(Incorporated in Bermuda with limited liability)

(Stock Code: 571)

INTERIM REPORT

For the six months ended 31 January 2021

CORPORATE INFORMATION

Place of Incorporation

Bermuda

Board of Directors

Executive Directors

Lui Siu Tsuen, Richard (Chief Executive Officer)

Chew Fook Aun

Lam Hau Yin, Lester

  • (also alternate director to U Po Chu) Yip Chai Tuck

Non-executive Director

U Po Chu

Independent Non-executive Directors

Low Chee Keong (Chairman)

Lo Kwok Kwei, David

Ng Lai Man, Carmen

Alfred Donald Yap

Audit Committee

Ng Lai Man, Carmen (Chairwoman)

Low Chee Keong

Alfred Donald Yap

Remuneration Committee

Low Chee Keong (Chairman)

Chew Fook Aun

Lui Siu Tsuen, Richard

Ng Lai Man, Carmen

Alfred Donald Yap

Authorised Representatives

Chew Fook Aun

Lui Siu Tsuen, Richard

Company Secretary

Wong Lai Chun

Registered Office

Clarendon House

2 Church Street

Hamilton HM 11

Bermuda

Principal Office

11th Floor, Lai Sun Commercial Centre

680 Cheung Sha Wan Road

Kowloon, Hong Kong

Tel: (852) 2741 0391

Fax: (852) 2785 2775

Share Registrar and

  Transfer Office in Bermuda

MUFG Fund Services (Bermuda) Limited 4th Floor North Cedar House

41 Cedar Avenue

Hamilton HM 12 Bermuda

Branch Share Registrar and

  Transfer Office in Hong Kong

Tricor Tengis Limited

Level 54, Hopewell Centre

183 Queen's Road East

Hong Kong

Independent Auditor

Ernst & Young

Certified Public Accountants

Principal Bankers

Bank of China (Hong Kong) Limited

DBS Bank (Hong Kong) Limited

Hang Seng Bank Limited

Listing Information

Shares

The issued shares of the Company are listed and traded on the   Main Board of The Stock Exchange of Hong Kong Limited

Stock Code/Board Lot

571/2,000 shares

Website

www.esun.com

Investor Relations

Tel: (852) 2853 6116

Fax: (852) 2853 6651

E-mail: ir@esun.com

Interim Report 2020-2021 eSun Holdings Limited

1

RESULTS

The board of directors ("Board" and "Directors", respectively) of eSun Holdings Limited ("Company") presents the unaudited condensed consolidated results of the Company and its subsidiaries ("Group") for the six months ended 31 January 2021 together with the comparative figures of the last corresponding period as follows:

CONDENSED CONSOLIDATED INCOME STATEMENT

For the six months ended 31 January 2021

Six months ended

31 January

2021

2020

(Unaudited)

(Unaudited)

HK$'000

(Restated)

Notes

HK$'000

CONTINUING OPERATIONS

284,122

TURNOVER

4

511,383

Cost of sales

(185,392)

(272,839)

Gross profit

98,730

238,544

Other revenue

5

81,062

26,530

Selling and marketing expenses

(10,004)

(27,886)

Administrative expenses

(143,186)

(175,634)

Other operating expenses, net

(80,933)

(292,908)

LOSS FROM OPERATING ACTIVITIES FROM

(54,331)

CONTINUING OPERATIONS

6

(231,354)

Finance costs

7

(30,721)

(43,418)

Share of profits

and losses

of joint ventures

2,384

(1,716)

Share of profits

and losses

of associates

-

(3)

LOSS BEFORE TAX FROM CONTINUING OPERATIONS

(82,668)

(276,491)

Tax

8

(3,600)

(18,646)

LOSS FOR THE PERIOD FROM CONTINUING OPERATIONS

(86,268)

(295,137)

DISCONTINUED OPERATIONS

-

Loss for the period from discontinued operations

9

(587,362)

LOSS FOR THE PERIOD

(86,268)

(882,499)

Attributable to:

(75,741)

  Owners of the Company

(526,569)

Non-controlling interests

(10,527)

(355,930)

(86,268)

(882,499)

LOSS PER SHARE ATTRIBUTABLE TO

  OWNERS OF THE COMPANY

10

Basic

(HK$0.051)

  For loss for the period

(HK$0.353)

  For loss for the period from continuing operations

(HK$0.051)

(HK$0.183)

Diluted

(HK$0.051)

  For loss for the period

(HK$0.353)

  For loss for the period from continuing operations

(HK$0.051)

(HK$0.183)

2 eSun Holdings Limited Interim Report 2020-2021

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the six months ended 31 January 2021

Six months ended

31 January

2021

2020

(Unaudited)

(Unaudited)

HK$'000

HK$'000

LOSS FOR THE PERIOD

(86,268)

(882,499)

OTHER COMPREHENSIVE INCOME/(LOSS), NET OF TAX

Items that may be subsequently reclassified to the income statement:

  Exchange realignment on translation of foreign operations

(8,968)

(431,649)

  Share of other comprehensive income of joint ventures

-

452

  Share of other comprehensive loss of associates

-

(9)

  Release of exchange reserve upon dissolution of subsidiaries

(265)

-

OTHER COMPREHENSIVE LOSS FOR THE PERIOD,

  NET OF TAX

(9,233)

(431,206)

TOTAL COMPREHENSIVE LOSS FOR THE PERIOD

(95,501)

(1,313,705)

Attributable to:

  Owners of the Company

(81,862)

(758,706)

Non-controlling interests

(13,639)

(554,999)

(95,501)

(1,313,705)

Interim Report 2020-2021 eSun Holdings Limited

3

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

31 January 2021

31 January

31 July

2021

2020

(Unaudited)

(Audited)

Notes

HK$'000

HK$'000

NON-CURRENT ASSETS

Property, plant and equipment

235,805

257,425

Right-of-use assets

729,327

786,397

Film rights

4,256

7,055

Film and TV program products

65,241

65,121

Music catalogs

4,543

8,584

Goodwill

10,000

10,000

Investments in joint ventures

13,791

15,979

Financial assets at fair value through profit

or loss

37,535

37,793

Deposits, prepayments, other receivables and other assets

109,222

98,663

Deferred tax assets

2,121

2,121

Total non-current assets

1,211,841

1,289,138

CURRENT ASSETS

Films and TV programs under production and film investments

409,584

313,384

Inventories

14,885

14,280

Debtors

12

99,074

94,682

Financial assets at fair value through profit

or loss

153,155

153,083

Deposits, prepayments, other receivables and other assets

226,703

177,922

Prepaid tax

200

77

Pledged and restricted time deposits and bank balances

180,120

205,120

Cash and cash equivalents

1,622,195

1,613,979

2,705,916

2,572,527

Assets classified as held for sale

-

8,057

Total current assets

2,705,916

2,580,584

CURRENT LIABILITIES

Creditors and accruals

13

364,395

351,919

Deposits received and contract liabilities

346,631

261,044

Lease liabilities

195,592

192,576

Tax payable

113,368

112,845

Interest-bearing bank loans

107,930

107,910

Total current liabilities

1,127,916

1,026,294

NET CURRENT ASSETS

1,578,000

1,554,290

TOTAL ASSETS LESS CURRENT LIABILITIES

2,789,841

2,843,428

4 eSun Holdings Limited Interim Report 2020-2021

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION (continued)

31 January 2021

31 January

31 July

2021

2020

(Unaudited)

(Audited)

Notes

HK$'000

HK$'000

TOTAL ASSETS LESS CURRENT LIABILITIES

2,789,841

2,843,428

NON-CURRENT LIABILITIES

Lease liabilities

908,715

985,821

Interest-bearing bank loans

62,764

71,696

Other borrowings

218,417

215,577

Deferred tax liabilities

145

101

Total non-current liabilities

1,190,041

1,273,195

Net assets

1,599,800

1,570,233

EQUITY

Equity attributable to owners of the Company

Issued capital

745,927

745,927

Reserves

766,532

851,506

1,512,459

1,597,433

Non-controlling interests

87,341

(27,200)

Total equity

1,599,800

1,570,233

Interim Report 2020-2021 eSun Holdings Limited

5

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the six months ended 31 January 2021

Attributable to owners of the Company

Share

Non-

Issued

premium

Contributed

Exchange

Other

Statutory Accumulated

controlling

Total

capital

account

surplus

reserve

reserve

reserve

losses

Total

interests

equity

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

At 1 August 2020

745,927

4,257,351

891,289

(10,260)

127,736

370

(4,414,980)

1,597,433

(27,200)

1,570,233

Loss for the period

-

-

-

-

-

-

(75,741)

(75,741)

(10,527)

(86,268)

Other comprehensive income/(loss)

  • for the period, net of tax:
  • Exchange realignment on translation of

foreign operations

-

-

-

(5,915)

-

-

-

(5,915)

(3,053)

(8,968)

  Release of exchange reserve upon

dissolution of subsidiaries

-

-

-

(206)

-

-

-

(206)

(59)

(265)

Total comprehensive loss for the period

-

-

-

(6,121)

-

-

(75,741)

(81,862)

(13,639)

(95,501)

Acquisition of additional equity interest in

a subsidiary, net^

-

-

-

-

(3,112)

-

-

(3,112)

128,972

125,860

Disposal of a subsidiary

-

-

-

-

-

-

-

-

(792)

(792)

At 31 January 2021 (Unaudited)

745,927

4,257,351*

891,289*

(16,381)*

124,624*

370*

(4,490,721)*

1,512,459

87,341

1,599,800

  • These reserve accounts comprise the consolidated reserves of HK$766,532,000 (31 July 2020: HK$851,506,000) in the condensed consolidated statement of financial position.
  • The amounts arose from the receipts from the clawback offer and placing of a total of 809,967,036 consolidated shares of Media Asia Group Holdings Limited ("MAGHL") net of direct transaction costs after the Group agreed to subscribe for 2,687,500,000 consolidated shares of MAGHL at a price of HK$0.16 per consolidated share in consideration of the cancellation by way of setting off against the outstanding principal amount of HK$430,000,000 of loan from the Company to MAGHL. As a result, the Group upon taking up a total of 1,877,532,964 capitalisation shares of MAGHL has increased its equity interest in MAGHL from 67.56% to 69.69%. The transactions were accounted for as equity transactions. Details are set out in a joint announcement of the Company, Lai Sun Development Company Limited ("LSD"), Lai Sun Garment (International) Limited ("LSG") and MAGHL dated 6 November 2020.

