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1、01Interim Report 2019 C O N T E N T SCorporate Profile2Corporate Information3Financial Highlights4Chairmans Statement6Management Discussion and Analysis10Other Information19Consolidated Statement of Profit or Loss 24Consolidated Statement of Comprehensive Income25Consolidated Statement of Financial
2、Position26Consolidated Statement of Changes in Equity28Condensed Consolidated Cash Flow Statement29Notes to the Unaudited Interim Financial Report3002EEKA Fashion Holdings LimitedCorporate ProfileABOUT EEKA FASHIONWe are one of the leading and fast growing high-end womenswear companies in the People
3、s Republic of China(the“PRC”).We engage in the design,promotion,marketing and sales of our self-owned branded products,Koradior,La Koradior,Koradior elsewhere and De Kora that focus on affluent ladies between the ages of 30 and 45.Our business was established in 2007 by Mr.Jin Ming,our chief executi
4、ve officer,chairman and executive director.Our“Koradior”brand,which targets the high-end stylish and smart-casual ladies-wear market,is positioned to offer our customers feminine,stylish,chic and young-looking designs for all seasons.In response to our customers demand for high-end formal ladieswear
5、,we launched“La Koradior”brand in September 2012 which is positioned to offer luxurious and elegant designs for all seasons and has a brand theme of“glamorous,distinctive and vibrant”.“Koradior elsewhere”brand,which is positioned to offer simple yet feminine,stylish and modern relaxed designs,was la
6、unched by us in September 2014.We acquired 65%of Shenzhen Mondial Industrial Ltd on 24 June 2016 Ltd,its“CADIDL”brand,which is positioned to offer our customers pursuit of artistic designs.On 9 March 2017,we,through our 90%-owned subsidiary,entered into the five-year exclusive agreement with Handsom
7、e Global Co.,Ltd(漢纖國際有限公司)to engage in the distribution and marketing of products under the brands“Obzee”and“O2nd”.O2nd targets affluent ladies between the ages of 25 to 40,with high sensitive and details in stylish design.Obzee targets affluent ladies between the ages of 30 to 50 with feminine and
8、elegant designs with lace custom fabric to provide a quality lifestyle.The Group launched new brand named“FUUNNY FEELLN”(referred to as“FF”brand)in January 2019.This is a cost-effective brand created by EEKA Fashion,focusing on the future of womens lifestyle.Our products include dresses,skirts,trous
9、ers,shirts,knitwear,vests,jackets,overcoats,scarves and accessories.Our products are sold across a nationwide sales network,majority of which consisted of self-operated retail stores,covering 31 provinces,autonomous regions and municipalities in the PRC.As at 30 June 2019,there were 885 retail store
10、s of which 648 were operated by us and 237 were operated by our distributors.Among the 648 direct retail stores,448 are located in department stores,82 in shopping malls,87 in outlets,17 in street level and 14 in airport stores.We have started to sell our products through third party e-commerce plat
11、form Tmall since 2011 under which we operate a flagship store and we are now also an authorized merchant on third party e-commerce platforms including VIP.com.Corporate Profile 03Interim Report 2019Corporate InformationEXECUTIVE DIRECTORSMr.JIN Ming(Chairman and Chief Executive Officer)Ms.HE Hongmei
12、Mr.JIN Rui(appointed on 23 August 2019)INDEPENDENT NON-EXECUTIVE DIRECTORSMr.ZHOU XiaoyuMr.ZHONG MingMr.ZHANG GuodongREGISTERED OFFICEConyers Trust Company(Cayman)LimitedCricket Square,Hutchins DriveP.O.Box 2681Grand Cayman KY1-1111Cayman IslandsHEADQUARTERS AND PRINCIPAL PLACE OF BUSINESS IN THE PR
13、C7/F,B Block,Hongsong BuildingTerra 9th RoadFutian DistrictShenzhen,Guangdong ProvincePRCPRINCIPAL PLACE OF BUSINESS IN HONG KONGSuite 812,8th Floor,Tower 1,The Gateway,Harbour City,25 Canton Road,Tsim Sha Tsui,Kowloon,Hong KongCOMPANY SECRETARYMs.WONG Wai KiuJOINT COMPANY SECRETARYMr.LEUNG Ka WaiAU
14、THORISED REPRESENTATIVESMr.JIN MingMr.LEUNG Ka WaiAUDIT COMMITTEEMr.ZHANG Guodong(Chairman)Mr.ZHOU XiaoyuMr.ZHONG MingREMUNERATION COMMITTEEMr.ZHOU Xiaoyu(Chairman)Mr.ZHANG GuodongMr.JIN MingNOMINATION COMMITTEEMr.JIN Ming(Chairman)Mr.ZHOU XiaoyuMr.ZHANG GuodongCAYMAN ISLANDS PRINCIPAL SHARE REGISTR
15、AR AND TRANSFER OFFICEConyers Trust Company(Cayman)LimitedCricket Square,Hutchins DriveP.O.Box 2681Grand Cayman KY1-1111Cayman IslandsHONG KONG BRANCH SHARE REGISTRAR AND TRANSFER OFFICETricor Investor Services LimitedLevel 54,Hopewell Centre183 Queens Road EastHong KongPRINCIPAL BANKERSThe Hongkong
16、 and Shanghai Banking Corporation LimitedPingan BankShenzhen branch,Jinsha sub-branchChina Merchants BankShenzhen branch,Tairan Jingu sub-branchCOMPANY WEBSITESTOCK CODE370904EEKA Fashion Holdings LimitedFinancial HighlightsSix months ended 30 June20192018(Unaudited)(Unaudited)RMB000RMB000Revenue1,3
17、37,4451,209,634Gross profit967,140851,373Operating profit172,992156,901Net profit146,613132,197Net cash flows from operating activities251,446252,392Earnings per share1 Basic(RMB cents)31.0027.32 Diluted(RMB cents)30.7327.10Profitability RatioGross margin72.31%70.38%Operating margin12.93%12.97%Net m
18、argin10.96%10.93%At 30 June 2019At 31 December 2018Liquidity RatioCurrent ratio2(times)2.283.03Trade and bills receivables turnover days339.2444.37Trade and bills payables turnover days438.8945.55Inventory turnover days5194.55233.27Capital RatioGearing ratio624.77%7.92%Interest coverage ratio7(times
19、)25.3840.61Notes:1 Basic earnings per share=Profit attributable to owners of the Company/Weighted average number of ordinary shares(the weighted average number of shares in the first six months of 2019 was 486,337,000 versus 486,337,000 in the same period of last year)Diluted earnings per share=Prof
20、it attributable to owners of the Company/Weighted average number of ordinary shares after effect of deemed issue of shares under no consideration(the weighted average number of shares after the deemed issue in the first six months of 2019 was 490,602,115 versus 490,289,349 in the same period of last
21、 year)2 Current ratio=Current assets/Current liabilities3 Trade and bills receivables turnover days=Average of opening and closing balances on trade and bills receivables/Revenue for the period x 180 days4 Trade and bills payables turnover days=Average of opening and closing balances on trade and bi
22、lls payables/Cost of sales for the period x 180 days5 Inventory turnover days=Average of opening and closing balances on inventory/Cost of sales x 180 days6 Gearing ratio=Total bank borrowings/Total equity x 100%7 Interest coverage ratio=Profit before interest and tax/Interest expensesFinancial High
23、lights 05Interim Report 2019Financial HighlightsREVENUE RMB000201820181,209,6341,337,445+10.57%20192019GROSS PROFIT RMB00020182018851,373967,140+13.60%20192019201820187.92%24.77%20192019GEARING RATIO201820181,239,1111,253,450+1.16%20192019NET ASSETSRMB 000six months ended 30 Junesix months ended 30
24、Juneat 31 Decemberat 30 Juneat 31 Decemberat 30 Junesix months ended 30 June2018201827.3231.00+13.47%20192019EARNINGS PER SHARE-BASIC RMB CentsNET PROFIT RMB00020182018132,197146,613+10.90%20192019six months ended30 June06EEKA Fashion Holdings LimitedChairmans Statement CHAIRMANS STATEMENT 07Interim
25、 Report 2019Chairmans StatementDear shareholders of EEKA Fashion Holdings Limited,On behalf of the board of directors(the“Board”)of EEKA Fashion Holdings Limited(the“Company”or“EEKA Fashion”,stock code:3709),I am pleased to present the interim results of the Company and its subsidiaries(collectively
26、,the“Group”)for the six months ended 30 June 2019(the“Reporting Period”).During the first half of 2019,the growth of consumption decelerated,market confidence was generally negatively impacted by Sino-US trade tension and uncertainty on macroeconomic outlook,posing greater challenge for the apparel
27、industry.The spokesman of the General Administration of Customs of China reported that the trade volume between China and the United States in the first half of 2019 fell by 9%,the decline in Sino-US trade volume has brought some pressure on Chinas foreign trade as a whole,but the impact is generall
28、y controllable.National Bureau of Statistics of China announced the total retail sales of consumer goods reached RMB19.52 trillion in the first half of the year,showing an increase of 8.4%year-on-year.The growth rate was 0.1 percentage point higher than that in the first quarter.In June,the total re
29、tail sales of consumer goods reached RMB338.78 billion,up 9.8%year-on-year,1.2 percentage points higher than last month,up 0.96%from the previous month,and retail sales of RMB173.30 billion,up 8.3%due to sales of upgraded consumer goods growing faster.In the first half of 2019,the Group continued wi
30、th its multi-brand group operation and development for middle and high-end womens clothing with a main focus on intensive cultivation of simple style and outstanding characteristics of products to make the brand stand out.During the Reporting Period,the Groups revenue reached RMB1,337.45 million,rep
31、resenting an increase of 10.57%,with a net profit of RMB146.61 million,representing an increase of 10.90%compared with the first half of 2018.As at 30 June 2019,the Group had 885 retail stores of which 648 were operated by us and 237 were operated by our distributors under our own brands.The Group s
32、 main brand Koradior recorded retail sales of RMB902 million,landing among the top ranked single brand with the largest size in the PRC.On the e-commerce aspect,the Group continuously strengthened its online product portfolio and increased integration online and offline.It also offered exclusive sty
