1、 1 Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited(the“Stock Exchange”)take no responsibility for the contents of this announcement,make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever ar
2、ising from or in reliance upon the whole or any part of the contents of this announcement.Icon Culture Global Company Limited(Incorporated in the Cayman Islands with limited liability)天泓文創國際集團有限公司(Stock Code:8500)ANNUAL RESULTS ANNOUNCEMENTFOR THE YEAR ENDED 31 DECEMBER 2024 AND RESUMPTION OF TRADIN
3、GCHARACTERISTICS OF GEM OF THE STOCK EXCHANGE OF HONG KONG LIMITED(THE“STOCK EXCHANGE”)GEM has been positioned as a market designed to accommodate small and mid-sized companies to which a higher investment risk may be attached than other companies listed on the Stock Exchange.Prospective investors s
4、hould be aware of the potential risks of investing in such companies and should make the decision to invest only after due and careful consideration.Given that the companies listed on GEM are generally small and mid-sized companies,there is a risk that securities traded on GEM may be more susceptibl
5、e to high market volatility than securities traded on the Main Board and no assurance is given that there will be a liquid market in the securities traded on GEM.This announcement,for which the directors(the“Directors”,each a“Director”)of Icon Culture Global Company Limited(the“Company”)collectively
6、 and individually accept full responsibility,includes particulars given in compliance with the Rules Governing the Listing of Securities on GEM(the“GEM Listing Rules”)for the purpose of giving information with regard to the Company.The Directors,having made all reasonable enquiries,confirm that to t
7、he best of their knowledge and belief,the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive,and there are no other matters the omission of which would make any statement herein or this announcement misleading.2 FINANCIAL HIGH
8、LIGHTS The Groups revenue amounted to approximately RMB21.9 million for the year ended 31 December 2024,representing a decreased of approximately RMB3.5 million or 13.7%as compared to approximately RMB25.4 million for the year ended 31 December 2023.The Groups gross profit margin decreased from appr
9、oximately 16.4%for the year ended 31 December 2023 to approximately-9.8%for the year ended 31 December 2024.Loss for the year ended 31 December 2024 amounted to approximately RMB17.8 million,representing a decrease of loss of approximately RMB66.8 million as compared to the loss for the year ended 3
10、1 December 2023 of approximately RMB84.6 million.The Group recorded basic loss per share for the year ended 31 December 2024 of approximately RMB0.06 as compared with basic loss per share of approximately RMB0.38 restated for the year ended 31 December 2023.The Board does not recommend the payment o
11、f a final dividend for the year ended 31 December 2024(2023:Nil).3 The board of the Directors(the“Board”)announces the audited consolidated results of the Company and its subsidiaries(the“Group”)for the year ended 31 December 2024 together with the comparative figures for the corresponding period in
12、 2023 as follows:CONSOLIDATED STATEMENT OF PROFIT OR LOSSFor the year ended 31 December 202420242023NotesRMB000RMB000Revenue421,94825,424Cost of sales(24,103)(21,260)Gross(loss)/profit(2,155)4,164Other income5200588Other net gains/(losses)5304(378)Selling expenses(2,200)(4,321)Administrative expense
13、s(9,060)(8,600)Impairment losses on property,plant and equipment6(c)(299)(226)Impairment losses on right-of-use assets6(c)(918)Impairment of prepayments to suppliers6(c)(1,082)(4,254)Impairment loss on trade and other receivables,and loan receivables under the expected credit loss model,net6(c)(3,35
14、1)(62,955)Loss from operations(17,643)(76,900)Finance costs6(a)(171)(885)Loss before taxation6(17,814)(77,785)Income tax7(6,862)Loss for the year attributable to equity shareholders of the Company(17,814)(84,647)(Restated)Loss per share(RMB)Basic9(a)(0.06)(0.38)Diluted9(b)(0.06)(0.38)4 CONSOLIDATED
15、STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOMEFor the year ended 31 December 202420242023RMB000RMB000Loss for the year attributable to equity shareholders of the Company(17,814)(84,647)Other comprehensive income/(expense)for the yearItem that will be reclassified subsequently to profit o
16、r loss:Exchange differences on translation of financial statements of entities not having Renminbi(“RMB”)as functional currency1,667(10)Other comprehensive income/(expense)for the year1,667(10)Total comprehensive expense for the year attributable to equity shareholders of the Company(16,147)(84,657)
17、5 CONSOLIDATED STATEMENT OF FINANCIAL POSITION31/12/202431/12/2023NotesRMB000RMB000Non-current assetsProperty,plant and equipment652Right-of-use assetsTotal non-current assets652Current assetsTrade receivables102,31611,190Other receivables,deposits and prepayments1151,4471,416Loan receivables11Restr
18、icted deposits with a bank77Cash and cash equivalents4,07013,667Total current assets57,84026,280Current liabilitiesTrade and other payables1211,07919,260Contract liabilities5,24912,464Bank loans4,5005,000Lease liabilities973Current taxation2,7962,886Total current liabilities23,62440,583Net current a
19、ssets/(liabilities)34,216(14,303)Net assets/(liabilities)34,868(14,303)Capital and reservesShare capital3,9061,596Reserves30,962(15,899)Total equity/(deficits)34,868(14,303)6 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS1.STATEMENT OF COMPLIANCEThe financial statements have been prepared in accorda
20、nce with all applicable Hong Kong Financial Reporting Standards(“HKFRSs”),which collective term includes all applicable individual Hong Kong Financial Reporting Standards,Hong Kong Accounting Standards(“HKASs”)and Interpretations issued by the Hong Kong Institute of Certified Public Accountants(“HKI
