Financial Performance - The company reported total revenue of approximately RMB 86.6 million for the fiscal year 2024, a decrease of about 33.1% compared to RMB 129.4 million in fiscal year 2023[11]. - The cost of goods sold decreased by approximately 30.6% to about RMB 69.5 million in fiscal year 2024, down from RMB 100.1 million in fiscal year 2023[12]. - Gross profit fell to approximately RMB 17.1 million in fiscal year 2024, a decrease of about 41.6% from RMB 29.3 million in fiscal year 2023, with a gross margin decline from 22.6% to 19.7%[12]. - The company incurred a loss of approximately RMB 15.3 million in fiscal year 2024, compared to a profit of about RMB 2.4 million in fiscal year 2023[20]. - Financing costs increased to approximately RMB 14.8 million in fiscal year 2024, up from RMB 12.9 million in fiscal year 2023[19]. - Selling and distribution expenses rose by approximately 11.1% to about RMB 8.0 million in fiscal year 2024, compared to RMB 7.2 million in fiscal year 2023[14]. - Administrative and other operating expenses decreased significantly by about 38.6% to approximately RMB 14.5 million in fiscal year 2024, down from RMB 23.6 million in fiscal year 2023[15]. - Other income net decreased to approximately RMB 1.5 million in fiscal year 2024, compared to RMB 2.8 million in fiscal year 2023[16]. Corporate Governance - The company continues to review and enhance its corporate governance practices to ensure compliance with the corporate governance code[37]. - The Board is responsible for reviewing and approving significant transactions, investment policies, dividends, and accounting policies[38]. - The company has established four committees (Audit, Nomination, Remuneration, and Corporate Governance) to support the Board, each with a clear written terms of reference[46]. - The board held nine meetings and two annual general meetings during the year ending December 31, 2024[60]. - The nomination committee conducted three meetings to review the board's structure, size, and diversity[55]. - The company has established a code of conduct and compliance manual applicable to employees and directors[57]. - The board's final responsibility for selecting and appointing directors rests with the entire board, despite delegation to the nomination committee[56]. - The company appointed Ms. Lei Meijia as the company secretary on July 15, 2024, who has over 17 years of experience in financial management and corporate financing[68]. Risk Management - The company faces various risks, including compliance risks related to product quality, which could lead to significant financial and reputational damage[123]. - The company has implemented measures to mitigate quality-related risks, such as strict supplier selection and regular quality assessments[124]. - Strategic risks associated with acquisitions include the inability to identify suitable targets and potential undisclosed financial liabilities[126]. - The company emphasizes thorough due diligence and feasibility analysis for acquisition targets to minimize risks[126]. - The board is responsible for establishing and maintaining effective risk management and internal control systems, which are reviewed annually[73]. Debt and Financial Liabilities - The company has faced multiple winding-up petitions since 2020, with a total principal and interest payment of HKD 2,573,424.66 due to bondholders as of 2022[152]. - A debt restructuring plan was approved by the Hong Kong High Court on November 1, 2023, with over 50% of creditors by number and at least 75% by value voting in favor[152]. - The debt repayment arrangement plan is set to take effect on March 12, 2024[152]. - The company submitted a unilateral application to the High Court on July 20, 2023, to convene a meeting for the debt repayment arrangement[152]. Shareholder Engagement - The company held two shareholder meetings during the year ending December 31, 2024, providing opportunities for direct communication between the board and shareholders[87]. - Shareholders have the right to propose special meetings if they hold at least 10% of the paid-up capital, with specific procedures outlined for such requests[91]. - The company aims to provide equal opportunities for all shareholders to exercise their rights and communicate actively[87]. Employee and Management - The group employed 97 staff members as of December 31, 2024, compared to 90 in the previous year, with total employee costs of approximately RMB 8.6 million in fiscal year 2024[30]. - The company has established a remuneration committee to review the remuneration policy considering the group's performance and market practices[173]. - The company has two senior management members with salaries ranging from zero to HKD 1,000,000[51]. Compliance and Regulatory Matters - The company confirmed compliance with the standards for securities trading by all directors during the year ending December 31, 2024[66]. - The independent non-executive directors review compliance with non-competition commitments annually[88]. - The company confirmed compliance with the disclosure requirements under the listing rules regarding related party transactions[188]. Business Strategy - The company continues to focus on the pharmaceutical distribution and manufacturing business in China for fiscal year 2024[10]. - The company has a history of expanding its business through acquisitions and alliances, which remains a key strategic focus[126]. - The management discussion and analysis section of the annual report outlines potential future developments for the business[117]. Dividend Policy - The group did not recommend any final dividend for the fiscal year 2024, consistent with fiscal year 2023[31]. - The company has adopted a dividend policy outlining the procedures for declaring and proposing dividends[101]. - The board will consider factors such as operating performance, cash flow, financial condition, and future prospects when deciding on dividend distribution[105]. - The company emphasizes that past dividend distributions cannot be used as a reference for future dividend levels[103].

