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CONTENTS Corporate Information2Management Discussion and Analysis4Corporate Governance and Other Information25Condensed Consolidated Statement of Profit orLoss and Other Comprehensive Income35Condensed Consolidated Statement of Financial Position37Condensed Consolidated Statement of Changes in Equity39Condensed Consolidated Statement of Cash Flows40Notes to the Condensed Consolidated Financial Statements41 Corporate Information BOARD OF DIRECTORSExecutive DirectorsMs. Woo Lan Ying(Chairman) (appointed on 9 January 2025)Mr. Deng ZhonglinMr. Wong Ka Shing(appointed on 6 September 2024)Mr. Wong Yuk Lun Alan(resigned on 9 January 2025)Mr. Lam Wai Hung(resigned on 9 January 2025) Mr. Tsang Wing KiDr. Wong Kong Tin,JPMr. To Chun Wai AUDIT COMMITTEEMr. Tsang Wing Ki(Chairman)Dr. Wong Kong Tin,JPMr. To Chun Wai REMUNERATION COMMITTEEDr. Wong Kong Tin,JP(Chairman)Mr. Tsang Wing KiMr. To Chun Wai NOMINATION COMMITTEEMs. Woo Lan Ying(Chairman) (appointed on 9 January 2025)Dr. Wong Kong Tin,JPMr. To Chun WaiMr. Wong Yuk Lun Alan(resigned on 9 January 2025) COMPANY SECRETARYMr. Kwong Chun Chung (appointed on 1 March 2025)Mr. Wong Ka Wah(appointed on 9 January 2025 andresigned on 1 March 2025)Mr. Tung Tat Chiu Michael(resigned on 9 January 2025) AUTHORISED REPRESENTATIVESMr. Wong Ka Shing (appointed on 9 January 2025)Mr. Kwong Chun Chung(appointed on 1 March 2025)Mr. Wong Ka Wah(appointed on 9 January 2025 andresigned on 1 March 2025)Mr. Wong Yuk Lun Alan(resigned on 9 January 2025)Mr. Tung Tat Chiu Michael(resigned on 9 January 2025) Corporate Information(Continued) AUDITORConfucius International CPA LimitedCertified Public Accountants LEGAL ADVISER AS TO HONG KONGLAWTung & Co. Solicitors Cricket Square REGISTERED OFFICECricket Square Hutchins DriveP.O. Box 2681Grand Cayman, KY1-1111Cayman Islands Hutchins DriveP.O. Box 2681Grand Cayman, KY1-1111Cayman Islands HEAD OFFICE AND PRINCIPAL PLACEOF BUSINESS IN HONG KONGUnit E2, 8/F 198E2 Kingston International Centre19 Wang Chiu RoadKowloon Bay, KowloonHong Kong CAYMAN ISLANDS SHARE REGISTRARAND TRANSFER OFFICESuntera (Cayman) Limited Suntera (Cayman) LimitedSuite 3204, Unit 2ABlock 3, Building DP.O. Box 1586Gardenia Court Camana BayGrand Cayman, KY1-1100Cayman Islands Suite 3204, Unit 2ABlock 3, Building DP.O. Box 1586Gardenia Court Camana BayGrand Cayman, KY1-1100Cayman Islands HONG KONG BRANCH SHAREREGISTRAR AND TRANSFER OFFICETricor Investor Services Limited 1617 17/F, Far East Finance Centre16 Harcourt RoadHong Kong PRINCIPAL BANKERSBank of China (Hong Kong) Limited The Hongkong and Shanghai BankingCorporation Limited 1360 STOCK CODE1360 http://www.novahldg.com CORPORATE WEBSITEhttp://www.novahldg.com Management Discussion and Analysis BUSINESS REVIEW NOVA Group Holdings Limited (the “Company”)and its subsidiaries (collectively, the “Group”) areprincipally engaged in the operation of cultural andentertainment comprehensive services platform andprovision of loan and financing services. The Grouphas discontinued its business in the organisation andsponsorship of exhibitions and events for the yearended 30 June 2023. Revenue and segment results of the Group forthe six months ended 31 December 2024 (the“Reporting Period”) and for the six months ended31 December 2023 (the “Prior Period” or “2023”)are set out as follows: Management Discussion and Analysis(Continued) BUSINESS REVIEW(Continued) As reported in the annual report of the Companyfor the year ended 30 June 2023 (“2022/23 AnnualReport”), we had discontinued operation of theexhibitions and events business segment, andhence no revenue from such business segment wasrecorded for the Reporting Period and Prior Period. Cultural and Entertainment Business During the Reporting Period, revenue from ourcultural and entertainment business contributed toapproximately HK$169.6 million, which represent100.0% of the Group’s revenue. The Group’s revenuemainly comprised of approximately HK$10.0million, or approximately 5.9% and HK$159.6million, or approximately 94.1% from clubbing andentertainment operation and sales and distributionbusiness respectively. 1.696100.0%1,0005.9%1.59694.1% Management Discussion and Analysis(Continued) BUSINESS REVIEW(Continued) Cultural and Entertainment Business (Continued) COVID-19 As disclosed in the in the 2022/23 Annual Report,the interim report of the Company for the sixmonths ended 31 December 2023 and the annualresults announcement of the Company for the yearended 30 June 2024 (“2023/24 Annual ResultsAnnouncement”), the outbreak of the COVID-19pandemic, coupled with the subsequent economicsdownturn in the People’s Republic of China (“PRC”),has had a significant adverse impact on the Group’sbusiness. In response to these challenges, the Grouplaunched a new income stream by opening a nightclub in Central, Hong Kong in November 2023 (the“Clubbing and Entertainment Operation”).The night club primarily targeting customers onentertainment and wine, and