Financial Performance - The company recorded total revenue of approximately HKD 140.1 million for the period, a decrease from HKD 177.5 million in the previous fiscal year, representing a decline of about 21%[36]. - Revenue from department store operations was approximately HKD 139.2 million, accounting for 99.4% of total revenue, compared to 99.6% in the previous year[37]. - Other income and net gains amounted to approximately HKD 12.7 million, significantly up from HKD 2 million in the previous year, primarily due to interest income from receivables of HKD 9.3 million[38]. - The company reported a net loss of approximately HKD 77.1 million for the period, compared to a net loss of HKD 145.7 million in the previous year, indicating an improvement[36]. - The company reported a loss attributable to equity holders of approximately HKD 75.9 million for the period, compared to a loss of HKD 145 million for the year ended February 28, 2021[46]. - The department store business generated revenue of approximately HKD 139.2 million during the period, down from HKD 176.7 million for the year ended February 28, 2021[47]. - The overall segment loss for the department store business was approximately HKD 63.2 million, compared to a loss of HKD 108.5 million for the year ended February 28, 2021[47]. Expenses and Costs - Selling and distribution expenses were approximately HKD 80.3 million, down from HKD 111.2 million in the previous year, a reduction of about 28%[39]. - General and administrative expenses decreased to approximately HKD 49.3 million from HKD 78.7 million, a decline of about 37%[43]. - Financial costs increased to approximately HKD 25.7 million from HKD 20.3 million, representing an increase of about 27%[45]. - The management is taking measures to improve profitability and control operating costs, including renegotiating rent and optimizing capital expenditures[60]. Cash Flow and Financial Position - As of December 31, 2021, the group's cash and bank balances were approximately HKD 156.2 million, down from HKD 191.7 million on February 28, 2021[55]. - The group's debt ratio was approximately 169% as of December 31, 2021, significantly improved from 1,514% on February 28, 2021[55]. - The group had a current ratio of approximately 0.58 as of December 31, 2021, compared to 0.53 on February 28, 2021[55]. - The group has reviewed cash flow forecasts covering a period of at least 12 months from December 31, 2021, considering key assumptions related to operational income and the impact of COVID-19[126]. - The group has no distributable reserves as of December 31, 2021[170]. Corporate Governance - The company changed its fiscal year-end from February 28/29 to December 31 to align with its controlling shareholder, which may enhance the preparation of consolidated financial statements[34]. - The board of directors consists of seven members, including three executive directors, one non-executive director, and three independent non-executive directors[81]. - The board held thirteen meetings and two shareholder meetings during the reporting period, with all executive directors attending all meetings[85]. - The company has complied with the corporate governance code, except for deviations noted in the corporate governance report[79]. - The company has adopted the standard code for securities transactions by directors, confirming compliance by all directors during the reporting period[80]. - The company has received annual independence confirmations from all independent non-executive directors, affirming their independence during the reporting period[90]. - The audit committee has reviewed the audited financial statements for the period[102]. - The company has implemented a comprehensive onboarding process for new directors to ensure they understand their responsibilities and the company's operations[98]. - The Audit Committee held four meetings during the period to review financial reporting and compliance processes, internal controls, and risk management systems[104]. - The Remuneration Committee conducted two meetings to review the company's remuneration policies and executive directors' compensation, ensuring transparency in the process[111]. - The Nomination Committee held two meetings to assess the board's structure and the independence of non-executive directors[120]. - The Executive Committee was established to assist the board in managing the group's daily operations and held one meeting during the period[120]. - The company adopted a board diversity policy, considering factors such as gender, age, cultural background, and professional experience to enhance performance[124]. - The company emphasizes the importance of board member diversity for improving overall performance[124]. - The board is responsible for ensuring that the financial statements are prepared in accordance with regulatory requirements and applicable accounting standards[126]. - The board conducted an annual review of the risk management and internal control systems, ensuring adequate resources and training for financial reporting functions[133]. - There were no significant internal deficiencies identified during the internal control audit and risk assessment conducted during the period[137]. - The group maintains a risk register to track identified major risks and actions taken to mitigate them, with evaluations conducted at least annually[137]. Shareholder Information - Wei Lu has become the controlling shareholder of the company after receiving valid acceptances for a