TEN PAO GROUP HOLDINGS LIMITED

天 寶 集 團 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability) Stock code: 1979

2020

INTERIM

REPORT

CONTENTS

Corporate Information

2

Financial Highlights

4

Management Discussion and Analysis

5

Corporate Governance and Other Information

15

Report on Review of Interim Financial Information

24

Interim Condensed Consolidated Statement of Profit or Loss

26

Interim Condensed Consolidated Statement of

Comprehensive Income

27

Interim Condensed Consolidated Balance Sheet

28

Interim Condensed Consolidated Statement of

Changes in Equity

31

Interim Condensed Consolidated Statement of Cash Flows

33

Notes to the Interim Financial Information

35

CORPORATE INFORMATION

BOARD OF DIRECTORS

Executive Directors

Mr. Hung Kwong Yee

(Chairman and Chief Executive Officer)

Mr. Hung Sui Tak

Ms. Yang Bingbing

Independent Non-executive Directors

Mr. Lam Cheung Chuen

Mr. Chu Yat Pang Terry

Mr. Lee Kwan Hung (alias, Eddie Lee)

BOARD COMMITTEES

Audit Committee

Mr. Chu Yat Pang Terry (Chairperson) Mr. Lam Cheung Chuen

Mr. Lee Kwan Hung (alias, Eddie Lee)

Remuneration Committee

Mr. Lee Kwan Hung (alias, Eddie Lee) (Chairperson)

Mr. Hung Kwong Yee

Mr. Lam Cheung Chuen

Mr. Chu Yat Pang Terry

Nomination Committee

Mr. Hung Kwong Yee (Chairperson)

Mr. Chu Yat Pang Terry

Mr. Lam Cheung Chuen

Mr. Lee Kwan Hung (alias, Eddie Lee)

COMPANY SECRETARY

Mr. Tse Chung Shing, ACCA

AUTHORIZED

REPRESENTATIVES

Mr. Hung Kwong Yee

Mr. Tse Chung Shing

REGISTERED OFFICE

Cricket Square

Hutchins Drive

P.O. Box 2681

Grand Cayman, KY1-1111

Cayman Islands

HEADQUARTERS AND PRINCIPAL PLACE OF BUSINESS IN HONG KONG

Rooms 610-612, 6th Floor Kwong Sang Hong Centre 151-153 Hoi Bun Road Kwun Tong

Kowloon Hong Kong

PRINCIPAL PLACE OF BUSINESS IN THE PEOPLE'S REPUBLIC OF CHINA (THE "PRC")

Dongjiang Industrial Estate

Shuikou Street

Huicheng District

Huizhou City 516005

Guangdong Province

PRC

2

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Corporate Information

SHARE REGISTRARS

PRINCIPAL BANKERS

Principal Share Registrar

Bank of China (Hong Kong) Limited

Conyers Trust Company (Cayman) Limited

DBS Bank (Hong Kong) Limited

Cricket Square

Hongkong and Shanghai Banking

Hutchins Drive

Corporation Limited

P.O. Box 2681

Standard Chartered Bank (Hong Kong)

Grand Cayman, KY1-1111

Limited

Cayman Islands

STOCK CODE

Hong Kong Branch Share Registrar

1979

Tricor Investor Services Limited

COMPANY'S CORPORATE WEBSITE

Level 54

Hopewell Centre

www.tenpao.com

183 Queen's Road East

INVESTOR RELATIONS CONTACT

Hong Kong

www.tenpao.com/investor.html

HONG KONG LEGAL ADVISOR

Deacons

5/F, Alexandra House

18 Chater Road

Central

Hong Kong

AUDITOR

PricewaterhouseCoopers

Certified Public Accountants

22/F, Prince's Building

Central

Hong Kong

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

3

FINANCIAL HIGHLIGHTS

Six months ended 30 June

2020

2019

Change

(Unaudited)

(Unaudited)

Revenue

HK$'000

1,763,650

1,834,665

-3.9%

Operating profit

HK$'000

119,693

107,159

+11.7%

Profit for the period attributable

to the owners of the

Company

HK$'000

95,106

81,093

+17.3%

Gross profit margin

%

17.4

16.6

+0.7% point

Operating profit margin

%

6.8

5.8

+1.0% point

Profit margin attributable to

owners of the Company

%

5.4

4.4

+1.0% point

Earnings per share

- basic and diluted per share

HK cents

10

8

Interim dividend per share

HK cents

3.0

2.5

30 June

31 December

2020

2019

Change

Gearing ratio

%

39.5

23.3

+16.2% point

Current ratio

times

1.18

1.17

+0.9%

Average inventory turnover

period

days

67

65

+3.1%

Average trade receivables

turnover period

days

95

84

+13.1%

Average trade payables

turnover period

days

124

114

+8.8%

4

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

MANAGEMENT DISCUSSION AND ANALYSIS

OVERVIEW

Ten Pao Group Holdings Limited ("Ten Pao" or the "Company", together with its subsidiaries, the "Group") is a market leading provider of smart power supply solutions, with an abundance of industry experience spanning forty years and an excellent customer base. Through an exceptional research and development ("R&D") team, a one-stop production model, a diverse product portfolio and value-adding services that are tailored and swiftly responsive to customer needs, we have earned affirmation from the industry. Presently, we are the major supplier for numerous domestic and international brands and are instrumental in the rapid development of the industry.

In the first half of 2020, the global COVID-19 ("coronavirus") pandemic, geopolitical tensions and the resulting trade conflicts brought about a challenging business environment. The Group remained steadfast in strengthening its capabilities in the face of macroeconomic challenges and was proactive in implementing a series of responsive measures in the six-month period ended 30 June 2020 (the "Period"). These measures include enhancing the overall efficiency of automation at our production bases, strategically optimising the customer portfolio, strengthening inventory management efficiency, implementing effective cost controls and improving our cash flow. As a result, the Group was able to maintain a stable business performance and a healthy cash flow during the Period.

For the six months ended 30 June 2020, Group revenue decreased slightly by 3.9% to HK$1,763.7 million when compared to the same period of last year. This was mainly attributable to the adverse impact of the temporary suspension of the Group's manufacturing facility in Huizhou, the PRC in the first quarter as a result of the PRC government's order in preventing and combating the coronavirus. Despite the decrease in revenue, gross profit for the Period amounted to HK$306.1 million which approximated to that of the same period of last year, and gross profit margin increased by 0.7 percentage point to 17.4%, which are attributable to measures including tightened cost control policies and increased rate of automated production. Net profit before tax was HK$115.9 million, and net profit attributable to owners of the Company increased by 17.3% to HK$95.1 million when compared to the same period of last year. Earnings per share amounted to HK10 cents (2019: HK8 cents).

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

5

Management Discussion and Analysis

To reward the Company's shareholders for their continuing support, the board (the "Board") of directors (the "Directors") of the Company has resolved to pay an interim dividend of HK3 cents per ordinary share for the six months ended 30 June 2020 (2019: HK2.5 cents per ordinary share).

MARKET AND BUSINESS REVIEW

During the Period, the coronavirus pandemic brought pressure on the manufacturing industry in different ways. At the production level, as a means to keep the pandemic at bay, the PRC government issued a notice to extend the Lunar New Year Holidays of 2020. The Group's manufacturing plants in the PRC temporarily suspended operations in February this year, and gradually resumed some operations in March. However, the spread of the pandemic globally since March led to international logistics delays which affected the transportation of finished products and raw materials. The Group, as a supply chain partner of various consumer goods brands, was inevitably affected by the above factors. During the Period, the Group was in active communication with its customers and redeployed resources, and hence, successfully recovered most of the production progress in the second quarter and maintained its business stability.

For the six months ended 30 June 2020, revenue from the Group's business segment of smart chargers and controllers for power tools was approximately HK$710.0 million, decreased by 5.2% when compared to the same period of last year. Despite a slight decrease was recorded in this segment revenue due to external factors, the segment revenue remained relatively stable. This was primarily attributable to the Group's efforts not only in maintaining a good cooperative relationship with existing customers, but also in actively deepening the level of cooperation, and at the same time adopting flexible marketing strategies to continue to expand a customer base that has growth potential. Customers of this segment are mainly international corporations with excellent foundations, high risk-bearing capabilities, as well as diversified distribution channels. Leveraging our close business relationship with core customers and the high quality of the Group's products and services, orders from this segment of smart chargers and controllers for power tools remained steady. Continual enhancement of production automation also helped maintain segment profit at HK$143.0 million.

6

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Management Discussion and Analysis

The Group's business segment of switching power supply units for consumer products covers telecommunications equipment, media and entertainment equipment, household appliances, and lighting equipment etc.. For the six months ended 30 June 2020, segment revenue decreased by 3.0% when compared to the same period of last year. This was mainly attributable to the sales decrease recorded in the lighting equipment segment, whilst the decrease was mitigated by the sales increment in the telecommunication segment and media and entertainment segment. During the Period, thanks to the Group's forward-looking strategic plan of setting up a manufacturing plant in Dazhou City, Sichuan in 2019, in close proximity to the main production centres of a number of telecommunications equipment customers, the Group was able to capture this opportunity to successfully obtain additional orders. Following years of in-depth cooperation with two of the top five well-known mobile phone manufacturers in the PRC, one of which entered into a further trusting relationship with the Group and began to place a larger volume of orders with the Group for its flagship products and new products, casting a vote of trust in the product quality of Ten Pao. Regarding market trends, the PRC's 5G telecommunications technology continued to develop during the Period, sparking a wave of 5G mobile phone replacement, as well as speeding up the development of ultra-fast charging and flash-charging products. As for the lighting equipment segment, some customer groups were based in Africa, Europe, the U.S. and other regions where the pandemic was relatively more serious, thus affecting sales in these areas. However, due to the Group's efforts in customer portfolio diversification and active expansion of sales contribution from domestic customers, the impact on revenue for this segment was lessened.

