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CMON Limited Interim / Quarterly Report 2022

Aug 29, 2022

50172_rns_2022-08-29_37d0c4a3-cda9-4641-b44d-71436a187434.pdf

Interim / Quarterly Report

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited 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 arising from or in reliance upon the whole or any part of the contents of this announcement.

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CMON LIMITED

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1792)

INTERIM RESULTS ANNOUNCEMENT FOR THE SIX MONTHS ENDED 30 JUNE 2022

INTERIM RESULTS

The board (the “ Board ”) of directors (the “ Directors ”) of CMON Limited (the “ Company ”) is pleased to announce the unaudited condensed consolidated financial results of the Company and its subsidiaries (collectively, the “ Group ”) for the six months ended 30 June 2022 together with the comparative figures for the six months ended 30 June 2021 as follows:

CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

For the six months ended 30 June 2022

Notes
Revenue
2, 3
Cost of sales
Gross profit
Other income
Other gain, net
5
Selling and distribution expenses
General and administrative expenses
Six months ended 30 June
2022
2021
(Unaudited)
(Unaudited)
US$
US$ 15,192,007
15,111,314
(8,320,159)
(8,480,456)
6,871,848
6,630,858
73,096
137,011
4,975
16,301
(2,508,956)
(2,833,282)
(4,124,244)
(3,756,570)

– 1 –

Notes
Operating profit
Finance costs
Profit before income tax
Income tax expense
6
Profit after income tax
4
Other comprehensive gain/(loss)
Profit and total comprehensive gain for the period
attributable to equity holders of the Company
Earnings per share attributable to equity holders
of the Company during the period
7
Six months ended 30 June
2022
2021
(Unaudited)
(Unaudited)
US$
US$ 316,719
194,318
(161,004)
(146,628)
155,715
47,690
(21,356)
(11,969)
134,359
35,721
4,022
(2,480)
138,381
33,241
0.00008
0.00002

– 2 –

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at 30 June 2022

Note
ASSETS
Non-current assets
Property, plant and equipment
9
Intangible assets
10
Convertible bond loan issued by related party
13
Rights-of-use assets
Current assets
Inventories
Trade and other receivables
11
Prepayments and deposits
Pledged deposit
Cash and cash equivalents
Total assets
EQUITY
Share capital
12
Share premium
Retained earnings
Capital reserves
Share-based compensation reserves
Exchange reserves
Total equity
As at
30 June
2022
As at
31 December
2021
(Unaudited)
(Audited)
US$
US$ 18,056,167
17,204,642
11,251,781
10,682,672
280,000

422,290
358,564
30,010,238
28,245,878
2,306,231
1,401,512
2,702,134
276,801
6,494,783
3,389,970
199,400
199,400
2,934,961
3,090,120
14,637,509
8,357,803
44,647,747
36,603,681
11,700
11,700
12,384,133
12,384,133
4,235,335
4,100,976
780,499
780,499
881,459
881,459
(58,404)
(62,426)
18,234,721
18,096,341

– 3 –

As at As at
30 June 31 December
2022 2021
(Unaudited) (Audited)
Note US$ US$
LIABILITIES
Non-current liabilities
Bank Borrowings 5,757,930 5,094,193
Deferred income tax liabilities 2,029,804 2,394,887
Lease liabilities 377,211 306,767
8,164,945 7,795,847
Current liabilities
Trade payables
Accruals and other payables 296,202 427,459
Bank borrowings 3,233,025 3,216,344
Amount due to ultimate holding company 13 3
Income tax payable 261,721 43,051
Contract liabilities 14 14,369,270 6,919,605
Lease liabilities 87,863 105,031
18,248,081 10,711,493
Total liabilities 26,413,026 18,507,340
Total equity and liabilities 44,647,747 36,603,681

– 4 –

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY For the six months ended 30 June 2022

Share Share Retained Capital Shared Based Exchange
Capital Premium Earnings Reserves Reserves Reserves Total
US$ US$ US$ US$ US$ US$ US$
At 1 January 2022 (Audited) 11,700 12,384,133 4,100,976 780,499 881,459 (62,426) 18,096,341
Comprehensive income
Profit for the period (unaudited) 134,359 134,359
Other comprehensive income
(unaudited) 4,022 4,022
Employee share option granted
(unaudited)
Total comprehensive income 134,359 4,022 138,381
At 30 June 2022 (Unaudited) 11,700 12,384,133 4,235,335 780,499 881,459 (58,404) 18,234,721
At 1 January 2021 (Audited) 11,700 12,384,133 3,594,517 780,499 910,304 (58,404) 17,622,749
Comprehensive income
Profit for the period (unaudited) 35,721 35,721
Other comprehensive loss
(unaudited) (2,480) (2,480)
Employee share option granted
(unaudited)
Total comprehensive income/(loss) 35,721 (2,480) 33,241
At 30 June 2021 (Unaudited) 11,700 12,384,133 3,630,238 780,499 910,304 (60,884) 17,655,990