total of 1,044,695,362 shares, representing approximately 79.51% of the company's total issued share capital[73]. - The major shareholder, Wealth Group Holdings Limited, is the beneficial owner of the 985,471,362 shares, with a legal interest held by Merrill Holdings Limited at approximately 62.73%[185]. - As of December 31, 2021, the company had a total of 985,471,362 shares held by major shareholders, representing approximately 75.00% of the issued share capital[181][185]. - As of the offer deadline, 269,267,198 shares, equivalent to about 20.49% of the company's issued share capital, were held by the public, which is below the minimum public float requirement of 25%[199]. - To restore the public float to 25%, Wealth Group would need to sell at least 59,223,442 shares, and a temporary waiver was granted by the Stock Exchange for strict compliance with the public float requirement[199]. - Following a placement agreement, the number of shares held by Wealth Group decreased from 1,044,695,362 to 985,471,362, reducing its holding from approximately 79.51% to 75.00%[199]. Compliance and Risk Management - The company confirmed compliance with the disclosure requirements under the Listing Rules regarding related party transactions, with all transactions being exempt from the announcement and independent shareholder approval requirements[192]. - The group continuously updates compliance and risk management policies to adhere to significant legal and regulatory requirements[156]. - The group reported a loss during the period, with financial status detailed in the audited financial statements on pages 60 to 168[162]. - The company does not recommend the payment of dividends for the period[63]. - The board does not recommend any dividend payment for the period[165]. - The company does not have a fixed dividend payout ratio, and the amount of dividends declared will depend on financial performance, cash position, and other factors[132]. Customer Relations and Business Operations - The company continues to focus on providing quality service and a diverse range of products to meet customer needs, maintaining its position as a leading retailer[29]. - The company has adopted a prudent strategy for business expansion to sustain its leadership in the retail sector[30]. - The group maintains good relationships with major stakeholders, including employees, customers, and suppliers, which are crucial for business success[159]. - The group has established a customer complaint handling mechanism to enhance service quality[161]. - The five largest customers accounted for less than 30% of the group's sales during the period[171]. - The main business activities of the group include operating department stores, securities trading, and providing general and life insurance[152]. - The business review discusses major risks and uncertainties faced by the group and anticipated future developments, forming part of the board report[153].

Financial Performance - For the six months ended August 31, 2021, the company reported revenue of HKD 80,184,000, a decrease of 1.9% compared to HKD 81,756,000 in the same period of 2020[7]. - The cost of sales for the same period was HKD 39,546,000, down from HKD 45,293,000, reflecting a reduction of 12.5%[7]. - The company recorded a loss before tax of HKD 61,128,000, an improvement from a loss of HKD 72,298,000 in the prior year, indicating a decrease in losses of 15.4%[7]. - The total comprehensive loss for the period was HKD 38,968,000, significantly lower than HKD 84,026,000 in the previous year, representing a reduction of 53.7%[11]. - The company reported a net loss attributable to equity holders of HKD (426,958,000) for the six months ended August 31, 2021, compared to a loss of HKD (472,954,000) for the same period in the previous year[15]. - The group recorded a net loss of approximately HKD 61,128,000 for the six months ended August 31, 2021[26]. - The loss attributable to equity holders for the same period was approximately HKD 60.6 million, a reduction of about HKD 11.3 million or 15.8% year-on-year[115]. Assets and Liabilities - Non-current assets decreased to HKD 265,865,000 from HKD 297,573,000, a decline of 10.7%[13]. - Current assets increased to HKD 301,800,000 from HKD 274,328,000, an increase of 10.1%[13]. - The company reported a net current liability of HKD 171,183,000, an improvement from HKD 243,678,000 in the previous period[13]. - The total non-current liabilities decreased to HKD 2,761,000 as of August 31, 2021, down from HKD 25,490,000 as of February 28, 2021[15]. - The company’s total assets decreased to HKD 91,921,000 as of August 31, 2021, from HKD 28,405,000 as of February 28, 2021[15]. - As of August 31, 2021, the group's current liabilities net amounted to approximately HKD 171,183,000, while cash and bank balances were approximately HKD 117,063,000[26]. Cash Flow and Financing - The net cash flow from operating activities was HKD (49,721,000) for the six months ended August 31, 2021, compared to HKD (37,718,000) for the same period in 2020[20]. - The company recorded a net cash flow from financing activities of HKD 82,550,000 for the six months ended August 31, 2021, an increase from HKD 46,622,000 in the previous year[20]. - The company’s cash and cash equivalents at the end of the period were HKD 117,063,000, compared to HKD 20,958,000 at the end of the previous year[20]. - The group successfully secured a new loan of HKD 152,000,000 from a wholly-owned subsidiary, which was used to repay