Core Viewpoint - The actual controller of Taiji Co., Ltd. has changed to the Hubei Provincial State-owned Assets Supervision and Administration Commission following the transfer of shares to Changjiang Industrial Group, which now holds control over the company through its stake in Xinyiyuan [2][3][4]. Group 1: Share Transfer and Control Change - On June 19, Taiji Co., Ltd. announced that its actual controller, Xing Yan, along with 29 other individuals, transferred 32.0369% of their shares in Xinyiyuan to Changjiang Industrial Group, while also entrusting the voting rights of the remaining shares to Changjiang [2][4]. - After the completion of this equity change, Changjiang Industrial Group became the controlling shareholder of Xinyiyuan, thus obtaining control over Taiji Co., Ltd. indirectly [2][4]. - The total transfer price for the shares was set at 4.3 billion yuan, with a per-share price of 74.59 yuan [4]. Group 2: Company Overview and Financial Performance - Taiji Co., Ltd. specializes in the research, manufacturing, and sales of power semiconductor devices, including products like thyristors, rectifiers, IGBTs, and power semiconductor modules [5]. - In 2024, the company reported revenue of approximately 354 million yuan, reflecting a year-on-year growth of 10.76%, while the net profit attributable to shareholders decreased by 18.77% to 25.29 million yuan [5]. Group 3: Strategic Goals of Changjiang Industrial Group - Changjiang Industrial Group aims to integrate semiconductor industry resources in Hubei Province through this acquisition, fostering the development of a semiconductor industry cluster [7]. - The group plans to enhance the competitive position of Taiji Co., Ltd. in the power semiconductor sector, focusing on expanding its product offerings in IGBT, MOSFET, and third-generation semiconductors like SiC and GaN [8]. - Following the acquisition, Changjiang Industrial Group will control six listed companies, diversifying its portfolio across various industries including biomedicine, optoelectronics, and new energy vehicles [8].

Business Performance - The Group recorded total revenue of HK$261.1 million for the year ended 31 December 2024, reflecting a modest increase of 1.4% from HK$257.5 million in the previous year[28]. - Gross profit improved by HK$7.3 million or 5.4%, totaling HK$143.2 million, with a gross profit margin rising to 54.8% from 52.8% in 2023[28]. - Net profit attributable to shareholders decreased by HK$4.3 million, or 12.8%, to HK$29.1 million, impacted by share repurchases throughout the year[33]. - Basic earnings per share dropped by 11.5% to 11.95 HK cents, compared to 13.50 HK cents in 2023[33]. - The Group's revenue from Solutions and Integration Services reached HK$116.1 million, representing a growth of 13.2% compared to HK$102.8 million in the previous year[44]. - The Group's GETS business recorded high single-digit growth in both revenue and profit contributions during the reporting period, benefiting from increased import and export activities[52]. - The Group's investment segment incurred a loss of HK$3.5 million, compared to a loss of HK$1.0 million in the previous year, due to unfavorable market conditions and the sale of office premises for RMB2.6 million (approximately HK$2.8 million)[53]. - The Group's performance in Mainland China showed improvement compared to the previous year in the Integration Services business[51]. - The Group's total revenue increased by HK$3.6 million, or 1.4%, to HK$261.1 million for the reporting year, driven by growth in the Solutions Services business[61]. Product Development and Innovation - C&T's electronic tendering platform manages procurements worth billions of dollars annually, showcasing its critical role in the procurement process[8]. - The AI-powered HRM chatbot automates routine HR tasks, enhancing operational efficiency for clients[9]. - C&T's cloud-based Intelligence-as-a-Service platform provides 24/7 automated data monitoring and compliance oversight, addressing evolving cybersecurity threats[9]. - C&T's commitment to innovation is reflected in its AI-driven procurement solutions, which optimize business processes through compliance automation[9]. - Despite challenges, the Group continued to invest in product R&D, launching the cloud-native Pi-HCM platform, which received positive market feedback[38]. - The Group's new cloud-native human capital management software, Pi-HCM, received positive market feedback after its launch earlier this year[41]. - The enterprise software businesses achieved profit growth, driven by increased revenue and enhanced project delivery efficiency, particularly from the SaaS-based