香 港 交 易 及 結 算 所 有 限 公 司 及 香 港 聯 合 交 易 所 有 限 公 司 對 本 公 佈 的 內 容 概 不 負責，對 其準確性或完整性亦不發表任何聲明，並明確表示，概不對因本公佈全 部 或 任 何 部 分 內 容 而 產 生 或 因 倚 賴 該 等 內 容 而 引 致 的 任 何 損 失 承 擔 任 何 責 任。 Pa Shun International Holdings Limited 百 信 國 際 控 股 有 限 公 司 （於開曼群島註冊成立的有限公司） （股份代號：574） 截至二零二四年六月三十日止六個月之 中期業績公佈 百信國際控股有限公司（「本公司」，連同其附屬公司統稱「本集團」））董事會（「董事 會」）欣然公佈本集團截至二零二四年六月三十日止六個月的未經審核簡明綜合業績。本公 佈載列本公司二零二四年中期報告全文，並符合香港聯合交易所有限公司證券上市規則有關 中期業績初步公佈附載資料的相關規定。 | --- | --- | --- | --- | |-------|-------|-------|----------------------| | | | | | | | ...

Pa Shun International Holdings Limited 百信國際控股有限公司 （於開曼群島註冊成立的有限公司） 股份代號 : 574 2023 年報 1 百信國際控股有限公司 年報 202 3 目錄 | | 頁次 | | --- | --- | | 公司資料 | 2 | | 財務概要 | 4 | | 管理層討論及分析 | 5 | | 企業管治報告 | 11 | | 董事及高級管理層 | 27 | | 董事會報告 | 29 | | 獨立核數師報告 | 49 | | 綜合損益表 | 56 | | 綜合損益及其他全面收益表 | 57 | | 綜合財務狀況表 | 58 | | 綜合權益變動表 | 60 | | 綜合現金流量表 | 61 | | 綜合財務報表附註 | 64 | 百信國際控股有限公司 2 年報 2023 公司資料 執行董事 袁紅兵先生（於2023年3月28日獲委任） 肖凱教授 （主席） （於2024年2月22日退任） 馮軍正先生 （行政總裁） （於2024年2月22日退任） 沈順先生（於2023年10月26日辭任） 非執行董事 張同先生（於2024年2月22日退任） 陳運偉先生（於2 ...

Revenue and Profitability - The company's revenue for 2023 reached RMB 129,430 thousand, a significant increase of 80.5% compared to RMB 71,784 thousand in 2022[14]. - The pharmaceutical distribution segment generated revenue of RMB 107,036 thousand in 2023, up from RMB 50,333 thousand in 2022, representing a growth of 112.4%[14]. - The group recorded a profit of approximately RMB 2.4 million for the year ended December 31, 2023, compared to a loss of RMB 43.4 million in 2022[63]. - The net profit attributable to equity holders of the company was RMB 2,350,000, a recovery from a loss of RMB 43,379,000 in 2022[127]. - The gross profit for the year was RMB 29,430,000, compared to RMB 13,301,000 in the previous year, indicating a growth of 121%[127]. - The gross profit margin rose from 18.5% for the year ended December 31, 2022, to 22.7% for the year ended December 31, 2023, primarily due to a shift in focus from wholesale customers to hospital clients[78]. Financial Position and Liabilities - The total liabilities exceeded total assets by RMB 116,099,000 as of December 31, 2023, compared to RMB 115,520,000 in 2022[132]. - Current liabilities increased to RMB 247,744,000 from RMB 227,219,000 in the previous year, indicating a rise of 9%[147]. - The company has proposed a debt restructuring plan, which was approved by the Hong Kong court on November 1, 2023, and is set to take effect on March 12, 2024[162]. - The company plans to classify most liabilities previously categorized as current liabilities to non-current liabilities upon the effectiveness of the debt restructuring plan[153]. Cash Flow and Financing - The company plans to closely monitor its financial situation and generate sufficient cash flow from its ongoing operations to meet future obligations[7]. - Cash and cash equivalents increased significantly to RMB 16,511,000 from RMB 1,901,000 in the previous year, marking a growth of 769%[147]. - Total financing costs for the year amounted to RMB 12,933 thousand, an increase from RMB 10,541 thousand in 2022, primarily due to higher interest expenses on corporate bonds[16]. - The increase in financing costs to RMB 12.9 million in 2023 from RMB 10.6 million in 2022 was primarily due to an increase in other borrowings[62]. Asset Management - The company reported a net impairment loss of RMB 9,000 thousand on property development projects, reduced from RMB 17,000 thousand in the previous year, indicating improved asset management[13]. - The group has engaged an independent professional valuation firm to assess the impairment of property development projects based on market value[81]. - The company recorded an impairment loss of RMB 17.0 million for property development projects for the year ended December 31, 2022, with an additional impairment of RMB 9.0 million expected for the year ended December 31, 2023, due to a sluggish property market[81]. Operational Performance - The cost of sales increased by approximately 71.0% to RMB 100.0 million for the year ended December 31, 2023, up from RMB 58.5 million in 2022, largely consistent with revenue growth[57]. - Sales and distribution expenses increased by approximately 19.8% from RMB 6.0 million for the year ended December 31, 2022, to RMB 7.2 million for the year ended December 31, 2023, attributed to increased sales activities following the control of the pandemic[78]. - Administrative expenses rose by approximately 83.9% from RMB 12.8 million for the year ended December 31, 2022, to RMB 23.6 million for the year ended December 31, 2023, due to increased business volume and legal costs related to debt restructuring[79]. Governance and Compliance - The company has adopted corporate governance codes as per the listing rules to ensure shareholder rights and enhance corporate value[114]. - The auditor's report includes a qualified opinion