Document And Entity Information
Document And Entity Information | 12 Months Ended |
Dec. 31, 2023 | |
Document Information Line Items | |
Entity Registrant Name | ORIENTAL RISE HOLDINGS LIMITED |
Document Type | POS AM |
Amendment Flag | true |
Amendment Description | On March 27, 2024, Oriental Rise Holdings Limited filed Amendment No. 7 to a Registration Statement on Form F-1 (Registration No. 333-274976), which was subsequently declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on Mach 29, 2024 (the “Registration Statement”). Although the Registration Statement was declared effective on March 29, 2024, the Registration was unable to close its initial public offering immediately thereafter. Accordingly, no ordinary shares have yet been sold pursuant to the Registration Statement, either by the Registrant under the Public Offering Prospectus or by the Selling Shareholders under the Resale Prospectus, as discussed below.This Post-effective Amendment No. 1 and its amendments (the “Post-effective Amendment No. 1”) have been filed to update the Registration Statement to (i) include information contained in the registrant’s annual report on Form 20-F for the fiscal year ended December 31, 2023, initially filed with the SEC on May 2, 2024, and (ii) to update certain other information contained in the Registration Statement.The information included in this Post-Effective Amendment No. 1 amends the Registration Statement and the prospectus contained therein. No additional securities are being registered under this Post-effective Amendment No. 1. All applicable registration fees were paid at the time of the original filing of the Registration Statement.This Post-Effective Amendment No. 1 contains two prospectuses, as set forth below. ● Public Offering Prospectus. A prospectus to be used for the public offering of 1,750,000 Ordinary Shares of the Registrant (the “Public Offering Prospectus”) through the underwriter named on the cover page of the Public Offering Prospectus. ●Resale Prospectus. A prospectus to be used for the resale by the Selling Shareholders of up to 1,000,000 Ordinary Shares of the Registrant (the “Resale Prospectus”).The Resale Prospectus is substantively identical to the Public Offering Prospectus, except for the following principal points: ●they contain different outside and inside front covers and back covers; ●they contain different Offering sections in the Prospectus Summary section beginning on page 1; ●they contain different Use of Proceeds sections on page Alt-5; ●a Selling Shareholder section is included in the Resale Prospectus; and ●the Underwriting section from the Public Offering Prospectus on page 155 is deleted and replaced with a Selling Shareholders Plan of Distribution section on Alt-3 is inserted in its place.The Registrant has included in this Post-Effective Amendment No. 1 a set of alternate pages after the back-cover page of the Public Offering Prospectus (the “Alternate Pages”) to reflect the foregoing differences in the Resale Prospectus as compared to the Public Offering Prospectus. The Public Offering Prospectus will exclude the Alternate Pages and will be used for the public offering by the Registrant and the Selling Shareholders. The Resale Prospectus will be substantively identical to the Public Offering Prospectus except for the addition or substitution of the Alternate Pages and will be used for the resale offering by the Selling Shareholders. |
Entity Central Index Key | 0001964664 |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | false |
Entity Incorporation, State or Country Code | E9 |
Consolidated Statements of Fina
Consolidated Statements of Financial Position - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 36,711 | $ 25,739 |
Trade receivables | 936 | 859 |
Inventories | 2,014 | 1,948 |
Prepayments and other current assets | 10 | 5 |
Total current assets | 39,671 | 28,551 |
Property, plant and equipment, net | 27,375 | 20,397 |
Deposits paid for acquisition of property, plant and equipment | 6,860 | |
Right-of-use assets | 186 | 142 |
Deferred tax assets | 488 | 293 |
Total non-current assets | 28,049 | 27,692 |
Total assets | 67,720 | 56,243 |
Current liabilities: | ||
Bank overdraft | 2,545 | 2,565 |
Short-term bank borrowings | 141 | |
Accruals and other payables | 529 | 105 |
Amounts due to related parties | 1,122 | 519 |
Lease liabilities, current portion | 16 | 11 |
Income tax payable | 125 | 191 |
Total current liabilities | 4,478 | 3,391 |
Lease liabilities, non-current portion | 200 | 159 |
Total non-current liabilities | 200 | 159 |
Total liabilities | 4,678 | 3,550 |
Shareholders’ equity | ||
Ordinary shares (HK$0.008 par value, 38,000,000 shares authorized, 12,000,000 shares issued and outstanding as of December 31, 2022 and US$0.0008 par value, 125,000,000 shares authorized, 20,000,000 shares issued and outstanding as of December 31, 2023) | 16 | 10 |
Receivables from shareholders | (3,210) | (10) |
Share premium | 4,861 | 1,667 |
Retained profits | 62,619 | 51,118 |
Accumulated other comprehensive income (loss) | (3,783) | (2,631) |
Other reserves | 2,539 | 2,539 |
Total shareholders’ equity | 63,042 | 52,693 |
Total liabilities and shareholders’ equity | 67,720 | 56,243 |
Related Party | ||
Current liabilities: | ||
Amounts due to related parties | $ 1,122 | $ 519 |
Consolidated Statements of Fi_2
Consolidated Statements of Financial Position (Parentheticals) | Dec. 31, 2023 $ / shares shares | Dec. 31, 2022 $ / shares shares | |
Statement of Financial Position [Abstract] | |||
Ordinary shares, par value (in Dollars per share and Dollars per share) | (per share) | $ 0.0008 | $ 0.008 | |
Ordinary shares, shares authorized | 125,000,000 | 38,000,000 | |
Ordinary shares, shares issued | 20,000,000 | 12,000,000 | [1],[2] |
Ordinary shares, shares outstanding | 20,000,000 | 12,000,000 | [1],[2] |
[1]Giving retroactive effect to the issuance of shares at nominal consideration effected on January 10, 2023 (Note 18).[2]Giving retroactive effect to the subdivision of shares effected on September 27, 2023 (Note 18). |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | |||
Income Statement [Abstract] | ||||
Revenues from sales of product | $ 24,122 | $ 24,306 | ||
Cost of sales | (11,338) | (11,656) | ||
Gross profit | 12,784 | 12,650 | ||
Operating expenses: | ||||
Selling and distribution costs | (73) | (70) | ||
Administrative expenses | (1,305) | (668) | ||
Total operating expenses | (1,378) | (738) | ||
Operating profit | 11,406 | 11,912 | ||
Other income, net | 126 | 101 | ||
Finance costs | (149) | (72) | ||
Profit before taxation | 11,383 | 11,941 | ||
Income tax expenses (credit) | 118 | (88) | ||
Net Profit for the year | $ 11,501 | $ 11,853 | ||
Earnings per share | ||||
Basic (in Dollars per share) | $ 0.96 | $ 0.99 | ||
Weighted-average number of shares | ||||
Basic (in Shares) | [1] | 12,000,000 | 12,000,000 | [2] |
Diluted (in Shares) | [1] | 12,000,000 | 12,000,000 | [2] |
[1]Giving retroactive effect to the issuance of shares at nominal consideration effected on January 10, 2023 (Note 18).[2]Giving retroactive effect to the subdivision of shares effected on September 27, 2023 (Note 18). |
Consolidated Statements of Op_2
Consolidated Statements of Operations (Parentheticals) - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Statement [Abstract] | ||
Diluted | $ 0.96 | $ 0.99 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Net profit for the year | $ 11,501 | $ 11,853 |
Other comprehensive loss, net of tax: | ||
Foreign currency translation adjustment | (1,152) | (4,555) |
Other comprehensive loss | (1,152) | (4,555) |
Total comprehensive income for the year | $ 10,349 | $ 7,298 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Share capital | Receivables from shareholders | Share premium | Other Comprehensive Income | Merger reserve | Capital reserve | Statutory reserve | Retained profits | Total | ||
Balance beginning at Dec. 31, 2021 | $ 10 | [1],[2] | $ (10) | [1],[2] | $ 1,667 | $ 1,924 | $ 1 | $ 2,291 | $ 247 | $ 39,265 | $ 45,395 |
Profit and total comprehensive income for the year | (4,555) | 11,853 | 7,298 | ||||||||
Balance ending at Dec. 31, 2022 | 10 | [1],[2] | (10) | [1],[2] | 1,667 | (2,631) | 1 | 2,291 | 247 | 51,118 | 52,693 |
Issurance of new shares | 6 | (3,200) | 3,194 | ||||||||
Profit and total comprehensive income for the year | (1,152) | 11,501 | 10,349 | ||||||||
Balance ending at Dec. 31, 2023 | $ 16 | $ (3,210) | $ 4,861 | $ (3,783) | $ 1 | $ 2,291 | $ 247 | $ 62,619 | $ 63,042 | ||
[1]Giving retroactive effect to the issuance of shares at nominal consideration effected on January 10, 2023 (Note 18).[2]Giving retroactive effect to the subdivision of shares effected on September 27, 2023 (Note 18). |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Operating activities | ||
Net Profit | $ 11,501 | $ 11,853 |
Adjustments for: | ||
Income tax expenses/(credit) | (118) | 88 |
Depreciation | 1,111 | 939 |
Finance costs | 149 | 72 |
Interest income | (80) | (65) |
Operating profit before working capital changes | 12,563 | 12,887 |
Changes in assets and liabilities, net of effects of acquisitions: | ||
Inventories | (106) | (37) |
Trade receivables | (95) | 913 |
Prepayments and other current assets | (5) | |
Accruals and other payables | 425 | (27) |
Cash generated from operations | 12,782 | 13,736 |
Income tax paid | (146) | (158) |
Cash generated from operating activities | 12,636 | 13,578 |
Investing activities | ||
Interest received | 80 | 65 |
Payments for acquisition of property, plant and equipment | (1,763) | (2) |
Cash generated from (used in) investing activities | (1,683) | 63 |
Financing activities | ||
Proceeds from bank borrowings | 141 | |
Interest paid | (136) | (61) |
Amounts due to related parties | 609 | 474 |
Lease payments | (29) | (29) |
Cash generated from financing activities | 585 | 384 |
Increase in cash and cash equivalents | 11,538 | 14,025 |
Cash and cash equivalents at the beginning of the year | 23,174 | 10,793 |
Effect of exchange rate changes | (546) | (1,644) |
Cash and cash equivalents at the end of the year | $ 34,166 | $ 23,174 |
Description of Business
Description of Business | 12 Months Ended |
Dec. 31, 2023 | |
Description of Business [Abstract] | |
Description of Business | 1. Description of Business Oriental Rise Holdings Limited (the “Company”) was incorporated and registered on 25 January 2019 in the Cayman Islands as an exempted company with limited liability under the Companies Act (As Revised), Cap. 22 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 Company’s ultimate holding company is PLENTIFUL THRIVING LIMITED (“Plentiful Thriving”), a company incorporated in the British Virgin Islands (“BVI”). Plentiful Thriving is controlled by Mr. CHUN SUN WONG (“Mr. Wong”). Plentiful Thriving and Mr. Wong are referred to as the controlling shareholder. The Company is an investment holding company. The Company and its wholly-owned subsidiaries now comprising the Group are principally engaged in production and trading of primarily-processed teas and/or refined teas in the People’s Republic of China (“PRC”). Details of the Company’s wholly-owned subsidiaries are set out in below: Place of Issued and Percentage of ownership incorporation Date of paid up As of At of date Principal Name operation establishment capital 2022 2023 report activities Wisdom Navigation Limited (“Wisdom Navigation”) BVI 15 November 2018 USD100/ 100% 100% 100% Investment holding East Asia Enterprise Limited Hong Kong 8 October 2012 HK$10,000/ 100% 100% 100% Investment holding 福建閩東紅茶業科技有限公司 Fujian Min Dong Hong Tea Industrial Technical Company Limited* PRC 24 May 2013 HK$24,670,000/ 100% 100% 100% Sales of refined teas 福建省青菁農業綜合開發有限公司 Fujian Qing Jing Agricultural Development Company Limited* PRC 26 May 2008 RMB 3,060,000/ 100% 100% 100% Processing of tea leaves and wholesale primarily- processed teas Notes: All companies now comprising the Group have adopted December 31 as their financial year end date. *: The English names of these companies represent the best effort made by the directors of the Company to translate the Chinese names as these companies have not been registered with any official English names. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Significant Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Significant Accounting Policies 2(a) Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). 2(b) Principles of Consolidation The Consolidated Financial Statements include the financial statements of Oriental Rise Holdings Limited and its wholly-owned subsidiaries. Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed to or has rights to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de-consolidated from the date that control ceases. All significant intercompany transactions and account balances have been eliminated. 2(c) Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Although these estimates are based on the Company’s knowledge of current events and actions the Company may undertake in the future, actual results could differ from those estimates and assumptions. Significant items subject to such estimates and assumptions include the useful lives of fixed assets and the valuation of financial instruments and inventories. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. The Company’s results can also be affected by economic, political, legislative, regulatory, legal actions, and the impact from COVID-19. Economic conditions, such as inflation, interest and monetary exchange rates, and government fiscal policies, can have a significant effect on operations. While the Company maintains reserves for anticipated liabilities and carries various levels of insurance, the Company could be affected by civil, criminal, environmental, regulatory or administrative actions, claims, or proceedings. 2(d) Cash and Cash Equivalents Cash and cash equivalents comprise cash at bank and on hand, demand deposits with banks and other financial institutions, and short-term highly liquid investments which are readily convertible into known amounts of cash and subject to an insignificant risk of change in value, having been within three months of maturity at acquisition. Bank overdrafts which are repayable on demand and form an integral part of the Group’s cash management are also included as a component of cash and cash equivalents for the purpose of the consolidated statements of cash flows. 2(e) Inventories Raw materials and finished goods are valued at the lower of cost or net realizable value. Cost is determined using weighted average method. Finished goods inventories represent costs associated with boxed produce not yet sold. Raw materials primarily represent growing and packaging supplies. Growing leaves inventories primarily represent the capitalized costs associated with growing tea leaves, consist of but not limited to costs of plantation, cultivation, pest controls, pruning and irrigation etc. 2(f) Property, plant and equipment and depreciation Property, plant and equipment are stated at cost less accumulated depreciation and impairment. Expenditures for additions or renewals and improvements are capitalized; expenditures for maintenance and repairs that neither materially add to the value of the property nor appreciably prolong its economic life are charged to expense as incurred. Depreciation is calculated on the straight-line basis to write off the cost of each item of property, plant and equipment to its residual value over its estimated useful lives. The principal annual rates used for this purpose are as follows: Category Estimated Estimated Bearer plant 24 – 30 years — Buildings 5 – 20 years 0 – 5% Plant and machinery 5 – 10 years 0 – 5% Office equipment 3 – 10 years 0 – 5% Motor vehicles 4 years 5% Software 3 – 10 years — Leasehold improvements 10 years — 2(g) Operating Leases A lease is defined as a contract that conveys the right to control the use of identified tangible property for a period of time in exchange for consideration. The Group adopted ASC Topic 842 which primarily affected the accounting treatment for operating lease agreements in which the Group is the lessee including leases of lands used in its operations. The Group elected to not recognize right of use assets (“ROU”) and lease liabilities arising from short-term leases with initial lease terms of twelve months or less (deemed immaterial) on the accompanying consolidated balance sheets. We determine if an arrangement is a lease at inception. Payments under our lease arrangements are fixed. ROU assets and lease liabilities are recognized at the present value of the future lease payments at the lease commencement date. The interest rate used to determine the present value of the future lease payments is incremental borrowing rate, because the interest rate implicit in the leases is not readily determinable. The incremental borrowing rate is estimated to approximate the interest rate on a collateralized basis with similar terms and payments, and in economic environments where the leased asset is located. The lease terms include periods under options to extend or terminate the lease when it is reasonably certain that we will exercise that option. The Group generally uses the base, non-cancelable, lease term when determining the ROU assets and lease liabilities. ROU assets also include any prepaid lease payments and lease incentives. Operating lease expense is recognized on a straight-line basis over the lease term. 2(h) Impairment of long-lived assets Long-lived assets include property, plant and equipment and ROU are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of a long-lived asset or asset group may not be recoverable. Recoverability of assets is measured by comparing the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. The Company did not record any impairment losses for the years ended December 31, 2022 and 2023. 2(i) Financial Instruments Financial instruments of the Group primarily consist of cash and cash equivalents, trade receivables, prepayments and other current assets, bank overdraft, short-term bank borrowings, accruals and other payables and amount due to related parties. The carrying values of the Group’s financial instruments approximate their fair values, principally because of the short-term maturity of these instruments or their terms. The Group has no derivative financial instruments. 2(j) Trade Receivables and Allowance for Credit Losses Trade receivables are stated at the amount the Group expects to collect. The Group maintains allowances for credit losses. Management considers the following factors when determining the collectability of trade receivables: economic environment, historical experience, creditworthiness of the clients, aging of the receivables and other specific circumstances related to the accounts. Allowance for credit losses is made and recorded into administrative expenses based on the aging of trade receivables and on any specifically identified receivables that may become uncollectible. Trade receivables which are deemed to be uncollectible are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. The Group takes a write-off of the account balances when the Group can demonstrate all means of collection on the outstanding balances have been exhausted. Our assessment considered the impact of COVID-19 and estimates of expected credit and collectability trends. Volatility in market conditions and evolving credit trends are difficult to predict and may cause variability and volatility that may have an impact on our allowance for credit losses in future periods. There was no allowance for credit losses or write-off during the years ended December 31, 2022 and 2023. 2(k) Revenue Recognition Revenue is recognized when a customer obtains control of promised goods or services and is recognized in an amount that reflects the consideration that an entity expects to receive in exchange for those goods or services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The amount of revenue that is recorded reflects the consideration that the Group expects to receive in exchange for those goods or services. The Group applies the following five-step model in order to determine this amount: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Group satisfies each performance obligation. The Group only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. Once a contract is determined to be within the scope of ASC 606 at contract inception, the Group reviews the contract to determine which performance obligations the Group must deliver and which of these performance obligations are distinct. The Group recognizes as revenues the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. Our revenue consists primarily of the sale of primarily-processed teas and refined teas in the PRC. Sales of products are for cash or otherwise agreed-upon credit terms. Our payment terms vary by customer. Our revenue generating activities have a single performance obligation and are recognized at the point in time when control transfers and our obligation has been fulfilled, which is when the related goods are delivered to the customer, depending upon the method of distribution, and delivery terms. Revenue is measured as the amount of consideration we expect to receive in exchange for our products. We do not allow for a right of return except for matters related to quality. 2(l) Income Taxes Income taxes are provided for in accordance with the laws and regulations applicable to the Group as enacted by the relevant tax authorities. The impact of an uncertain income tax position on the income tax return is recognized at the largest amount that is more-likely-than-not to be sustained upon audit of the related tax authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. As of December 31, 2022 and 2023, the Group had no uncertain income tax position. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Group records interest and penalties related to unrecognized tax liabilities (if any) in interest expenses and administrative expenses, respectively. The Group recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are provided, if, based upon the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. 2(m) Commitments and Contingencies In the normal course of business, the Group is subject to loss contingencies, such as legal proceedings and claims arising out of its business, that cover a wide range of matters, including, among others, government investigations, lawsuits, and tax disputes. An accrual for a loss contingency is recognized when it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. If a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, is disclosed. As of December 31, 2022 and 2023, the Group had no such potential material loss contingency. 2(n) Fair Value Measurement The Group defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Group considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability. The Group follows the provisions of ASC 820, “Fair Value Measurements and Disclosures”. ASC 820 clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows: Level 1: applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities Level 2: applies to assets or liabilities for which there are inputs, other than quoted prices in level 1, that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3: applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the asset or liability. As of December 31, 2022 and 2023, the carrying value of financial instruments included in current assets and liabilities approximate their fair values because of the short-term nature of these instruments 2(o) Foreign currency translation All of the Group’s operations are conducted in the PRC and as a result, the functional currency of the Group is the Chinese Renminbi (“RMB”). The presentation currency of the Group is the USD. Monetary assets and liabilities denominated in currencies other than the applicable functional currencies are translated into the functional currency at the prevailing rates of exchange at the balance sheet date. Transactions in currencies other than the functional currency are converted into the functional currency at the applicable rates of exchange prevailing at the transaction dates. Transaction gains and losses are recognized in the statements of comprehensive income. In translating the financial statements of the Company’s subsidiaries in functional currencies into the presentation currency, assets and liabilities are translated from the subsidiaries’ functional currencies to the presentation currency at the exchange rate at the balance sheet date. Equity amounts are translated at historical exchange rates; revenues, expenses, and other gains and losses are translated using the average rate for the period. Translation adjustments are reported as cumulative translation adjustments and are shown as a separate component of other comprehensive income/(loss) in the Consolidated Statements of Comprehensive Income. 2(p) Recently Issued Accounting Pronouncements In October 2021, the FASB issued ASU 2021-08, “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers”. Under ASU 2021-08, an acquirer must recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606, as if it had originated the contracts. Prior to this ASU, an acquirer generally recognized contract assets acquired and contract liabilities assumed that arose from contracts with customers at fair value on the acquisition date. The Company adopted the ASU on January 1, 2023 and the adoption did not have a material impact on the Company’s consolidated financial statements. In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures,” which requires public entities to disclose expanded information about their reportable segment(s)’ significant expenses and other segment items on an interim and annual basis. The ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The ASU is required to be applied retrospectively to all prior periods presented in the financial statements once adopted. The Company is evaluating the disclosure requirements related to the new standard. In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which requires public entities to disclose specific tax rate reconciliation categories, as well as income taxes paid disaggregated by jurisdiction, amongst other disclosure enhancements. The ASU is effective for financial statements issued for annual periods beginning after December 15, 2024, with early adoption permitted. The ASU can be adopted on a prospective or retrospective basis. The Company is evaluating the disclosure requirements related to the new standard. The Company has considered all other recently issued accounting pronouncements and does not believe that the adoption of such pronouncements will have a material impact on the consolidated financial statements. |