EPMS product, ProSmart[39]. - The Group's enterprise procurement management software, ProSmart, gained traction with new clients, including a government agency and various organizations in education and commerce[42]. Corporate Governance and Management - The Group emphasizes robust corporate governance and community engagement, earning recognition for sustainable practices[13]. - The Audit Committee, consisting of three independent non-executive directors, has been established to review and supervise the financial reporting process, risk management, and internal controls as of December 31, 2024[110]. - The Group is committed to maintaining high standards of corporate governance through the establishment of an Audit Committee and adherence to listing rules[110]. - The company has a strong commitment to high standards of corporate governance, emphasizing integrity, transparency, and accountability[139]. - The Board consists of four executive directors and three independent non-executive directors, with INEDs constituting more than one-third of the Board[141]. - The Group's management team includes individuals with significant academic qualifications and professional certifications in their respective fields[121][125]. - The Group's financial strategies are overseen by a director with over 30 years of experience in finance and administration in the IT industry[117]. - The Board believes that good corporate governance is essential for the company's success and enhancing shareholder value[139]. Financial Position and Liabilities - Current assets rose by HK$26.7 million, or 6.5%, to HK$434.6 million, driven by increases in trade receivables and cash balances[76]. - Current and non-current liabilities increased by HK$21.8 million, or 14.7%, to HK$170.3 million, mainly due to higher trade payables and lease liabilities[77]. - The Group's total liabilities as of December 31, 2024, were 25.3% of total assets, indicating a stable financial structure[92][95]. - The gearing ratio increased to 25.3% as of December 31, 2024, compared to 22.7% as of December 31, 2023[92][95]. - The Group had no bank borrowings as of December 31, 2024, consistent with the previous year[92][95]. Employee and Workforce Management - The Group employed 337 full-time employees and 10 part-time employees as of December 31, 2024, down from 343 full-time and 12 part-time employees the previous year[93][96]. - The workforce consists of 66% male and 34% female, indicating sufficient gender diversity for a company in the IT sector[176]. - The Company emphasizes the importance of continuous professional development for directors, providing necessary training and updates on regulatory requirements[178]. - All directors participated in appropriate continuous professional development during the year[179]. Future Outlook and Strategy - Management expects business momentum to be driven by cost-effective operations and focused go-to-market initiatives, with optimism about enhancing SaaS offerings[55]. - The Group anticipates significant growth in information security services due to rising concerns about cybersecurity and data privacy protection among organizations[50]. - The Group is actively exploring joint ventures and merger and acquisition opportunities to enhance operations and market reach[60]. Dividends and Shareholder Returns - The Group declared a final dividend of 5.5 HK cents per ordinary share, maintaining the same level as the previous year, resulting in total annual dividends of 11 HK cents[34]. - The Board proposed a final dividend of 5.5 HK cents per ordinary share, to be paid on June 24, 2025, to shareholders listed on June 11, 2025[109].

Financial Performance - For the fiscal year ending December 31, 2024, the company reported total revenue of HKD 261,076,000, an increase of 1.0% from HKD 257,504,000 in 2023[3] - Gross profit for the same period was HKD 143,186,000, representing a 5.0% increase compared to HKD 135,841,000 in 2023[3] - The company's profit before tax was HKD 39,328,000, up 4.1% from HKD 37,783,000 in the previous year[4] - Net profit for the year was HKD 28,896,000, a decrease of 13.3% from HKD 33,243,000 in 2023[4] - Basic earnings per share decreased to HKD 11.95 from HKD 13.50, reflecting a decline of 11.5%[4] - Total comprehensive income for the year was HKD 27,729,000, down 16.5% from HKD 33,270,000 in 2023[6] - The total revenue for the group in 2024 is HKD 278,701,000, an increase from HKD 268,490,000 in 2023, representing a growth of approximately 3.7%[18] - Revenue from customer contracts reached HKD 259,454,000 in 2024, up from HKD 255,615,000 in 2023, indicating a growth of about 1.4%[27] - Revenue