regarding the financial statements as of December 31, 2023, reflecting concerns about the company's financial position[51]. - The company has not declared or proposed any dividends for the year ending December 31, 2023, consistent with the previous year[30]. Human Resources - The total employee cost for the year ended December 31, 2023, was RMB 8.2 million, down from RMB 8.6 million in 2022[112]. - The group employed 90 staff as of December 31, 2023, a decrease from 92 staff in the previous year[112]. - The company continues to invest in human resources to attract, develop, and retain talented employees, providing competitive compensation and training opportunities[91]. Market Outlook - The group expects market demand to recover compared to the lower figures of 2022, as economic activities in China gradually return to normal[104]. - The company is focusing on enhancing production and distribution capabilities to seize opportunities arising from market recovery[104].

Financial Performance - For the six months ended June 30, 2023, the company reported revenue of RMB 82,832,000, an increase from RMB 33,389,000 for the same period in 2022, representing a growth of 148.1%[26] - The gross profit for the same period was RMB 20,112,000, compared to RMB 7,098,000 in 2022, indicating a significant increase of 183.5%[26] - The company recorded a profit before tax of RMB 4,581,000 for the six months ended June 30, 2023, compared to a loss of RMB 4,635,000 in the same period of 2022[26] - The company reported other income and gains of RMB 1,829,000 for the six months ended June 30, 2023, significantly up from RMB 61,000 in the same period of 2022[12] - The company reported a total comprehensive loss of RMB 13,639,000 for the six months ended June 30, 2023, compared to a loss of RMB 43,379,000 for the same period in 2022[52] - The group recorded total revenue of RMB 828 million for the six months ended June 30, 2023, an increase of approximately 148.1% compared to RMB 334 million for the same period last year[101] - Gross profit increased by approximately 183.3% from RMB 71 million for the six months ended June 30, 2022, to RMB 201 million for the six months ended June 30, 2023[102] - The group's profit for the six months ended June 30, 2023, was approximately RMB 4.5 million, compared to a loss of RMB 4.6 million for the same period in 2022[120] Cash Flow and Liquidity - The company reported a net cash inflow from operating activities of RMB 5,500,000 for the six months ended June 30, 2023, compared to a net outflow of RMB 3,041,000 for the same period in 2022[52] - The cash and cash equivalents stood at RMB 15,605,000, compared to RMB 1,901,000 at the end of 2022, showing a substantial increase[49] - The net increase in cash and cash equivalents was RMB 13,708,000 for the six months ended June 30, 2023, compared to an increase of RMB 1,145,000 in the same period of 2022[52] - As of June 30, 2023, the company's current liabilities exceeded current assets by RMB 186,045,000, including corporate bonds and bank borrowings of RMB 83,700,000 and RMB 36,036,000 respectively[77] - The company plans to generate sufficient cash flow from ongoing operations and may secure necessary funding through asset pledges and issuing new shares[78] Debt and Liabilities - The company’s total liabilities net of current liabilities stood at RMB (93,004,000), slightly worsening from RMB (91,134,000) in the previous year[50] - The company plans to classify most liabilities currently classified as current liabilities to non-current liabilities upon the effectiveness of the debt restructuring plan[57] - The debt restructuring plan was approved by the Hong Kong court on November 1, 2023, with over 50% of creditors voting in favor[56] - The company has faced multiple winding-up petitions since 2020, with the latest petition for approximately HKD 2,573,424 in principal and interest payments[93] - A debt repayment arrangement plan was approved by the Hong Kong court on November 1, 2023, with over 50% of creditors voting in favor[95] - The company is currently negotiating with petitioners to reach a settlement and withdraw the aforementioned petitions[96] - Total liabilities exceeded total assets by RMB 117,199,000 as of June 30, 2023[77] Operational Developments - The company plans to continue expanding its market presence and developing new products, although specific details were not disclosed in the report[39] - The company’s main business activities are focused on pharmaceutical distribution and production within China[64] - Revenue from pharmaceutical distribution reached RMB 71,472,000 for the six months ended June 30, 2023, a significant increase from RMB 22,530,000 in the same period of 2022, representing a growth of approximately 216%[65] - The group obtained distribution rights for 10 new pharmaceutical products during the review