6 eSun Holdings Limited Interim Report 2020-2021

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (continued)

For the six months ended 31 January 2021

Attributable to owners of the Company

Share

Non-

Issued

premium

Contributed

Exchange

Other

Statutory

Retained

controlling

Total

capital

account

surplus

reserve

reserve

reserve

profits

Total

interests

equity

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

At 1 August 2019

745,927

4,257,351

891,289

(822,077)

503,457

71,824

3,450,850

9,098,621

8,326,675

17,425,296

Loss for the period

-

-

-

-

-

-

(526,569)

(526,569)

(355,930)

(882,499)

Other comprehensive income/(loss)

  • for the period, net of tax:
  • Exchange realignment on translation of

foreign operations

-

-

-

(232,437)

-

-

-

(232,437)

(199,212)

(431,649)

  Share of other comprehensive income of

joint ventures

-

-

-

305

-

-

-

305

147

452

  Share of other comprehensive loss of

associates

-

-

-

(5)

-

-

-

(5)

(4)

(9)

Total comprehensive loss for the period

-

-

-

(232,137)

-

-

(526,569)

(758,706)

(554,999)

(1,313,705)

Disposal of partial interests in a subsidiary

without losing control#

-

-

-

-

277,628

-

-

277,628

247,532

525,160

Release of reserve upon lapse of

  share options of a subsidiary

-

-

-

-

-

-

115

115

(115)

-

Shares issued by a subsidiary upon

  exercise of share options

-

-

-

-

(3,298)

-

-

(3,298)

4,027

729

Equity-settled share option arrangements

of a subsidiary

-

-

-

-

-

-

-

-

674

674

Transfer to statutory reserve

-

-

-

-

-

8,674

(8,674)

-

-

-

Dividends payable to non-controlling

shareholders of subsidiaries

-

-

-

-

-

-

-

-

(32,402)

(32,402)

At 31 January 2020 (Unaudited)

745,927

4,257,351

891,289

(1,054,214)

777,787

80,498

2,915,722

8,614,360

7,991,392

16,605,752

  • The amounts arose from the disposal of a 20% equity interest in Rosy Commerce Holdings Limited to Bravo Heart Limited (a wholly-owned subsidiary of LSD) during the six months ended 31 January 2020. The gross proceeds were HK$557,250,000 and the transaction costs and related tax were HK$51,163,000. Tax of HK$19,073,000 was charged to the condensed consolidated income statement.

Interim Report 2020-2021 eSun Holdings Limited

7

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

For the six months ended 31 January 2021

Six months ended

31 January

2021

2020

(Unaudited)

(Unaudited)

HK$'000

HK$'000

NET CASH FLOWS USED IN OPERATING ACTIVITIES

(77,696)

(412,989)

CASH FLOWS FROM INVESTING ACTIVITIES

Additions of investment properties

-

(810,258)

Purchases of items of property, plant and equipment

(11,680)

(205,631)

Deposit paid for acquisition of items of property, plant and equipment

(5,600)

-

Advances to joint ventures

(3,137)

(2,480)

Repayment from joint ventures

-

5,980

Decrease/(increase) in pledged and restricted time deposits and bank balances

25,000

(40,311)

Decrease in non-pledged and non-restricted time deposits with original

  maturity of more than three months when acquired

-

39,309

Other investing cash flows

12,282

20,559

NET CASH FLOWS GENERATED FROM/(USED IN) INVESTING ACTIVITIES

16,865

(992,832)

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from issue of shares of a subsidiary

-

729

Net receipts from the clawback offer and placing of shares of a subsidiary

125,860

-

New bank loans, net of direct costs

-

1,047,021

Repayment of bank loans

(9,000)

(250,918)

Loans from fellow subsidiaries

-

382,359

Repayment of loans from a fellow subsidiary

-

(700,000)

Proceeds from disposal of partial interests in a subsidiary

-

557,250

Interest and bank financing charges paid

(1,929)

(237,907)

Interest paid to a fellow subsidiary

-

(12,745)

Amount received from a potential non-controlling shareholder

-

110,963

Principal portion of lease payments

(63,679)

(95,623)

NET CASH FLOWS GENERATED FROM FINANCING ACTIVITIES

51,252

801,129

NET DECREASE IN CASH AND CASH EQUIVALENTS

(9,579)

(604,692)

Cash and cash equivalents at beginning of period

1,613,979

2,558,711

Effect of foreign exchange rate changes, net

17,795

(65,030)

CASH AND CASH EQUIVALENTS AT END OF PERIOD

1,622,195

1,888,989

ANALYSIS OF BALANCES OF CASH AND CASH EQUIVALENTS

Non-pledged and non-restricted cash and bank balances

1,198,893

1,613,616

Non-pledged and non-restricted time deposits

423,302

275,373

Cash and cash equivalents as stated in the condensed consolidated statement

  of financial position and the condensed consolidated statement of cash flows

1,622,195

1,888,989

8 eSun Holdings Limited Interim Report 2020-2021

NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

31 January 2021

1. BASIS OF PREPARATION

The condensed consolidated interim financial statements of the Group ("Financial Statements") for the six months ended 31 January 2021 have not been audited by the Company's independent auditor but have been reviewed by the Company's Audit Committee.

The unaudited Financial Statements have been prepared in accordance with the applicable disclosure requirements of Appendix 16 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and the Hong Kong Accounting Standard ("HKAS") 34 "Interim Financial Reporting" issued by the Hong Kong Institute of Certified Public Accountants.

2. SIGNIFICANT ACCOUNTING POLICIES

The significant accounting policies and basis of preparation adopted in the preparation of these unaudited Financial Statements for the period under review are the same as those used in the Group's audited consolidated financial statements for the year ended 31 July 2020.

In addition, the Group has adopted the Conceptual Framework for Financial Reporting 2018 and a number of revised Hong Kong Financial Reporting Standards ("HKFRSs", which also include HKASs and interpretations) which are applicable to the Group for the first time for the current period's unaudited Financial Statements. The adoption of these revised HKFRSs has had no material impact on the financial performance or financial position of the Group.

3. OPERATING SEGMENT INFORMATION

For the period ended 31 January 2020, operating segments of property development, property investment and hotel and serviced apartment were classified as discontinued operations because of the Group's disposal of Lai Fung Holdings Limited ("Lai Fung") and its subsidiaries (together, the "Lai Fung Group") on 14 May 2020. The segment information reported does not include any amounts for the discontinued operations during the period ended 31 January 2020, which are described in more details in note 9.

Interim Report 2020-2021 eSun Holdings Limited

9

3. OPERATING SEGMENT INFORMATION (continued)

Segment revenue/results:

Six months ended 31 January

Media and

Film and TV

entertainment

program

Cinema operation

Corporate and others

Consolidated

2021

2020

2021

2020

2021

2020

2021

2020

2021

2020

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Restated)

(Restated)

(Restated)

(Restated)

(Restated)

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

Continuing operations

Segment revenue:

  Sales to external customers

163,534

202,827

57,235

111,354

61,074

194,576

2,279

2,626

284,122

511,383

Intersegment sales

-

86

3,019

5,252

146

675

881

1,006

4,046

7,019

Other revenue

1,556

1,491

2,527

1,671

64,767

20,204

7,374

914

76,224

24,280

Total

165,090

204,404

62,781

118,277

125,987

215,455

10,534

4,546

364,392

542,682

(4,046)

Elimination of intersegment sales

(7,019)

Total revenue

360,346

535,663

Segment results

21,575

20,543

13,200

(6,595)

(60,005)

(152,024)

(33,939)

(95,528)

(59,169)

(233,604)

4,838

Unallocated interest income

2,250

Loss from operating activities from

continuing operations

(54,331)

(231,354)

Finance costs

(30,721)

(43,418)

Share of profits

and losses

of joint ventures

2,805

869

(463)

(778)

42

-

-

(1,807)

2,384

(1,716)

Share of profits

and losses

of associates

-

(30)

-

27

-

-

-

-

-

(3)

Loss before tax from continuing operations

(82,668)

(276,491)

Tax

(3,600)

(18,646)

Loss for the period from continuing

operations

(86,268)

(295,137)

Other segment information:

Six months ended 31 January

Media and

Film and TV

entertainment

program

Cinema operation

Corporate and others

Consolidated

2021

2020

2021

2020

2021

2020

2021

2020

2021

2020

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

Continuing operations

Impairment of property,

plant and equipment

-

-

-

-

-

(97,050)

-

-

-

(97,050)

