
"# Report Data",
"Unless otherwise indicated, all financial data in this report is in US\\$ and based on the RMB central parity rate against the US\\$ on December 31, 2021 at 6.3757. In addition, unless otherwise indicated, production data in metric tons only refers to packaged meats, pork and poultry meat, and does not include hogs produced.",
"# Report Confirmation and Approval",
"This report was approved by the Board of Directors on May 27, 2022, following confirmation by management.",
"# Data Reliability Assurance",
"The data sources used in this report include publicly available government data sources, relevant statistical reports of WH Group, stakeholder communication materials, administrative documents and reports, third-party evaluations and interviews, etc. The data calculations are marked in the corresponding chapters with the calculation method.",
"The Board of Directors of the Company confirms that the contents of this report contain no false records, misleading statements, or material omissions. The Board assumes responsibility for the truthfulness, accuracy, and completeness of the contents of this report.",
"If you have any questions about the report content, please contact us at:",
"WH Group Limited",
"<table><tr><td>Address:</td><td>Unit 7602B-7604A, International Commerce Centre, 1 Austin Road West, Kowloon, Hong Kong</td></tr><tr><td>Tel:</td><td>+852 2868 2828</td></tr><tr><td>E-mail:</td><td>[email protected]</td></tr></table>"
] |
[
"# ABOUT WH GROUP",
"# Company Overview",
"WH Group is the world’s largest pork company, with leading positions in China, the United States, and key markets in Europe. Our global platform integrates consolidated pork business chain including hog production, hog slaughtering and processing, packaged meats, as well as distribution of packaged meats and fresh pork, with a leading position in the pork industry. WH Group has been listed on the Main Board of the Stock Exchange of Hong Kong Limited since August 5, 2014 under the stock code 0288.HK and was formally included in the Hang Seng Index as a constituent on September 4, 2017. WH Group ranked 474th on the “Fortune Global 500” list in 2021.",
"WH Group owns subsidiary companies of Shuanghui, Asia’s largest meat processing company, and Smithfield, the largest producer of packaged meat products in the U.S.. With our globally renowned brands, WH Group has a rich portfolio of products and a sizable market network. The Company also has built unrivalled advantage thanks to a globally integrated platform that enables resource allocation across regions with efficiency and synergy; at the same time, we pay close attention to the quality, safety, and nutritional health of food, striving to provide high-quality products and services to consumers. In 2021, with support from various sectors and efforts of our employees, the Company recorded steady growth in both revenue and profit.",
"# Business Segments",
"The Company’s principal business covers packaged meats, pork, and hog production, with packaged meats being the core segment. The Company is also engaged in other supporting business activities, including the harvest and sale of poultry, the manufacturing and sale of packaging materials, provision of logistics services, operation of retail chains, production of seasonings and natural sausage casings, and biopharmaceuticals.",
"WH Group pursues global development by allocating assets and integrating resources around the world and has held a leading position in the global pork industry. As of the end of 2021, WH Group has established more than 100 meat production and processing facilities in regions including China, the United States, and Europe. Together with tens of thousands of partners such as suppliers and distributors around the world, the Group is building a “farm-to-fork” service chain that reaches consumers and households directly."
] |
[] |
3441316_49.pdf
|
3441316_50.pdf
|
en
|
[
"# Our financing and hedging strategy",
"We generate income principally from the yields earned on our investment portfolio and, to the extent that leverage is deployed, on the difference between (i) the yields earned on our investments and (ii) the sum of our borrowing costs and hedging costs. We use leverage to increase potential returns to our stockholders and to fund the acquisition of our assets.",
"As of December 31, 2016 our non-GAAP “at-risk” and GAAP debt-to-equity leverage ratios were 2.9 to 1 and 2.9 to 1, respectively. As of December 31, 2015 our non-GAAP “at-risk” and GAAP debt-to-equity leverage ratios were 3.5 to 1 and 3.4 to 1, respectively. To calculate our leverage ratios, we divide our non-GAAP “at-risk” leverage and our GAAP leverage by our GAAP stockholders equity. We define non-GAAP “at-risk” leverage as the sum of: (i) our GAAP repurchase agreements, (ii) advances from the Federal Home Loan Bank of Cincinnati (“FHLBC Advances”), if any, (iii) repurchase agreements held through affiliated entities but exclusive of any financing utilized through AG Arc (iv) the amount payable on purchases that have not yet settled less the financing remaining on sales that have not yet settled, (v) the consolidated tranche issued by the Consolidated VIE, (vi) the Participation Interest and (vii) our net TBA position (at cost). Our calculations of each type of leverage exclude repurchase agreements and net receivables/payables on unsettled trades pertaining to U.S. Treasury securities due to the highly liquid and temporary nature of these investments. For a tabular representation of our leverage, refer to the “Financing activities” section of Item 7.",
"Subject to maintaining our qualification as a REIT for U.S. federal income tax purposes and our Investment Company Act exemption, to the extent leverage is deployed, we may use a number of sources to finance our investments. We currently finance the acquisition of certain assets within our portfolio with repurchase agreements. Prior to March 31, 2016, we also financed our Agency RMBS portfolio with FHLBC Advances. As of December 31, 2016, we, either directly or through our equity method investments in affiliates, had master repurchase agreements, (“MRAs”) or loan agreements with 37 counterparties, under which we had borrowed an aggregate \\$1.9 billion, on a non-GAAP basis from 23 counterparties. As of December 31, 2016, the borrowings under our repurchase agreements had maturities between January 3, 2017 and September 17, 2019.",
"In July 2015, our captive insurance subsidiary, MITT Insurance, was granted membership in the Federal Home Loan Bank of Cincinnati (the “FHLBC”) and commenced obtaining advances from the FHLBC. However, in January 2016, the Federal Housing Finance Agency, the FHFA, issued RIN 2590-AA39, Members of Federal Home Loan Banks (“the Final Rule”), which expressly excludes captive insurance companies, such as MITT Insurance (“Excluded Captives”), from being eligible for membership in the FHLBC. Refer to the “Recent government activity” section in Item 7 for more information. As of December 31, 2016, we had no outstanding advances with the FHLBC.",
"Subject to maintaining our qualification as a REIT and our Investment Company Act exemption, to the extent leverage is deployed, we utilize derivative financial instruments, including interest rate swap agreements, TBAs, interest rate swaptions, credit derivatives and other instruments including Eurodollar futures and U.S. Treasury futures (collectively, “Futures”) and long or short positions in U.S. Treasury securities in an effort to manage and mitigate the interest rate risk associated with the financing of our portfolio. Specifically, we may seek to hedge our exposure to potential interest rate mismatches between the interest we earn on our investments and our borrowing costs caused by fluctuations in short-term interest rates. In utilizing leverage and interest rate hedges, our objectives are to improve risk-adjusted returns and, where possible, to lock in, on a long-term basis, a spread between the yield on our assets and the cost of our financing. As of December 31, 2016, we had entered into \\$644.0 million notional amount of interest rate swaps that have variable maturities between October 30, 2017 and December 7, 2026, \\$24.0 million notional amount of short positions in U.S. Treasury securities that mature on May 15, 2026 and \\$141.5 million notional amount of short positions in U.S. Treasury Futures that have variable maturities between January 27, 2022 and January 27, 2027.",
"# Risk management strategy",
"Our overall portfolio strategy is designed to generate attractive returns through various phases of the economic cycle. We believe that our broad approach within the real estate market, which considers all major categories of real estate assets, allows us to invest in a variety of attractive investment opportunities and helps insulate our portfolio from some of the risks that arise from investing in a single collateral type.",
"The components of our risk management strategy are:",
"• Disciplined adherence to risk-adjusted return. Our Manager deploys capital only when it believes that risk-adjusted returns are attractive. In this analysis, our Manager considers the initial net interest spread of the investment, the cost of hedging and our ability to optimize returns over time through rebalancing activities. Our Manager’s management team has extensive experience implementing this approach."
] |
[
"• Focus on multiple sectors. Our Manager looks for attractive investment opportunities in all major sectors of the U.S. mortgage market. Our management team evaluates investment opportunities in residential mortgage loans and securities and across a wide spectrum of commercial property types. We believe this approach enables our Manager to identify attractive investments when it believes certain portions of the market are attractively priced or when investment opportunities in one or more sectors are scarce. By pursuing a broad investment strategy within the mortgage market, we believe our investment mortgage portfolio is less exposed to dislocations in specific sectors of the market. We believe a diversified investment portfolio outperforms the traditional single strategy portfolios in the REIT market, with returns that are more resistant to changes in the interest rate and consumer credit environment.",
"• Concurrent evaluation of interest rate and credit risk. Our Manager seeks to balance our portfolio with both credit risk-intensive assets and interest rate risk-intensive assets. Both of these primary risk types are evaluated against a common risk-adjusted return framework.",
"• Active hedging and rebalancing of portfolio. Our Manager periodically evaluates our portfolio against pre-established risk tolerances and will take corrective action through asset sales, asset acquisitions, and dynamic hedging activities to bring the portfolio back within these risk tolerances. We believe this approach generates more attractive long-term returns than an approach that either attempts to hedge away a majority of the interest rate or credit risk in the portfolio at the time of acquisition, on the one end of the risk spectrum, or a highly speculative approach that does not attempt to hedge any of the interest rate or credit risk in the portfolio, on the other end of the risk spectrum.",
"• Opportunistic approach to increased risk. Our Manager’s investment strategy is to preserve our ability to extend our risk taking capacity during periods of changing market fundamentals.",
"# Investment policies",
"We comply with investment policies and procedures and investment guidelines (our “Investment Policies”) that are approved by our board of directors and implemented by our Manager. Our Manager reports on our investment portfolio at each regularly scheduled meeting of our board of directors. Our independent directors do not review or approve individual investment, leverage or hedging decisions made by our Manager made in accordance with our Investment Policies.",
"Our Investment Policies include the following guidelines, among others:",
"• no investment shall be made that would cause us to fail to qualify as a REIT for federal income tax purposes;",
"• no investment shall be made that would cause us to be regulated as an investment company under the Investment Company Act;and",
"• our investments will be in our target assets.",
"Our Investment Policies may be changed by our board of directors without the approval of our stockholders.",
"# Our target assets",
"Our target asset classes and the principal investments in which we invest are as follows:",
"<table><tr><td>Asset Class</td><td>Principal Investments</td></tr><tr><td>Agency RMBS</td><td>• RMBS for which Ginnie Mae, Fannie Mae or Freddie Mac\nguarantees payments of principal and interest on the securities\nthey issue.</td></tr><tr><td>Non-Agency RMBS</td><td>• Fixed and floating-rate residential Non-Agency RMBS, including\ninvestment grade and non-investment grade classes. The\nmortgage loan collateral for residential Non-Agency RMBS\nconsists of residential mortgage loans that do not generally\nconform to underwriting guidelines issued by U.S. government\nagencies or U.S. government-sponsored entities.</td></tr><tr><td>Other real estate-related assets and financial assets</td><td> • Fixed and floating-rate CMBS, including investment grade and\nnon-investment grade classes. CMBS are secured by, or evidence\nownership interest in, a sinlge commercial mortgage loan or a\npool of commercial mortgage loans.</td></tr></table>"
] |
[] |
7467906_68.pdf
|
7467906_69.pdf
|
en
|
[
"# 2. APPLICATION OF AMENDMENTS TO HONG KONG FINANCIAL REPORTING STANDARDS (“HKFRSs”) (continued)",
"# Amendments to HKFRSs that are mandatorily effective for the current year (continued)",
"# Application of Amendments to HKAS 1 and HKAS 8 Definition of Material",
"The Group has applied the Amendments to HKAS 1 and HKAS 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 to References to the Conceptual Framework in HKFRS Standards and the amendments to HKFRSs 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.",
"# New and amendments to HKFRSs in issue but not yet effective",
"The Group has not early applied the following new and amendments to HKFRSs that have been issued but are not yet effective:",
"<table><tr><td>HKFRS 17</td><td>Insurance Contracts and the related A1mendments</td></tr><tr><td>Amendment to HKFRS 16</td><td>Covid-19-R4elated Rent Concessions</td></tr><tr><td>Amendments to HKFRS 3</td><td>Reference to the Conceptual Framework2</td></tr><tr><td>Amendments to HKFRS 9, \nHKAS 39, HKFRS 7, HKFRS 4 \nand HKFRS 16</td><td>Interest Rate Benchmark Reform — Phase 25</td></tr><tr><td>Amendments to HKFRS 10 \nand HKAS 28</td><td>Sale or Contribution of Assets between an Investor and its \nA3ssociate or Joint Venture</td></tr><tr><td>Amendments to HKAS 1</td><td>Classification of Liabilities as Current or Non-current and \nrelated amendments to Hong Kong Interpretation 5 \n(2020)1</td></tr><tr><td>Amendments to HKAS 16</td><td>Property, Plant and Equipment — Proceeds before Intended \nU2se</td></tr><tr><td>Amendments to HKAS 37</td><td>Onerous Contracts — Cost of Fulfilling a Contract2</td></tr><tr><td>Amendments to HKFRSs</td><td>Annual Improvements to HKFRSs 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 amendments in HKFRSs mentioned below, the directors of the Company anticipate that the application of all other new and amendments to HKFRSs will have no material impact on the consolidated financial statements in the foreseeable future."