other loans of HKD 150,000,000[27]. - A transitional loan of up to HKD 40,000,000 was obtained for additional working capital, later revised to HKD 100,000,000 with an interest rate of 8.2%[28]. - The group has unutilized trade financing of approximately HKD 54,317,000 as of August 31, 2021[27]. - The group had cash and bank balances of approximately HKD 117,063,000 as of August 31, 2021[123]. Operational Strategy - The company has not provided specific guidance for future performance but continues to focus on cost management and operational efficiency[6]. - The company is exploring opportunities for market expansion and potential acquisitions to enhance its growth strategy[6]. - Management is implementing measures to improve profitability and cash flow, including revising marketing strategies and negotiating rent reductions[26]. - The group is closely monitoring its financial performance and liquidity to assess its ability to continue as a going concern[26]. - The group is cautiously optimistic about future prospects, supported by the new controlling shareholder, Wei Lu[119]. Shareholder and Governance - The company is under the control of Wealth Group Holdings Limited following a voluntary conditional cash offer completed in the current year[22]. - The company has adopted the corporate governance code as per the listing rules, ensuring compliance with the standards set forth, except for specific provisions A.2.1, A.4.1, and A.6.7 during the review period[156]. - The company appointed Dr. Lin and Ms. Su as Chairman and CEO respectively on June 11, 2021, thus complying with the corporate governance code provision A.2.1 thereafter[158]. - Major shareholders include Meilin Holdings Limited and Wei Lu Group Holdings Limited, each holding 985,471,362 shares, representing 75.00% of the issued shares[136]. Market and Revenue Segments - The department store business recorded revenue of approximately HKD 79.6 million, down 2.1% from HKD 81.3 million in the previous year[116]. - Revenue from customer contracts for the six months ended August 31, 2021, was HKD 80,184, a decrease of 1.9% compared to HKD 81,756 for the same period in 2020[46]. - Sales of self-owned goods generated revenue of HKD 61,530 for the six months ended August 31, 2021, compared to HKD 61,189 in 2020, reflecting a slight increase[46]. - The group’s operating segments include department store operations, securities trading, and property leasing, each representing different business strategies and risk profiles[39]. Legal and Compliance Issues - The company is currently involved in legal proceedings regarding claims from a former director amounting to HKD 8,244,000 related to unpaid remuneration[104]. - The next hearing for the labor tribunal claim related to the former director's claims is scheduled for November 1, 2021[107]. - The group is taking necessary remedial measures in response to compliance issues and is in discussions with the regulatory authority[109].

Financial Performance - Total revenue for the fiscal year was approximately HKD 177.5 million, a decrease of about 32.6% compared to HKD 263.3 million in the previous year[22] - Loss attributable to equity holders was approximately HKD 145 million, a reduction of about HKD 2.4 million or 1.6% from HKD 147.4 million in the previous year[22] - The group's revenue from department store operations was approximately HKD 176.7 million, a decrease of about 32.8% compared to HKD 263.1 million in the previous year[33] - The group recorded a net loss attributable to equity holders of approximately HKD 2.977 million, compared to a profit of HKD 142.614 million in the previous year[27] - The group reported a loss for the fiscal year ending February 28, 2021, with detailed financial statements available on pages 68 to 186 of the annual report[144] Cash and Liquidity - Cash and bank balances as of February 28, 2021, were approximately HKD 191.7 million, an increase from HKD 132.8 million in the previous year[23] - The group's cash and bank balances increased to approximately HKD 87.949 million from HKD 13.761 million in the previous year[27] - The company entered into a loan financing agreement of HKD 150 million on February 18, 2021, secured by fixed assets and business rights[26] - The group is exploring opportunities to liquidate certain assets to improve cash flow[28] Cost Management - The company implemented cost-saving measures, including rent reductions and government employment support, which contributed to reduced operating expenses[22] - The group experienced increased impairment losses on right-of-use assets due to ongoing operating losses in the department store business[22] - The group implemented measures to control operating costs and capital expenditures, including renegotiating rent and reducing procurement of high-end products[28] Governance and Board Composition - The board announced changes in its composition, with new appointments effective from June 9, 2021, including Dr. Lin as the new chairman and Ms. Su as the new CEO[62] - The board of directors consists of six members as of February 28, 2021, and has since expanded to thirteen members, including four executive directors[79] - The board held eleven meetings and one annual general meeting during the reporting period[82] - The board is responsible for ensuring the company achieves its objectives and reviews management performance[92] - The board has established an executive committee to enhance governance and oversight[66] Shareholder Matters - The company