period[101] Corporate Governance and Compliance - The company is committed to maintaining high standards of corporate governance and has adopted the corporate governance code effective during the review period[181] - The company has complied with the corporate governance code provisions as of June 30, 2023, except as disclosed[181] - An independent investigation committee has been established to address acquisition matters and related issues as per the Stock Exchange's requirements[177] - The company has established an independent investigation committee to conduct a comprehensive forensic investigation into acquisition matters[115] Shareholder and Capital Management - The total number of issued ordinary shares as of June 30, 2023, was 1,474,992,908 shares, with 100,000,000 share options remaining unexercised[147] - The stock option plan allows for the issuance of a total of 47,499,290 shares, accounting for approximately 3.22% of the company's issued share capital as of the interim report date[185] - The exercise price of the stock options is HKD 0.67, with the exercise period from September 7, 2018, to May 25, 2025[190] - The company has not made any interim dividend payments for the six months ended June 30, 2023, consistent with the previous year[158] - The company is actively managing its capital structure to strengthen financial stability, with no changes in capital management methods reported as of June 30, 2023[149] Employee and Administrative Expenses - The total employee cost for the six months ended June 30, 2023, was RMB 4.8 million, compared to RMB 3.4 million for the same period in 2022[132] - The group's administrative expenses increased by approximately 34.2% from RMB 5.5 million for the six months ended June 30, 2022, to RMB 7.4 million for the six months ended June 30, 2023, due to increased business volume and legal costs related to the company's resumption of trading[119] - The company has invested resources in training employees across various operational departments and offers competitive compensation and rewards[180] - The company has committed to regular reviews of its human resources policies to align with its corporate development needs[180]

Corporate Governance and Diversity - The board consists of nine directors, with eight male and one female, reflecting a commitment to diversity[1] - Approximately 50% of senior management and 63% of all employees are female, indicating gender balance at all levels[2] - The company has committed to maintaining a gender representation of no less than 10% for any gender at all three levels: board, senior management, and all employees[2] - The company secretary has complied with the relevant professional training requirements as per listing rules[6] - The company has established a remuneration committee to review the remuneration policies for directors and senior management[117] - The board of directors is responsible for overseeing the group's overall goals and strategies, as well as monitoring financial performance and corporate governance compliance[162] - The company is committed to maintaining high standards of corporate governance to protect shareholder interests and enhance corporate value[160] - The company has adopted the corporate governance code as per the Listing Rules Appendix 14, ensuring compliance throughout the year[161] - The board regularly reviews its delegated functions and powers to ensure appropriateness and effectiveness in governance practices[162] Financial Performance - The company reported a net loss attributable to equity holders of RMB 43,379,000 for the year ended December 31, 2022, compared to a loss of RMB 330,401,000 in 2021[34] - Total revenue for the group in 2022 was RMB 71,784,000, compared to RMB 85,913,000 in 2021, reflecting a decline of approximately 16%[175] - Gross profit for 2022 was RMB 13,301,000, compared to RMB 12,955,000 in 2021, indicating a slight increase of about 2.7%[188] - The total comprehensive loss for the year was RMB 57,018,000, down from RMB 336,484,000 in the previous year, marking a decrease of about 83.1%[190] - Basic loss per share for 2022 was RMB 2.94, a significant improvement from RMB 22.4 in 2021[190] Audit and Internal Control - The financial statements for the year ending December 31, 2022, were audited by an external auditor, with a report including a disclaimer of opinion[7] - The company has adopted a risk management and internal control system, which is reviewed annually for effectiveness[9] - The board is responsible for establishing and maintaining effective risk management and internal control systems[9] - The company has engaged a risk management firm to conduct an internal control review, identifying 15 control deficiencies, which have been addressed[12] - The internal audit function has been outsourced to an independent internal audit firm, which reports directly