] |
[
"# 2. APPLICATION OF AMENDMENTS TO HONG KONG FINANCIAL REPORTING STANDARDS (“HKFRSs”) (continued)",
"# Amendments to HKAS 1 Classification of Liabilities as Current or Non-current and related amendments to Hong Kong Interpretation 5 (2020)",
"The amendments provide clarification and additional guidance on the assessment of right to defer settlement for at least twelve months from reporting date for classification of liabilities as current or non-current, which:",
"• specify that the classification of liabilities as current or non-current should be based on rights that are in existence at the end of the reporting period. Specifically, the amendments clarify that:",
"(i) the classification should not be affected by management intentions or expectations to settle the liability within 12 months; and",
"(ii) if the right is conditional on the compliance with covenants, the right exists if the conditions are met at the end of the reporting period, even if the lender does not test compliance until a later date; and",
"• clarify that if a liability has terms that could, at the option of the counterparty, result in its settlement by the transfer of the entity’s own equity instruments, these terms do not affect its classification as current or non-current only if the entity recognises the option separately as an equity instrument applying HKAS 32 Financial Instruments: Presentation.",
"In addition, Hong Kong Interpretation 5 was revised as a consequence of the Amendments to HKAS 1 to align the corresponding wordings with no change in conclusion.",
"Based on the Group’s outstanding liabilities as at 31 December 2020, the application of the amendments will not result in reclassification of the Group’s liabilities.",
"# 3. BASIS OF PREPARATION OF CONSOLIDATED FINANCIAL STATEMENTS AND SIGNIFICANT ACCOUNTING POLICIES",
"# 3.1 Basic of preparation of consolidated financial statements",
"The consolidated financial statements have been prepared in accordance with the HKFRSs issued by the HKICPA. For the purpose of preparation of the consolidated financial statements, information is considered material if such information is reasonably expected to influence decisions made by primary users. In addition, the consolidated financial statements include applicable disclosures required by the Rules Governing the Listing of Securities on the Stock Exchange and the Hong Kong Companies Ordinance.",
"The consolidated financial statements have been prepared on the historical cost basis. Historical cost is generally based on the fair value of the consideration given in exchange of goods and services."
] |
[] |
8405609_8.pdf
|
8405609_9.pdf
|
en
|
[
"This summary aims to give you an overview of the information contained in this prospectus. Since this is a summary, it does not contain all the information that may be important to you and is qualified in its entirety by, and should be read in conjunction with, the full text of this prospectus. You should read the whole document including the appendices hereto, which constitute an integral part of this prospectus, before you decide to invest in our Offer Shares. There are risks associated with any investment. Some of the particular risks in investing in our Offer Shares are set out in the section headed “Risk factors” in this prospectus. You should read that section carefully before you decide to invest in our Offer Shares.",
"# OVERVIEW",
"We are an established operator of elderly residential care homes in Hong Kong providing comprehensive residential care home services to our elderly residents through our network of “Shui On瑞安” and “Shui Hing 瑞興” branded elderly residential care homes across four districts in Hong Kong. Our revenue is primarily derived from:",
"(i) rendering of elderly home care services: including the provision of accommodation with dietician-managed meal plans, 24-hour nursing and caretaking assistance and professional services such as regular medical consultation, physiotherapy, occupational therapy, psychological and social care services; and",
"(ii) sales of elderly related goods and provision of healthcare services: elderly related goods include adult nappies, nutritional milk, other medical consumable products and daily supplies;whereas healthcare services include customisable add-on healthcare services such as medical and physiotherapy services that may be provided by external providers on an as-needed basis to suit their needs.",
"During the Track Record Period and up to the Latest Practicable Date, we expanded our network of elderly residential care homes from four to five elderly residential care homes located in Kwun Tong, Shatin, Eastern and Kwai Tsing districts and were strategically situated in the vicinity of public housing estates and residential areas with a high density of potential customers nearby as well as shopping malls and public transport and other public facilities.",
"During the Track Record Period, our Group primarily generated revenue from three types of customers: (i) the Social Welfare Department (the “SWD”) that leased a fixed number of residential care places at elderly residential care homes that participate in the Enhanced Bought Place Scheme (the “EBPS”) under the EBPS Agreements, where the EBPS is a publicly funded welfare programme of the SWD that offers leased residential care places at a subsidised rate to eligible elderly citizens in Hong Kong; (ii) the individual customers that include both EBPS-subsidised and non-subsidised customers;and (iii) non-governmental organisations which leased a few residential care places at our elderly residential care homes. As at the Latest Practicable Date, we had a total of 573 elderly residents, of which 1.4% were between 50 and 59 years old, 4.7% were between 60 and 69 years old, 16.9% were between 70 and 79 years old, 48.0% were between 80 and 89 years old, 26.2% were between 90 and 99 years old and 2.8% were 100 years old or above.",
"As at the Latest Practicable Date, the SWD leased a total of 193 residential care places from our two EBPS participating elderly residential care homes which are classified as class EA1, the highest classification rated by the SWD under the EBPS.",
"The following table sets forth our revenue from (i) rendering of elderly home care services; and (ii) sales of elderly related goods and provision of healthcare services for the periods indicated:"
] |
[
"<table><tr><td rowspan=\"3\"></td><td colspan=\"4\">For the year ended 31 December</td></tr><tr><td colspan=\"2\">2015</td><td colspan=\"2\">2016</td></tr><tr><td>HK$(’000)</td><td>%</td><td> HK$(’000)</td><td>%</td></tr><tr><td>(N)Renderioeng of elderly htome care services .....</td><td>33,582</td><td>84.1</td><td>48,874</td><td>82.9</td></tr><tr><td>Sales of elderly related goods and provision of\n\\( ( N o t e ) \\))healthcare services .................</td><td>6,355</td><td>15.9</td><td>10,101</td><td>17.1</td></tr><tr><td>Total ................................</td><td>39,937</td><td>100.0</td><td>58,975</td><td>100.0</td></tr></table>",
"Note: The revenue generated by Wan Tsui was not included as part of our Group’s revenue generated during the Track Record Period as Wan Tsui was considered as our associate prior to the disposal of our entire interest in Wan Tsui on 28 June 2016. For details of its accounting treatment, please see the paragraphs headed “Financial information — Share of profits and losses/gain on disposal of associates” in this prospectus and note 15 to the Accountants’ Report as set out in Appendix I to this prospectus. The completion of the acquisition of approximately 66.7% interest in Shui On (Kwai Shing E.) and the entire interest in Shui On (Sun Tin Wai) by our Group took place by the end of August 2016 and September 2016, respectively. As such, our revenue generated from the rendering of elderly home care services for the year ended 31 December 2016 took into account our revenue generated from each of Shui On (Kwai Shing E.) and Shui On (Sun Tin Wai) elderly residential care homes during the period between the dates when they became our subsidiaries and 31 December 2016.",
"The table below sets forth details of the average monthly occupancy rate of each of our elderly residential care homes during the Track Record Period:",
"<table><tr><td rowspan=\"3\">Elderly residential care home</td><td colspan=\"2\">Overall average</td><td colspan=\"2\">Average for non-EBPS\nresidential care lpaces\n(individual customers\nand non-governmental\norganisations)</td><td colspan=\"2\">Average for residential\ncare lpaces under\nthe EBPS</td></tr><tr><td colspan=\"2\">For the year ended\n31 December</td><td colspan=\"2\">For the year ended\n31 December</td><td colspan=\"2\">For the year ended\n31 December</td></tr><tr><td>2015</td><td>2016</td><td>2015</td><td>2016</td><td>2015</td><td>2016</td></tr><tr><td></td><td>%</td><td>%</td><td>%</td><td>%</td><td>%</td><td>%</td></tr><tr><td>Shui On (Shun On) .............</td><td>95.8</td><td>94.9</td><td>94.9</td><td>91.5</td><td>98.3</td><td>98.3</td></tr><tr><td>(N3)Shuit Hi oe ng...............</td><td>96.7</td><td>96.7</td><td>96.7</td><td>96.7</td><td> –</td><td> –</td></tr><tr><td>(N3)Shui Otn (Hin Whoe ga)........</td><td>98.6</td><td>98.6</td><td>98.6</td><td>98.6</td><td> –</td><td> –</td></tr><tr><td>(N2dShuit3) O n(S e n unTinWos ai)a. .</td><td> N/A</td><td>98.9</td><td> N/A</td><td>98.9</td><td> N/A</td><td> –</td></tr><tr><td>(NShuioe2 Ot)n (Kwai Shing E.) . . . .</td><td> N/A</td><td>93.2</td><td> N/A</td><td>84.9</td><td> N/A</td><td>98.5</td></tr></table>",
"Notes:",
"1. The monthly occupancy rate is calculated by dividing the number of elderly residents as at the month end of each elderly residential care home by the number of residential care places available at that elderly residential care home. The average monthly occupancy rate is the average of all the monthly occupancy rates over the financial year.",
"2. The relevant periods for calculating the average monthly occupancy rates of Shui On (Kwai Shing E.) and Shui On (Sun Tin Wai) only cover the periods since the dates when they became our subsidiaries and up to 31 December 2016. The completion of the acquisition of approximately 66.7% interest in Shui On (Kwai Shing E.) and the entire interest in Shui On (Sun Tin Wai) by our Group took place by the end of August 2016 and September 2017, respectively.",