from external customers in Hong Kong and other regions was HKD 218,306,000 in 2024, compared to HKD 209,320,000 in 2023, reflecting an increase of approximately 4.7%[23] - The company reported a significant increase in capital expenditure, rising to HKD 5,947,000 in 2024 from HKD 423,000 in 2023[21] Segment Performance - The application services segment generated revenue of HKD 143,358,000 in 2024, down from HKD 152,781,000 in 2023, indicating a decline of about 6.9%[18] - The solutions and integration services segment reported revenue of HKD 116,096,000 in 2024, up from HKD 102,834,000 in 2023, reflecting an increase of approximately 12.8%[18] - The investment segment's revenue decreased to HKD 1,622,000 in 2024 from HKD 1,889,000 in 2023, a decline of about 14.1%[18] - The solutions and integration services business recorded a double-digit revenue growth, reaching HKD 116.1 million, compared to HKD 102.8 million in 2023[61] Assets and Liabilities - Non-current assets decreased to HKD 238,005,000 from HKD 246,620,000, a decline of 3.5%[8] - Current assets increased to HKD 434,602,000 from HKD 407,888,000, an increase of 6.5%[8] - The total liabilities increased to HKD 170,347,000 in 2024 from HKD 148,509,000 in 2023, marking an increase of approximately 14.7%[21] - Total assets increased to HKD 672,607,000 in 2024 from HKD 654,508,000 in 2023, representing a growth of approximately 2.1%[21] Dividends and Shareholder Returns - The proposed final dividend for the year is HKD 13,353,000, compared to HKD 13,493,000 in the previous year, reflecting a decrease of 1.0%[9] - Proposed final dividend for 2024 is HKD 13,353,000, slightly down from HKD 13,493,000 in 2023, a decrease of 1.0%[44] - The company maintained a stable dividend of HKD 0.055 per share, consistent with the previous year[55] Corporate Governance and Risk Management - The company has established an effective risk management framework in accordance with listing rules and regulations, allowing the board and management to fulfill their risk management responsibilities[99] - The audit committee, composed of three independent non-executive directors, has reviewed the financial reporting process and internal controls for the year ending December 31, 2024[100] - The company emphasizes high levels of corporate governance, adhering to the corporate governance code as outlined in the listing rules[95] - The company has taken sufficient measures to ensure that its corporate governance practices align with the established code[96] Employee and Operational Insights - The group employed 337 full-time and 10 part-time employees as of December 31, 2024, compared to 343 full-time and 12 part-time employees as of December 31, 2023[85] - The group did not engage in any significant acquisitions or disposals of subsidiaries during the reporting year[87] - The group plans to explore joint ventures and acquisition opportunities to enhance operational and market coverage[67] Market and Product Developments - The company continues to focus on expanding its cloud services and e-commerce offerings within its application services segment[17] - The company launched a new cloud-native human capital management software, Pi-HCM, which received positive market feedback[58] - The flagship enterprise procurement management software, Prosmart, gained several new clients, contributing to significant profit growth for the business[59] - The group anticipates significant growth in the cybersecurity and data privacy sector due to increasing institutional focus on these areas[63] Taxation and Compliance - The group’s estimated taxable profit tax rate remains at 16.5% for both 2024 and 2023[37] - The group has responded to multiple inquiries from the tax authority regarding additional deductions for R&D expenses, indicating ongoing discussions and potential tax liabilities[40][41] Financial Ratios and Performance Metrics - The current ratio was 2.9 as of December 31, 2024, compared to 3.0 as of December 31, 2023[84] - The net profit attributable to shareholders decreased by HKD 4.3 million, or 12.8%, to HKD 29.1 million, with a net profit margin dropping to 11.1%[74]

computer■■ Computer And Technologies Holdings Limited 科 聯 系 統 集 團 有 限 公 司 Stock Code 股份代號 : 00046 Al 2 INTERIM REPORT 零二四年 中期報告 | --- | --- | |-------|---------------------------------------------------------------------------------| | | | | 目 錄 | CONTENTS | | 2 | Corporate Information 公司資料 | | 4 | Chairman's Statement 主席報告 | | 15 | Condensed Consolidated Statement of Profit or Loss 簡明綜合損益表 | | 16 | Condensed Consolidated Statement of Comprehensive Income 簡明綜合全面收益表 | | 17 | Condensed Consolidated Statement ...

