GLOBALUININTERIMREPORT2024.pdf

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1、CHARACTERISTICS OF GEM OF THE STOCK EXCHANGE OF HONG KONG LIMITED(THE“STOCK EXCHANGE”)GEM has been positioned as a market designed to accommodate small and mid-sized companies to which a higher investment risk may be attached than other companies listed on the Stock Exchange.Prospective investors sh

2、ould be aware of the potential risks of investing in such companies and should make the decision to invest only after due and careful consideration.Given that the companies listed on GEM are generally small and mid-sized companies,there is a risk that securities traded on GEM may be more susceptible

3、 to high market volatility than securities traded on the Main Board of the Stock Exchange and no assurance is given that there will be a liquid market in the securities traded on GEM.Hong Kong Exchanges and Clearing Limited and the Stock Exchange take no responsibility for the contents of this repor

4、t,make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this report.This report,for which the directors(the“Directors”)of Global Uin Intelligence Holdi

5、ngs Limited(the“Company”,together with its subsidiaries,the“Group”)collectively and individually accept full responsibility,includes particulars given in compliance with the Rules Governing the Listing of Securities on GEM of the Stock Exchange(the“GEM Listing Rules”)for the purpose of giving inform

6、ation with regard to the Company.The Directors,having made all reasonable enquiries,confirm that to the best of their knowledge and belief the information contained in this report is accurate and complete in all material respects and not misleading or deceptive,and there are no other matters the omi

7、ssion of which would make any statement herein or this report misleading.CONTENTSCORPORATE INFORMATION 2UNAUDITED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME 4UNAUDITED CONSOLIDATED STATEMENT OF FINANCIAL POSITION 5UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 7UN

8、AUDITED CONSOLIDATED STATEMENT OF CASH FLOWS 8NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS 9MANAGEMENT DISCUSSION AND ANALYSIS 21DISCLOSURE OF INTERESTS AND OTHER INFORMATION 29GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED INTERIM REPORT 2024GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM RE

9、PORT 20242CORPORATE INFORMATIONBOARD OF DIRECTORSEXECUTIVE DIRECTORSMr.Zhang Yang(Chairman and Chief Executive Officer)Ms.Shi Minyue Mr.Sing Hob MingMs.Zhang LuINDEPENDENT NON-EXECUTIVE DIRECTORSMr.Zhao Shiwei Mr.Wong WahMr.Kuan Hong Kin DanielAUDIT COMMITTEEMr.Wong Wah(Chairman)Mr.Zhao ShiweiMr.Kua

10、n Hong Kin DanielREMUNERATION COMMITTEEMr.Zhao Shiwei(Chairman)Mr.Zhang Yang Ms.Shi Minyue Mr.Wong WahMr.Kuan Hong Kin DanielNOMINATION COMMITTEEMr.Zhang Yang(Chairman)Mr.Zhao ShiweiMr.Wong WahMr.Kuan Hong Kin Daniel COMPLIANCE OFFICERMr.Zhang YangAUTHORISED REPRESENTATIVESMr.Zhang Yang Mr.Yu Chun K

11、itCOMPANY SECRETARYMr.Yu Chun KitLEGAL ADVISERSAs to Hong Kong law:Eric Chow&Co.in Association with Commerce&Finance Law Offices 3401,Alexandra House18 Chater Road CentralHong KongAs to Cayman Islands law:Conyers Dill&PearmanCayman Islands attorneys-at-law Cricket SquareHutchins DriveP.O.Box 2681Gra

12、nd Cayman KY11111 Cayman IslandsREGISTERED OFFICE IN THE CAYMAN ISLANDSCricket Square,Hutchins DriveP.O.Box 2681Grand Cayman,KY11111 Cayman IslandsHEADQUARTERS AND PRINCIPAL PLACE OF BUSINESS IN HONG KONGUnit A,12/FChina Overseas Building 139 Hennessy Road WanchaiHong KongCAYMAN ISLANDS PRINCIPAL SH

13、ARE REGISTRAR AND TRANSFER OFFICEConyers Trust Company(Cayman)Limited Cricket Square,Hutchins DriveP.O.Box 2681Grand Cayman,KY11111 Cayman IslandsGLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 2024CORPORATE INFORMATION3HONG KONG BRANCH SHARE REGISTRAR AND TRANSFER OFFICEBoardroom Share Regi

14、strars(HK)Limited 2103B,21/F,148 Electric RoadNorth PointHong KongAUDITORHLB Hodgson Impey Cheng Limited Registered Public Interest Entity Auditor Certified Public Accountants 31/F,Gloucester Tower The Landmark 11 Pedder Street Central Hong KongPRINCIPAL BANKERSDBS Bank Limited12 Marina BoulevardMar

15、ina Bay Financial Centre Tower 3 Singapore 018982United Overseas Bank Limited 80 Raffles PlaceUOB Plaza Singapore 048624COMPANYS WEBSITEhttps:/ CODE8496GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 20244The board of Directors(the“Board”)of the Company is pleased to present the unaudited co

16、nsolidated results of the Company and its subsidiaries for the six months ended 31 December 2024(the“Period”),together with the unaudited comparative figures for the six months ended 31 December 2023,as follows:UNAUDITED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOMEFor the

17、six months ended 31 December20242023NoteS$S$(Unaudited)(Unaudited)Revenue35,735,7343,856,287Other income416,2936,835Other gains,net52,120,934 Raw materials and consumables used(3,831,963)(1,234,784)Employee benefit costs6(1,143,231)(1,415,225)Expenses under short-term lease and variable lease paymen

18、ts(43,830)Depreciation of right-of-use assets(136,898)(565,861)Depreciation of plant and equipment(44,568)(88,416)Other expenses7(384,535)(623,118)Finance income857392Finance costs8(36,577)(61,525)Profit/(Loss)before income tax2,251,416(125,415)Income tax expense9(17,033)(115,148)Profit/(Loss)for th

19、e period2,234,383(240,563)Other comprehensive income/(expense)Items that may be reclassified subsequently to profit or loss:Exchange differences arising on translation of foreign operations9,887(10,241)Total comprehensive income/(expense)for the period2,244,270(250,804)Profit/(Loss)attributable to:O

20、wners of the Company2,172,461(194,859)Non-controlling interests61,922(45,704)2,234,383(240,563)Total comprehensive income/(expense)attributable to:Owners of the Company2,182,060(207,549)Non-controlling interests62,210(43,255)2,244,270(250,804)Profit/(Loss)per share Basic and diluted(S$cents)100.82(0

21、.08)GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 2024UNAUDITED CONSOLIDATED STATEMENT OF FINANCIAL POSITIONFor the six months ended 31 December 2024(unaudited)5As at 31 DecemberAs at 30 June20242024NoteS$S$(Unaudited)(Audited)ASSETSNon-current assetsPlant and equipment2,781,951540,177Righ