"3. The Shui Hing, Shui On (Hing Wah) and Shui On (Sun Tin Wai) elderly residential care homes do not participate in the EBPS. As such, the average monthly occupancy rate for residential care places under the EBPS is not applicable to them.",
"# OUR ELDERLY RESIDENTIAL CARE HOMES",
"Through our principal Hong Kong subsidiaries including Shui On (Shun On), Shui Hing, Shui On (Hing Wah), Shui On (Sun Tin Wai) and Shui On (Kwai Shing E.), we owned and operated four “Shui On瑞安” and one “Shui Hing 瑞興” branded elderly residential care homes across the Kwun Tong, Shatin, Eastern and Kwai Tsing districts in Hong Kong with a total of 589 residential care places as at the Latest Practicable Date.",
"Our elderly residential care homes are strategically situated in the vicinity of public housing estates and residential areas with a high density of potential customers nearby as well as shopping malls and"
] |
[] |
8352502_100.pdf
|
8352502_101.pdf
|
en
|
[
"# CORPORATE REORGANISATION AND GROUP STRUCTURE",
"share capital for cash at par. On 26 May 2008, Honour Event disposed its entire shareholding in Expand Pacific Limited to Mr. Tsang, our executive Director at a consideration of HK\\$1.00.",
"First Credit had advanced an aggregate sum of HK\\$114,350 by way of loan to Expand Pacific Limited. The said loan of HK\\$114,350 was unsecured, interest-free and with no fixed term of repayment but repayable on demand. The said loan was repaid in full on 24 March 2009.",
"On 15 January 2008, First Consortium acquired from Best Year Enterprises Limited (a company wholly-owned by Mr. Sin) one ordinary share of HK\\$1.00 in the capital of Head Return Limited (formerly known as FC Mortgage Referral Limited), being its entire issued share capital, for cash at par. On 14 May 2008, First Consortium disposed its entire shareholding in Head Return Limited to Mr. Sin at a consideration of HK\\$1.00.",
"First Credit had advanced an aggregate sum of HK\\$111,914 by way of loan to Head Return Limited. The said loan of HK\\$111,914 was unsecured, interest-free and with no fixed term of repayment but repayable on demand. The said loan was repaid in full on 24 March 2009.",
"Expand Pacific Limited and Head Return Limited are limited liability companies incorporated in Hong Kong on 29 August 2007 and 18 October 2007 respectively. Our Group did not conduct any business operation in these companies before the aforesaid disposals.",
"# THE REORGANISATION",
"# Incorporation of our Company",
"Our Company was incorporated under the Companies Law in the Cayman Islands as an exempted company with limited liability on 9 March 2009. Our Company has established a place of business in Hong Kong at Units 909–911, 9th Floor, Far East Consortium Building, 121 Des Voeux Road Central, Hong Kong and was registered as a non-Hong Kong company in Hong Kong under Part XI of the Companies Ordinance on 2 April 2009. As at the date of incorporation, the authorised share capital of our Company was HK\\$380,000 divided into 38,000,000 Shares of HK\\$0.01 each and one nil-paid Share was issued and allotted to the initial subscriber, Codan Trust Company (Cayman) Limited. The said one Share was transferred to Best Year Enterprises Limited (a shareholder of First Consortium and a wholly-owned company of Mr. Sin) on the same date."
] |
[
"# CORPORATE REORGANISATION AND GROUP STRUCTURE",
"# Acquisition of First Consortium by our Company",
"On 25 April 2009, pursuant to a sale and purchase agreement entered into between (i) the then shareholders of First Consortium as vendors, namely Best Year Enterprises Limited, Power Profit Far East Limited, Win Action Limited, Choy Sze Chung Jojo, Easy Finance Management Limited, Tam Yuk Ching Jenny, Top Stanton Holdings Limited, Tsang Kai Kin Clinton, Yearman Limited, Capital Top Limited, Gainyear Holdings Limited, Firstcorp Group Limited, Union Nation Investments Limited, Tse Young Lai, Rise Day Investments Limited, Jade Wing Investments Limited, Enhance Pacific Limited and Nation Field Limited and (ii) our Company as purchaser, our Company acquired the entire issued share capital of First Consortium. In consideration of the acquisition, (i) the one nil-paid Share held by Best Year Enterprises Limited was credited as fully paid; and (ii) our Company issued and allotted 19,230,766 Shares to the then shareholders of the First Consortium, details of the allotment are as follows:",
"<table><tr><td>Name of Shareholders</td><td>No. of shares\nheld by the\nshareholders\nin First\nConsortium\nbefore\nacquisition</td><td>No. of Shares\nissued by our\nCompany as\nconsideration\nfor the\nacquisition</td><td>Total No. of\nShares held by\nthe\nShareholders\nafter the\nacquisition</td><td>Approximate\npercentage of\nshareholding\nafter the\nacquisition</td></tr><tr><td>Best Year Enterprises Limited\n(Note 1)</td><td>1,538,469</td><td>1,538,468</td><td>1,538,469</td><td>8.00%</td></tr><tr><td>Tse Young Lai</td><td>2,994,872</td><td>2,994,872</td><td>2,994,872</td><td>15.57%</td></tr><tr><td>Power Profit Far East Limited</td><td>2,346,152</td><td>2,346,152</td><td>2,346,152</td><td>12.20%</td></tr><tr><td>Win Action Limited</td><td>1,923,076</td><td>1,923,076</td><td>1,923,076</td><td>10.00%</td></tr><tr><td>Nation Field Limited</td><td>1,615,385</td><td>1,615,385</td><td>1,615,385</td><td>8.40%</td></tr><tr><td>Tam Yuk Ching Jenny</td><td>1,333,332</td><td>1,333,332</td><td>1,333,332</td><td>6.93%</td></tr><tr><td>Top Stanton Holdings Limited</td><td>1,230,768</td><td>1,230,768</td><td>1,230,768</td><td>6.40%</td></tr><tr><td>Easy Finance Management\nLimited</td><td>846,153</td><td>846,153</td><td>846,153</td><td>4.40%</td></tr><tr><td>Tsang Kai Kin Clinton</td><td>782,051</td><td>782,051</td><td>782,051</td><td>4.07%</td></tr><tr><td>Rise Day Investments Limited\n(Note 2)</td><td>769,231</td><td>769,231</td><td>769,231</td><td>4.00%</td></tr><tr><td>Choy Sze Chung Jojo</td><td>769,230</td><td>769,230</td><td>769,230</td><td>4.00%</td></tr><tr><td>Yearman Limited</td><td>769,230</td><td>769,230</td><td>769,230</td><td>4.00%</td></tr><tr><td>Enhance Pacific Limited\n(Note 1)</td><td>589,743</td><td>589,743</td><td>589,743</td><td>3.07%</td></tr><tr><td>CailTpta oiip Lmted</td><td>512,820</td><td>512,820</td><td>512,820</td><td>2.67%</td></tr><tr><td>Gainyear Holdings Limited</td><td>461,538</td><td>461,538</td><td>461,538</td><td>2.40%</td></tr><tr><td>Union Nation Investments\nLimited</td><td>312,820</td><td>312,820</td><td>312,820</td><td>1.62%</td></tr><tr><td>Firstcorp Group Limited</td><td>307,692</td><td>307,692</td><td>307,692</td><td>1.60%</td></tr><tr><td>Jade Wing Investments\nLimited (Note 2)</td><td>128,205</td><td>128,205</td><td>128,205</td><td>0.67%</td></tr><tr><td>Total:</td><td>19,230,767</td><td>19,230,766</td><td>19,230,767</td><td>100.00%</td></tr></table>"
] |
[] |
9869351_9.pdf
|
9869351_10.pdf
|
en
|
[
"# References",
"[ADL+22] Jean-Baptiste Alayrac, Jeff Donahue, Pauline Luc, Antoine Miech, Iain Barr, Yana Hasson, Karel Lenc, Arthur Mensch, Katie Millican, Malcolm Reynolds, Roman Ring, Eliza Rutherford, Serkan Cabi, Tengda Han, Zhitao Gong, Sina Samangooei, Marianne Monteiro, Jacob Menick, Sebastian Borgeaud, Andrew Brock, Aida Nematzadeh, Sahand Sharifzadeh, Mikolaj Binkowski, Ricardo Barreira, Oriol Vinyals, Andrew Zisserman, and Karen Simonyan. Flamingo: a visual language model for few-shot learning. CoRR, abs/2204.14198, 2022.",
"[AHB+18] Peter Anderson, Xiaodong He, Chris Buehler, Damien Teney, Mark Johnson, Stephen Gould, and Lei Zhang. Bottom-up and top-down attention for image captioning and visual question answering. In 2018 IEEE Conference on Computer Vision and Pattern Recognition, CVPR 2018, Salt Lake City, UT, USA, June 18-22, 2018, pages 6077–6086. Computer Vision Foundation / IEEE Computer Society, 2018.",
"[BDPW22] Hangbo Bao, Li Dong, Songhao Piao, and Furu Wei. BEiT: BERT pre-training of image transformers. In International Conference on Learning Representations, 2022.",
"[BDW+20] Hangbo Bao, Li Dong, Furu Wei, Wenhui Wang, Nan Yang, Xiaodong Liu, Yu Wang, Jianfeng Gao, Songhao Piao, Ming Zhou, and Hsiao-Wuen Hon. UniLMv2: Pseudo-masked language models for unified language model pre-training. In Proceedings of the 37th International Conference on Machine Learning, ICML 2020, 13-18 July 2020, Virtual Event, volume 119 of Proceedings of Machine Learning Research, pages 642–652. PMLR, 2020.",
"[BDW+21] Hangbo Bao, Li Dong, Wenhui Wang, Nan Yang, and Furu Wei. s2s-ft: Fine-tuning pre-trained transformer encoders for sequence-to-sequence learning. CoRR, abs/2110.13640,2021.",
"[BSCD17] Navaneeth Bodla, Bharat Singh, Rama Chellappa, and Larry S. Davis. Soft-nms -improving object detection with one line of code. In IEEE International Conference on Computer Vision, ICCV 2017, Venice, Italy, October 22-29, 2017, pages 5562–5570. IEEE Computer Society, 2017.",
"[BWDW22] Hangbo Bao, Wenhui Wang, Li Dong, and Furu Wei. VL-BEiT: Generative vision-language pretraining. ArXiv, abs/2206.01127, 2022.",
"[CDW+22] Zhe Chen, Yuchen Duan, Wenhai Wang, Junjun He, Tong Lu, Jifeng Dai, and Yu Qiao. Vision transformer adapter for dense predictions. CoRR, abs/2205.08534, 2022.",
"[CLY+20] Yen-Chun Chen, Linjie Li, Licheng Yu, Ahmed El Kholy, Faisal Ahmed, Zhe Gan, Yu Cheng, and Jingjing Liu. UNITER: universal image-text representation learning. In Andrea Vedaldi, Horst Bischof, Thomas Brox, and Jan-Michael Frahm, editors, Computer Vision - ECCV 2020 - 16th European Conference, Glasgow, UK, August 23-28, 2020, Proceedings, Part XXX, volume 12375 of Lecture Notes in Computer Science, pages 104–120. Springer, 2020.",
"[CMS+21] Bowen Cheng, Ishan Misra, Alexander G. Schwing, Alexander Kirillov, and Rohit Girdhar. Masked-attention mask transformer for universal image segmentation. CoRR, abs/2112.01527, 2021.",
"[CSDS21] Soravit Changpinyo, Piyush Sharma, Nan Ding, and Radu Soricut. Conceptual 12m: Pushing web-scale image-text pre-training to recognize long-tail visual concepts. In IEEE Conference on Computer Vision and Pattern Recognition, CVPR 2021, virtual, June 19-25, 2021, pages 3558–3568. Computer Vision Foundation / IEEE, 2021.",
"[CV21] Zhaowei Cai and Nuno Vasconcelos. Cascade R-CNN: high quality object detection and instance segmentation. IEEE Trans. Pattern Anal. Mach. Intell., 43(5):1483–1498,2021."
