Financial Statements and Compliance - The company's interim financial information for the six-month period ended 30 September 2024 includes condensed consolidated statements of financial position, profit or loss, changes in equity, and cash flows[13] - The financial statements are prepared in compliance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" (HKAS 34) issued by the Hong Kong Institute of Certified Public Accountants[13] - The company's financial information is subject to an independent review report, which is addressed to the board of directors[13] - The company has adopted all new and revised Hong Kong Financial Reporting Standards (HKFRSs) effective from 1 April 2024, with no significant changes to accounting policies or financial statements[40] Company Overview and Structure - The company's registered office is located in the Cayman Islands, with its head office and principal place of business in Hong Kong[7] - The company's principal bankers include Chong Hing Bank Limited, China Construction Bank (Asia) Corporation Limited, and Shanghai Pudong Development Bank Co., Ltd[9] - The company's stock code is 290 and its website is www.290.com.hk[9] - The company's board of directors includes executive and non-executive directors, with some members retiring on 12 August 2024[4] - The company's auditor is Zhonghui Anda CPA Limited, a certified public accounting firm[7] - The company's share registrar and transfer office in Hong Kong is Union Registrars Limited[9] Financial Performance and Results - Revenue for the six months ended 30 September 2024 increased to HK22,016thousand,upfromHK18,349 thousand in the same period in 2023[20] - Net gains on investments at fair value through profit or loss for the six months ended 30 September 2024 were HK22,016thousand,comparedtoHK18,349 thousand in 2023[20] - Staff costs for the six months ended 30 September 2024 increased significantly to HK34,225thousand,upfromHK16,839 thousand in 2023[20] - Loss before tax for the six months ended 30 September 2024 was HK10,912thousand,animprovementfromHK17,423 thousand in 2023[20] - Total revenue for the six months ended 30 September 2024 was HK22,016thousand,comparedtoHK18,349 thousand in the same period in 2023, representing an increase of 20%[81] - Revenue from securities brokerage business decreased to HK8,103thousandin2024fromHK10,469 thousand in 2023, a decline of 22.6%[81] - Income from equity investment business was HK1,534thousandin2024,comparedtonoincomein2023[81]−InterestrevenuefrommoneylendingbusinesssurgedtoHK8,439 thousand in 2024 from HK1,837thousandin2023,asignificantincreaseof359.58,121 thousand, followed by the money lending segment with HK8,439thousand[88]−TheequityinvestmentsegmentreportedanetgainofHK12,571 thousand on investments at fair value through profit or loss[88] - The company recorded a loss before tax of HK10,912thousandforthesixmonthsended30September2024[88]−TheassetmanagementsegmentcontributedHK1,941 thousand in revenue, a decrease from HK2,624thousandin2023[81]−TheconsultancyandinsurancebrokeragesegmentsawaslightincreaseinrevenuetoHK344 thousand in 2024 from HK306thousandin2023[81]−Thecorporatefinancesegment′srevenuedeclinedtoHK1,297 thousand in 2024 from HK1,701thousandin2023[81]−Totalrevenueforthesixmonthsended30September2024wasHK18.349 million, with a net loss of HK9.661millionfrominvestmentsatfairvaluethroughprofitorloss[90]−SegmentresultsshowedanetlossofHK19.021 million, with the largest loss from the equity investment segment at HK14.115million[90]−InterestrevenuefromfinancialinstitutionssurgedtoHK8.627 million, up from HK1.476millioninthesameperiodlastyear[99]−Thecompanyrecognizednogovernmentgrantsforthesixmonthsended30September2024,comparedtoHK756,000 in the same period last year[100] - Finance costs decreased to HK377,000,downfromHK1.299 million in the previous year, primarily due to lower interest on corporate bonds[102] - The company's total operating expenses for the six months ended 30 September 2024 were HK14,372,000,comparedtoHK7,130,000 in the same period in 2023, representing a significant increase[106] - Staff costs, including salaries and allowances, increased