– 5 –

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

For the six months ended 30 June 2022

Net cash generated from operating activities
Net cash used in investing activities
Net cash generated from financing activities
Net (decrease)/increase in cash and cash equivalents
Cash and cash equivalents at beginning of period
Exchange difference
Cash and cash equivalents at end of the period
Six months ended 30 June
2022
2021
(Unaudited)
(Unaudited)
US$
US$ 2,978,625
5,984,241
(4,458,950)
(3,381,345)
1,321,144
333,627
(159,181)
2,936,523
3,090,120
509,585
4,022
(2,480)
2,934,961
3,443,628

– 6 –

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1. BASIS OF PREPARATION

The preparation of unaudited consolidated results in conformity with IFRSs requires the management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets, liabilities, income and expenses on a year to date basis. Actual results may differ from these estimates.

(a) Application of new and amendments to IFRSs

In the current period, the accounting policies applied are consistent with those of the consolidated financial statements for the year ended 31 December 2021, as described in those consolidated financial statements and no new policy was introduced for application.

(b) New standards and amendments to standards issued but not effective

New standards and amendments to standards are the same as those followed in the preparation of the Group’s annual report for the year ended 31 December 2021 which have not come into effect for the financial year beginning 1 January 2022, and have not been early adopted by the Group in preparing the unaudited condensed consolidated financial statements. None of these is expected to have a significant effect on the unaudited condensed consolidated financial statements of the Group based on the preliminary assessment made by management.

2. SEGMENT INFORMATION

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The Group’s only operating segment, which is also its principal activity, is the design, development and sales of board games, miniature war games and other hobby products.

During the six months ended 30 June 2022 and 2021, revenue was earned from customers located in the following geographical areas:

North America
Europe
Oceania
Asia
South America
Six months ended 30 June
2022
2021
(Unaudited)
(Unaudited)
US$
US$ 6,579,987
8,625,784
4,783,310
4,520,081
306,952
278,077
3,220,675
1,467,687
301,082
219,686
15,192,007
15,111,314
Six months ended 30 June
2022
2021
(Unaudited)
(Unaudited)
US$
US$ 6,579,987
8,625,784
4,783,310
4,520,081
306,952
278,077
3,220,675
1,467,687
301,082
219,686
15,192,007
15,111,314
15,111,314

– 7 –

3. REVENUE

Sales of products
Shipping income in connection with sale of products
Six months ended 30 June
2022
2021
(Unaudited)
(Unaudited)
US$
US$ 14,548,252
14,744,971
643,755
366,343
15,192,007
15,111,314
Six months ended 30 June
2022
2021
(Unaudited)
(Unaudited)
US$
US$ 14,548,252
14,744,971
643,755
366,343
15,192,007
15,111,314
15,111,314

4. PROFIT FOR THE PERIOD

The Group’s profit for the period is stated after charging the following:

Six months ended 30 June
2022 2021
(Unaudited) (Unaudited)
US$ US$
Cost of inventories 6,220,675 6,272,249
Games development expenses 1,278,756 1,308,534
Merchant account fees 669,361 1,029,887
Depreciation 1,457,068 1,116,882
Amortisation 674,392 997,756
Convention expenses 57,594 995

5. OTHER GAIN, NET

Exchange gain Six months ended 30 June
2022
2021
(Unaudited)
(Unaudited)
US$
US$ 4,975
16,301
4,975
16,301
Six months ended 30 June
2022
2021
(Unaudited)
(Unaudited)
US$
US$ 4,975
16,301
4,975
16,301
16,301

– 8 –

6. INCOME TAX EXPENSE

Current income tax expense
Deferred tax expenses
Six months ended 30 June
2022
2021
(Unaudited)
(Unaudited)
US$
US$ 21,356


11,969
21,356
11,969
Six months ended 30 June
2022
2021
(Unaudited)
(Unaudited)
US$
US$ 21,356


11,969
21,356
11,969
11,969

The Group is exempted from taxation in the Cayman Islands and the British Virgin Islands. The companies comprising the Group are subject to the United States of America (the “ United States ”) corporate tax at the rate of 21% and Singapore corporate income tax at the rate of 17%.