For the past few years, the Group has put much effort in consolidating resources to enhance cost efficiency. In terms of cost control, the Group's tendering system for qualified suppliers has matured. This, coupled with a policy of supplier diversification, provided further safeguard for Ten Pao's products. Standardisation of design also helped the Group to control material costs, which enhanced the Group's bargaining power with suppliers. The Group's tendering system for suppliers played a significant role at this time, enabling Ten Pao to maintain a stable gross profit margin in a difficult period. Additionally, the Group raised the

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

7

Management Discussion and Analysis

proportion of automated production lines during the Period. This not only improved the consistency and reliability of product quality, but also eased the impact of rising labour costs and greatly enhanced production efficiency. As a result of the above, gross profit margin for the Period increased.

To support the sustainable development of the Group's business, Ten Pao has in the past few years gradually expanded its domestic and overseas production layout. As geopolitics brings changes to the market, diversification of production sites helps consolidate the Group's global production network, ease the impact of geopolitical tensions, and at the same time, promote the Group's local business development. During the Period, phase three expansion of the plant in Hungary was successfully completed and the set-up of production lines is currently in progress. The plant in Hungary is expected to contribute additional production capacity starting from the third quarter of this year. In the PRC, the production base in Dazhou, Sichuan Province has commenced operation. Its proximity to the production centres of various manufacturers of consumer electronics brands will give Ten Pao a competitive edge to bring in more new customers and orders. The production capacity of the Dazhou plant is gradually being released, with its phase 2 expected to enter production in the second half of 2020. The Vietnam production base has also begun to contribute production capacity during the Period and the Group will continue to explore the opportunity to expand the manufacturing capacity there.

8

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Management Discussion and Analysis

PROSPECT

The coronavirus pandemic and global geopolitical instability are expected to place further downward pressure on economic growth in the second half of 2020. To sustain the Group's competitive strength, resilience and profitability, we have been attentively monitoring changes in the external environment, adopting flexible response measures, maintaining cost efficiency and diversifying our global production capacity. At the same time, the Group is also actively exploring market opportunities and potential. Apart from continuing to launch new products in line with environmental protection policies related to 5G telecommunication technology research and development and green mobility development, the Group has invested resources to explore business opportunities in other industries, in preparation for the steady development of Ten Pao in the long term.

Ten Pao has been devoting resources to technological innovation and product R&D in the 5G smartphone power supply market to capitalise on market opportunities. According to a market research report by Strategy Analytics, with the commercialisation of 5G telecommunication technology, the global demand for 5G smartphones is expected to surge by 12 times in 2020, indicating a strong appetite from the market that could well stimulate the demand for its complementary power supply products. Moreover, the high level of energy consumption in 5G smartphones, together with the growing market demand for higher power, fast-charging,flash-charging and wireless-charging products, will continue to fuel the technological upgrading and sales of such products. As a close working partner of renowned manufacturers of 5G smartphones, Ten Pao will continue to innovate and optimise our expertise in power supply technology and our existing product portfolio to provide the market with even better solutions for quality power supply and, riding on the wave of the replacement cycle for 5G smartphones, to strive for greater market share. At the same time, the Group will invest more R&D resources in related flash-charging technology, driving the market towards an era of greater convenience and faster speed in electricity supply. Apart from smartphones, 5G technology advancement also encourages technological innovation and application in many other commercial

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

9

Management Discussion and Analysis

areas, including the Internet of Things (IoT). Ten Pao will commit additional resources to the R&D of technology in these areas to further expand its product offerings and increase its market share.

Green mobility remains an objective that is being proactively promoted by the PRC government. In October 2019, the PRC government issued the "General Proposal of Quality Green Living" (綠色生活創建行動總體方案), which has stated guidelines to expedite the construction of power charging infrastructures, with the goal of raising the green mobility ratio within urban cities by 2020. In addition, the PRC government has plans to subsidise the construction and operation of electrical power charging infrastructures, further lifting the demand and market potential for smart charging products for electric vehicles (EVs) and portable power supply/charging products. The Group will continue to expand our research capability in green mobility and related products, and to actively develop this blue ocean market. Meanwhile, the Group had entered into an agreement with a renowned energy company for the grant of license to use its logo in certain kinds of consumer electronic products and merchandising rights in the market. These products are scheduled to launch to the market in the first half of 2021.

To align with Ten Pao's sales growth and to diversify regional risks, the Group will continue to carefully plan our domestic and overseas production layout. In terms of domestic facilities, the second phase of the Dazhou plant in Sichuan is expected to commence production by the second half of 2020; while construction of a new plant on the additional land purchased in Huizhou will kick off in the second half of 2020, with completion and commencement of operation expected in 2022, bringing additional production capability to the Huizhou headquarters. In terms of overseas production capacity, in addition to the Hungary and Vietnam bases, the Group is also actively exploring the possibility of setting up a production base in India, which will support Ten Pao in developing the South Asian market. Moreover, the Group will invest more resources to increase the proportion of automated production lines to maximise manufacturing efficiency and profitability.

10

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Management Discussion and Analysis

Over the past 40 years, the Group has been committed to product innovation and technological advancement of one-stop smart power supply solutions, allowing us to realise our full potential and gain a lead in the dynamic market. Our management team, with its rich industry experience and market exposure, has also provided us with reliable market insight and risk management capability, enabling the Group to gain a firm foothold amidst the challenges and economic ups and downs of the past years. Looking ahead, Ten Pao will uphold its pragmatic business philosophy, and continue to capture every market opportunity and potential to strengthen the Group's profitability and consolidate its leading position in the switching power supply industry, and hence, leading to sustainable returns for its shareholders.

LIQUIDITY AND FINANCIAL RESOURCES

The Group maintains a strong and healthy balance sheet. As at 30 June 2020, net current assets amounted to HK$263.2 million as compared with HK$229.0 million as at 31 December 2019. As of 30 June 2020, current ratio was 1.18 times (31 December 2019: 1.17 times) (current ratio is calculated by using the following formula: current assets/current liabilities).

Gearing ratio was 39.5% as at 30 June 2020 (31 December 2019: 23.3%)

(gearing ratio is calculated by using the following formula: total borrowings/total equity). During the Period, the Group's production in the PRC was temporarily suspended after the Lunar New Year holiday due to the coronavirus and only resumed full production capacity in the second quarter. Therefore, a majority part of the shipment was made in the second quarter and hence the account receivables increased accordingly. Additional borrowings was used to finance such credits given to customers.

Net cash generated from operating activities was HK$38.9 million for the six months ended 30 June 2020 (six months ended 30 June 2019: HK$14.6 million), which was mainly due to the improvement in the operating results during the Period. The Group achieved an operating profit of HK$119.7 million for the six months ended 30 June 2020 (six months ended 30 June 2019: HK$107.2 million).

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

11

Management Discussion and Analysis

Net cash used in investing activities for the six months ended 30 June 2020 was HK$128.0 million (six months ended 30 June 2019: HK$44.6 million) as the Group has acquired more property, plant and equipment, amounting to HK$61.7 million (six months ended 30 June 2019: HK$50.8 million) and purchased a piece of land in the PRC at a total consideration of HK$95.0 million during the six months ended 30 June 2020.

During the six months ended 30 June 2020, net cash generated from financing activities was HK$39.1 million (six months ended 30 June 2019: HK$22.5 million) as the net borrowings was HK$132.0 million for the six months ended 30 June 2020 as compared with HK$55.2 million for the six months ended 30 June 2019.

DEBT MATURITY PROFILE

The maturity profile of the Group's borrowing is set out below:

30 June

31 December

2020

2019

HK$'000

HK$'000

(Unaudited)

(Audited)

Within 1 year

177,143

120,227

Between 1

and 2

years

53,086

30,360

Between 2

and 5

years

62,766

11,220

292,995

161,807

FINANCIAL RISK MANAGEMENT

Foreign Exchange Risk

The Group operates mainly in the PRC, with a notable portion of its revenue derived from its export sales to overseas countries. The Group is exposed to foreign exchange risks, in particular fluctuations in currency exchange rates of HK$ and USD against RMB.

12

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Management Discussion and Analysis

The Group generates a notable portion of revenue and receivables in USD and HK$, while our cost of sales is primarily denominated in RMB. For the six months ended 30 June 2020, the Group's revenue denominated in USD and HK$ amounted to approximately 69.7% of its total revenue (six months ended 30 June 2019: 67.9%).

The Group manages its foreign exchange risk by performing regular reviews of the Group's net foreign exchange exposures and it may enter into certain forward foreign exchange contracts, when necessary, to manage its exposure against foreign currencies and to mitigate the impact on exchange rate fluctuations. During the six months ended 30 June 2020, no forward foreign exchange contracts had been entered into by the Group as the Group did not consider there was any risk associated with exchange rate fluctuation that may adversely affect the results of the Group.

Cash Flow and Fair Value Interest Rate Risk

As the Group has no significant interest-bearing assets (other than bank balances and cash), the Group's income and operating cash flows are substantially independent of changes in market interest rates. As of 30 June 2020, the Group had bank borrowings of HK$293.0 million (31 December 2019: HK$161.8 million) which were primarily denominated in HK$, RMB and USD.

Credit Risk

The Group has no significant concentrations of credit risk. The carrying amounts of trade receivables, deposits and other receivables, bank balances and cash included in the interim condensed consolidated balance sheet represented the Group's maximum exposure to credit risk in relation to its financial assets. The Group has policies in place to ensure credit terms are only granted to customers with an appropriate credit history, and credit evaluations on them were performed periodically, taking into account their financial position, past experience and other factors. For customers to whom no credit terms were offered, the Group generally requires them to pay deposits and/or advances prior to the

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

13

Management Discussion and Analysis

delivery of products. The Group typically does not require collaterals from customers. Provisions are made for the balances when they are past due and the management considers the default risk is high.

As at 30 June 2020, all of the bank balances, term deposits and restricted bank deposits of the Group were deposited with highly reputable and sizable banks and financial institutions without significant credit risk in the PRC and Hong Kong. The management does not expect to incur any losses from non- performance by these banks and financial institutions. As at 30 June 2020 and 31 December 2019, the Group held cash and bank balances and restricted bank deposits totalling HK$183.4 million and HK$171.1 million, respectively, with four major banks in the PRC and Hong Kong.