10 eSun Holdings Limited Interim Report 2020-2021

3. OPERATING SEGMENT INFORMATION (continued)

Segment assets/liabilities:

Media and

Film and TV

entertainment

program

Cinema operation

Corporate and others

Consolidated

31 January

31 July

31 January

31 July

31 January

31 July

31 January

31 July

31 January

31 July

2021

2020

2021

2020

2021

2020

2021

2020

2021

2020

(Unaudited)

(Audited)

(Unaudited)

(Audited)

(Unaudited)

(Audited)

(Unaudited)

(Audited)

(Unaudited)

(Audited)

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

HK$'000

Segment assets

334,889

337,944

886,678

763,534

1,133,981

1,168,707

1,355,407

1,382,427

3,710,955

3,652,612

Investments in joint ventures

8,855

11,599

1,484

1,947

43

-

3,409

2,433

13,791

15,979

Unallocated assets

193,011

193,074

Assets classified as held for sale

-

8,057

Total assets

3,917,757

3,869,722

Segment liabilities

97,874

119,289

499,201

382,044

1,152,706

1,234,088

65,552

55,939

1,815,333

1,791,360

Unallocated liabilities

502,624

508,129

Total liabilities

2,317,957

2,299,489

4. TURNOVER

An analysis of the Group's turnover from continuing operations is as follows:

Six months ended

31 January

2021

2020

(Unaudited)

(Unaudited)

(Restated)

HK$'000

HK$'000

Turnover from contracts with customers

Entertainment event income

489

66,886

  Distribution commission income, licence fee income

from and sales of film and TV program products

and film rights

57,118

109,944

  Album sales, licence income and distribution commission

  income from music publishing and licensing

45,202

43,847

Box-office takings, concessionary income and related income from cinemas

61,074

194,576

Artiste management fee income

6,237

7,413

Advertising income

117

1,410

Sale of game products

111,606

84,681

Sale of merchandising products

2,279

2,626

284,122

511,383

Timing of recognition of turnover from contracts with customers

At a point in time

248,738

487,917

Over time

35,384

23,466

284,122

511,383

Interim Report 2020-2021 eSun Holdings Limited

11

5. OTHER REVENUE

An analysis of the Group's other revenue from continuing operations is as follows:

Six months ended

31 January

2021

2020

(Unaudited)

(Unaudited)

(Restated)

HK$'000

HK$'000

Bank interest income

4,177

1,437

Rent concessions related to COVID-19

49,047

-

Government grants*

19,493

277

Others

8,345

24,816

81,062

26,530

  • There are no unfulfilled conditions or contingencies related to these grants.

6. LOSS FROM OPERATING ACTIVITIES FROM CONTINUING OPERATIONS

The Group's loss from operating activities from continuing operations is arrived at after charging/(crediting):

Six months ended

31 January

2021

2020

(Unaudited)

(Unaudited)

(Restated)

HK$'000

HK$'000

Depreciation of property, plant and equipment^

27,491

34,956

Depreciation of right-of-use assets^

65,363

84,948

#

3,849

1,826

Amortisation of film rights

#

26,208

39,631

Amortisation of film and TV program products

Amortisation of music catalogs#

4,041

3,666

Impairment of property, plant and equipment*

-

97,050

Impairment of amounts due from joint ventures*

1,006

1,071

Write-back of impairment of film rights*

(1,050)

(12,000)

Gain on disposal of an asset classified as held for

sale*

(22,943)

-

Fair value losses/(gains) on financial assets at fair

value through profit or loss*

(51)

17,142

Foreign exchange differences, net*

(44,333)

8,067

  • Depreciation charge of HK$88,242,000 (six months ended 31 January 2020: HK$109,287,000) related to cinema operation is included in "Other operating expenses, net" on the face of the unaudited condensed consolidated income statement.
  • These items are included in "Cost of sales" on the face of the unaudited condensed consolidated income statement.
  • These items are included in "Other operating expenses, net" on the face of the unaudited condensed consolidated income statement.

12 eSun Holdings Limited Interim Report 2020-2021

7. FINANCE COSTS

An analysis of the Group's finance costs from continuing operations is as follows:

Six months ended

31 January

2021

2020

(Unaudited)

(Unaudited)

(Restated)

HK$'000

HK$'000

Interest on:

Lease liabilities

25,193

24,921

Bank loans

1,873

2,128

Other borrowings

2,840

2,881

  Loans from a fellow subsidiary

-

12,796

Amortisation of transaction fee for bank loans

88

100

Other finance costs

727

592

30,721

43,418

8. TAX

Hong Kong profits tax has been provided at the rate of 16.5% on the estimated assessable profits for the periods ended 31 January 2021 and 31 January 2020. Taxes on profits assessable elsewhere have been calculated at the rates of tax prevailing in the jurisdictions in which the Group operates, based on existing legislation, interpretations and practices in respect thereof.

Six months ended

31 January

2021

2020

(Unaudited)

(Unaudited)

(Restated)

HK$'000

HK$'000

Current

- Hong Kong

  Charge for the period

1,721

829

  Overprovision in prior periods

(33)

(96)

1,688

733

  • - Mainland China
  • Corporate income tax

  Charge for the period

1,888

20,733

  Overprovision in prior periods

(20)

(150)

1,868

20,583

3,556

21,316

Deferred tax

44

(2,670)

Total tax charge for the period from continuing operations

3,600

18,646

Total tax charge for the period from discontinued operations

-

200,380

3,600

219,026

Interim Report 2020-2021 eSun Holdings Limited

13

9. DISCONTINUED OPERATIONS

On 21 February 2020, Holy Unicorn Limited ("Offeror", a wholly-owned subsidiary of LSD) made a conditional voluntary general cash offer ("Offer") to acquire all of the issued shares of Lai Fung (other than those already owned or agreed to be acquired by LSD, the Offeror or the other wholly-owned subsidiaries of LSD), including the Lai Fung shares owned by the Company, and to cancel all the outstanding share options of Lai Fung. The offer price for each Lai Fung share is HK$8.99 in cash. Details are set out in a joint announcement of the Company, LSD, LSG, Lai Fung and the Offeror dated 21 February 2020.

On 14 May 2020, all conditions to the Offer have been fulfilled or waived by the Offeror and the Offer has been declared unconditional in all respects. The Group disposed of its entire equity interest in Lai Fung Group during the year ended 31 July 2020 and since then, the Lai Fung Group is no longer consolidated into the Group.

The principal activities of the Lai Fung Group consisted of property development for sale, property investment, and development and operation of and investment in cultural, leisure, entertainment and related facilities in Mainland China. With the Lai Fung Group being classified as discontinued operations, the operating segment information of property development, property investment and hotel and serviced apartment business are no longer included in note 3.

The results of the Lai Fung Group after fair value adjustments and intragroup eliminations are presented below:

Period ended

31 January 2020

(Unaudited)

HK$'000

Turnover

595,992

Cost of sales

(289,411)

Gross profit

306,581

Other revenue

30,505

Selling and marketing expenses

(33,010)

Administrative expenses

(132,788)

Other operating expenses, net

(55,762)

Fair value losses on investment properties

(386,916)

Finance costs

(115,477)

Share of profits

and losses

of joint ventures

(107)

Share of profits

and losses

of associates

(8)

Loss before tax

(386,982)

Tax

(200,380)

Loss for the period from the discontinued operations

(587,362)

Attributable to:

Owners of the Company

(254,158)

Non-controlling interests

(333,204)

(587,362)

14 eSun Holdings Limited Interim Report 2020-2021

9. DISCONTINUED OPERATIONS (continued)

Period ended

31 January 2020

(Unaudited)

Loss per share from the discontinued operations:

Basic

(HK$0.170)

Diluted

(HK$0.170)

The calculation of basic and diluted loss per share from the discontinued operations is based on:

Period ended

31 January 2020

(Unaudited)

HK$'000

Loss attributable to owners of the Company from the discontinued operations:

Basic

(254,158)

Diluted

(254,158)

Period ended

31 January 2020

(Unaudited)

Weighted average number of ordinary shares in issue during the period,

  used in the basic and diluted loss per share calculation (note 10)

1,491,854,598

Interim Report 2020-2021 eSun Holdings Limited

15

10. LOSS PER SHARE ATTRIBUTABLE TO OWNERS OF THE COMPANY

The calculation of basic loss per share amounts is based on the loss for the period attributable to owners of the Company and the weighted average number of ordinary shares of 1,491,854,598 (six months ended 31 January 2020: 1,491,854,598) in issue during the period.

The Group had no potential dilutive ordinary share in issue during the six months ended 31 January 2021.

No adjustment had been made to the basic loss per share amounts presented for the period ended 31 January 2020 in respect of a dilution as the impact of the share options of Lai Fung had an anti-dilutive effect on the basic loss per share amounts presented.

The calculation of basic and diluted loss per share is based on:

Six months ended

31 January

2021

2020

(Unaudited)

(Unaudited)

(Restated)

HK$'000

HK$'000

Loss attributable to owners of the Company, used in

  the basic and diluted loss per share calculation:

From continuing operations

(75,741)

(272,411)

From discontinued operations

-

(254,158)

Loss for the purpose of basic and diluted loss per share

(75,741)

(526,569)

11. INTERIM DIVIDEND

The Directors do not recommend the payment of an interim dividend for the six months ended 31 January 2021 (six months ended 31 January 2020: Nil).