Revenue and Segment Information
Revenue and Segment Information | 12 Months Ended |
Dec. 31, 2023 | |
Revenue and Segment Information [Abstract] | |
Revenue and segment information | 3. Revenue and segment information Revenue The Group’s revenue was generated from production and trading of primarily-processed teas and refined teas in the PRC. Disaggregation of revenue from contracts with customers recognized at a point in time is as follows: Year ended 2022 2023 USD’000 USD’000 Sales of primarily-processed white teas Premium-grade 3,494 3,578 First-grade 6,224 5,806 Second-grade 5,001 5,088 Third-grade 5,515 5,413 Sales of primarily-processed black teas Premium-grade 747 691 First-grade 1,237 1,176 Second-grade 990 900 Third-grade 1,082 1,031 Sales of refined teas 16 439 24,306 24,122 Segment information Operating segments are defined in the criteria established under the FASB ASC Topic 280 as components of public entities that engage in business activities from which they may earn revenues and incur expenses for which separate financial information is available and which is evaluated regularly by the Company’s chief operating decision maker (“CODM”) in deciding how to assess performance and allocate resources. The Company’s CODM assesses performance and allocates resources based on two reporting segments: primarily-processed teas and refined teas. Total revenues represent sales to unaffiliated customers, as reported in the Consolidated Statements of Operations. The Company evaluates the segments’ performance based on direct margins (gross profit) from operations before selling and distribution costs, administrative expenses, finance costs, other income (expense) and income taxes. Information by operating segment is as follows: Year ended 2022 2023 USD’000 USD’000 Revenues: Sales of primarily-processed teas 24,290 23,683 Sales of refined teas 16 439 24,306 24,122 Cost of sales: Sales of primarily-processed teas 11,653 11,269 Sales of refined teas 3 69 11,656 11,338 Segment results: Sales of primarily-processed teas 12,637 12,414 Sales of refined teas 13 370 12,650 12,784 No geographical information is presented as all of the Group’s business is carried out in the PRC and from which the Group’s revenue from external customers is generated. During the years ended December 31, 2022 and 2023, none of independent third-party customers accounted for more than 10% of the Group’s total revenue. Measurement of segment assets and liabilities is not provided regularly to the Group’s CODM and accordingly, no segment assets and liabilities information is presented. |
Other income, net
Other income, net | 12 Months Ended |
Dec. 31, 2023 | |
Other income, net [Abstract] | |
Other income, net | 4. Other income, net Year ended 2022 2023 USD’000 USD’000 Other income – Bank interest income 65 80 – Government grants 31 46 – Others 5 — 101 126 |
Finance costs
Finance costs | 12 Months Ended |
Dec. 31, 2023 | |
Finance Costs [Abstract] | |
Finance costs | 5. Finance costs Year ended 2022 2023 USD’000 USD’000 Interest on bank overdraft 61 132 Interest on bank borrowings — 4 Interest on leases 11 13 72 149 |
Profit Before Income Tax Expens
Profit Before Income Tax Expenses | 12 Months Ended |
Dec. 31, 2023 | |
Profit Before Income Tax Expenses [Abstract] | |
Profit Before Income Tax Expenses | 6. Profit before income tax expenses Profit before income tax expenses is arrived at after charging: Year ended 2022 2023 USD’000 USD’000 Staff costs Salaries and other benefits 439 444 Staff welfare 1 — Defined contribution retirement plan contributions 94 89 534 533 Other items: Depreciation of property, plant and equipment 919 1,091 Depreciation of right-of-use assets 20 20 Directors’ remuneration 17 46 Expense for listing on Hong Kong Stock Exchange 69 — Expense for listing on Nasdaq Stock Exchange — 731 |
Income tax expenses_(credit)
Income tax expenses/(credit) | 12 Months Ended |
Dec. 31, 2023 | |
Income Taxes Expenses/(Credit) [Abstract] | |
Income tax expenses/(credit) | 7. Income tax expenses/(credit) Year ended 2022 2023 USD’000 USD’000 PRC Enterprise Income Tax Expense Current year 219 83 Deferred tax (131 ) (201 ) 88 (118 ) Pursuant to the Tax Concessions Act of the Cayman Islands, the Company has obtained an undertaking from the Governor in Cabinet of the Cayman Islands to the effect that, for a period of 20 years from the date of the undertaking, being March 17, 2021, no law that thereafter is enacted in the Cayman Islands imposing any tax or duty to be levied on profits, income or on gains or appreciation shall apply to our Company or its operations; and that no tax to be levied on profits, income, gains or appreciations or which is in the nature of estate duty or inheritance tax shall be payable (a) on or in respect of the shares, debentures or other obligations of our Company; or (b) by way of the withholding in whole or in part of any relevant payment as defined in the Tax Concessions Act of the Cayman Islands. Pursuant to the International Business Companies Act, 1984 (the “IBC Act”) of the British Virgin Islands (the “BVI”), international business companies incorporated pursuant to the IBC Act enjoy a complete exemption from income tax. This includes an exemption from capital gains tax and all forms of withholding tax. Accordingly, the subsidiary incorporated in the BVI are not subject to tax. No Hong Kong profits tax has been provided as there was no assessable profit earned in or derived from Hong Kong for the years ended December 31, 2022 and 2023. The National People’s Congress approved the Corporate Income Tax Law of the PRC (the “New CIT Law”) on 16 March 2007 and the State Council has announced the Detailed Implementation Regulations on 6 December 2007, which has been effective since 1 January 2008. According to the New CIT Law, the income tax rates for both domestic and foreign investment enterprises are unified at 25% effective from 1 January 2008. Pursuant to the relevant PRC tax rules and regulations, the Group’s income derived from the tea plantation is subject to preferential income tax rates of 0% – 12.5%. A reconciliation between income tax expenses and profit before taxation at applicable tax rates is set out below: Year ended 2022 2023 USD’000 USD’000 Profit before taxation 11,941 11,383 Taxation at the applicable tax rate 3,024 2,898 Tax effect of preferential tax rates for tea plantation in the PRC (3,268 ) (3,132 ) Tax effect of non-deductible expenses 289 159 Tax effect of tax losses unrecognized 43 — Over-provision in prior year — (43 ) Income tax expenses/(credit) 88 (118 ) |
Cash and Cash Equivalents_Bank
Cash and Cash Equivalents/Bank Overdraft | 12 Months Ended |
Dec. 31, 2023 | |
Cash and Cash Equivalents/Bank Overdraft [Abstract] | |
Cash and cash equivalents/bank overdraft | 8. Cash and cash equivalents/bank overdraft As of 2022 2023 USD’000 USD’000 Cash at banks 25,734 36,709 Cash on hand 5 2 Cash and cash equivalents presented in the consolidated statements of financial position 25,739 36,711 Bank overdraft (2,565 ) (2,545 ) Cash and cash equivalents presented in the consolidated statements of cash flows 23,174 34,166 |
Trade Receivables
Trade Receivables | 12 Months Ended |
Dec. 31, 2023 | |
Trade Receivables [Abstract] | |
Trade receivables | 9. Trade receivables As of 2022 2023 USD’000 USD’000 Trade receivables 859 936 The Group normally allows credit terms of 60 days to its customers. The Group seeks to maintain strict control over its outstanding receivables. Overdue balances are reviewed regularly by the directors. A concentration analysis on trade receivables from top 5 debtors is as follows: As of 2022 2023 USD’000 USD’000 Customer A 9 % 11 % Customer B 9 % 9 % Customer C 8 % 8 % Customer D 8 % 7 % Customer E 7 % 7 % Others 59 % 58 % 100 % 100 % |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2023 | |
Inventories [Abstract] | |
Inventories | 10. Inventories As of 2022 2023 USD’000 USD’000 Raw materials 217 314 Packaging and other materials 2 2 Growing leaves 1,414 1,301 Finished goods 315 397 1,948 2,014 |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property, plant and equipment | 11. Property, plant and equipment At December 31, 2022 Original Accumulated Assets USD’000 USD’000 USD’000 Bearer plant 23,743 3,694 20,049 Buildings 542 251 291 Plant and machinery 507 456 51 Fixtures and equipment 18 17 1 Motor vehicles 1 1 — Software 21 19 2 Leasehold improvements 21 18 3 24,853 4,456 20,397 At December 31, 2023 Original Accumulated Assets USD’000 USD’000 USD’000 Bearer plant 31,739 4,649 27,090 Buildings 531 280 251 Plant and machinery 497 466 31 Fixtures and equipment 18 17 1 Motor vehicles 1 1 — Software 21 20 1 Leasehold improvements 20 19 1 32,827 5,452 27,375 Depreciation expense for property, plant and equipment for the years ended December 31, 2022 and 2023 was USD919,000 USD1,091,000 |
Deposits Paid for Acquisition o
Deposits Paid for Acquisition of Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2023 | |
Deposits Paid for Acquisition of Property, Plant and Equipment [Abstract] | |
Deposits paid for acquisition of property, plant and equipment | 12. Deposits paid for acquisition of property, plant and equipment As of 2022 2023 USD’000 USD’000 Deposits paid for acquisition of property, plant and equipment 6,860 — As of December 31, 2022, deposits paid represented the prepaid costs as to the acquisition of bearer plants of 3,000mu 2,300mu On February 17, 2023, the Group entered into a supplementary agreement with village committee of Changguan Village pursuant to which it was agreed that RMB27,000,000 (approximately USD3, 936,000 434,000 1,014mu On February 17, 2023, the Group entered into a supplementary agreement with village committee of Shakengli Village pursuant to which it was agreed that RMB20,700,000 (approximately USD3,017,000) which had been prepaid by the Group to the village committee is to be offset against the consideration of RMB24,000,000 (approximately USD3, 499,000 800mu |
Leases
Leases | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Leases | 13. Leases Below shows the movements of Right-of-use assets and lease liabilities presented in the consolidated statements of financial position: Right-of-use Lease USD’000 USD’000 As of 1/1/2022 177 203 Depreciation expense (20 ) — Interest expense — 11 Payment — (29 ) Exchange adjustments (15 ) (15 ) As of 31/12/2022 142 170 New lease 66 66 Depreciation expense (20 ) — Interest expense — 13 Payment — (29 ) Exchange adjustments (2 ) (4 ) As of 31/12/2023 186 216 The lease liabilities based on their maturity are as follows: As of 2022 2023 USD’000 USD’000 Analyzed into: Within one year 11 16 In the second to fifth year, inclusive 33 70 Over fifth year 126 130 170 216 Leases include prepaid land lease and lease of properties. Prepaid land lease represents the cost of the rights of the use of the land in respect of leasehold land in the PRC, on which the Group’s buildings and tea garden are situated. The prepaid land lease’ terms are 26 to 30 years. The lease terms of properties are 5 to 10 years from inception. |