21、CPA”),accounting principles generally accepted in Hong Kong and the disclosure requirements of the Hong Kong Companies Ordinance.These financial statements also comply with the applicable disclosure provisions of the Rules Governing the Listing of Securities on GEM of the Stock Exchange.2.BASIS OF P
22、REPARATION OF FINANCIAL STATEMENTSIn determining the appropriate basis of preparation of the financial statements,the directors of the Company have reviewed the Groups cash flow projections prepared by management based on estimations of future revenue from integrated multimedia advertising services
23、and other products,future media costs,cost of other services and cost of inventories,committed and planned capital expenditure,and the availability of financing,which cover a period of at least 17 months from 31 December 2024.In respect of availability of financing,a substantial shareholder of the C
24、ompany has undertaken to provide financial support to the Group to the extent of RMB15,000,000 as necessary to ensure its continuing operation for a period of at least 18 months from the date of issue of the consolidated financial statements.The directors of the Company are of the opinion that the G
25、roup will have sufficient working capital to meet its financial obligations as and when they fall due and committed future capital expenditure within the next twelve months from the end of the current reporting period and that there are no material uncertainties in this respect which individually or
26、 collectively,may cast significant doubt on the Groups ability to continue as a going concern.The consolidated financial statements are presented in RMB,rounded to the nearest thousand except share data,which is the functional currency of the major subsidiary of the Group in Mainland China.The measu
27、rement basis used in the preparation of the financial statements is the historical cost basis.The preparation of financial statements in conformity with HKFRSs requires management to make judgements,estimates and assumptions that affect the application of policies and reported amounts of assets,liab
28、ilities,income and expenses.The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances,the results of which form the basis of making the judgements about carrying values of assets and liabilities th
29、at are not readily apparent from other sources.Actual results may differ from these estimates.The estimates and underlying assumptions are reviewed on an ongoing basis.Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that pe
30、riod,or in the period of the revision and future periods if the revision affects both current and future periods.7 3.APPLICATION OF AMENDMENTS TO HKFRSs AND REVISED INTERPRETATION(“INT”)Amendments to HKFRSs and revised Int that are mandatorily effective for the current yearIn the current year,the Gr
31、oup has applied the following amendments to HKFRSs and revised Int issued by the HKICPA to these financial statements for the first time,which are mandatorily effective for the current annual period for the preparation of the consolidated financial statements:Amendments to HKAS 1Presentation of fina
32、ncial statements Classification of liabilities as current or non-current(“2020 amendments”)and amendments to HKAS 1,Presentation of financial statements Non-current liabilities with covenants(“2022 amendments”)Amendments to HKFRS 16Leases lease liability in a sale and lease back Amendments to HKAS 7
33、Statement of cash flows and HKFRS 7,Financial instruments:Disclosures Supplier finance arrangements HK Int 5(Revised)Presentation of financial statements classification by the borrower of a term loan that contains a repayment on demand clauseThe application of the amendments to HKFRSs and revised In
34、t in the current year has had no material impact on the Groups financial positions and performance for the current and prior years and/or on the disclosures set out in these consolidated financial statements.Amendments to HKFRSs in issue but not yet effectiveUp to the date of issue of these financia
35、l statements,the HKICPA has issued a number of new or amended standards,which are not yet effective for the year ended 31 December 2024 and which have not been early applied in these financial statements.These developments include the following which may be relevant to the Group.Effective for accoun
36、ting periods beginning on or afterAmendments to HKFRS 9 and HKFRS 7,Amendments to the Classification and Measurement of Financial Instruments1 January 2026Amendments to HKFRS 10 and HKAS 28,Sale or Contribution of Assets between an Investor and its Associate or Joint VentureTo be determinedAmendment
37、s to HKFRS Accounting Standards,Annual Improvements to HKFRS Accounting Standards Volume 111 January 2026Amendments to HKAS 21,Lack of Exchangeability1 January 2025HKFRS 18,Presentation and Disclosure in Financial Statements1 January 2027The Group is in the process of making an assessment of what th
38、e impact of these developments is expected to be in the period of initial application.Except for the new HKFRS as disclosed in the below,so far it has concluded that the adoption of them is unlikely to have a significant impact on the consolidated financial statements.8 HKFRS 18 Presentation and Dis
39、closure in Financial StatementsHKFRS 18 Presentation and Disclosure in Financial Statements,which sets out requirements on presentation and disclosures in financial statements,will replace HKAS 1 Presentation of Financial Statements.This new HKFRS Accounting Standard,while carrying forward many of t