12. DEBTORS

The trading terms of the Group with its customers are mainly on credit. Invoices are normally payable within 30 to 90 days of issuance, except for certain well-established customers, where the terms are extended to 120 days. Each customer has a maximum credit limit. The Group seeks to maintain strict control over its outstanding receivables and has a credit control policy to minimise its credit risk. Overdue balances are regularly reviewed by senior management. Since the Group trades only with recognised and creditworthy third parties, there is no requirement for collateral. Concentrations of credit risk are managed by customer/counterparty, by geographical region and by industry sector. There are no significant concentrations of credit risk within the Group as the customer bases of the Group's debtors are widely dispersed in different sectors and industries. The Group's debtors are non-interest-bearing.

An ageing analysis of the trade debtors, net of loss allowance, based on payment due date, as at 31 January 2021 and 31 July 2020 is as follows:

31 January

31 July

2021

2020

(Unaudited)

(Audited)

HK$'000

HK$'000

Trade debtors:

  Unbilled or neither past due nor impaired

76,535

59,979

  1 to 90 days past due

18,999

25,133

  Over 90 days past due

3,540

9,570

Total

99,074

94,682

16 eSun Holdings Limited Interim Report 2020-2021

13. CREDITORS AND ACCRUALS

An ageing analysis of the trade creditors, prepared based on the date of receipt of the goods and services purchased/payment due date, as at 31 January 2021 and 31 July 2020, is as follows:

31 January

31 July

2021

2020

(Unaudited)

(Audited)

HK$'000

HK$'000

Trade creditors:

  Less than 30 days

5,727

12,493

  31 to 60 days

1,937

434

  61 to 90 days

1,830

248

  Over 90 days

2,162

1,488

11,656

14,663

Other creditors and accruals

352,739

337,256

Total

364,395

351,919

14.

COMMITMENTS

The Group had the following capital commitments at the end of the reporting periods:

31 January

31 July

2021

2020

(Unaudited)

(Audited)

HK$'000

HK$'000

Contracted but not provided for:

  Acquisition of items of property, plant and equipment

52,550

2,150

15.

FAIR VALUE HIERARCHY OF FINANCIAL INSTRUMENTS

Assets and liabilities measured at fair values:

Carrying amounts

Fair values

31 January

31 July

31 January

31 July

2021

2020

2021

2020

(Unaudited)

(Audited)

(Unaudited)

(Audited)

HK$'000

HK$'000

HK$'000

HK$'000

Financial assets

Financial assets at fair value through profit or loss

190,690

190,876

190,690

190,876

Film investments

8,165

16,716

8,165

16,716

Financial assets included in deposits,

  prepayments and other receivables

21,077

22,223

21,077

22,223

219,932

229,815

219,932

229,815

The fair values of the financial assets are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The fair values of financial assets at fair value through profit or loss are based on quoted prices/values from the fund manager or using a discounted cash flow valuation model.

Other than the above financial assets, the carrying amounts of the Group's financial instruments carried at amortised cost were not materially different from their fair values as at 31 January 2021 and 31 July 2020.

Interim Report 2020-2021 eSun Holdings Limited

17

15. FAIR VALUE HIERARCHY OF FINANCIAL INSTRUMENTS (continued)

The following tables illustrate the fair value measurement hierarchy of the Group's financial instruments:

Assets measured at fair values:

As at 31 January 2021

Fair value measurement using

Quoted prices

Significant

Significant

in active

observable

unobservable

markets

inputs

inputs

(Level 1)

(Level 2)

(Level 3)

Total

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

HK$'000

HK$'000

HK$'000

HK$'000

Financial assets

Financial assets at fair value through profit

or loss

-

184,676

6,014

190,690

Film investments

-

-

8,165

8,165

Financial assets included in deposits,

  prepayments and other receivables

-

-

21,077

21,077

As at 31 July 2020

Fair value measurement using

Quoted prices

Significant

Significant

in active

observable

unobservable

markets

inputs

inputs

(Level 1)

(Level 2)

(Level 3)

Total

(Audited)

(Audited)

(Audited)

(Audited)

HK$'000

HK$'000

HK$'000

HK$'000

Financial assets

Financial assets at fair value through profit

or loss

-

185,337

5,539

190,876

Film investments

-

-

16,716

16,716

Financial assets included in deposits,

  prepayments and other receivables

-

-

22,223

22,223

During the period ended 31 January 2021 and the year ended 31 July 2020, there were no transfers of fair value measurement between Level 1 and Level 2 and no transfers into or out of Level 3 for financial assets.

18 eSun Holdings Limited Interim Report 2020-2021

16. RELATED PARTY TRANSACTIONS

In addition to the transactions and balances detailed elsewhere in the Financial Statements, the Group had the following material transactions with related parties during the period under review:

  1. Transactions with related parties

Six months ended

31 January

2021

2020

(Unaudited)

(Unaudited)

Notes

HK$'000

HK$'000

LSG and its subsidiaries, excluding the Group:

  Lease payments and building management fee

  paid or payable

(i)

2,671

3,751

  Rental income and management fee income

  received or receivable

(ii)

-

731

Interest expense

(iii)

-

12,796

  Sharing of corporate salaries on a cost basis

  allocated from

13,535

27,617

  Sharing of administrative expenses on a cost basis

  allocated from

1,233

5,501

  Sharing of corporate salaries on a cost basis

  allocated to

3,698

4,894

  Sharing of administrative expenses on a cost basis

  allocated to

1,957

1,219

Joint ventures:

Production fee

(iv)

400

770

Interest income

(iv)

-

277

Management and other service fees paid

or payable to a related company

(v)

-

4,695

Notes:

(i)

The Group leased properties from fellow subsidiaries for office and

cinema use. The monthly lease

payables were

charged with reference to market rates. In addition to the lease payments for short term lease to the related parties,

right-of-use assets of HK$70,258,000 and lease liabilities of HK$107,010,000 related to the leases were recognised

in unaudited condensed consolidated statement of financial position

as at 31 January 2021. During the six months

ended 31 January 2021, depreciation of right-of-use assets of HK$5,528,000 (31 January 2020: HK$6,353,000) and

finance costs on lease liabilities of

HK$2,360,000 (31 January 2020: HK$1,477,000) were recognised in unaudited

condensed consolidated income statement.

  1. The terms of the rental income and management fee income were determined based on the agreements entered into between the Group and the related companies.
  2. The terms of loans are determined based on agreements entered into between the Group and a fellow subsidiary.
  3. The production fee and interest income were charged in accordance with contractual terms with respective parties.
  4. The management and other service fees were charged based on an agreement entered into between the Group and a subsidiary of CapitaLand Limited, a substantial shareholder of Lai Fung.

Interim Report 2020-2021 eSun Holdings Limited

19

16. RELATED PARTY TRANSACTIONS (continued)

In addition to the transactions and balances detailed elsewhere in the Financial Statements, the Group had the following material transactions with related parties during the period under review: (continued)

  1. Compensation of key management personnel of the Group:

Six months ended

31 January

2021

2020

(Unaudited)

(Unaudited)

HK$'000

HK$'000

Short-term employee benefits

11,570

19,873

Post-employment benefits

31

52

Equity-settled share option expenses

-

674

Total compensation paid to key management personnel

11,601

20,599

17. COMPARATIVE FIGURES

The comparative unaudited condensed consolidated income statement, related notes to the Financial Statements and operating segment information have been restated as if the operations discontinued on 14 May 2020 had been discontinued at the beginning of the comparative period (note 9).

18. EVENT AFTER THE REPORTING PERIOD

On 25 January 2021, the Group and U A Cinema Circuit Limited ("UA") entered into an asset sale and purchase agreement that the Group has conditionally agreed to purchase the cinema related assets at a consideration of HK$56,000,000. On the same date, the Group, UA and Hong Kong Island Development Limited entered into a novation and amendment agreement that the Group has conditionally agreed to take all of the estate, rights, title, benefits and interest of the tenancy agreement for L4 and L5 of K11 MUSEA, Tsim Sha Tsui, Kowloon. As at 31 January 2021, initial deposit of HK$5,600,000 was paid. The completion of the transactions took place in early March 2021. Details are set out in a joint announcement of the Company, LSD and LSG dated 25 January 2021.

20 eSun Holdings Limited Interim Report 2020-2021

MANAGEMENT DISCUSSION AND ANALYSIS

Business Review and Outlook

2020 has been one of the toughest years in the history of the entertainment industry marked by the global coronavirus (COVID-19) pandemic. Although vaccination programs have been launched on massive scales by various governments, mass immunisation will take time. Therefore, it is anticipated that the COVID-19 containment measures will continue in the near term.

The disruption of cinema operation of the Group continued during the six months ended 31 January 2021. The Group's cinemas in Hong Kong have been requested to close three times for over 160 days since the outbreak of COVID-19 in early 2020. The latest mandatory closure when the fourth wave of COVID-19 emerged from 2 December 2020 to 17 February 2021 throughout the holiday seasons has inevitably impacted the Group's box office performance for the period under review. Cinemas in Mainland China re-opened in late July 2020 after being closed for over 5 months and the box office has shown a signal of recovery. However, business performance of cinema operation in Hong Kong and Mainland China are still suffering from the delay in releases of blockbuster movies and the social distancing measures such as restrictions on the seating capacity and food and beverages consumption within the cinema houses. Despite the challenging operating environment under the COVID-19 pandemic, the Group remains cautiously optimistic about the fundamental demand for entertainment in long run and continues to evaluate opportunities to maintain and enhance its market positioning as a leading multiplex cinema operator in Hong Kong. In March 2021, the Group took over the site in K11 MUSEA in Tsim Sha Tsui, Kowloon that was previously operated by U A Cinema Circuit Limited and the cinema named K11 Art House started the business on 6 March 2021. The K11 Art House with 12 houses and a total of 1,708 seats is the first cinema in Hong Kong that uses IMAX laser, equipped with all the latest audiovisual technology, such as IMAX 12-channel IMMERSIVE Sound system and 4K RGB Laser for an extraordinary theatrical effect. The Group also secured the cinema site at The ONE, 100 Nathan Road in Tsim Sha Tsui, Kowloon and the operation is expected to commence in April 2023. The Group is closely monitoring the market conditions in Hong Kong and Mainland China and will continue to improve its overall operating efficiency and take a prudent approach in evaluating opportunities for further expansion of its footprint.