22、t-of-use assets358,227355,519Deferred tax assets1,22788,844Deposits11565,930562,332 3,707,3351,546,872 Current assetsInventories209,18966,561Trade and other receivables,deposits and prepayments113,820,6771,741,462Cash and cash equivalents429,473279,473 4,459,3392,087,496 Total assets8,166,6743,634,3

23、68 EQUITY AND LIABILITIESEquity attributable to equity holders of the CompanyShare capital12488,559488,559Share premium128,496,4918,496,491Other reserves131,780,3791,780,379Exchange reserves149,59939,551Accumulated losses(13,422,348)(15,594,809)(2,647,320)(4,789,829)Non-controlling interest2,777,914

24、(354,880)Total equity/(deficit)130,594(5,144,709)GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 20246UNAUDITED CONSOLIDATED STATEMENT OF FINANCIAL POSITIONFor the six months ended 31 December 2024(unaudited)As at 31 DecemberAs at 30 June20242024NoteS$S$(Unaudited)(Audited)LIABILITIESNon-cur

25、rent liabilitiesProvision for reinstatement cost100,67538,530Lease liabilities196,962196,166Deferred tax liabilities88,88088,880 386,517323,576 Current liabilitiesTrade and other payables162,500,9321,468,410Amount due to related parties173,602,0735,449,355Current income tax liabilities242,131104,469

26、Lease liabilities714,365712,454Provision for reinstatement cost75,58462,146Contract liabilities514,478510,589Borrowings15148,078 7,649,5638,455,501 Total liabilities8,036,0808,779,077 Net current liabilities(3,190,224)(6,368,005)Total equity/(deficit)and liabilities8,166,674(3,634,368)GLOBAL UIN INT

27、ELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 2024UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY7For the six months ended 31 December 2023(Unaudited)Attributable to the equity holders of the Company Share capitalShare premiumOther reserveExchange fluctuation reserveAccumulatedlossesSub-totalNon-c

28、ontrolling interestsTotal equityNoteS$S$S$S$S$S$S$S$As at 1 July 2023441,3607,100,0291,780,379(8,298)(13,556,166)(4,242,696)(396,093)(4,638,789)Loss for the period(194,859)(194,859)(45,704)(240,563)Other comprehensive expense for the period:Exchange differences on translation of foreign operation(12

29、,690)(12,690)2,449(10,241)Total comprehensive expense for the period(12,690)(194,859)(207,549)(43,255)(250,804)Balance as at 31 December 2023441,3607,100,0291,780,379(20,988)(13,751,025)(4,450,245)(439,348)(4,889,593)For the six months ended 31 December 2024(Unaudited)Attributable to the equity hold

30、ers of the Company Share capitalShare premiumOther reserveExchange fluctuation reserveAccumulatedlossesSub-totalNon-controlling interestsTotal equityNoteS$S$S$S$S$S$S$S$As at 1 July 2024488,5598,496,4911,780,37939,551(15,594,809)(4,789,829)(354,880)(5,144,709)Profit for the period2,172,4612,172,4616

31、1,9222,234,383Other comprehensive income for the period:Exchange differences on translation of foreign operation9,5999,5992889,887 Total comprehensive income for the period9,5992,172,4612,182,06062,2102,244,270 Capital contribution from non-controlling interests2,714,5162,714,516Disposal of subsidia

32、ry(39,551)(39,551)356,068316,517 Balance as at 31 December 2024488,5598,496,4911,780,3799,599(13,422,348)(2,647,320)2,777,914130,594 GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 20248UNAUDITED CONSOLIDATED STATEMENT OF CASH FLOWSFor the six months ended 31 December 2024(Unaudited)For the

33、six month ended 31 December20242023S$S$(Unaudited)(Unaudited)Cash flow from operating activities Cash(used in)/generated from operations(272,047)950,781Income tax paid(17,033)(24,502)Net cash(used in)/generated from operating activities(289,080)926,279 Cash flows from investing activitiesPurchase of

34、 plant and equipment(2,286,660)Interest income received57392 Net cash(used in)/generated from investing activities(2,286,603)392 Cash flows from financing activitiesProceeds from issue of shares of a subsidiary2,818,807 Repayment of borrowings(47,900)(44,192)Interest paid on borrowings(19,351)(3,399

35、)Interest repayment of lease liabilities(12,278)(55,698)Principal repayment of lease liabilities(358,227)(1,021,570)Advance from director376,8391,447,332 Net cash generated from financing activities2,757,890322,473 Net increase in cash and cash equivalents182,2071,249,144Cash and cash equivalents at

36、 beginning of the period279,473166,719Effects of currency translation on cash and cash equivalents(32,207)(37)Cash and cash equivalents at end of the period429,4731,415,826 GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 2024NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTSFor the six

37、 months ended 31 December 202491.CORPORATE INFORMATIONThe Company was incorporated in the Cayman Islands on 16 May 2019 as an exempted company with limited liability under Companies Law Cap 22(Law 3 of 1961,as consolidated and revised)of the Cayman Islands.The address of the Companys registered offi

38、ce is at Cricket Square,Hutchins Drive,PO Box 2681,Grand Cayman,KY11111,Cayman Islands.The Company is an investment holding company.The Company and its subsidiaries(together,the“Group”)principally engage in the manufacturing and retailing of bakery products,operation of restaurants and provision of

39、intelligent drink vending machines.As at the date of this report,the Companys immediate holding company is China Uwin Technology Co.,Limited(“China Uwin”),a company incorporated in Hong Kong with limited liability.The intermediate holding company is Uin Holdings Limited(“Uin Holdings”),a company inc

40、orporated in the British Virgin Islands.The ultimate controlling shareholder of the Group is Mr.Zhang Yang.The unaudited consolidated financial statements are presented in Singapore dollars(“S$”),which is also the functional currency of the Company.2.BASIS OF PREPARATIONThe unaudited consolidated fi

41、nancial statements for the six month ended 31 December 2024 have been prepared in accordance with International Accounting Standard 34 Interim Financial Reporting issued by International Accounting Standards Board(the“IASB”),the disclosure requirements of the Companies Ordinance and GEM Listing Rule

42、s.The unaudited consolidated financial statements have been prepared under the historical cost convention.The preparation of the unaudited consolidated financial statements in conformity with International Financial Reporting Standards(“IFRS”)requires the use of certain critical accounting estimates

43、.It also requires management to exercise its judgement in the process of applying the Groups accounting policies.The unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial information for the year ended 30 June 2024 as set out in the annual

44、report of the Company dated 30 September 2024(“Annual Report”).The accounting policies used in the financial highlights for the six months ended 31 December 2024 are the same as those followed in the preparation of the Annual Report.The adoption of the new and revised IFRSs has no material impact on