7. EARNINGS PER SHARE

Basic earnings per share is calculated by dividing the profit for the period attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the period.

Profit for the period attributable to equity holders of the
Company (US$)
Weighted average number of ordinary shares in issue
Basic earnings per share (US$)
Six months ended 30 June
2022
2021
(Unaudited)
(Unaudited)
US$
US$ 138,381
33,241
1,806,000,000
1,806,000,000
0.00008
0.00002
Six months ended 30 June
2022
2021
(Unaudited)
(Unaudited)
US$
US$ 138,381
33,241
1,806,000,000
1,806,000,000
0.00008
0.00002
0.00002

Diluted earnings per share is the same as the basic earnings per share as there were no potential dilutive ordinary shares outstanding during the six months ended 30 June 2022 and 2021.

8. INTERIM DIVIDEND

The Board did not declare the payment of an interim dividend for the six months ended 30 June 2022 (for the six months ended 30 June 2021: Nil).

9. PROPERTY, PLANT AND EQUIPMENT

During the six months ended 30 June 2022, the Group acquired property, plant and equipment amounting to approximately US$2.0 million (for the six months ended 30 June 2021: approximately US$2.5 million).

– 9 –

10. INTANGIBLE ASSETS

During the six months ended 30 June 2022, the Group spent approximately US$1.0 million on acquisition of intangible assets (for the six months ended 30 June 2021: approximately US$0.9 million).

11. TRADE AND OTHER RECEIVABLES

Trade receivables
Less: Allowance for doubtful debt
Other receivables
As at
30 June
2022
(Unaudited)
US$
2,592,134

2,592,134
110,000
2,702,134
As at
31 December
2021
(Audited)
US$ 166,801
166,801
110,000
276,801

During the six months ended 30 June 2022 and the year ended 31 December 2021, the Group granted credit terms of 0 to 30 days and 0 to 60 days to its customers, respectively.

As at 30 June 2022 and 31 December 2021, the ageing analysis of trade receivables by the date on which the respective sales invoices were issued is as follows:

Less than 30 days
30 days to 90 days
91 days to 180 days
181 days to 365 days
Over 365 days
As at
30 June
2022
(Unaudited)
US$
2,350,934
188,400
52,800


2,592,134
As at
31 December
2021
(Audited)
US$ 96,978
57,600
7,400
4,823
166,801

– 10 –

12. SHARE CAPITAL AND SHARE PREMIUM

Number of
shares of the
Company Share capital Share premium
US$ US$
Authorised:
Ordinary share capital of HK$0.0005 each on
1 January 2021, 31 December 2021,
1 January 2022 and 30 June 2022 7,600,000,000 49,147
Number of
shares of the
Company Share capital Share premium
US$ US$
Issued and fully paid:
At 1 January 2021, 31 December 2021,
1 January 2022 and 30 June 2022 1,806,000,000 11,700 12,384,133

13. RELATED PARTY TRANSACTION

Related parties refer to entities to which the Group has the ability, directly or indirectly, to control or exercise significant influence in making financial and operating decisions, or directors or officers of the Group. In addition to those related party transactions and balance disclosed elsewhere in the condensed consolidated financial statements, the Group had the following transactions with its related parties during the period.

(a) Balances with related party

The Directors are of the view that the following company that had transactions or balances with the Group is a related party:

Name Relationship with the Group
CMON Holdings Limited Ultimate holding company
Monsoon Digital Limited Related company

As at 30 June 2022, the amount due to ultimate holding company was unsecured, interest-free, denominated in US$ and repayable on demand. The related company issued a convertible bond for a loan of US$280,000 and at an interest rate of 2% per annum.