33、les for e-commerce product selection.During the Reporting Period,e-commerce revenues reached RMB131 million in the Reporting Period,representing a year-on-year rapid increase of 25.48%.08EEKA Fashion Holdings LimitedChairmans StatementOn 25 March 2019,the Company entered into the acquisition agreeme
34、nt with Apex Noble Holdings Limited(“Apex Noble”)for the acquisition of the entire issued share capital of Keen Reach Holdings Limited and a shareholders loan due to Apex Noble for a total consideration of HK$2,387,775,349.The acquisition agreement was approved by independent shareholders and passed
35、 at the extraordinary general meeting held on 22 May 2019 and was completed in July 2019.Through this acquisition,the Group has expanded its multi-brand group operation and development for middle and high-end womens clothing in market.The acquisition target is a famous fashion apparel company with u
36、nique brand culture concept,advanced research and development design center,sound marketing service system,efficient logistics distribution and network management system.It has three high-end womens fashion brands:“NAERSI”brand,which is positioned to deliver urban elite fashion culture and high qual
37、ity,fine taste and comfortable clothing for elite women with the pursuit of successful career and life,“NEXY.CO”brand,which is positioned to appeal to urban,chic women with a sophisticated,charismatic and refined image,and“NAERSILING”brand,which is positioned to embody classic tailoring with modern
38、design and a state of young mind into artful expression,confident lifestyle and diversified beauty performances,defines its brand style as freedom,simple and modern.On 28 May 2019,the Company organised a presentation&fashion show at Sky 100,International Commerce Centre,Hong Kong to show our brands
39、and introduce the Groups development history,brand overall operation and future development strategy to the investors,customers,shareholder,fashion celebrities and business partner.This presentation was the first appearance of the Group in the capital market after its listing in Hong Kong,breaking t
40、hrough the traditional investors relation presentation,and is the first time the overall strength and image of its high-end womenswear group was unveiled in Hong Kong in an innovative format.09Interim Report 2019Chairmans StatementWith the sustainable development of the consumption upgrade,the middl
41、e class of the 90s has become the major group of fashion consumption,and they gradually steer the fashion trends.In order to increase the Groups exposure in consumers demand in a cost-effective way,broaden the market,expand product lines,and position new womenswear in the future,the Group launched a
42、 new brand named FUUNNY FEELLN(referred to as“FF”brand)in January 2019.This is a cost-effective brand carefully created by EEKA Fashion,focusing on the future of womens lifestyle.Global economy will still be subject to fluctuation in the second half of the year as the economy of the PRC is expected
43、to remain unstable with Sino-US trade tension and uncertainty on macroeconomic effect.All the above will affect consumer confidence in domestic and foreign market demand.The Group will use representing the brand as a spokesperson and establishing brand status,passing the brand image through internat
44、ional fashion show to create brand depth,implement multi-form,all-round marketing,expanding brand breadth into customer,adhere to direct channel strategy,adopt multi-format steadily expand the stores,tap into the potential store effect,strengthen VIP operations and deepen member value,improve produc
45、t development capabilities and launch a cost-effective brand,use data-driven and market-driven research and development design mechanisms striving to achieve the expected annual development goals with synergy effects.On 26 June 2019,the names of Koradior Holdings Limited(珂萊蒂爾控股有限公司)were changed to E
46、EKA Fashion Holdings Limited(贏家時尚控股有限公司)to better reflect the current business focus of the Group and its direction of future development.We believes that the new English and Chinese names of the Company will provide the Company with a more defined corporate image and identity which will benefit the
47、 Companys future business development.We will become the leader of Chinas middle and high-end womenswear fashion group to make every woman uniquely glamorous.Last but not least,I would like to take this opportunity on behalf of the Board to offer my heartfelt thanks to all the shareholders,customers
48、,business partners and our staff for their committed support and trust!Jin Ming Chairman of Board23 August 201910EEKA Fashion Holdings Limited MANAGEMENT DISCUSSION AND ANALYSIS 11Interim Report 2019Management Discussion and AnalysisREVENUEThe principal activities of the Group are design,promotion,m
49、arketing and sales of self-owned branded womenswear products in the PRC.Revenue represents the sales value of goods sold less returns,discounts and value-added tax.Total revenue increased from RMB1,209.63 million for the first half of 2018 to RMB1,337.45 million for the Reporting Period,representing
50、 an increase of 10.57%or RMB127.82 million.Total retail stores increased from 862 as at 1 January 2019 to 885 as at 30 June 2019(note 1).Our self-operated retail stores revenue increased by 5.36%from RMB980.81 million for the first half of 2018 to RMB1,033.38 million for the Reporting Period.Total r
51、evenue from distributors increased by 43.77%from RMB117.78 million for the first half of 2018 to RMB169.33 million for the Reporting Period.Total revenue from e-commerce platforms increased by 25.48%from RMB104.67 million for the first half of 2018 to RMB131.34 million for the Reporting Period.The r
52、evenue from e-commerce generated from Tmall increased from RMB80.68 million for the first half of 2018 to RMB97.75 million for the Reporting Period,representing an increase of 21.16%or RMB17.07 million and the revenue from e-commerce generated from VIP.com increased from RMB23.73 million for the fir
53、st half of 2018 to RMB33.59 million for the Reporting Period,representing an increase of 41.55%or RMB9.86 million.Note 1:Retail stores breakdown by geographical region and brand:The following table illustrates the number of retail stores of our brands in the PRC as at 1 January 2019 and 30 June 2019
54、 respectively including both self-operated retail stores and retail stores operated by our distributors:Number of retail storesRegionAs at 1 January 2019Opened during the periodClosed during the periodAs at 30 June 2019Central PRC11065(8)103Eastern PRC228328(17)294North Eastern PRC3594(2)61North Wes
55、tern PRC4903(5)88Northern PRC59420(6)108South Western PRC61376(6)137Southern PRC7936(5)94Total86272(49)885Number of retail storesBrandAs at 1 January 2019As at 30 June 2019Koradior575600La Koradior3736Koradior elsewhere100104CADIDL97102O2nd4234Obzee119Total86288512EEKA Fashion Holdings LimitedManage
56、ment Discussion and AnalysisXinjiang(32)Tibet(1)Qinghai(1)Gansu(9)Ningxia(3)Shaanxi(43)Sichuan(67)Yunnan(5)Guizhou(17)Chongqing(47)Guangxi(13)Guangdong(72)Hainan(9)Fujian(21)Jiangxi(13)Hunan(47)Hubei(26)Henan(30)Shandong(75)Jiangsu(79)Shanghai(50)Anhui(18)Zhejiang(38)Inner Mongolia(5)Heilongjiang(21
57、)Jilin(8)Liaoning(32)Beijing(29)Tianjin(11)Hebei(36)Shanxi(27)REVENUE(Continued)Notes:1 Central PRC includes Henan,Hubei and Hunan.2 Eastern PRC includes Shandong,Jiangsu,Zhejiang,Anhui,Shanghai,Jiangxi and Fujian.3 North Eastern PRC includes Jilin,Heilongjiang and Liaoning.4 North Western PRC inclu
58、des Shaanxi,Ningxia,Qinghai,Gansu and Xinjiang.5 Northern PRC includes Tianjin,Beijing,Inner Mongolia,Hebei and Shanxi.6 South Western PRC includes Guizhou,Chongqing,Yunnan,Tibet and Sichuan.7 Southern PRC includes Guangxi,Hainan and Guangdong.885Retail Stores13Interim Report 2019Management Discussi
59、on and AnalysisRevenue analysis by brandsFor the six months ended 30 June20192018Increase/(decrease)RMB000%RMB000%RMB000%Koradior901,82767.43%804,45066.50%97,37712.10%La Koradior101,5917.60%93,3637.72%8,2288.81%Koradior elsewhere185,16313.84%155,87912.89%29,28418.79%CADIDL85,7516.41%93,4927.73%(7,74
60、1)(8.28%)DE Kora5820.04%7490.06%(167)(22.30%)O2nd46,7723.50%43,0043.55%3,7688.76%Obzee15,7591.18%18,6971.55%(2,938)(15.71%)Total1,337,445100%1,209,634100%127,81110.57%The revenue generated from the sales of our products under Koradior,La Koradior and Koradior elsewhere continued to grow at an accele
61、rated pace,representing an increase of 12.10%,8.81%and 18.79%or RMB97.38 million,RMB8.23 million and RMB29.28 million for the Reporting Period respectively.For the Reporting Period,the revenue generated from sales of products of our O2nd increased to RMB46.77 million,representing an increase of 8.76
62、%,the revenue from sales of products CADIDL,De Kora and Obzee decreased to RMB85.75 million,RMB0.58 million and RMB15.76 million respectively,representing a decrease of 8.28%,22.30%and 15.71%respectively as compared to the first half of 2018.14EEKA Fashion Holdings LimitedManagement Discussion and A
63、nalysisCOST OF SALESCost of sales increased from RMB358.26 million for the six months ended 30 June 2018 to RMB370.31 million for the Reporting Period,representing an increase of 3.36%or RMB12.04 million,mainly due to the increase in the cost of inventories sold as a result of the growth of our sale
64、s.GROSS PROFIT AND GROSS MARGINGross profit increased from RMB851.37 million for the six months ended 30 June 2018 to RMB967.14 million for the Reporting Period,representing an increase of 13.60%or RMB115.77 million.Overall gross profit margin slightly increased from 70.38%for the first half of 2018
65、 to 72.31%for the Reporting Period.OPERATING EXPENSESOperating expenses increased from RMB706.05 million for the six months ended 30 June 2018 to RMB810.96 million for the Reporting Period,representing an increase of 14.86%or RMB104.91 million.Operating expenses include selling and distribution expe