45、 the Groups unaudited consolidated financial statements.The Group did not early adopt the new and revised IFRSs which had been issued but not yet effective.Taxes on income for the Period are accrued using the tax rate that would be applicable to expected total annual profit or loss.The preparation o

46、f unaudited consolidated interim financial information requires management to make judgements,estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities,income and expense.Actual results may differ from these estimates.In preparing

47、 these unaudited consolidated interim financial information,the significant judgements made by management in applying the Groups accounting policies and key sources of estimation uncertainty were similar to those that were applied to the consolidated financial statements for the year ended 30 June 2

48、024.GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 202410NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTSFor the six months ended 31 December 20243.REVENUE AND SEGMENT INFORMATIONThe operating segments have been identified on the basis of internal management reports prepared in acco

49、rdance with the Groups accounting policies set out in Note 2.The executive directors of the Company have been identified as the chief operating decision maker(“CODM”).The CODM monitors the operating results of its segments separately for the purpose of making decisions about resource allocation and

50、performance assessment.The Group operates under three operating segments:1.sale of bakery products operation of retail bakery outlets;2.operation of restaurants operation of fast casual dining restaurants;and3.provision of intelligent drink vending machine.The CODM considers the business from a prod

51、uct perspective.They reviewed the qualitative factors such as business activities,economic and legal characteristics and quantitative factors such as financial performance to assess the performance of the operating segments.Segment result as presented below represents operating profit/loss before un

52、allocated finance income,unallocated finance costs and unallocated other expenses,other income and other losses.The segment information provided to the CODM for the Period,together with the unaudited comparative figures for the six months ended 31 December 2023,are as follows:For the six months ende

53、d 31 December 2024Sales of bakery productsOperationof restaurantsProvision of intelligent drink vending machineTotalS$S$S$S$(Unaudited)(Unaudited)(Unaudited)(Unaudited)Revenue from external customers recognised at a point in time834,806375,2034,525,7255,735,734Raw materials and consumables used(407,

54、299)(159,105)(3,265,559)(3,831,963)Employee benefit cost(219,854)(162,226)(662,036)(1,044,116)Expenses under short-term lease and variable lease payments(43,830)(43,830)Depreciation of right-of-use assets(136,898)(136,898)Depreciation of plant and equipment(44,568)(44,568)Delivery agent service char

55、ges(4,522)(6,824)(11,346)Utilities and other expenses(21,948)(85,563)(2,280)(109,791)Finance costs(24,299)(12,048)(230)(36,577)Other income16,170511816,293 Segment results173,054(94,388)414,272492,938Finance income57Other gains,net2,120,934Unallocated other expenses and losses(362,513)Profit before

56、income tax2,251,416 GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 2024NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTSFor the six months ended 31 December 2024113.REVENUE AND SEGMENT INFORMATION(Continued)For the six months ended 31 December 2023Sales of bakery productsOperationof

57、restaurantsProvision of intelligent drink vending machineTotalS$S$S$S$(Unaudited)(Unaudited)(Unaudited)(Unaudited)Revenue from external customers recognised at a point in time2,513,9561,069,645272,6863,856,287Raw materials and consumables used(511,897)(525,785)(197,102)(1,234,784)Employee benefit co

58、st(620,197)(691,171)(3,288)(1,314,656)Expenses under short-term lease and variable lease paymentsRent concessionsDepreciation of right-of-use assets(461,394)(104,467)(565,861)Depreciation of plant and equipment(30,474)(57,942)(88,416)Delivery agent service charges(6,413)(19,071)(25,484)Utilities and

59、 other expenses(44,313)(284,854)(68,412)(397,579)Finance income55Finance costs(42,037)(16,089)(58,126)Other income1986,6376,835 Segment results797,429(623,092)3,884178,221Finance income387Finance cost(3,399)Unallocated other expenses and losses(300,624)Loss before income tax(125,415)Segment assets a

60、nd liabilitiesThe CODM makes decisions according to operating results of each segment.No analysis of segment asset and segment liability is presented as the CODM does not regularly review such information for the purposes of resources allocation and performance assessment.Therefore,only segment reve

61、nue and segment results are presented.GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 202412NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTSFor the six months ended 31 December 20243.REVENUE AND SEGMENT INFORMATION(Continued)Geographical informationThe Groups operations are located i

62、n Singapore and the Peoples Republic of China(“PRC”).Information about the Groups revenue from external customers and non-current assets is presented based on the location of the operations.For the six months ended 31 December20242023S$S$Revenue from external customers Singapore834,8063,128,224 PRC4

63、,900,928728,063 5,735,7343,856,287 Timing of revenue recognition At point in time5,735,7343,856,287 As at31 December2024As at30 June2024S$S$Non-current assets Singapore89,92989,929 PRC3,616,1791,368,099 Unallocated Deferred tax assets1,22788,844 3,707,3351,546,872 All revenue contracts are for one y

64、ear or less,as permitted by practical expedient under IFRS 15,the transaction price allocated to these unsatisfied contracts is not disclosed.GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 2024NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTSFor the six months ended 31 December 20241

65、34.OTHER INCOMEFor the six months ended 31 December20242023S$S$(Unaudited)(Unaudited)Government grant(note)16,170Others1236,835 16,2936,835 Note:Government grant mainly comprised Job Support Scheme(“JSS”),Special Employment Credit(“SEC”),Job Growth Incentive(“JGI”),Enabling Employment Credit(“EEC”),

66、Skill Future Enterprise Credit(“SFEC”)and Progressive Wage Credit Scheme(“PWCS”)granted to the Group by the Singapore authorities in premise of certain conditions.There are no unfulfilled conditions and other contingencies attached to the receipts of the Group.5.OTHER GAINS,NETFor the six months end

67、ed 31 December20242023S$S$(Unaudited)(Unaudited)Gain on disposal of subsidiaries(note)2,120,934 Note:On 11 November 2024,the Company entered into an agreement for the sale of 100%of the issued shares of AA International Holdings Limited,a direct wholly-owned subsidiary of the Company and its subsidi

68、aries,for HK$420,000.GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 202414NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTSFor the six months ended 31 December 20246.EMPLOYEE BENEFIT COSTS INCLUDING DIRECTORS EMOLUMENTSFor the six months ended 31 December20242023S$S$(Unaudited)(Unaud

69、ited)Wages,salaries and allowances953,6671,171,368Directors fee99,115100,570Contribution to defined contribution plans36,579100,646Others53,87042,641 1,143,2311,415,225 7.OTHER EXPENSESFor the six months ended 31 December20242023S$S$(Unaudited)(Unaudited)Utilities63,284112,572Delivery agent service

70、charges11,34625,484Auditors remuneration audit service104,40084,608Legal and professional fees96,657197,518Others108,848202,936 384,535623,118 GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 2024NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTSFor the six months ended 31 December 2024