] |
[
"[DBK+20] Alexey Dosovitskiy, Lucas Beyer, Alexander Kolesnikov, Dirk Weissenborn, Xiaohua Zhai, Thomas Unterthiner, Mostafa Dehghani, Matthias Minderer, Georg Heigold, Syl-vain Gelly, et al. An image is worth 16x16 words: Transformers for image recognition at scale. preprint arXiv:2010.11929, 2020.",
"[DCLT19] Jacob Devlin, Ming-Wei Chang, Kenton Lee, and Kristina Toutanova. BERT: pre-training of deep bidirectional transformers for language understanding. In Jill Burstein, Christy Doran, and Thamar Solorio, editors, Proceedings of the 2019 Conference of the North American Chapter of the Association for Computational Linguistics: Human Language Technologies, NAACL-HLT 2019, Minneapolis, MN, USA, June 2-7, 2019, Volume 1 (Long and Short Papers), pages 4171–4186. Association for Computational Linguistics, 2019.",
"[DCX+21] Xiyang Dai, Yinpeng Chen, Bin Xiao, Dongdong Chen, Mengchen Liu, Lu Yuan, and Lei Zhang. Dynamic head: Unifying object detection heads with attentions. In IEEE Conference on Computer Vision and Pattern Recognition, CVPR 2021, virtual, June 19-25, 2021, pages 7373–7382. Computer Vision Foundation / IEEE, 2021.",
"[DLLT21] Zihang Dai, Hanxiao Liu, Quoc V. Le, and Mingxing Tan. Coatnet: Marrying convo-lution and attention for all data sizes. In Marc’Aurelio Ranzato, Alina Beygelzimer, Yann N. Dauphin, Percy Liang, and Jennifer Wortman Vaughan, editors, Advances in Neural Information Processing Systems 34: Annual Conference on Neural Informa-tion Processing Systems 2021, NeurIPS 2021, December 6-14, 2021, virtual, pages 3965–3977, 2021.",
"[DYW+19] Li Dong, Nan Yang, Wenhui Wang, Furu Wei, Xiaodong Liu, Yu Wang, Jianfeng Gao, Ming Zhou, and Hsiao-Wuen Hon. Unified language model pre-training for natural language understanding and generation. In Advances in Neural Information Processing Systems 32: Annual Conference on Neural Information Processing Systems 2019, NeurIPS 2019, December 8-14, 2019, Vancouver, BC, Canada, pages 13042–13054,2019.",
"[GCL+20] Zhe Gan, Yen-Chun Chen, Linjie Li, Chen Zhu, Yu Cheng, and Jingjing Liu. Large-scale adversarial training for vision-and-language representation learning. In Hugo Larochelle, Marc’Aurelio Ranzato, Raia Hadsell, Maria-Florina Balcan, and Hsuan-Tien Lin, editors, Advances in Neural Information Processing Systems 33: Annual Conference on Neural Information Processing Systems 2020, NeurIPS 2020, December 6-12, 2020, virtual, 2020.",
"[GKS+17] Yash Goyal, Tejas Khot, Douglas Summers-Stay, Dhruv Batra, and Devi Parikh. Making the V in VQA matter: Elevating the role of image understanding in visual question answering. In 2017 IEEE Conference on Computer Vision and Pattern Recognition, CVPR 2017, Honolulu, HI, USA, July 21-26, 2017, pages 6325–6334. IEEE Computer Society, 2017.",
"[HSD+22] Yaru Hao, Haoyu Song, Li Dong, Shaohan Huang, Zewen Chi, Wenhui Wang, Shum-ing Ma, and Furu Wei. Language models are general-purpose interfaces. ArXiv, abs/2206.06336, 2022.",
"[HSL+16] Gao Huang, Yu Sun, Zhuang Liu, Daniel Sedra, and Kilian Q. Weinberger. Deep net-works with stochastic depth. In Bastian Leibe, Jiri Matas, Nicu Sebe, and Max Welling, editors, Computer Vision - ECCV 2016 - 14th European Conference, Amsterdam, The Netherlands, October 11-14, 2016, Proceedings, Part IV, volume 9908 of Lecture Notes in Computer Science, pages 646–661. Springer, 2016.",
"[JSO+21] Jitesh Jain, Anukriti Singh, Nikita Orlov, Zilong Huang, Jiachen Li, Steven Walton, and Humphrey Shi. Semask: Semantically masking transformer backbones for effective semantic segmentation. arXiv, 2021.",
"[JYX+21] Chao Jia, Yinfei Yang, Ye Xia, Yi-Ting Chen, Zarana Parekh, Hieu Pham, Quoc V. Le, Yun-Hsuan Sung, Zhen Li, and Tom Duerig. Scaling up visual and vision-language representation learning with noisy text supervision. In Marina Meila and Tong Zhang,"
] |
[] |
7472601_23.pdf
|
7472601_24.pdf
|
en
|
[
"# MANAGEMENT DISCUSSION AND ANALYSIS (CONTINUED)",
"# FINANCIAL REVIEW",
"# Revenue",
"Revenue in 2020 was approximately HK\\$329.9 million, representing a decline of approximately 18.9% from the previous year (2019: approximately HK\\$406.7 million). The reduction in revenue was mainly driven by the net effects of a number of the Group’s customers have reduced their printing orders as a result of the depressed government spending and the effect as COVID-19 related government restrictions came into force in Australia. On top of COVID-19 impact, one of the Group’s top five customers has decided not to renew its contract with the Group with effective from 2020. Such negative impact was partly offset by increasing trend of publishers to print their books locally for quicker turnaround time.",
"# Gross profit and gross profit margin",
"Our gross profit decreased by approximately HK\\$45.3 million, or approximately 48.2%, from approximately HK\\$93.8 million in 2019 to approximately HK\\$48.5 million in 2020. Gross profit margin dropped by approximately 8.4% in comparison of the prior year. Such drop was mainly due to reduction of revenue as well as the fixed direct and indirect costs are difficult to alter in the short term.",
"# Other income",
"Other income significantly increased from approximately HK\\$13.5 million in 2019 to approximately HK\\$45.9 million in 2020. It was attributable to approximately HK\\$40.9 million government subsidy from the JobKeeper Payment Scheme offered by the Australian Government which is a temporary subsidy for businesses significantly affected by COVID-19.",
"# Selling and distribution costs",
"Selling and distribution costs decreased by approximately HK\\$5.1 million or 17.9% from approximately HK\\$28.6 million in 2019 to approximately HK\\$23.5 million in 2020. The decrease was greatly in line with the reduction in revenue during the year as freight costs dropped and reduction of sales staff headcount due to the implementation of cost control measures.",
"# Administrative expenses",
"Administrative expenses decreased by approximately HK\\$2.5 million from approximately HK\\$31.3 million in 2019 to approximately HK\\$28.8 million in 2020, representing a year-on-year drop of approximately 8.1%. Various administrative expenses were reduced in the light of the implementation of cost control measures and reduction in the number of administrative staff headcount but partially offset by the industrial trend of increasing in insurance premium charges.",
"# Income tax expense",
"Income tax expense decreased from approximately HK\\$13.8 million (effective income tax rate: 30.1%) in 2019 to approximately HK\\$12.6 million (effective income tax rate: 31.0%) in 2020. Such decrease was consistent with the reduction in taxable income during the current year.",
"# Net profit",
"The Group reported a net profit of approximately HK\\$28.1 million in 2020 compared to HK\\$32.1 million in the prior year, which represented a decrease of approximately HK\\$ 4.0 million or 12.7%. The profitability of the Group was impacted by COVID-19 when the government agencies and publishers have reduced their printing orders. The Group’s management has taken proactive measures to mitigate the Group’s operational risk, enhance operational efficiency and reduce costs. The Group received considerable financial support from the Australian government’s JobKeeper Payment Scheme, which has cushioned the impact of COVID-19 on the business."
] |
[
"# MANAGEMENT DISCUSSION AND ANALYSIS (CONTINUED)",
"# FINANCIAL REVIEW (Continued)",
"# Liquidity and financial resources",
"As at 31 December 2020, the Group had net current assets of approximately HK\\$236.8 million (2019: approximately HK\\$209.9 million), among which, cash and bank balances were approximately HK\\$174.8 million (2019: cash and bank balance together with the pledged deposit: HK\\$169.0 million) which were denominated in Australian Dollars (“AUD”), US Dollars (“USD”) and HK\\$.",
"The Group’s current ratio was approximately 4.5 times (2019: approximately 4.2 times), which is calculated by the Group’s current assets over current liabilities. The only interest bearing liabilities were lease liabilities of approximately HK\\$34.2 million (2019: approximately HK\\$28.7 million) which were denominated in AUD. The Group’s gearing ratio as at 31 December 2020 was approximately 11.6% (2019: approximately 10.5%), which is calculated on the basis of the Group’s total interest-bearing debts over total equity. The increase of the Group’s interest-bearing liabilities, hence the gearing ratio, was mainly due to the renewal of various property and equipment leases during the year. Save as the aforesaid, the Group maintained net cash position and healthy current and gearing ratios, reflecting its healthy financial position.",
"The Group adopts centralised financing and treasury policies in order to ensure that Group funding is utilised efficiently. The Group also regularly monitors its liquidity requirements and its relationship with bankers to ensure that it maintains sufficient reserves of cash and adequate committed lines of funding from major financial institutions to meet its liquidity requirements in the short and long term.",
"# Working capital management",
"The Group’s capital employed includes share capital, reserves and lease liabilities. The Group’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. The impact of the level of capital on shareholders’ return is also recognised and the Group acknowledges the need to maintain a balance between the higher returns that might be possible with greater gearing and the advantages and security afforded by a sound capital position. The Group is not subject to any externally imposed capital requirements.",
"The allocation of capital between its specific business segments’ operations and activities is, to a large extent, driven by optimisation of the return achieved on the capital allocated. The process of allocating capital to specific business segment operations and activities is undertaken independently of those responsible for the operation.",
"# Foreign currency management",
"The Group is exposed to foreign currency risk on sales and purchases that are denominated in a currency other than the functional currencies. The currencies in which transactions primarily denominated are AUD, NZD, USD, European Union Euros, Great British Pound and HK\\$. As at 31 December 2020 and 2019, foreign exchange risks on financial assets and liabilities denominated in other currencies were insignificant to the Group.",
"Management evaluates the Group’s foreign currency risk using cash flow forecasts with the objective of keeping its exposure to a minimum. The Group may in certain circumstances use forward exchange contracts to hedge its foreign currency risk. When used, the contracts would normally have maturities of less than one year at reporting date. The Group does not hold or issue financial instruments for trading purposes. However, derivatives that do not qualify for hedge accounting are accounted for as trading instruments."