香港交易及結算所有限公司以及香港聯合交易所有限公司對本公佈之內容概不負責，對其準確性或完整性 亦不發表任何聲明，並明確表示概不就因本公佈全部或任何部分內容而產生或因倚賴該等內容而引致之任 何損失承擔任何責任。 computer COMPUTER AND TECHNOLOGIES HOLDINGS LIMITED （科聯系統集團有限公司） （於百慕達註冊成立之有限公司） （股份代號：00046） 截至二零二四年六月三十日止六個月之 中期業績公佈 科聯系統集團有限公司（「本公司」）董事會（「董事會」）謹此呈列本公司及其附屬公司（統稱 「本集團」）截至二零二四年六月三十日止六個月之未經審核簡明綜合中期業績連同比較數字。 此等未經審核簡明綜合中期業績已經由本公司審核委員會審閱。 簡明綜合損益表 | --- | --- | --- | --- | |---------------------------------|-------|---------------------------------------------------------------|------------------------------- ...

Financial Performance - Revenue for 2023 decreased to HK$257.5 million, down 4.5% from HK$268.7 million in 2022[6] - Profit attributable to shareholders fell to HK$33.4 million, a decline of 29% compared to HK$47.0 million in 2022[6] - Basic earnings per share (EPS) decreased to HK$13.5, down 28.9% from HK$19.0 in 2022[6] - The Group's consolidated net profit attributable to shareholders decreased by HK$13.7 million, or 29.1%, to HK$33.4 million for the year ended 31 December 2023[33] - Basic earnings per share fell to 13.50 HK cents, down from 19.02 HK cents in 2022[33] - Overall profitability declined by HKD 9.2 million, or 6.3%, to HKD 135.8 million, with a gross profit margin slightly dropping to 52.8% from 54.0% in the previous year[63] Revenue Streams - Solutions and Integration Services revenue decreased by HK$6.5 million or 6.0%, totaling HK$102.8 million in 2023[15] - The Group's other income and gains increased to HK$16.3 million, up from HK$13.6 million in 2022, due to improved bank interest income[8] - Revenue from solutions and integration services decreased by HK$6.5 million, or 6.0%, to HK$102.8 million, but operational efficiency improved[41] - The Group's GETS business revenue experienced a slight decline due to the impact of slowing economic growth, but effective cost management measures helped stabilize overall financial performance[57] Strategic Initiatives - The Group plans to invest in R&D for Generative AI and LLM technologies to expand market presence in Greater China and overseas[19] - The Group aims to enhance its SaaS offerings and recurring revenue through a strengthened software product portfolio featuring cloud-native architecture[19] - The Group plans to launch a new Human Capital Management SaaS platform in the first half of 2024, aimed at enhancing competitiveness in Mainland China and Hong Kong SAR[37] - The new software platform will utilize modular architecture to expand enterprise applications and improve the SaaS business model[37] - The Group is expanding its software development centers in Mainland China to address IT resource shortages and rising staff costs in Hong Kong[19] Governance and Board Structure - The Audit Committee was established to oversee the financial reporting process, risk management, and internal controls[53] - The Company has not established a separate committee for corporate governance; this function is collectively performed by the Board[88] - The Company aims to enhance the proportion of female members on the Board over time when selecting suitable candidates for appointments[92] - The Board consists of seven directors, including six males and one female, indicating a commitment to gender diversity[92] - The Nomination Committee is tasked with reviewing the Board Diversity Policy and ensuring at least one-third of the Board comprises Independent Non-Executive Directors (INEDs)[109] Risk Management - The Risk Management Committee reviews the Group's risk management and internal control strategies and submits them to the Audit Committee for approval[158] - The Risk Management Committee is responsible for monitoring compliance with approved risk tolerance levels and policies[158] - The management has established a risk identification and management process, with risk profiles reported regularly to the Risk Management Committee, Audit Committee, and the Board[182] - The Company has sufficient and effective risk management and internal control systems to address significant financial, operational, compliance, and IT control risks[186] - The Board has reviewed and considers the Company's risk management and internal control systems to be effective and adequate[188] Shareholder Engagement - The Company has adopted a Shareholders Communication Policy to ensure balanced and understandable information about its financial performance and strategic goals is readily available to shareholders[197] - The annual general meeting in 2023 was held on June 5, 2023, with all directors and the external auditor in attendance[197] - The Company encourages shareholders to participate in general meetings or appoint proxies to vote on their behalf if unable to attend[197] - The Company Secretary and Senior Vice President of Corporate Development and Communications are available for shareholder inquiries via email or mail[199] Audit and Compliance - Auditing services amounted to HK$1,460,000, while non-auditing services totaled HK$180,000[190] - The Audit Committee monitored the integrity of the Company's financial statements and reviewed significant financial reporting judgments[122] - The Audit Committee reviewed and monitored the Group's financial reporting processes and internal control systems during the year[122] - The Company has established a formal and transparent procedure for developing remuneration policy for all directors and senior management[126]