71、158.FINANCE INCOME/(COSTS)For the six months ended 31 December20242023S$S$(Unaudited)(Unaudited)Interest income on bank deposits57392 57392 Interest expense on:lease liabilities(12,278)(55,698)bank borrowings(19,351)(3,399)provision for reinstatement(4,948)(2,428)(36,577)(61,525)9.INCOME TAX EXPENSE

72、Singapore income tax has been provided at the rate of 17%(for the six months ended 31 December 2023:17%)on the estimated assessable profit during the year.Under the Law of the PRC on Enterprise Income Tax(the“EIT Law”)and Implementation Regulation of the EIT Law,the general enterprise tax rate of th

73、e PRC entities is 25%while the income tax rate for small low-profit enterprise(小型微利企業)is 5%.The PRC subsidiaries of the Company,namely,Shangahai Chaokai Fansheng Catering Management Co.,Ltd.*(上海超凱帆盛餐飲管理有限公司),Loving Food Catering Management(Shanghai)Co.,Ltd.*(戀食餐飲管理(上海)有限公司)and Shanghai Chaoman Fanfu

74、 Catering Management Co.,Ltd.*(上海超滿帆福餐飲管理有限公司),have been assessed as small low-profit enterprises during both years and subjected to a tax rate of 5%(for the six months ended 31 December 2023:5%)for the six months ended 31 December 2024.10.PROFIT/(LOSS)PER SHAREFor the six months ended 31 December20

75、242023(Unaudited)(Unaudited)Profit/(Loss):Profit/(Loss)for the purpose of calculating basic profit per share(S$)2,172,461(194,859)Number of shares:Weighted average number of ordinary shares for the purpose of calculating for basic profit/(loss)per share266,175,000240,000,000 The basic and diluted pr

76、ofit/(loss)per share are the same as there were no potential ordinary shares in issue for the six months ended 31 December 2024 and 2023.GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 202416NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTSFor the six months ended 31 December 202411.T

77、RADE AND OTHER RECEIVABLES,DEPOSITS AND PREPAYMENTSAs at 31 December 2024As at 30 June 2024S$S$(Unaudited)(Audited)Trade receivables from third parties1,825,716555,636Rental deposits152,946288,119Other prepayments and deposits2,407,9451,460,039 4,386,6072,303,794Less:non-current portion(565,930)(562

78、,332)3,820,6771,741,462 For sale of bakery products and operation of restaurants segment,trade receivables comprised,among others,receivables from credit card institutions for customers payments settled by credit cards and receivables from delivery services agents.Such amounts are normally settled w

79、ithin 3 to 15 business days from transaction dates.Generally,there is no credit period granted to customers.The Groups trade receivables and other receivables and deposits are denominated in SGD and RMB.The carrying amount of trade receivables approximate their fair values due to their short-term ma

80、turities.The ageing analysis of the trade receivables based on invoice date is as follows:As at 31 December 2024As at 30 June 2024S$S$(Unaudited)(Audited)Current277,895420,886130 days200,4183160 days646,9126190 days560,78144,94491120 days114,31220,673Over 120 days25,39869,133 1,825,716555,636 The ma

81、ximum exposure to credit risk as at 31 December 2024 and 30 June 2024 is the carrying value of the financial assets mentioned above.The Group does not hold any collateral as security.As at 31 December 2024 and 30 June 2024,no trade receivables related to sale of bakery products and operation of rest

82、aurants segments were past due.GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 2024NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTSFor the six months ended 31 December 20241712.SHARE CAPITAL AND SHARE PREMIUMNumber of ordinary sharesEquivalent nominal value ofordinary sharesS$Authori

83、sed:Ordinary shares of HK$0.01 eachAs at 1 July 2023,31 December 2023,1 July 2024 and 31 December 2024600,000,0001,099,752 Number of ordinary sharesShare capitalShare premiumTotalS$S$S$Issued and fully paid:As at 1 July 2023 and 31 December 2023240,000,000441,3607,100,0297,541,389Share issued upon p

84、lacing of new share(note)26,175,00047,1991,396,4621,443,661 As at 1 July 2024 and 31 December 2024266,175,000488,5598,496,4918,985,050 Note:On 5 April 2024,a total of 26,175,000 new shares were successful allotted and issued at the subscription price of HK$0.32 per share.Further details were set out

85、 in the Companys announcement dated 5 April 2024.13.OTHER RESERVESAs at 31 December 2024 and 30 June 2024,reserves of the Group represented the difference between value of the consideration paid by the Company to the then shareholders of the Group and the combined capital of the Operating Companies

86、after completion of the Reorganisation on 24 April 2020.14.EXCHANGE RESERVESExchange differences relating to the translation of the net assets of the Groups foreign operations from their functional currencies to the Groups presentation currency Singapore dollars are recognised directly in other comp

87、rehensive income and accumulated in exchange reserves.Exchange differences accumulated in the exchange reserves are reclassified to profit or loss on the disposal of the foreign operations.GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 202418NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STA

88、TEMENTSFor the six months ended 31 December 202415.BORROWINGSAs at31 December2024As at30 June2024S$S$(Unaudited)(Audited)Bank overdraft100,178Bank borrowings47,900 Total148,078 Secured148,078 Bank overdrafts carry interest at market rates which range from 4%to 7%per annum.Carrying amount repayable(b

89、ased on scheduled repayment dates set out in the loan agreements):As at31 December2024As at30 June2024S$S$(Unaudited)(Audited)On demand148,078 148,078 For the six months ended 31 December 2024,bank borrowings are denominated in SGD and bear fixed interest rates between 6.25%to 6.50%per annum(for the

90、 year ended 30 June 2024:6.25%to 6.50%per annum).The fair value of non-current borrowings approximates the carrying value of the non-current borrowings at the end of each reporting period as they bear interest at rates which approximate the current incremental borrowing rate for similar types of len

91、ding and borrowing arrangements.The bank borrowing were fully repaid in the six months ended 31 December 2024.GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 2024NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTSFor the six months ended 31 December 20241916.TRADE AND OTHER PAYABLESAs a

92、t31 December2024As at30 June2024S$S$(Unaudited)(Audited)Trade payables:Third parties602,919473,588Other payables:Goods and services tax payable244,119258,805 Accruals for operating expenses742,468708,035 Clients deposits826,850 Others84,57627,982 2,500,9321,468,410 The Groups trade and other payable

93、s are denominated in the following currencies:As at31 December2024As at30 June2024S$S$(Unaudited)(Audited)Trade payables:SGD340,205 RMB602,919133,383 602,919473,588Other payables:SGD304,405275,305 RMB949,46472,930 HK$644,144646,587 2,500,9321,468,410 The carrying amount of trade and other payables a

94、pproximate their fair values due to their short maturities.GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 202420NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTSFor the six months ended 31 December 202416.TRADE AND OTHER PAYABLES(Continued)The average credit period on trade payables