] |
[] |
2180975_33.pdf
|
2180975_34.pdf
|
en
|
[
"# 21. BUSINESS REVIEW",
"Business review of the Company is set out in “Management Discussion and Analyasis” on page 4 of this annual report.",
"# 22. PERMITTED INDEMNITY PROVISION",
"A permitted indemnity provision for the benefit of the directors of the Company is currently in force and was in force throughout the financial year.",
"The Company has taken out and maintained directors’ liability insurance throughout the year, which provides appropriate cover for the directors of the Group.",
"# 23. EVENT AFTER THE REPORTING PERIOD",
"Details of events occuring after the reporting period are set out in note 43 to the consolidated financial statements.",
"# 24. AUDITOR",
"The consolidated financial statements have been audited by RSM Hong Kong who retire and, being eligible, offer themselves for re-appointment.",
"On behalf of the Board",
"Li Yin Hui",
"Chairman",
"27 March 2017"
] |
[
"TO THE SHAREHOLDERS OF CHINA FIRE SAFETY ENTERPRISE GROUP LIMITED",
"(Incorporated in the Cayman Islands with limited liability)",
"# Opinion",
"We have audited the consolidated financial statements of China Fire Safety Enterprise Group Limited and its subsidiaries (the “Group”) set out on pages 39 to 115, which comprise the consolidated statement of financial position as at 31 December 2016, and the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.",
"In our opinion, the consolidated financial statements give a true and fair view of the consolidated financial position of the Group as at 31 December 2016, and of its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with Hong Kong Financial Reporting Standards (“HKFRSs”) issued by the Hong Kong Institute of Certified Public Accountants (the “HKICPA”) and have been properly prepared in compliance with the disclosure requirements of the Hong Kong Companies Ordinance.",
"# Basis for Opinion",
"We conducted our audit in accordance with Hong Kong Standards on Auditing (“HKSAs”) issued by the HKICPA. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the HKICPA’s Code of Ethics for Professional Accountants (the “Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion."
] |
[] |
9322810_370.pdf
|
9322810_371.pdf
|
en
|
[
"# IX. NOTES TO THE ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)",
"# 49. OPERATING INCOME, COSTS (CONTINUED)",
"# (2) Operating income classified by recognition time point (Continued)",
"# 2019",
"<table><tr><td>Item</td><td>Forwarding and \nrelated business</td><td>Logistics</td><td>E-commerce</td></tr><tr><td>Operating income</td><td>——</td><td>——</td><td>——</td></tr><tr><td>Including: Recognition at a \ncertain point in \ntime</td><td>54,832,554,258.05</td><td>19,839,396,911.93</td><td>2,798,645,856.41</td></tr><tr><td>Recognition \nwithin a certain \ntime period</td><td>–</td><td>–</td><td>–</td></tr><tr><td>Lease income</td><td>–</td><td>–</td><td>184,507,950.59</td></tr><tr><td>Total</td><td>54,832,554,258.05</td><td>19,839,396,911.93</td><td>2,983,153,807.00</td></tr></table>",
"# (3) The income adjusted in the current year for the performance obligations already fulfilled (or partially fulfilled) in the prior year was RMB0.00."
] |
[
"# IX. NOTES TO THE ITEMS IN THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)",
"# 50. TAXES AND SURCHARGES",
"<table><tr><td>Item</td><td>Current year</td><td>Prior year</td></tr><tr><td>Property tax</td><td>81,494,136.22</td><td>89,439,423.17</td></tr><tr><td>Land use tax</td><td>37,239,612.42</td><td>38,845,280.69</td></tr><tr><td>Stamp duties</td><td>19,872,747.80</td><td>27,586,169.98</td></tr><tr><td>Urban maintenance & construction tax</td><td>18,537,678.51</td><td>23,350,421.21</td></tr><tr><td>Education surcharge</td><td>14,534,378.34</td><td>13,456,328.39</td></tr><tr><td>Others</td><td>5,945,722.05</td><td>5,839,842.14</td></tr><tr><td>Total</td><td>177,624,275.34</td><td>198,517,465.58</td></tr></table>",
"# 51. SELLING EXPENSES",
"<table><tr><td>Item</td><td>Current year</td><td>Prior year</td></tr><tr><td>Employee benefits</td><td>630,343,946.91</td><td>641,544,865.73</td></tr><tr><td>Business entertainment expenses</td><td>31,405,608.88</td><td>38,642,115.67</td></tr><tr><td>Depreciation and amortisation charges on other assets</td><td>25,951,678.90</td><td>19,728,872.05</td></tr><tr><td>Travel expenses</td><td>16,716,781.49</td><td>27,383,501.26</td></tr><tr><td>Depreciation of right-of-use assets</td><td>14,320,092.31</td><td>11,338,692.76</td></tr><tr><td>Office expenses</td><td>13,124,014.10</td><td>11,214,201.43</td></tr><tr><td>Technical service fee for communication network</td><td>12,312,010.49</td><td>14,438,986.29</td></tr><tr><td>Intermediary service fee</td><td>11,897,848.68</td><td>23,666,524.86</td></tr><tr><td>Vehicle expenses</td><td>9,343,461.49</td><td>11,906,102.19</td></tr><tr><td>Property and utilities fees</td><td>9,194,002.79</td><td>9,210,111.90</td></tr><tr><td>Rental</td><td>8,565,734.15</td><td>15,226,785.39</td></tr><tr><td>Others</td><td>23,164,417.66</td><td>27,438,433.09</td></tr><tr><td>Total</td><td>806,339,597.85</td><td>851,739,192.62</td></tr></table>"
] |
[] |
3040547_21.pdf
|
3040547_22.pdf
|
en
|
[
"Details of specific categories of options granted under 2002 Share Option Scheme are as follows:",
"<table><tr><td>Option type</td><td>Date of grant</td><td>Exercise period</td><td>Adjusted\nExercise price</td></tr><tr><td></td><td></td><td></td><td>HK$</td></tr><tr><td></td><td></td><td></td><td>(Notes 3, 4)</td></tr><tr><td>2007 Option</td><td>13.11.2007</td><td>01.01.2010–12.11.2017</td><td>1.075</td></tr><tr><td></td><td>13.11.2007</td><td>01.01.2011–12.11.2017</td><td>1.075</td></tr></table>",
"The following table discloses movements in the Company’s share options granted under the 2002 Share Option Scheme during the year:",
"<table><tr><td></td><td>Option type</td><td>Outstanding \nat \n1.1.2017</td><td>Adjustment \nfor the \nRights Issue</td><td>Exercised \nduring \nthe year</td><td>Transferred \nduring \nthe year</td><td>Adjustment \nfor the \nShare \nConsolidation</td><td>Lapsed \nduring \nthe year</td><td>Outstanding \nat \n31.12.2017</td></tr><tr><td></td><td></td><td></td><td>(Note 3)</td><td></td><td></td><td>(Note 4)</td><td></td><td></td></tr><tr><td>Category 1: Directors</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Chen Wei</td><td>2007 Option</td><td>41,910,000</td><td>20,955,000</td><td>–</td><td>(62,865,000)</td><td>–</td><td>–</td><td>–</td></tr><tr><td>Tang Yui Man Francis</td><td>2007 Option</td><td>13,970,000</td><td>6,985,000</td><td>–</td><td>(20,955,000)</td><td>–</td><td>–</td><td>–</td></tr><tr><td>Total for Directors</td><td></td><td>55,880,000</td><td>27,940,000</td><td>–</td><td>(83,820,000)</td><td>–</td><td>–</td><td>–</td></tr><tr><td>Category 2: Other Participants</td><td></td><td></td><td></td><td></td><td></td><td></td><td></td><td></td></tr><tr><td>Other Participants</td><td>2007 Option</td><td>37,719,000</td><td>18,859,500</td><td>–</td><td>83,820,000</td><td>(112,318,800)</td><td>(28,079,700)</td><td>–</td></tr><tr><td>Total for Other Participants</td><td></td><td>37,719,000</td><td>18,859,500</td><td>–</td><td>83,820,000</td><td>(112,318,800)</td><td>(28,079,700)</td><td>–</td></tr><tr><td>All categories</td><td></td><td>93,599,000</td><td>46,799,500</td><td>–</td><td>–</td><td>(112,318,800)</td><td>(28,079,700)</td><td>–</td></tr></table>",
"Notes:",
"1. The vesting period of the share options is from the date of grant until the commencement date of the exercise period.",
"2. Mr. Chen Wei and Mr. Tang Yui Man Francis resigned as the executive director of the Company during the year and the options were transferred to under the category of other participants.",
"3. On 14 March 2017, the exercise price of and the number of shares entitled to be subscribed for under the outstanding share options have been adjusted in the following manner following the completion of Rights Issue:",
"<table><tr><td>Directors/Employees</td><td>Number of\nshare options\nbefore the\nRihgts Issue</td><td>Exercise price\nper share\nbefore the\nRihgts Issue</td><td>Adjusted\nnumber of\nshare options\nafter the\nRihgts Issue</td><td>Adjusted\nexercise price\nper share\nafter the\nRihgts Issue</td></tr><tr><td></td><td></td><td>HK$</td><td></td><td>HK$</td></tr><tr><td>Chen Wei</td><td>41,910,000</td><td>0.322</td><td>62,865,000</td><td>0.215</td></tr><tr><td>Tang Yui Man Francis</td><td>13,970,000</td><td>0.322</td><td>20,955,000</td><td>0.215</td></tr><tr><td>Other Participants</td><td>37,719,000</td><td>0.322</td><td>56,578,500</td><td>0.215</td></tr><tr><td>Total</td><td>93,599,000</td><td></td><td>140,398,500</td><td></td></tr></table>"
] |
[
"4. On 7 November 2017, the exercise price of and the number of shares entitled to be subscribed for under the outstanding share options have been adjusted in the following manner following the completion of Share Consolidation:",
"<table><tr><td>Directors/Employees</td><td>Number of\nshare options\nbefore the\nShare\nConsolidation</td><td>Exercise\nprice per\nshare before\nthe Share\nConsolidation</td><td>Adjusted\nnumber of\nshare options\nafter the\nShare\nConsolidation</td><td>Adjusted\nexercise price\nper share\nafter\nRihgts Issue</td></tr><tr><td></td><td></td><td>HK$</td><td></td><td>HK$</td></tr><tr><td>Other Participants</td><td>140,398,500</td><td>0.215</td><td>28,079,700</td><td>1.075</td></tr></table>",
"5. During the year, no options were exercised or cancelled but 28,079,700 options were lapsed under the 2002 Share Option Scheme.",
"As at 31 December 2017 and the date of this report, the Company had no underlying shares comprised in options outstanding under the 2002 Share Option Scheme.",
"# (B) A new share option scheme was adopted by shareholders of the Company on 17 May 2012 (“Date of Adoption”) (the “2012 Share Option Scheme”), under which the Board may, at its discretion, offer any Eligible Persons (as hereinafter mentioned) options to subscribe for shares in the Company subject to the terms and conditions stipulated therein. The 2012 Share Option Scheme has a life of 10 years from the Date of Adoption.",
"The 2012 Share Option Scheme is a share incentive scheme and is established to enable the Group to, (i) recognise and acknowledge the contributions that Eligible Persons have (or may have) made or may make to the Group (whether directly or indirectly); (ii) attract and retain and appropriately remunerate the best possible quality of employees and other Eligible Persons; (iii) motivate the Eligible Persons to optimize their performance and efficiency for the benefit of the Group; (iv) enhance its business, employee and other relations; and/or (v) retain maximum flexibility as to the range and nature of rewards and incentives which the Company can offer to Eligible Persons. The Eligible Persons include (a) any full time or part time employees of the Group or any Directors of the Company or any of its subsidiaries; (b) any customer, supplier or provider of services, landlord or tenant, agent, partner, consultant, or adviser of or a contractor to or person doing business with any member of the Group; (c) trustee of any trust the principal beneficiary of which is, or discretionary trust the discretionary objects of which include, any person referred to (a) or (b) above; (d) a company wholly beneficially owned by any person referred to in (a) or (b) above, and (e) such other persons (or classes of persons) as the Board may in its absolute discretion determine.",
"The exercisable period of share options would be determined by the Board of Directors at its absolute discretion and notified by the Board of Directors to each Eligible Person as being the period during which the share options may be exercised, such period to expire not later than 10 years after the date of grant of the share options. The minimum period for which a share option must be held before it can be exercised would be determined by the Board. The share options granted must be taken up within 28 days from the date of grant."