40、he requirements in HKAS 1,introduces new requirements to present specified categories and defined subtotals in the statement of profit or loss;provide disclosures on management-defined performance measures in the notes to the financial statements and improve aggregation and disaggregation of informa
41、tion to be disclosed in the financial statements.In addition,some HKAS 1 paragraphs have been moved to HKAS 8 Accounting Policies,Changes in Accounting Estimates and Errors and HKFRS 7,Minor amendments to HKAS 7 Statement of Cash Flows and HKAS 33 Earnings per Share are also made.4.REVENUE AND SEGME
42、NT REPORTING(a)RevenueThe principal activities of the Group are rendering of traditional offline media advertising,online media advertising,public relations,marketing campaigns and other services.During the year ended 31 December 2024,the Group initiated a new business for trading of goods;however,n
43、o revenue has been generated from this business yet.Further details regarding the Groups principal activities are disclosed in note 4(b).9 Disaggregation of revenueDisaggregation of revenue from contracts with customers by major service lines is as follows:20242023RMB000RMB000Revenue from contracts
44、with customers within the scope of HKFRS 15Disaggregated by major service linesTraditional offline media advertising services Outdoor platforms(acting as a principal)10,88116,915 Outdoor platforms(acting as an agent)22Subtotal10,90316,915Online media advertising services acting as a principal3,8305,
45、501 acting as an agent13100Subtotal3,8435,601Public relations,marketing campaigns and other services*acting as a principal6,3802,908 acting as an agent822Subtotal7,2022,90821,94825,424*Revenue from public relations,and marketing campaigns includes revenue of sales of consumer goods of Nil for the ye
46、ar ended 31 December 2024(2023:RMB612,000).The Groups total turnover before agency deductions amounted to RMB28,516,000(2023:RMB35,504,000)for the year ended 31 December 2024.Agency deductions represented direct costs incurred for certain service contracts in which the Group is determined,for financ
47、ial reporting purposes,to have acted as agent in providing services to customers and hence the amounts of agency deductions were excluded in arriving at the amounts recognised as revenue and cost of sales presented in the consolidated statement of profit or loss.Disaggregation of revenue from contra
48、cts with customers by timing of recognition of revenue is disclosed in note 4(b)(i).10 The Groups customers from whom revenue earned have exceeded 10%of the Groups revenue in the respective year are set out below:20242023RMB000RMB000Customer A3,906Customer B5,283Customer C3,4103,432Customer D2,6513,
49、2619,96711,976(b)Segment reportingThe Group manages its businesses by divisions,which are organised by business lines.In a manner consistent with the way in which information is reported internally to the Groups most senior executive management for the purposes of resource allocation and performance
50、 assessment,the Group has presented the following reportable segments.No operating segments have been aggregated to form the following reportable segments.Traditional offline media advertising services:operation of media advertising services on indoor(such as television and other broadcasting channe
51、ls,newspapers and journals)and outdoor(such as public transports,elevators and lifts)platforms;Online media advertising services:operation of media advertising services on selected websites,online social media groups and applications;Other services:operation of devising strategies,formulating advert
52、ising solutions,co-ordinating with media platforms as well as organising and executing campaigns;Others:trading of goods including plastic pellets and electronic consumer products.This is identified as a new operating segment of the Group after the Group initiated the new business of trading of good
53、s during the year ended 31 December 2024.11(i)Segment results,assets and liabilitiesFor the purposes of assessing segment performance and allocating resources between segments,the Groups senior executive management monitors the results attributable to each reportable segment on the following bases:R
54、evenue and costs are allocated to the reportable segments with reference to sales generated by those segments and the costs incurred by those segments without allocation of unallocated depreciation of property,plant and equipment and right-of-use assets,gain on disposal of property,plant and equipme
55、nt,loss on write-off of property,plant and equipment,finance costs,other net gains,other income,other net losses,selling expenses,impairment losses on current and non-current assets,and unallocated expenses(including corporate expenses).Assistance provided by one segment to another,including sharing
56、 of assets,is not measured.The Groups senior executive management is provided with segment information concerning segment revenue and profit.Segment assets and liabilities are not reported to the Groups senior executive management regularly.The measure used for reporting segment profit is“adjusted E
57、BITDA”i.e.“adjusted earnings before finance costs,interest income,taxes and depreciation and amortisation”,where“interest”is regarded as including investment income and“depreciation and amortisation”is regarded as including impairment losses on current and non-current assets.To arrive at adjusted EB
58、ITDA the Groups earnings are further adjusted for items not specifically attributed to individual segments,such as staff costs,directors and auditors remuneration and other head office or corporate administration costs.Disaggregation of revenue from contracts with customers by the timing of revenue
