世纪金花二零二四年年报

Contents Corporate Information2Financial Highlights and Key Performance Index4Five Years Summary Financial Information10Chairman’s Statement11Management Discussion and Analysis15Biographies of Directors25Directors’ Report31Corporate Governance Report46Environmental, Social and Governance Report66Independent Auditor’s Report126Consolidated Statement of Profit or Loss136Consolidated Statement of Profit or Loss andOther Comprehensive Income137Consolidated Statement of Financial Position138Consolidated Statement of Changes in Equity140Consolidated Cash Flow Statement142Notes to the Financial Statements145 Corporate Information BOARD OF DIRECTORS Executive and Non-executive Directors Mr. Yao Jiangang(Chairman)Mr. Choon Hoi Kit Edwin(Chief Executive Officer)Ms. Wan QingMs. Zhang WeiMr. Huang ZhihuaMr. Chen Shuai Independent Non-executive Directors Mr. Tsang Kwok WaiMr. Ruan XiaofengMs. Song Hong AUDIT COMMITTEE MEMBERS Mr. Tsang Kwok Wai(Chairman)Mr. Chen ShuaiMr. Ruan Xiaofeng NOMINATION COMMITTEE MEMBERS Mr. Yao Jiangang(Chairman)Mr. Chen ShuaiMr. Tsang Kwok WaiMr. Ruan XiaofengMs. Song Hong REMUNERATION COMMITTEE MEMBERS Mr. Ruan Xiaofeng(Chairman)Mr. Chen ShuaiMr. Tsang Kwok Wai COMPANY SECRETARYMs. Chan Yuen Ying Stella STOCK CODE162 162 COMPANY WEBSITEwww.cgrh.com.hk www.cgrh.com.hk Century Ginwa Retail Holdings LimitedAnnual Report 20242 Corporate Information HEAD OFFICE AND PRINCIPAL PLACE OFBUSINESS Suites 1106-08, 11th Floor, The Chinese Bank Building61-65 Des Voeux Road Central, Hong Kong 6165111106 08 REGISTERED OFFICE Clarendon House2 Church StreetHamilton HM 11Bermuda Clarendon House2 Church StreetHamilton HM 11Bermuda HONG KONG BRANCH SHARE REGISTRARAND TRANSFER OFFICE 1617 Tricor Investor Services Limited17/F, Far East Finance Centre16 Harcourt RoadHong Kong BERMUDA PRINCIPAL SHARE REGISTRARAND TRANSFER AGENT Conyers Corporate Services (Bermuda) LimitedClarendon House, 2 Church StreetHamilton HM11Bermuda Conyers Corporate Services (Bermuda) LimitedClarendon House, 2 Church StreetHamilton HM11Bermuda PRINCIPAL BANKERS The Bank of East AsiaBank of ChinaChina Merchants BankPing An BankBank of ChengduChang’an Bank AUDITORS () Overseas AuditorMcMillan Woods (Hong Kong) CPA LimitedRegistered Public Interest Entity Auditor Domestic AuditorWUYIGE Certified Public Accountants LLP LEGAL ADVISER Conyers Dill & Pearman Conyers Dill & Pearman (Bermuda Law) Financial Highlights and Key Performance Index Financial Highlights and Key Performance Index Notes: (1)Gross revenue represents the gross amount arising from thesales of goods, concession sales charged to retail customers,grossrental income and management and administrativeservice fee income charged to tenants. (1) Financial Highlights and Key Performance Index FINANCIAL HIGHLIGHTS(continued) Notes: (continued) Financial Highlights and Key Performance Index FINANCIAL HIGHLIGHTS(continued) Notes: (continued) Financial Highlights and Key Performance Index FINANCIAL HIGHLIGHTS(continued) Notes: (continued) (4)To supplement the financial highlights prepared in accordancewith HKFRS Accounting Standards, we also use adjusted EBIT(loss from operations), adjusted EBITDA as additional financialindicators. We provide these financial indicators because ourmanagement uses them to assess our financial performanceand eliminate the impact that we do not consider representingouroperating projects.We also believe that these non-HKFRSAccounting Standards indicators provide additionalinformation to investors and others in order to help themunderstand and assess our consolidated operating results, aswell as helping management in comparing financial resultsfor each accounting period and with those of peers. The useof non-HKFRS Accounting Standards indicators has limitationsas an analytical tool as these indicators do not include allitems that affect our performance over the relevant period.Inview of the limitations of the non-HKFRS AccountingStandards indicators above, readers should not view non-HKFRSAccounting Standards indicators in isolation or asalternativesto our current profits or any other operatingperformance indicators calculated in accordance with HKFRSAccounting Standards, in assessing our operating and financialperformance. In addition, as these non-HKFRS AccountingStandardsindicators may not be calculated by differentcompanies in the same way, they should not be compared withsimilarly named indicators used by other companies. (4) (5)NAV per ordinary share represents the total equity attributableto equity shareholders of the Company per ordinary share. (5) Financial Highlights and Key Performance Index Notes: Five Years Summary Financial Information For the year ended 31 December 2024(Expressed in Renminbi ("RMB")) Chairman’s Statement Onbehalf of the board(the“Board”)of directors(the“Directors”) of Century Ginwa Retail Holdings Limited (the“Company”), I would like to present the audited results of th