to the audit committee annually[12] - An independent forensic investigation revealed that the acquisition of two companies was not properly managed, leading to a failure to pay the purchase price[11] - The company has faced challenges in completing the audit procedures for the financial statements due to uncertainties related to the terminated acquisition[10] - The internal control review report and investigation report were completed, with the board believing that identified issues do not affect the group's operations[166] Risk Management - The company has implemented measures to reduce quality-related risks, including strict supplier selection and regular quality assessments[66] - The board report highlights strategic risks associated with acquisitions, including the inability to identify suitable targets and potential undisclosed financial obligations[67] - The company emphasizes the importance of conducting thorough due diligence and feasibility analysis for acquisition projects to mitigate risks[68] - The company faces operational risks due to increased regulatory scrutiny in the pharmaceutical industry, which could impact liquidity and profitability[70] - The company is exposed to bidding risks in drug distribution, which could negatively affect sales and market share if not managed properly[72] - The group assesses credit risk based on both quantitative and qualitative data, considering past experiences and forward-looking information[54] - The expected credit loss model includes both lifetime expected credit losses and 12-month expected credit losses, depending on the increase in credit risk since initial recognition[53] - The group’s expected credit loss model is based on historical loss rates and forward-looking macroeconomic data adjustments[130] - The company has a policy to actively expand its customer base to mitigate risks associated with reliance on major customers[128] Assets and Liabilities - The total value of property, plant, and equipment amounted to RMB 77,141 thousand, a decrease from RMB 78,782 thousand as of January 1, 2021, reflecting a reduction of approximately 2.1%[38] - The accumulated depreciation and impairment as of December 31, 2022, was RMB 41,605 thousand, up from RMB 37,872 thousand on January 1, 2021, indicating an increase of about 9.7%[38] - The carrying value of right-of-use assets as of December 31, 2022, was RMB 2,277 thousand, down from RMB 4,188 thousand at the beginning of 2021, representing a decline of approximately 45.6%[39] - The total carrying amount of property, plant, and equipment, and other non-current assets was RMB 109,280,000 as of December 31, 2022, down from RMB 130,790,000 in 2021, indicating a potential impairment risk[56] - The total liabilities increased from RMB 27,878,000 in 2021 to RMB 33,434,000 in 2022, marking an increase of about 19.8%[80] - The company's other borrowings from third parties increased from RMB 16,189,000 in 2021 to RMB 21,312,000 in 2022, an increase of about 31.5%[91] - The company’s corporate bonds payable increased from RMB 76,583,000 in 2021 to RMB 82,525,000 in 2022, reflecting an increase of approximately 7.7%[89] - The company reported a deferred tax asset of RMB 814, a deferred tax liability of RMB 271, and a total of RMB (1,869) as of December 31, 2022[30] - The total unused tax losses and other deductible temporary differences available to offset future profits were approximately RMB 21,167,000, compared to RMB 22,240,000 in 2021[95] Cash Flow and Financial Position - The company's cash and cash equivalents decreased from RMB 2,272,000 in 2021 to RMB 1,901,000 in 2022, representing a decline of approximately 16.4%[76] - The group’s total cash flow from non-derivative financial liabilities was RMB 227,222,000, with a book value of RMB 227,219,000[140] - The group faces cash flow interest rate risk due to floating interest rates on bank loans and other borrowings[143] - The sensitivity analysis indicated that a 100 basis point increase or decrease in floating interest rates would result in an estimated increase or decrease in after-tax losses of approximately RMB 50,000 for 2022, compared to RMB 14,000 for 2021[146] - As of December 31, 2022, total bank borrowings amounted to RMB 45 million, down from RMB 50 million as of December 31, 2021[148] - Other borrowings increased to RMB 213 million as of December 31, 2022, compared to RMB 162 million in the previous year[148] Business Segments - The group operates primarily in two business segments: pharmaceutical distribution and pharmaceutical manufacturing, with detailed revenue analysis provided in the financial statements[60] - The revenue from the pharmaceutical distribution segment for 2022 was RMB 50,333,000, a decrease of 30% from RMB 61,889,000 in 2021[175] - The revenue from the pharmaceutical manufacturing segment for 2022 was RMB 21,451,000, down 