Revenue and Income - Revenue for the six months ended 30 June 2024 increased to HK38.072million,upfromHK34.270 million in the same period in 2023[6] - Total revenue for the six months ended 30 June 2024 was HK38.072million,comparedtoHK34.270 million in the same period in 2023, representing an increase of 11.1%[21][23] - Revenue from the hospitality and related services segment increased to HK32.958millionin2024fromHK31.562 million in 2023, a growth of 4.4%[21][23] - Loan interest income from the money lending business rose significantly to HK5.113millionin2024,upfromHK2.665 million in 2023, a 91.8% increase[21][23] - Revenue from food and beverage sales in the hotel business grew to HK19.433millionin2024fromHK18.254 million in 2023, a 6.5% increase[24] - Revenue from hospitality and related services in Australia increased by approximately HK1,396,000(432,958,000 for the six months ended 30 June 2024[70] - The Group recorded interest income of approximately HK5,113,000fromitsmoneylendingbusiness,asignificantincreasefromHK2,665,000 in 2023[74] Costs and Expenses - Cost of sales for the six months ended 30 June 2024 was HK5.577million,comparedtoHK4.835 million in 2023[6] - Administrative expenses decreased to HK41.342millionin2024fromHK45.905 million in 2023[6] - Finance costs decreased to HK3.157millionin2024fromHK3.933 million in 2023[6] - Total depreciation and amortization expenses increased to HK6.408millionin2024fromHK5.796 million in 2023, a 10.6% rise[21][23] - Staff costs, including directors' emoluments, increased to HK19.830millionin2024fromHK20.322 million in 2023, a 2.4% decrease[26] - The impairment loss on contract assets, accounts receivable, loan, and interest receivables rose to HK6.408millionin2024fromHK5.796 million in 2023, a 10.6% increase[26] - Staff costs, including Directors' salaries, allowances, and bonuses, totaled approximately HK19,831,000fortheperiodunderreview,comparedtoHK20,322,000 in 2023[110] Profit and Loss - The company reported a loss before tax of HK23.712millionforthesixmonthsended30June2024,comparedtoaprofitofHK46.664 million in 2023[6] - Total comprehensive income for the period was a loss of HK25.582millionin2024,comparedtoaprofitofHK75.260 million in 2023[7] - Loss per share for the six months ended 30 June 2024 was HK0.46,comparedtoearningspershareofHK0.87 in 2023[7] - The company reported a loss before tax of HK23.712millionforthesixmonthsended30June2024,comparedtoaprofitbeforetaxofHK46.664 million in the same period in 2023[21][23] - The company reported a loss attributable to shareholders of HK23,672,000forthesixmonthsended30June2024,comparedtoaprofitofHK46,743,000 in the same period in 2023[31] - The company reported a loss of approximately HKD 23,712,000 for the six months ended June 30, 2024, compared to a profit of HKD 46,664,000 in the same period in 2023, primarily due to the absence of a gain from the deemed disposal of a subsidiary in 2023[63] Assets and Liabilities - Total non-current assets decreased to HK291,268,000fromHK296,752,000, a decline of 1.8%[8] - Current assets decreased to HK136,856,000fromHK144,750,000, a decline of 5.5%[8] - Cash and cash equivalents decreased to HK26,469,000fromHK32,507,000, a decline of 18.6%[8] - Total current liabilities decreased to HK86,742,000fromHK95,958,000, a decline of 9.6%[9] - Net current assets increased to HK50,114,000fromHK48,792,000, an increase of 2.7%[9] - Total equity decreased to HK291,398,000fromHK316,980,000, a decline of 8.1%[9] - Accumulated losses increased to HK945,428,000fromHK882,939,000, an increase of 7.1%[10] - Consolidated reserves decreased to HK240,402,000fromHK297,428,000, a decline of 19.2%[11] - Total assets of the Group as of 30 June 2024 were approximately HK428,124,000,withcashandcashequivalentsofHK1,435,000[90] - Shareholders' equity as of 30 June 2024 was approximately HK291,962,000[91]−TheGroup′sborrowingsasof30June2024wereapproximatelyHK74,759,000, with 60,853,000 secured and 13,906,000 unsecured[91] Cash Flow - Net cash flow from operating activities for the six months ended 30 June 2024 was HK6,361thousand,comparedtoanetcashoutflowofHK23,962 thousand in the same period in 2023[12] - Net cash flow used in investing activities for the six months ended 30 June 2024 was HK15,298thousand,comparedtoanetcashinflowofHK34,669 thousand in the same period in 2023[12] - Net cash flow from financing activities for the