Liquidity Risk

The liquidity position of the Group is monitored closely by its management. The Group monitors and maintains a level of cash and cash equivalents deemed adequate by the management to finance its operations and mitigate the effects of fluctuations in cash flows.

CONTINGENT LIABILITIES

As at 30 June 2020, the Group did not have any significant contingent liabilities (31 December 2019: Nil).

FUTURE PLANS FOR MATERIAL INVESTMENTS OR CAPITAL ASSETS

The Group did not have plans for material investments or capital assets during the six months ended 30 June 2020.

MATERIAL ACQUISITIONS AND DISPOSALS OF SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES

The Group did not have any material acquisitions and disposals of subsidiaries, associates and joint ventures for the six months ended 30 June 2020.

14

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

CORPORATE GOVERNANCE AND

OTHER INFORMATION

HUMAN RESOURCES

The Group employed a total of approximately 6,400 full-time employees as of 30 June 2020. The Group believes human resources are its valuable assets and maintains its solid commitment to attracting, developing and retaining talented employees, in addition to providing dynamic career opportunities and a favorable working environment to its employees. The Group constantly provides training with diverse operational functions and offers competitive remuneration packages and incentives to all employees. The Group regularly reviews its human resources policies for addressing corporate development needs. The total labour costs for the six months ended 30 June 2020 was HK$290.0 million, as compared to HK$291.2 million for the same period last year.

CORPORATE GOVERNANCE PRACTICES

The Board and the management are committed to abiding by the principles of good corporate governance with emphasis on transparency and accountability. The Board has established an audit committee (the "Audit Committee"), a nomination committee and a remuneration committee with defined terms of reference in accordance with the requirements set out in the Corporate Governance Code (the "CG Code") contained in Appendix 14 to the Rules (the "Listing Rules") Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Stock Exchange").

The Board has reviewed the Company's corporate governance practices and is satisfied that the Company has been in compliance with the code provisions set out in the CG Code throughout the six months ended 30 June 2020 and up to the date of this interim report, with the exception of code provision A.2.1.

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

15

Corporate Governance and Other Information

According to code provision A.2.1, the roles of chairman and chief executive should be separate and should not be performed by the same person. The Company deviates from this code provision because Mr. Hung Kwong Yee ("Chairman Hung") performs both the roles of the chairman of the Board and the chief executive officer of the Company. Chairman Hung, the founder of the Group with the established market reputation in the switching power supply industry in the PRC, has extensive experience in the Group's business operation and management in general. The Board believes that vesting the two roles in the same person provides the Company with strong and consistent leadership and facilitates the implementation and execution of the Group's business strategies and, hence, is in the best interests of the Group. Under the leadership of Chairman Hung, the Board works effectively and performs its responsibilities with all key and appropriate issues discussed in a timely manner. In addition, as all major decisions are made in consultation with members of the Board and relevant Board committees, and there are three independent non-executive Directors on the Board offering independent perspectives, the Board is of the view that there are adequate safeguards in place to ensure sufficient balance of powers within the Board. The Board shall nevertheless review the structure and composition of the Board from time to time in light of prevailing circumstances, to maintain a high standard of corporate governance practices of the Company.

MODEL CODE FOR SECURITIES TRANSACTIONS

The Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers (the "Model Code") contained in Appendix 10 to the Listing Rules as the code of conduct governing Directors' dealings in the Company's securities. Employees of the Group (the "Relevant Employees") who, because of their office or employment, are likely to possess inside information in relation to the Company or its securities are also subject to compliance with the Model Code. Following specific enquiry, all the Directors have confirmed their compliance with the Model Code throughout the six months ended 30 June 2020 and up to the date of this interim report. In addition, no incident of non- compliance of the Model Code by the Relevant Employees was noted by the Company during the six months ended 30 June 2020 and up to the date of this interim report.

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TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Corporate Governance and Other Information

INTERIM DIVIDEND

The Board has resolved to distribute an interim dividend of HK3 cents per ordinary share for the six months ended 30 June 2020 (2019: HK2.5 cents per ordinary share) to the Company's shareholders. The interim dividend is expected to be paid on 27 October 2020 to all shareholders whose names appear on the register of members of the Company on 9 October 2020.

CLOSURE OF REGISTER OF MEMBERS

The register of members of the Company will be closed from 7 October 2020 (Wednesday) to 9 October 2020 (Friday), both days inclusive, for the purpose of determining the entitlement to the interim dividend for the six months ended 30 June 2020. In order to be qualified for the said interim dividend, unregistered holders of shares of the Company should ensure all share transfer documents accompanied by the corresponding share certificates are lodged with the Company's branch share registrar and transfer office in Hong Kong, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong, for registration not later than 4:30 p.m. (Hong Kong time) on 6 October 2020 (Tuesday).

PURCHASE, SALE OR REDEMPTION OF THE COMPANY'S LISTED SECURITIES

Neither the Company nor any of its subsidiaries purchased, sold or redeemed any of the Company's listed securities during the six months ended 30 June 2020.

AUDIT COMMITTEE AND REVIEW OF FINANCIAL STATEMENTS

The Audit Committee comprises three independent non-executive Directors, namely Mr. Chu Yat Pang Terry (chairman), Mr. Lam Cheung Chuen and Mr. Lee Kwan Hung.

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

17

Corporate Governance and Other Information

The Audit Committee has reviewed the Company's unaudited interim condensed consolidated financial statements for the six months ended 30 June 2020 and this interim report in conjunction with the Company's management. The Audit Committee has also reviewed the effectiveness of the risk management and internal control systems of the Group and considered them effective.

In addition, the independent auditor of the Company, PricewaterhouseCoopers, has reviewed the unaudited interim financial information for the six months ended 30 June 2020 in accordance with Hong Kong Standard on Review Engagements 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Hong Kong Institute of Certified Public Accountants.

SUFFICIENCY OF PUBLIC FLOAT

Based on the information that is publicly available to the Company and within the knowledge of the Directors as at the latest practicable date prior to the issue of this interim report, the Company has met the Listing Rule requirement of having a sufficient public float, i.e. at least 25% of the Company's total number of issued shares (being the minimum prescribed percentage under the Listing Rules) were held by the public.

18

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Corporate Governance and Other Information

DIRECTORS' AND CHIEF EXECUTIVE'S INTERESTS AND SHORT POSITIONS IN SHARES, UNDERLYING SHARES AND DEBENTURES

As at 30 June 2020, the interests and short positions of the Directors and the chief executive 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, Chapter 571 of the Laws of Hong Kong (the "SFO")), as recorded in the register of the Company required to be kept under Section 352 of the SFO, or as otherwise notified to the Company and the Stock Exchange pursuant to the Model Code, were as follows:

Long position in ordinary shares of the Company

Approximate

percentage*

Number of ordinary

of the Company's

Name of Director

Capacity

Note

shares interested

issued share capital

Chairman Hung

Beneficial owner

13,052,000

1.30%

Interest of a controlled corporation

1

338,012,000

33.79%

Founder of a discretionary trust

2

300,000,000

29.99%

Total

651,064,000

65.08%

Yang Bingbing

Beneficial owner

420,000

0.04%

Lam Cheung Chuen

Beneficial owner

1,000,000

0.10%

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

19

Corporate Governance and Other Information

Notes:

  1. These shares are held by Even Joy Holdings Limited, a company wholly owned by Chairman Hung. By virtue of the SFO, Chairman Hung is deemed to be interested in these shares held by Even Joy Holdings Limited.
  2. These shares are held by TinYing Investments Limited, a company wholly owned by TinYing Holdings Limited, which is in turn wholly owned by Vistra Trust (BVI) Limited acting as the trustee of The TinYing Trust (the "Family Trust"). The Family Trust is a discretionary trust established by Chairman Hung as settlor. The beneficiaries of the Family Trust are Chairman Hung, certain of his family members and other persons who may be added or amended from time to time. By virtue of the SFO, Chairman Hung, TinYing Holdings Limited and Vistra Trust (BVI) Limited are deemed to be interested in these shares held by TinYing Investments Limited.
  • The percentage represents the number of ordinary shares of the Company interested divided by the number of the Company's issued shares as at 30 June 2020.

Save as disclosed above, as at 30 June 2020, none of the Directors or chief executive of the Company had any interests or short positions in the 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 of the Company required to be kept under Section 352 of the SFO, or as otherwise notified to the Company and the Stock Exchange pursuant to the Model Code.

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TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Corporate Governance and Other Information

INTERESTS AND SHORT POSITIONS OF SUBSTANTIAL SHAREHOLDERS IN SHARES AND UNDERLYING SHARES

As at 30 June 2020, so far as is known to the Directors, the following corporations or persons (other than a Director or the chief executive of the Company) had an interest or a short position in the shares or underlying shares of the Company, as recorded in the register of the Company required to be kept under Section 336 of the SFO:

Long position in ordinary shares of the Company

Approximate

percentage* of the

Number of ordinary

Company's issued

Name of shareholder

Capacity

Note

shares interested

share capital

Even Joy Holdings Limited

Beneficial owner

1

338,012,000

33.79%

TinYing Investments Limited

Beneficial owner

1

300,000,000

29.99%

TinYing Holdings Limited

Interest of a controlled

1

300,000,000

29.99%

corporation

Vistra Trust (BVI) Limited

Trustee of a discretionary trust

1

300,000,000

29.99%

Fidelity China Special

Beneficial owner

70,084,000

7.01%

Situations Plc

FIL Limited

Interest of controlled

2

70,428,000

7.04%

corporations

Pandanus Partners L.P.

Interest of controlled

2

70,428,000

7.04%

corporations

Pandanus Associates Inc.

Interest of controlled

2

70,428,000

7.04%

corporations

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

21

Corporate Governance and Other Information

Notes:

1 These interests are also disclosed as the interests of Chairman Hung in the above section headed "Directors' and chief executive's interests and short positions in shares, underlying shares and debentures".