10% from RMB 24,024,000 in 2021[175] - The group has not consolidated its operating segments into reportable segments, maintaining separate reporting for each significant segment[175] Shareholder and Corporate Actions - The company’s major shareholder, Jiabao Limited, has pledged 753,040,000 shares, representing approximately 51.05% of the company's issued share capital, as collateral for certain debts[199] - The company is currently in discussions regarding the repayment of outstanding debts owed by Jiabao to the pledgee, with no potential buyers identified for the pledged shares[200] - The company has adopted a share option scheme effective from May 26, 2015, aimed at rewarding eligible individuals for their contributions to the group[111] - As of December 31, 2022, the total number of stock options granted under the stock option plan is 100,000,000, with an exercise price of HKD 0.67[114] - The company has not issued any new options in 2021 and 2022, with 100 million options still unexercised as of December 31, 2022[148]

Share Capital and Ownership - As of June 30, 2022, the total number of issued shares was 1,474,992,908, which is used to calculate the approximate percentage of equity interests[1] - The company’s major shareholder, Jia Bao, holds 753,040,000 shares, representing approximately 51.05% of the issued share capital[15] - As of June 30, 2022, the total number of issued shares was 1,474,992,908, with significant shareholdings by directors, including 3,500,000 shares (0.24%) held by Mr. Shen and 34,814,000 shares (2.36%) held by Mr. Zhang[58] Financial Performance - The company reported revenue of RMB 33,389 thousand for the six months ended June 30, 2022, a decrease of 30.8% compared to RMB 48,226 thousand in the same period of 2021[29] - Gross profit for the same period was RMB 7,098 thousand, representing an increase of 12.8% from RMB 6,293 thousand in 2021[29] - The company incurred a loss attributable to equity holders of RMB 4,635 thousand, an improvement of 32.3% compared to a loss of RMB 6,847 thousand in the prior year[30] - Total comprehensive loss for the period was RMB 8,996 thousand, down from RMB 11,908 thousand in the previous year, indicating a 24.3% reduction[30] - The company reported a total comprehensive expense of RMB 8,996,000 for the six months ended June 30, 2022[36] - The company reported a net loss of RMB 4,635,000, compared to a net profit of RMB 202,000 for the same period in 2021[36] - The net loss for the period decreased by approximately 32.3% to RMB 4.6 million from RMB 6.8 million for the same period last year[121] Debt and Restructuring - The company has faced multiple winding-up petitions since 2020, with a total principal and interest payment of HKD 2,573,424.66 due to bondholders[4] - On November 1, 2023, the Hong Kong High Court approved the debt repayment arrangement plan, with over 50% of creditors voting in favor[4] - The debt restructuring plan aims to address the company's liquidity issues and has been submitted to the High Court for approval[4] - The company has initiated a debt repayment arrangement plan, which was approved by the Hong Kong High Court on November 1, 2023[43] - The company expects to continue its operations and has a positive outlook on the implementation of the debt repayment arrangement plan[43] - The company is currently negotiating with alternative petitioners to reach a settlement and withdraw the aforementioned petitions[7] - The alternative petitioner's hearing has been postponed to November 20, 2023, while the company is in discussions to withdraw the petition[130] Assets and Liabilities - Non-current assets as of June 30, 2022, amounted to RMB 114,409 thousand, slightly down from RMB 115,468 thousand at the end of 2021[32] - Current assets increased to RMB 58,687 thousand from RMB 51,756 thousand at the end of 2021, reflecting a growth of 13.5%[32] - Current liabilities rose to RMB 215,530 thousand, up from RMB 200,582 thousand at the end of 2021, indicating an increase of 7.4%[32] - The total liabilities net amount increased to RMB 67,498,000 as of June 30, 2022, from RMB 58,502,000 as of December 31, 2021[37] - Total liabilities as of June 30, 2022, were RMB 107,559,000, compared to RMB 99,876,000 as of December 31, 2021, indicating an increase of approximately 7.5%[100] - The company’s corporate bonds payable amounted to RMB 78,057,000 as of June 30, 2022, up from RMB 76,583,000 as of December 31, 2021[102] Operational Changes and Governance - An independent investigation committee was established on August 17, 2023, to conduct a forensic investigation into two acquisition matters and related issues[8] - The forensic investigation report identified issues that do not affect the company's operations, and internal control measures will be implemented to monitor investment risks[9] - The company has appointed new directors