six months ended 30 June 2024 was HK3,832thousand,comparedtoanetcashoutflowofHK19,313 thousand in the same period in 2023[12] - Cash and cash equivalents at the end of the period were HK1,435thousand,adecreasefromHK5,713 thousand at the end of the same period in 2023[12] Segment Performance - The Group has four reportable operating segments: hospitality and related services in Australia, services through network media, money lending business, and assets investments business[18] - Revenue and expenses are allocated to the reportable segments based on sales generated and expenses incurred by those segments[18] - Assets and liabilities are allocated to the reportable segments, excluding unallocated corporate assets and liabilities[18] - Segment profit/(loss) is measured using adjusted profit/(loss) before tax, which excludes bank interest income, non-lease-related finance costs, dividend income, net gains on disposals of subsidiaries, and head office and corporate expenses[18] Investments and Fair Value - Share of results of associates showed a loss of HK9.951millionin2024,comparedtoalossofHK7.129 million in 2023[6] - Fair value loss on financial assets at FVTPL was HK3.714millionin2024,comparedtoalossofHK1.027 million in 2023[6] - The fair value loss on financial assets at FVTPL increased to HK3.714millionin2024fromHK1.027 million in 2023, a 261.6% increase[21][23] - The Group recorded a fair value loss on financial assets at FVTPL of approximately HK3,714,000forthesixmonthsended30June2024,primarilyduetothedecreaseinthefairvalueofinvestmentsinlistedequitysecuritiesinHongKong[78]−TheGrouprecordedafairvaluelossonfinancialassetsatFVTOCIofapproximatelyHK503,000 for the six months ended 30 June 2024, compared to a fair value gain of approximately HK28,466,000in2023[78]−WorldBiotechRegenerativeMedicalGroupLimited,asignificantsecuritiesinvestment,accountedfor6.829,190,000[79] - The Group's investment in World Biotech, representing 3.32% equity interest, had an investment cost of HK28,697,000andrecordednounrealisedgainordividendincomeforthesixmonthsended30June2024[79]−WorldBiotech,foundedin2020,operatesabiopharmaceuticaldrugdevelopmentcentre,aproductionfacility,andaclinicalcentreunderthebrandBioCreatrix[80]−TheGroup′ssubsidiary,AbsolutelyTalentTechnologyLimited,investedHK40,000,000 in World Biotech in October 2021, acquiring a 4.65% equity interest[81] - World Biotech's net profit guarantee for the two financial years ending 30 September 2025 or its valuation by 31 December 2025 must not be less than agreed amounts, or compensation will be paid to Absolutely Talent Technology Limited[82] - The Group recorded a gain of approximately HK335,000fromthedisposalof25,000sharesofWorldBiotechduringthesixmonthsended30June2023[82]−Asof30June2024,theGroup′s35,650shares(3.3229,190,000, representing 6.8% of the Group's total assets[82] - World Biotech completed the construction of a GMP-compliant production plant in 2023, enabling it to manufacture clinical trial products and distribute bi-products globally[82] - The Group held 10,650 ordinary shares (48.33% equity) in Luck Key Investment Limited as of 30 June 2024, with a carrying amount of approximately HK60,740,000,representing14.294,879,000, with a loss attributable to shareholders of approximately HK19,821,000[84]−LuckKeyGroupoperates11healthcheckcentersand2laboratoriesinHongKong,providingawiderangeofmedicaldiagnosticandhealthcheckservices[83]−TheGroupplanstocontinueholdingitsinvestmentsunlesschangesinstrategyoropportunitiestorealizeexistinginvestmentsarise,aimingtooptimizereturnsandcreatevalueforshareholders[85]BorrowingsandFinancialInstruments−Totalinterest−bearingborrowingsincreasedtoHK74,759,000 as of 30 June 2024 from HK65,959,000asof31December2023[51]−Fixed−rateborrowingsincreasedtoHK13,906,000 as of 30 June 2024 from HK10,188,000asof31December2023[51]−Variable−rateborrowingsincreasedtoHK60,853,000 as of 30 June 2024 from HK55,771,000asof31December2023[51]−Effectiveinterestratesforfixed−rateborrowingsrangedfrom10.0024,799,000, with interest rates ranging from 7.23% to 11.00%[90] - The Group's gearing ratio as of 30 June 2024 was 0.32 times, and its net debt-to-equity capital ratio was 0.43 times[90] - Effective interest rates on fixed-rate borrowings ranged from 10.00% to 11.00%, and on variable-rate borrowings from 7.23% to 7.40% as of 30 June 2024[94] - The Group's borrowing facilities as of 30 June 