59、recognition,as well as information regarding the Groups reportable segments as provided to the Groups most senior executive management for the purposes of resource allocation and assessment of segment performance for each of the years ended 31 December 2024 and 2023 is set out below.12 For the year
60、ended 31 December 2024Traditional offline media advertising servicesOnline media advertising servicesOther servicesOthersUnallocatedTotalRMB000RMB000RMB000RMB000RMB000RMB000Disaggregated by timing of revenue recognitionPoint in time2,0243,2885,94211,254Over time8,8795551,26010,694Reportable segment
61、revenue10,9033,8437,20221,948Reportable segment profit/(loss)(adjusted EBITDA)3,766(638)(2,516)612Amounts included in the measure of segment profit/(loss)(adjusted EBITDA)Depreciation of property,plant and equipmentAmounts regularly reported to the most senior executive management but not included i
62、n the measure of segment profit/(loss)(adjusted EBITDA)(Gain)on disposal of property,plant and equipment(66)(66)Impairment of property,plant and equipment299299Impairment of prepayments to suppliers for trading of goods(1,082)(1,082)Reversal of impairment loss on trade and other receivables under th
63、e expected credit loss model,net(7,264)(2,560)(4,799)(35)(14,658)13 For the year ended 31 December 2023Traditional offline media advertising servicesOnline media advertising servicesOther servicesUnallocatedTotalRMB000RMB000RMB000RMB000RMB000Disaggregated by timing of revenue recognitionPoint in tim
64、e1,2657342,2434,242Over time15,6504,86766521,182Reportable segment revenue16,9155,6012,90825,424Reportable segment profit(adjusted EBITDA)6,8261961,1298,151Amounts included in the measure of segment profit(adjusted EBITDA)Depreciation of property,plant and equipment213147360Amounts regularly reporte
65、d to the most senior executive management but not included in the measure of segment profit(adjusted EBITDA)Depreciation of right-of-use assets2,2182,218Loss on write-off of property,plant and equipment788788Impairment of property,plant and equipment226226Impairment of right-of-use assets918918Impai
66、rment of prepayments to suppliers4,2544,254Impairment losses on trade and other receivables under the expected credit losses model,net of reversal40,81022,86362(780)62,955 14(ii)Reconciliations of reportable segment profit20242023RMB000RMB000Reportable segment profit6128,151Depreciation Property,pla
67、nt and equipment(96)(158)Right-of-use assets(2,218)Gain on disposal/(loss on write-off)of property,plant and equipment66(788)Finance costs(171)(885)Other income200588Other net gains/(losses)238(378)Selling expenses(2,200)(4,321)Impairment losses on property,plant and equipment(299)(226)Impairment lo
68、sses on right-of-use assets(918)Impairment of prepayments to suppliers(1,082)(4,254)Reversal of impairment loss/(impairment losses)on trade and other receivables under the expected credit loss model,net 14,658(62,955)Impairment losses on deposits and loan receivables under the expected credit loss m
69、odel(18,009)Unallocated head office and corporate expenses and other expenses(11,731)(9,423)Consolidated loss before taxation(17,814)(77,785)(iii)Geographic informationAll of the Groups revenue are generated in the PRC.15 5.OTHER INCOME AND OTHER NET GAINS/(LOSSES)Other income20242023RMB000RMB000Int
70、erest income865Government grants(note(i)23441Others91142200588Note:(i)Government grants represent various forms of incentives and subsidies granted to the Group unconditionally by the local government authorities in the PRC.Other net gains/(losses)20242023RMB000RMB000Gain arising from derecognition
71、of right-of-use assets and lease liabilities upon early termination of leases105Gain on disposal of property,plant and equipment66Compensation paid for early termination of leases(456)Net exchange gain238Forfeited rental deposit upon early termination of leases(29)Others2304(378)16 6.LOSS BEFORE TAX
72、ATIONLoss before taxation is arrived at after charging:(a)Finance costs20242023RMB000RMB000Interest on bank loans149708Interest on lease liabilities22177171885(b)Staff costs(including directors emoluments)20242023RMB000RMB000Salaries and wages6,3637,556Bonuses439467Other benefits483588Contributions
73、to retirement schemes1,3331,4108,61810,021Employees of the Groups PRC subsidiary are required to participate in a defined contribution scheme administered and operated by the local municipal governments.The Groups PRC subsidiary contributes funds which are calculated on certain percentages of the em
74、ployee salary as agreed by the local municipal government to the scheme to fund the retirement benefits of the employees.The Group has no other material obligations for payments of pension benefits beyond the contributions to retirement schemes described above.17(c)Other items20242023RMB000RMB000Med
75、ia costs(note(i)11,61516,471Costs for public relations,marketing campaigns and other services9,7161,77721,33118,248Depreciation charge Property,plant and equipment96518 Right-of-use assets2,218962,736(Reversal)/recognition of impairment losses for Trade receivables(note ii)(14,623)63,735 Other recei
76、vables(35)(780)Deposits paid for acquisition of investments7,934 Loan receivables10,0753,35162,955 Property,plant and equipment299226 Right-of-use assets918 Prepayments to suppliers1,0824,254Auditors remuneration audit services770620 overprovision in prior year(58)712620Legal and professional expens
77、es2,8351,239(Gain on disposal)/loss on write-off of property,plant and equipment(66)788Note:(i)Amount mainly represented direct costs incurred for costs of advertising resources for display of advertisements,costs of online media platforms,costs of publishing services and costs of promotional materi
78、als and services.These direct costs are included in cost of sales.(ii)For the year ended 31 December 2024,reversal of impairment losses for trade receivables was mainly due to successful recovery of trade debts during the year.18 7.INCOME TAX IN THE CONSOLIDATED STATEMENT OF PROFIT OR LOSSTaxation i