66、nses,administrative expenses and other operating expenses,and details of them are listed below:15Interim Report 2019Management Discussion and AnalysisSelling and distribution expensesSelling and distribution expenses increased by 11.55%to RMB719.61 million for the Reporting Period from RMB645.10 mil
67、lion for six months ended 30 June 2018,primarily due to(a)the increase in store concession fees as a result of the increase in sales;(b)the increase in salaries and staff benefits for sales and marketing staff due to the expansion of retail stores and improvement in remuneration;and(c)the increase i
68、n advertising and brand building and promotion expenses,which are in line with the expansion of our sales network as well as business growth;and(d)the increase in rental expenses due to increase in stores.Administrative and other operating expensesAdministrative and other operating expenses increase
69、d by 49.88%to RMB91.35 million for the Reporting Period from RMB60.95 million for the corresponding period in 2018 primarily due to the increase in salaries and staff benefits.FINANCE COSTSFinance costs increased by 75.77%to RMB6.82 million for the Reporting Period from RMB3.88 million for the corre
70、sponding period in 2018,mainly due to the effect of IFRS 16.16EEKA Fashion Holdings LimitedManagement Discussion and AnalysisINCOME TAX EXPENSESIncome tax expenses decreased from RMB20.82 million for the first half of 2018 to RMB19.56 million for the Reporting Period,representing a decrease of 6.05%
71、or RMB1.26 million,mainly due to the effect of the deferred tax cost.THE NET PROFIT AND PROFIT MARGINAs the result of the foregoing reasons,the net profit for the Reporting Period was RMB146.61 million,representing an increase of 10.90%or RMB14.41 million as compared to RMB132.20 million for the fir
72、st half of 2018.Net profit margin slightly increased from 10.93%for the first half of 2018 to 10.96%for the Reporting Period.CAPITAL STRUCTUREThe Group requires working capital to support its design and development,retail and other business operations.As at 30 June 2019,the Group had total current a
73、ssets of RMB1,558.94 million(30 June 2018:RMB1,363.24 million)and total current liabilities of RMB684.71 million(30 June 2018:RMB463.89 million)with a current ratio of 2.28.The Board believes that this healthy capital structure and the net cash inflow from operating activities are sufficient to supp
74、ort the operating activities of the Group.As at 30 June 2019,the Groups interest bearing bank loans were denominated in Hong Kong dollars and Renminbi,amounting to HK$180.00 million revolving loan within a year,and HK$37.50 million term loan expiring with two years,and were all with variable interes
75、t rates,RMB115.00 million with fixed interest rate,and were repayable with one year.The Groups other borrowings were RMB4.19 million,with a fixed interest rate and repayable with one year.FINANCIAL POSITION,LIQUIDITY AND GEARING RATIOThe Group generally finances its operations with internally genera
76、ted cash flow as well as banking facilities provided by its bankers.As at 30 June 2019,the Group had cash and cash equivalents of RMB782.90 million(31 December 2018:RMB613.38 million),of which 76.77%,22.93%,0.17%and 0.13%were denominated in RMB,Hong Kong dollars,US dollars and EUR respectively.The n
77、et cash inflow from operating activities stood at RMB251.45 million during the Reporting Period,decreased slightly by 0.37%from RMB252.39 million for the six months ended 30 June 2018,mainly due to the decrease in collection payment of trade and bills receivable and inventory.As at 30 June 2019,the
78、Groups gearing ratio,i.e.the total outstanding bank loans divided by total equity,was 24.77%(31 December 2018:7.92%).EXPOSURES TO FLUCTUATION IN FOREIGN EXCHANGEThe Group mainly operates in the PRC with most of its transactions settled by RMB.Hence,the Board considers that the risk exposure to forei
79、gn exchange rate fluctuation is not significant and no financial instrument of hedging has been employed to hedge against the currency risks.17Interim Report 2019Management Discussion and AnalysisHUMAN RESOURCESTo support the Groups development plan,the Groups number of employees has increased to 4,
80、866 as at 30 June 2019(30 June 2018:4,752).The total staff costs for the Reporting Period(including basic wages and salaries,commissions,bonuses,retirement benefits scheme contributions and share options expenses)amounted to RMB275.15 million(six months ended 30 June 2018:RMB226.18 million),represen
81、ting 20.57%of our revenue(six months ended 30 June 2018:18.70%).The Group has a share option scheme in place for selected participants as incentive and reward for their contribution to the Group.A mandatory provident fund scheme and local retirement benefit schemes are also in effect.The Group encou
82、rages employees to seek training to strengthen their work skills and for personal development.The Group also provides workshops for staff at different levels to enhance their knowledge of work safety and to build team spirit.Staffs are rewarded based on performance of the Group as well as on individ
83、ual performance and contribution.CONTINGENT LIABILITIESAs at 30 June 2019,the Group had no significant contingent liabilities.MATERIAL ACQUISITION AND DISPOSALOn 25 March 2019,the Company and Apex Noble entered into the sale and purchase agreement,pursuant to which the Company conditionally agreed t
84、o acquire and take an assignment of,and Apex Noble conditionally agreed to dispose of the entire issued share capital of,and the shareholders loan due by,Keen Reach Holdings Limited(the“Acquisition”)at the total consideration of HK$2,387,775,349 which shall be satisfied as to HK$500,000,000 in cash
85、and as to HK$1,887,775,349 by the issue and allotment of 198,713,195 new shares of the Company at the issue price of HK$9.50 per share.The Acquisition was completed on 3 July 2019.Given that Apex Noble was wholly owned by Mr.Jin Rui,being the brother of Mr.Jin Ming,the Acquisition constituted a majo
86、r and connected transaction of the Company under the Listing Rules.Details of the Acquisition were set out in the announcement and the circular of the Company dated 25 March 2019 and 29 April 2019 respectively.Save as disclosed above,the Group had no other material acquisition or disposal of subsidi
87、aries or associated companies during the Reporting Period.USE OF PROCEEDSWith the successful listing of the Companys shares on the Main Board of the Stock Exchange on 27 June 2014,net proceeds of HK$534.74 million have been raised.As at 30 June 2019,all proceeds have been utilised as planned.There w
88、as no equity fund raising activity by the Company during the Reporting Period.18EEKA Fashion Holdings LimitedManagement Discussion and AnalysisOUTLOOKDuring the first half of 2019,the growth of consumption decelerated,while general market confidence was negatively impacted by Sino-US trade tension a
89、nd uncertainty on macroeconomic outlook,posing greater challenge on the apparel industry.Looking forward to the second half of 2019,it is expected that the global economic environment will remain uncertain.We remain determined to continue our business expansion in Mainland China and other overseas m
90、arkets,and have full confidence towards our future.As always,the Group continues to be vigilant to identify strategic investment or lucrative business opportunities that enable us to sustain long-term profitability.The Group will continue building its brand by brand image spokesperson,shaping brand
91、depth through international fashion show,and expanding brand breadth with multi-form and comprehensive marketing.Besides,the Group adheres to the channel strategy of direct sales,steadily expands the store by way of multi-type business to identify the store potential,explores the membership value by
92、 strengthening VIP operations,and improves product development capabilities to launch cost-effective brands.Leveraging on the data-driven and market-driven research and development design and other mechanisms,the Group further effectively takes various measures to boost the development of its brand
93、retail business.In light of the above,the Group achieves the industry-leading standards in terms of brand value,market share,management level,employee income and social contribution.The Group will continue to seek opportunities to expand its brand portfolio and customer base,with an aim to become a
94、leader in the field of middle and high-end womenswear in China.19Interim Report 2019Other InformationINTERIM DIVIDENDThe Board has resolved not to declare any interim dividend for the Reporting Period(six months ended 30 June 2018:Nil).CORPORATE GOVERNANCE PRACTICESThe Company is committed to mainta
95、ining a high standard of corporate governance practices and the implementation of effective corporate governance commitments.The Company has met the relevant code provisions set out in the Corporate Governance Code based on the principles set out in appendix 14 to the Listing Rules during the Report
96、ing Period,except for code provision A.2.1 of the Corporate Governance Code which requires that the responsibilities between the chairman and the chief executive officer should be segregated and should not be performed by the same individual.Mr.Jin Ming currently performs these two roles in our Comp
97、any.The Board believes that vesting the roles of both chairman and chief executive officer in Mr.Jin Ming has the benefit of ensuring consistent leadership within our Group and enables more effective and efficient overall strategic planning for our Group.The Board considers that the balance of power