] |
[] |
9223076_282.pdf
|
9223076_283.pdf
|
en
|
[
"The following is the text of a report received from the reporting accountants of the Company, Ernst & Young, Certified Public Accountants, Hong Kong, for the purpose of incorporation in this prospectus.",
"22nd Floor",
"CITIC Tower",
"1 Tim Mei Avenue, Central",
"Hong Kong",
"12 September 2014",
"The Directors",
"ELL Environmental Holdings Limited",
"Quam Capital Limited",
"Dear Sirs,",
"We set out below our report on the financial information of ELL Environmental Holdings Limited (the “Company”) and its subsidiaries (hereinafter collectively referred to as the “Group”) comprising the consolidated statements of comprehensive income, consolidated statements of changes in equity and consolidated statements of cash flows of the Group for each of the years ended 31 December 2011, 2012 and 2013, and the five months ended 31 May 2014 (the “Track Record Period”), and the consolidated statements of financial position of the Group as at 31 December 2011, 2012 and 2013 and 31 May 2014, and the statement of financial position of the Company as at 31 May 2014, together with the notes thereto (the “Financial Information”), and the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows of the Group for the five months ended 31 May 2013 (the “Interim Comparative Information”), prepared on the basis of presentation set out in note 2.1 of Section II below, for inclusion in the prospectus of the Company dated 12 September 2014 (the “Prospectus”) in connection with the listing of the shares of the Company on the Main Board of The Stock Exchange of Hong Kong Limited (the “Stock Exchange”).",
"The Company was incorporated as an exempted company with limited liability in the Cayman Islands on 25 February 2014. Pursuant to a group reorganisation (the “Reorganisation”) as described in the paragraph headed “Reorganisation” in the section headed “History, Reorganisation and Corporate Structure” to the Prospectus, the Company became the holding company of the subsidiaries comprising the Group. Apart from the Reorganisation, the Company has not commenced any business or operation since its incorporation.",
"As at the date of this report, no statutory financial statements have been prepared for the Company, as it is not subject to statutory audit requirements under the relevant rules and regulations in itsj urisdiction of incorporation."
] |
[
"As at the date of this report, the Company has direct and indirect interests in the subsidiaries as set out in note 1 of Section II below. All companies now comprising the Group have adopted 31 December as their financial year end date. The statutory financial statements of the companies now comprising the Group were prepared in accordance with the relevant accounting principles applicable to these companies in the countries in which they were incorporated and/or established. Details of their statutory auditors during the Track Record Period are set out in note 1 of Section II below.",
"For the purpose of this report, the directors of the Company (the “Directors”) have prepared the consolidated financial statements of the Group (the “Underlying Financial Statements”) in accordance with Hong Kong Financial Reporting Standards (“HKFRSs”), which include all Hong Kong Financial Reporting Standards, Hong Kong Accounting Standards (“HKASs”) and Interpretations issued by the Hong Kong Institute of Certified Public Accountants (the “HKICPA”). The Underlying Financial Statements for each of the years ended 31 December 2011, 2012 and 2013, and the five months ended 31 May 2014 were audited by us in accordance with Hong Kong Standards on Auditing issued by the HKICPA.",
"The Financial Information set out in this report has been prepared from the Underlying Financial Statements with no adjustments made thereon.",
"# Directors’ responsibility",
"The Directors are responsible for the preparation of the Underlying Financial Statements, the Financial Information and the Interim Comparative Information that give a true and fair view in accordance with HKFRSs, and for such internal control as the Directors determine is necessary to enable the preparation of the Underlying Financial Statements and the Financial Information and the Interim Comparative Information that are free from material misstatement, whether due to fraud or error.",
"# Reporting accountants’ responsibility",
"It is our responsibility to form an independent opinion and a review conclusion on the Financial Information and the Interim Comparative Information respectively, and to report our opinion and review conclusion thereon to you.",
"For the purpose of this report, we have carried out procedures on the Financial Information in accordance with Auditing Guideline 3.340 Prospectuses and the Reporting Accountant issued by the HKICPA.",
"We have also performed a review of the Interim Comparative Information 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. A review consists principally of making enquires of management and applying analytical procedures to the financial information and, bases thereon, assessing whether the accounting policies and presentation have been"
] |
[] |
2122103_6.pdf
|
2122103_7.pdf
|
en
|
[
"# Electronics Parts",
"The Electronics Parts segment contributed approximately HK\\$903 million to the total revenue of the Group for the 12-month period, representing a decrease of 21% as compared with HK\\$1,141 million for 15-month period ended December 31, 2016. Gross profit margin increased to 19% for the Year Under Review as compared with 16% for period ended December 31, 2016.",
"# Construction and Industrial Products",
"The revenue and gross profit margin of the Construction and Industrial Products segment were HK\\$698 million (period ended December 31, 2016: HK\\$805 million) and 7% (period ended December 31, 2016: 14%) respectively for the Year Under Review. There was a 2% increase in sales in Australia but a drop of 23% in sales to the other regions (exclude the PRC). The increasing prices of aluminium and other raw materials, have hindered the export sales to overseas customers.",
"# Branded OPLV Products",
"The Group had continued the Branded OPLV Products market in Mainland China by engaging distributors for selling Branded OPLV Products. Sales decreased from HK\\$290 million for the period ended December 31, 2016 to HK\\$178 million for the Year Under Review. Gross profit margin of Branded OPLV Products increased from 3% for the period ended December 31, 2016 to 7% for the Year Under Review. Facing the fierce competition in the door and windows market, along with the low gross profit margin and high marketing costs, the Branded OPLV Products segment continued to be a loss-making operation in the Year Under Review.",
"In order to prevent further loss to the Group, the management of the Company has decided to dispose this loss-making operation for better allocation of the Group’s resources.",
"On December 28, 2017, the Group entered into a conditional sales and purchase agreement to dispose of its entire equity interest in OPLV (Nanyang) Doors and Windows Systems Co., Ltd and OPLV Architectural Design Pty Ltd. Details of the disposal of the Branded OPLV products segment are set out under the paragraph headed “Significant Investment, Material Acquisition and Disposal” of this annual report.",
"# Cost of sales",
"With the significant decline in sales, cost of sales decreased by 20% from HK\\$1,935 million for the period ended December 31, 2016 to HK\\$1,547 million for the Year Under Review. This was in line with the decrease in sales from HK\\$2,236 million for the period ended December 31, 2016 to HK\\$1,779 million for the Year Under Review.",
"# Gross profit",
"Despite the decrease of gross profit from HK\\$301 million for the period ended December 31, 2016 to HK\\$232 million for the Year Under Review, our gross profit margin has dropped from 14% for the period ended December 31, 2016 to 13% for the Year Under Review. The Group has been actively seeking ways to reduce sales of lower gross profit margin products to achieve a higher overall gross profit margin for this fiscal year. Yet, the persisting unfavorable macro factors, including the volatility in each of the market the Group operates and the uncertainty over the economic condition in China, had dampened consumer sentiment and reduced the demand of the Group’s products.",
"# Distribution and selling expenses",
"Distribution and selling expenses decreased by 27% from HK\\$142 million for the period ended December 31, 2016 to HK\\$104 million for the Year Under Review. The decrease was in line with the decline in sales, which led to a significant decrease in staff costs and travelling expenses.",
"# Administrative expenses",
"Administrative expenses dropped by 25% from HK\\$340 million for the period ended December 31, 2016 to HK\\$255 million for the Year Under Review. The decrease was due to absence of provision for impairment of intangible assets, decrease in staff costs due to decrease in number of employees, and absence of the write-off of trade receivables from former Australian Customers of the Group for the Year Under Review.",
"# Other income",
"Other income comprised net sales of scrapped materials which was HK\\$11 million for the Year Under Review."
] |
[
"# Other gains/(losses) – net",
"Other gains/(losses) changed from HK\\$17 million loss for the period ended December 31, 2016 to HK\\$12 million gain for the Year Under Review. The change was mainly due to the appreciation of AUD against HKD during the Year Under Review which the Group had enjoyed significant exchange gains and absence of losses from certain derivative financial instruments.",
"# Finance income",
"Finance income mainly comprised interest income which amounted to approximately HK\\$1 million for the Year Under Review compared to HK\\$3 million for the period ended December 31, 2016.",
"# Finance costs",
"Finance costs amounted to approximately HK\\$47 million for Year Under Review compared to HK\\$29 million for the period ended December 31, 2016.",
"# Income tax expense",
"Our income tax changed from income tax expense of HK\\$38 million for the period ended December 31, 2016 to HK\\$8 million for the Year Under Review.",
"# Currency translation differences in other comprehensive income",
"Currency translation differences amounted to approximately HK\\$47 million for the Year Under Review, which was mainly attributable to the currency translation differences of RMB against the HKD.",
"# Adjusted EBITDA results, excluding non-recurring items",
"<table><tr><td rowspan=\"2\"></td><td>Year ended \nDecember 31,\n 2017</td><td>Fifteen\n months ended\n December 31,\n 2016</td></tr><tr><td>HK$ million</td><td>HK$ million</td></tr><tr><td>Loss before income tax</td><td>(150)</td><td>(196)</td></tr><tr><td>Adjusted by:</td><td></td><td></td></tr><tr><td>Depreciation</td><td>100</td><td>99</td></tr><tr><td>Amortisation</td><td>6</td><td>6</td></tr><tr><td>Interest expenses</td><td>47</td><td>29</td></tr><tr><td>Adjusted by:</td><td></td><td></td></tr><tr><td>Other non-recurring items:</td><td></td><td></td></tr><tr><td>Legal and professional fee</td><td>10</td><td>4</td></tr><tr><td>Provision for impairment on other prepayment and deposits</td><td>–</td><td>7</td></tr><tr><td>Relocation cost</td><td>4</td><td>–</td></tr><tr><td>Write off of trade receivables</td><td>–</td><td>3</td></tr><tr><td>OPLV operating losses (Note)</td><td>52</td><td>108</td></tr><tr><td>Total</td><td>69</td><td>60</td></tr></table>",
"Note: Details of the proposed disposal of the OPLV are set out in the Note 16 to the consolidated financial statements of this annual report and the announcement of the Company dated December 28, 2017."