plans to hold a shareholders' meeting on July 5, 2021, to consider multiple resolutions as requested by Wei Lu[54] - The company has 269,267,198 shares held by the public, representing approximately 20.49% of the total issued share capital, which is below the minimum public float requirement of 25% as per listing rules[70] - To restore the public float to 25%, the company needs to sell at least 59,223,442 shares by the end of July 2021[70] - The company has applied for a temporary exemption from strict compliance with the public float requirement from June 3, 2021, to July 31, 2021, which was granted on June 28, 2021[71] Legal and Compliance - The independent board committee sought independent legal advice regarding the cancellation claim[49] - The company is pursuing legal action to enforce the payment of the WD proceeds from Win Dynamic[53] - The board's independent directors do not agree with the cancellation claim and are taking steps to protect shareholder interests[49] - The company has updated compliance and risk management policies, ensuring adherence to significant legal and regulatory requirements[138] Employee and Management - The group has a total of 222 employees, down from 266 in the previous year[31] - The company emphasizes the importance of employees as its most valuable asset and has implemented comprehensive performance evaluation systems to reward outstanding performance[141] - The company is undergoing a leadership transition with several directors resigning for personal reasons, effective July 1, 2021[58] - Ms. Su has been appointed as the CEO and Executive Director of the company[200] Risk Management - The board conducted an annual review of the risk management and internal control systems, ensuring that the accounting, internal audit, and financial reporting functions are adequately resourced[118] - The company maintains a risk register to track all identified major risks and records actions taken by management to mitigate these risks[121] - There were no significant internal deficiencies identified in the internal control audit and risk assessment conducted for the year ending February 28, 2021[121] Customer Relations - The group has set up a customer complaint handling mechanism to enhance service quality and communication with customers[142] - The group is committed to providing excellent customer service while maintaining long-term profitability and asset growth[142] Donations and Community Engagement - The company made donations amounting to approximately HKD 120,000 during the fiscal year ending February 28, 2021[194]

Financial Performance - Revenue for the six months ended August 31, 2020, was HKD 81,756,000, a decrease of 40.9% compared to HKD 138,100,000 in the same period of 2019[4] - The cost of sales for the same period was HKD 45,293,000, down from HKD 61,826,000, reflecting a reduction of 26.9%[4] - The pre-tax loss for the period was HKD 72,298,000, an improvement from a loss of HKD 83,192,000 in the previous year, indicating a 13.5% reduction in losses[4] - Basic and diluted loss per share for the period was HKD 0.07, compared to HKD 0.11 in the same period last year, representing a 36.4% improvement[4] - Total comprehensive loss for the period was HKD 84,026,000, compared to a gain of HKD 88,497,000 in the previous year, reflecting a significant shift in performance[6] - The company reported a net loss of HKD 72,298,000 for the six months ended August 31, 2020[21] - The company recorded a comprehensive loss of HKD 83,329,000 for the six months ended August 31, 2020[21] - The loss attributable to equity holders for the six months ended August 31, 2020, was HKD 71.9 million, a decrease of HKD 10 million or 12.2% compared to the same period last year[105] Assets and Liabilities - Non-current assets decreased to HKD 350,140,000 as of August 31, 2020, from HKD 400,590,000 as of February 29, 2020, a decline of 12.6%[9] - Current assets totaled HKD 225,072,000, slightly down from HKD 225,325,000, indicating a marginal decrease of 0.1%[9] - Current liabilities amounted to HKD 335,938,000, a slight decrease from HKD 337,276,000, showing a reduction of 0.4%[9] - The net asset value decreased to HKD 91,155,000 from HKD 175,181,000, reflecting a significant decline of 48.0%[12] - The company's total equity attributable to shareholders decreased to HKD 155,332,000 as of August 31, 2020, from HKD 168,141,000 as of March 1, 2020[21] - The company reported a decrease in total assets to HKD 660,911,000 as of August 31, 2020, from HKD 589,026,000 as of March 1, 2020[21] - The company's current liabilities net amount was HKD 110,866,000 as of August 31, 2020, slightly down from HKD 111,951,000 as of February 29, 2020[21] Cash Flow and Financing - The net cash flow from operating activities was negative HKD 37,718,000 for the six months ended August 31, 2020, compared to positive HKD 23,075,000 in the same period of 2019[17] - The company had a net cash outflow from investing activities of HKD 1,707,000 for the six months ended August 31, 2020, compared to HKD 12,498,000 in 2019[17] - The financing activities generated a net cash inflow of HKD 46,622,000 for the six months ended August 31, 2020, compared to a net outflow of HKD 11,155,000 in 2019[17] - The group successfully secured bank financing with unused bank facilities amounting to HKD 37,300,000 and unused term loans and overdrafts of HKD 8,000,000 as of August 31, 2020[22] - The group obtained a term loan of HKD 80,000,000 from a wholly-owned subsidiary