98、 and authority for the present arrangement will not be impaired considering the background and experience of our Directors and the number of independent non-executive Directors on the Board and this structure will enable our Company to make and implement decisions promptly and effectively.The Board
99、will continue to review and consider splitting the roles of chairman of our Board and chief executive officer of our Company at a time when it is appropriate and suitable by taking into account the circumstances of our Group as a whole.MODEL CODE FOR SECURITIES TRANSACTION BY DIRECTORSThe Company ha
100、s adopted the Model Code as set out in Appendix 10 to the Listing Rules as its code of conduct regarding securities transactions by the Directors on terms no less exacting than the required standard of dealings.Having made specific enquiry with all Directors,all Directors have confirmed with the Com
101、pany that they have complied with the required standard set out in the Model Code and its code of conduct regarding any Directors securities transactions during the Reporting Period.20EEKA Fashion Holdings LimitedOther InformationSHARE OPTION SCHEMEThe Company adopted a share option scheme pursuant
102、to the resolutions of the shareholders of the Company passed on 6 June 2014 for selected participants as incentive and reward for their contribution to the Group.As at 30 June 2019,there were 7,460,000 share options granted under the share option scheme which were outstanding,representing 1.5%of the
103、 issued share capital as at 30 June 2019.The following table shows the movements in the Companys share options outstanding during the Reporting Period:Number of share optionsName or category of granteeAt 1 January 2019Granted during the Reporting PeriodExercised during the Reporting PeriodCancelled
104、during the Reporting PeriodLapsed during the Reporting PeriodAt 30 June 2019Exercise periodExercise price per shareClosing price per share immediately before date of grant(Note)DirectorsMs.He Hongmei500,000500,00010 July 2014 to 9 July 2022HK$4.42HK$4.46Sub-total500,000500,000Employees (other than D
105、irectors)in aggregate6,960,0006,960,00010 July 2014 to 9 July 2022HK$4.42HK$4.46Total7,460,0007,460,000Note:The share options are exercisable in the following manner:(i)no share option shall be exercisable from 10 July 2014 up to 9 July 2015;(ii)up to 25%of the share options granted shall be exercis
106、able from 10 July 2015 to 31 December 2015;(iii)up to 50%of the share options granted shall be exercisable from 1 January 2016 to 31 December 2016;(iv)up to 75%of the share options granted shall be exercisable from 1 January 2017 to 31 December 2017;and(v)all the share options granted shall be exerc
107、isable from 1 January 2018 to 9 July 2022.21Interim Report 2019Other InformationDISCLOSURE OF INTERESTS(a)Directors and chief executives interests and short positions in the securities of the Company and its associated corporationsAs at 30 June 2019,the following Directors or the chief executive of
108、the Company had or were deemed to have interests or short positions in the shares,underlying shares or debentures of the Company and its associated corporations(within the meaning of Part XV of the Securities and Futures Ordinance,Chapter 571 of the Laws of Hong Kong(“SFO”)(i)which were required to
109、be notified to the Company and the Stock Exchange pursuant to Divisions 7 and 8 of Part XV of the SFO(including interests or short positions which they were taken or deemed to have under such provision of the SFO);or(ii)which were required,pursuant to section 352 of the SFO,to be entered in the regi
110、ster referred to therein;or(iii)which were required to be notified to the Company and the Stock Exchange pursuant to the Model Code for Securities Transactions by Directors of Listed Companies contained in the Listing Rules:Name of DirectorNature of interestNo.of Shares/underlying shares heldPositio
111、nApproximate percentage of issued share capitalMr.Jin MingFounder of a discretionary trust(note 1)300,450,500(note 1)Long61.78%Ms.He HongmeiBeneficial owner500,000(note 2)Long0.10%Note 1:These shares are held by Koradior Investments Limited,which is wholly-owned by Mayberry Marketing Limited,the ent
112、ire issued share capital of which is in turn wholly-owned by BOS Trustee Limited as trustee of the Fiona Trust.The Fiona Trust is a discretionary trust set up by Mr.Jin Ming as settlor.The beneficiaries of Fiona Trust are Mr.Jin Ming,his spouse and his children.Mr.Jin Ming as founder of Fiona Trust
113、is taken to be interested in the 300,450,500 Shares held by Koradior Investments Limited by virtue of Part XV of the SFO.Note 2:These represent the underlying share under the share options granted to Ms.Hongmei.Save as disclosed above,as at 30 June 2019,none of the Directors nor the chief executive
114、of the Company had or was deemed to have any interests or short positions in the shares,underlying shares or debentures of the Company and its associated corporations(within the meaning of Part XV of the SFO)(i)which were required to be notified to the Company and the Stock Exchange pursuant to Divi
115、sions 7 and 8 of Part XV of the SFO(including interests or short positions which they were taken or deemed to have under such provisions of the SFO);or(ii)which were required,pursuant to section 352 of the SFO,to be entered in the register referred to therein;or(iii)which were required to be notifie
116、d to the Company and the Stock Exchange pursuant to the Model Code for Securities Transactions by Directors of Listed Companies contained in the Listing Rules.22EEKA Fashion Holdings LimitedOther InformationDISCLOSURE OF INTERESTS(Continued)(b)Substantial shareholders interests and/or short position
117、 in share and underlying shares of the CompanySo far as is known to the Directors and the chief executive of the Company,as at 30 June 2019,the following persons(not being Directors or chief executive of the Company)had,or were deemed to have,interests or short positions in the shares or underlying
118、shares which would fall to be disclosed to the Company and the Stock Exchange under the provisions of Divisions 2 and 3 of Part XV of the SFO or which were recorded in the register required to be kept by the Company under Section 336 of the SFO:Name of ShareholderCapacityNumber of Shares heldPositio
119、nApproximate percentage of issued share capitalKoradior Investments Limited(note 1)Beneficial owner300,450,500Long61.78%BOS Trustee Limited(note 2)Trustee300,450,500Long61.78%Mayberry Marketing Limited.(note 2)Interest in a controlled corporation300,450,500Long61.78%Chui Jinny(note 3)Interest in a c
120、ontrolled corporation41,680,578Long8.57%Sisu Holdings Limited (note 3)Beneficial owner41,680,578Long8.57%Fosun International limitedInterest in a controlled corporation25,800,000Long5.30%Fosun International holdings ltdInterest in a controlled corporation25,800,000Long5.30%Guo GuangchangInterest in
121、a controlled corporation25,800,000Long5.30%23Interim Report 2019Other InformationDISCLOSURE OF INTERESTS(Continued)(b)Substantial shareholders interests and/or short position in share and underlying shares of the Company(Continued)Notes:1.The entire issued share capital of Koradior Investments Limit
122、ed is wholly-owned by Mayberry Marketing Limited,the entire issued share capital of which is in turn wholly-owned by BOS Trustee Limited as trustee of the Fiona Trust.The Fiona Trust is a discretionary trust set up by Mr.Jin Ming as settlor.The beneficiaries of Fiona Trust are Mr.Jin Ming,his spouse
123、 and his children.Mr.Jin Ming as founder of Fiona Trust is taken to be interested in the 300,450,500 Shares held by Koradior Investments Limited by virtue of Part XV of the SFO.2.BOS Trustee Limited as trustee of Fiona Trust,which was established by Mr.Jin Ming as settlor in favour of the beneficiar
124、ies of Fiona Trust,held 100%of the issued share capital of Mayberry Marketing Limited,which in turn held 100%of the issued share capital of Koradior Investments Limited.3.Sisu Holdings Limited is wholly owned by Ms.Jinny Chui,an independent third party.Save as disclosed above,as at 30 June 2019,the
125、Directors were not aware of any other person(other than the Directors and the chief executive of the Company)who had,or was deemed to have,interests or short positions in the Shares or underlying Shares which would fall to be disclosed to the Company and the Stock Exchange under the provisions of Di
126、visions 2 and 3 of Part XV of the SFO or which were recorded in the register required to be kept by the Company under Section 336 of the SFO.PURCHASE,SALE OR REDEMPTION OF THE COMPANYS LISTED SECURITIESNeither the Company nor any of its subsidiaries has purchased,sold or redeemed any of the Companys
127、 listed securities during the Reporting Period.AUDIT COMMITTEEThe Audit Committee of the Company,comprising all three independent non-executive Directors,namely Mr.Zhang Guodong(as Chairman),Mr.Zhou Xiaoyu and Mr.Zhong Ming,is primarily responsible for reviewing and supervising the financial reporti
128、ng,the internal control and risk management of the Group.The Audit Committee has discussed with management the accounting policies adopted by the Group and reviewed the unaudited interim financial statements of the Group for the Reporting Period.24EEKA Fashion Holdings LimitedConsolidated Statement
129、of Profit or Lossfor the six months ended 30 June 2019(Expressed in Renminbi)Six months ended 30 June20192018NoteRMB000RMB000 Revenue51,337,4451,209,634Cost of sales(370,305)(358,261)Gross profit967,140851,373Other revenue617,54711,009Other net(loss)/gain(740)573Selling and distribution expenses(719
130、,605)(645,104)Administrative and other operating expenses(91,350)(60,950)Profit from operations172,992156,901Finance costs7a(6,817)(3,883)Profit before taxation7166,175153,018Income tax8(19,562)(20,821)Profit for the period146,613132,197Attributable to:Equity shareholders of the Company150,741132,88