– 11 –

(b) Key management compensation

Wages and salaries
Directors’ fees
Pension costs — defined contribution plans
14.
CONTRACT LIABILITIES
Disclosures of revenue-related items:
Contract liabilities
Significant changes in contract liabilities during the period:
Increase due to operations during the period
Transfer of contract liabilities to revenue
Six months ended 30 June
2022
2021
(Unaudited)
(Unaudited)
US$
US$ 557,529
246,663
72,000
90,000
102,088
9,205
731,617
345,868
As at
30 June
2022
As at
31 December
2021
(Unaudited)
(Audited)
US$
US$ 14,369,270
6,919,605
As at
30 June
2022
As at
31 December
2021
(Unaudited)
(Audited)
US$
US$ 14,769,860
19,579,856
(6,519,015)
(17,319,478)

– 12 –

MANAGEMENT DISCUSSION AND ANALYSIS

Business Model and Business Overview

We are a hobby games publisher specialising in developing and publishing mainly tabletop games (including board games and miniature war games). We also started developing and launching mobile games since 2015.

We publish both self-owned games and licensed games. We also distribute third-party tabletop games. We sell our tabletop games mainly through Kickstarter and to wholesalers. We also sell directly to end-users through our own physical store located in Singapore and online game conventions, both online and physical (where possible), held two to three times a year.

As at the date of this interim results announcement, we offer a total of 114 games, comprising 108 board games, three miniature war games, two mobile games and one computer game.

Long-Term Strategies and Outlook

Our strategy is to achieve long-term growth through geographical diversification and product diversification. We remain focused on 1) expanding into the Asian markets, 2) marketing directly to end users and gamers, particularly in China and South East Asia and 3) strengthening our game design capabilities and licensing of good intellectual properties.

We strive to become a leading developer and publisher of quality tabletop games and are optimistic about the growth and development of the tabletop games industry. During the six months ended 30 June 2022, we launched two Kickstarter games, namely Marvel Zombies — A Zombicide Game and Household and raised approximately US$8.9 million and US$0.5 million, respectively. We will continue to launch games that will not only help us retain a significant number of players, but will also help us attract new players, so we can grow our revenue base and sustain our competitive position. We will continue to expand our geographical coverage with an aim to increase market share as we make our games known to more Asian players.

Financial Review

Revenue

Revenue increased by approximately 0.5% from approximately US$15.1 million for the six months ended 30 June 2021 to approximately US$15.2 million for the six months ended 30 June 2022, mainly due to more Kickstarter revenue recognized.

– 13 –

The following tables sets out breakdown of our revenue by sales channels:

Six months ended 30 June
2022 2021
(Unaudited) (Unaudited)
US$ % US$ %
Direct
Kickstarter 6,389,008 42.1 6,054,949 40.1
Online store and game conventions 44,706 0.3 66,462 0.4
Mobile games 106 272
Wholesalers 8,758,187 57.6 8,989,631 59.5
Total 15,192,007 100.0 15,111,314 100.0

Cost of Sales

Our cost of sales decreased by 1.9% from approximately US$8.5 million for the six months ended 30 June 2021 to approximately US$8.3 million for the six months ended 30 June 2022. The decrease was mainly due to the decrease in cost of sales — amortization by approximately 32.5% from approximately US$1.0 million for the six months ended 30 June 2021 to approximately US$0.7 million for the six months ended 30 June 2022. During the period, we focused on releasing licensed games and spent less on acquiring IPs, resulting in the decrease in amortization.

Gross Profit and Gross Profit Margin

Gross profit increased by approximately 3.6% from approximately US$6.6 million for the six months ended 30 June 2021 to approximately US$6.9 million for the six months ended 30 June 2022, mainly due to the lower cost of amortization in cost of sales. This was because during the period, we focused on releasing licensed games and spent less on acquiring IPs, resulting in the decrease in amortization. Our gross profit margin increased from approximately 43.9% for the six months ended 30 June 2021 to approximately 45.2% for the six months ended 30 June 2022.

Other Income

Other income amounted to US$137,011 and US$73,096 for the six months ended 30 June 2021 and 2022, respectively, and the decrease was mainly due to a large amount of government subsidy received in 2021 because of the COVID-19 pandemic.

– 14 –

Selling and Distribution Expenses

Selling and distributing expenses amounted to approximately US$2.8 million and approximately US$2.5 million for the six months ended 30 June 2021 and 2022, respectively. This was mainly due to the lower funding received via Paypal during the period, resulting in a reduction of US$0.3 million in merchant account fees.

General and Administrative Expenses

Our general and administrative expenses for the six months ended 30 June 2021 were approximately US$3.8 million and increased to approximately US$4.1 million for the six months ended 30 June 2022, mainly due to the increase in depreciation expenses as we continued to invest in assets used to produce our games.

LIQUIDITY AND FINANCIAL RESOURCES

During the six months ended 30 June 2022, we financed our operations mainly through cash generated from our internally generated funds and external borrowings.