95、is 3090 days.The ageing analysis of the trade payables based on invoice date is as follows:As at31 December2024As at30 June2024S$S$(Unaudited)(Audited)030 days137,001184,5283160 days71,68117,3186190 days142,20811,62991120 days30,6153,831Over 120 days221,414256,282 602,919473,588 17.AMOUNTS DUE TO RE

96、LATED PARTIESAmounts due to related parties of nil,S$1,777,902 and S$1,824,171(for the year ended 30 June 2024:S$1,961,240,S$1,817,213 and S$1,670,902)represent the amounts due to the non-controlling interest of former subsidiaries in PRC,Mr.Yuan Chao(“袁超”),and Ms.Anita Chia Hee Mei,Mr.Goh Leong Hen

97、g Aris and China Uwin are unsecured,interest-free,denominated in RMB,SGD and SGD respectively,and repayable on demand.18.DIVIDENDNo dividends have been proposed or paid by the Company or any of its subsidiaries during the Period(six months ended 31 December 2023:nil).GLOBAL UIN INTELLIGENCE HOLDINGS

98、 LIMITED-INTERIM REPORT 2024MANAGEMENT DISCUSSION AND ANALYSIS21BUSINESS REVIEWWe are a multi-brand Singapore-based Food and Beverages(“F&B”)group that offers broad customer appeal.As at 31 December 2024,the Group had two bakery outlets in Singapore.In addition to this,the Group has one subsidiary o

99、perating intelligence drink vending machine business,namely Anhui Qiutian Intelligent Technology Co.,Ltd.*(安徽秋田智慧科技有限公司)(“Anhui Qiutian”),in the PRC.For the Period,the Group recorded a profit attributable to the equity holders of the Company of approximately S$2.2 million(for the six month ended 31

100、December 2023:loss attributable to the equity holders of the Company of approximately S$0.2 million).The Directors are of the view that the Groups profitability,compared to the losses incurred in the same period last year,can be attributed to several factors:(i)the positive impact of our cost contro

101、l measures,particularly our decision not to renew expired leases for certain shops due to rising rents,which would significantly increase the Groups operational costs in Singapore;(ii)our intelligent drink vending machine segment,launched last year,has reached break-even and is now beginning to gene

102、rate profit;and(iii)the Group has sold its Shanghai restaurant sector during the Period,resulting in a recorded gain on disposal of approximately S$2.1 million.OUTLOOKThe Group is constantly seeking ways to enhance our operational efficiency and the profitability of our business.The Group will also

103、proactively explore opportunities to expand our customer base and our market share which will boost value to our shareholders.Looking ahead,our Company remains focused on navigating the challenging economic landscape and seizing strategic opportunities to drive sustainable growth.To address the risi

104、ng operating costs due to inflationary pressures,we have made the prudent decision to close certain underperforming bakery outlets and restaurant.This rationalization of our footprint will allow us to better monitor and control expenses in our home market.Our intelligent drink vending machine segmen

105、t,launched last year,is dedicated to providing advanced vending solutions for beverages.This expansion into a promising new product category within the Chinese market offers an exciting opportunity for us to diversify our revenue streams and tap into the strong consumer demand in the worlds second-l

106、argest economy.Moreover,operating costs in the PRC are lower than those in Singapore,which further enhances the feasibility of this new segment.In the current Period,this segment has expanded,yielding positive results for our Group,and the Director is optimistic about its future development in China

107、.Concurrently,we are placing a strong emphasis on innovation,investing in the development of new products and technologies.These efforts are aimed at improving our operational efficiency,enhancing our competitive edge,and delivering enhanced value to our customers.As we look to the future,we remain

108、vigilant for any new business opportunities that could further strengthen our market position and generate greater returns for our valued shareholders.With our disciplined approach to cost management,strategic market expansion,and continuous innovation,we are confident in our ability to navigate the

109、 challenges ahead and unlock new avenues for growth and long-term value creation.GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 202422MANAGEMENT DISCUSSION AND ANALYSISFINANCIAL REVIEWRevenueAll of the Groups revenue was generated through our bakery outlets,restaurants and provision of inte

110、lligent drink vending machine.The number of outlets for the respective concepts as at the respective year-ends has been set out in the following table:As at 31 December20242023Bakery outlets23Fast casual dining restaurants Japanese1 Western1 Chinese4Provision of intelligent drink vending machine11 T

111、otal310 Our revenue increased by approximately S$1.9 million,or 48.7%,from approximately S$3.9 million for the six months ended 31 December 2023 to approximately S$5.7 million for the Period.This increase was primarily attributed to our intelligent drink vending machine segment,established last year

112、.Since this segment was launched recently,we are benefiting from a full period of performance impact.Additionally,it has successfully expanded its client base,attracting more customers and contributing to overall growth.The table below sets forth a breakdown of the Groups revenue generated by each s

113、egment and the percentage of revenue contribution of each segment to the Groups total revenue in each financial period as indicated:Six months ended 31 December20242023Totalrevenue%of totalrevenueTotalrevenue%of totalrevenueS$%S$%(Unaudited)(Unaudited)Bakery outlets834,80614.62,513,95665.2Fast casua

114、l dining restaurants375,2036.51,069,64527.7Provision of intelligence drink machine4,525,72578.9272,6867.1 Total revenue5,735,734100.03,856,287100.0 GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 2024MANAGEMENT DISCUSSION AND ANALYSIS23Other gains,netOur other gains,net for the Period of app

115、roximately S$2.1 million(for the six months ended 31 December 2023:nil)represent the gain on disposal of subsidiaries.On 11 November 2024,the Company entered into an agreement for the sale of 100%of the issued shares of AA International Holdings Limited,a direct wholly-owned subsidiary of the Compan

116、y and its subsidiaries,for HK$420,000.Raw materials and consumables usedRaw materials and consumables mainly consist of(i)food ingredients,(ii)packaging materials and(iii)consumable for intelligence drink vending machine.The raw materials and consumables used increased by approximately S$2.6 million

117、,or 210.3%,from approximately S$1.2 million for the six months ended 31 December 2023 to approximately S$3.8 million for the Period.The increase was primarily driven by the rising demand for consumables in the intelligent drink vending machine segment,which expanded during the Period.Employee benefi

118、t costsOur employee benefit costs comprises(i)wages,salaries and allowances paid to our employees,including our Directors,managerial and operation staff;(ii)employers contribution to defined contribution plans;and(iii)levies on foreign workers and skills development imposed by the Singapore Governme

119、nt.The employee benefit costs decreased by approximately S$0.3 million,or 19.2%,from approximately S$1.4 million for the six months ended 31 December 2023 to approximately S$1.1 million for the Period.The decrease was due to the effect of decrease in number of staff and the fact that our operations

120、are increasingly centered in China,where labor costs are lower than in Singapore.Cost of leasing for our operationsOur cost of leasing for operations represented rental-related costs for leasing our outlets,head office,central kitchen premises and motor vehicles as shown in the following table:For t