Financial Performance - The company's profit for the year ended December 31, 2023, was HKD 33,243,000, a decrease of 29% from HKD 46,965,000 in 2022[2]. - Total revenue for the year was HKD 257,504,000, down from HKD 268,719,000 in the previous year, representing a decline of approximately 4.5%[18]. - Gross profit decreased to HKD 135,841,000 from HKD 145,000,000, reflecting a decline of about 6.9%[18]. - The company reported a net income before tax of HKD 37,783,000, down from HKD 51,432,000, indicating a decrease of approximately 26.6%[18]. - The total comprehensive income for the year amounted to HKD 33,270,000, compared to HKD 42,824,000 in 2022, reflecting a decline of 22.2%[34]. - Basic earnings per share for the parent company's ordinary shareholders was HKD 13.50, down from HKD 19.02 in the previous year[32]. - The group reported a basic earnings per share of HKD 0.055, down from HKD 0.065 in the previous year[114]. - Net profit attributable to shareholders decreased by HKD 13.7 million, or 29.1%, to HKD 33.4 million, compared to HKD 47 million in 2022[124]. Dividends - The proposed final and special dividend for the year is HKD 13,493,000, significantly lower than HKD 30,882,000 in the previous year[3]. - The proposed final dividend for the year is HKD 0.055 per share, down from HKD 0.075 in 2022, resulting in a total annual dividend of HKD 0.11 per share for 2023[98]. - The board recommends a final dividend of HKD 0.055 per share for the year ending December 31, 2023, down from HKD 0.075 in the previous year[196]. Assets and Liabilities - The company's total equity attributable to shareholders decreased to HKD 505,999,000 from HKD 523,091,000, a decline of about 3.3%[24]. - The total assets of the company as of December 31, 2023, were HKD 654,508,000, a decrease from HKD 678,490,000 in 2022[68]. - The company’s total liabilities decreased slightly to HKD 271,353,000 from HKD 273,421,000[24]. - The company’s total liabilities decreased to HKD 148,509,000 in 2023 from HKD 155,399,000 in 2022, a reduction of 4.5%[68]. - The group’s total liabilities decreased by HKD 6.9 million, or 4.4%, to HKD 148.5 million (2022: HKD 155.4 million)[169]. Revenue Sources - Revenue from external customers in Hong Kong and Mainland China was HKD 241,148,000 in 2023, down from HKD 259,510,000 in 2022, representing a decline of 7.1%[53]. - Income from customer contracts was HKD 255,615,000 in 2023, compared to HKD 266,735,000 in 2022, reflecting a decrease of 4.2%[56]. - Total revenue from customer contracts reached HKD 255,615,000, with HKD 152,781,000 from application services and HKD 102,834,000 from solutions and integration services[104]. Operating Expenses - The company’s operating expenses, including selling and distribution expenses, were HKD 34,423,000, up from HKD 32,153,000, indicating an increase of about 7%[18]. - Total operating expenses increased by HKD 5.6 million to HKD 111.2 million (2022: HKD 105.7 million) due to rising employee costs and deferred development cost amortization[167]. Segment Performance - The company operates three reportable segments, focusing on IT solutions implementation, application software development, and related outsourcing services[45]. - The company’s segment performance showed a decline in operating profit to HKD 58,626,000 in 2023 from HKD 68,726,000 in 2022, a decrease of 14.7%[68]. - The enterprise software business showed an overall improvement in contribution to the group, with recurring software as a service and maintenance revenue increasing by over 28% year-on-year despite limited resources[100]. - The enterprise procurement management software business benefited from sustainable demand in compliance procurement processes, contributing significantly to the group's profitability[100]. - The enterprise information management software maintained its profit contribution due to stable recurring maintenance income and new contracts driven by digital transformation and compliance initiatives[100]. - The solutions and integration services business saw a revenue decrease of HKD 6.5 million, or 6.0%, to HKD 1.028 billion, but improved operational efficiency led to better profit performance[128]. Cash Flow and Financial Position - The company generated positive cash flow from operating activities and maintained a strong financial position[98]. - As of December 31, 2023, the company's current ratio is 3.0, and the debt-to-asset ratio is 22.7%[173]. - Cash and cash equivalents increased to HKD 31.61 million (2022: HKD 30.98 million)[147]. Strategic Initiatives - The company plans to continue its focus on enterprise application software and e-commerce services, aiming for market expansion in Hong Kong and other regions[13]. - The company plans to launch a new cloud-native human capital management software as a service platform in the first half of 2024, leveraging generative AI and large language models[127]. - The company has expanded its software development center in mainland China to address resource shortages and rising employee costs in Hong Kong[132]. - The group is actively exploring new applications in artificial intelligence and natural language processing, expanding into commercial sectors such as finance and construction[155]. Governance and Compliance - The company maintains a high level of corporate governance, emphasizing integrity, transparency, and accountability[181]. - The company has established a share incentive plan to reward employees contributing to its business success[192]. - The company is currently reviewing tax matters related to additional deductions for R&D expenses as per inquiries from the Hong Kong tax authority[111].