As at 30 June 2022, the Group’s total bank borrowings were approximately US$9.0 million (31 December 2021: approximately US$8.3 million), of which (i) approximately US$2.8 million were denominated in Singapore dollars, with a tenor of 20 years and interests charged at fixed rates from drawdown date till the end of the second year from the respective dates of the banking facility letters and at floating rates for subsequent years; (ii) approximately US$2.6 million were denominated in Singapore dollars, with a tenor of 4 years and interests charged at floating rates; and (iii) approximately US$3.7 million were denominated in United States dollars, with a tenor of 120 days to 4 years and interests charged at floating rates. Bank borrowings of approximately US$2.8 million were secured by the Group’s properties in Singapore, a corporate guarantee from the Company and a charge over all fixed deposits placed with the relevant bank. As at 30 June 2022, the Group’s borrowings were repayable as follows:

Within 1 year
Between 1 and 2 years
Between 2 and 5 years
Over 5 years
Total
As at
30 June
2022
As at
31 December
2021
(Unaudited)
(Audited)
US$
US$ 3,233,025
3,216,344
1,572,580
1,131,164
2,187,415
1,862,759
1,997,935
2,100,270
8,990,955
8,310,537
As at
30 June
2022
As at
31 December
2021
(Unaudited)
(Audited)
US$
US$ 3,233,025
3,216,344
1,572,580
1,131,164
2,187,415
1,862,759
1,997,935
2,100,270
8,990,955
8,310,537
8,310,537

– 15 –

As at 30 June 2022 and 31 December 2021, we had total cash and cash equivalents and pledged deposit of approximately US$3.1 million and approximately US$3.3 million, respectively, which were cash at banks and on hand, denominated in United States dollars, Singapore dollars, Chinese renminbi and Hong Kong dollars.

Going forward, we intend to use our capital to fund our working capital, game development activities, acquisition of intellectual properties as well as the expansion plans as stated in the prospectus of the Company dated 25 November 2016.

TREASURY POLICIES

The proceeds from the Group’s sales made through Kickstarter are generally received prior to product delivery and therefore the Group is not exposed to significant credit risk. The Group’s trade receivables are mainly related to sales to wholesalers. We have policies in place to assess and monitor the credit worthiness of our wholesalers. The Group performs periodic credit evaluation on our wholesalers and will adjust the credit extended to the wholesalers accordingly. Normally the Group does not require collaterals from trade debtors. Management makes periodic collective assessment as well as individual assessment on the recoverability of trade receivables based on historical payment records, the length of the overdue period, the financial strength of the trade debtors and whether there are any disputes with the relevant debtors.

CAPITAL STRUCTURE

As at 30 June 2022, the Group’s capital structure consisted of bank borrowings, capital and reserves attributable to equity holders of the Company, comprising share capital, share premium, retained earnings, capital reserves and other reserves.

SIGNIFICANT INVESTMENTS, MATERIAL ACQUISITIONS AND DISPOSALS

During the six months ended 30 June 2022, the Group had no significant investments, material acquisitions and disposals of subsidiaries, associates and joint ventures.

INFORMATION ON EMPLOYEES

As at 30 June 2022, the Group had 65 employees (30 June 2021: 64). Employees are remunerated according to their performance and work experience. On top of basic salaries, discretionary bonus and/or share options may be granted to eligible staff by reference to the Group’s performance as well as individual’s performance. The total staff cost (including remuneration of the Directors and mandatory provident fund contributions) for the six months ended 30 June 2022 amounted to approximately US$1.8 million (for the six months ended 30 June 2021: approximately US$1.6 million).

– 16 –

CHARGES ON ASSETS

As at 30 June 2022, properties with net book value of approximately US$3.9 million were charged as collateral for bank borrowings.

FUTURE PLAN FOR MATERIAL INVESTMENTS

As at the date of this interim results announcement, the Group does not have concrete plans for material investments. However, we intend to increase our market share by adding more high-quality games into our portfolio through licensing or acquisition of smaller titles. We also intend to work with more game developers, publishers and Asian-based distributors which may become future acquisition targets. We intend to finance our expansion plans mainly through internally generated funds and external borrowings.

GEARING RATIO

As at 30 June 2022, the Group had short-term and long-term bank borrowings of approximately US$3.2 million and approximately US$5.8 million, respectively (31 December 2021: approximately US$3.2 million and approximately US$5.1 million, respectively).