121、he six months ended 31 December20242023S$S$(Unaudited)(Unaudited)Expenses under short-term lease and variable lease payments43,830Depreciation of right-of-use assets136,898565,861Interest expense on lease liabilities12,27855,698 Total193,006621,559 There was a decrease in cost of leasing for operati

122、on by approximately S$0.4 million or 68.9%from approximately S$0.6 million for the six months ended 31 December 2023 to approximately S$0.2 million for the Period.The decrease in cost of leasing for our operations was due to(i)an impairment charge of approximately S$0.5 million was made to the right

123、-of-use assets for the year ended 30 June 2024;(ii)the decrease in number of bakery outlets and restaurant;and(iii)our operations are increasingly centered in China,where cost of leasing are lower than in Singapore.GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 202424MANAGEMENT DISCUSSION A

124、ND ANALYSISDepreciation of plant and equipmentDepreciation expense arises from the systematic allocation of the costs,less respective residual value of our plant and equipment over their respective useful lives.There was a decrease in depreciation of plant and equipment by approximately S$43,848 or

125、approximately 49.6%from approximately S$88,416 for the six months ended 31 December 2023 to approximately S$44,568 for the Period.The decrease in depreciation of plant and equipment was primarily due to the fact that,except for the plant and equipment of intelligent drink vending machine segment,mos

126、t of the plant and equipment have been fully impaired for the year ended 30 June 2024.Additionally,the majority of the newly acquired machineries were purchased in late December 2024,resulting in only a minor impact from their depreciation.Other expensesOur other expenses consist of other operating

127、expenses such as utilities,delivery agent service charges,legal and professional fees,and other miscellaneous administrative expenses.There was decrease in other expenses by approximately S$0.2 million,or 38.3%from approximately S$0.6 million for the six months ended 31 December 2023 to approximatel

128、y S$0.4 million for the Period.This decrease was mainly due to the decrease in number of bakery outlets and restaurant.Additionally,our operations are increasingly focused on China,where operating costs are lower than in Singapore.Income tax expenseSingapore income tax has been provided at the rate

129、of 17%(for the six months ended 31 December 2023:17%)on the estimated assessable profit during the year.Under the Law of the PRC on Enterprise Income Tax(the“EIT Law”)and Implementation Regulation of the EIT Law,the general enterprise tax rate of the PRC entities is 25%while the income tax rate for

130、small low-profit enterprise(小型微利企業)is 5%.The PRC subsidiaries of the Company,namely,Shangahai Chaokai Fansheng Catering Management Co.,Ltd.*(上海超凱帆盛餐飲管理有限公司),Loving Food Catering Management(Shanghai)Co.,Ltd.*(戀食餐飲管理(上海)有限公司)and Shanghai Chaoman Fanfu Catering Management Co.,Ltd.*(上海超滿帆福餐飲管理有限公司),have

131、 been assessed as small low-profit enterprises during both years and subjected to a tax rate of 5%(for the six months ended 31 December 2023:5%)for the six months ended 31 December 2024.Net profit for the PeriodOur profit attributable to the equity holders of the Company amounted approximately S$2.2

132、 million,compared to loss attributable to the equity holders of the Company of approximately S$0.2 million for the six month ended 31 December 2023.The Director are of the view that the Groups profitability,compared to the losses incurred in the same period last year,can be attributed to several fac

133、tors:(i)the positive impact of our cost control measures,particularly our decision not to renew expired leases for certain shops due to rising rents,which would significantly increase the Groups operational costs in Singapore;(ii)our intelligent drink vending machine segment,launched last year,has r

134、eached break-even and is now beginning to generate profit;and(iii)the Group has sold its Shanghai restaurant sector during the Period,resulting in a recorded gain on disposal of approximately S$2.1 million.GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 2024MANAGEMENT DISCUSSION AND ANALYSIS

135、25Trade and other receivables,deposits and prepayments Our trade and other receivables,deposits and prepayments increased by approximately S$2.1 million,or 152.3%from approximately S$1.7 million for the year ended 30 June 2024 to approximately S$3.8 million for the period ended 31 December 2024.The

136、increase in trade and other receivables,deposits and prepayments was primarily driven by expansion of our intelligent drink vending machine segment.This was influenced by the following factors:(i)an increase in trade receivables from third parties of approximately S$1.3 million,or 238.6%,which align

137、ed with the growth in revenue;and(ii)an increase in other prepayments and deposits of approximately S$0.9 million,or 64.9%,resulting from higher prepaid material expenses and machine costs to independent suppliers of our intelligent drink vending machine segment.This growth reflects the ongoing expa

138、nsion of our intelligent drink vending machine segment during the Period.DIVIDENDThe Board does not recommend the payment of dividend for the Period.LIQUIDITY AND CAPITAL RESOURCESThe Group financed our operations primarily through cash generated from our operating activities and bank borrowings.Cas

139、h and bank balancesAs at 31 December 2024,the Groups cash and bank balances amounted to S$429,473(as at 30 June 2024:S$279,473).Net current liabilitiesAs at 31 December 2024,the Group had net current liabilities of approximately S$3.2 million(as at 30 June 2024:approximately S$6.4 million).Total def

140、icitThe Groups total deficit attributable to owners of the Company amounted to approximately S$2.6 million(as at 30 June 2024:approximately S$4.8 million).GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 202426MANAGEMENT DISCUSSION AND ANALYSISBorrowingsOur borrowings decreased by S$148,078 o

141、r 100%from S$148,078 as at 30 June 2024 to nil as at 31 December 2024.The decrease was due to repayment of principal during the Period.The Groups bank borrowings repayable based on the scheduled repayment dates are as follow:As at31 December2024As at30 June2024S$S$(Unaudited)(Audited)On demand148,07

142、8 148,078 For the six months ended 31 December 2024,bank borrowings are denominated in SGD and bear fixed interest rates between 6.25%to 6.50%per annum(for the year ended 30 June 2024:6.25%to 6.50%per annum).The fair value of non-current borrowings approximates the carrying value of the non-current

143、borrowings at the end of each reporting period as they bear interest at rates which approximate the current incremental borrowing rate for similar types of lending and borrowing arrangements.The bank borrowing were fully repaid in the six months ended 31 December 2024.CAPITAL STRUCTUREThere has been

144、 no change in the capital structure of the Group since the Listing Date and up to the date of this report.TREASURY POLICYThe Group has adopted a conservative approach towards its treasury policies and thus maintained a healthy liquidity position throughout the Period.To manage liquidity risk,the Boa

145、rd closely monitors the Groups liquidity position to ensure that the liquidity structure of the Groups assets,liabilities and other commitments can meet its funding requirements from time to time.CONTINGENT LIABILITIESAs at 31 December 2024,the Group did not have any contingent liabilities(as at 30