of Wei Lu Group, with an annual interest rate of 10% and a repayment period of 18 months[22] - The group has secured bank borrowings totaling HKD 171,249 million as of August 31, 2020, compared to HKD 156,719 million as of February 29, 2020, reflecting an increase of approximately 9.8%[75] Operational Measures and Strategies - Management has been actively implementing measures to improve profitability and control operating costs, including renegotiating rental agreements[22] - The group is continuously monitoring its financial performance and cash flow situation to assess its ability to continue as a going concern[24] - The group has been exploring opportunities to monetize its business assets as part of its strategy to improve operational performance[22] - The group is taking measures to improve profitability and control operating costs in response to the impact of COVID-19[116] Employee and Management Information - The total remuneration for key management personnel amounted to HKD 9,056 million for the six months ended August 31, 2020, down from HKD 10,967 million in the same period of 2019, indicating a decrease of approximately 17.4%[81] - As of August 31, 2020, the company had a total of 251 employees, a decrease from 266 employees as of February 29, 2020[120] - The employee compensation structure includes basic salary, discretionary bonuses based on individual performance, and sales commissions linked to sales performance[120] - The company provides employee benefits such as stock options, shopping discounts, medical, and training subsidies[120] Regulatory and Compliance Issues - The company is facing potential regulatory actions due to non-compliance issues, which could result in fines of up to HKD 200,000 and daily penalties of HKD 2,000 for continued violations[93] - The group is currently taking necessary remedial measures in response to the regulatory issues identified[93] - The company has complied with the corporate governance code except for provisions A.2.1, A.4.1, and A.6.7[152] Shareholder Information - Win Dynamic has committed to a voluntary cash offer to acquire all issued shares of the company at a price between HKD 0.3806 and HKD 0.3935 per share[94] - Win Dynamic Limited holds 662,525,276 shares, representing approximately 50.42% of the company's issued shares[124] - The company, along with its major shareholders, collectively holds 922,968,476 shares, accounting for 70.24% of the issued shares[124] - The company has a total of 667,747,676 shares attributed to its directors and CEO, representing 50.82% of the issued shares[127] Corporate Governance - The roles of Chairman and CEO are held by the same individual, Mr. Ma Jingxuan, which the board believes provides strong and consistent leadership[152] - Non-executive directors do not have specific terms but must retire and seek re-election at the annual general meeting[152] - Independent non-executive directors were unable to attend the shareholders' meeting due to business arrangements[152]

Financial Performance - The company reported a revenue of HKD 150 million for the fiscal year ending February 29, 2020, representing a year-over-year increase of 10%[21] - The total revenue for the fiscal year ended February 29, 2020, was HKD 263.3 million, a decrease of 16% compared to HKD 311.9 million in the previous year[33] - The loss attributable to equity holders for the year was HKD 147.4 million, an increase of HKD 15.3 million or 11.6% from HKD 132.1 million in the previous year[33] - The company aims to achieve a net profit margin of 12% for the upcoming fiscal year, up from 10% in the previous year[21] - The management has set a revenue growth target of 8% for the next fiscal year, driven by new product launches and market expansion efforts[21] - The group reported a net loss for the year ending February 29, 2020, with detailed financial performance available in the audited financial statements on pages 50 to 149[103] - The company reported a net loss of HKD 149,253,000 for the fiscal year ending February 29, 2020, indicating significant uncertainty regarding its ability to continue as a going concern[192] Assets and Liabilities - The total assets of the company as of February 29, 2020, amounted to HKD 1.2 billion, reflecting a growth of 5% compared to the previous year[21] - The group's cash and bank balances as of February 29, 2020, were HKD 132.8 million, up from HKD 110.7 million in the previous year[37] - The capital to liability ratio improved from 666% to 255% due to the adoption of the revaluation model for leasehold land and owned properties[37] - The group had interest-bearing bank borrowings of HKD 156.7 million as of February 29, 2020, down from HKD 190 million in the previous year[37] - The current ratio decreased to 0.67 from 1.1 in the previous year, indicating a liquidity challenge[37] - The net current liabilities as of February 29, 2020, were HKD 112 million, compared to net current assets of HKD 15 million in the previous year[38] Market Strategy and Expansion - The company plans to expand its market presence in Southeast Asia, targeting a 15% increase in market share over the next two years[23] - The company is investing HKD 50 million in new product development, focusing on innovative technologies to enhance customer experience[23] - The company has secured a strategic partnership with a leading tech firm to enhance its digital offerings, expected to launch in Q3 2020[23] - The company is exploring potential acquisitions to diversify