] |
[] |
20791588_131.pdf
|
20791588_132.pdf
|
en
|
[
"# Regulations in Relation to the Cement Industry",
"According to the Notice of the General Office of the State Council on Transmitting Several Opinions of State Development and Reform Commission and Other Departments concerning Preventing the Haphazard Investment in Steel, Electrolytic Aluminum and Cement Industries (《國務院辦公廳轉發發展改革委等部門關於制止鋼鐵電解鋁水泥行業盲目投資若干意見的通知》), Notice of the General Office of the State Council on Transmitting Several Opinions of State Development and Reform Commission, the Ministry of Finance, the Ministry of Land and Resources, People’s Bank of China and State Environmental Protection Administration concerning Curbing Overcapacity in Some Industries and Guiding Healthy Development of the Industry through Repeat Construction (《國務院批轉發展改革委等部門關於抑制部分行業產能過剩和重複建設引導產業健康發展若干意見的通知》), Guiding Opinions of the People’s Bank of China, China Banking Regulatory Commission, China Securities Regulatory Commission and China Insurance Regulatory Commission on Further Doing a Good Job in Supporting the Restructuring and Revitalization of Key Industries and Curbing Overcapacity in Some Industries through Financial Services (《中國人民銀行、銀監會、證監會、保監會關於進一步做好金融服務支持重點產業調整振興和抑制部分行業產能過剩的指導意見》), and Guiding Opinions of the General Office of the State Council on Supporting Economic Structural Adjustment and Transformation and Upgrading through Finance (《國務院辦公廳關於金融支持經濟結構調整和轉型升級的指導意見》), Guiding Opinions of the State Council on Resolving Serious Production Overcapacity Conflicts (《國務院關於化解產能嚴重過剩矛盾的指導意見》), cement industry belongs to overcapacity industry, shall be subject to stringent control.",
"According to the Regulations of Cement Industry (2015) (《水泥行業規範條件(2015年本)》), cement construction projects (including cement clinker and cement grinding) should meet the requirements laid down in the Plan for Major Function Division, national industrial plan and policies and local structural adjustment plan for cement industry. Construction land shall should also comply with urban and rural planning, a general land development plan and land use standards. New cement projects are not forbidden in famous scenic places, natural reserves, designated zones for preserving the sources of drinking water, the areas under the prevention and cure measures against atmospheric pollution and susceptible to air pollution, non-industrial development zones and other places that need protection from environmental pollution. As for cement clinker projects, the principles of replacement with equal or less capacity should always be followed, so the overcapacity from these out-of-date projects could be curbed. At the same time, developing special types of cement (including cement for specific purposes) should also be encouraged among active cement manufacturers so that production quality and efficiency will be improved. When commencing new cement projects, a recycling industrial chain shall be taken into consideration. Meanwhile, newly-built cement clinker projects shall consider how to deal with residential and industrial solid wastes from the cities and its industries. New cement grinding projects shall be able to consume local solid wastes that are suitable to be converted into mixed raw materials. Cement construction projects shall meet these requirements. Investment and financing, land supply, evaluation of environmental protection, energy-efficiency assessment, safety supervision, production permit and shutting down of old plants relating to cement projects shall be handled according to these requirements."
] |
[
"Local authorities under the Ministry of Industry and Information Technology of the People’s Republic of China should urge the cement production companies in their administrativej urisdiction to comply with these requirements. The Ministry of Industry and Information Technology shall announce the names of enterprises and production lines that satisfy these requirements based on an enterprise’s application, and implements dynamic administration, encouraging enterprises to declare that their production and operations satisfy these requirements. Relevant associations and intermediaries shall promote and supervise the implementation of these requirements in a cooperative manner.",
"According to the Notice of the Ministry of Industry and Information Technology on Issuing the Measures for Capacity Replacement in Certain Industries with Severe Overcapacity, capacity replacement indicators used for transaction in cement (clinker) industry shall be confirmed and publicized by the provincial People’s Government after reporting to it by the provincial competent department of Industry and Information Technology of the transferor of such indicators, and shall be reported to the Ministry of Industry and Information Technology for registration and be released on the supply and demand information platform of national capacity replacement indicators. The provincial competent departments of Industry and Information Technology shall report the capacity replacement scheme and verification and confirmation opinions of cement (clinker) industry to the their respective provincial People’s Government for confirmation and publication, and concurrently to report it to the Ministry of Industry and Information Technology for release on the supply and demand information platform of national capacity replacement indicators. The provincial competent departments of Industry and Information Technology shall list all eliminated projects for replacement in annual backward production capacity enterprise list, and organize the demolition of main equipments (production line) to disable them to resume production, pursuant to the capacity replacement scheme reported to the public by the provincial People’s Government as well as the Notice on Issuing the Work Assessment and Implementation Scheme on Elimination of Backward Production Capacities. The Ministry of Industry and Information Technology shall organize the coordination member units between the work departments of elimination of backward production capacities to conduct supervision and examination on elimination of backward production and excessive capacities for capacity replacement and publicize the examination results.",
"# Regulation in Relation to Equipment Manufacturing Industry",
"Primary regulation on equipment manufacturing include Regulation of the People’s Republic of China on Production License for Industrial Products (《中華人民共和國工業產品生產許可證管理條例》), Measures for the Implementation of the Regulation of the People’s Republic of China on Production License for Industrial Products (《中華人民共和國工業產品生產許可證管理條例實施辦法》), Regulation on Supervision of the Safety of Special Equipment (《特種設備安全監察條例》), Regulation on Supervision of the Quality and Safety of Special Equipment (《特種設備質量監督與安全監察規定》), Measures for the Supervision and Management of Personnel Operating Special Equipment (《特種設備作業人員監督管理辦法》) and Technical Guidance on Steel Structure Residence Construction Industrialization(《鋼結構住宅建築產業化技術導則》). Such laws and regulations have provisions on qualification, quality and safety management of equipment manufacturing and the design, construction and development of steel structured residential properties with no more than 12 storeys."
] |
[] |
9242015_575.pdf
|
9242015_576.pdf
|
en
|
[
"(c) in the redemption and repurchase of shares (subject to the provisions of section 37 of the Companies Law);",
"(d) writing-off the preliminary expenses of the company;",
"(e) writing-off the expenses of, or the commission paid or discount allowed on, any issue of shares or debentures of the company; and",
"(f) providing for the premium payable on redemption or purchase of any shares or debentures of the company.",
"No distribution or dividend may be paid to members out of the share premium account unless immediately following the date on which the distribution or dividend is proposed to be paid the company will be able to pay its debts as they fall due in the ordinary course of business.",
"The Companies Law provides that, subject to confirmation by the Grand Court of the Cayman Islands, a company limited by shares or a company limited by guarantee and having a share capital may, if so authorised by its articles of association, by special resolution reduce its share capital in any way.",
"Subject to the detailed provisions of the Companies Law, a company limited by shares or a company limited by guarantee and having a share capital may, if so authorised by its articles of association, issue shares which are to be redeemed or are liable to be redeemed at the option of the company or a shareholder. In addition, such a company may, if authorised to do so by its articles of association, purchase its own shares, including any redeemable shares. The manner of such a purchase must be authorised either by the articles of association or by an ordinary resolution of the company. The articles of association may provide that the manner of purchase may be determined by the directors of the company. At no time may a company redeem or purchase its shares unless they are fully paid. A company may not redeem or purchase any of its shares if, as a result of the redemption or purchase, there would no longer be any member of the company holding shares. A payment out of capital by a company for the redemption or purchase of its own shares is not lawful unless immediately following the date on which the payment is proposed to be made, the company shall be able to pay its debts as they fall due in the ordinary course of business.",
"There is no statutory restriction in the Cayman Islands on the provision of financial assistance by a company for the purchase of, or subscription for, its own or its holding company’s shares. Accordingly, a company may provide financial assistance if the directors of the company consider, in discharging their duties of care and to act in good faith, for a proper purpose and in the interests of the company, that such assistance can properly be given. Such assistance should be on an arm’s-length basis."
] |
[
"# 4 Dividends and Distributions",
"With the exception of section 34 of the Companies Law, there are no statutory provisions relating to the payment of dividends. Based upon English case law which is likely to be persuasive in the Cayman Islands in this area, dividends may be paid only out of profits. In addition, section 34 of the Companies Law permits, subject to a solvency test and the provisions, if any, of the company’s memorandum and articles of association, the payment of dividends and distributions out of the share premium account (see paragraph 3 above for details).",
"# 5 Shareholders’ Suits",
"The Cayman Islands courts can be expected to follow English case law precedents. The rule in Foss v. Harbottle (and the exceptions thereto which permit a minority shareholder to commence a class action against or derivative actions in the name of the company to challenge (a) an act which is ultra vires the company or illegal, (b) an act which constitutes a fraud against the minority where the wrongdoers are themselves in control of the company, and (c) an action which requires a resolution with a qualified (or special) majority which has not been obtained) has been applied and followed by the courts in the Cayman Islands.",
"# 6 Protection of Minorities",
"In the case of a company (not being a bank) having a share capital divided into shares, the Grand Court of the Cayman Islands may, on the application of members holding not less than one-fifth of the shares of the company in issue, appoint an inspector to examine into the affairs of the company and to report thereon in such manner as the Grand Court shall direct.",
"Any shareholder of a company may petition the Grand Court of the Cayman Islands which may make a winding up order if the court is of the opinion that it isj ust and equitable that the company should be wound up.",
"Claims against a company by its shareholders must, as a general rule, be based on the general laws of contract or tort applicable in the Cayman Islands or their individual rights as shareholders as established by the company’s memorandum and articles of association.",
"The English common law rule that the majority will not be permitted to commit a fraud on the minority has been applied and followed by the courts of the Cayman Islands.",
"# 7 Disposal of Assets",
"The Companies Law contains no specific restrictions on the powers of directors to dispose of assets of a company. As a matter of general law, in the exercise of those powers, the directors must discharge their duties of care and to act in good faith, for a proper purpose and in the interests of the company."