79、n the consolidated statement of profit or loss represents:20242023RMB000RMB000Current tax expenseProvision for PRC income tax for the year235Deferred tax expenseOrigination and reversal of temporary differences6,6276,8628.DIVIDENDSFor the year ended 31 December 2024,no dividend has been proposed(202
80、3:Nil).9.LOSS PER SHARE(a)Basic loss per shareThe calculation of basic loss per share is based on the loss attributable to equity shareholders of the Company for the year of RMB17,814,000(2023:loss of RMB84,647,000)and the weighted average of 322,395,511 ordinary shares(2023(restated):224,324,324 or
81、dinary shares)in issue during the year.The weighted average number of ordinary shares for the year ended 31 December 2024 for the purpose of basic loss per share have been adjusted for the bonus element of the rights issue of shares during the year ended 31 December 2024 which was completed in Augus
82、t 2024.The basic loss per share for the year ended 31 December 2023 was restated as the weighted average number of ordinary shares has been retrospectively adjusted for the bonus element of the rights issue of shares in August 2024.(b)Diluted loss per shareDuring the years ended 31 December 2024 and
83、 2023,there were no potential ordinary shares in issue.19 10.TRADE RECEIVABLES20242023RMB000RMB000CurrentTrade debtors82,795106,292Less:Impairment losses(80,479)(95,102)2,31611,190(a)Ageing analysisAs of 31 December 2024,the ageing analysis of trade receivables,based on the invoice date which approx
84、imates to the date of revenue recognition and net of loss allowance,is as follows:20242023RMB000RMB000Within 1 month5981,0691 to 3 months3683383 to 12 months1,3509,7832,31611,190Trade receivables are due 90 days to 180 days from the date of revenue recognition(2023:90 days to 180 days).20 11.OTHER R
85、ECEIVABLES,DEPOSITS AND PREPAYMENTS,AND LOAN RECEIVABLES20242023RMB000RMB000Prepayments for media costs6,9491,079Prepayments to suppliers for media services(note 1)4,2544,254Less:Impairment losses(4,254)(4,254)SubtotalPrepayments to suppliers for trading of goods(note 2)35,701Less:Impairment losses(
86、1,082)Subtotal34,619Deposits paid for acquisition of investments(note 3)14,093Less:Impairment losses(7,934)Subtotal6,159Others(note 5)5,2851,937Less:Impairment losses(1,565)(1,600)Subtotal3,720337Total of other receivables,deposits and prepayments51,4471,416Loan receivables(note 4)10,075Less:Impairm
87、ent losses(10,075)Subtotal51,4471,416All of the other receivables,deposits and prepayments are expected to be recovered or recognised as expense within one year.Note 1:This includes RMB4,000,000(2023:RMB4,000,000)paid to the supplier of the advertising services in the contractual arrangement in whic
88、h the Group acts as agent.21 Note 2:At 31 December 2024,balance mainly represented advance payments to certain suppliers for purchases of goods for resale.The carrying amount(net of impairment losses)of prepayments to suppliers for the trading operation of the Group as at 31 December 2024 was RMB34,
89、619,000(2023:Nil).The carrying amount(net of impairment losses)has been determined based on a valuation,which adopted general approach for assessment of ECL,carried out by an independent valuer not connected with the Group.Accordingly,an impairment of RMB1,082,000(2023:Nil)has been recognised in pro
90、fit or loss during the year.Included in the gross balance is an amount of RMB28,185,000(2023:Nil)for advance payments to a supplier who is a shareholder of the Company holding approximately 9.26%(2023:nil)in the issued share capital of the Company as at 31 December 2024 and the corresponding amount
91、of impairment loss recognised is RMB855,000(2023:Nil).Note 3:At 31 December 2024,balance mainly represented refundable deposits paid for potential investments in unlisted equities in various Hong Kong,non-Hong Kong and PRC entities.The carrying amount(net of impairment losses)of refundable deposits
92、paid as at 31 December 2024 was RMB6,159,000(2023:Nil).The carrying amount(net of impairment losses)has been determined based on a valuation,which adopted general approach for assessment of ECL,carried out by an independent valuer not connected with the Group.Accordingly,ECL of RMB7,934,000(2023:Nil
93、)has been recognised in profit or loss during the year.Note 4:At 31 December 2024,balance mainly represented loans to various individuals.At 31 December 2024,the entire balance is unsecured,interest bearing at 2%per month and repayable within one year.Subsequent to the end of the reporting period,al
94、l loan receivables were defaulted.The carrying amount(net of impairment losses)of loan receivables as at 31 December 2024 was nil(2023:Nil).The carrying amount(net of impairment losses)has been determined based on a valuation,which adopted general approach for assessment of ECL,carried out by an ind
95、ependent valuer not connected with the Group.Accordingly,ECL of RMB10,075,000(2023:Nil)has been recognised in profit or loss during the year.Note 5:At 31 December 2024,included in the balance is an amount of RMB939,000 for an advance to an individual,which is unsecured,non-interest bearing and repay
96、able within one year.Subsequent to the end of the reporting period,the amount is fully repaid.The carrying amount(net of impairment losses)of unsecured advance to an individual as at 31 December 2024 was RMB924,000(2023:Nil).The carrying amount(net of impairment losses)has been determined based on a
97、 valuation,which adopted general approach for assessment of ECL,carried out by an independent valuer not connected with the Group.Accordingly,ECL of RMB15,000(2023:Nil)has been recognised in profit or loss during the year.22 12.TRADE AND OTHER PAYABLES20242023RMB000RMB000Trade payables4,17911,918Oth