and committee members in March and October 2023, indicating ongoing governance changes[25] - The company has adopted the corporate governance code as per the Listing Rules and has complied with its provisions during the reporting period[141] Segment Performance - Revenue from the pharmaceutical distribution segment was RMB 22,530,000, down 38.5% from RMB 36,598,000 in the previous year[48] - Revenue from the pharmaceutical manufacturing segment was RMB 10,859,000, a slight decrease of 6.6% compared to RMB 11,628,000 in the same period last year[48] - The company operates primarily in China, with no geographical segment analysis provided for the six months ended June 30, 2022[50] - No geographical segment analysis was provided, indicating a focus on the domestic market for both pharmaceutical distribution and manufacturing[50] Cash Flow and Expenses - The company generated a net cash outflow of RMB 3,233,000 from operating activities for the six months ended June 30, 2022[36] - The company’s financing activities generated a net cash inflow of RMB 4,713,000 for the six months ended June 30, 2022[36] - Cash and cash equivalents decreased to RMB 3,406,000 as of June 30, 2022, down from RMB 4,050,000 at the end of 2021[36] - The company continues to monitor the pandemic closely and is prepared to take swift action to mitigate its impact on operations[122] Employee and Administrative Costs - Employee costs totaled RMB 3,426,000 for the six months ended June 30, 2022, down from RMB 4,865,000 in the same period of 2021, a decrease of 29.6%[82] - The group had a total employee cost of RMB 3.4 million for the six months ended June 30, 2022, compared to RMB 4.9 million for the same period in 2021[138] - The group employed 94 staff as of June 30, 2022, a slight decrease from 95 employees as of December 31, 2021[138] - Administrative expenses were RMB 5,503,000, down from RMB 9,048,000 in the same period last year[76] Other Financial Information - The company did not recommend any interim dividend for the six months ended June 30, 2022, consistent with the previous year[86] - The company has no significant contingent liabilities as of June 30, 2022, aside from those disclosed[132] - The company has not disclosed any significant events that occurred after June 30, 2022, up to the report date[13] - The company did not conduct any significant investments, acquisitions, or disposals that require disclosure under the Hong Kong Stock Exchange Listing Rules for the six months ended June 30, 2022[137]

Financial Performance - Total revenue for 2021 was RMB 85,913 thousand, a decrease from RMB 474,835 thousand in 2020, indicating a decline of approximately 81.9%[43] - The company reported a net loss of RMB 394,680 thousand for the year, compared to a loss of RMB 15,407 thousand in the previous year[35] - The reported segment revenue for the year ended December 31, 2021, was RMB 86,425 thousand, a decrease of 81.9% compared to RMB 475,627 thousand for the year ended December 31, 2020[54] - The reported segment profit for the year ended December 31, 2021, was RMB 12,954 thousand, down from RMB 17,695 thousand in the previous year, representing a decline of 26.1%[54] - The company reported a consolidated loss before tax of RMB (323,417) thousand for the year ended December 31, 2021, compared to a loss of RMB (425,761) thousand in 2020, indicating an improvement of 24.1%[54] - The group reported a net loss of approximately RMB 330,401,000 for the year ended December 31, 2021, raising doubts about its ability to continue as a going concern[78] - The company’s accumulated losses as of December 31, 2021, were RMB 766,091,000, an increase from RMB 393,161,000 in 2020, indicating a significant rise in losses[168] Assets and Liabilities - Current assets decreased significantly to RMB 76,347 thousand in 2021 from RMB 472,805 thousand in 2020, reflecting a decline of approximately 83.9%[32] - Total liabilities increased to RMB 121,902 thousand in 2021 from RMB 112,506 thousand in 2020, representing an increase of about 8.5%[32] - The company had a total equity of RMB (42,576) thousand in 2021, a significant drop from RMB 363,316 thousand in 2020[32] - As of December 31, 2021, the group's current liabilities net amount was approximately RMB 148,826,000, and total liabilities net amount was RMB 58,502,000, indicating significant financial uncertainty[78] - The group recognized an impairment loss of approximately RMB 111,797,000 related to property development projects during the year, impacting overall financial performance[82] - The total value of property, plant, and equipment as of December 31, 2021, was RMB 77,161,000, reflecting a decrease from previous years[85] Debt and Restructuring - The company has been subject to multiple winding-up petitions since 2020, with a total principal and interest payment of HKD 2,573,424.66 owed