2024 were approximately HK93,452,000,withHK74,759,000 utilized[90] - Certain borrowing facilities were secured by freehold land and buildings valued at approximately HK82,373,000asof30June2024[96]−SubsidiaryEFLissuedconvertibleloannotestotalingHKD7.6millionforgeneralworkingcapital,withanextendedmaturitydateofSeptember30,2024[124]−AsofJune30,2024,HKD300,000oftheconvertibleloannoteswereredeemed,andnoconversionsoccurred[124]−Theoutstandingprincipalamountofconvertiblenotesasof30June2024wasHK7,300,000, down from HK7,600,000asof31December2023[121]−TheconvertiblenotesissuedbyEFLhaveamaturitydateof30September2024andcanbeconvertedintoordinarysharesofEFL[121]−Thefullexerciseoftheconversionrightfortheoutstandingconvertiblenoteswouldnotresultintheissuanceofmorethan5129,000,000 loan and a HK67,574,473marginloan[100]−EverRobustfullyrepaidtheHK129,000,000 loan and HK$67,574,473 margin loan by 19 December 2017 and no longer holds shares in Convoy[100] - On 6 March 2018, a case management conference was held for the Convoy Proceedings, with amended claims seeking declarations of nullity for share allotments and orders for damages and equitable compensation[101][103] - On 27 July 2018, Ever Robust received a sealed order allowing the Plaintiffs to file and serve an amended statement of claim, with 11 additional parties ordered to join the proceedings[102] - Ever Robust filed its defense on 10 December 2018, asserting that the Plaintiffs are not entitled to any relief in the Convoy Proceedings[104] - On 2 January 2018, Ever Robust received a petition from Zhu Xiao Yan seeking orders to declare share placements void and claim damages for shareholding dilution, with Ever Robust holding no shares in Convoy as of that date[105] - The Zhu Proceedings were stayed on 6 March 2018 pending the outcome of the Convoy Proceedings[106] - The Group did not have any material contingent liabilities as of 30 June 2024, the same as in 2023[109][113] - The Group has not made any provisions for legal proceedings due to the inability to reliably assess potential liabilities[108][112] Corporate Governance and Shareholder Information - The company's authorized share capital is 20,000,000,000 ordinary shares with a nominal value of HKD 0.01 each, and the issued and fully paid shares as of June 30, 2024, were 5,156,035,108 shares[55] - Ng Ting Kit holds a 9.64% beneficial interest in the company's shares, totaling 497,180,000 shares[120] - King's Group Capital Limited, wholly owned by Ng Ting Kit, holds a 5.06% interest in the company's shares, totaling 260,800,000 shares[120] - The total issued shares of the company as of 30 June 2024 were 5,156,035,108[120] - No share options were outstanding as of 30 June 2024, compared to none as of 31 December 2023[119] - The maximum entitlement for each participant under the share option scheme does not exceed 1% of the aggregate number of shares issued and issuable in any 12-month period[126][129] - The share option scheme allows for a nominal consideration of HKD 1 upon acceptance of the grant[126][129] - The exercise price of options cannot be less than the highest of the closing price on the grant date, the average closing price for the preceding five trading days, or the nominal value of the shares[127][129] - The share option scheme remains in force for 10 years from its adoption date of June 9, 2020[127][129] - As of January 1, 2024, and June 30, 2024, 533,623,510 shares were available for grant under the scheme, representing approximately 10.35% of the issued share capital[127][129] - No options were granted under the scheme during the six months ended June 30, 2024[127][129] - There were no outstanding, granted, exercised, canceled, or lapsed share options under the scheme as of January 1, 2024, and June 30, 2024[128][129] - Non-executive Director Mr. Ng Ting Ho holds directorships in Way Union Finance Limited and Delight Sky Finance Limited, which are engaged in money lending business in Hong Kong[131] - The company has established an Audit Committee consisting of three independent non-executive directors, with Mr. Wong Siu Keung, Joe serving as the chairman during the review period[135] - The Audit Committee reviewed the Group's unaudited condensed consolidated results for the six months ended 30 June 2024 and confirmed compliance with applicable accounting standards and GEM Listing Rules[135] - The Board of Directors includes one