The outbreak of novel COVID-19 also posted unprecedented challenges to the media and entertainment industry, with entertainment spending affected severely by the accompanying economic recession and social distancing measures. In light of the unstable business environment in the near term, Media Asia Group Holdings Limited ("MAGHL", a non-wholly-owned subsidiary of the Company, together with its subsidiaries, "MAGHL Group"), being the media and entertainment arm of the Group, is focusing on producing high quality projects with proven track record as well as commercial viability and tightening the cost control procedures. As the consumption of online content has substantially increased in areas of streaming platforms and e-commerce as a result of pandemic lockdown measures and social distancing policies, it is believed that there are opportunities in online e-commerce and influencer market which MAGHL Group has been directing its resources towards development of related businesses.

MAGHL Group continues to invest in original production of quality films with Chinese themes. The current production pipeline include "Septet: the Story of Hong Kong", an omnibus film produced by seven Hong Kong film masters including Johnnie To, Tsui Hark, Ann Hui, Patrick Tam, Sammo Hung, Yuen Woo-Ping and the memorable Ringo Lam, and "Tales from the Occult", a psychological thriller made up of three short stories produced by John Chong and Mathew Tang, and directed by Wesley Hoi, Fung Chih Chiang and Fruit Chan.

A 52 episode romance drama series "New Horizon" starring Zheng Kai and Chen Chiao-en, is in the post-production stage. Projects under production include "Modern Dynasty", a 30 episode modern-day drama series tailor-made for Alibaba's Youku platforms. MAGHL Group is in discussion with various Chinese portals and video web sites for new project development in TV drama production.

Interim Report 2020-2021 eSun Holdings Limited

21

Business Review and Outlook (continued)

The exclusive distribution licence of MAGHL Group's music products with Tencent Music Entertainment (Shenzhen) Co., Ltd and Warner Music continues to provide it with stable income contribution. During the period under review, MAGHL Group set up a joint venture namely "Cool Style Talent Management Limited" with One Cool Group to expand its artiste management business. Other shareholders of Cool Style Talent Management Limited include model and actress Angelababy Yeung Wing and film director Stephen Fung Tak Lun. MAGHL Group will keep looking for new talent in Greater China and further cooperation with Asian artistes with an aim to build up a strong artiste roster for the Group.

Several concerts of MAGHL Group have been postponed due to the public health concerns. MAGHL Group will continue to work with prominent local and Asian artistes for concert promotion and upcoming events including concerts of Eman Lam.

It is believed that MAGHL Group's integrated media platform comprising movies, TV programs, music, new media, artiste management and live entertainment put it in a strong position to capture the opportunities of China entertainment market with a balanced and synergistic approach. The Group is monitoring market conditions closely and will take a prudent approach to explore strategic alliances as well as investment opportunities to enrich its portfolio and broaden its income stream.

The clawback offer ("Clawback Offer") and the placing ("Placing") in relation to the loan capitalisation proposal jointly announced by the Company together with MAGHL, Lai Sun Development Company Limited and Lai Sun Garment (International) Limited on 6 November 2020 were completed on 18 January 2021. The net proceeds received by the Company from the Clawback Offer and the Placing are approximately HK$126.3 million after deducting the direct transaction costs incurred in the Clawback Offer and the Placing, and the Group placed the net proceeds together with the net proceeds of HK$1,515.9 million from the disposal of all shares of Lai Fung Holdings Limited ("Lai Fung", together with its subsidiaries, "Lai Fung Group") owned by the Company ("LF Disposal") as disclosed in the circular of the Company dated 24 April 2020. Up to 31 January 2021, approximately HK$473.8 million have been used, including approximately HK$141.0 million used for the development and enhancement of cinema operation; HK$250.0 million used for repayment of shareholder's loans; approximately HK$39.8 million used for film and TV production, distribution and media and entertainment businesses; and the remaining HK$43.0 million for general corporate usages. In light of the uncertainties around the COVID-19 pandemic on the media and entertainment industry as a whole, the Group will continue to adopt a cautious approach and evaluate its business objectives from time to time and may make modifications against the changing market conditions.

As at 31 January 2021, the Group's consolidated cash and bank deposits amounted to HK$1,802.3 million (HK$1,535.5 million excluding MAGHL Group) (31 July 2020: HK$1,819.1 million (HK$1,501.4 million excluding MAGHL Group)) and the debt to equity ratio as at 31 January 2021 amounted to 25.7% (31 July 2020: 24.7%). The Group will continue its prudent and flexible approach in managing its financial position.

Overview of Interim Results

Upon completion of the LF Disposal in May 2020, the Group no longer held any interest in Lai Fung Group. Accordingly, financial results of Lai Fung Group ceased to be consolidated into the consolidated financial statements of the Group. The Group's continuing operations include development, operation of and investment in media and entertainment, music production and distribution, the investment in and production and distribution of television programs, films and video format products and cinema operation in Hong Kong and Mainland China.

For the six months ended 31 January 2021, the continuing operations of the Group recorded a turnover of HK$284.1 million, representing a decrease of 44.4% from the restated figure of HK$511.4 million for the same period of last year. The gross profit dropped by approximately 58.6% to HK$98.7 million (2020 (restated): HK$238.5 million).

22 eSun Holdings Limited Interim Report 2020-2021

Overview of Interim Results (continued)

The net loss attributable to owners of the Company from the continuing operations of the Group for the six months ended 31 January 2021 was approximately HK$75.7 million (2020 (restated): net loss of HK$272.4 million). The decrease in consolidated loss for the period under review is primarily due to the rent concessions granted by certain landlords for cinema operation and the absence of impairment of certain property, plant and equipment during the period under review as compared to the same period of last year. Net loss per share attributable to owners of the Company from the continuing operations of the Group was HK$0.051 (2020 (restated): net loss of HK$0.183 per share).

Equity attributable to owners of the Company as at 31 January 2021 amounted to HK$1,512.5 million (31 July 2020: HK$1,597.4 million). Net asset value per share attributable to owners of the Company as at 31 January 2021 was HK$1.014 per share (31 July 2020: HK$1.071 per share).

Cinema Operation

For the six months ended 31 January 2021, this segment recorded a turnover of HK$61.1 million (2020: HK$194.6 million) and

segment results of a loss of HK$60.0 million (2020 (restated): a loss of HK$152.0 million). The box office performance of the Group has been severely affected by cinema closures and the delay in major blockbuster movies amidst the global COVID-19 pandemic. As at the date of this Interim Report, the Group operates twelve cinemas in Hong Kong and three cinemas in Mainland China and details on the number of screens and seats of each existing cinema are as follows:

Attributable interest

No. of

No. of

Cinema

to the Group

screens

seats

(%)

(Note)

(Note)

Mainland China

  Suzhou Grand Cinema City

100

10

1,440

  Guangzhou May Flower Cinema City

100

7

606

  Zhongshan May Flower Cinema City

100

5

905

Subtotal

22

2,951

Hong Kong

K11 Art House

100

12

1,708

Movie Town (including MX4D theatre)

100

7

1,702

MCL Cyberport Cinema

100

4

818

Festival Grand Cinema

95

8

1,196

MCL Metro City Cinema

95

6

690

MCL Telford Cinema (including MX4D theatre)

95

6

789

STAR Cinema

95

6

622

Grand Kornhill Cinema (including MX4D theatre)

95

5

706

MCL Cheung Sha Wan Cinema

95

4

418

MCL South Horizons Cinema

95

3

555

MCL Green Code Cinema

95

3

285

Grand Windsor Cinema

95

3

246

Subtotal

67

9,735

Total

89

12,686

Note: On 100% basis

Interim Report 2020-2021 eSun Holdings Limited

23

Overview of Interim Results (continued)

Media and Entertainment

For the six months ended 31 January 2021, this segment recorded a turnover of HK$163.5 million (2020: HK$202.8 million) and segment results increased slightly to HK$21.6 million from that of HK$20.5 million in the same period of last year.

Live Entertainment

During the period under review, the Group organised and invested in 1 (2020: 39) show(s).

Music Production, Distribution and Publishing

For the six months ended 31 January 2021, the Group released 9 (2020: 12) albums, including titles by Sammi Cheng, Andy Leung, Chan Kin On, Jay Fung and Nowhere Boys. The Group is expected to continue to increase its music licensing revenue from the exploitation of the music library through new media distribution.

Artiste Management

The Group has a strong artiste management team and a sizeable number of talents and will continue to expand its profile and in tandem with our growing television drama production and film production business.

Film and TV Program Production and Distribution

For the six months ended 31 January 2021, this segment recorded a turnover of HK$57.2 million (2020: HK$111.4 million) and

segment results of a profit of HK$13.2 million (2020: a loss of HK$6.6 million).