Deferred Tax Assets
Deferred Tax Assets | 12 Months Ended |
Dec. 31, 2023 | |
Deferred Tax Assets [Abstract] | |
Deferred tax assets | 14. Deferred tax assets The followings presented the category of deferred tax assets recognized by the Group and movements thereon: Tax losses Depreciation Others Total USD’000 USD’000 USD’000 USD’000 As of 1/1/2022 94 77 11 182 Credit for the year — 131 — 131 Exchange adjustments (8 ) (11 ) (1 ) (20 ) As of 31/12/2022 86 197 10 293 Credit for the year — 166 35 201 Exchange adjustments (2 ) (5 ) 1 (6 ) As of 31/12/2023 84 358 46 488 |
Accruals and Other Payables
Accruals and Other Payables | 12 Months Ended |
Dec. 31, 2023 | |
Accruals and Other Payables [Abstract] | |
Accruals and other payables | 15. Accruals and other payables As of 2022 2023 USD’000 USD’000 Wages payables 19 23 Other payables and accruals 40 455 Deferred government grants 45 30 Other tax payables 1 21 105 529 |
Amounts Due to Related Parties
Amounts Due to Related Parties | 12 Months Ended |
Dec. 31, 2023 | |
Amounts Due to Related Parties [Abstract] | |
Amounts due to related parties | 16. Amounts due to related parties As of Name of related parties 2022 2023 USD’000 USD’000 Mr. CHUN SUN WONG 139 284 Mr. ZHUO WANG 380 838 519 1,122 Mr. CHUN SUN WONG is the controlling shareholder of the Group. The amounts due to him are unsecured, interest-free and repayable on demand. Mr. ZHUO WANG is the shareholder of the Group. The amounts due to Mr. ZHUO WANG are unsecured, interest-free and repayable on demand. |
Short-Term Bank Borrowings
Short-Term Bank Borrowings | 12 Months Ended |
Dec. 31, 2023 | |
Short-Term Bank Borrowings [Abstract] | |
Short-term bank borrowings | 17. Short-term bank borrowings In March 2023, the Company entered into a 12-month operating loan agreement with Industrial and Commercial Bank of China. The Company received a fund of RMB 1,000,000 (approximately $141,000) with an annual interest rate of 1-year loan prime rate plus 0.5%. The short-term bank borrowing was repaid in March 2024. |
Share Capital and Reserves
Share Capital and Reserves | 12 Months Ended |
Dec. 31, 2023 | |
Share Capital and Reserves [Abstract] | |
Share capital and reserves | 18. Share capital and reserves Ordinary shares As of December 31, 2022, the Company’s had an authorized share capital of HK$380,000 divided into 38,000,000 authorized ordinary shares with a par value of HK$0.01 each, of which 100 ordinary shares were issued and fully paid with a par value of HK$0.01 per share. As per the resolution approved by the board of directors and by the members of the Company on January 10, 2023, the authorized share capital of the Company became US$100,000 divided into 100,000,000 shares with a par value of US$0.001 each. As part of the recapitalization process on January 10, 2023, the company issued a total of 9,599,900 ordinary shares to three co-founding shareholders, namely PLENTIFUL THRIVING LIMITED, AFFLUENT KIND LIMITED, and Deming Zhou. These shares were issued at a nominal consideration of US$0.001 per share. In accordance with ASC 260, the company has retroactively restated all shares and per share data for the periods presented, taking into consideration of the nominal issuance. On January 10, 2023, the Company issued a total of 6,400,000 ordinary shares to three new investors, namely WZ GLOBAL (BVI) LIMITED, ECF (BVI) LIMITED and HKC GLOBAL (BVI) LIMITED of a par value of US$0.001 per share. These shares were issued at a consideration of US$0.5 per share resulting in a share premium of approximately US$3,194.000. On September 27, 2023, the Company subdivided each of the then issued and unissued ordinary shares of a par value of US$0.001 per ordinary share of the Company into 1.25 Ordinary Share of a par value of US$0.0008 per ordinary share of the Company, or the “Subdivision”. As a result of the Subdivision, the total of 16,000,000 issued and outstanding ordinary share of a par value of US$0.001 per ordinary share prior to the Subdivision became 20,000,000 issued and outstanding ordinary shares of a par value of US$0.0008 per ordinary share. Following the Subdivision, existing shareholders maintained their relative ownership interest percentage in the Company. The Subdivision also changed the par value of the ordinary shares from US$0.001 per ordinary share to US$0.0008 per ordinary share, and the authorized share capital of the Company changed from US$100,000 divided into 100,000,000 ordinary shares of a par value of US$0.001 per ordinary share to US$100,000 divided into 125,000,000 ordinary shares of a par value of US$0.0008 per ordinary share. In accordance with ASC 260, the company has retroactively restated all shares and per share data for the periods presented, taking into consideration of the Subdivision. Other reserves Other reserves as presented in the consolidated statements of financial position represent the sum of merger reserve, capital reserve and statutory reserve as disclosed in the consolidated statement of changes in equity. Merger reserve The merger reserve represents the difference between the nominal value of the share capital of the subsidiaries acquired as a result of the reorganisation and the nominal value of the share capital of the Company issued in exchange thereof. Capital reserve Capital reserve represents the capital contribution by Mr. Wong Chun Sun, the controlling shareholder of the Company, to a subsidiary without allotting and issuing new shares. Statutory reserve In accordance with the PRC Company Law, the PRC subsidiary of the Group is required to allocate 10% of its profit after tax to the statutory surplus reserve (the “SSR’’) until such reserve reaches 50% of the registered capital of the PRC subsidiary. Subject to certain restrictions set out in the PRC Company Law, part of the SSR may be converted to increase paid-up capital/issued capital of the PRC subsidiary, provided that the remaining balance after the capitalization is not less than 25% of the registered capital. All non-PRC subsidiaries are not required to make appropriation for statutory reserve. |
Employee Retirement Benefits
Employee Retirement Benefits | 12 Months Ended |
Dec. 31, 2023 | |
Employee Retirement Benefits [Abstract] | |
Employee retirement benefits | 19. Employee retirement benefits The employees of the Group in the PRC are members of a state-managed pension obligations operated by the PRC Government. The Group is required to contribute a specified percentage of payroll costs as determined by respective local government authority to the pension obligations to fund the benefits. The only obligation of the Group with respect to the retirement benefits scheme is to make the specified contributions under the scheme. |
Banking Facilities
Banking Facilities | 12 Months Ended |
Dec. 31, 2023 | |
Banking Facilities [Abstract] | |
Banking facilities | 20. Banking facilities Total banking facilities available to the Group amounting to not less than US$2,570,000 and US$6,519,000 as of December 31, 2022 and December 31, 2023 are secured by: – a deed of charge over deposits executed by a related company for the bank overdrafts; and – guarantees from a subsidiary of the Company and a director of the Company for the short-term bank borrowings. As of December 31, 2022 and December 31, 2023, the Group had utilized the facilities in the amount of approximately US$2,565,000 and US$2,686,000 respectively. |
Dividends
Dividends | 12 Months Ended |
Dec. 31, 2023 | |
Dividends [Abstract] | |
Dividends | 21. Dividends No dividend has been paid or declared by the Company since its date of incorporation. |
Capital Commitments
Capital Commitments | 12 Months Ended |
Dec. 31, 2023 | |
Capital Commitments [Abstract] | |
Capital commitments | 22. Capital commitments As of 2022 2023 USD’000 USD’000 Capital expenditure in respect of acquisition of the contractual management rights: Total contract sum 27,182 26,630 Less: Amounts paid and recognized as cost of property, plant and equipment (4,315 ) (11,895 ) Less: Amounts paid and recognized as prepayments on property, plant and equipment (6,860 ) — Contracted for but not provided in the Consolidated Financial Statement 16,007 14,735 Capital commitments as of December 31, 2022 are mainly related to the acquisition of 5,300 mu (equivalent to approximately 3,533,351 sq. m.) of tea trees situated in the tea gardens. On February 17, 2023, the Group entered into a supplementary agreement with the village committee of Changguan Village, acquiring a tea garden encompassing 1,014mu 800mu |
Contingent Liabilities
Contingent Liabilities | 12 Months Ended |
Dec. 31, 2023 | |
Contingent Liabilities [Abstract] | |
Contingent liabilities | 23. Contingent liabilities As of December 31, 2022 and 2023, the Group did not have any significant contingent liabilities. |
Events After the Reporting Peri
Events After the Reporting Period | 12 Months Ended |
Dec. 31, 2023 | |
Events After the Reporting Period [Abstract] | |
Events after the reporting period | 24. Events after the reporting period These consolidated financial statements were approved by management and available for issuance on April 30, 2024. Apart from the events as disclosed elsewhere in the consolidated financial statements, the Group did not have any other material events after the reporting period. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Significant Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). |
Principles of Consolidation | Principles of Consolidation The Consolidated Financial Statements include the financial statements of Oriental Rise Holdings Limited and its wholly-owned subsidiaries. Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed to or has rights to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de-consolidated from the date that control ceases. All significant intercompany transactions and account balances have been eliminated. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Although these estimates are based on the Company’s knowledge of current events and actions the Company may undertake in the future, actual results could differ from those estimates and assumptions. Significant items subject to such estimates and assumptions include the useful lives of fixed assets and the valuation of financial instruments and inventories. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. The Company’s results can also be affected by economic, political, legislative, regulatory, legal actions, and the impact from COVID-19. Economic conditions, such as inflation, interest and monetary exchange rates, and government fiscal policies, can have a significant effect on operations. While the Company maintains reserves for anticipated liabilities and carries various levels of insurance, the Company could be affected by civil, criminal, environmental, regulatory or administrative actions, claims, or proceedings. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents comprise cash at bank and on hand, demand deposits with banks and other financial institutions, and short-term highly liquid investments which are readily convertible into known amounts of cash and subject to an insignificant risk of change in value, having been within three months of maturity at acquisition. Bank overdrafts which are repayable on demand and form an integral part of the Group’s cash management are also included as a component of cash and cash equivalents for the purpose of the consolidated statements of cash flows. |
Inventories | Inventories Raw materials and finished goods are valued at the lower of cost or net realizable value. Cost is determined using weighted average method. Finished goods inventories represent costs associated with boxed produce not yet sold. Raw materials primarily represent growing and packaging supplies. Growing leaves inventories primarily represent the capitalized costs associated with growing tea leaves, consist of but not limited to costs of plantation, cultivation, pest controls, pruning and irrigation etc. |