] |
[] |
20782777_162.pdf
|
20782777_163.pdf
|
en
|
[
"163",
"# 22 FINANCIAL INSTRUMENTS BY CATEGORY",
"The Group holds the following financial instruments:",
"22 按類別劃分之金融工具",
"本集團持有以下金融工具：",
"<table><tr><td rowspan=\"2\"></td><td>2020\n二零二零年</td><td>2019\n二零一九年</td></tr><tr><td>HK$’000\n港幣千元</td><td>HK$’000\n港幣千元</td></tr><tr><td>Financial assets 金融資產</td><td></td><td></td></tr><tr><td>Financial assets at amortised cost: 按攤銷成本列賬之金融資產：\nTrade, bills and other receivables (Note 25)\n貿易應收賬款、應收票據及其他應收賬款（附註25）</td><td>1,303,528</td><td>1,362,782</td></tr><tr><td>Bank balances and cash (Note 28)\n銀行結餘及現金（附註28）</td><td>637,753</td><td>490,241</td></tr><tr><td>Financial assets at fair value throuhg \nother comhpreensive income (Note 23(a))\n按公平值入賬及列入其他綜合收益之金融資產（附註23(a)）</td><td>13,034</td><td>31,855</td></tr><tr><td>Financial assets at fair value throuhfig prot or loss (Note 23(b))\n按公平值入賬及列入損益之金融資產（附註23(b)）</td><td>4,362</td><td>5,895</td></tr><tr><td>Derivative financial instruments (Note 27)\n衍生金融工具（附註27）</td><td>227</td><td>2</td></tr><tr><td></td><td>1,958,904</td><td>1,890,775</td></tr></table>",
"<table><tr><td rowspan=\"2\"></td><td>2020\n二零二零年</td><td>2019\n二零一九年</td></tr><tr><td>HK$’000\n港幣千元</td><td>HK$’000\n港幣千元</td></tr><tr><td>Financial liabilities 金融負債</td><td></td><td></td></tr><tr><td>Financial liabilities at amortised cost: 按攤銷成本列賬之金融負債：\nTrade, bills and other payables (Note 34)</td><td></td><td></td></tr><tr><td>貿易應付賬款、應付票據及其他應付賬款（附註34）</td><td>936,438</td><td>923,742</td></tr><tr><td>Bank borrowings (Note 32) 銀行借貸（附註32）</td><td>377,008</td><td>657,612</td></tr><tr><td>Lease liabilities (Note 16) 租賃負債（附註16）</td><td>29,195</td><td>35,667</td></tr><tr><td>Derivative financial instruments (Note 27) \n衍生金融工具（附註27）</td><td>12</td><td>141</td></tr><tr><td></td><td>1,342,653</td><td>1,617,162</td></tr></table>",
"The Group’s exposure to various risks associated with the financial instruments is discussed in Note 3. The maximum exposure to credit risk at the end of the reporting period is the carrying amount of each class of financial assets mentioned above.",
"本集團承受與金融工具有關之各種風險於附註3討論。於報告期末之最高信貸風險為上述各類金融資產之賬面值。"
] |
[
"164",
"# 23 FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME AND THROUGH PROFIT OR LOSS",
"# (a) Financial assets at fair value through other comprehensive income include the following:",
"23 按公平值入賬及列入其他綜合收益及列入損益之金融資產",
"(a) 按公平值入賬及列入其他綜合收益之金融資產包括以下各項：",
"<table><tr><td rowspan=\"2\"></td><td>2020 \n二零二零年</td><td>2019\n二零一九年</td></tr><tr><td>HK$’000 \n港幣千元</td><td>HK$’000\n港幣千元</td></tr><tr><td>Financial instruments level 3: 第3層金融工具：</td><td></td><td></td></tr><tr><td>Equity investments in unlisted entity securities\n於非上市實體證券之股本投資</td><td>13,034</td><td>31,855</td></tr></table>",
"The unlisted equity securities represent investments in private entities incorporated in Taiwan, the British Virgin Islands and Hong Kong and are denominated in the following currencies:",
"非上市股本證券指於台灣、英屬維爾京群島及香港註冊成立之私人公司之投資，乃按以下貨幣列值：",
"<table><tr><td rowspan=\"2\"></td><td>2020 \n二零二零年</td><td>2019\n二零一九年</td></tr><tr><td>HK$’000 \n港幣千元</td><td>HK$’000\n港幣千元</td></tr><tr><td>HK$ 港幣</td><td>6,000</td><td>24,000</td></tr><tr><td>NTD 新台幣</td><td>7,034</td><td>7,855</td></tr><tr><td></td><td>13,034</td><td>31,855</td></tr></table>",
"Movement of financial assets at fair value through other comprehensive income is analysed as follows:",
"按公平值入賬及列入其他綜合收益之金融資產之變動分析如下：",
"<table><tr><td rowspan=\"2\"></td><td>2020\n二零二零年</td></tr><tr><td>HK$’000\n港幣千元</td></tr><tr><td>At beignninfg o the 年year 於初</td><td>31,855</td></tr><tr><td>Fair value losses on financial assets at fair \nvalue throuhg other comprehensive income \n按公平值入賬及列入其他綜合收益之金融資產之公平值虧損</td><td>(19,156)</td></tr><tr><td>Exchange gain 匯兌虧損</td><td>335</td></tr><tr><td>At end of the year 於年末</td><td>13,034</td></tr></table>"
] |
[] |
2048317_77.pdf
|
2048317_78.pdf
|
en
|
[
"# 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Continued",
"# 2.17 Accounting for income taxes (Continued)",
"The determination of the average tax rates requires an estimation of (1) when the existing temporary differences will reverse and (2) the amount of future taxable profit in those years. The estimate of future taxable profit includes:",
"– income or loss excluding reversals of temporary differences; and",
"– reversals of existing temporary differences",
"Current tax assets and current tax liabilities are presented in net if, and only if,",
"(a) the Group has the legally enforceable right to set off the recognised amounts; and",
"(b) intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.",
"The Group presents deferred tax assets and deferred tax liabilities in net if, and only if,",
"(a) the entity has a legally enforceable right to set off current tax assets against current tax liabilities; and",
"(b) the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on either:",
"(i) the same taxable entity; or",
"(ii) different taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.",
"# 2.18 Segment reporting",
"The Group identifies operating segments and prepares segment information based on the regular internal financial information reported to the chief operating decision maker for their decisions about resources allocation to the Group’s business components and for their review of the performance of those components."
] |
[
"# 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Continued",
"# 2.19 Related parties",
"For the purposes of the consolidated financial statements, a party is considered to be related to the Group if:",
"# (a) the party is a person or a close member of that person’s family and if that person:",
"(i) has control or joint control over the Group;",
"(ii) has significant influence over the Group; or",
"(iii) is a member of the key management personnel of the Group or of a parent of the Group.",
"# (b) the party is an entity and if any of the following conditions applies:",
"(i) the entity and the Group are members of the same group;",
"(ii) one entity is an associate or joint venture of the other entity (or an associate or joint venture of a member of a group of which the other entity is a member);",
"(iii) the entity and the Group are joint ventures of the same third party;",
"(iv) one entity is a joint venture of a third entity and the other entity is an associate of the third entity;",
"(v) the entity is a post-employment benefit plan for the benefit of employees of either the Group or an entity related to the Group (if the Group is itself such a plan) and the sponsoring employers are also related to the Group;",
"(vi) the entity is controlled or jointly controlled by a person identified in (a);",
"(vii) a person identified in (a)(i) has significant influence over the entity or is a member of the key management personnel of the entity (or of a parent of the entity); and",
"(viii) the entity, or any member of a group of which it is a part, provides key management personnel services to the Group or to the parent of the Group.",
"Close family members of an individual are those family members who may be expected to influence, or be influenced by, that individual in their dealings with the entity."
] |
[] |
7573998_92.pdf
|
7573998_93.pdf
|
en
|
[
"# 2.4 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)",
"# Derecognition of financial assets",
"A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is primarily derecognised (i.e., removed from the Group’s consolidated statement of financial position) when:",
"• the rights to receive cash flows from the asset have expired; or",
"• the Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a “pass-through” arrangement; and either (a) the Group has transferred substantially all the risks and rewards of the asset, or (b) the Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.",
"When the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, it evaluates if, and to what extent, it has retained the risk and rewards of ownership of the asset. When it has neither transferred nor retained substantially all the risks and rewards of the asset nor transferred control of the asset, the Group continues to recognise the transferred asset to the extent of the Group’s continuing involvement. In that case, the Group also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Group has retained.",
"Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the Group could be required to repay.",
"# Impairment of financial assets",
"The Group recognises an allowance for expected credit losses (“ECLs”) for all debt instruments not held at fair value through profit or loss. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Group expects to receive, discounted at an approximation of the original effective interest rate. The expected cash flows will include cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms.",
"# General approach",
"ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12 months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL).",
"At each reporting date, the Group assesses whether the credit risk on a financial instrument has increased significantly since initial recognition. When making the assessment, the Group compares the risk of a default occurring on the financial instrument as at the reporting date with the risk of a default occurring on the financial instrument as at the date of initial recognition and considers reasonable and supportable information that is available without undue cost or effort, including historical and forward-looking information.",
"In certain cases, the Group may also consider a financial asset to be in default when internal or external information indicates that the Group is unlikely to receive the outstanding contractual amounts in full before taking into account any credit enhancements held by the Group. A financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows."
] |
[
"# 2.4 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)",
"# Impairment of financial assets (continued)",
"# General approach (continued)",
"Debt investments at fair value through other comprehensive income and financial assets at amortised cost are subject to impairment under the general approach and they are classified within the following stages for measurement of ECLs except for trade receivables and contract assets which apply the simplified approach as detailed below.",
"<table><tr><td>Stage 1</td><td>– Financial instruments for which credit risk has not increased significantly since initial recognition and for which \nthe loss allowance is measured at an amount equal to 12-month ECLs</td></tr><tr><td>Stage 2 \nStage 3</td><td>– Financial instruments for which credit risk has increased significantly since initial recognition but that are not \ncredit-impaired financial assets and for which the loss allowance is measured at an amount equal to lifetime ECLs\n– Financial assets that are credit-impaired at the reporting date (but that are not purchased or originated credit-\nimpaired) and for which the loss allowance is measured at an amount equal to lifetime ECLs</td></tr></table>",
"# Simplified approach",
"For trade receivables and contract assets that do not contain a significant financing component or when the Group applies the practical expedient of not adjusting the effect of a significant financing component, the Group applies the simplified approach in calculating ECLs. Under the simplified approach, the Group does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The Group has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment.",
"# Financial liabilities",
"# Initial recognition and measurement",
"Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings, or payables, as appropriate.",
"All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs.",
"The Group’s financial liabilities include other payables.",
"# Subsequent measurement",
"The subsequent measurement of financial liabilities depends on their classification as follows:",
"# Financial liabilities at amortised cost (loans and borrowings)",
"After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost, using the effective interest rate method unless the effect of discounting would be immaterial, in which case they are stated at cost. Gains and losses are recognised in the statement of profit or loss when the liabilities are derecognised as well as through the effective interest rate amortisation process.",
"Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the effective interest rate. The effective interest rate amortisation is included in finance costs in profit or loss.",
"# Derecognition of financial liabilities",
"A financial liability is derecognised when the obligation under the liability is discharged or cancelled, or expires.",
"When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and a recognition of a new liability, and the difference between the respective carrying amounts is recognised in profit or loss."
] |
[] |
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