131、8Non-controlling interests(4,128)(691)Profit for the period146,613132,197Earnings per share(RMB cents)Basic10(a)31.0027.32Diluted10(b)30.7327.1025Interim Report 2019Consolidated Statement of Comprehensive Incomefor the six months ended 30 June 2019(Expressed in Renminbi)Six months ended 30 June20192
132、018RMB000RMB000 Profit for the period146,613132,197Other comprehensive income for the period,net of taxItem that may be reclassified subsequently to profit and loss:Exchange differences on translation of financial statements of subsidiaries outside the mainland of the Peoples Republic of China(the“P
133、RC”)287(1,026)Total comprehensive income for the period146,900131,171Attributable to:Equity shareholders of the Company151,028131,862Non-controlling interests(4,128)(691)Total comprehensive income for the period146,900131,17126EEKA Fashion Holdings LimitedConsolidated Statement of Financial Position
134、at 30 June 2019(Expressed in Renminbi)At 30 June 2019At 31 December 2018(Unaudited)(Audited)NoteRMB000RMB000 Non-current assetsProperty,plant and equipment11174,041155,435Intangible assets19,26521,780Goodwill21,68121,681Prepayments,other receivables and other assets1421,25921,736Equity investments d
135、esignated at fair value through other comprehensive income43,27743,277Deferred tax assets22,42717,852Right-of-use assets209,787 Total non-current assets511,737281,761 Current assetsInventories12339,844460,634Trade receivables13279,007304,117Prepayments,other receivables and other assets14106,98565,0
136、87Financial assets at fair value through profit or loss50,20030,000Cash and cash equivalents 782,904613,376 Total current assets 1,558,9401,473,214 Current liabilitiesInterest-bearing bank and other borrowings17299,52676,260Trade payables1557,329102,682Other payables and accruals16270,968238,291Tax
137、payable56,88868,654 Total current liabilities684,711485,887 Net current assets874,229987,327 Total assets less current liabilities1,385,9661,269,088 27Interim Report 2019Consolidated Statement of Financial Positionat 30 June 2019(Expressed in Renminbi)At 30 June 2019At 31 December 2018(Unaudited)(Au
138、dited)NoteRMB000RMB000 Non-current liabilitiesInterest-bearing bank borrowings1710,99621,905Deferred tax liabilities7,0558,072Other payable and accruals16114,465 Total non-current liabilities132,51629,977 Net assets1,253,4501,239,111 EQUITYEquity attributable to owners of the parentShare capital183,
139、8593,859Reserves181,228,8321,214,866 1,232,6911,218,725 Non-controlling interests20,75920,386 Total equity1,253,4501,239,111 28EEKA Fashion Holdings LimitedConsolidated Statement of Changes in Equityfor the six months ended 30 June 2019 unaudited(Expressed in Renminbi)Attributable to equity sharehol
140、ders of the CompanyShare capitalShare premiumCapital redemption reserveCapital reserveStatutory reserveFair value reserveExchange reserveRetained profitsTotalNon-controlling interestsTotalRMB000RMB000RMB000RMB000RMB000RMB000RMB000RMB000RMB000RMB000RMB000As at 1 January 20193,859212,502196(20,597)46,
141、61711,285(5,626)970,4891,218,72520,3861,239,111Profit for the period150,741150,741(4,128)146,613Exchange differences on translation of financial statements287287287Total comprehensive income287150,741151,028(4,128)146,900Capital contribution from non-controlling interests4,5014,501Dividend paid(137,
142、062)(137,062)(137,062)As at 30 June 20193,859212,502196(20,597)46,61711,285(5,339)984,1681,232,69120,7591,253,450Share capitalShare premiumCapital redemption reserveCapital reserveStatutory reserveFair value reserveExchange reserveRetained profitsTotalNon-controlling interestsTotalRMB000RMB000RMB000
143、RMB000RMB000RMB000RMB000RMB000RMB000RMB000RMB000As at 1 January 2018(restated)3,859212,502196(19,841)45,95311,285(5,251)853,7351,102,43820,8311,123,269Profit for the period132,888132,888(691)132,197Exchange differences on translation of financial statements(1,026)(1,026)(1,026)Total comprehensive in
144、come(1,026)132,888131,862(691)131,171Appropriation to statutory reserves(100,536)(100,536)(100,536)As at 30 June 20183,859212,502196(19,841)45,95311,285(6,277)866,0871,133,76420,1401,153,90429Interim Report 2019Condensed Consolidated Cash Flow Statementfor the six months ended 30 June 2019 unaudited
145、(Expressed in Renminbi)Six months ended 30 June20192018RMB000RMB000(Unaudited)(Unaudited)Operating activitiesCash generated from operations288,385274,544Income tax paid(36,939)(22,152)Net cash generated from operating activities251,446252,392 Investing activitiesPayment for the purchase of property,
146、plant and equipment(55,850)(27,546)Other cash flows(used in)/arising from investing activities(34,495)6,679 Net cash used in investing activities(90,345)(20,867)Financing activitiesDividends paid to equity shareholders of the company(137,062)(100,438)Proceeds from bank loans233,54942,155Repayment of
147、 bank loans(21,542)(13,932)Other cash flows arising from financing activities2,962(3,883)Principal lease payment(69,658)Net cash generated from/(used in)financing activities8,249(76,098)Net increase in cash and cash equivalents169,350155,427Cash and cash equivalents at 1 January613,376517,070Effect
148、of foreign exchange rate changes178326 Cash and cash equivalents at 30 June782,904672,823 30EEKA Fashion Holdings LimitedNotes to the Unaudited Interim Financial Report(Expressed in Renminbi unless otherwise indicated)1 CORPORATE INFORMATIONThe Company was incorporated in the Cayman Islands on 23 Ma
149、rch 2012 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 registered office of the Company is Cricket Square,Hutchins Drive,P.O Box 2681 Grand Cayman KY1-1111,Cayman Islands.The address of its principal p
150、lace of business in Hong Kong is Suite 812,8th Floor,Tower 1,The Gateway,Harbour City,25 Canton Road,Tsim Sha Tsui,Kowloon,Hong Kong.2 BASIS OF PREPARATIONThis interim financial statements of the Group have been prepared in accordance with the applicable disclosure provisions of the Rules(the“Listin
151、g Rules”)Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited(the“Stock Exchange”),including compliance with International Accounting Standard(“IAS”)34,Interim financial reporting,issued by the International Accounting Standards Board(“IASB”).It was authorised for issue on
152、23 August 2019.The interim financial statements have been prepared in accordance with the same accounting policies adopted in the 2018 annual financial statements,except for the accounting policy changes that are expected to be reflected in the 2019 annual financial statements.Details of any changes
153、 in accounting policies are set out in note 3.The preparation of the interim financial statements in conformity with IAS 34 requires management to make judgements,estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities,income and expenses on a
154、 year to date basis.Actual results may differ from these estimates.3 CHANGES IN ACCOUNTING POLICIESThe Group has adopted the following new and revised International Financial Reporting Standards(“IFRSs”)or amendments to IFRS which would take effect from financial periods beginning on or after 1 Janu
155、ary 2019:IFRS 16:LeasesExcept for IFRS 16,Leases,none of the developments have had a material effect on how the Groups results and financial position for the current or prior periods have been prepared or presented in this interim financial report.The Group has not applied any new standard or interp
156、retation that is not yet effective for the current accounting period.IFRS 16 replaces IAS 17,Leases,and the related interpretations,IFRIC 4,Determining whether an arrangement contains a lease,ISIC 15,Operating leases incentives,and ISIC 27,Evaluating the substance of transactions involving the legal
157、 form of a lease.It introduces a single accounting model for lessees,which requires a lessee to recognize a right-of-use asset and a lease liability for all leases,except for leases that have a lease term of 12 months or less(“short-term leases”)and leases of low value assets.The lessor accounting r
158、equirements are brought forward from IAS 17 substantially unchanged.31Interim Report 2019Notes to the Unaudited Interim Financial Report(Expressed in Renminbi unless otherwise indicated)3 CHANGES IN ACCOUNTING POLICIES(Continued)The Group has initially applied IFRS 16 as from 1 January 2019.The Grou
159、p has elected to use the modified retrospective approach and has therefore recognised the cumulative effect of initial application as an adjustment to the opening balance of equity at 1 January 2019.Comparative information has not been restated and continues to be reported under IAS 17.Further detai
160、ls of the nature and effect of the changes to previous accounting policies and the transition options applied are set out below:(a)Change in accounting policies(i)New definition of a leaseThe change in the definition of a lease mainly relates to the concept of control.IFRS 16 defines a lease on the
161、basis of whether a customer controls the use of an identified asset for a period of time,which may be determined by a defined amount of use.Control is conveyed where the customer has both the right to direct the use of the identified asset and to obtain substantially all of the economic benefits fro
162、m that use.The Group applies the new definition of a lease in IFRS 16 only to contracts that were entered into or changed on or after 1 January 2019.For contracts entered into before January 2019,the Group has used the transitional practical expedient to grandfather the previous assessment of which
163、existing arrangements are or contain leases.Accordingly,contracts that were previously assessed as leases under IAS 17 continue to be accounted for as leases under IFRS 16 and contracts previously assessed as non-lease service arrangements continued to be accounted for as executory contracts.Nature