its product portfolio and strengthen its market position[23] Operational Challenges and Responses - The group has implemented measures to improve profitability and control operating costs in response to the COVID-19 pandemic[38] - The total retail sales in Hong Kong decreased by approximately 26% year-on-year as of February 29, 2020[42] - The number of visitors from mainland China and non-mainland China to Hong Kong dropped by over 90% in February 2020 compared to February 2019[42] Corporate Governance - The company has complied with listing rules regarding the appointment of at least three independent non-executive directors, constituting at least one-third of the board[58] - The audit committee held two meetings during the fiscal year, with all members attending at least one meeting[65] - The remuneration committee held one meeting to review the company's remuneration policies and structures, with all members present[69] - The company has established three committees: the audit committee, remuneration committee, and nomination committee to oversee various aspects of the company's affairs[64] - The board is responsible for ensuring the company achieves its objectives and approving business strategy plans[60] - The company believes that having the same individual serve as both chairman and CEO provides strong and consistent leadership[57] Environmental and Social Responsibility - The company is committed to waste reduction through material reuse and recycling initiatives[156] - The company promotes electronic communications to replace paper communications, contributing to waste reduction efforts[156] - The company aims to optimize its logistics network to enhance fuel efficiency and reduce emissions[154] - The company has not identified any significant violations of environmental laws during the year[153] - The company is focused on sustainable development in its operational areas and community[153] Employee and Community Engagement - The total training hours for employees amounted to 334.5 hours, a decrease from 349.5 hours in the previous year[178] - The company donated approximately HKD 240,000 to various beneficiaries, a decrease from HKD 251,000 in the previous year[189] - The group emphasizes the importance of maintaining good relationships with key stakeholders, including employees, customers, and suppliers, for its success[99] Financial Management and Risk - The financial risk management objectives and policies are outlined in the financial statements, with key performance indicators including revenue, financial costs, and debt-to-equity ratio[95] - The board has reviewed the cash flow forecast covering at least 12 months from February 29, 2020, considering the impact of COVID-19 on operational cash flows[76] - The board is responsible for ongoing supervision of the risk management and internal control systems, ensuring they are effective[80] Shareholder Information - The major shareholders include Win Dynamic Limited, which holds 50.82% of the company's shares, and other significant shareholders with various percentages[121] - The public shareholding exceeds 25% of the total issued shares as of the report date[135] - The company did not recommend the payment of a dividend for the year ending February 29, 2020[42] Audit and Compliance - An independent professional consultant was engaged to conduct an audit of the internal control and risk management systems, with no significant internal deficiencies reported[83] - The company reported a total audit service fee of HKD 2,930,000 for the year, a decrease from HKD 3,018,000 in the previous year[78] - Non-audit services provided by the external auditor amounted to HKD 1,963,000, significantly increasing from HKD 633,000 in the prior year[78]

Financial Performance - Revenue for the six months ended August 31, 2019, was HKD 138,100,000, a decrease of 5.4% compared to HKD 146,082,000 in the same period last year[5] - The loss before tax increased to HKD 80,171,000 from HKD 69,672,000 year-on-year, indicating a worsening financial performance[5] - The total comprehensive loss for the period was HKD 82,641,000, compared to HKD 70,160,000 in the previous year, reflecting increased operational challenges[7] - Basic and diluted loss per share was HKD 0.11, compared to HKD 0.10 in the same period last year[5] - The company reported a net loss attributable to equity holders of HKD 78,927,000, up from HKD 68,364,000 in the previous year[5] - The company reported a net loss of HKD 80,170,000 for the six months ended August 31, 2019, compared to a loss of HKD 69,682,000 in the same period of 2018[22] - The group's revenue for the six months ended August 31, 2019, was HKD 138,100,000, a decrease from HKD 146,082,000 for the same period in 2018, representing a decline of approximately 5.4%[55] - The group's pre-tax loss for the six months ended August 31, 2019, was HKD 78,927,000, compared to a loss of HKD 68,364,000 in the same period of 2018, indicating an increase in losses of about 11.4%[62] Operational Efficiency - The company is focusing on enhancing operational efficiency and exploring new market opportunities to drive future growth[5] - Management has implemented measures to enhance profitability, control operating costs, and reduce capital expenditures to improve operational performance and mitigate liquidity risks[23] - The group has successfully negotiated rent reductions with landlords, which management believes will further enhance operational profitability and cash flow[23] - The