Property, plant and equipment and depreciation | Property, plant and equipment and depreciation Property, plant and equipment are stated at cost less accumulated depreciation and impairment. Expenditures for additions or renewals and improvements are capitalized; expenditures for maintenance and repairs that neither materially add to the value of the property nor appreciably prolong its economic life are charged to expense as incurred. Depreciation is calculated on the straight-line basis to write off the cost of each item of property, plant and equipment to its residual value over its estimated useful lives. The principal annual rates used for this purpose are as follows: Category Estimated Estimated Bearer plant 24 – 30 years — Buildings 5 – 20 years 0 – 5% Plant and machinery 5 – 10 years 0 – 5% Office equipment 3 – 10 years 0 – 5% Motor vehicles 4 years 5% Software 3 – 10 years — Leasehold improvements 10 years — |
Operating Leases | Operating Leases A lease is defined as a contract that conveys the right to control the use of identified tangible property for a period of time in exchange for consideration. The Group adopted ASC Topic 842 which primarily affected the accounting treatment for operating lease agreements in which the Group is the lessee including leases of lands used in its operations. The Group elected to not recognize right of use assets (“ROU”) and lease liabilities arising from short-term leases with initial lease terms of twelve months or less (deemed immaterial) on the accompanying consolidated balance sheets. We determine if an arrangement is a lease at inception. Payments under our lease arrangements are fixed. ROU assets and lease liabilities are recognized at the present value of the future lease payments at the lease commencement date. The interest rate used to determine the present value of the future lease payments is incremental borrowing rate, because the interest rate implicit in the leases is not readily determinable. The incremental borrowing rate is estimated to approximate the interest rate on a collateralized basis with similar terms and payments, and in economic environments where the leased asset is located. The lease terms include periods under options to extend or terminate the lease when it is reasonably certain that we will exercise that option. The Group generally uses the base, non-cancelable, lease term when determining the ROU assets and lease liabilities. ROU assets also include any prepaid lease payments and lease incentives. Operating lease expense is recognized on a straight-line basis over the lease term. |
Impairment of long-lived assets | Impairment of long-lived assets Long-lived assets include property, plant and equipment and ROU are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of a long-lived asset or asset group may not be recoverable. Recoverability of assets is measured by comparing the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. The Company did not record any impairment losses for the years ended December 31, 2022 and 2023. |
Financial Instruments | Financial Instruments Financial instruments of the Group primarily consist of cash and cash equivalents, trade receivables, prepayments and other current assets, bank overdraft, short-term bank borrowings, accruals and other payables and amount due to related parties. The carrying values of the Group’s financial instruments approximate their fair values, principally because of the short-term maturity of these instruments or their terms. The Group has no derivative financial instruments. |
Trade Receivables and Allowance for Credit Losses | Trade Receivables and Allowance for Credit Losses Trade receivables are stated at the amount the Group expects to collect. The Group maintains allowances for credit losses. Management considers the following factors when determining the collectability of trade receivables: economic environment, historical experience, creditworthiness of the clients, aging of the receivables and other specific circumstances related to the accounts. Allowance for credit losses is made and recorded into administrative expenses based on the aging of trade receivables and on any specifically identified receivables that may become uncollectible. Trade receivables which are deemed to be uncollectible are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. The Group takes a write-off of the account balances when the Group can demonstrate all means of collection on the outstanding balances have been exhausted. Our assessment considered the impact of COVID-19 and estimates of expected credit and collectability trends. Volatility in market conditions and evolving credit trends are difficult to predict and may cause variability and volatility that may have an impact on our allowance for credit losses in future periods. There was no allowance for credit losses or write-off during the years ended December 31, 2022 and 2023. |
Revenue Recognition | Revenue Recognition Revenue is recognized when a customer obtains control of promised goods or services and is recognized in an amount that reflects the consideration that an entity expects to receive in exchange for those goods or services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The amount of revenue that is recorded reflects the consideration that the Group expects to receive in exchange for those goods or services. The Group applies the following five-step model in order to determine this amount: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Group satisfies each performance obligation. The Group only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. Once a contract is determined to be within the scope of ASC 606 at contract inception, the Group reviews the contract to determine which performance obligations the Group must deliver and which of these performance obligations are distinct. The Group recognizes as revenues the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. Our revenue consists primarily of the sale of primarily-processed teas and refined teas in the PRC. Sales of products are for cash or otherwise agreed-upon credit terms. Our payment terms vary by customer. Our revenue generating activities have a single performance obligation and are recognized at the point in time when control transfers and our obligation has been fulfilled, which is when the related goods are delivered to the customer, depending upon the method of distribution, and delivery terms. Revenue is measured as the amount of consideration we expect to receive in exchange for our products. We do not allow for a right of return except for matters related to quality. |
Income Taxes | Income Taxes Income taxes are provided for in accordance with the laws and regulations applicable to the Group as enacted by the relevant tax authorities. The impact of an uncertain income tax position on the income tax return is recognized at the largest amount that is more-likely-than-not to be sustained upon audit of the related tax authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. As of December 31, 2022 and 2023, the Group had no uncertain income tax position. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Group records interest and penalties related to unrecognized tax liabilities (if any) in interest expenses and administrative expenses, respectively. The Group recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are provided, if, based upon the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. |
Commitments and Contingencies | Commitments and Contingencies In the normal course of business, the Group is subject to loss contingencies, such as legal proceedings and claims arising out of its business, that cover a wide range of matters, including, among others, government investigations, lawsuits, and tax disputes. An accrual for a loss contingency is recognized when it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. If a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, is disclosed. As of December 31, 2022 and 2023, the Group had no such potential material loss contingency. |
Fair Value Measurement | Fair Value Measurement The Group defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Group considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability. The Group follows the provisions of ASC 820, “Fair Value Measurements and Disclosures”. ASC 820 clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows: Level 1: applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities Level 2: applies to assets or liabilities for which there are inputs, other than quoted prices in level 1, that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3: applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the asset or liability. As of December 31, 2022 and 2023, the carrying value of financial instruments included in current assets and liabilities approximate their fair values because of the short-term nature of these instruments |
Foreign currency translation | Foreign currency translation All of the Group’s operations are conducted in the PRC and as a result, the functional currency of the Group is the Chinese Renminbi (“RMB”). The presentation currency of the Group is the USD. Monetary assets and liabilities denominated in currencies other than the applicable functional currencies are translated into the functional currency at the prevailing rates of exchange at the balance sheet date. Transactions in currencies other than the functional currency are converted into the functional currency at the applicable rates of exchange prevailing at the transaction dates. Transaction gains and losses are recognized in the statements of comprehensive income. In translating the financial statements of the Company’s subsidiaries in functional currencies into the presentation currency, assets and liabilities are translated from the subsidiaries’ functional currencies to the presentation currency at the exchange rate at the balance sheet date. Equity amounts are translated at historical exchange rates; revenues, expenses, and other gains and losses are translated using the average rate for the period. Translation adjustments are reported as cumulative translation adjustments and are shown as a separate component of other comprehensive income/(loss) in the Consolidated Statements of Comprehensive Income. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In October 2021, the FASB issued ASU 2021-08, “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers”. Under ASU 2021-08, an acquirer must recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606, as if it had originated the contracts. Prior to this ASU, an acquirer generally recognized contract assets acquired and contract liabilities assumed that arose from contracts with customers at fair value on the acquisition date. The Company adopted the ASU on January 1, 2023 and the adoption did not have a material impact on the Company’s consolidated financial statements. In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures,” which requires public entities to disclose expanded information about their reportable segment(s)’ significant expenses and other segment items on an interim and annual basis. The ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The ASU is required to be applied retrospectively to all prior periods presented in the financial statements once adopted. The Company is evaluating the disclosure requirements related to the new standard. In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which requires public entities to disclose specific tax rate reconciliation categories, as well as income taxes paid disaggregated by jurisdiction, amongst other disclosure enhancements. The ASU is effective for financial statements issued for annual periods beginning after December 15, 2024, with early adoption permitted. The ASU can be adopted on a prospective or retrospective basis. The Company is evaluating the disclosure requirements related to the new standard. The Company has considered all other recently issued accounting pronouncements and does not believe that the adoption of such pronouncements will have a material impact on the consolidated financial statements. |
Description of Business (Tables
Description of Business (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Description of Business [Abstract] | |
