AI智能总结
2024 Contents Updates Prior to the Latest Practicable Date of This Annual Report2Corporate Information3Corporate Profile6Chairman’s Statement8Management Discussion and Analysis10Directors and Senior Management18Corporate Governance Report25Environmental, Social and Governance Report46Directors’ Report94Independent Auditor’s Report105Consolidated Statement of Profit or Loss andOther Comprehensive Income109Consolidated Statement of Financial Position110Consolidated Statement of Changes in Equity111Consolidated Statement of Cash Flows112Notes to the Consolidated Financial Statements114Financial Summary220Particulars of Major Properties221Definitions222 於 本 年 報 最 後 實 際 可 行 日 期 前 之 最 新 情 況 Updates Prior to the Latest Practicable Date of This Annual Report Unless otherwise stated or the context otherwise requires, this annual report(together with the consolidated financial statements of the Company forthe year ended 31 December 2024) was prepared based on the informationavailable to the Company for the year ended 31 December 2024 or as at thedate on which this annual report has been approved by the Board being 28March 2025. 205,000,00060.4% Subsequent to 28 March 2025 and before the latest practicable date prior tothe printing of this annual report, the Board has made significant progressthrough active engagement with the key stakeholders to resolve the issuesarising from the material uncertainties relating to going concern as notedin the CG Report as contained in this annual report. In particular, theCompany has reached preliminary consensus with the Banks on a transitionalrestructuring arrangement and obtained a written confirmation letter froma substantial shareholder dated 3 April 2025 (to whom HK$205,000,000 ofshareholders’ loans are owed, representing 60.4% of total current shareholderloans) that no demand for repayment will be made until the Group is capableof repaying the outstanding amounts. Going forward, the Company willcontinue to proactively communicate with the Banks to confirm the detailson the arrangement regarding the repayment of the outstanding instalments ofloan principal and closely monitor the liquidity position of the Group whilemaintaining normal business operation. 483,781,402105,331,3747.8%1.7%Elite Success InternationalL i m i t e d24,358,6920.39%Elite SuccessInternational Limited1,601,715,52625.83% In addition, as informed by Ms Melinda Chan, our executive Director,and Mr David Chow, a former co-chairman of the Board and a substantialshareholder of the Company under the SFO, they have respectively transferred483,781,402 Shares and 105,331,374 Shares to Elite Success InternationalLimited on 29 March 2025, representing approximately 7.8% and 1.7% of theissued Shares of the Company. After such transfer, Mr David Chow ceasedto hold any Shares and is deemed to be interested in the 24,358,692 Sharesbeneficially owned by Ms Melinda Chan, representing approximately 0.39%of the issued Shares of the Company, and Elite Success International Limitedis beneficially interested in 1,601,715,526 Shares, representing approximately25.83% of the issued Shares of the Company. Corporate Information PLACE OF INCORPORATION Cayman Islands BOARD OF DIRECTORS Mr Li Chu Kwan(Chairman & chief executive officer)Ms Chan Mei Yi, Melinda(Vice-chairman) Non-executive Directors Ms Ho Chiulin, LaurindaMr Li Chun TakMr Wong Che Man Eddy Independent non-executive Directors Mr Wang Hongxin(alias Wang, Charles Hongxin)Mr Lau Ngai Kee, RickyMr Mak Ka Wing, Patrick AUDIT COMMITTEE Mr Lau Ngai Kee, Ricky(Chairman)Ms Ho Chiulin, LaurindaMr Wang Hongxin(alias Wang, Charles Hongxin)Mr Mak Ka Wing, Patrick REMUNERATION COMMITTEE Mr Wang Hongxin(alias Wang, Charles Hongxin) (Chairman)Mr Li Chu KwanMr Lau Ngai Kee, RickyMr Mak Ka Wing, PatrickMr Wong Che Man Eddy NOMINATION COMMITTEE Mr Mak Ka Wing, Patrick(Chairman)Mr Wang Hongxin(alias Wang, Charles Hongxin)Mr Lau Ngai Kee, RickyMr Wong Che Man Eddy AUTHORISED REPRESENTATIVES Mr Li Chu KwanMs So Ka Man Corporate Information (Continued) COMPANY SECRETARY Ms So Ka Man REGISTERED OFFICE Conyers Trust Company (Cayman) LimitedCricket Square, Hutchins DriveP.O. Box 2681Grand Cayman KY1-1111Cayman Islands Conyers Trust Company (Cayman) LimitedCricket Square, Hutchins DriveP.O. Box 2681Grand Cayman KY1-1111Cayman Islands HEADQUARTERS AND PRINCIPAL PLACE OF BUSINESS INMACAU Palace Building, Macau Fisherman’s WharfAvenida da Amizade e Avenida da Dr. Sun Yat SenMacau PRINCIPAL PLACE OF BUSINESS IN HONG KONG 3021 21/F, Entertainment Building30 Queen’s Road CentralCentralHong Kong CAYMAN ISLANDS PRINCIPAL SHARE REGISTRAR ANDTRANSFER OFFICE Conyers Trust Company (Cayman) LimitedCricket Square, Hutchins DriveP.O. Box 2681Grand Cayman KY1-1111Cayman Islands Conyers Trust Company (Cayman) LimitedCricket Square, Hutchins DriveP.O. Box 2681Grand Cayman KY1-1111Cayman Islands HONG KONG BRANCH SHARE REGISTRAR ANDTRANSFER OFFICE 18317M17121716 Computershare Ho