company plans to streamline operations and reduce operating and management costs to ensure profitability amid a challenging economic environment[95] - The management aims to enhance gross margins and improve product offerings in the department store segment[95] Assets and Liabilities - Non-current assets totaled HKD 291,407,000 as of August 31, 2019, compared to HKD 90,458,000 as of February 28, 2019, indicating significant asset growth[10] - Current liabilities increased to HKD 307,433,000 from HKD 293,741,000, suggesting rising financial obligations[10] - The company's current liabilities exceeded its current assets by HKD 52,237,000 as of August 31, 2019[22] - The total equity attributable to the company's shareholders was HKD 72,756,000 as of August 31, 2019, compared to HKD 142,221,000 at the end of August 2018[20] - The group's total liabilities included a current lease liability of HKD 101,824,000 due to the adoption of HKFRS 16[22] - The total liabilities increased by HKD 292,083,000 as a result of the new accounting standard[34] Cash Flow - Operating cash flow generated a net inflow of HKD 30,613,000 during the six months ended August 31, 2019, contrasting with an outflow of HKD 74,747,000 in the previous year[18] - As of August 31, 2019, the company's cash and cash equivalents amounted to HKD 31,740,000, a decrease from HKD 32,318,000 at the end of February 2019[22] - Cash flow forecasts indicate that the group will have sufficient financial resources to meet its financial obligations due within the next 12 months from August 31, 2019[25] - The group's cash and bank balances amounted to HKD 122,500,000, an increase from HKD 110,700,000 as of February 28, 2019[99] Share Capital and Financing - The company issued shares resulting in proceeds of HKD 102,718,000 during the financing activities[18] - The company incurred share issuance expenses of HKD 9,977,000[18] - The group reported a total of 1,313,962,560 issued and fully paid ordinary shares as of August 31, 2019, an increase from 918,892,800 shares as of February 28, 2019[68] - The group’s interest-bearing bank borrowings were HKD 133,000,000 as of August 31, 2019, down from HKD 190,000,000 as of February 28, 2019, with interest expenses of HKD 3,000,000 during the period[99] - The capital-to-debt ratio decreased from 666% on February 28, 2019, to 338% on August 31, 2019, due to the completion of a public offering that raised HKD 103,000,000[99] Regulatory and Compliance - The company is currently addressing regulatory compliance issues with the Insurance Authority regarding previous non-compliance matters[85] - The company has adopted a standard code of conduct for securities trading, confirming compliance by all directors during the review period[149] - The company has adhered to the corporate governance code, with some exceptions regarding the separation of roles between the chairman and CEO[150] Employee and Management Information - The group had a total of 289 employees as of August 31, 2019, a decrease from 328 employees as of February 28, 2019[112] - Total remuneration for key management personnel was 10,967 thousand HKD for the six months ended August 31, 2019, an increase from 9,263 thousand HKD in the previous year[74] Investment and Securities - The total amount of securities investments decreased from HKD 112 million to HKD 40 million during the period to mitigate market risks[94] - The group received approximately HKD 6,000,000 in dividends from its securities holdings during the period, up from HKD 3,000,000 in the previous year[107] - The group reported an unrealized loss of HKD 11,000,000 on fair value changes of investments during the period, compared to HKD 8,000,000 in the previous year[107] Stock Options and Shareholder Information - The company has a stock option plan that allows for the issuance of shares up to 10% of the total issued shares at the time of the plan's approval[130] - The maximum number of shares that can be issued upon the exercise of all unexercised options is capped at 30% of the total issued shares[133] - The beneficial ownership of Win Dynamic is 662,525,276 shares, representing 50.42% of the company's issued shares[125] - The total equity held by the directors and the CEO amounts to 667,747,676 shares, which is 50.82% of the issued shares[125]

Financial Performance - The company reported a comprehensive income statement for the fiscal year ending February 28, 2019, with detailed financial statements provided in the annual report[2]. - The total revenue for the fiscal year ending February 28, 2019, was HKD 311.9 million, a decrease of 12% compared to HKD 355.9 million in 2018[19]. - The loss attributable to equity holders for the year was HKD 132.1 million, an increase of 45.9% from HKD 90.5 million in 2018, primarily due to increased losses in the department store segment[19]. - The gross loss in the department store business was HKD 104 million, up 21.4% from HKD 85.6 million in 2018, influenced by the US-China trade war and an unusually warm winter[21]. - The company reported a classification loss of HKD 13,300,000 for the fiscal year, compared to a classification profit of HKD 4,500,000 in the previous year[25]. - The company reported a loss before tax of HKD 134,727,000, compared to a loss of HKD 92,862,000 in the previous year, representing a 45.0% increase in losses[162]. - The net loss attributable to equity holders of the company was HKD 132,068,000, up from HKD 90,497,000 in 2018, indicating a 46.0% increase in net