Schedule of Company's Wholly-Owned Subsidiaries | The Company is an investment holding company. The Company and its wholly-owned subsidiaries now comprising the Group are principally engaged in production and trading of primarily-processed teas and/or refined teas in the People’s Republic of China (“PRC”). Details of the Company’s wholly-owned subsidiaries are set out in below: Place of Issued and Percentage of ownership incorporation Date of paid up As of At of date Principal Name operation establishment capital 2022 2023 report activities Wisdom Navigation Limited (“Wisdom Navigation”) BVI 15 November 2018 USD100/ 100% 100% 100% Investment holding East Asia Enterprise Limited Hong Kong 8 October 2012 HK$10,000/ 100% 100% 100% Investment holding 福建閩東紅茶業科技有限公司 Fujian Min Dong Hong Tea Industrial Technical Company Limited* PRC 24 May 2013 HK$24,670,000/ 100% 100% 100% Sales of refined teas 福建省青菁農業綜合開發有限公司 Fujian Qing Jing Agricultural Development Company Limited* PRC 26 May 2008 RMB 3,060,000/ 100% 100% 100% Processing of tea leaves and wholesale primarily- processed teas *: The English names of these companies represent the best effort made by the directors of the Company to translate the Chinese names as these companies have not been registered with any official English names. |
Significant Accounting Polici_2
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Significant Accounting Policies [Abstract] | |
Schedule of Property, Plant and Equipment and Depreciation | Depreciation is calculated on the straight-line basis to write off the cost of each item of property, plant and equipment to its residual value over its estimated useful lives. The principal annual rates used for this purpose are as follows: Category Estimated Estimated Bearer plant 24 – 30 years — Buildings 5 – 20 years 0 – 5% Plant and machinery 5 – 10 years 0 – 5% Office equipment 3 – 10 years 0 – 5% Motor vehicles 4 years 5% Software 3 – 10 years — Leasehold improvements 10 years — |
Revenue and Segment Informati_2
Revenue and Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Revenue and Segment Information [Abstract] | |
Schedule of Disaggregation of Revenue from Contracts with Customers Recognized at a Point in Time | Disaggregation of revenue from contracts with customers recognized at a point in time is as follows: Year ended 2022 2023 USD’000 USD’000 Sales of primarily-processed white teas Premium-grade 3,494 3,578 First-grade 6,224 5,806 Second-grade 5,001 5,088 Third-grade 5,515 5,413 Sales of primarily-processed black teas Premium-grade 747 691 First-grade 1,237 1,176 Second-grade 990 900 Third-grade 1,082 1,031 Sales of refined teas 16 439 24,306 24,122 |
Schedule of Information by Operating Segment | Information by operating segment is as follows: Year ended 2022 2023 USD’000 USD’000 Revenues: Sales of primarily-processed teas 24,290 23,683 Sales of refined teas 16 439 24,306 24,122 Cost of sales: Sales of primarily-processed teas 11,653 11,269 Sales of refined teas 3 69 11,656 11,338 Segment results: Sales of primarily-processed teas 12,637 12,414 Sales of refined teas 13 370 12,650 12,784 |
Other income, net (Tables)
Other income, net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Other income, net [Abstract] | |
Schedule of Other Income, Net | Year ended 2022 2023 USD’000 USD’000 Other income – Bank interest income 65 80 – Government grants 31 46 – Others 5 — 101 126 |
Finance costs (Tables)
Finance costs (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Finance Costs [Abstract] | |
Schedule of Finance Costs | Year ended 2022 2023 USD’000 USD’000 Interest on bank overdraft 61 132 Interest on bank borrowings — 4 Interest on leases 11 13 72 149 |
Profit Before Income Tax Expe_2
Profit Before Income Tax Expenses (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Profit Before Income Tax Expenses [Abstract] | |
Schedule of Profit Before Income Tax Expenses | Profit before income tax expenses is arrived at after charging: Year ended 2022 2023 USD’000 USD’000 Staff costs Salaries and other benefits 439 444 Staff welfare 1 — Defined contribution retirement plan contributions 94 89 534 533 Other items: Depreciation of property, plant and equipment 919 1,091 Depreciation of right-of-use assets 20 20 Directors’ remuneration 17 46 Expense for listing on Hong Kong Stock Exchange 69 — Expense for listing on Nasdaq Stock Exchange — 731 |
Income tax expenses_(credit) (T
Income tax expenses/(credit) (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Taxes Expenses/(Credit) [Abstract] | |
Schedule of Income Tax Expenses/(credit) | Year ended 2022 2023 USD’000 USD’000 PRC Enterprise Income Tax Expense Current year 219 83 Deferred tax (131 ) (201 ) 88 (118 ) |
Schedule of Profit Before Taxation at Applicable Tax Rates | A reconciliation between income tax expenses and profit before taxation at applicable tax rates is set out below: Year ended 2022 2023 USD’000 USD’000 Profit before taxation 11,941 11,383 Taxation at the applicable tax rate 3,024 2,898 Tax effect of preferential tax rates for tea plantation in the PRC (3,268 ) (3,132 ) Tax effect of non-deductible expenses 289 159 Tax effect of tax losses unrecognized 43 — Over-provision in prior year — (43 ) Income tax expenses/(credit) 88 (118 ) |
Cash and Cash Equivalents_Ban_2
Cash and Cash Equivalents/Bank Overdraft (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Cash and Cash Equivalents/Bank Overdraft [Abstract] | |
Schedule of Cash and Cash Equivalents/Bank Overdraft | As of 2022 2023 USD’000 USD’000 Cash at banks 25,734 36,709 Cash on hand 5 2 Cash and cash equivalents presented in the consolidated statements of financial position 25,739 36,711 Bank overdraft (2,565 ) (2,545 ) Cash and cash equivalents presented in the consolidated statements of cash flows 23,174 34,166 |
Trade Receivables (Tables)
Trade Receivables (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Trade Receivables [Abstract] | |
Schedule of Trade Receivables | As of 2022 2023 USD’000 USD’000 Trade receivables 859 936 |
Schedule of Concentration Analysis on Trade Receivables | A concentration analysis on trade receivables from top 5 debtors is as follows: As of 2022 2023 USD’000 USD’000 Customer A 9 % 11 % Customer B 9 % 9 % Customer C 8 % 8 % Customer D 8 % 7 % Customer E 7 % 7 % Others 59 % 58 % 100 % 100 % |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Inventories [Abstract] | |
Schedule of Inventories | As of 2022 2023 USD’000 USD’000 Raw materials 217 314 Packaging and other materials 2 2 Growing leaves 1,414 1,301 Finished goods 315 397 1,948 2,014 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | At December 31, 2022 Original Accumulated Assets USD’000 USD’000 USD’000 Bearer plant 23,743 3,694 20,049 Buildings 542 251 291 Plant and machinery 507 456 51 Fixtures and equipment 18 17 1 Motor vehicles 1 1 — Software 21 19 2 Leasehold improvements 21 18 3 24,853 4,456 20,397 At December 31, 2023 Original Accumulated Assets USD’000 USD’000 USD’000 Bearer plant 31,739 4,649 27,090 Buildings 531 280 251 Plant and machinery 497 466 31 Fixtures and equipment 18 17 1 Motor vehicles 1 1 — Software 21 20 1 Leasehold improvements 20 19 1 32,827 5,452 27,375 |
Deposits Paid for Acquisition_2
Deposits Paid for Acquisition of Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Deposits Paid for Acquisition of Property, Plant and Equipment [Abstract] | |
Schedule of Deposits Paid for Acquisition of Property, Plant and Equipment | As of 2022 2023 USD’000 USD’000 Deposits paid for acquisition of property, plant and equipment 6,860 — |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Schedule of Right of Use Assets and Lease Liabilities | Below shows the movements of Right-of-use assets and lease liabilities presented in the consolidated statements of financial position: Right-of-use Lease USD’000 USD’000 As of 1/1/2022 177 203 Depreciation expense (20 ) — Interest expense — 11 Payment — (29 ) Exchange adjustments (15 ) (15 ) As of 31/12/2022 142 170 New lease 66 66 Depreciation expense (20 ) — Interest expense — 13 Payment — (29 ) Exchange adjustments (2 ) (4 ) As of 31/12/2023 186 216 |
Schedule of Lease Liabilities | The lease liabilities based on their maturity are as follows: As of 2022 2023 USD’000 USD’000 Analyzed into: Within one year 11 16 In the second to fifth year, inclusive 33 70 Over fifth year 126 130 170 216 |
Deferred Tax Assets (Tables)
Deferred Tax Assets (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Deferred Tax Assets [Abstract] | |
Schedule of Presented the Category of Deferred Tax Assets | The followings presented the category of deferred tax assets recognized by the Group and movements thereon: Tax losses Depreciation Others Total USD’000 USD’000 USD’000 USD’000 As of 1/1/2022 94 77 11 182 Credit for the year — 131 — 131 Exchange adjustments (8 ) (11 ) (1 ) (20 ) As of 31/12/2022 86 197 10 293 Credit for the year — 166 35 201 Exchange adjustments (2 ) (5 ) 1 (6 ) As of 31/12/2023 84 358 46 488 |
Accruals and Other Payables (Ta
Accruals and Other Payables (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accruals and Other Payables [Abstract] | |
Schedule of Accruals and Other Payables | As of 2022 2023 USD’000 USD’000 Wages payables 19 23 Other payables and accruals 40 455 Deferred government grants 45 30 Other tax payables 1 21 105 529 |
Amounts Due to Related Parties
Amounts Due to Related Parties (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Amounts Due to Related Parties [Abstract] | |
Schedule of Amounts Due to Related Parties | As of Name of related parties 2022 2023 USD’000 USD’000 Mr. CHUN SUN WONG 139 284 Mr. ZHUO WANG 380 838 519 1,122 |
Capital Commitments (Tables)
Capital Commitments (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Capital Commitments [Abstract] | |
Schedule of Capital Commitments | As of 2022 2023 USD’000 USD’000 Capital expenditure in respect of acquisition of the contractual management rights: Total contract sum 27,182 26,630 Less: Amounts paid and recognized as cost of property, plant and equipment (4,315 ) (11,895 ) Less: Amounts paid and recognized as prepayments on property, plant and equipment (6,860 ) — Contracted for but not provided in the Consolidated Financial Statement 16,007 14,735 |
Description of Business (Detail
Description of Business (Details) - Schedule of Company's Wholly-Owned Subsidiaries - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
Wisdom Navigation Limited (“Wisdom Navigation”) [Member] | USD [Member] | |||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||
Place of incorporation and operation | BVI | ||
Date of incorporation/establishment | Nov. 15, 2018 | ||
Issued and paid up capital/registered capital | $ 100 | ||
registered capital | $ 50,000 | ||
Percentage of ownership/voting power | 100% | 100% | |
Percentage of profit sharing | 100% | ||
Principal activities | Investment holding | ||
East Asia Enterprise Limited [Member] | Hong Kong [Member] | |||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||
Place of incorporation and operation | Hong Kong | ||
Date of incorporation/establishment | Oct. 08, 2012 | ||
Issued and paid up capital/registered capital | $ 10,000 | ||
registered capital | $ 10,000 | ||
Percentage of ownership/voting power | 100% | 100% | |
Percentage of profit sharing | 100% | ||
Principal activities | Investment holding | ||
Fujian Min Dong Hong Tea Industrial Technical Company Limited [Member] | PRC [Member] | |||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||
Place of incorporation and operation | [1] | PRC | |
Date of incorporation/establishment | [1] | May 24, 2013 | |
Issued and paid up capital/registered capital | [1] | $ 24,670,000 | |
registered capital | [1] | $ 35,000,000 | |
Percentage of ownership/voting power | [1] | 100% | 100% |
Percentage of profit sharing | [1] | 100% | |
Principal activities | [1] | Sales of refined teas | |
Fujian Qing Jing Agricultural Development Company Limited [Member] | PRC [Member] | |||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |||
Place of incorporation and operation | [1] | PRC | |
Date of incorporation/establishment | [1] | May 26, 2008 | |
Issued and paid up capital/registered capital | [1] | $ 3,060,000 | |
registered capital | [1] | $ 3,060,000 | |
Percentage of ownership/voting power | [1] | 100% | 100% |
Percentage of profit sharing | [1] | 100% | |
Principal activities | [1] | Processing of tea leaves and wholesale primarily- processed teas | |
[1] The English names of these companies represent the best effort made by the directors of the Company to translate the Chinese names as these companies have not been registered with any official English names. |
Significant Accounting Polici_3
Significant Accounting Policies (Details) | 12 Months Ended |
Dec. 31, 2023 | |
Significant Accounting Policies [Abstract] | |