164、of the effect of adoption of IFRS 16The Group has lease contracts for various items of properties.As a lessee,the Group previously classified leases as either finance leases or operating leases based on the assessment of whether the lease transferred substantially all the rewards and risks of owners
165、hip of assets to the Group.Under IFRS 16,the Group applies a single approach to recognise and measure right-of-use assets and lease liabilities for all leases,except for two elective exemptions for leases of low value assets(elected on a lease by lease basis)and short-term leases(elected by class of
166、 underlying asset).32EEKA Fashion Holdings LimitedNotes to the Unaudited Interim Financial Report(Expressed in Renminbi unless otherwise indicated)3 CHANGES IN ACCOUNTING POLICIES(Continued)(a)Change in accounting policies(Continued)(ii)Lessee accountingIFRS 16 eliminates the requirement for a lesse
167、e to classify leases as either operating leases or finance leases,as was previously required by IAS 17.Instead,the Group is required to capitalise all leases when it is the lessee,including leases previously classified as operating leases under IAS 17,other than those short-term leases and leases of
168、 low-value assets.When the Group enters into a lease in respect of a low-value asset,the Group decides whether to capitalise the lease on a lease-by-lease basis.The lease payments associated with those leases which are not capitalised are recognised as an expense on a systematic basis over the lease
169、 term.Where the lease is capitalised,the lease liability is initially recognised at the present value of the lease payments payable over the lease term,discounted using the interest rate implicit in the lease or,if that rate cannot be readily determined,using a relevant incremental borrowing rate.Af
170、ter initial recognition,the lease liability is measured at amortised cost and interest expense is calculated using the effective interest method.The right-of-use asset recognised when a lease is capitalised is initially measured at cost,which comprises the initial amount of the lease liability plus
171、any lease payments made at or before the commencement date,and any initial direct costs incurred.Where applicable,the cost of the right-of-use assets also includes an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located,
172、discounted to their present value,less any lease incentives received.The right-of-use asset is subsequently stated at cost less accumulated depreciation and impairment losses.(b)Critical accounting judgements and source of estimation uncertainty in applying the above accounting policiesDetermining t
173、he lease termAs explained in the above accounting policies,the lease liability is initially recognised at the present value of the lease payments payable over the lease term.In determining the lease term at the commencement date for leases that include renewal options exercisable by the Group,the Gr
174、oup evaluates the likelihood of exercising the renewal options taking into account all relevant facts and circumstances that create an economic incentive for the Group to exercise the option,including favourable terms,leasehold improvements undertaken and the importance of that underlying asset to t
175、he Groups operation.The lease term is reassessed when there is a significant event or significant change in circumstance that is within the Groups control.Any increase or decrease in the lease term would affect the amount of lease liabilities and right-of-use assets recognised in future years.33Inte
176、rim Report 2019Notes to the Unaudited Interim Financial Report(Expressed in Renminbi unless otherwise indicated)3 CHANGES IN ACCOUNTING POLICIES(Continued)(c)Transitional impactLease liabilities at 1 January 2019 were recognised based on the present value of the remaining lease payments,discounted u
177、sing the incremental borrowing rate at 1 January 2019 and included in other payables and accruals.The right-of-use assets were measured at the amount of the lease liability,adjusted by the amount of any prepaid or accrued lease payments relating to the lease recognised in the statement of financial
178、position immediately before 1 January 2019.All the assets were assessed for any impairment.The Group elected to present the right-of-use assets separately in the statement of financial position.The impacts arising from the adoption of IFRS 16 as at 1 January 2019 are as follows:IncreaseRMB000(Unaudi
179、ted)Asset:Increase in right-of-use assets238,250Increase in total assets238,250Liabilities:Increase in other payables and accruals Current106,895Increase in other payables and accruals Non-current131,355Increase in total liabilities238,250The lease liabilities as at 1 January 2019 reconciled to the
180、operating lease commitments as at 31 December 2018 is as follows:RMB000(Unaudited)Operating lease commitments as at 31 December 2018256,289Weighted average incremental borrowing rate as at 1 January 20194.70%Discounted operating lease commitments as at 1 January 2019238,250Lease liabilities as at 1
181、January 2019238,25034EEKA Fashion Holdings LimitedNotes to the Unaudited Interim Financial Report(Expressed in Renminbi unless otherwise indicated)3 CHANGES IN ACCOUNTING POLICIES(Continued)(c)Transitional impact(Continued)Summary of new accounting policiesThe accounting policy for leases as disclos
182、ed in the annual financial statements for the year ended 31 December 2018 is replaced with the following new accounting policies upon adoption of IFRS 16 from 1 January 2019:Right-of-use assetsRight-of-use assets are recognised at the commencement date of the lease.Right-of-use assets are measured a
183、t cost,less any accumulated depreciation and any impairment losses,and adjusted for any remeasurement of lease liabilities.The cost of right-of-use assets includes the amount of lease liabilities recognised,initial direct costs incurred,and lease payments made at or before the commencement date less
184、 any lease incentives received.Unless the Group is reasonably certain to obtain ownership of the leased asset at the end of the lease term,the recognised right-of-use assets are depreciated on a straight-line basis over the shorter of the estimated useful life and the lease term.Lease liabilitiesLea
185、se liabilities are recognised at the commencement date of the lease at the present value of lease payments to be made over the lease term.The lease payments include fixed payments(including insubstance fixed payments)less any lease incentives receivable,variable lease payments that depend on an inde
186、x or a rate,and amounts expected to be paid under residual value guarantees.The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Group and payments of penalties for termination of a lease,if the lease term reflects the Group exercising the
187、 option to terminate.The variable lease payments that do not depend on an index or a rate are recognised as an expense in the period in which the event or condition that triggers the payment occurs.In calculating the present value of lease payments,the Group uses the incremental borrowing rate at th
188、e lease commencement date if the interest rate implicit in the lease is not readily determinable.After the commencement date,the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made.In addition,the carrying amount of lease liabilities
189、is remeasured if there is a modification,a change in future lease payments arising from change in an index or rate,a change in the lease term,a change in the in-substance fixed lease payments or a change in assessment to purchase the underlying asset.35Interim Report 2019Notes to the Unaudited Inter
190、im Financial Report(Expressed in Renminbi unless otherwise indicated)3 CHANGES IN ACCOUNTING POLICIES(Continued)(c)Transitional impact(Continued)Amounts recognised in consolidated statement of financial position and profit or lossRight-of-use assetsLease liabilitiesRMB000RMB000As at 1 January 201923
191、8,250238,250Additions39,73639,736Depreciation charge(68,199)Interest expense5,278Payments(69,658)As at 30 June 2019209,787213,6064 SEGMENT REPORTINGOperating segments and the amounts of each segment item reported in the financial statement are identified from the financial information provided regul
192、arly to the Groups most senior executive management for the purpose of allocating resources to,and assessing the performance of the Groups various lines of business and geographical locations.Individually material operating segments are not aggregated for financial reporting purposes unless the segm
193、ents have similar economic characteristics and similar in respect of the nature of products and services,and the nature of the regulatory environment.Operating segments which are not individually material may be aggregated if they share a majority of these criteria.The Group operates in a single bus
194、iness,i.e.retailing and wholesaling of ladies wear in the Peoples Republic of China(“PRC”).Accordingly,no segmental analysis is presented.5 REVENUESix months ended 30 June20192018RMB000RMB000Self-operated retail stores1,033,377980,807Wholesales to distributors169,328117,777E-commerce platforms131,33
195、6104,673Others3,4046,377Total1,337,4451,209,63436EEKA Fashion Holdings LimitedNotes to the Unaudited Interim Financial Report(Expressed in Renminbi unless otherwise indicated)6 OTHER REVENUESix months ended 30 June20192018RMB000RMB000 Interest income(note 1)11,2056,678Subsidy income(note 2)2,7724,25
196、6Others3,57075 17,54711,009 Note 1:Interest income as at 30 June 2019 represented interest income and gain from short term investment.Note 2:Subsidy income represents various government grants received from the relevant government authorities to support the development of the Group in Mainland China