146、June 2024:nil).CHARGES ON ASSETSAs at 31 December 2024,the Group did not have any charges on assets(as at 30 June 2024:nil).GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 2024MANAGEMENT DISCUSSION AND ANALYSIS27EXPOSURE TO FLUCTUATIONS IN EXCHANGE RATESThe headquarters and principal place o

147、f business of the Group is in Singapore with our revenue and cost of sales mainly denominated in Singapore dollars,and one of the Groups subsidiaries place of business are in PRC with its revenue and cost of sales mainly denominated in Renminbi.As a result,fluctuations in the value of Singapore dall

148、ars against Renminbi could adversely affect the financial results of the Group.During the six months ended 31 December 2024,the Group did not experience any material difficulties or impacts on its operations or liquidity as a result of currency exchange fluctuation.The Group did not use any financia

149、l instruments for hedging purposes during the six months ended 31 December 2024 and there was no hedging instruments outstanding as at 31 December 2024.The Group will continue to monitor closely the exchange rate risk arising from its existing operations and new investments in future.The Group will

150、further implement the necessary hedging arrangement to mitigate any significant foreign exchange risk when and if appropriate.EMPLOYEES AND REMUNERATION POLICYAs at 31 December 2024,including our Directors,the Group had a total of 61 employees(as at 30 June 2024:97).We recognise employees as valuabl

151、e assets and our success is underpinned by our people.In line with our human resource policies,we are committed to providing attractive remuneration packages,and a fair and harmonious working environment to safeguard the legitimate rights and interests of our employees.The Group regularly reviews ou

152、r human resource policies which outline the Groups compensation,working hours,rest periods and other benefits and welfare,to ensure compliance with laws and regulations.We always place emphasis on attracting qualified applicants by offering competitive remuneration packages.These packages are review

153、ed based on employees performance and reference to prevailing market conditions,and are adjusted in a timely manner to keep them in line with market benchmarking.SIGNIFICANT INVESTMENT,FUTURE PLANS FOR MATERIAL INVESTMENTS OR CAPITAL ASSETS,MATERIAL ACQUISITIONS OR DISPOSAL OF SUBSIDIARIES,ASSOCIATE

154、S AND JOINT VENTURESOn 11 November 2024,the Company entered into an agreement for the sale of 100%of the issued shares of AA International Holdings Limited,a direct wholly-owned subsidiary of the Company and its subsidiaries,for HK$420,000.For further details,please refer to the announcement of the

155、Company dated 11 November 2024.On 3 December 2024,Dangtu Jinfu Industrial Fund Partnership Enterprise(Limited Partnership)(當塗金富產業基金合夥企業(有限合夥)(the“Investor”),Anhui Qiutian,China Akita Beverage Technology Co.,Limited(中國秋田快飲科技有限公司)(“Akita Beverage”)entered into the Capital Investment Agreement in relat

156、ion to the Capital Contribution to Anhui Qiutian by the Investor.Pursuant to the Capital Investment Agreement,the total investment amount proposed to be invested by the Investor in Anhui Qiutian is RMB15 million,of which HK$0.6 million(converted into RMB at the exchange rate on the investment paymen

157、t date)will be credited to the registered capital of Anhui Qiutian,and the remaining amount(i.e.RMB15 million less HK$0.6 million converted to RMB at the exchange rate)will be credited to the capital reserve.Upon completion of the Capital Contribution,the registered capital of Anhui Qiutian will be

158、increased from HK$20 million to HK$20.6 million.Akita Beverage and the Investor will directly hold approximately 97.0874%and 2.9126%equity interest in Anhui Qiutian,respectively.Upon completion of the Capital Contribution,the effective equity interest in Anhui Qiutian held by the Company will be red

159、uced from 100%to approximately 97.0874%.For further details,please refer to the announcement of the Company dated 3 December 2024.GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 202428MANAGEMENT DISCUSSION AND ANALYSISCAPITAL RISK MANAGEMENT AND FINANCIAL RISK MANAGEMENTCapital managementOur

160、 Group manages its capital to ensure that it will be able to continue as a going concern while maximising the return to shareholders through the optimisation of the debt and equity balance.The management of the Group reviews the capital structure from time to time.As a part of this review,the manage

161、ment considers the cost of capital and the risks associated with each class of capital.Gearing ratioGearing ratio is calculated as net debt divided by total capital.Net debt is calculated as total borrowings plus total lease liabilities less cash and cash equivalents.Total capital is calculated as“E

162、quity”as shown in the consolidated statement of financial position plus net debt.As at 31 December 2024,the Groups gearing ratio was 369.0%(for the year ended 30 June 2024:-15.1%).INTEREST IN COMPETING INTERESTSNone of the Directors,the controlling shareholders of the Company,or any of their respect

163、ive close associates(as defined in the GEM Listing Rules)is interested in a business apart from the Groups business which competes or is likely to compete,directly or indirectly,with the Groups business during the Period,and is required to be disclosed pursuant to Rule 11.04 of the GEM Listing Rules

164、.PURCHASE,SALE OR REDEMPTION OF THE COMPANYS LISTED SECURITIESNeither the Company nor any of its subsidiaries has purchased,sold or redeemed any of the Companys listed securities during the Period.GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 2024DISCLOSURE OF INTERESTS AND OTHER INFORMATI

165、ON29DISCLOSURE OF INTERESTS AND OTHER INFORMATIONDirectors And Chief Executives Interests And Short Positions In The Shares,The Underlying Shares Or Debentures Of The Company And Its Associated CorporationsAs at 31 December 2024,the interests and short positions of the Directors and chief executive

166、of the Company in the shares,underlying shares and debentures of the Company or any of its associated corporations(within the meaning of Part XV of the Securities and Futures Ordinance(“SFO”)which were notified to the Company and the Stock Exchange pursuant to Divisions 7 and 8 of Part XV of the SFO

167、(including interests or short positions which they were taken or deemed to have under such provisions of the SFO),or which were recorded in the register required to be kept by the Company pursuant to section 352 of the SFO,or which were required,pursuant to the required standard of dealings as refer

168、red to in Rule 5.46 of the GEM Listing Rules,to be notified to the Company and the Stock Exchange,were as follows:I.Long position in the ordinary shares of the CompanyName of DirectorNature of interestLong/short positionsNumber of ordinary shares held/interestedPercentage of shareholdingMr.Zhang Yan

169、gInterest in a controlled corporation(Note)Long131,850,00049.54%Note:These shares were held by China Uwin,a directly wholly owned corporation of Uin Holdings Limited,and Uin Holdings Limited is a directly wholly-owned corporation of Mr.Zhang.II.Long position in the ordinary shares of associated corp

170、oration Uin Holdings LimitedName of DirectorNature of interestNumber of ordinary shares held/interestedPercentage of shareholdingMr.Zhang YangBeneficial owner1100%Saved as disclosed above,as at 31 December 2024,none of the Directors nor the chief executive of the Company had any interests or short p