Income tax percentage | 50% |
Significant Accounting Polici_4
Significant Accounting Policies (Details) - Schedule of Property, Plant and Equipment and Depreciation | Dec. 31, 2023 |
Bearer plant [Member] | |
Schedule of Property, Plant and Equipment and Depreciation [Line Items] | |
Estimated residual values | |
Motor vehicles [Member] | |
Schedule of Property, Plant and Equipment and Depreciation [Line Items] | |
Estimated useful lives | 4 years |
Estimated residual values | 5% |
Software [Member] | |
Schedule of Property, Plant and Equipment and Depreciation [Line Items] | |
Estimated residual values | |
Leasehold improvements [Member] | |
Schedule of Property, Plant and Equipment and Depreciation [Line Items] | |
Estimated useful lives | 10 years |
Estimated residual values | |
Minimum [Member] | Bearer plant [Member] | |
Schedule of Property, Plant and Equipment and Depreciation [Line Items] | |
Estimated useful lives | 24 years |
Minimum [Member] | Buildings [Member] | |
Schedule of Property, Plant and Equipment and Depreciation [Line Items] | |
Estimated useful lives | 5 years |
Estimated residual values | 0% |
Minimum [Member] | Plant and machinery [Member] | |
Schedule of Property, Plant and Equipment and Depreciation [Line Items] | |
Estimated useful lives | 5 years |
Estimated residual values | 0% |
Minimum [Member] | Office equipment [Member] | |
Schedule of Property, Plant and Equipment and Depreciation [Line Items] | |
Estimated useful lives | 3 years |
Estimated residual values | 0% |
Minimum [Member] | Software [Member] | |
Schedule of Property, Plant and Equipment and Depreciation [Line Items] | |
Estimated useful lives | 3 years |
Maximum [Member] | Bearer plant [Member] | |
Schedule of Property, Plant and Equipment and Depreciation [Line Items] | |
Estimated useful lives | 30 years |
Maximum [Member] | Buildings [Member] | |
Schedule of Property, Plant and Equipment and Depreciation [Line Items] | |
Estimated useful lives | 20 years |
Estimated residual values | 5% |
Maximum [Member] | Plant and machinery [Member] | |
Schedule of Property, Plant and Equipment and Depreciation [Line Items] | |
Estimated useful lives | 10 years |
Estimated residual values | 5% |
Maximum [Member] | Office equipment [Member] | |
Schedule of Property, Plant and Equipment and Depreciation [Line Items] | |
Estimated useful lives | 10 years |
Estimated residual values | 5% |
Maximum [Member] | Software [Member] | |
Schedule of Property, Plant and Equipment and Depreciation [Line Items] | |
Estimated useful lives | 10 years |
Revenue and Segment Informati_3
Revenue and Segment Information (Details) | 12 Months Ended |
Dec. 31, 2023 segments | |
Revenue and Segment Information [Abstract] | |
Number of reporting segments | 2 |
Revenue and Segment Informati_4
Revenue and Segment Information (Details) - Schedule of Disaggregation of Revenue from Contracts with Customers Recognized at a Point in Time - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Sales of primarily-processed white teas | ||
Revenues from sales of product | $ 24,122 | $ 24,306 |
Premium-Grade [Member] | ||
Sales of primarily-processed white teas | ||
Revenues from sales of product | 3,578 | 3,494 |
First-Grade [Member] | ||
Sales of primarily-processed white teas | ||
Revenues from sales of product | 5,806 | 6,224 |
Second-Grade [Member] | ||
Sales of primarily-processed white teas | ||
Revenues from sales of product | 5,088 | 5,001 |
Third-Grade [Member] | ||
Sales of primarily-processed white teas | ||
Revenues from sales of product | 5,413 | 5,515 |
Premium-Grade One [Member] | ||
Sales of primarily-processed white teas | ||
Revenues from sales of product | 691 | 747 |
First-Grade One [Member] | ||
Sales of primarily-processed white teas | ||
Revenues from sales of product | 1,176 | 1,237 |
Second-Grade One [Member] | ||
Sales of primarily-processed white teas | ||
Revenues from sales of product | 900 | 990 |
Third-Grade One [Member] | ||
Sales of primarily-processed white teas | ||
Revenues from sales of product | 1,031 | 1,082 |
Sales of Refined Teas [Member] | ||
Sales of primarily-processed white teas | ||
Revenues from sales of product | $ 439 | $ 16 |
Revenue and Segment Informati_5
Revenue and Segment Information (Details) - Schedule of Information by Operating Segment - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Revenues: | ||
Revenues from sales of product | $ 24,122 | $ 24,306 |
Cost of sales: | ||
Cost of sales | 11,338 | 11,656 |
Segment results: | ||
Gross profit | 12,784 | 12,650 |
Sales of Primarily-Processed Teas [Member] | ||
Revenues: | ||
Revenues from sales of product | 23,683 | 24,290 |
Sales of Refined Teas [Member] | ||
Revenues: | ||
Revenues from sales of product | 439 | 16 |
Sales of Primarily-Processed Teas One [Member] | ||
Cost of sales: | ||
Cost of sales | 11,269 | 11,653 |
Sales of Refined Teas One [Member] | ||
Cost of sales: | ||
Cost of sales | 69 | 3 |
Sales of Primarily-Processed Teas Two [Member] | ||
Segment results: | ||
Gross profit | 12,414 | 12,637 |
Sales of Refined Teas Two [Member] | ||
Segment results: | ||
Gross profit | $ 370 | $ 13 |
Other income, net (Details) - S
Other income, net (Details) - Schedule of Other Income, Net - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Other Income, Net [Abstract] | ||
– Bank interest income | $ 80 | $ 65 |
– Government grants | 46 | 31 |
– Others | 5 | |
Total | $ 126 | $ 101 |
Finance costs (Details) - Sched
Finance costs (Details) - Schedule of Finance Costs - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Finance Costs [Line Items] | ||
Interest on Finance Costs | $ 149 | $ 72 |
Bank Overdrafts [Member] | ||
Schedule of Finance Costs [Line Items] | ||
Interest on Finance Costs | 132 | 61 |
Bank Borrowings [Member] | ||
Schedule of Finance Costs [Line Items] | ||
Interest on Finance Costs | 4 | |
leases [Member] | ||
Schedule of Finance Costs [Line Items] | ||
Interest on Finance Costs | $ 13 | $ 11 |
Profit Before Income Tax Expe_3
Profit Before Income Tax Expenses (Details) - Schedule of Profit Before Income Tax Expenses - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Profit Before Income Tax Expenses [Abstract] | ||
Salaries and other benefits | $ 444 | $ 439 |
Staff welfare | 1 | |
Defined contribution retirement plan contributions | 89 | 94 |
Total income tax expenses | 533 | 534 |
Depreciation of property, plant and equipment | 1,091 | 919 |
Depreciation of right-of-use assets | 20 | 20 |
Directors’ remuneration | 46 | 17 |
Expense for listing on Hong Kong Stock Exchange | 69 | |
Expense for listing on Nasdaq Stock Exchange | $ 731 |
Income tax expenses_(credit) (D
Income tax expenses/(credit) (Details) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Expenses/(Credit) [Line Items] | |
Foreign invesment | 25% |
Minimum [Member] | |
Income Tax Expenses/(Credit) [Line Items] | |
Income tax rate | 0% |
Maximum [Member] | |
Income Tax Expenses/(Credit) [Line Items] | |
Income tax rate | 12.50% |
Income tax expenses_(credit) _2
Income tax expenses/(credit) (Details) - Schedule of Income Tax Expenses/(credit) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
PRC Enterprise Income Tax Expense | ||
Current year | $ 83 | $ 219 |
Deferred tax | (201) | (131) |
Income Tax Expense Credit | $ (118) | $ 88 |
Income tax expenses_(credit) _3
Income tax expenses/(credit) (Details) - Schedule of Profit Before Taxation at Applicable Tax Rates - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Profit Before Taxation at Applicable Tax Rates [Abstract] | ||
Profit before taxation | $ 11,383 | $ 11,941 |
Taxation at the applicable tax rate | 2,898 | 3,024 |
Tax effect of preferential tax rates for tea plantation in the PRC | (3,132) | (3,268) |
Tax effect of non-deductible expenses | 159 | 289 |
Tax effect of tax losses unrecognized | 43 | |
Over-provision in prior year | (43) | |
Income tax expenses/(credit) | $ (118) | $ 88 |
Cash and Cash Equivalents_Ban_3
Cash and Cash Equivalents/Bank Overdraft (Details) - Schedule of Cash and Cash Equivalents/Bank Overdraft - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Schedule of Cash and Cash Equivalents/Bank Overdraft [Abstract] | |||
Cash at banks | $ 36,709 | $ 25,734 | |
Cash on hand | 2 | 5 | |
Cash and cash equivalents presented in the consolidated statements of financial position | 36,711 | 25,739 | |
Bank overdraft | (2,545) | (2,565) | |
Cash and cash equivalents presented in the consolidated statements of cash flows | $ 34,166 | $ 23,174 | $ 10,793 |
Trade Receivables (Details)
Trade Receivables (Details) - Schedule of Trade Receivables - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Trade Receivables [Abstract] | ||
Trade receivables | $ 936 | $ 859 |
Trade Receivables (Details_2
Trade Receivables (Details) - Schedule of Concentration Analysis on Trade Receivables - Customer Concentration Risk [Member] - Accounts Receivable [Member] | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Customer A [Member] | ||
Schedule of Concentration Analysis on Trade Receivables [Line Items] | ||
Customer Concentartion Risk | 11% | 9% |
Customer B [Member] | ||
Schedule of Concentration Analysis on Trade Receivables [Line Items] | ||
Customer Concentartion Risk | 9% | 9% |
Customer C [Member] | ||
Schedule of Concentration Analysis on Trade Receivables [Line Items] | ||
Customer Concentartion Risk | 8% | 8% |
Customer D [Member] | ||
Schedule of Concentration Analysis on Trade Receivables [Line Items] | ||
Customer Concentartion Risk | 7% | 8% |
Customer E [Member] | ||
Schedule of Concentration Analysis on Trade Receivables [Line Items] | ||
Customer Concentartion Risk | 7% | 7% |
Other Customer [Member] | ||
Schedule of Concentration Analysis on Trade Receivables [Line Items] | ||
Customer Concentartion Risk | 58% | 59% |
Customer [Member] | ||
Schedule of Concentration Analysis on Trade Receivables [Line Items] | ||
Customer Concentartion Risk | 100% | 100% |
Inventories (Details) - Schedul
Inventories (Details) - Schedule of Inventories - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Inventory [Line Items] | ||
Inventories, Total | $ 2,014 | $ 1,948 |
Raw Materials [Member] | ||
Inventory [Line Items] | ||
Inventories, Total | 314 | 217 |
Packaging and Other Materials [Member] | ||
Inventory [Line Items] | ||
Inventories, Total | 2 | 2 |
Growing Leaves [Member] | ||
Inventory [Line Items] | ||
Inventories, Total | 1,301 | 1,414 |
Finished Goods [Member] | ||
Inventory [Line Items] | ||
Inventories, Total | $ 397 | $ 315 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Abstract] | ||
Depreciation expenses | $ 1,091,000 | $ 919,000 |
Property, Plant and Equipment_3
Property, Plant and Equipment (Details) - Schedule of Property, Plant and Equipment - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Original Cost [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | $ 24,853 | |
Original Cost [Member] | Bearer Plant | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 23,743 | |
Original Cost [Member] | Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 542 | |
Original Cost [Member] | Plant and Machinery | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 507 | |
Original Cost [Member] | Fixtures and Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 18 | |
Original Cost [Member] | Motor Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 1 | |
Original Cost [Member] | Software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 21 | |
Original Cost [Member] | Leasehold Improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 21 | |
Retained Earnings [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 4,456 | |
Retained Earnings [Member] | Bearer Plant | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 3,694 | |
Retained Earnings [Member] | Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 251 | |
Retained Earnings [Member] | Plant and Machinery | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 456 | |
Retained Earnings [Member] | Fixtures and Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 17 | |
Retained Earnings [Member] | Motor Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 1 | |
Retained Earnings [Member] | Software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 19 | |
Retained Earnings [Member] | Leasehold Improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 18 | |
Assets, Total [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 20,397 | |
Assets, Total [Member] | Bearer Plant | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 20,049 | |