2. According to the disclosure of interests notice filed by Pandanus Associates Inc. ("Pandanus") on 22 March 2019, these shares are held by FIL Investment Management (Hong Kong) Limited ("FIL HK"), a wholly-owned subsidiary of FIL Asia Holdings Pte Limited ("FIL Asia"), which is in turn wholly-owned by FIL Limited ("FIL"). FIL is 38.10% controlled by Pandanus Partners L.P. ("Pandanus L.P."), which is in turn wholly-owned by Pandanus. By virtue of the SFO, Pandanus, Pandanus L.P., FIL and FIL Asia are deemed to be interested in these shares held by FIL HK.

  • The percentage represents the number of ordinary shares of the Company interested divided by the number of the Company's issued shares as at 30 June 2020.

Save as disclosed above, as at 30 June 2020, other than the Directors and the chief executive of the Company whose interests are set out in the above paragraph headed "Directors' and chief executive's interests and short positions in shares, underlying shares and debentures", no person had any interest or short position in the shares or underlying shares of the Company recorded in the register of the Company required to be kept pursuant to Section 336 of the SFO.

SHARE OPTION SCHEME

The Company adopted a share option scheme on 23 November 2015 (the "Share Option Scheme"), which falls within the ambit of, and is subject to the regulations under Chapter 17 of the Listing Rules. The purpose of the Share Option Scheme is to recognise and acknowledge the contributions the eligible participants (the "Eligible Participants") have had or may have made to the Group. The Share Option Scheme will provide the Eligible Participants an opportunity to have a personal stake in the Company with a view to achieving the following objectives: (i) motivating the Eligible Participants to optimise their performance efficiency for the benefit of the Group; and (ii) attracting and retaining or otherwise maintaining on-going business relationships with the Eligible Participants whose contributions are or will be beneficial to the long-term growth of the Group.

22

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Corporate Governance and Other Information

Eligible Participants of the Share Option Scheme include: (i) any full-time or part- time employees, executives or officers of the Company or any of its subsidiaries;

  1. any Directors (including independent non-executive Directors) or any directors of the Company's subsidiaries; (iii) any advisers, consultants, suppliers, customers and agents to the Company or any of its subsidiaries; and (iv) such other persons who, in the sole opinion of the Board, will contribute or have contributed to the Group.

Since the adoption of the Share Option Scheme, a total of 19,348,000 share options have been granted, of which 456,000 share options were exercised and all the remaining 18,892,000 share options were lapsed in accordance with the terms of the Share Option Scheme. No movement of share options for the six months ended 30 June 2020 is shown in this interim report since (i) there were no outstanding share options at the beginning of the said six-month period; and (ii) there was no grant of share options during the said six-month period.

UPDATE ON DIRECTOR'S INFORMATION

Set out below is the change in the Director's information, which is required to be disclosed pursuant to Rule 13.51B(1) of the Listing Rules:

  • With effect from 19 June 2020, Mr. Lee Kwan Hung (an independent non- executive Director) retired from office as an independent non-executive director of Landsea Green Properties Co., Ltd., a company listed on the Main Board of the Stock Exchange (stock code: 106), upon conclusion of its annual general meeting.

Save as disclosed above, there is no other information which is required to be disclosed under Rule 13.51B(1) of the Listing Rules.

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

23

REPORT ON REVIEW OF INTERIM FINANCIAL INFORMATION

To the Board of Directors of Ten Pao Group Holdings Limited

(incorporated in the Cayman Islands with limited liability)

INTRODUCTION

We have reviewed the interim financial information set out on pages 26 to 76, which comprises the interim condensed consolidated balance sheet of Ten Pao Group Holdings Limited (the "Company") and its subsidiaries (together, the "Group") as at 30 June 2020 and the interim condensed consolidated statement of profit or loss, the interim condensed consolidated statement of comprehensive income, the interim condensed consolidated statement of changes in equity and the interim condensed consolidated statement of cash flows for the six-month period then ended, and a summary of significant accounting policies and other explanatory notes. The Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited require the preparation of a report on interim financial information to be in compliance with the relevant provisions thereof and Hong Kong Accounting Standard 34 "Interim Financial Reporting" issued by the Hong Kong Institute of Certified Public Accountants. The directors of the Company are responsible for the preparation and presentation of this interim financial information in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting". Our responsibility is to express a conclusion on this interim financial information based on our review and to report our conclusion solely to you, as a body, in accordance with our agreed terms of engagement and for no other purpose. We do not assume responsibility towards or accept liability to any other person for the contents of this report.

24

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Report on Review of Interim Financial Information

SCOPE OF REVIEW

We conducted our review in accordance with Hong Kong Standard on Review Engagements 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Hong Kong Institute of Certified Public Accountants. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Hong Kong Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

CONCLUSION

Based on our review, nothing has come to our attention that causes us to believe that the interim financial information of the Group is not prepared, in all material respects, in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting".

PricewaterhouseCoopers

Certified Public Accountants

Hong Kong, 21 August 2020

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

25

INTERIM CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS

(All amounts in HK dollar thousands unless otherwise stated)

Six months ended 30 June

Notes

2020

2019

(Unaudited)

(Unaudited)

Revenue

7

1,763,650

1,834,665

Cost of sales

9

(1,457,547)

(1,529,546)

Gross profit

306,103

305,119

Other income

8

5,462

6,705

Other gains/(losses) - net

8

6,880

(5,912)

Selling expenses

9

(78,120)

(74,841)

Administrative expenses

9

(119,858)

(122,707)

Net impairment losses on financial

assets

(774)

(1,205)

Operating profit

119,693

107,159

Finance income

10

649

264

Finance expenses

10

(4,460)

(4,414)

Finance expenses - net

(3,811)

(4,150)

Profit before income tax

115,882

103,009

Income tax expenses

11

(20,999)

(21,916)

Profit for the period

attributable to:

Owners of the Company

95,106

81,093

Non-controlling interests

(223)

-

94,883

81,093

Earnings per share for the period

- basic and diluted per share

12

HK$0.10

HK$0.08

The above condensed consolidated statement of profit or loss should be read in conjunction with the accompanying notes.

26

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

INTERIM CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

(All amounts in HK dollar thousands unless otherwise stated)

Six months ended 30 June

2020

2019

(Unaudited)

(Unaudited)

Profit for the period

94,883

81,093

Other comprehensive income

Items that may be reclassified subsequently to

profit or loss

Currency translation differences

(19,062)

(4,756)

Total comprehensive income for the period

attributable to

Owners of the Company

76,044

76,337

Non-controlling interests

(223)

-

75,821

76,337

The above condensed consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

27

INTERIM CONDENSED CONSOLIDATED BALANCE SHEET

(All amounts in HK dollar thousands unless otherwise stated)

30 June

31 December

Notes

2020

2019

(Unaudited)

(Audited)

ASSETS

Non-current assets

Land use rights

14

4,758

4,763

Property, plant and equipment

14

510,891

495,038

Right-of-use assets

15

107,844

11,881

Investment properties

16

7,200

7,500

Intangible assets

14

11,153

10,600

Deferred income tax assets

27

28,187

22,517

Financial assets at fair value through

other comprehensive income

20

16,690

17,017

Financial assets at fair value through

profit or loss - non-current

21

3,075

3,043

Prepayments for the purchase of

property, plant and equipment

5,482

27,721

695,280

600,080

Current assets

Inventories

17

507,222

574,382

Trade and other receivables

18

1,047,425

867,514

Amounts due from related parties

29(b)

1,266

1,320

Financial assets at fair value through

profit or loss - current

21

5,474

-

Cash and cash equivalents

106,143

158,031

Restricted bank deposits

22

77,299

13,058

1,744,829

1,614,305

Total assets

2,440,109

2,214,385

28

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Interim Condensed Consolidated Balance Sheet (All amounts in HK dollar thousands unless otherwise stated)

30 June

31 December

Notes

2020

2019

(Unaudited)

(Audited)

EQUITY

Capital and reserves attributable to

owners of the Company

Share capital

23

10,005

10,005

Share premium

23

125,788

125,788

Other reserves

18,218

37,280

Retained earnings

588,903

521,810

Non-controlling interests

(516)

(293)

Total equity

742,398

694,590

LIABILITIES

Non-current liabilities

Non-current bank borrowings

24

115,852

41,580

Lease liabilities - non-current

15

5,864

5,775

Derivative financial instruments

- non-current

19

2,887

153

Deferred income tax liabilities

27

63,393

59,726

Deferred government grants

25

28,114

27,225

216,110

134,459

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

29

Interim Condensed Consolidated Balance Sheet

(All amounts in HK dollar thousands unless otherwise stated)

30 June

31 December

Notes

2020

2019

(Unaudited)

(Audited)

Current liabilities

Trade and other payables

26

1,245,526

1,215,452

Contract liabilities

12,367

8,948

Amounts due to related parties

29(c)

22,074

22,164

Dividend payable

16

12

Income tax liabilities

23,949

17,214

Lease liabilities - current

15

526

1,319

Short-term bank borrowings

24

107,275

63,091

Current portion of non-current bank

borrowings

24

69,868

57,136

1,481,601

1,385,336

Total liabilities

1,697,711

1,519,795

Total equity and liabilities

2,440,109

2,214,385

The above condensed consolidated balance sheet should be read in conjunction with the accompanying notes.