197、.In the opinion of management,there are no unfulfilled conditions or contingencies relating to these grants.7 PROFIT BEFORE TAXATIONProfit before taxation is arrived at after charging:Six months ended 30 June20192018RMB000RMB000(a)Finance costsInterest on bank loans1,5393,883Interest on lease liabil
198、ities5,2786,8173,883(b)Staff costsContributions to defined contribution retirement plans15,53212,144Salaries,wages and other benefits259,617214,037275,149226,181(c)Other itemsDepreciation38,25227,954Cost of inventories370,305358,261Depreciation of right-of-use assets68,199Note:i)The Group has initia
199、lly applied IFRS 16 since January 2019 using the modified retrospective approach.Under this approach,comparative information is not restated.See Note 3.37Interim Report 2019Notes to the Unaudited Interim Financial Report(Expressed in Renminbi unless otherwise indicated)8 INCOME TAXSix months ended 3
200、0 June20192018RMB000RMB000Current taxPRC Corporate Income Tax(“CIT”)25,15419,665Hong Kong Profits Tax2,225Deferred taxOrigination of temporary differences(5,592)(1,069)19,56220,821Notes:(i)The Group is subject to income tax on an entity basis on profits arising in or derived from the jurisdictions i
201、n which members of the Group are domiciled and operate.(ii)The Company and its subsidiary incorporated in the British Virgin Islands and Cayman Islands are exempted from taxation.(iii)The profit tax in Hong Kong has been provided at the rate of 16.5%on the taxable income for the six months ended 30
202、June 2019 and 2018.The reduction granted by the Hong Kong Special Administrative Region Government of 75%of the tax payable for the year of assessment 2018-19 is subject to a maximum reduction of HK$20,000 for each company.(iv)In accordance with the relevant PRC income tax rules and regulations,the
203、Companys subsidiaries established/registered in the PRC are subject to Corporate Income Tax at a statutory rate of 25%on their respective taxable income for the six months ended 30 June 2019 and 2018 except for Dongfang Susu Creativity and Design(Shenzhen)Co.,Ltd and Shenzhen Koradior Fashion Co.,Lt
204、d.,which are entitled to reduced CIT at the rate of 15%under the preferential tax policy of Shenzhen-Hong Kong Modern Service Industry Cooperation Zone and National High Tech Enterprise respectively.(v)The PRC CIT Law and its implementation rules impose a withholding tax at 10%,unless reduced by a t
205、ax treaty or arrangement,for dividends distributed by PRC-resident enterprises to their non-PRC-resident corporate investors for profits earned since 1 January 2008.38EEKA Fashion Holdings LimitedNotes to the Unaudited Interim Financial Report(Expressed in Renminbi unless otherwise indicated)9 DIVID
206、ENDThe Board has resolved not to declare any interim dividend to the shareholders of the Company in respect of the six months ended 30 June 2019(six months ended 30 June 2018:Nil).10 EARNINGS PER SHARE(a)Basic earnings per shareThe calculation of basic earnings per share is based on the profit attri
207、butable to ordinary equity shareholders of the Company of RMB150,741,000(30 June 2018:RMB132,888,000)and the weighted average number of 486,337,000 ordinary shares in issue for the six months ended 30 June 2019(30 June 2018:486,337,000 shares).For the six months ended 30 June 2019For the six months
208、ended 30 June 2018Weighted average number of ordinary shares in issue486,337,000486,337,000Basic earnings per share(RMB cents)31.0027.32(b)Diluted earnings per shareThe calculation of diluted earnings per share is based on the profit attributable to ordinary equity shareholders of the Company of RMB
209、150,741,000(30 June 2018:RMB132,888,000)and the weighted average number of 490,602,115 ordinary shares in issue for the six months ended 30 June 2019(30 June 2018:490,289,349 shares)calculated as follows:For the six months ended 30 June 2019For the six months ended 30 June 2018Weighted average numbe
210、r of ordinary shares in issue486,337,000486,337,000Effect of deemed issue of shares under Companys share option scheme for nil consideration4,265,1153,952,349Weighted average number of ordinary shares in issue(diluted)490,602,115490,289,349Diluted earnings per share(RMB cents)30.7327.1039Interim Rep
211、ort 2019Notes to the Unaudited Interim Financial Report(Expressed in Renminbi unless otherwise indicated)11 PROPERTY,PLANT AND EQUIPMENTDuring the six months ended 30 June 2019,the Group acquired items of plant and machinery with a cost of RMB56,857,000(six months ended 30 June 2018:RMB27,578,000).1
212、2 INVENTORIESInventories in the consolidated balance sheets comprise:At 30 June 2019At 31 December 2018RMB000RMB000 Raw materials58,97759,117Work in progress3,2703,237Finished goods277,597398,280 339,844460,634 The analysis of the amount of inventories recognised as an expense and included in profit
213、 or loss is as follows:For the six months ended 30 June 2019For the six months ended 30 June 2018RMB000RMB000 Cost of inventories sold370,130357,295Write down of inventories175966 370,305358,261 13 TRADE RECEIVABLESAt 30 June 2019At 31 December 2018RMB000RMB000 Trade receivables279,919305,029Impairm
214、ent(912)(912)279,007304,11740EEKA Fashion Holdings LimitedNotes to the Unaudited Interim Financial Report(Expressed in Renminbi unless otherwise indicated)13 TRADE RECEIVABLES(Continued)(a)Aging analysisMajority of the trade receivables are related to sales made through the Groups self-operated stor
215、es.The Group leased a number of retail stores within department stores and shopping malls in the Mainland China.Proceeds from the Groups sales made in these leased retail stores are mainly collected by the department stores and the shopping malls on the Groups behalf.Following the completion of the
216、reconciliation of the sales in the past month with the department store and shopping mall,the Group then issues invoices,which generally fall within 30 days from the date of revenue recognition.Settlement in respect of these concession sales is made net of the lease rental payable to the department
217、stores and the shopping malls and is generally expected within 60 days from the date of revenue recognition.An ageing analysis of the trade receivables as at the end of the reporting period,based on the invoice date and net of loss allowance,is as follows:At 30 June 2019At 31 December 2018RMB000RMB0
218、00 Within 1 month157,337163,6971 to 2 months69,86678,9942 to 3 months14,78627,200Over 3 months37,01834,226279,007304,117As at 30 June 2019,the allowance for credit losses is related to individually impaired receivables amounting to RMB912,000(31 December 2018:RMB912,000).The management considers tha
219、t such receivables is not recoverable since the customers are in severe financial difficulty.As a consequence,allowance for expected credit losses of RMB912,000(31 December 2018:RMB912,000)has been recognised in respect of such receivables.As at 30 June 2019,trade receivables that were not individua
220、lly impaired related to a large number of independent customers including owners of department stores and shopping malls in Mainland China with no recent history of material defaults,the probability of default and the loss given default were estimated to be minimal.41Interim Report 2019Notes to the
221、Unaudited Interim Financial Report(Expressed in Renminbi unless otherwise indicated)14 PREPAYMENTS,OTHER RECEIVABLES AND OTHER ASSETSAt 30 June 2019At 31 December 2018RMB000RMB000 Prepayments75,77942,513Deposits and other receivables47,55440,375Right-of-return assets7371,021Loans to employees4,1742,
222、914128,24486,823Less:Non-current portion included in prepayments,other receivables and other assets(21,259)(21,736)106,98565,087None of the above assets is either past due or impaired.Deposits and other receivables mainly represent deposits paid for promotion activity,deposits paid to the department
223、 stores and shopping malls for leases and loans to employees.The expected credit losses are estimated with reference to the historical loss record of the Group.The financial assets included in the above balances relate to receivables for which there was no recent history of default.15 TRADE PAYABLES
224、An ageing analysis of the trade payables based on the invoice date is as follows:At 30 June 2019At 31 December 2018RMB000RMB000 Within 1 month40,71285,8451 to 2 months8,6957,7612 to 3 months6,4331,025Over 3 months1,4898,05157,329102,68242EEKA Fashion Holdings LimitedNotes to the Unaudited Interim Fi
225、nancial Report(Expressed in Renminbi unless otherwise indicated)16 OTHER PAYABLES AND ACCRUALSAt 30 June 2019At 31 December 2018RMB000RMB000 Contract liabilities57,52384,586Refund liabilities2,0962,764Staff costs payables37,11157,995VAT and other tax payables43,37875,242Other payables31,71917,704Lea
226、se liabilities213,606 385,433238,291Less:Non-current portion included in other payables and accruals(114,465)270,968238,291 17 BANK LOANSAs at 31 December 2018 and 30 June 2019,bank loans are repayable as follows:At 30 June 2019At 31 December 2018RMB000RMB000 Bank loans due for repayment within 1 ye
227、ar295,33865,715Bank loan due for repayment within 2 years10,99621,905Current portion of term loans due for repayment within 1 year4,18810,545 310,52298,165 As at 30 June 2019,the Groups interest bearing bank loans were denominated in Hong Kong dollars and Renminbi,amounting to HK$180.00 million revo
228、lving loan within a year,and HK$37.50 million term loan expiring with two years,and were all with variable interest rates,RMB115.00 million with fixed interest rate,and were repayable with one year.The Groups other borrowings were RMB4.19 million,with a fixed interest rate and repayable with one yea