Assets, Total [Member] | Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 291 | |
Assets, Total [Member] | Plant and Machinery | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 51 | |
Assets, Total [Member] | Fixtures and Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 1 | |
Assets, Total [Member] | Motor Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | ||
Assets, Total [Member] | Software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 2 | |
Assets, Total [Member] | Leasehold Improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | $ 3 | |
Original Cost 1 [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | $ 32,827 | |
Original Cost 1 [Member] | Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 531 | |
Original Cost 1 [Member] | Plant and Machinery | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 497 | |
Original Cost 1 [Member] | Fixtures and Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 18 | |
Original Cost 1 [Member] | Motor Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 1 | |
Original Cost 1 [Member] | Software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 21 | |
Original Cost 1 [Member] | Leasehold Improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 20 | |
Original Cost 1 [Member] | Bearer Plant | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 31,739 | |
Retained Earnings 1 [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 5,452 | |
Retained Earnings 1 [Member] | Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 280 | |
Retained Earnings 1 [Member] | Plant and Machinery | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 466 | |
Retained Earnings 1 [Member] | Fixtures and Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 17 | |
Retained Earnings 1 [Member] | Motor Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 1 | |
Retained Earnings 1 [Member] | Software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 20 | |
Retained Earnings 1 [Member] | Leasehold Improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 19 | |
Retained Earnings 1 [Member] | Bearer Plant | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 4,649 | |
Assets Total 1 [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 27,375 | |
Assets Total 1 [Member] | Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 251 | |
Assets Total 1 [Member] | Plant and Machinery | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 31 | |
Assets Total 1 [Member] | Fixtures and Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 1 | |
Assets Total 1 [Member] | Motor Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | ||
Assets Total 1 [Member] | Software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 1 | |
Assets Total 1 [Member] | Leasehold Improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | 1 | |
Assets Total 1 [Member] | Bearer Plant | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment net | $ 27,090 |
Deposits Paid for Acquisition_3
Deposits Paid for Acquisition of Property, Plant and Equipment (Details) $ in Thousands | Feb. 17, 2023 USD ($) m² milliunits | Feb. 17, 2023 CNY (¥) | Feb. 17, 2023 CNY (¥) m² milliunits | Dec. 31, 2022 m² milliunits |
Changguan Village [Member] | ||||
Deposits Paid for Acquisition of Property, Plant and Equipment (Details) [Line Items] | ||||
Area of plants | milliunits | 1,014 | 1,014 | 3,000 | |
Land in square meters | m² | 676,000 | 676,000 | 2,000,000 | |
Prepaid amount | $ 3,936,000 | ¥ 27,000,000 | ||
Consideration amount | 4,434,000 | ¥ 30,420,000 | ||
Net amount | $ 500,000 | ¥ 3,420,000 | ||
Shakengli Village [Member] | ||||
Deposits Paid for Acquisition of Property, Plant and Equipment (Details) [Line Items] | ||||
Area of plants | milliunits | 800 | 800 | 2,300 | |
Land in square meters | m² | 533,334 | 533,334 | 1,533,334 | |
Prepaid amount | $ 3,017,000 | ¥ 20,700,000 | ||
Consideration amount | 3,499,000 | ¥ 24,000,000 | ||
Net amount | $ 483,000 | ¥ 3,300,000 |
Deposits Paid for Acquisition_4
Deposits Paid for Acquisition of Property, Plant and Equipment (Details) - Schedule of Deposits Paid for Acquisition of Property, Plant and Equipment - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Deposits Paid for Acquisition of Property, Plant and Equipment [Abstract] | ||
Deposits paid for acquisition of property, plant and equipment | $ 6,860 |
Leases (Details)
Leases (Details) | Dec. 31, 2023 |
Minimum [Member] | |
Leases (Details) [Line Items] | |
Prepaid land lease term | 26 years |
Lease term | 5 years |
Maximum [Member] | |
Leases (Details) [Line Items] | |
Prepaid land lease term | 30 years |
Lease term | 10 years |
Leases (Details) - Schedule of
Leases (Details) - Schedule of Right of Use Assets and Lease Liabilities - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Right-of-Use Assets [Member] | ||
Leases (Details) - Schedule of Right of Use Assets and Lease Liabilities [Line Items] | ||
Balance | $ 142 | $ 177 |
Depreciation expense | (20) | (20) |
Interest expense | ||
Payment | ||
Exchange adjustments | (2) | (15) |
Balance | 186 | 142 |
New lease | 66 | |
Lease liabilities [Member] | ||
Leases (Details) - Schedule of Right of Use Assets and Lease Liabilities [Line Items] | ||
Balance | 170 | 203 |
Depreciation expense | ||
Interest expense | 13 | 11 |
Payment | (29) | (29) |
Exchange adjustments | (4) | (15) |
Balance | 216 | $ 170 |
New lease | $ 66 |
Leases (Details) - Schedule o_2
Leases (Details) - Schedule of Lease Liabilities - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Analyzed into: | ||
Within one year | $ 16 | $ 11 |
In the second to fifth year, inclusive | 70 | 33 |
Over fifth year | 130 | 126 |
lease liabilities, Total | $ 216 | $ 170 |
Deferred Tax Assets (Details) -
Deferred Tax Assets (Details) - Schedule of Presented the Category of Deferred Tax Assets - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Presented the Category of Deferred Tax Assets [Line Items] | ||
Balance | $ 293 | $ 182 |
Credit for the year | 201 | 131 |
Exchange adjustments | (6) | (20) |
Balance | 488 | 293 |
Tax Losses [Member] | ||
Schedule of Presented the Category of Deferred Tax Assets [Line Items] | ||
Balance | 86 | 94 |
Credit for the year | ||
Exchange adjustments | (2) | (8) |
Balance | 84 | 86 |
Depreciation [Member] | ||
Schedule of Presented the Category of Deferred Tax Assets [Line Items] | ||
Balance | 197 | 77 |
Credit for the year | 166 | 131 |
Exchange adjustments | (5) | (11) |
Balance | 358 | 197 |
Others [Member] | ||
Schedule of Presented the Category of Deferred Tax Assets [Line Items] | ||
Balance | 10 | 11 |
Credit for the year | 35 | |
Exchange adjustments | 1 | (1) |
Balance | $ 46 | $ 10 |
Accruals and Other Payables (De
Accruals and Other Payables (Details) - Schedule of Accruals and Other Payables - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Accruals and Other Payables [Abstract] | ||
Wages payables | $ 23 | $ 19 |
Other payables and accruals | 455 | 40 |
Deferred government grants | 30 | 45 |
Other tax payables | 21 | 1 |
Total accurals and other payables | $ 529 | $ 105 |
Amounts Due to Related Partie_2
Amounts Due to Related Parties (Details) - Schedule of Amounts Due to Related Parties - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Amounts Due to Related Parties [Line Items] | ||
Amounts due to related parties, Total | $ 1,122 | $ 519 |
Mr. CHUN SUN WONG [Member] | ||
Schedule of Amounts Due to Related Parties [Line Items] | ||
Amounts due to related parties, Total | 284 | 139 |
Mr. ZHUO WANG [Member] | ||
Schedule of Amounts Due to Related Parties [Line Items] | ||
Amounts due to related parties, Total | $ 838 | $ 380 |
Short-Term Bank Borrowings (Det
Short-Term Bank Borrowings (Details) - Mar. 31, 2023 ¥ in Thousands, $ in Thousands | USD ($) | CNY (¥) |
Short-Term Bank Borrowings [Abstract] | ||
Received fund | $ 141,000 | ¥ 1,000,000 |
Annual interest rate term | 1 year | 1 year |
Prime rate plus, percentage | 0.50% | 0.50% |
Share Capital and Reserves (Det
Share Capital and Reserves (Details) | 12 Months Ended | ||||||
Sep. 27, 2023 USD ($) $ / shares shares | Jan. 10, 2023 USD ($) $ / shares shares | Dec. 31, 2023 USD ($) $ / shares shares | Dec. 31, 2022 HKD ($) | Dec. 31, 2022 USD ($) shares | Dec. 31, 2022 $ / shares | ||
Share Capital and Reserves (Details) [Line Items] | |||||||
Authorized share capital | $ 100,000 | $ 100,000 | $ 380,000 | ||||
Share authorized | 125,000,000 | 38,000,000 | |||||
Share par value | (per share) | $ 0.0008 | $ 0.008 | |||||
Shares issued | 20,000,000 | 12,000,000 | [1],[2] | ||||
Shares divided | 100,000,000 | 100,000,000 | |||||
Price per share | $ / shares | $ 0.5 | ||||||
Number of shares | 1.25 | ||||||
Shares outstanding | 20,000,000 | 12,000,000 | [1],[2] | ||||
Perecentage of statutory reserve | 10% | ||||||
Registered capital reaches | 25% | ||||||
Share premium | $ | $ 3,194,000 | $ 4,861,000 | $ 1,667,000 | ||||
Co-Founding Shareholders [Member] | |||||||
Share Capital and Reserves (Details) [Line Items] | |||||||
Price per share | $ / shares | $ 0.001 | ||||||
Statutory Reserve [Member] | |||||||
Share Capital and Reserves (Details) [Line Items] | |||||||
Registered capital reaches | 50% | ||||||
Minimum [Member] | |||||||
Share Capital and Reserves (Details) [Line Items] | |||||||
Share par value | $ / shares | $ 0.001 | ||||||
Maximum [Member] | |||||||
Share Capital and Reserves (Details) [Line Items] | |||||||
Share par value | $ / shares | $ 0.0008 | ||||||
Median [Member] | |||||||
Share Capital and Reserves (Details) [Line Items] | |||||||
Authorized share capital | $ | $ 100,000 | ||||||
Ordinary Share [Member] | |||||||
Share Capital and Reserves (Details) [Line Items] | |||||||
Share par value | (per share) | $ 0.0008 | $ 0.001 | $ 0.01 | ||||
Shares issued | 16,000,000 | 9,599,900 | 100 | ||||
Shares outstanding | 16,000,000 | ||||||
Ordinary Share [Member] | WZ Global BVI Limited [Member] | |||||||
Share Capital and Reserves (Details) [Line Items] | |||||||
Share par value | $ / shares | $ 0.001 | ||||||
Shares issued | 6,400,000 | ||||||
Ordinary Share [Member] | Minimum [Member] | |||||||
Share Capital and Reserves (Details) [Line Items] | |||||||
Share par value | $ / shares | $ 0.001 | ||||||
Ordinary Share [Member] | Maximum [Member] | |||||||
Share Capital and Reserves (Details) [Line Items] | |||||||
Share par value | $ / shares | 0.0008 | ||||||
Prior Subdivision [Member] | |||||||
Share Capital and Reserves (Details) [Line Items] | |||||||
Share par value | $ / shares | $ 0.001 | ||||||
Shares issued | 20,000,000 | ||||||
Prior Subdivision [Member] | Ordinary Share [Member] | |||||||
Share Capital and Reserves (Details) [Line Items] | |||||||
Share par value | $ / shares | $ 0.001 | ||||||
Subdivision [Member] | |||||||
Share Capital and Reserves (Details) [Line Items] | |||||||
Share par value | $ / shares | $ 0.0008 | ||||||
Subdivision [Member] | Ordinary Share [Member] | |||||||
Share Capital and Reserves (Details) [Line Items] | |||||||
Shares outstanding | 20,000,000 | ||||||
Ordinary Share [Member] | |||||||
Share Capital and Reserves (Details) [Line Items] | |||||||
Shares divided | 125,000,000 | ||||||
[1]Giving retroactive effect to the issuance of shares at nominal consideration effected on January 10, 2023 (Note 18).[2]Giving retroactive effect to the subdivision of shares effected on September 27, 2023 (Note 18). |
Banking Facilities (Details)
Banking Facilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Banking Facilities [Abstract] | ||
Total banking facilities available amount | $ 6,519,000 | $ 2,570,000 |
Utilized the facilities in the amount | $ 2,686,000 | $ 2,565,000 |
Capital Commitments (Details)
Capital Commitments (Details) - Capital Commitments [Member] | Dec. 31, 2023 m² milliunits | Feb. 17, 2023 m² milliunits | Dec. 31, 2022 m² milliunits |
Capital Commitments (Details) [Line Items] | |||
Area of gardens | milliunits | 800 | 1,014 | 5,300 |
Area of land | m² | 533,334 | 676,000 | 3,533,351 |
Capital Commitments (Details) -
Capital Commitments (Details) - Schedule of Capital Commitments - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Capital expenditure in respect of acquisition of the contractual management rights: | ||
Total contract sum | $ 26,630 | $ 27,182 |
Less: Amounts paid and recognized as cost of property, plant and equipment | (11,895) | (4,315) |
Less: Amounts paid and recognized as prepayments on property, plant and equipment | (6,860) | |
Contracted for but not provided in the Consolidated Financial Statement | $ 14,735 | $ 16,007 |