losses[162]. - Total comprehensive loss for the year was HKD 149,725,000, compared to HKD 74,621,000 in 2018, reflecting a 100.0% increase in comprehensive losses[163]. Shareholder and Governance - The board of directors includes key executives such as Mr. Ma Jingxuan (Chairman and CEO) and Mr. Chen Wenwei (Non-executive Director) who are pivotal in strategic decision-making[6]. - The company plans to hold its annual general meeting on August 2, 2019, to discuss the audited financial statements and other key resolutions[7]. - The company is authorized to repurchase up to 10% of its issued shares during the specified period, reflecting a commitment to shareholder value[12]. - The board is also empowered to issue additional shares not exceeding 20% of the total issued shares, which may facilitate future capital raising efforts[14]. - The company emphasizes its mission and governance structure, aiming for transparency and accountability in its operations[5]. - The company has complied with listing rules regarding the appointment of at least three independent non-executive directors, ensuring they constitute at least one-third of the board[37]. - The company has established three committees: the audit committee, remuneration committee, and nomination committee to oversee various aspects of the company's affairs[42]. - The company has granted stock options totaling 6,139,871 shares to Mr. Ma Jingxuan, with an exercise price of HKD 0.332 per share[90]. Financial Position and Liquidity - Cash and bank balances as of February 28, 2019, were HKD 110.7 million, slightly down from HKD 111.4 million in 2018, with HKD 78.4 million being pledged[23]. - The capital to debt ratio increased significantly from 56% to 666% compared to the previous year[23]. - The current ratio decreased to 1.1 from 1.8 in the previous year, indicating a decline in liquidity[23]. - The company’s total equity as of February 28, 2019, was HKD 62,656,000, a decrease from HKD 204,832,000 the previous year[172]. - The company’s cash and cash equivalents at the end of the fiscal year were HKD 32,318,000, down from HKD 36,078,000 at the beginning of the year[175]. - The company’s cash flow from operating activities showed a net outflow of HKD 90,336,000, worsening from an outflow of HKD 75,370,000 in the prior year[174]. Risk Management and Compliance - The board conducted an annual review of the effectiveness of the group's risk management and internal control systems, ensuring appropriate resources and training for accounting and internal audit functions[49]. - The company engaged an external firm to assist in identifying and assessing risks and to conduct independent internal control audits[50]. - The risk register is maintained to track all identified major risks, with evaluations conducted at least annually based on likelihood and potential impact[50]. - The company will continue to hire external independent professionals to audit its internal control and risk management systems annually[50]. - The auditor identified and assessed risks of material misstatement due to fraud or error in the financial statements[156]. Environmental, Social, and Governance (ESG) Practices - The company is committed to environmental, social, and governance (ESG) practices, as highlighted in its ESG report[6]. - The company emitted 141 grams of sulfur oxides (SOx), 66,238 grams of nitrogen oxides (NOx), and 6,432 grams of particulate matter (PM) during the year, showing a reduction from the previous year's emissions of 198 grams SOx, 117,661 grams NOx, and 11,050 grams PM[110]. - The company recycled 1,417 kg of waste paper and 263.08 kg of toner cartridges in the fiscal year, compared to 3,136 kg of waste paper and 333.39 kg of toner cartridges in the previous year[114]. - The company has implemented energy-saving measures, including the installation of energy-efficient lighting in offices and stores, to reduce electricity consumption[117]. - The company plans to participate in more charitable programs to support social welfare services and assist those in need in Hong Kong[143]. Investments and Shareholdings - The company holds 208,000 shares of Yao Feng Holdings Limited, with a cost of HKD 20,297,000 and a fair value of HKD 13,343,000, representing 3.34% of total assets[75]. - The company has a significant investment in China Mobile Limited, holding 110,000 shares with a cost of HKD 5,737,000 and a fair value of HKD 9,086,000, accounting for 2.28% of total assets[75]. - The company received dividends totaling approximately HKD 7,000,000 from its securities holdings during the fiscal year[79]. - The company’s major customers and suppliers accounted for less than 30% of total sales and purchases, respectively[79]. Changes in Accounting Standards - The company adopted the new and revised Hong Kong Financial Reporting Standards, including HKFRS 9, which replaced HKAS 39, effective from January 1, 2018, impacting classification and measurement of financial instruments[190]. - The transition to HKFRS 9 did not result in significant changes to the financial position or performance of the company, with no restatement of comparative information required[191]. - The company implemented HKFRS 15, which establishes a five-step model for revenue recognition from customer contracts, enhancing the measurement and recognition of revenue[195]. - The financial statements include extensive qualitative and quantitative disclosures as required by HKFRS 15, detailing revenue recognition and contract liabilities[195].