229、r.43Interim Report 2019Notes to the Unaudited Interim Financial Report(Expressed in Renminbi unless otherwise indicated)18 CAPITAL,RESERVE AND DIVIDENDNo.of shares(000)HK$000RMB000(i)Authorised share capitalOrdinary shares of HK$0.01 eachAs at 31 December 2018 and 30 June 20191,500,00015,00011,94820
230、192018(000)RMB000(000)RMB000(ii)Issued share capitalOrdinary shares,issued and fully paidAt 1 January486,3373,859486,3373,859Share issued share-based transactionsRepurchases and cancellation of shareOutstanding at the end of the period/year486,3373,859486,3373,859Nature and purpose of reserves(a)Sha
231、re premiumThe share premium represents the difference between the par value of the shares of the Company and proceeds received from the issuance of the shares of the Company.Under the Companies Law of the Cayman Islands,the share premium account of the Company is distributable to the shareholders of
232、 the Company provided that immediately following the date on which the dividend is proposed to be distributed,the Company would be in a position to pay off its debts as they fall due in the ordinary course of business.44EEKA Fashion Holdings LimitedNotes to the Unaudited Interim Financial Report(Exp
233、ressed in Renminbi unless otherwise indicated)18 CAPITAL,RESERVE AND DIVIDEND(Continued)Nature and purpose of reserves(Continued)(b)Capital reserveOn 15 November 2012,La Kordi Fashion(Shenzhen)Co.,Ltd.acquired 100%equity interest in Shenzhen Koradior Fashion Co.,Ltd.from Shenzhen Jinhexin Investment
234、 Development Co.,Ltd.,a company under the control of a controlling shareholder for a consideration of RMB40,155,000.The difference of RMB25,155,000 between the consideration and the paid up capital of Shenzhen Koradior was recorded as a capital reserve.The Company has no portion of the grant date fa
235、ir value of unexercised share options granted to employees that has been recognised during six months ended 30 June 2019 in accordance with the accounting policy adopted for share-based payments(31 December 2018:Nil).(c)Capital redemption reserveCapital redemption reserve represents the nominal amou
236、nt of the shares repurchased.(d)Statutory reserveAs stipulated by regulations in the PRC,the Companys subsidiaries established and operated in the Mainland China are required to appropriate 10%of their after-tax-profit(after offsetting prior year losses)as determined in accordance with the PRC accou
237、nting rules and regulations,to the statutory surplus reserve until the reserve balance reaches 50%of the registered capital.The transfer to this reserve must be made before distribution of profits to parent companies.The statutory reserve can be utilised,upon approval by the relevant authorities,to
238、offset accumulated losses or to increase capital of the subsidiary,provided that the balance after such issue is not less than 25%of its registered capital.(e)Exchange reserveExchange reserve comprises all foreign exchange differences arising from the translation of financial statements of operation
239、s outside Mainland China which are dealt with in accordance with the accounting policies.(f)Capital managementThe Groups primary objectives when managing capital are to safeguard the Groups ability to continue as a going concern,so that it can continue to provide returns for its shareholders and ben
240、efits for other stakeholders,by pricing products commensurately with the level of risk and by securing access to finance at a reasonable cost.The Group actively and regularly reviews and manages its capital structure to maintain a balance between the higher shareholder returns that might be possible
241、 with higher levels of borrowings and the advantages and security afforded by a sound capital position,and makes adjustments to the capital structure in light of changes in economic conditions.The Group monitors its capital structure with reference to its debt position.The Groups strategy is to main
242、tain the equity and debt in a balanced position and ensure there are adequate working capital to service its debt obligations.The Groups debt to asset ratio,being the Groups total liabilities over its total assets,as at 31 December 2018 and 30 June 2019 was 29.39%and 39.47%respectively.Neither the C
243、ompany nor any of its subsidiaries are subject to externally imposed capital requirements.45Interim Report 2019Notes to the Unaudited Interim Financial Report(Expressed in Renminbi unless otherwise indicated)19 MATERIAL RELATED PARTY TRANSACTIONSDuring the periods ended 30 June 2019 and 2018,the dir
244、ectors are of the view that the following are related parties of the Group:Name of related partyRelationshipMr.Jin MingChairman of the Board and an executive Director of the CompanyMr.Wang SuminBrother-in-law of Mr.Jin MingMs.Chen LingmeiMother of Mr.Jin MingMr.Jin JingquanFather of Mr.Jin MingYingj
245、ia Fashion(Ganzhou)Co.,Ltd.*(“Ganzhou Yingjia”)(贏家時裝(贛州)有限公司)Ganzhou Yingjia is wholly owned by Shenzhen Ifashion,which in turn is a direct wholly-owned subsidiary of Shenzhen Yingjia Fashion Co.,Ltd.*(“Yingjia Fashion”)(深圳市贏家服飾有限公司),which is 53%and 47%owned by Ms.Chen Lingmei and Mr.Jin Jingquan re
246、spectivelyShenzhen Ifashion Cloud Technology Co.,Ltd.*(“Shenzhen Ifashion)(深圳市贏領智尚科技有限公司)Shenzhen Ifashion is a direct wholly-owned subsidiary of Yingjia Fashion*The English translation of the companies names is for reference only.The official names of these companies are in Chinese.46EEKA Fashion H
247、oldings LimitedNotes to the Unaudited Interim Financial Report(Expressed in Renminbi unless otherwise indicated)19 MATERIAL RELATED PARTY TRANSACTIONS(Continued)In addition to the related party information disclosed elsewhere in this interim financial report,the Group entered into the following mate
248、rial related party transactions:(a)Processing agreementSix months ended30 June 201930 June 2018RMB000RMB000 Processing fees incurred Ganzhou Yingjia and Shenzhen Ifashion49,03034,681 49,03034,681(b)Lease liabilitiesThe Group has rental contract with Mr.Wang Sumin.As at 30 June 2019,the Group had tot
249、al lease liabilities with Mr.Wang Sumin under non-cancellable lease falling due as follows:At 30 June 2019At 31 December 2018RMB000RMB000 Lease liabilities included in other payables and accruals current294 294(c)Acquisition of Property,Plant and EquipmentOn 4 December 2018,Shenzhen Jin Yuexin Inves
250、tment and Development Company Limited(“Jin Yuexin”),an indirect wholly-owned subsidiary of the Company,entered into two acquisition agreements with Mr.Jin Ming pursuant to which Mr.Jin Ming has agreed to sell and Jin Yuexin has agreed to purchase two properties situated at Unit 7G and Unit 8H,Zone B
251、,Shum Yip Terras Hongsong Building,Terra 6th Road North,Futian,Shenzhen,the PRC with a total gross floor area of approximately 1,020.82 sq.m.for a total cash consideration of RMB29,338,280.The acquisition was completed in January 2019.47Interim Report 2019Notes to the Unaudited Interim Financial Rep
252、ort(Expressed in Renminbi unless otherwise indicated)20 FAIR VALUE MEASUREMENT OF FINANCIAL INSTRUMENTSFair value hierarchyThe following table presents the fair value of the Groups financial instruments measured at the end of the reporting period on a recurring basis,categorised into the three-level
253、 fair value hierarchy.The level into which a fair value measurement is classified is determined with reference to the observability and significance of the inputs used in the valuation technique as follows:Level 1:Quoted prices in active markets for identical assets or liabilities at the measurement
254、 dateLevel 2:Observable inputs which fail to meet Level 1,and not using significant unobservable inputs which are inputs for which market data are not availableLevel 3:Fair value measured using significant unobservable inputsThe following table provides the fair value measurement hierarchy of the Gr
255、oups financial assets and liabilities for which fair values are disclosed:Fair value measurement as at 30 June 2019 usingQuoted price in active market(Level 1)Significant observable inputs(Level 2)Significant unobservable inputs(Level 3)TotalRMB000RMB000RMB000RMB000Equity Investment designated at fa
256、ir value through other comprehensive income43,27743,277Financial asset at fair value through profit or loss50,20050,20093,47793,47748EEKA Fashion Holdings LimitedNotes to the Unaudited Interim Financial Report(Expressed in Renminbi unless otherwise indicated)20 FAIR VALUE MEASUREMENT OF FINANCIAL IN
257、STRUMENTS(Continued)The fair values of the financial assets and liabilities 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 following methods and assumptions were used to estimate th
258、e fair values:The fair values of unlisted equity investments are based on a recent market transaction.The Group invests in unlisted investments,which represent wealth management products issued by banks in Mainland China.The Group has estimated the fair values of these unlisted investments by using
259、a discounted cash flow valuation model based on the market interest rates of instruments with similar terms and risks.21 NON-ADJUSTING EVENT AFTER THE REPORTING PERIODOn 25 March 2019,the Company entered into the acquisition agreement with Apex Noble,pursuant to which the Company agreed to acquire f
260、rom Apex Noble the entire issued share capital of Keen Reach Holdings Limited and the shareholders loan due to Apex Noble for a total consideration of HK$2,387,775,000.The acquisition agreement was approved by the independent shareholders by way of poll at the extraordinary general meeting held on 2
261、2 May 2019.The acquisition was completed in July 2019.22 COMPARATIVE FIGURESThe Group has initially applied IFRS 16 at 1 January 2019 using the modified retrospective method.Under this approach,comparative information is not restated.Further details of the changes in accounting policies are disclosed in note 3.