30

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

(All amounts in HK dollar thousands unless otherwise stated)

Other Reserves

Financial Assets

at Fair Value

Through Other

Non-

For the six months ended

Share

Share

Statutory

Capital

Comprehensive

Exchange

Share

Retained

Controlling

Total

30 June 2020 (unaudited)

Capital

Premium

Reserves

Reserves

Income (FVOCI)

Reserves

Options

Total Earnings

Total

Interests

Equity

Balance at 1 January 2020

Comprehensive income

Profit for the period

Other comprehensive income

Currency translation difference

Total comprehensive income

Contributions by and distributions to owners of the Company recognised directly in equity

Dividends (Note 13)

Total contributions by and distributions to owners of the Company for the period

10,005

125,788

68,547

338

236

(37,309)

5,468

37,280

521,810

694,883

(293)

694,590

-

-

-

-

-

-

-

-

95,106

95,106

(223)

94,883

-

-

-

-

(7)

(19,055)

-

(19,062)

-

(19,062)

-

(19,062)

-

-

-

-

(7)

(19,055)

-

(19,062)

95,106

76,044

(223)

75,821

-

-

-

-

-

-

-

-

(28,013)

(28,013)

-

(28,013)

-

-

-

-

-

-

-

-

(28,013)

(28,013)

-

(28,013)

Balance at 30 June 2020 (unaudited)

10,005

125,788

68,547

338

229

(56,364)

5,468

18,218

588,903

742,914

(516) 742,398

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

31

Interim Condensed Consolidated Statement of Changes in Equity

(All amounts in HK dollar thousands unless otherwise stated)

Other Reserves

For the six months ended

Share

Share

Statutory

Capital

Exchange

Share

Retained

Total

30 June 2019 (unaudited)

Capital

Premium

Reserves

Reserves

Reserves

Options

Total

Earnings

Equity

Balance at 1 January 2019

10,005

125,788

31,977

338

(21,892)

5,468

15,891

431,651

583,335

Comprehensive income

Profit for the period

-

-

-

-

-

-

-

81,093

81,093

Other comprehensive income

Currency translation difference

-

-

-

-

(4,756)

-

(4,756)

-

(4,756)

Total comprehensive income

-

-

-

-

(4,756)

-

(4,756)

81,093

76,337

Contributions by and distributions to owners

of the Company recognised directly

in equity

Dividends

-

-

-

-

-

-

-

(25,011)

(25,011)

Total contributions by and distributions to

owners of the Company for the period

-

-

-

-

-

-

-

(25,011)

(25,011)

Transaction with owners

Appropriation to statutory reserves

-

-

4,475

-

-

-

4,475

(4,475)

-

Balance at 30 June 2019 (unaudited)

10,005

125,788

36,452

338

(26,648)

5,468

15,610

483,258

634,661

32

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(All amounts in HK dollar thousands unless otherwise stated)

Six months ended 30 June

Notes

2020

2019

(Unaudited)

(Unaudited)

Cash flows from

operating activities

Cash generated from operations

58,967

38,177

Interest paid

(4,540)

(4,493)

Income tax paid

(15,525)

(19,132)

Net cash generated from

operating activities

38,902

14,552

Cash flows from investing activities

Purchase of property, plant and

equipment

(61,652)

(50,809)

Purchase of intangible assets

(2,231)

(1,738)

Purchase of right-of-use assets

(69,044)

-

Proceeds from disposal of property,

plant and equipment

3,621

5,470

Addition of financial assets at fair

value through profit or loss

(5,474)

-

Grants from government related to

assets

25

6,826

2,519

Net cash used in investing activities

(127,954)

(44,558)

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

33

Interim Condensed Consolidated Statement of Cash Flows

(All amounts in HK dollar thousands unless otherwise stated)

Six months ended 30 June

Notes

2020

2019

(Unaudited)

(Unaudited)

Cash flows from financing activities

Proceeds from bank borrowings

24

816,875

765,261

Repayments of bank borrowings

24

(684,914)

(710,106)

Dividends paid

13

(28,009)

(25,008)

Increase in restricted bank deposits

(64,241)

(7,408)

Principal elements of lease payments

(661)

(194)

Net cash generated from financing

activities

39,050

22,545

Net decrease in cash and cash

equivalents

(50,002)

(7,461)

Cash and cash equivalents at

beginning of the period

158,031

193,797

Exchange losses on cash and cash

equivalents

(1,886)

(299)

Cash and cash equivalents at end of

the period

106,143

186,037

Analysis of balance of cash and cash

equivalents:

Cash and cash on hand

106,143

186,037

The above condensed consolidated statement of cash flows should be read in conjunction with the accompanying notes.

34

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

NOTES TO THE INTERIM FINANCIAL INFORMATION

(All amounts in HK dollar thousands unless otherwise stated)

1 GENERAL INFORMATION

Ten Pao Group Holdings Limited (天寶集團控股有限公司) (the "Company") was incorporated in the Cayman Islands on 27 January 2015 as an exempted company with limited liability under the Companies Law, Cap 22 (Law 3 of 1961, as consolidated and revised) of the Cayman Islands. The address of the Company's registered office is Cricket Square, Hutchins Drive, P.O. Box 2681, Grand Cayman KY1-1111, Cayman Islands.

The Company, an investment holding company, and its subsidiaries (collectively, the "Group") are principally engaged in the developing, manufacturing and sales of switching power supply units for consumer products and smart chargers and controllers for industrial use in the People's Republic of China (the "PRC"). The controlling shareholder of the Group is Mr. Hung Kwong Yee (洪光椅) (the "Controlling Shareholder" or "Chairman Hung").

On 11 December 2015, shares of the Company were listed on The Stock Exchange of Hong Kong Limited (the "Stock Exchange").

This interim financial information (the "Interim Financial Information") is presented in Hong Kong dollar ("HK$") thousands, unless otherwise stated.

This Interim Financial Information was approved for issue on 21 August 2020 and has not been audited.

2 BASIS OF PREPARATION

This Interim Financial Information for the six months ended 30 June 2020 (the "Period") has been prepared in accordance with Hong Kong Accounting Standard "HKAS" 34 "Interim Financial Reporting" issued by Hong Kong Institute of Certified Public Accountants. This Interim Financial Information should be read in conjunction with the annual financial statements for the year ended 31 December 2019 (the "2019 Financial Statements"), which have been prepared in accordance with Hong Kong Financial Reporting Standards ("HKFRSs").

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

35

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

3 ACCOUNTING POLICIES

The accounting policies applied are consistent with those of the 2019 Financial Statements, as described in those annual financial statements, except for the adoption of amendments to HKASs effective for the financial year beginning 1 January 2020.

  1. New and amended standards adopted by the Group
    1. Definition of Material - amendments to HKAS1 and HKAS 8
    2. Definition of a Business - amendments to HKFRS 3
    3. Revised Conceptual Framework for Financial Reporting
    4. Interest Rate Benchmark Reform - amendments to HKFRS 9, HKAS 39 and HKFRS 7
  2. New and amended standards not yet adopted by the Group

Effective for annual

periods beginning

on or after

Amendments to

Sale or Contribution

The effective date has

HKFRS 10 and

of Assets between

now been deferred

HKAS 28

an Investor and its

Associate or Joint

Venture

HKFRS 17

Insurance Contracts

1 January 2021

The Group is in the process of making an assessment of the impact of these new and revised HKFRSs upon initial application. So far the Group has identified no aspects of the new and revised standards and interpretations that are expected to have significant financial impact on the Group's performance and position.

36

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

4 ESTIMATES

The preparation of the Interim Financial Information requires management to make judgments, 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 this Interim Financial Information, the significant judgments made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the 2019 Financial Statements.

5 FINANCIAL RISK MANAGEMENT

5.1 Financial risk factors

The Group's activities expose it to a variety of financial risks: market risk (including foreign exchange risk, price risk, cash flow and fair value interest rate risk), credit risk and liquidity risk.

This Interim Financial Information does not include all financial risk management information and disclosures required in the annual financial statements, and should be read in conjunction with the 2019 Financial Statements.

There have been no changes in the risk management function since 31 December 2019 or in any risk management policies since 31 December 2019.

5.2 Liquidity risk

Compared to the year ended 31 December 2019, there was no material change in the contractual undiscounted cash outflows for financial liabilities. The Group exercises prudent liquidity risk management by maintaining sufficient cash and bank balances. The Group's liquidity risk is further mitigated through the availability of financing through its own cash resources and the availability of banking facilities to meet its financial commitments. In the opinion of the directors, the Group does not have any significant liquidity risk.

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

37

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

5 FINANCIAL RISK MANAGEMENT (CONTINUED)

5.3 Fair value estimation

The table below analyses financial instruments carried at fair value, by the levels of inputs to valuation techniques. The inputs to valuation techniques are categorised into three levels within a fair value hierarchy, as follows:

  • Level 1 - Quoted prices unadjusted in active markets for identical assets or liabilities.
  • Level 2 - Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly that is, as prices or indirectly that is, derived from prices.
  • Level 3 - Inputs for the asset or liability that are not based on observable market data that is, unobservable inputs.

38

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

5 FINANCIAL RISK MANAGEMENT (CONTINUED)

5.3 Fair value estimation (Continued)

The following table presents the Group's assets and liabilities that are measured at fair value as at 30 June 2020 and 31 December 2019.

As at 30 June 2020 (unaudited)

Level 1

Level 2

Level 3

Total

HK$'000 HK$'000 HK$'000 HK$'000

Recurring fair value

measurements

Assets

Financial assets at fair

value through profit

or loss - current

-

-

5,474

5,474

Financial assets at fair

value through profit

or loss

- non-current

-

-

3,075

3,075

Financial assets at fair

value through

comprehensive

income

- non-current

-

-

16,690

16,690

Liabilities

Derivative financial

instruments

-

2,887

-

2,887

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

39

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

5 FINANCIAL RISK MANAGEMENT (CONTINUED)

5.3 Fair value estimation (Continued)

As at 31 December 2019 (audited)

Level 1

Level 2

Level 3

Total

HK$'000 HK$'000 HK$'000 HK$'000

Recurring fair value

measurements

Assets

Financial assets at fair

value through profit

or loss

- non-current

-

-

3,043

3,043

Financial assets at fair

value through

comprehensive

income

- non-current

-

-

17,017

17,017

Liabilities

Derivative financial

instruments

-

153

-

153

  1. Financial instruments in level 1
    The fair value of financial instruments traded in active markets is based on quoted market prices at the end of the reporting period. A market is regarded as active if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service, or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm's length basis. The quoted market price used for financial assets held by the Group is the current bid price. These instruments are included in level 1.

40

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

5 FINANCIAL RISK MANAGEMENT (CONTINUED)

5.3 Fair value estimation (Continued)

  1. Financial instruments in level 2
    The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.
  2. Financial instruments in level 3
    If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.

Specific valuation techniques used to value financial instruments include:

  • Quoted market prices or dealer quotes for similar instruments.
  • The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.
  • The fair value of the remaining financial instruments is determined using discounted cash flow analysis.

There were no transfers of financial assets between level 2 and level 3 fair value hierarchy classifications during the Period.