During the period under review, a total of 2 films produced/invested by the Group were theatrically released, namely "I'm Livin' It" and "The Calling of A Bus Driver". The Group also distributed 10 (2020: 17) films and 107 (2020: 179) videos with high profile titles including "Doraemon: Nobita's New Dinosaur", "Onward", "Greenland" and "Trolls World Tour".

Liquidity, Financial Resources, Charge on Assets and Gearing

Cash and Bank Balances

As at 31 January 2021, cash and bank balances held by the Group amounted to HK$1,802.3 million (31 July 2020: HK$1,819.1 million) of which around 80.8% was denominated in Hong Kong dollar ("HKD") and United States dollar ("USD") currencies, and around 18.5% was denominated in Renminbi ("RMB"). Cash and bank balances held by the Group excluding cash and bank balances held by MAGHL Group as at 31 January 2021 was HK$1,535.5 million (31 July 2020: HK$1,501.4 million). As HKD is pegged to USD, the Group considers that the corresponding exposure to USD exchange rate fluctuation is nominal. The conversion of RMB denominated cash and bank balances into foreign currencies and the remittance of such foreign currencies denominated balances out of Mainland China are subject to the relevant rules and regulations of foreign exchanges control promulgated by the government authorities concerned. The Group does not have any derivative financial instruments or hedging instruments outstanding.

24 eSun Holdings Limited Interim Report 2020-2021

Liquidity, Financial Resources, Charge on Assets and Gearing (continued)

Borrowings

As at 31 January 2021, the Group had outstanding consolidated total borrowings (after intra-group elimination) in the amount of HK$389.1 million. The borrowings of the Group (other than MAGHL) and MAGHL, are as follows:

Group (other than MAGHL)

As at 31 January 2021, the Group had secured general banking facilities granted by a bank. As at 31 January 2021, the Group had outstanding bank loans of HK$170.7 million and utilised letter of credit and letter of guarantee facilities of HK$1.7 million. The maturity profile of the Group's bank loans is spread with HK$107.9 million repayable within 1 year, HK$17.8 million repayable in the second year and HK$45.0 million repayable in the third year. All bank loans are on floating rate basis and are denominated in HKD. The Group has undrawn facilities of HK$23.3 million as at 31 January 2021.

In addition, there existed unsecured other borrowings due to the late Mr. Lim Por Yen in the principal amount of HK$113.0 million which is interest-bearing at the HSBC prime rate per annum. The Group's recorded interest accruals were HK$105.4 million for the said unsecured other borrowings as at 31 January 2021. At the request of the Group, the executor of Mr. Lim Por Yen's estate confirmed that no demand for the repayment of the outstanding other borrowings or the related interest would be made within one year from 31 January 2021.

MAGHL

MAGHL had no outstanding loans as at 31 January 2021.

Charge on Assets and Gearing

As at 31 January 2021, time deposits and bank balances of approximately HK$180.1 million of the Group have been pledged to secure banking facilities of the Group.

As at 31 January 2021, the consolidated net assets attributable to the owners of the Company amounted to HK$1,512.5 million (31 July 2020: HK$1,597.4 million). As at 31 January 2021, the gearing ratio of the Group, being the total borrowings to net assets attributable to the owners of the Company, was approximately 25.7%.

Taking into account the amount of cash being held as at the end of the reporting period, the available banking facilities and the recurring cash flows from the Group's operating activities, the Group believes that it would have sufficient liquidity for its present requirements to finance its existing operations and projects underway.

Contingent Liabilities

There has been no material change in contingent liabilities of the Group since 31 July 2020.

Interim Report 2020-2021 eSun Holdings Limited

25

CORPORATE GOVERNANCE AND OTHER INFORMATION

Corporate Governance

The Company has complied with all applicable code provisions set out from time to time in the Corporate Governance Code ("CG Code") contained in Appendix 14 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited ("Listing Rules" and "Stock Exchange", respectively) throughout the six months ended 31 January 2021 save for the deviations from code provisions A.4.1, A.5.1 and E.1.2 as follows:

Under code provision A.4.1, non-executive directors should be appointed for a specific term, subject to re-election.

None of the existing non-executive directors of the Company ("NEDs", including the independent non-executive directors of the Company ("INEDs")) is appointed for a specific term. However, all directors of the Company ("Directors") are subject to the retirement provisions of the Bye-laws of the Company ("Bye-laws"), which require that the Directors for the time being shall retire from office by rotation once every three years since their last election by shareholders of the Company ("Shareholders") and the retiring Directors are eligible for re-election. In addition, any person appointed by the board of Directors ("Board") as a Director (including a NED) will hold office only until the next following general meeting of the Company (in the case of filling a casual vacancy) or until the next following annual general meeting of the Company ("AGM") (in the case of an addition to the Board) and will then be eligible for re-election at that meeting. Further, in line with the relevant code provision of the CG Code, each of the Directors appointed to fill a casual vacancy has been/will be subject to election by the Shareholders at the first general meeting after his/her appointment. In view of these, the Board considers that such requirements are sufficient to meet the underlying objective of the said code provision A.4.1 and therefore, does not intend to take any remedial steps in this regard.

Under code provision A.5.1, a nomination committee comprising a majority of independent non-executive directors should be established and chaired by the chairman of the board or an independent non-executive director.

The Company has not established a nomination committee whose functions are assumed by the full Board. Potential new Directors will be recruited based on their knowledge, skills, experience and expertise and the requirements of the Company at the relevant time and candidates for the INEDs must meet the independence criterion set out in Rule 3.13 of the Listing Rules. The process of identifying and selecting appropriate candidates for consideration and approval by the Board has been, and will continue to be, carried out by the executive Directors ("Executive Directors"). Pursuant to the Mandatory Disclosure Requirement L.(d)(ii) of the CG Code, the Company has approved to adopt its nomination policy at its Board meeting held on 22 January 2019 ("Nomination Policy") for improving transparency around the nomination process. As the Nomination Policy has already been in place and the other duties of the nomination committee as set out in the CG Code have long been performed by the full Board effectively, the Board does not consider it necessary to establish a nomination committee at the current stage.

Under code provision E.1.2, the chairman of the board should attend the annual general meeting. He should also invite the chairmen of the audit, remuneration, nomination and any other committees (as appropriate) to attend.

Due to travel restriction between Hong Kong and Singapore as a result of the COVID-19 pandemic, Mr. Low Chee Keong ("Mr. Low"), the chairman of the Board, was not present at the AGM held on 18 December 2020. However, Mr. Lui Siu Tsuen, Richard ("Mr. Richard Lui"), an Executive Director and the Chief Executive Officer of the Company present at that meeting, took the chair pursuant to Bye-law 63 of the Bye-laws to ensure an effective communication with the Shareholders thereat.

26 eSun Holdings Limited Interim Report 2020-2021

Corporate Governance (continued)

Board

The Board oversees the overall management of the Company's businesses and affairs. The Board's primary duty is to ensure the viability of the Company and to ascertain that it is managed in the best interests of the Shareholders as a whole while taking into account the interests of other stakeholders.

The Board has established specific committees with written terms of reference to assist it in the efficient implementation of its functions, namely the Executive Committee, the Audit Committee and the Remuneration Committee. Specific responsibilities have been delegated to the above Committees.

The Board has delegated the day-to-day management of the Company's businesses to the management and the Executive Committee, and focuses its attention on matters affecting the Company's long-term objectives and plans for achieving these objectives, the overall business and commercial strategy of the Company and its subsidiaries ("Group") as well as overall policies and guidelines. Since a new reporting requirement under the Listing Rules for the Board to have a clear mechanism to oversee the environmental, social and governance ("ESG") management became effective for the financial year 2020-2021, the Board has delegated the ESG management to the Executive Committee during the reporting period in order to focusing on matters affecting the overall business strategy, and to review and monitor the Group's ESG management progress.

The Board currently comprises nine members, of whom four are Executive Directors, one is NED and the remaining four are INEDs. The current composition of the Board, two out of its nine members being women, is characterised by diversity, whether considered in terms of gender, nationality, professional background and skills. The current Directors have extensive experience and skills in, including but not limited to, media and entertainment businesses, corporate advisory, business development and investment banking, laws, accounting and auditing services and corporate finance, etc.

The Board meets at least four times a year with meeting dates scheduled prior to the beginning of the year. Additional board meetings will be held when warranted. Directors also participate in the consideration and approval of matters of the Company by way of written resolutions circulated to Directors together with supporting explanatory materials as and when required.

All Directors have been provided, on a monthly basis, with the Group's management information updates, giving a balanced and understandable assessment of the Group's performance, position, recent developments and prospects in sufficient detail to keep them abreast of the Group's affairs and facilitate them to discharge their duties under the relevant requirements of the Listing Rules.

Chairman and Chief Executive

During the six months ended 31 January 2020 and up to the date of this Interim Report, Mr. Low (an INED) is the Chairman of the Board and Mr. Richard Lui (an Executive Director) is the Chief Executive Officer of the Company. This segregation ensures a clear distinction between the Chairman's responsibilities to manage the Board and the Chief Executive Officer's responsibilities to manage the Company's businesses. The division of responsibilities between the Chairman and the Chief Executive Officer is clearly established and set out in writing.

Securities Transactions by Directors and Designated Employees

The Company has adopted a Code of Practice for Securities Transactions by Directors and Designated Employees ("Securities Code") on terms no less exacting than the required standard set out in the Model Code for Securities Transactions by Directors of Listed Issuers in Appendix 10 to the Listing Rules. The Company has made specific enquiry of all Directors and they have confirmed in writing their compliance with the required standard set out in the Securities Code during the six months ended 31 January 2021.