98、er tax payables89160Payroll payables547513Receipts in advance4,0004,000Other payables and accrued charges2,2642,66911,07919,260All of the trade and other payables as at 31 December 2024 are expected to be settled within one year or are repayable on demand.The credit period granted by the suppliers i
99、s between 30 and 180 days(2023:between 30 and 180 days).As of the end of each of the reporting period,the ageing analysis of trade payables,based on the invoice date,is as follows:20242023RMB000RMB000Within 1 month8168401 to 3 months1,5957443 to 12 months332,582Over 12 months1,7357,7524,17911,918 23
100、 MANAGEMENT DISCUSSION AND ANALYSIS BUSINESS REVIEWBUSINESS REVIEWThe Group is an integrated multimedia advertising and marketing service provider based in Guangzhou,the PRC,providing advertising and marketing solutions to our brand customers.Services we provide include(i)traditional offline media,i
101、ncluding Out-of-home(“OOH”)and indoor media platforms;(ii)online media,including web portals,e-commerce platforms and social seeding platforms;and(iii)integrated multimedia platforms,including creative design,public relations,campaigns and other services.We focus on offering our clients services suc
102、h as developing marketing and advertising strategies,identifying and sourcing the most appropriate advertising resources and delivery formats,and providing integrated marketing and holistic operation in order to maximise the effectiveness of brand and product promotion for our clients,while at the s
103、ame time,to facilitate our clients to realise a complete closed-loop promotion from brand awareness,marketing effectiveness to product sales volume and digital empowerment.The year 2024 proved to be another challenging year.The Groups operations continued to suffer from the impact of the scarring ef
104、fect of the pandemic.For the financial year ended 31 December 2024(the“Year”),the Group recorded revenue of approximately RMB21.9 million,representing a year-on-year decrease of 13.7%as compared to 2023.A net loss of approximately RMB17.8 million was recorded during the Year(2023:approximately RMB84
105、.6 million).The decrease in net loss was mainly attributable to(i)the Groups decreased provision of credit loss allowance in respect of the trade receivables.PROSPECTSLooking forward to 2025,adjustments to macroeconomic policy will likely intensify further to boost domestic demand.The Group is well-
106、prepared to seize the opportunities arising from market recovery proactively.We will formulate a clear business strategy,adjust the team structure and flexibly respond to the changing market conditions and customer demands to turn these opportunities into driving forces for business growth and maint
107、ain the sustainable development of the Group.Specific strategies include:1.We will consolidate and maintain traditional OOH,community and mass transportation media customer business opportunities,boldly develop social short videos,new media operations and AIGC innovative technology resources;profoun
108、dly develop technology,manufacturing,comprehensive health,liquor and other top industries,reinforce the foundation of the business and achieve steady growth in revenue.24 2.We will explore and expand the scope and the extent of emerging services in line with the requirements of the national developm
109、ent strategy.With culture and creativity as our core genes and strengths,the Group will continue to integrate innovative marketing technologies and focus on nurturing a creative content team in order to build the Company into a full-service marketing company with the ability to continuously innovate
110、 content.We hope that the development of the new business will effectively diversify the Companys operational risks,enhance the core competitiveness of our team and create strong synergies with our existing business.3.The Government of Hong Kong Special Administrative Region has recently strengthene
111、d the regulation of Web3(the third generation of the World Wide Web)and virtual digital assets industries while heavily promoting their positive development.In view of this,the Group is also considering expanding into Web3,virtual digital assets and metaverse technological applications and actively
112、exploring the marketisation of new technologies such as Web3,metaverse,virtual digital assets,AI(artificial intelligence)and RWA(real-world assets),which will yield new commercialisation of business opportunities.FINANCIAL REVIEWRevenueFor the Year,the Groups revenue amounted to RMB21.9 million,repr
113、esenting a decrease of 13.7%(2023:RMB25.4 million).As the development of macro-economic slowed down,a majority of brand customers cut their marketing budget during the Year.Revenue from traditional offline media advertising services decreased by 35.5%to approximately RMB10.9 million as compared to 2
114、023.Cost of salesCost of sales for the Year amounted to approximately RMB24.1 million(2023:RMB21.3 million).The increase was mainly resulted from the increase in cost of marketing campaigns and other services.Gross profit/(loss)and gross profit/(loss)marginGross loss amounted to approximately RMB2.2
115、 million for the Year(2023:gross profit of RMB4.2 million).Gross loss margin amounted to approximately 9.8%for the Year(2023:gross profit margin of 16.4%).Other revenueOther revenue amounted to approximately RMB0.2 million for the Year(2023:RMB0.6 million).Other revenue for the Year mainly consisted
116、 of government grants of approximately RMB0.02 million(2023:RMB0.4 million).25 Selling expensesSelling expenses amounted to approximately RMB2.2 million for the Year(2023:RMB4.3 million).Administrative expensesAdministrative expenses for the Year amounted to approximately RMB9.1 million(2023:RMB8.6