Note that all the resulting fair value estimates are included in level 2 except for unlisted equity investments, insurance for the Controlling Shareholder and wealth management products as explained below.

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

41

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

5 FINANCIAL RISK MANAGEMENT (CONTINUED)

5.3 Fair value estimation (Continued)

Quantitative information about fair value measurements using significant unobservable inputs Level 3

Fair value

Valuation

Unobservable

Description

HK$'000

technique

input

Assumption

Insurance for the Controlling

Shareholder

As at 31 December 2019

3,043

Discounted

Discount rate

3.65%

cash flow

Death benefit

80% of

insurance fee

Holding time

Hold before

99 years old

As at 30 June 2020

3,075

Discounted

Discount rate

3.65%

cash flow

Death benefit

80% of

insurance fee

Holding time

Hold before

99 years old

Unlisted equity investments

As at 31 December 2019

17,017

Discounted

Net profit rate

6.2%-13.5%

cash flow

Discount rate

15.00%

As at 30 June 2020

16,690

Discounted

Net profit rate

5.9%-12.4%

cash flow

Discount rate

15.00%

Wealth management products

As at 30 June 2020

5,474

Discounted

Discount rate

2.4%

cash flow

Holding time

181 days

42

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

5 FINANCIAL RISK MANAGEMENT (CONTINUED)

5.3 Fair value estimation (Continued)

The following table presents the changes in level 3 instruments for the half-year ended 30 June 2020:

Unlisted

Insurance for

Wealth

equity

the Controlling

management

investments

Shareholder

products

Total

HK$'000

HK$'000

HK$'000

HK$'000

Opening Balance

31 December 2019

(audited)

17,017

3,043

-

20,060

Gains recognised in other

loss - net

-

32

-

32

Additions

-

-

5,474

5,474

Currency translation

differences

(327)

-

-

(327)

Closing balance

30 June 2020

(unaudited)

16,690

3,075

5,474

25,239

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

43

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

5 FINANCIAL RISK MANAGEMENT (CONTINUED)

5.3 Fair value estimation (Continued)

  1. Valuation inputs and relationships to fair value (FV)
    The following table summarises the quantitative information about the significant unobservable inputs used in level 3 fair value measurements of equity investments at fair value through other comprehensive income ("FVOCI"). See (ii) for the valuation techniques adopted.

Fair value at

Range of inputs

30 Jun

31 Dec

Unobservable

(probability-weighted

average)

Description

2020

2019

inputs*

Relationship of unobservable

HK$'000

HK$'000

2020

2019

inputs to fair value

Unlisted equity

16,690

17,017

Discount rate for

14%-16%

14%-16%

Lower discount rate for

investments

discounting

discounting estimated cash

estimated

flows (-1%) and higher

cash flows

net profit rate (+1%)

would increase FV by

HK$2,562,000;

Net profit rate

7.7%-9.7%

7.7%-9.7%

Higher discount rate for

discounting estimated cash

flows (+1%) and lower net profit rate (-1%) would decrease FV by HK$2,191,000.

  • There were no significant inter-relationships between unobservable inputs that materially affect fair values.

44

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

5 FINANCIAL RISK MANAGEMENT (CONTINUED)

5.3 Fair value estimation (Continued)

  1. Valuation processes
    The finance department of the Group includes a team that performs the valuations of non-property items required for financial reporting purposes, including level 3 fair values. This team reports directly to the chief financial officer (CFO) and the audit committee (AC). Discussions of valuation processes and results are held between the CFO, AC and the valuation team at least once every six months, in line with the Group's half-yearly reporting periods.
    The main level 3 inputs used by the Group are derived and evaluated as follows:
    • Discount rates for financial assets are determined using a capital asset pricing model to calculate a pre-tax rate that reflects current market assessments of the time value of money and the risk specific to the asset.
    • Net profit rate for unlisted equity investments are estimated based on market information for similar types of companies.

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

45

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

6 SEASONALITY

The Group's sales volume has historically been affected by seasonality. As the Group's products are used by the Group's customers in their respective manufacturing processes, the demand for the Group's products fluctuates in accordance with fluctuations in the demand for their products. A significant portion of the Group's downstream industries have generally been in higher demand in the second half of each calendar year due to the seasonal purchase patterns of consumers such as Thanksgiving Day and Christmas holidays. As a result, the Group recorded higher revenue in the second half of the year than that of the first half of the year during each year.

Under the outbreak of COVID-19 in early 2020, domestic consumption and production have been affected in the short run. Started from the end of February, the development of the COVID-19 outbreak is having increasing impact. The impact was mainly reflected in the three segments: (i) electrical home appliances (ii) smart chargers and controllers (iii) lighting. The orders were delayed in the first quarter due to the delayed delivery. In the second quarter, the orders gradually returned to normal.

46

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

7 SEGMENT INFORMATION

The chief operating decision-makers have been identified as the executive Directors. The executive Directors review the Group's internal reporting in order to assess performance and allocate resources and have determined the operating segments based on the internal reports that are used to make strategic decisions. The executive Directors considered the nature of the Group's business and determined that the Group's electric charging products can be categorised into six reportable segments as follows: (i) telecommunication, (ii) media and entertainment, (iii) electrical home appliances, (iv) smart chargers and controllers, (v) lighting, and (vi) others.

Segment information for the interim condensed consolidated statement of profit or loss is set out below:

Electrical

Smart

Media and

home

chargers and

Telecommunication

entertainment

appliances

controllers

Lighting

Others

Total

Six months ended

30 June 2020 (unaudited)

Revenue

Revenue from external customers

- At a point in time

599,289

167,783

89,884

710,015

146,850

49,829

1,763,650

Segment results

70,794

33,181

18,098

142,972

28,625

12,433

306,103

5,462

Other income

Other gains - net

6,880

Selling expenses

(78,120)

Administrative expenses

(119,858)

Net impairment losses on financial

assets

(774)

Finance expenses - net

(3,811)

Profit before income tax

115,882

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

47

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

7 SEGMENT INFORMATION (CONTINUED)

Smart

Electrical

chargers

Media and

home

and

Telecommunication

entertainment

appliances

controllers

Lighting

Others

Total

Six months ended

30 June 2019

(unaudited)

Revenue

Revenue from external

customers - At a point

in time

542,890

124,944

108,859

748,984

250,116

58,872

1,834,665

Segment results

63,142

23,606

15,810

140,499

47,689

14,373

305,119

Other income

6,705

Other losses - net

(5,912)

Selling expenses

(74,841)

Administrative expenses

(122,707)

Net impairment losses on

financial assets

(1,205)

Finance expenses - net

(4,150)

Profit before income tax

103,009

Non-current assets, other than financial instruments and deferred income tax assets, by country:

30 June

31 December

2020

2019

(Unaudited)

(Audited)

PRC (excluding Hong Kong)

559,182

486,382

Hungary

71,801

53,540

Hong Kong

16,311

17,544

Others

34

37

647,328

557,503

48

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

8 OTHER INCOME AND OTHER GAINS/(LOSSES) - NET

Six months ended 30 June

2020

2019

(Unaudited)

(Unaudited)

Other income

Sales of scrap materials

1,412

1,069

Sales of raw materials, sample

and molds

705

1,400

Others

3,345

4,236

5,462

6,705

Other gains/(losses) - net

Fair value changes on derivative financial

instruments

(2,734)

(313)

Fair value changes on financial assets at

fair value through profit or loss

31

28

Fair value changes on investment

properties (Note 16)

(300)

1,300

Net foreign exchange gains/(losses)

344

(9,338)

Government grants

6,642

2,483

Loss on disposal of property, plant and

equipment

(237)

(429)

Others

3,134

357

6,880

(5,912)

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

49

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

9

EXPENSES BY NATURE

Six months ended 30 June

2020

2019

(Unaudited)

(Unaudited)

Changes in inventories of finished goods

and work in progress

74,460

29,316

Raw materials and consumables used

1,132,288

1,247,832

Allowance for impairment of inventory

11,737

5,754

Employee benefit expenses

251,686

248,401

Depreciation, amortisation and

impairment charges

36,158

40,096

Water and electricity expenses

14,399

14,875

Transportation and travelling expenses

13,998

16,790

Maintenance expenses

10,641

10,139

Consultancy fee

6,766

5,917

Entertainment expenses

1,468

2,132

Research and development expenses

- Employee benefit expenses

38,290

42,755

- Depreciation and amortisation

4,788

3,968

- Raw materials, consumables used and

others

11,615

13,078

Commission expenses

9,180

12,296

Certificate and detection fees

3,498

2,915

Business tax and surcharge

6,547

7,081

Other taxes and levies

2,121

1,964

Operating lease payments

8,883

6,727

Advertising costs

2,960

1,613

Commercial insurance

3,433

3,901

Communication expenses

1,694

1,424

Bank charges

737

1,961

Auditors' remuneration

2,355

2,681

Other expenses

5,823

3,478

Total cost of sales, selling expenses

and administrative expenses

1,655,525

1,727,094

50

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Notes to the Interim Financial Information (All amounts in HK dollar thousands unless otherwise stated)

10 FINANCE INCOME AND EXPENSES

Six months ended 30 June

2020

2019

(Unaudited)

(Unaudited)

Finance expenses:

Interest on bank borrowings

(4,444)

(4,399)

Interest on lease liabilities (Note 15)

(16)

(15)

(4,460)

(4,414)

Finance income:

Interest income

649

264

Net finance expenses

(3,811)

(4,150)

11 INCOME TAX EXPENSES

Six months ended 30 June

2020

2019

(Unaudited)

(Unaudited)

Current income tax

- PRC corporate income tax

12,823

14,125

- Hong Kong profits tax

9,437

3,027

Subtotal

22,260

17,152

Deferred income tax (Note 27)

(1,261)

4,764

20,999

21,916

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

51

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

11 INCOME TAX EXPENSES (CONTINUED)

Subsidiaries in Hong Kong are subject to 16.5% income tax rate before 2018. Under the current Hong Kong Inland Revenue Ordinance, from the year of assessment 2018/2019 onwards, the subsidiaries in Hong Kong are subject to profits tax at the rate of 8.25% on assessable profits up to HK$2,000,000 (2019 interim: 16.5%), and 16.5% on any part of assessable profits over HK$2,000,000. The payments of dividends by these companies to their shareholders are not subject to any Hong Kong withholding tax.

