CENTRAL DEVELOPMENT HOLDINGS LIMITED 2015/16
Corporate Information 2
Management Discussion and Analysis 3
Corporate Governance and Other Information 7
Report on Review of Condensed Consolidated Financial Statements 11
Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income 12
Condensed Consolidated Statement of Financial Position 13
Condensed Consolidated Statement of Changes in Equity 14
Condensed Consolidated Statement of Cash Flows 15
Notes to the Condensed Consolidated Financial Statements 16
Board of Directors
Executive Directors
Mr. Wu Hao (Chairman)
Mr. Hu Yangjun Mr. Hu Yishi
Mr. Chan Wing Yuen, Hubert (Chief Executive)
Ms. Kwong Wai Man, Karina (Chief Financial Officer)
Non-executive Director
Mr. Li Wei Qi, Jacky
Independent non-executive Directors
Mr. Wu Chi Keung
Mr. Heung Chee Hang, Eric Ms. Kwok Pui Ha
Audit Committee
Mr. Wu Chi Keung (Chairman) Mr. Heung Chee Hang, Eric Ms. Kwok Pui Ha
Remuneration Committee
Mr. Wu Chi Keung (Chairman) Mr. Chan Wing Yuen, Hubert Mr. Heung Chee Hang, Eric
Nomination Committee
Mr. Wu Chi Keung (Chairman) Mr. Chan Wing Yuen, Hubert Ms. Kwok Pui Ha
Company Secretary
Mr. Chow Chi Shing
Head Office and Principal Place of Business in Hong Kong
23/F., Chinachem Century Tower 178 Gloucester Road
Wanchai Hong Kong
Registered Office
Cricket Square Hutchins Drive
P.O. Box 2681
Grand Cayman KY1-1111 Cayman Islands
Principal Share Registrar
Royal Bank of Canada Trust Company (Cayman) Limited 4th Floor, Royal Bank House
24 Shedden Road, George Town Grand Cayman KY1-1110 Cayman Islands
Hong Kong Branch Share Registrar and Transfer Office
Tricor Investor Services Limited Level 22, Hopewell Centre 183 Queen's Road East
Hong Kong
Principal Bankers
The Hong Kong and Shanghai Banking Corporation Limited Hang Seng Bank Limited
Legal Advisers
K&L Gates
Angela Ho & Associates
Auditor
Deloitte Touche Tohmatsu
Company Website
www.475hk.com
Stock Code
00475
MANAGEMENT DISCUSSION AND ANALYSIS
Business Review
During the six months ended 30 September 2015 (the "Review Period"), the Group was mainly engaged in the domestic jewelry wholesale business in the People's Republic of China (the "PRC"). The business scale has remained relatively modest due to the implementation of austerity measures by the PRC government coupled with fierce market competition. This has limited the Group's bargaining power, resulting in less favorable operating conditions.
In response to the challenges mentioned, the Group has elected to diversify its operations in an effort to expand income sources. On 1 July 2015, the Group announced its entry into the new energy business by signing a subscription agreement (the "Suncool Subscription Agreement") with Suncool AB (a Swedish company owned by ClimateWell AB (publ) ("ClimateWell") to allot and issue 6,000,000 new shares of the Company to Suncool AB at a subscription price of HK$2.10 per share. Warrants were also granted to Suncool AB for subscribing to an aggregate of 24,000,000 new shares of the Company at an exercise price of HK$2.50 per warrant share. The Group also signed subscription agreements (the "Investor Subscription Agreements") with six independent investors to allot and issue an aggregate of 36,000,000 new shares of the Company to six independent investors at a subscription price of HK$2.10 per share.
On the same date, Suncool AB entered into a 15-year license agreement (the "License Agreement") with Nation Power Group Limited ("Nation Power"), a wholly-owned subsidiary of the Company, which granted exclusive rights and permissions to Nation Power to use CoolStore concepts, intellectual property and authorized solar heating and cooling collector technologies, which are components of the proprietary triple-state absorption technology, for solar-powered interior climate solutions in the Greater China region. In addition, the Group entered into a consultation agreement (the "Consultation Agreement") on the same date with China-UK Low Carbon Enterprise (Jiangyin) Investment Management Ltd, a company owned by China Energy Conservation and Environmental Protection Group ("CECEP") for the provision of consultation services to the Group.
For details regarding the Suncool Subscription Agreement, the Investor Subscription Agreements, the License Agreement and the Consultation Agreement, please refer to the Company's announcement dated 5 July 2015 and the circular dated 13 August 2015.
The Group completed the subscription for a total of 36,000,000 shares as at 2 November 2015, which generated total gross proceeds of approximately HK$75,600,000. After deducting related expenses payable by the Company, the net proceeds are intended to be used for the following purposes: (i) approximately HK$50.0 million for the development of the solar business in the PRC; (ii) approximately HK$7.6 million for the repayment of the loan from a controlling shareholder of the Company; and (iii) remaining total net proceeds for general working capital purpose of the Group. The net proceeds received have not been utilized before the date of this announcement.
2015/16 Interim Report 3
Zhong Fa Zhan Holdings Limited issued this content on 2015-12-27 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 2015-12-27 10:34:06 UTC
Original Document: http://www.475hk.com/pdf/ew0475.pdf