Share Incentive Plan - A total of 1,588,000 reward shares were granted under the incentive plan, with 474,000 shares canceled and 190,000 shares expired during the year[6]. - The company has a reward plan that has been effective since May 31, 2017, and will continue for ten years unless terminated early by the board[2]. - The company granted 750,000 reward shares on June 6, 2022, with a vesting period from June 30, 2023, to June 30, 2025[22]. - The total number of reward shares granted during the year was 750,000, with no purchase price required from employees[23]. - The revised listing rules regarding share plans came into effect on January 1, 2023, allowing the company to continue granting rewards under the existing plan until it is updated or expires[24]. Vesting and Compensation - The total number of unvested reward shares as of December 31, 2022, was 450,000, down from 1,170,000 at the beginning of the year[6]. - The company believes the current vesting period of approximately 12 months aligns with the objectives of the incentive plan[25]. - The company maintains flexibility in determining the vesting schedule for reward shares, which can be vested in annual installments over three to five years[16]. - The reward shares are primarily time-based for vesting criteria rather than performance-based, promoting retention and rewarding past contributions[26]. - The compensation committee approved the granting of restricted reward shares to executive directors and senior management to incentivize and retain key employees[14]. Strategic Objectives - The company aims to provide an equity-based compensation source through its reward plan, incentivizing employees for their contributions to operational success[26]. - The board believes that offering various compensation schemes will enhance flexibility in attracting and retaining talent, aligning with the objectives of the reward plan[26]. - The weighted average closing price of the company's ordinary shares on the day before the grant date was HKD 2.65, compared to HKD 2.74 on December 31, 2021[13].

香港交易及結算所有限公司以及香港聯合交易所有限公司對本公佈之內容概不負責，對其準確性或完整性 亦不發表任何聲明，並明確表示概不就因本公佈全部或任何部分內容而產生或因倚賴該等內容而引致之任 何損失承擔任何責任。 COMPUTER AND TECHNOLOGIES HOLDINGS LIMITED （科聯系統集團有限公司） （於百慕達註冊成立之有限公司） （股份代號：00046） 截至二零二三年六月三十日止六個月之 中期業績公佈 科聯系統集團有限公司（「本公司」）董事會（「董事會」）謹此呈列本公司及其附屬公司（統稱 「本集團」）截至二零二三年六月三十日止六個月之未經審核簡明綜合中期業績連同比較數字。 此等未經審核簡明綜合中期業績已經由本公司審核委員會審閱。 簡明綜合損益表 截至六月三十日止六個月 二零二三年 二零二二年 （未經審核 ） （未經審核 ） 附註 千港元 千港元 收入 5 128,102 128,582 銷售及服務成本 (60,473 ) (58,270 ) 毛利 67,629 70,312 ...