PRC corporate income tax ("CIT") is provided on the assessable income of entities within the Group incorporated in the PRC, calculated in accordance with the relevant regulations of the PRC after considering the available tax benefits.

Pursuant to the PRC Corporate Income Tax Law passed by the Tenth National People's Congress on 16 March 2007, the CIT rate for domestic and foreign enterprises has been unified at 25%, effective from 1 January 2008.

Ten Pao Electronic (Huizhou) Co., Ltd. was set up as a foreign investment manufacturing enterprise in the PRC. Ten Pao Electronic (Huizhou) Co., Ltd. was recognised as "New and High Technology Enterprises" and thus enjoys a preferential CIT rate of 15%. Its CIT rate for the Period was 15% (2019 interim: 15%).

52

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

12 EARNINGS PER SHARE

  1. Basic earnings per share
    Basic earnings per share is calculated by dividing the profit for the Period by the weighted average number of ordinary shares in issue for the Period.

Six months ended 30 June

2020

2019

(Unaudited)

(Unaudited)

Profit attributable to owners of the

Company (HK$'000)

95,106

81,093

Weighted average number of

shares issued (thousands)

1,000,456

1,000,456

Basic earnings per share (HK cents)

10

8

  1. Diluted earnings per share
    Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares.
    The Company has one category of dilutive potential ordinary shares: share options. The number of shares that would have been issued assuming the exercise of the share options less the number of shares that could have been issued at fair value (determined as the average market share price of the Company's shares) for the same amount of proceed are share issues for no consideration which causes dilution to earnings per share. Diluted earnings per share is the same as basic earnings per share due to the absence of dilutive ordinary shares during the Period as all the outstanding share options were lapsed on 15 September 2019.

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

53

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

13 DIVIDENDS

The board of directors has resolved on 21 August 2020 to declare an interim dividend of HK 3.0 cents per ordinary share for the six months ended 30 June 2020 (2019 interim: HK$2.5 cents per ordinary share). This interim dividend, amounting to HK$30 million (2019 interim:HK$25 million), has not been recognised as a liability in this Interim Financial Information.

On 29 May 2020, a final dividend of HK 2.8 cents per ordinary share in respect of the year ended 31 December 2019, amounting to HK$28,013,000, was approved by the then shareholders of the Company, and HK$28,009,000 was paid on 30 June 2020.

14 LAND USE RIGHTS, PROPERTY, PLANT AND EQUIPMENT AND INTANGIBLE ASSETS

Property,

Land use

plant and

Intangible

rights

equipment

Assets

Net book amount as at

31 December 2019

4,763

495,038

10,600

Additions

-

94,994

2,231

Disposals

-

(3,384)

-

Transfers

-

(28,364)

-

Impairment charges

-

473

-

Currency translation

differences

(5)

(9,785)

(164)

Depreciation/amortisation

-

(38,081)

(1,514)

Net book amount as at

30 June 2020

(unaudited)

4,758

510,891

11,153

54

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

14 LAND USE RIGHTS, PROPERTY, PLANT AND EQUIPMENT AND INTANGIBLE ASSETS (CONTINUED)

Property,

Land use

plant and

Intangible

rights

equipment

Assets

Net book amount as at

31 December 2018 as

originally presented

9,936

419,730

7,075

Effects of the adoption of

HKFRS 16

(5,047)

-

-

Net book amount as at

1 January 2019

4,889

419,730

7,075

Additions

-

141,999

6,360

Disposals

-

(7,295)

-

Transfers

-

-

-

Impairment charges

-

(3,641)

-

Currency translation

differences

(126)

21,867

(155)

Depreciation/amortisation

-

(77,622)

(2,680)

Net book amount as at

31 December 2019

(audited)

4,763

495,038

10,600

As at 30 June 2020, the Group's interests in land use rights represented freehold land in Hungary.

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

55

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

15 LEASES

This note provides information for leases where the Group is a lessee. For leases where the Group is a lessor, see Note 16.

  1. Amounts recognised in the balance sheet
    The interim condensed consolidated balance sheet shows the following amounts relating to leases:

30 June

31 December

2020

2019

HK$'000

HK$'000

(Unaudited)

(Audited)

Right-of-use assets

Land use rights

101,372

4,781

Buildings

6,472

7,100

107,844

11,881

Lease liabilities

Current

526

1,319

Non-current

5,864

5,775

6,390

7,094

56

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

15 LEASES (CONTINUED)

  1. Amounts recognised in the statement of profit or loss
    The interim condensed consolidated statement of profit or loss shows the following amounts relating to leases:

Six months ended 30 June

2020

2019

HK$'000

HK$'000

(Unaudited)

(Unaudited)

Depreciation and amortisation

charge of right-of-use assets

Land use rights

735

79

Buildings

697

188

1,432

267

Interest expenses (included in

finance expenses-net)(Note 10)

16

15

Expenses relating to short-term

leases (included in cost of sales,

selling expenses and

administrative expenses)

8,883

6,727

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

57

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

16 INVESTMENT PROPERTIES

30 June

31 December

2020

2019

(Unaudited)

(Audited)

At fair value

At beginning of period

7,500

6,400

Net (losses)/gains from fair value

adjustment

(300)

1,100

At end of period

7,200

7,500

As at 30 June 2020, the Group had no unprovided contractual obligations for future repairs and maintenance (31 December 2019: Nil).

The valuation of the Group's investment properties was performed by Dudley Surveyors Limited at 30 June 2020 and 31 December 2019, to determine the fair value of the investment properties. The revaluation gains or losses are included in 'Other gains/(losses) - net' in the interim condensed consolidated statement of profit or loss. The following table analyses the investment properties carried at fair value, by valuation method.

Office units - Hong Kong

Quoted prices

in active

Significant

markets for

other

Significant

identical

observable

unobservable

assets

inputs

inputs

Description

Level 1

Level 2

Level 3

Total

Recurring fair value measurements

method

Investment properties:

As at 30 June 2020 (unaudited)

-

7,200

-

7,200

As at 31 December 2019 (audited)

-

7,500

-

7,500

58

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Notes to the Interim Financial Information (All amounts in HK dollar thousands unless otherwise stated)

16 INVESTMENT PROPERTIES (CONTINUED)

There were no transfers between Level 1, 2 and 3 during the Period (31 December 2019: Nil).

As at 30 June 2020, the Group's bank borrowings were secured over investment properties with the carrying amounts of HK$7,200,000 (31 December 2019: HK$7,500,000) (Note 24(a)).

The investment properties are leased to tenants under operating leases with rentals payable monthly. Minimum lease payments receivable on leases of investment properties are as follows:

30 June

31 December

2020

2019

HK$'000

HK$'000

(Unaudited)

(Audited)

Within 1 year

22

88

Between 1 and 2 years

-

-

22

88

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

59

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

17 INVENTORIES

30 June

31 December

2020

2019

(Unaudited)

(Audited)

Raw materials

234,342

216,092

Work in progress

97,080

64,580

Finished goods

222,106

329,066

553,528

609,738

Less: allowance for impairment

(46,306)

(35,356)

507,222

574,382

18 TRADE AND OTHER RECEIVABLES

30 June

31 December

2020

2019

(Unaudited)

(Audited)

Trade receivables

1,015,965

838,549

Less: allowance for impairment

(2,689)

(15,186)

Trade receivables, net

1,013,276

823,363

Bills receivable

-

4,064

Prepayments

10,952

13,976

Deposits

10,112

10,933

Advances to employees

1,214

922

Others

11,871

14,256

1,047,425

867,514

60

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

18 TRADE AND OTHER RECEIVABLES (CONTINUED)

The credit period granted to customers is generally between 30 and 90 days based on invoices date. The ageing analysis of the trade receivables from the date of sales is as follows:

30 June

31 December

2020

2019

(Unaudited)

(Audited)

Less than 3 months

940,396

778,366

More than 3

months but not exceeding

1 year

75,569

46,981

More than 1

year

-

13,202

1,015,965

838,549

The Group's sales are made to various customers. While there is concentration of credit risk within a few major customers, these customers are reputable with good track record. As at 30 June 2020, the Group has written off allowance for impairment of HK$12,977,000 (31 December 2019: Nil).

As at 30 June 2020, the carrying amounts of the receivable were approximate to their fair values.

As at 30 June 2020, the Group's bank borrowings were secured over trade and other receivables with the carrying amounts of HK$152,717,000 (31 December 2019: HK$305,302,000) (Note 24(a)).

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

61

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

19 DERIVATIVE FINANCIAL INSTRUMENTS

30 June

31 December

2020

2019

(Unaudited)

(Audited)

Derivative financial

liabilities

- Non-current

2,887

153

Notional

Amount

amount

As at 30 June 2020 (unaudited)

Derivative financial

liabilities

- Non-current

Types of contracts

Interest rate swap contracts

2,887

164,123

As at 31 December 2019 (audited)

Derivative financial

liabilities

- Non-current

Types of contracts

Interest rate swap contracts

153

52,533

Changes in fair values of derivative financial instruments are recorded in 'Other gains/(losses) - net' in the interim condensed consolidated statement of profit or loss.

62

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

20 FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME

Equity investments at FVOCI comprise the following individual investments:

30 June

31 December

2020

2019

(Unaudited)

(Audited)

Non-current assets

Unlisted equity investments

GCteq Wireless

5,630

5,741

EOLOCK Co.

11,060

11,276

16,690

17,017

The following table presents the changes in FVOCI for the six months ended 30 June 2020 and 30 June 2019:

Six months ended 30 June

2020

2019

(Unaudited)

(Unaudited)

Opening balance as at 1 January

17,017

17,119

Currency translation differences

(327)

(68)

Closing balance as at 30 June

16,690

17,051

Information about the methods and assumptions used in determining fair value is provided in Note 5.3.

As at 30 June 2020, the management of the Group has assessed the fair value of financial assets at FVOCI and held the view of no significant changes between investment cost and fair value.