117、million).Impairment losses on trade and other receivablesImpairment losses on trade and other receivables for the Year amounted to approximately RMB3.4 million(2023:RMB63.0 million).The decrease is due to the fact that the Group decreased provision of credit loss allowance in trade and other receiva
118、bles.Finance costsFinance costs amounted to approximately RMB0.2 million for the Year(2023:RMB0.9 million).The finance costs mainly comprised of interest expense for the Groups short-term bank loan of approximately RMB0.1 million(2023:RMB0.7 million).Income taxThe Group recorded income tax expense o
119、f approximately RMB0 million for the Year(2023:income tax expense of approximately RMB6.9 million).The Group did not recognise deferred tax asset from the cumulative tax loss and cumulative expected credit losses on trade and other receivables until which would be utilised against future taxable pro
120、fit,if any,within the coming five years.Loss for the Year attributable to equity Shareholders of the CompanyFor the Year,the Group recorded loss attributable to equity Shareholders of the Company of RMB17.8 million(2023:RMB84.6 million).The decrease was mainly because the Group decreased provision o
121、f credit loss allowance in trade and other receivables.Basic loss per shareThe Company recorded basic loss per share for the year ended 31 December 2024 of approximately RMB0.06 as compared with basic loss per share of approximately RMB0.38 for the year ended 31 December 2023.26 LIQUIDITY,FINANCIAL
122、RESOURCESThe Groups working capital and other capital requirements were principally satisfied by cash generated from the Groups operations and bank borrowings.As at 31 December 2024,the Groups net current assets amounted to approximately RMB34.2 million(as at 31 December 2023:net current liabilities
123、 of RMB14.3 million),and its liquidity as represented by current ratio(calculated by dividing current assets by current liabilities)was 2.4 times at 31 December 2024(as at 31 December 2023:0.6 times).Cash and cash equivalents amounted to approximately RMB4.1 million(as at 31 December 2023:approximat
124、ely RMB13.7 million).As at 31 December 2024,the Group had an outstanding bank loan with fixed interest rate of RMB4.5 million(as at 31 December 2023:RMB5.0 million).Therefore,gearing ratio of the Group,calculated by dividing bank loans by total equity,was 12.9%(as at 31 December 2023:-35.0%).CAPITAL
125、 STRUCTUREThere has been changes in the capital structure of the Group during the Year.Issue of new shares of 36,000,000 under placing were issued during the year and issue of new shares under rights issue of 216,000,000 were issued during the year.The share capital of the Company only comprises of
126、ordinary shares.As at 31 December 2024,the Company had 432,000,000 ordinary shares at par value of HK$0.01 each(the“Share(s)”)in issue.CAPITAL COMMITMENTSAs at 31 December 2024,the Group did not have any significant capital commitment.CONTINGENT LIABILITIESIn respect of the contractual arrangement i
127、nvolving the service contract whereby the Group acts as agent as disclosed in note 28 in the Groups consolidated financial statements for the year ended 31 December 2023,as at 31 December 2024,the directors of the Company estimated that the possibility of legal claims from the supplier and possible
128、obligation of the Group for an outflow of cash for an additional amount of RMB4,000,000,representing the balance of contract sum with the supplier under the contractual arrangement,may or may not materialise in future and are subject to one or more uncertain future events not wholly within the contr
129、ol by the Group,even though the Group considered that the supplier to the contractual arrangement had not satisfied all its performance obligations under the contract arrangement.27 PLEDGE OF ASSETSAs at 31 December 2024,the Group pledged accounts receivable with gross amount of RMB12.1 million(2023
130、:5.6 million)to secure RMB4.5 million of bank borrowings of the Group.Save for the above,the Group did not have any charges on its assets.EMPLOYEE INFORMATIONAs at 31 December 2024,the Group had 36 full-time employees(2023:43 full-time employees),including the Directors.Total remuneration for the ye
131、ar ended 31 December 2024 was approximately RMB8.6 million(2023:RMB10.0 million).To ensure that the Group is able to attract and retain staff capable of attaining the best performance levels,remuneration packages are reviewed on a regular basis.FOREIGN CURRENCY EXPOSUREIndividual companies within th
132、e Group has limited foreign currency risk as most of the transactions are denominated in the same currency as the functional currency of the operations in which they relate.As at 31 December 2024,the Group did not have a foreign currency hedging policy in respect of its foreign currency transactions
133、,assets and liabilities.SIGNIFICANT INVESTMENTS,MATERIAL ACQUISITIONS AND DISPOSAL OF SUBSIDIARIES,ASSOCIATES,JOINT VENTURES AND CAPITAL ASSETSThe Group did not have any significant investments,material acquisitions and disposals of subsidiaries,associates,joint ventures and capital assets during th
134、e Year.FUTURE PLANS FOR SIGNIFICANT INVESTMENTS AND CAPITAL ASSETSThe Group currently has no other plan for significant of each investment and capital assets.DIVIDENDThe Board has resolved not to recommend the payment of a final dividend for the Year(2023:nil).CORPORATE GOVERNANCE PRACTICESThe Board
135、 of the Company is committed to achieving good corporate governance standards.The Board believes that good corporate governance standards are essential in providing a framework for the Group to safeguard the interests of the Shareholders,enhance corporate value,formulate its business strategies and