171、ositions in any shares,underlying shares or debentures of the Company or any of its associated corporations(within the meaning of Part XV of the SFO)as recorded in the register required to be kept by the Company pursuant to section 352 of the SFO.GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPO

172、RT 202430DISCLOSURE OF INTERESTS AND OTHER INFORMATIONSubstantial Shareholders Interests And Other Persons Interests And Short Positions In The Shares,And Underlying Shares Of The CompanyAs at 31 December 2024,the following parties had interests of 5%or more in the shares of the Company as recorded

173、in the register required to be kept by the Company pursuant to section 336 of the SFO:Name of substantial shareholderNature of interestNumber of ordinary shares held/interestedLong/Short PositionsPercentage of shareholdingChina Uwin Technology Co.,Limited(“China Uwin”)(note 1)Beneficial interest131,

174、850,000Long49.54%Uin Holdings Limited(note 2)Interest in a controlled corporation131,850,000Long49.54%Mr.Zhang YangInterest in a controlled corporation131,850,000Long49.54%Notes:(1)China Uwin is a directly wholly-owned corporation of Uin Holdings Limited.(2)Uin Holdings Limited is a directly wholly-

175、owned corporation of Mr.Zhang Yang.Save as disclosed above,as at 31 December 2024,the Company is not aware of any other person(other than the Directors or chief executive of the Company)who had an interest or short position in the shares or underlying shares of the Company as recorded in the registe

176、r required to be kept by the Company under section 336 of the SFO.CORPORATE GOVERNANCE PRACTICESThe Company recognises the importance of corporate transparency and accountability.The Company is committed to achieving and maintaining a high standard of corporate governance,as our Board believes that

177、good and effective corporate governance practices are key to obtaining and maintaining the trust of the shareholders of the Company and other stakeholders,and are essential for encouraging accountability and transparency so as to sustain the success of the Group and to create long-term value for the

178、 shareholders of the Company.The Companys corporate governance practices are based on the Corporate Governance Code(the“CG Code”)contained in part 2 of Appendix C1 of the GEM Listing Rules.Pursuant to code provision C.2.1 of the CG Code,the roles of chairman and chief executive officer should be sep

179、arated and should not be performed by the same individual.However,the Board believes that with the support of the management,vesting the roles of both chairman of the Board and chief executive officer on Mr.Zhang can facilitate the execution of the Groups business strategies and provide a strong and

180、 consistent leadership to improve the Companys efficiency in decision-making.The Board considers that appointment of Mr.Zhang as the chairman of the Board and the chief executive officer of the Company will not impair the balance of power as all major decisions are made in consultation with members

181、of the Board.In addition,under the supervision by the Board which currently consists of four executive Directors and three independent non-executive Directors,the interests of the Shareholders will be adequately and fairly represented.Therefore,the Board considers the deviation from the code provisi

182、on C.2.1 of the CG Code is appropriate under such circumstances.As such,the roles of chairman and chief executive officer of the Group were not separated in accordance with code provision C.2.1 of the CG Code.GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 2024DISCLOSURE OF INTERESTS AND OTH

183、ER INFORMATION31The Board will periodically review the effectiveness of this arrangement and consider separating the roles of chairman of the Board and chief executive officer of the Company when it thinks appropriate,for the purpose of complying with the CG Code and maintaining a high standard of c

184、orporate governance practices of the Company.To the best knowledge of the Board,save for code provision C.2.1 of the CG Code,the Company has complied with the CG Code during the Period and up to the date of this report.DIRECTORS SECURITIES TRANSACTIONSThe Company has adopted Rules 5.48 to 5.67 of th

185、e GEM Listing Rules as the code of conduct regarding directors securities transactions by Directors in respect of the shares of the Company(the“Code of Conduct”).After specific enquires by the Company,all Directors have confirmed that they have fully complied with the required standard of dealings a

186、nd the Code of Conduct regarding directors securities transactions throughout the Period and up to the date of this report.SHARE OPTION SCHEMEThe Company has adopted the Share Option Scheme on 24 April 2020 and revised on 30 December 2022.The terms of the Share Option Scheme are in accordance with t

187、he provisions of Chapter 23 of the GEM Listing Rules.No share option has been granted under the Share Option Scheme since its adoption.AUDIT COMMITTEEThe Group established the Audit Committee on 24 April 2020 with written terms of reference in compliance with Rule 5.29 of the GEM Listing Rules and p

188、aragraph C.4.1 of the CG Code.The primary duties of our Audit Committee include,among others,(a)making recommendations to our Board on the appointment,re-appointment and removal of the external auditor and approving the remuneration and terms of engagement of the external auditor;(b)reviewing our fi

189、nancial statements,our periodic reports and accounts and significant financial reporting judgements contained therein;and(c)reviewing our financial controls,internal control and risk management systems.Our Audit Committee comprises three independent non-executive Directors,namely Mr.Wong Wah,Mr.Zhao

190、 Shiwei and Mr.Kuan Hong Kin Daniel.Mr.Wong Wah is the chairman of our Audit Committee.The unaudited interim report of the Company for the six months ended 31 December 2024 has not been audited by the Companys independent auditors,but have been reviewed and agreed by the audit committee members who

191、have provided advice and comments thereon.The audit committee is of the opinion that the unaudited interim consolidated financial statements of the Group for the six months ended 31 December 2024 comply with applicable accounting standard,GEM Listing Rules and that adequate disclosures have been mad

192、e.DISPOSAL OF A SUBSIDIARYOn 11 November 2024,the Company entered into an agreement for the sale of 100%of the issued shares of AA International Holdings Limited,a direct wholly-owned subsidiary of the Company and its subsidiaries,for HK$420,000.For further details,please refer to the announcement o

193、f the Company dated 11 November 2024.GLOBAL UIN INTELLIGENCE HOLDINGS LIMITED-INTERIM REPORT 202432DISCLOSURE OF INTERESTS AND OTHER INFORMATIONSIGNIFICANT EVENTS AFTER THE REPORTING PERIODUp to the date of this report,there was no other significant event relevant to the business or finance performa

194、nce of the Group that come to the attention of the Directors after the six months ended 31 December 2024.The Company will make further announcement to keep the shareholders informed should there is material future business development of the Group,and significant business,operational and financial i

195、mpacts pursuant to the requirement of the GEM Listing Rules,if applicable.By Order of the BoardGlobal Uin Intelligence Holdings Limited Zhang YangChairman and executive DirectorBeijing,28 February 2025As at the date of this report,the Board comprises Mr.Zhang Yang,Ms.Shi Minyue,Mr.Sing Hob Ming and Ms.Zhang Lu as executive Directors;and Mr.Zhao Shiwei,Mr.Wong Wah and Mr.Kuan Hong Kin Daniel as independent non-executive Directors.