Interim Report 2020-2021 eSun Holdings Limited

27

Share Option Schemes

  1. The Company

On 11 December 2015, the Company adopted a new share option scheme ("2015 Scheme") and terminated its share option scheme previously adopted on 23 December 2005 ("2005 Scheme"). The 2015 Scheme which became effective on 23 December 2015 remains in force for a period of 10 years commencing on its adoption date. The details of the 2015 Scheme are set out in the circular of the Company dated 12 November 2015. The maximum number of the Company's ordinary shares ("Shares") issuable pursuant to the 2015 Scheme is 124,321,216, being 10% of the total issued Shares on the date of the approval of the 2015 Scheme.

Upon the closing of the Company's offers on 22 August 2018, all outstanding share options under the 2005 Scheme and the 2015 Scheme had lapsed or had been cancelled. Since then and as at 31 January 2021, no share options have been granted under the 2015 Scheme.

  1. Media Asia Group Holdings Limited ("MAGHL")

On 18 December 2012, MAGHL, a company listed on GEM of the Stock Exchange and a non-wholly-owned subsidiary of the Company since 9 June 2011, adopted a share option scheme ("MAGHL Scheme") which was also approved by the Shareholders at a special general meeting of the Company held on 18 December 2012. The MAGHL Scheme will remain in force for a period of 10 years commencing on its adoption date.

In compliance with Chapter 23 of the Rules Governing the Listing of Securities on GEM of the Stock Exchange ("GEM Listing Rules"), MAGHL's shareholders passed a resolution at its annual general meeting held on 11 December 2015 to refresh scheme limit under the MAGHL Scheme, allowing MAGHL to grant options to subscribe for up to a total of 213,605,682 MAGHL's shares ("Refreshment"), representing 10% of its total issued shares as at the date of passing the relevant resolution. The Refreshment was also approved by the Shareholders at the AGM held on 11 December 2015 pursuant to the requirements of Rule 17.01(4) of the Listing Rules and Rule 23.01(4) of the GEM Listing Rules.

No share options have been granted under the MAGHL Scheme since its adoption on 18 December 2012. As a result of the share consolidation of MAGHL ("Share Consolidation") becoming effective on 22 December 2020 and the completion of its loan capitalisation on 18 January 2021, its total issued shares became 2,901,105,682 MAGHL's shares. As at the date of this Interim Report, MAGHL may grant options under the MAGHL Scheme to subscribe for a maximum of 21,360,568 MAGHL's shares (after adjustment for the Share Consolidation), representing approximately 0.74% of its total issued shares as at 31 January 2021 (i.e. 2,901,105,682 MAGHL's shares).

Directors' and Chief Executive's Interests

The following Directors and chief executive of the Company who held office on 31 January 2021 and their respective close associates (as defined in the Listing Rules) were interested, or were deemed to be interested, in the following long or short positions 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 Laws of Hong Kong ("SFO")), on that date (a) as required to be notified to the Stock Exchange and the Company pursuant to Divisions 7 and 8 of Part XV of the SFO (including interests and short positions, if any, which they were taken or deemed to have under such provisions of the SFO); or (b) as recorded in the register required to be kept by the Company pursuant to Section 352 of the SFO ("Register of Directors and Chief Executive"); or (c) as notified to the Stock Exchange and the Company pursuant to the Securities Code; or (d) as otherwise known by the Directors:

28 eSun Holdings Limited Interim Report 2020-2021

Directors' and Chief Executive's Interests (continued)

  1. Interests in the Company

Long positions in the Shares and underlying Shares

Number of

underlying

Approximate

Number of Shares

Share

percentage of

Personal

Corporate

Personal

total issued

Name of Director

Capacity

interests

interests

interests

Total

Shares

(Note)

Lam Hau Yin, Lester

Beneficial owner

2,794,443

Nil

Nil

2,794,443

0.19%

Note: The total number of issued Shares as at 31 January 2021 (1,491,854,598 Shares) has been used in the calculation of the approximate percentage.

  1. Interests in the Associated Corporations
    1. Lai Sun Garment (International) Limited ("LSG")

Long positions in ordinary shares of LSG ("LSG Shares") and underlying LSG Shares

Number of

underlying

Approximate

Number of LSG Shares

LSG Shares

percentage of

Personal

Corporate

Personal

total issued

Name of Directors

Capacity

interests

interests

interests

Total

LSG Shares

(Note 1)

(Note 2)

Chew Fook Aun

Beneficial

owner

Nil

Nil

3,819,204

3,819,204

0.97%

Lam Hau Yin, Lester

Beneficial

owner

12,459,208

Nil

3,819,204

16,278,412

4.15%

Lui Siu Tsuen, Richard

Beneficial

owner

185,600

Nil

Nil

185,600

0.05%

U Po Chu

Beneficial

owner

825,525

Nil

Nil

825,525

0.21%

Notes:

1. These interests in underlying LSG Shares represent the interests in share options granted to the Directors under a share option scheme of LSG, particulars of which are as follows:

Number of

underlying

LSG Shares

comprised in

Exercise price

Name of Directors

Date of grant

share options

Option period

per LSG Share

(dd/mm/yyyy)

(dd/mm/yyyy)

(HK$)

Chew Fook Aun

19/06/2017

3,819,204

19/06/2017 - 18/06/2027

15.00

Lam Hau Yin, Lester

19/06/2017

3,819,204

19/06/2017 - 18/06/2027

15.00

2. The total number of issued LSG Shares as at 31 January 2021 (392,610,623 LSG Shares) has been used in the calculation of the approximate percentage.

Interim Report 2020-2021 eSun Holdings Limited

29

Directors' and Chief Executive's Interests (continued)

  1. Interests in the Associated Corporations (continued)
    1. Lai Sun Development Company Limited ("LSD")

Long positions in ordinary shares of LSD ("LSD Shares") and underlying LSD Shares

Number of

underlying

Approximate

Number of LSD Shares

LSD Shares

percentage of

Personal

Corporate

Personal

total issued

Name of Directors

Capacity

interests

interests

interests

Total

LSD Shares

(Note 1)

(Note 2)

Chew Fook Aun

Beneficial

owner

Nil

1,221,000

1,952,081

3,173,081

0.52%

and owner of

(Note 3)

controlled

corporation

Lam Hau Yin, Lester

Beneficial

owner

Nil

Nil

4,173,081

4,173,081

0.68%

Lui Siu Tsuen, Richard

Beneficial

owner

Nil

Nil

104,000

104,000

0.02%

U Po Chu

Beneficial

owner

26,919

Nil

Nil

26,919

0.004%

Notes:

1. These interests in underlying LSD Shares represent the interests in share options granted to the Directors under the share option schemes of LSD, particulars of which are as follows:

Number of

underlying

LSD Shares

comprised in

Exercise price

Name of Directors

Date of grant

share options

Option period

per LSD Share

(dd/mm/yyyy)

(dd/mm/yyyy)

(HK$)

Chew Fook Aun

05/06/2012

1,952,081

05/06/2012 - 04/06/2022

5.35

Lam Hau Yin, Lester

18/01/2013

4,173,081

18/01/2013 - 17/01/2023

16.10

Lui Siu Tsuen, Richard

18/01/2013

104,000

18/01/2013 - 17/01/2023

16.10

  1. The total number of issued LSD Shares as at 31 January 2021 (612,089,025 LSD Shares) has been used in the calculation of the approximate percentage.
  2. Mr. Chew Fook Aun ("Mr. FA Chew") was deemed to be interested in the same 1,221,000 LSD Shares owned by The Orchid Growers Association Limited ("Orchid") by virtue of his 100% shareholding interest in the said company, after its disposal of a total of 582,300 LSD Shares in August 2020 and the allotment and issue of 915,000 LSD Shares to Orchid upon his exercise of share option to subscribe for 915,000 LSD Shares on 7 August 2020.

30 eSun Holdings Limited Interim Report 2020-2021

Directors' and Chief Executive's Interests (continued)

  1. Interests in the Associated Corporations (continued)
    1. Lai Fung Holdings Limited ("Lai Fung")

Long positions in ordinary shares of Lai Fung ("Lai Fung Shares") and

underlying Lai Fung Shares

Number of

underlying

Approximate

Number of Lai Fung Shares

Lai Fung Shares

percentage of

Personal

Corporate

Personal

total issued

Name of Director

Capacity

interests

interests

interests

Total

Lai Fung Shares

(Note 1)

(Note 2)

Lam Hau Yin, Lester

Beneficial owner

Nil

Nil

3,219,182

3,219,182

0.97%

Notes:

1. These interests in underlying Lai Fung Shares represent the interests in a share option granted to the Director under a share option scheme of Lai Fung, particulars of which are as follows:

Number of

underlying

Lai Fung Shares

comprised in

Exercise price

Name of Director

Date of grant

share options

Option period

per Lai Fung Share

(dd/mm/yyyy)

(dd/mm/yyyy)

(HK$)

Lam Hau Yin, Lester

18/01/2013

3,219,182

18/01/2013 - 17/01/2023

11.04

2. The total number of issued Lai Fung Shares as at 31 January 2021 (331,033,443 Lai Fung Shares) has been used in the calculation of the approximate percentage.

Save as disclosed above, as at 31 January 2021, none of the Directors and the chief executive of the Company and their respective close associates had, or was deemed to have, any interest in the long or short positions in the shares, underlying shares and/or debentures of the Company or any of its associated corporations, which was required to be notified to the Stock Exchange and the Company pursuant to the SFO, or recorded in the Register of Directors and Chief Executive, or notified to the Stock Exchange and the Company under the Securities Code or otherwise known by the Directors.