Business Strategy and Growth - The Group is actively seeking various business and investment opportunities to broaden revenue sources and manage associated risks[1] - The Group's strategy may involve organic growth and new business combinations, which could be modified or delayed based on market conditions[1] - Management is cautiously optimistic about future business outlook, anticipating a gradual return to normality post-pandemic[30] - The Group aims to maintain sustainable business development to maximize shareholder returns[30] - The Group is accelerating the expansion of its Shenzhen development center to address the shortage of IT workforce in Hong Kong[30] - The Shenzhen team is expected to help fill the development resource gap in Hong Kong and facilitate business expansion in the Greater Bay Area[30] Financial Performance - The Group's total revenue increased by HK$3.2 million, or 1.2%, to HK$268.7 million for the reporting year[36] - Gross profit decreased by HK$7.4 million, or 4.9%, to HK$145.0 million, with a gross profit margin falling to 54.0% from 57.4%[36] - Profit attributable to shareholders fell by 12.7% to HK$47.0 million, resulting in a net profit margin of 17.5%[38] - The Group's financial position remains robust, continuously generating positive cash inflows from operations[16] - Current assets slightly increased by HK$15.4 million, or 3.9%, to HK$412.7 million, mainly from cash and trade receivables[38] - The Group maintained a current ratio of 3.0 and a gearing ratio of 22.9% as of December 31, 2022, compared to 3.0 and 23.1% respectively in the previous year[58] Risk Management - The Board meets quarterly to review the Group's operations and financial performance, considering economic and industry risks[1] - The Group's operational risk management is a shared responsibility across all functions at both divisional and departmental levels[4] - The Group continuously identifies and assesses key operational exposures to report risk issues to the Board and senior management[4] - The Board has delegated the evaluation of key risks, including ESG-related risks, to the Audit Committee and the Risk Management Committee[8] - The Risk Management Committee reviewed the Group's risk framework and key risks, submitting reports to the Audit Committee for approval[172] Human Resources and Talent Management - The Group recognizes the need to attract, train, retain, and motivate skilled personnel to ensure its growth and success[4] - The Group is committed to providing competitive remuneration packages to motivate employees and attract suitable candidates[4] - The Group aims to provide regular training and development programs to staff to nurture talent and ensure a decent and safe work environment[11] - The company provided over HK$153,000 in financial sponsorship during the reporting year to support employee training and development[75] - Structured orientation training is provided to new joiners, covering company values, business operations, and employee rights[75] Corporate Governance - The Board comprises four executive directors and three independent non-executive directors (INEDs), with INEDs constituting more than one-third of the Board[105] - The Company has implemented measures to ensure its corporate governance practices align with the CG Code[102] - The Board believes that good corporate governance is essential for the Company's success and enhancement of shareholder value[102] - The Company emphasizes the importance of board diversity, considering factors such as gender, age, educational background, and professional experience in its composition[111] - The Nomination Committee reviews the composition of the Board annually to ensure it possesses the necessary core competence for informed decision-making and effective functioning[117] Environmental, Social, and Governance (ESG) Initiatives - The ESG Working Group, chaired by an independent non-executive director, oversees the Group's ESG performance and reports to the Board[8] - The Group's commitment to ESG compliance is viewed as a fundamental operation while striving to create value for stakeholders[10] - The Group aims to enhance existing recycling programs and promote environmental sustainability among staff[54] Dividend Policy - The Group declared a final dividend of 7.5 HK cents per ordinary share for the year ended December 31, 2022, down from 11 HK cents in 2021, and a special dividend of 5 HK cents, totaling a full-year dividend of 19 HK cents compared to 17 HK cents in 2021[16] - The Group has adopted a dividend policy allowing shareholders to participate in profits while retaining adequate reserves for future growth, considering dividends twice a year[184] - The Board will consider actual and expected financial results, economic conditions, and business strategies when determining dividend frequency and amount[187] Investment and Financial Management - The Investments segment recorded a loss of HK$0.1 million in 2022, a decline from a profit of HK$3.1 million in 2021 due to weakened market sentiment[29] - The Group has pledged investment properties valued at HK$63.5 million as collateral for general bank financing totaling HK$111.9 million[55] - The company’s investment strategy focuses on prudent treasury investment and management, aiming to diversify low to moderate risk investments to counter cash depreciation and generate stable income[165] Software and Technology Development - The Group invested in research and development to enhance software offerings and improve user experience[18] - The Group's enterprise software businesses reported lower revenue and profit contributions, but maintained double-digit growth in recurring maintenance and SaaS income[18] - The Solutions and Integration Services business achieved double-digit revenue growth, primarily driven by projects from the HKSAR Government[18] Board and Management Composition - The Group's management team includes professionals with degrees from prestigious universities, enhancing their expertise in their respective fields[100] - The Board is characterized by a mix of expertise and experience, ensuring informed decision-making[117] - The Company retains discretion to establish criteria for evaluating director candidates based on the collective composition of the Board[121]