to a petitioner[64] - A debt restructuring plan was approved by the Hong Kong High Court on November 1, 2023, with over 50% of creditors voting in favor, representing at least 75% of the claim value[64] - The High Court has indicated that the debt repayment arrangement will be implemented, ensuring creditors receive multiple payments under the plan[66] - The company has been actively addressing liquidity issues through its debt restructuring efforts[64] Operational Risks and Strategies - The company faces various financial risks, including foreign exchange risk, interest rate risk, credit risk, liquidity risk, and price risk[12] - The company has implemented measures to mitigate operational risks, including maintaining good communication with government departments and healthcare institutions[7] - The company plans to adapt its sales strategies and develop new sales channels, such as online shopping, in response to bidding challenges[7] - The company has faced significant operational risks due to potential natural disasters affecting its production facilities located in Chengdu and Sichuan Province[8] Environmental and Social Responsibility - The company is committed to maintaining high environmental and social standards to ensure sustainable business development[15] - The company has taken steps to reduce environmental impact by minimizing electricity consumption and encouraging recycling of office supplies[17] Corporate Governance - The company has maintained compliance with corporate governance practices and has confirmed adherence to non-competition commitments by its major shareholders[62][58] - The board and audit committee had no disagreements regarding the selection and appointment of external auditors for the review year[183] - The controlling shareholders have signed a non-competition agreement to protect the group from potential competition, with independent non-executive directors reviewing compliance annually[184] Shareholder Matters - The company held one annual general meeting during the year ended December 31, 2021, providing opportunities for shareholders to communicate directly with the board[187] - Shareholders holding at least 10% of the paid-up capital can request a special general meeting, which must be held within two months of the request[188] - Voting at the annual general meeting is conducted on a poll basis to ensure each share has one vote[189] Intangible Assets and Investments - The company acquired three patents from Wuhan Haoduoduo Biotechnology Co., Ltd. for a total consideration of RMB 35 million, with an exclusive usage period until May 3, 2033[98] - The company recognized an impairment loss of RMB 24.006 million for intangible assets (patents) and RMB 8 million for receivable royalties during the year ended December 31, 2021[98] - The total cost of intangible assets as of December 31, 2021, was RMB 38.126 million, with accumulated amortization and impairment losses totaling RMB 24.006 million[98] Financial Instruments and Credit Risk - The company recognizes expected credit losses for financial assets, including receivables and cash equivalents, and updates the loss provisions at each reporting date[109] - The expected credit loss assessment considers both the lifetime expected credit losses and the 12-month expected credit losses based on the risk of default since initial recognition[110] - The company assumes that credit risk has significantly increased when contractual payments are overdue by more than 30 days, unless there is reasonable evidence to the contrary[112] Future Outlook and Guidance - The group has not provided specific guidance for future performance or outlook in the conference call[80] - The management has indicated that the assumption of going concern is dependent on the successful implementation of debt repayment arrangements[78]

香港交易及結算所有限公司及香港聯合交易所有限公司對本公佈的內容概不 負 責，對 其 準 確 性 或 完 整 性 亦 不 發 表 任 何 聲 明，並 明 確 表 示，概 不 對 因 本 公 佈 全部或任何部分內容而產生或因倚賴該等內容而引致的任何損失承擔任何責 任。 Pa Shun International Holdings Limited 百信國際控股有限公司 （於開曼群島註冊成立的有限公司） （股份代號：574） 截 至2023年6月30日止六個月 中期業績公佈 百 信 國 際 控 股 有 限 公 司（「本公司」，連 同 其 附 屬 公 司 統 稱「本集團」）董 事（「董 事」） 會（「董事會」）宣 佈，本 集 團 截 至2023年6月30日止六個月的未經審核中期綜合業 績連同2022年 同 期 之 比 較 數 字 如 下： 中期業績重點 • 收益約為人民幣82,832,000元（2022年：約 人 民 幣33,389,000元）。 • 期內溢利約為人民幣4,517,000元（2022年：期內虧損約人民幣4,635,000元）。 • 截 至2023年6月30日 止 六 個 月 的 每 股 基 本 溢 利（ ...

香港交易及結算所有限公司及香港聯合交易所有限公司對本公佈的內容概不 負 責，對 其 準 確 性 或 完 整 性 亦 不 發 表 任 何 聲 明，並 明 確 表 示，概 不 對 因 本 公 佈 全部或任何部分內容而產生或因倚賴該等內容而引致的任何損失承擔任何責 任。 Pa Shun International Holdings Limited 百信國際控股有限公司 （於開曼群島註冊成立的有限公司） （股份代號：574） 截 至2022年12月31日止年度之全年業績公佈 百 信 國 際 控 股 有 限 公 司（「本公司」，連 同 其 附 屬 公 司 統 稱「本集團」）董 事（「董 事」） 會（「董事會」）宣 佈，本 集 團 截 至2022年12月31日止年度之經審核全年綜合業績 連 同2021年 之 比 較 數 字 如 下： 全年業績重點 • 收益約為人民幣71,784,000元（2021年：約 人 民 幣85,913,000元）。 • 年內虧損約為人民幣43,379,000元（2021年：約 人 民 幣330,401,000元）。 • 每股基本及攤薄虧損分別為人民幣2.94分（2021年：人 民 幣22.40分 ...