Interim Report 2020-2021 eSun Holdings Limited

31

Substantial Shareholders' and Other Persons' Interests

As at 31 January 2021, so far as it is known by or otherwise notified by any Director or the chief executive of the Company, the particulars of the corporations or individuals, who had 5% or more interests in the following long positions in the Shares and underlying Shares as recorded in the register required to be kept by the Company pursuant to Section 336 of the SFO ("Register of Shareholders") or were entitled to exercise, or control the exercise of, 10% or more of the voting power at any general meeting of the Company ("Voting Entitlements") (i.e. within the meaning of substantial shareholders of the Listing Rules) were as follows:

Long positions in the Shares and underlying Shares

Number of

Approximate

Shares and

percentage

underlying

of total

Name

Capacity

Shares held

issued Shares

(Note 1)

Substantial Shareholders

Lai Sun Development

Owner of controlled corporation

1,113,260,072

74.62%

  Company Limited (Note 2)

(Note 4)

Lai Sun Garment (International)

Owner of controlled corporations

1,113,260,072

74.62%

  Limited (Note 3)

(Note 4)

Dr. Lam Kin Ngok, Peter

Beneficial

owner and owner

1,116,054,515

74.81%

of controlled corporations

(Note 4)

Other Persons

Mr. Yu Cheuk Yi

Beneficial

owner

148,982,000

9.99%

(Note 5)

Ms. Yu Siu Yuk

Beneficial

owner

148,982,000

9.99%

(Note 5)

32 eSun Holdings Limited Interim Report 2020-2021

Substantial Shareholders' and Other Persons' Interests (continued)

Notes:

  1. The total number of issued Shares as at 31 January 2021 (1,491,854,598 Shares) has been used in the calculation of the approximate percentage.
  2. As at 31 January 2021, Mr. FA Chew and Mr. Lam Hau Yin, Lester ("Mr. Lester Lam"), both Executive Directors, were also executive directors of LSD. Madam U Po Chu ("Madam U"), a NED, was also a non-executive director of LSD.
  3. As at 31 January 2021, Mr. FA Chew, Mr. Lester Lam and Madam U were also executive directors of LSG. Mr. Yip Chai Tuck, an Executive Director, was also the chief executive officer of LSG.
  4. These interests in the Company represented all the Shares beneficially owned by Transtrend Holdings Limited, an indirect wholly-owned subsidiary of LSD. As at 31 January 2021, LSG and Dr. Lam Kin Ngok, Peter ("Dr. Peter Lam") were deemed to be interested in the same 1,113,260,072 Shares (approximately 74.62% of the total issued Shares) indirectly owned by LSD by virtue of his personal and deemed interests of approximately 41.66% (excluding share option) of the total issued LSG Shares; LSD was approximately 56.13% directly and indirectly owned by LSG; and LSG was approximately 12.43% (excluding share option) owned by Dr. Peter Lam and approximately 29.23% owned by Wisdoman Limited, which in turn 100% beneficially owned by Dr. Peter Lam.
    As at 31 January 2021, Dr. Peter Lam also holds 2,794,443 Shares as beneficial owner.
  5. Based on the disclosure of interests notices received by the Company, as at 31 January 2021, Mr. Yu Cheuk Yi and Ms. Yu Siu Yuk were both taken to be interested in the same 148,982,000 Shares (approximately 9.99% of the total issued Shares), which were held jointly by them.

Save as disclosed above, the Directors are not aware of any other corporation or individual (other than a Director or the chief executive of the Company) which/who, as at 31 January 2021, had the Voting Entitlements or 5% or more interests or short positions in the Shares or underlying Shares as recorded in the Register of Shareholders.

Purchase, Sale or Redemption of the Company's Listed Securities

During the six months ended 31 January 2021, neither the Company nor any of its subsidiaries had purchased, sold or redeemed the Company's listed securities.

Interim Report 2020-2021 eSun Holdings Limited

33

Update on Directors' Information

Pursuant to Rule 13.51B(1) of the Listing Rules, changes in the Directors' information since the disclosure made in the Company's annual report for the year ended 31 July 2020 are set out as follows:

  1. Mr. Richard Lui ceased to be the convenor of Multi-media and Culture Committee of The Chinese Manufactures' Association of Hong Kong with effect from 1 January 2021.
  2. Mr. FA Chew ceased to be a member of Operations Review Committee of Independent Commission Against Corporation with effect from 1 January 2021 and has been appointed as a vice-chairman of the board of directors of Hong Kong Sports Institute Limited for a term of two years with effect from 1 April 2021.
  3. Directors' remuneration for the six months ended 31 January 2021 and 2020 are as follows:

Salaries,

Pension

allowances, and

scheme

Total

Fees

benefits in kind

contributions

remuneration

HK$'000

HK$'000

HK$'000

HK$'000

Six months ended 31 January 2021

Executive Directors:

  Lui Siu Tsuen, Richard

90

1,575

4

1,669

*

  Chew Fook Aun

-

2,002

9

2,011

  Lam Hau Yin, Lester

-

-

-

-

  Yip Chai Tuck

90

1,171

18

1,279

^

180

4,748

31

4,959

Non-executive Director:

  U Po Chu

-

-

-

-

Independent Non-executive Directors:

  Low Chee Keong

363

25

-

388

  Lo Kwok Kwei, David

145

30

-

175

  Ng Lai Man, Carmen

195

30

-

225

  Alfred Donald Yap

145

25

-

170

848

110

-

958

Total

1,028

4,858

31

5,917

  • The amounts included fees of HK$90,000 paid by MAGHL.
  • The amounts included fees, salaries and pension scheme contributions of HK$684,000 paid by MAGHL.

34 eSun Holdings Limited Interim Report 2020-2021

Update on Directors' Information (continued)

  1. Directors' remuneration for the six months ended 31 January 2021 and 2020 are as follows: (continued)

Salaries,

Pension

allowances, and

scheme

Total

Fees

benefits in kind

contributions

remuneration

HK$'000

HK$'000

HK$'000

HK$'000

Six months ended 31 January 2020

Executive Directors:

  Lui Siu Tsuen, Richard

90

2,073

7

2,170

*

  Chew Fook Aun

-

4,673

18

4,691

**

  Lam Hau Yin, Lester

-

862

9

871

^

  Yip Chai Tuck

90

1,327

18

1,435

^^

180

8,935

52

9,167

Non-executive Director:

  U Po Chu

-

2,125

-

2,125

^

Independent Non-executive Directors:

  Low Chee Keong

363

30

-

393

  Lo Kwok Kwei, David

145

30

-

175

  Ng Lai Man, Carmen

195

30

-

225

  Alfred Donald Yap

145

30

-

175

848

120

-

968

Total

1,028

11,180

52

12,260

  • The amounts included salaries and pension scheme contributions of HK$347,000 paid by Lai Fung and fees of HK$90,000 paid by MAGHL.
  • The amounts included fees, salaries and pension scheme contributions of HK$2,345,000 paid by Lai Fung.
  • The amounts were paid by Lai Fung.
  • The amounts included fees, salaries and pension scheme contributions of HK$762,000 paid by MAGHL.

Interim Report 2020-2021 eSun Holdings Limited

35

Employees and Remuneration Policies

As at 31 January 2021, the Group employed a total of around 530 (excluding Lai Fung Group) (2020: 2,770 (including Lai Fung Group)) employees. The Group recognises the importance of maintaining a stable staff force in its continued success. Under the Group's existing policies, employee pay rates are maintained at competitive levels whilst promotion and salary increments are assessed on a performance-related basis. Discretionary bonuses are granted to employees based on their merit and in accordance with industry practice. Other benefits including share option scheme, mandatory provident fund scheme, free hospitalisation insurance plan, subsidised medical care and sponsorship for external education and training programs are offered to eligible employees.

Investor Relations

To ensure our investors have a better understanding of the Company, our management engages in a pro-active investor relations program. Our Executive Directors and Investor Relations Department communicate with research analysts and institutional investors on an on-going basis and meet with research analysts and the press after our results announcements, attend major investors' conferences and participate in international non-deal roadshows to communicate the Company's financial performance and global business strategy.

During the period under review, certain investor relations activities have been postponed or cancelled due to the global COVID-19 pandemic. The Group maintains proactive interactions with the investment community via conference calls and virtual events and provides them with updates on the Group's operations, financial performance and outlook. The Company is keen on promoting investor relations and enhancing communication with the Shareholders and potential investors. It welcomes suggestions from investors, stakeholders and the public who may contact the Investor Relations Department by phone on (852) 2853 6116, by fax at (852) 2853 6651 or by e-mail at ir@esun.com.

Review of Interim Report

The audit committee of the Company ("Audit Committee") currently comprises three INEDs, namely Dr. Ng Lai Man, Carmen (Chairwoman), Mr. Low and Mr. Alfred Donald Yap. The Audit Committee has reviewed this Interim Report (including the unaudited condensed consolidated interim financial statements) of the Company for the six months ended 31 January 2021, the accounting principles and practices adopted by the Company as well as internal control and financial reporting matters.

By order of the Board

Low Chee Keong

Chairman

Hong Kong, 23 March 2021

36 eSun Holdings Limited Interim Report 2020-2021

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eSun Holdings Limited published this content on 22 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 22 April 2021 09:07:05 UTC.