136、policies,and enhance its transparency and accountability.28 The Company has applied the principles and practices as set out in the Corporate Governance Code(the“CG Code”)contained in Appendix C1 to the GEM Listing Rules and has adopted the CG Code as the code to govern the Companys corporate governa
137、nce practices.The Company has in place a corporate governance framework and has established a set of policies and procedures based on the CG Code.Such policies and procedures provide the infrastructure for enhancing the Boards ability to implement governance and exercise proper oversight on business
138、 conduct and affairs of the Company.Throughout the year ended 31 December 2024,the Company has complied with the code provisions as set out in the CG Code.The Company will periodically review and improve its corporate governance practices with reference to the latest development of corporate governa
139、nce.PURCHASE,SALE OR REDEMPTION OF THE LISTED SECURITIES OF THE COMPANYDuring the year ended 31 December 2024,neither the Company nor any of its subsidiaries has purchased,sold or redeemed any of the Companys listed securities.CODE OF CONDUCT REGARDING SECURITIES TRANSACTIONS BY DIRECTORSThe Company
140、 has adopted the Required Standard of Dealings as the code for securities transactions by the Directors on the guidelines as set out in Rules 5.48 to 5.67 of the GEM Listing Rules.Further,the Company had made specific enquiry with all Directors and each of them has confirmed his/her compliance with
141、the Required Standard of Dealings during the year ended 31 December 2024.The Company has also adopted written guidelines as the code for securities transactions by relevant employees of the Group who are likely to possess inside information in relation to the Company or its securities based on the R
142、equired Standard of Dealings as set out in Rules 5.48 to 5.67 of the GEM Listing Rules.No incidence of non-compliance of this code by the relevant employees was noted by the Company.29 SUFFICIENCY OF PUBLIC FLOATBased on the information that is publicly available to the Company and within the knowle
143、dge of the Directors,at least 25%of the Companys total issued shares were held by the public as required under the GEM Listing Rules during the year ended 31 December 2024 and up to the date of this announcement.AUDIT COMMITTEEThe Company established an audit committee(“Audit Committee”)with written
144、 terms of reference in compliance with Rule 5.28 of the GEM Listing Rules and code provision D.3.3 of the CG Code.The Audit Committee consists of three independent non-executive Directors,namely Ms.Tam Hon Shan Celia,Mr.Tian Tao and Mr.Liu Lihan.Ms.Tam Hon Shan Celia possesses the appropriate profes
145、sional accounting qualifications and related financial management expertise as required in Rule 5.05(2)of the GEM Listing Rules,and she serves as the chairperson of the Audit Committee.The primary duties of the Audit Committee are to assist the Board in providing an independent review of the effecti
146、veness of the Groups internal audit function,financial reporting process,internal control and risk management systems,and to oversee the audit process.The Audit Committee had reviewed the audited final results of the Company for the year ended 31 December 2024.SCOPE OF WORK OF THE INDEPENDENT AUDITO
147、RThe figures in respect of the Groups consolidated statement of profit or loss,consolidated statement of profit or loss and other comprehensive income,consolidated statement of financial position and the related notes thereto for the year ended 31 December 2024 as set out in the preliminary announce
148、ment have been agreed by the Groups auditor,Fan,Chan&Co.Limited,to the amounts set out in the Groups audited consolidated financial statements for the year ended 31 December 2024.The work performed by Fan,Chan&Co.Limited in this respect did not constitute an assurance engagement and consequently no
149、opinion or assurance conclusion has been expressed by Fan,Chan&Co.Limited on the preliminary announcement.30 RESUMPTION OF TRADINGAt the request of the Company,trading in the shares of the Company on GEM of the Stock Exchange has been suspended with effect from 9:00 a.m.on 1 April 2025,pending the r
150、elease of the annual results of the Company for the year ended 31 December 2024 contained in this announcement.Upon the publication of this announcement,an application has been made to the Stock Exchange for the resumption of trading in the shares of the Company on GEM of the Stock Exchange with eff
151、ect from 9:00 a.m.on 21 May 2025.For and on behalf ofIcon Culture Global Company LimitedYao TongExecutive DirectorHong Kong,20 May 2025As at the date of this announcement,the executive Directors are Mr.Yao Tong,Ms.Liang Wei,Mr.Liu Biao and Ms.Li Chi Ying;the non-executive Director is Mr.Chen Zongxia
152、n,and the independent non-executive Directors are Ms.Tam Hon Shan Celia,Mr.Tian Tao and Mr.Liu Lihan.This announcement,for which the Directors collectively and individually accept full responsibility,includes particulars given in compliance with the GEM Listing Rules for the purpose of giving inform
153、ation with regard to the Company.The Directors,having made all reasonable enquiries,confirm that to the best of their knowledge and belief,the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive,and there are no other matters t
154、he omission of which would make any statement herein or this announcement misleading.This announcement will remain on the“Latest Listed Company Information”page at www.hkexnews.hk for at least 7 days from the date of its publication.This announcement will also be published and will remain on the website of the Company at .