to HK34,225,000in2024fromHK16,839,000 in 2023, driven by higher salaries and equity-settled share-based payments[110] - The company reported a loss before tax of HK10,909,000forthesixmonthsended30September2024,withnodividendpaidorproposedduringtheperiod[123][118]AssetsandLiabilities−Investmentsatfairvaluethroughprofitorlossasof30September2024stoodatHK257,649 thousand, up from HK79,769thousandasof31March2024[23]−Loanandtradereceivablesasof30September2024increasedtoHK175,784 thousand, compared to HK99,997thousandasof31March2024[23]−Bankbalancesandcash(general)asof30September2024decreasedtoHK121,241 thousand, down from HK289,257thousandasof31March2024[23]−Tradepayablesasof30September2024decreasedtoHK204,723 thousand, compared to HK276,025thousandasof31March2024[23]−Intangibleassetsasof30September2024wereHK36,072 thousand, up from zero as of 31 March 2024[23] - Prepaid considerations for investments as of 30 September 2024 were HK118,471thousand,comparedtozeroasof31March2024[23]−NetcurrentassetsincreasedtoHK503,686 thousand from HK573,448thousand[26]−TotalliabilitiesdecreasedtoHK1,052,784 thousand from HK801,539thousand[26]−NetassetsincreasedtoHK1,041,887 thousand from HK786,843thousand[26]−SharecapitalincreasedtoHK711,842 thousand from HK632,625thousand[26]−ReservesincreasedtoHK330,045 thousand from HK154,218thousand[26]−TotalequityincreasedtoHK1,041,887 thousand from HK786,843thousand[26]−TotalsegmentassetsincreasedtoHK842.641 million, with equity investment assets growing significantly to HK399.198million[96]−ConsolidatedtotalassetsrosetoHK1.269 billion, while consolidated total liabilities decreased to HK227.748million[96]−UnlistedinvestmentsincreasedtoHK113,617 thousand as of 30 September 2024, up from HK112,898thousandasof31March2024[133]−EquitysecuritieslistedinHongKongincreasedsignificantlytoHK209,691 thousand as of 30 September 2024, compared to HK86,908thousandasof31March2024[139]−Totalloanandtradereceivables–currentrosetoHK175,784 thousand as of 30 September 2024, up from HK99,997thousandasof31March2024[140]−TradereceivablesfromsecuritiesbrokeragebusinessamountedtoHK1,529 thousand as of 30 September 2024, compared to zero as of 31 March 2024[148] - The carrying amount of trade receivables (excluding margin and cash clients) was HK3,994thousandasof30September2024,upfromHK2,351 thousand as of 31 March 2024[157] - Loan receivables – current surged to HK171,705thousandasof30September2024,comparedtoHK97,076 thousand as of 31 March 2024[140] - The Group's investments at fair value through profit or loss increased to HK441,797thousandasof30September2024,upfromHK253,273 thousand as of 31 March 2024[139] - Trade receivables from other businesses stood at HK5,987thousandasof30September2024,comparedtoHK5,530 thousand as of 31 March 2024[148] - The Group's share of net assets in unlisted investments was HK104,214thousandasof30September2024,slightlyupfromHK103,495 thousand as of 31 March 2024[133] - Total loan receivables as of 30 September 2024 amounted to HK171,705,000,anincreasefromHK110,576,000 as of 31 March 2024[167] - Trust bank balances and cash for client funds amounted to HK204,723thousand,classifiedundercurrentassetsintheconsolidatedfinancialpositionstatement[182]−TradepayablestomarginandcashclientstotaledHK276,025 thousand, with HK266,924thousandattributedtomarginandcashclientsandHK9,101 thousand to HKSCC[184] - Trade payables to HKSCC within 30 days amounted to HK9,101thousandasofSeptember30,2024[192]CashFlow−NetcashusedinoperatingactivitieswasHK85,576 thousand[33] - Net cash used in investing activities was HK323,773thousand[33]−NetcashgeneratedfromfinancingactivitieswasHK240,419 thousand[33] - Cash and cash equivalents decreased by HK168,930thousand[33]InvestmentsandFairValueMeasurements−Thecompanyholdscryptocurrencies,includingBitcoin,accountedforasintangibleassetsunderthecostmodel,withanindefiniteusefullifeandsubjecttoannualimpairmenttesting[40]−Thecompany′sfinancialassetsandliabilitiesaremeasuredatfairvalue,categorizedintothreelevelsbasedonobservableinputs:Level1(quotedprices),Level2(observableinputs),andLevel3(unobservableinputs)[42]−Thecompanyrecognizestransfersbetweenfairvaluehierarchylevelsasofthedateoftheeventorchangeincircumstancescausingthetransfer[42]−Recurringfairvaluemeasurementsat30September2024totaledHK441,797 