As at 30 June 2022, the gearing ratio of the Group, calculated as total liabilities divided by total assets, was approximately 59.2% (31 December 2021: approximately 50.6%).

EXPOSURE TO FOREIGN EXCHANGE

The Group operates mainly out of Singapore and China, while its main customer base is located in the United States. As such, most of the Group’s transactions are denominated in US dollars. The Group currently does not have a foreign currency hedging policy. However, the Group will continue to monitor foreign exchange exposure and will consider hedging significant foreign currency risk should the need arise.

CONTINGENT LIABILITIES

As at 30 June 2022, the Group did not have any significant contingent liabilities (31 December 2021: Nil).

INTERIM DIVIDEND

The Board did not declare any interim dividend for the six months ended 30 June 2022 (for the six months ended 30 June 2021: Nil).

– 17 –

CORPORATE GOVERNANCE AND OTHER INFORMATION

Corporate Governance Practices

The Group is committed to maintaining high standards of corporate governance to safeguard the interests of the shareholders of the Company (the “ Shareholders ”) and to enhance corporate value and accountability. The Company has adopted the Corporate Governance Code (the “ CG Code ”) as set out in Appendix 14 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”) (the “ Listing Rules ”) as its own code of corporate governance. Save as disclosed in this interim results announcement, the Company has, to the best knowledge of the Board, complied with all applicable code provisions of the CG Code during the six months ended 30 June 2022. The Company will continue to review and monitor its corporate governance practices to ensure compliance with the CG Code.

Under code provision C.2.1 of the CG Code, the roles of chairman and chief executive officer should be separate and performed by different individuals. Mr. Ng Chern Ann is currently the chairman and was re-designated as a joint chief executive officer of the Company with the appointment of Mr. David Doust as joint chief executive officer of the Company on 23 January 2020. In view of Mr. Ng being one of the founders of the Group, and his responsibilities in corporate strategic planning and overall business development, the Board believes that it is in the interests of both the Group and the Shareholders to have Mr. Ng taking up both roles for effective management and business development. The Board also meets regularly on a quarterly basis to review the operation of the Group led by Mr. Ng. Accordingly, the Board believes that this arrangement will not impact the balance of power and authorisations between the Board and the management of the Company. Now that Mr. Ng and Mr. Doust jointly execute the Group’s development strategy and manage the Group’s business operations, the Board will continue to review the effectiveness of the corporate governance structure of the Group in order to assess whether separation of the roles of the chairman and joint chief executive officer is necessary.

Compliance with the Model Code by Directors in Securities Transactions

The Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers (the “ Model Code ”) as set out in Appendix 10 to the Listing Rules as its own code of conduct regarding Directors’ securities transactions. Having made specific enquiries of all the Directors, each of the Directors has confirmed that he has complied with the required standard of dealings during the six months ended 30 June 2022.

Purchase, Sale or Redemption of Listed Securities of the Company

During the six months ended 30 June 2022, neither the Company nor any of its subsidiaries had purchased, sold or redeemed any of the Company’s listed securities.

– 18 –

AUDIT COMMITTEE AND REVIEW OF THE INTERIM RESULTS

The audit committee of the Company (the “ Audit Committee ”) comprises three members, namely Mr. Wong Yu Shan Eugene (chairman), Mr. Choy Man and Mr. Leung Yuk Hung Paul. All three members are independent non-executive Directors.

The Audit Committee has reviewed, together with the management of the Group, the accounting principles and policies adopted by the Group and discussed with them the unaudited condensed consolidated financial statements and interim results announcement of the Group for the six months ended 30 June 2022, recommending their adoption by the Board.

PUBLICATION OF THE INTERIM REPORT

The interim report of the Company for the six months ended 30 June 2022 will be despatched to the Shareholders and available on the Company’s website (http://cmon.com) and the designated website of the Stock Exchange (www.hkexnews.hk) in due course.

By Order of the Board CMON Limited Ng Chern Ann Chairman, Joint Chief Executive Officer and Executive Director

Singapore, 29 August 2022

As at the date of this announcement, the executive Directors are Mr. Ng Chern Ann, Mr. David Doust, Mr. David Preti and Mr. Koh Zheng Kai; the non-executive Director is Mr. Frederick Chua Oon Kian; and the independent non-executive Directors are Mr. Wong Yu Shan Eugene, Mr. Choy Man and Mr. Leung Yuk Hung Paul.

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