开源控股年报 2025

CONTENTS目錄 2-345-1314-1617-3839-6263-6667-7879-85868788-899091-9293-187188 Corporate InformationCEO’s StatementManagement Discussion and AnalysisDirectors’ ProfileCorporate Governance ReportEnvironmental, Social and Governance ReportRisk Management and Internal Control ReportDirectors’ ReportIndependent Auditors’ ReportConsolidated Statement of Profit or LossConsolidated Statement of Comprehensive IncomeConsolidated Statement of Financial PositionConsolidated Statement of Changes in EquityConsolidated Statement of Cash FlowsNotes to the Financial StatementsFive Year Financial Summary 公司資料 董事會執行董事 BOARD OF DIRECTORSExecutive DirectorsMr. Xue Jian(Chief Executive Officer)Mr. Law Wing Chi, Stephen 獨立非執行董事 Independent non-executive DirectorsMr. Tam Sun WingMr. Ng Ge BunMr. He YiMs. Kwok Pui Ha 審核委員會 AUDIT COMMITTEE Mr. Tam Sun Wing(Chairman)Mr. Ng Ge BunMr. He YiMs. Kwok Pui Ha 薪酬委員會 REMUNERATION COMMITTEE Mr. Tam Sun Wing(Chairman)Mr. Law Wing Chi, StephenMr. He YiMr. Ng Ge BunMs. Kwok Pui Ha NOMINATION COMMITTEE 提名委員會 Mr. Ng Ge Bun(Chairman)Mr. Law Wing Chi, StephenMr. He YiMr. Tam Sun WingMs. Kwok Pui Ha COMPANY SECRETARYMr. Law Wing Chi, Stephen 公司秘書 股份代號1215 STOCK CODE1215 WEBSITEwww.kaiyuanholdings.com 網址www.kaiyuanholdings.com CORPORATE INFORMATION公司資料 主要股份過戶登記處 PRINCIPAL REGISTRAR Conyers Corporate Services (Bermuda) LimitedClarendon House2 Church StreetHamilton HM 11Bermuda Conyers Corporate Services (Bermuda) LimitedClarendon House2 Church StreetHamilton HM 11Bermuda 股份過戶登記處1617 SHARE REGISTRAR Tricor Investor Services Limited17th Floor, Far East Finance Centre16 Harcourt RoadHong Kong 註冊辦事處 REGISTERED OFFICE Clarendon House2 Church StreetHamilton HM 11Bermuda Clarendon House2 Church StreetHamilton HM 11Bermuda 香港主要辦事處17828 PRINCIPAL OFFICE IN HONG KONG28th Floor, Chinachem Century Tower178 Gloucester Road, WanchaiHong Kong 核數師 AUDITORS 97927 Ernst & YoungCertified Public Accountants27th Floor, One Taikoo Place979 King’s Road, Quarry BayHong Kong SOLICITORS 律師 1544 K&L Gates44th Floor, Edinburgh TowerThe Landmark15 Queen’s Road CentralHong Kong 主要往來銀行 PRINCIPAL BANKER The Hong Kong & Shanghai Banking Corporation Limited 行政總裁報告書 On behalf of the board (the “Board”) of directors (the “Directors”) of KaiYuan Holdings Limited (the “Company”) together with its subsidiaries(collectively referred to as the “Group” or “Kai Yuan”), I now present theresults of the Group for the year ended 31 December 2025 (the “Year”),together with the comparative figures for the year ended 31 December2024 (the “Preceding Year”). 127,500,00035,800,000iParis MarriottHotel Champs-ElyseesParis Marriott Hotel192,000,0007,100,000323,500,00086,700,000ii63,900,000(iii)175,000,00077,700,00048,900,000 The Group recorded the loss of approximately HK$127.5 million for theYear, a turnaround from the profit of approximately HK$35.8 million forthe Preceding Year. The turnaround from profit to loss during the Yearwas mainly attributable to i) the decrease in the Group’s revenue andgross profit contributed by the Paris Marriott Hotel Champs-Elysees (“ParisMarriott Hotel”) to approximately HK$192.0 million and approximatelyHK$7.1 million, respectively for the Year (2024: revenue of approximatelyHK$323.5 million and gross profit of approximately HK$86.7 million,respectively); ii) provision for impairment of the loan to an associateof approximately HK$63.9 million was recognised due to an increasein the outstanding amount relating to the construction-in-progress ofthe associate’s assets that have been pledged to the Group, as well asthe reorganisation of such associate (Preceding Year: nil); and (iii) theincrease in finance costs (net of amortisation of fair value of the cash flowhedges) on the EUR 175.0 million bank loan that was renewed in 2024 toapproximately HK$77.7 million (Preceding Year: approximately HK$48.9million). Further details on the operations of the Group for the Year will beprovided in the section headed Management Discussion and Analysis. In conclusion and on behalf of the Board, I would like to take thisopportunity to express my gratitude to all shareholders, customers,employees, suppliers and business partners for their continuous supportand encouragement. On behalf of the Board 薛健 Xue Jian Executive director and Chief Executive Officer 27 March 2026 MANAGEMENT DISCUSSION AND ANALYSIS管理層討論及分析 BUSINESS REVIEW 業務回顧 Overview 概覽 For the Year, revenue of the Group amounted to approximately HK$192.0million, representing a decrease of approximately 40.6% from theapproximately HK$323.5 million for the PrecedingYear. The decrease inrevenue during the Year was mainly attributable to the decrease in therevenue contributed by the Paris Marriott Hotel from the hotel operationsegment, as a result of the commencement of the phase 2 renovation onthe 112 guest rooms, corridors, windows, vertical air conditioning systemsand the roof (the “Phase 2 Renovation”). As to the loan to an