thousand, with Level 1 at HK209,713thousand,Level2atHK41,143 thousand, and Level 3 at HK190,941thousand[46]−Totalrecurringfairvaluemeasurementsat31March2024wereHK253,273 thousand, with Level 1 at HK102,032thousand,Level2atHK32,349 thousand, and Level 3 at HK118,892thousand[46]−Level3fairvaluemeasurementsincreasedfromHK118,892 thousand at 31 March 2024 to HK190,941thousandat30September2024,drivenbyadditionsofHK105,124 thousand and disposals of HK24,233thousand[50]−FundinvestmentsunderLevel2fairvaluemeasurementsincreasedfromHK32,349 thousand at 31 March 2024 to HK41,143thousandat30September2024[59]−UnlistedequityinstrumentsunderLevel3fairvaluemeasurementsincreasedfromHK79,769 thousand at 31 March 2024 to HK108,800thousandat30September2024[70]−Thecompany′schieffinancialofficerisresponsibleforfairvaluemeasurements,reportingdirectlytotheboardofdirectors,withvaluationdiscussionsheldatleasttwiceayear[55]−ThecompanyhasadedicatedteammanagingLevel3financialinstrumentvaluationsonacase−by−casebasis,usingvaluationtechniquesatleasttwiceayear[56]−FundinvestmentsunderLevel2fairvaluemeasurementswerevaluedusingtheshareofnetassetsmethod,withnoobservableinputs(N/A)[59]−UnlistedequityinstrumentsunderLevel3fairvaluemeasurementswerevaluedusingrecentarm′slengthtransactionprices,withnoobservableinputs(N/A)[70]−Thecompany′sLevel3fairvaluemeasurementsincludegainsorlossesrecognizedinprofitorloss,withanetlossofHK16,974 thousand for the six months ended 30 September 2024[50] - The company invested HK36,001,000incryptocurrenciesduringthesixmonthsended30September2024,withnosuchinvestmentsinthesameperiodin2023[128]LoansandReceivables−Thecompanyhassevenoutstandingloansasof30September2024,comparedtofiveasof31March2024[167]−OnesecuredloanwithanoutstandingprincipalofHK13,500,000 bears an interest rate of 8% per annum and is due for repayment within twelve months[167] - Two unsecured loans with an aggregate outstanding principal of HK75,250,000bearaninterestrateof155,000,000 is overdue and bears an interest rate of 13% per annum[170] - One guaranteed loan with an outstanding principal of HK3,000,000isoverdueandbearsaninterestrateof1225,000,000 bears an interest rate of 12% per annum and is due for repayment within twelve months[170] - One new unsecured loan with an outstanding principal of HK50,000,000bearsaninterestrateof850,000,000 due within 30 days, HK100,250,000duewithin90to365days,andHK19,809,000 overdue for more than 365 days as of 30 September 2024[175] Share Issuance and Options - The company issued 263,593,577 ordinary shares at HK0.20eachinAugust2023,raisingHK52,718,000[197] - In February 2024, the company issued 4,744,684,386 ordinary shares at HK0.10eachthrougharightsissue,raisingHK474,469,000[197] - In July 2024, the company issued 273,776,000 ordinary shares at HK0.90each,raisingHK246,398,000[197] - In July 2024, the company issued 518,400,000 ordinary shares under a share award scheme[197] - The Company's Share Option Scheme allows for a maximum of 10% of total shares in issue to be granted as unexercised share options, based on the total number of shares at the 2021 annual general meeting[200] - Each eligible participant under the Share Option Scheme can be granted up to 1% of the Company's shares in issue within any 12-month period[200] - Any share options granted to a substantial shareholder or independent non-executive director exceeding 0.1% of the Company's shares in issue or HK5,000,000invaluerequirepriorshareholderapproval[200]Taxation−HongKongProfitsTaxwasprovidedatarateof16.54,469,000 and right-of-use assets worth HK$644,000 during the six months ended 30 September 2024, compared to no acquisitions in the same period in 2023[127] Management Discussion and Analysis - The company's interim report for 2024 includes a management discussion and analysis section[3] Shareholding and Voting Rights - The Group holds 25.00% of the nominal value of issued capital and 33.00% of voting rights in Starlight Financial Holdings Limited as of 30 September 2024[136]