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

63

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

21 FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS

30 June 31 December

2020 2019

(Unaudited) (Audited)

Fair value of insurance contract for a member of key management

Fair value of wealth management products

3,075 3,043

5,474-

8,549 3,043

Changes in fair value of financial assets at fair value through profit or loss are recorded in 'Other gains/(losses) - net' in the interim condensed consolidated statement of profit or loss (Note 8).

The fair value of the insurance is based on the unobservable inputs.

As at 30 June 2020, the Group's bank borrowings were secured over financial assets at fair value through profit or loss with the carrying amounts of HK$3,075,000 (31 December 2019: HK$3,043,000) (Note 24(a)).

22 RESTRICTED BANK DEPOSITS

As

at 30 June 2020, bank deposits

amounting to HK$48,425,000

(31

December 2019: HK$11,734,000) are

deposits held by the bank in a

segregated account as security for borrowings from the bank (Note 24(a)). The remaining bank deposits amounting to HK$28,874,000 (31 December 2019: HK$1,324,000) are deposits held by the bank in a segregated account as security for notes payable (Note 26).

As at 30 June 2020, the weighted average interest rate was 1.09% (31 December 2019: 3.46%).

64

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

23 SHARE CAPITAL AND SHARE PREMIUM

Ordinary shares, issued and fully paid:

Number of

ordinary

Share

shares

Share capital

premium

(thousands)

(HK$'000)

(HK$'000)

As at 30 June 2020

(unaudited) and

31 December 2019

(audited)

1,000,456

10,005

125,788

Detailed movement of issued shares are analysed as follows:

Number of

Share

Share

Shares

capital

premium

Total

(thousands)

HK$'000

HK$'000

HK$'000

As at 1 January 2019,

30

June 2019

(unaudited),

1 January 2020 and

30

June 2020

(unaudited)

1,000,456

10,005

125,788

135,793

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

65

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

24 BORROWINGS

30 June

31 December

2020

2019

(Unaudited)

(Audited)

Non-current

Bank borrowings

- secured (a)

185,720

98,716

Less: current portion of non-current

borrowings

(69,868)

(57,136)

115,852

41,580

Current

Bank borrowings

- secured (a)

92,239

63,091

- unsecured

15,036

-

Total short-term bank borrowings

107,275

63,091

Current portion of non-current

borrowings

69,868

57,136

177,143

120,227

Total borrowings

292,995

161,807

66

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

24 BORROWINGS (CONTINUED)

Movement in borrowings is as follows:

Six months ended 30 June

2020 2019 (Unaudited) (Unaudited)

Opening balance as at 1 January Proceeds from borrowings Repayments of borrowings Currency translation differences

Closing balance as at 30 June

161,807 207,597

816,875 765,261

(684,914) (710,106)

  1. (377)

292,995 262,375

  1. As at 30 June 2020, bank borrowings amounting to HK$277,959,000 (31 December 2019: HK$161,807,000) are secured over the following assets:

30 June

31 December

2020

2019

(Unaudited)

(Audited)

Restricted bank deposits (Note 22)

48,425

13,058

Financial assets at fair value

through profit or loss (Note 21)

3,075

3,043

Investment properties (Note 16)

7,200

7,500

Trade and other receivables

(Note 18)

152,717

305,302

211,417

328,903

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

67

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

24 BORROWINGS (CONTINUED)

  1. The carrying amounts of the borrowings are denominated in the following currencies:

30 June

31 December

2020

2019

(Unaudited)

(Audited)

HK$

191,574

114,885

RMB

49,617

31,034

USD

51,804

15,888

292,995

161,807

25 DEFERRED GOVERNMENT GRANTS

30 June

31 December

2020

2019

(Unaudited)

(Audited)

Opening net book amount

27,225

9,390

Receipt of grants

6,826

24,170

Credited to statement of profit or loss

(5,468)

(6,023)

Currency translation differences

(469)

(312)

Closing net book amount

28,114

27,225

The amount of receipt of grants represented the subsidies granted by the local government authorities in Hungary relating to the establishment of plant, purchasing equipment and upgrading production lines amounting to EUR 783,000 (equivalent to HK$6,826,000) in 2020.

The deferred government grants will be amortised to "Other gains/(losses)

  • net" from the point at which the relevant assets are ready for use on a straight-line basis over the related assets' useful lives.

68

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Notes to the Interim Financial Information (All amounts in HK dollar thousands unless otherwise stated)

26 TRADE AND OTHER PAYABLES

30 June

31 December

2020

2019

(Unaudited)

(Audited)

Trade payables

947,350

1,011,732

Notes payable

90,649

7,391

Wages and staff welfare benefits payable

152,810

155,380

Accrual for expenses and other payables

54,717

40,949

1,245,526

1,215,452

The ageing analysis of trade payables is as follows:

30 June

31 December

2020

2019

(Unaudited)

(Audited)

Less than 3 months

746,861

760,195

More than 3 months but not exceeding

1 year

200,489

251,537

947,350

1,011,732

The fair values of trade and other payables approximated their carrying amounts as at 30 June 2020 and 31 December 2019.

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

69

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

27 DEFERRED INCOME TAX ASSETS AND LIABILITIES

The movements in deferred income tax assets and liabilities before offsetting are as follows:

Six months ended 30 June

2020

2019

(Unaudited)

(Unaudited)

Deferred income tax assets

Opening balance as at 1 January

22,517

19,383

Recognized in the profit or loss

6,129

1,892

Currency translation differences

(459)

(118)

Closing balance as at 30 June

28,187

21,157

Six months ended 30 June

2020

2019

(Unaudited)

(Unaudited)

Deferred income tax liabilities

Opening balance as at 1 January

59,726

54,128

Recognized in the profit or loss

4,868

6,656

Currency translation differences

(1,201)

(345)

Closing balance as at 30 June

63,393

60,439

Deferred income tax assets are recognized for tax losses carry-forward to the extent that the realization of the related tax benefits through the future taxable profits is probable.

70

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

27 DEFERRED INCOME TAX ASSETS AND LIABILITIES (CONTINUED)

As at 30 June 2020, the Group did not recognize deferred income tax asset of HK$893,000 (31 December 2019: HK$2,876,000) in respect of the tax losses amounting to HK$4,579,000 (31 December 2019: HK$15,869,000), as their recoverability is uncertain.

As of 30 June 2020, the Group had tax loss carryforwards of HK$25,068,000 (31 December 2019: HK$24,393,000) which can be carried forward to offset future taxable income. The net operating tax loss carryforwards, including subsidiaries in the PRC and Hungary, will begin to expire as follows:

30 June

31 December

2020

2019

HK$

HK$

(Unaudited)

(Audited)

2021

3,023,000

3,023,000

2022

3,226,000

3,226,000

2023

3,857,000

3,857,000

2024

10,486,000

14,287,000

2025

4,476,000

-

25,068,000

24,393,000

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

71

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

28 COMMITMENTS

  1. Operating lease commitments
    The group leases premises under non-cancellable operating leases agreements.
    The Group had future aggregate minimum lease payments under non-cancellable operating leases as follows:

30 June

31 December

2020

2019

(Unaudited)

(Audited)

Not later than one year

5,325

10,888

(b) Capital commitments

30 June

31 December

2020

2019

(Unaudited)

(Audited)

In respect of the acquisitions of

plant and equipment, contracted

but not provided for

5,587

71,241

72

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

29 RELATED PARTY TRANSACTIONS

The following is a summary of significant related party transactions entered into the ordinary course of business between the Group and its related parties.

  1. Transactions with related parties during the Period
    1. Purchases of goods and services

Six months ended 30 June

2020

2019

(Unaudited)

(Unaudited)

Purchase of goods

Golden Ocean Copper

Manufacture Co., Limited

27,900

29,399

Huizhou Xinyang Cables Co.,

Limited

-

28

27,900

29,427

Goods and services are bought from entities controlled by the Controlling Shareholder on normal commercial terms and conditions.

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

73

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

29 RELATED PARTY TRANSACTIONS (CONTINUED)

  1. Transactions with related parties during the Period (Continued)
    1. Operating lease expenses

Six months ended 30 June

2020

2019

(Unaudited)

(Unaudited)

Huizhou Golden Ocean Wire

Co., Limited

1,673

1,325

Huizhou Tiannengyuan

Charging Technology

Co., Ltd.

2,709

2,290

Sky Fortune Enterprise

Limited

348

312

Golden Lake (HK) Company

Limited

-

132

4,730

4,059

The amounts represented rental expenses for land and buildings for factory and office purposes in accordance with the lease agreements.

74

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

29 RELATED PARTY TRANSACTIONS (CONTINUED)

  1. Balances due from related parties

30 June 2020

31 December 2019

Maximum

Maximum

balance

balance

outstanding

outstanding

during the

during the

Period

year

(Unaudited)

(Audited)

Huizhou Tiannengyuan

Charging

Technology

Co., Ltd.

1,150

1,150

1,172

1,172

Sky Fortune Enterprise

Limited

116

116

104

104

Golden Lake (HK)

Company Limited

44

-

44

44

1,310

1,266

1,320

1,320

The balances due from related parties were mainly denominated in RMB. They were unsecured, interest-free, trading in nature and repayable on demand. Their fair values approximated their carrying amounts at 30 June 2020.

Interim Report 2020 TEN PAO GROUP HOLDINGS LIMITED

75

Notes to the Interim Financial Information

(All amounts in HK dollar thousands unless otherwise stated)

29 RELATED PARTY TRANSACTIONS (CONTINUED)

  1. Balances due to related parties

30 June

31 December

2020

2019

(Unaudited)

(Audited)

Huizhou Golden Ocean Wire Co.,

Limited

741

232

Golden Ocean Copper Manufacture

Co., Limited

21,333

21,932

22,074

22,164

The balances due to related parties were mainly denominated in RMB. They were unsecured, interest-free, trading in nature and due within 3 months. The fair values approximated their carrying amounts at 30 June 2020.

76

TEN PAO GROUP HOLDINGS LIMITED Interim Report 2020

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Ten Pao Group Holdings Ltd. published this content on 17 September 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 17 September 2020 08:49:01 UTC