Financial Performance - For the fiscal year ending March 31, 2024, the company reported revenue of HKD 180,995,000, an increase of approximately 7.3% from HKD 168,700,000 in the previous year[7]. - The gross profit margin improved to 19.7%, compared to a gross loss margin of (10.8%) in the previous year[7]. - The net loss for the year was HKD 7,840,000, a significant reduction of about 82.4% from a net loss of HKD 44,380,000 in the prior year[11]. - The company recorded total revenue of approximately HKD 181.0 million for the year ended March 31, 2024, representing a 7.3% increase from HKD 168.7 million in 2023[18]. - The gross profit for the year was approximately HKD 35.7 million, a significant increase of 295.1% compared to a gross loss of HKD 18.3 million in 2023[21][22]. - Basic loss per share improved to HKD 0.0316, a decrease of 68.3% from HKD 0.0996 in the previous year[28]. Cash and Assets - The company’s cash and bank balances increased to HKD 39,942,000, up from HKD 8,878,000 in the previous year[7]. - The net asset value per share decreased to HKD 5.14 from HKD 5.83 in the previous year[7]. - The net current assets as of March 31, 2024, were approximately HKD 30,751,000, up from HKD 16,684,000 in 2023[38]. - The group's bank credit facilities totaled HKD 72,877,000 as of March 31, 2024, compared to HKD 53,400,000 in 2023, with approximately HKD 35,277,000 utilized[39]. - The net debt-to-equity ratio as of March 31, 2024, was approximately 3.5%, an increase from 0.4% in 2023, primarily due to increased borrowings[39]. Business Operations - Revenue from the electronic hair products segment decreased by approximately 31.8% to HKD 115,060,000 due to slow global economic growth and weak consumer sentiment[10]. - Revenue from the electronic hair care products segment decreased by 31.8% to HKD 115.1 million, while the information technology services segment generated HKD 65.9 million, a 100% increase[18][19]. - The cost of sales decreased by 22.3% to HKD 145.3 million, with the electronic hair care products segment's cost dropping by 44.6%[20]. - The company aims to enhance operational efficiency and explore new market opportunities to increase market share amid economic challenges[13]. - The company plans to continue identifying potential investment opportunities to diversify its business and create new revenue streams[13]. Dividends - The company will not declare a final dividend for the fiscal year[12]. - The company has not declared or paid any dividends for the year, consistent with the previous year[29]. - The company’s dividend declaration and payment will be subject to the board's discretion and shareholder approval, adhering to applicable laws and regulations[198]. Corporate Governance - The company has established a corporate governance framework to enhance accountability, transparency, and fairness towards shareholders and stakeholders[126]. - The board consists of six members, with three executive directors and three independent non-executive directors, ensuring a balanced composition[149]. - The company has maintained compliance with the corporate governance code throughout the fiscal year ending March 31, 2024[143]. - The company has established a remuneration committee, nomination committee, and audit committee to provide recommendations on specific matters[150]. - The independent non-executive directors confirmed their independence in accordance with the listing rules[149]. Risk Management - The company has established a robust internal control and risk management framework, which includes defined responsibilities, effective risk assessment policies, and procedures for financial monitoring[191]. - The company monitors liquidity risk daily to ensure sufficient funds for operations, capital commitments, and loan repayments[188]. - The company faces interest rate risk primarily from floating-rate bank loans, with adequate internal controls in place to monitor financial condition risks arising from market interest rate fluctuations[186]. - Credit risk is managed through internal monitoring functions that assess credit limits and terms for customers, ensuring timely recovery of overdue debts[189]. - The company has engaged external independent professionals to review and enhance its risk management and internal control systems[193]. Shareholder Information - As of March 31, 2024, major shareholders include Zhongyun Capital Limited and China Investment International Limited, each holding approximately 252,132,500 shares, representing 47.29% of the issued shares[89]. - Luckever Holdings Limited, controlled by Liu Xuezhong and Li Yuelan, holds 252,188,500 shares, accounting for 47.30% of the issued shares[89]. - The company allows shareholders holding at least 10% of the paid-up capital to request a special general meeting[178]. Environmental Commitment - The company has achieved ISO 14001:2004 certification for its environmental management system at its production base in Dongguan, China, emphasizing its commitment to environmental sustainability[123]. - The company is committed to environmental principles of reduction, reuse, and recycling to achieve effective resource utilization and waste reduction[123].

Financial Performance - For the fiscal year ending March 31, 2024, the company reported revenue of HKD 180,995 thousand, an increase from HKD 168,700 thousand in the previous year, representing a growth of approximately 7.66%[1] - The gross profit for the fiscal year was HKD 35,691 thousand, compared to a gross loss of HKD 18,251 thousand in the previous year, indicating a significant turnaround[1] - The operating loss decreased to HKD 2,636 thousand from HKD 45,119 thousand in the previous year, showing an improvement of approximately 94.16%[1] - The company reported a loss before tax of HKD 4,054 thousand, a substantial improvement from a loss of HKD 46,336 thousand in the previous year[9] - The total comprehensive loss for the year was HKD 9,847 thousand, down from HKD 44,451 thousand, indicating a significant reduction in losses[9] - The basic and diluted loss per share improved to HKD 3.16 from HKD 9.96, reflecting better performance[9] - The group reported a pre-tax loss of HKD 4,054,000 in 2024, significantly improved from a loss of HKD 46,336,000 in 2023[47] - The group incurred a net loss attributable to shareholders of HKD 15,507,000 in 2024, compared to a loss of HKD 44,380,000 in 2023, indicating a reduction in losses by approximately 65%[52] - The group reported a loss of approximately HKD 7,840,000 for the year, a decrease of about HKD 36,540,000 from the previous year's loss of approximately HKD 44,380,000[102] Revenue Breakdown - Total revenue for the year ended March 31, 2024, was HKD 180,995,000, with sales from the electronic beauty products segment contributing HKD 115,060,000 and the information technology services segment contributing HKD 65,935,000[17] - The electronic beauty products segment reported a loss of HKD 16,336,000, while the information technology services segment generated a profit of HKD 15,597,000, resulting in an overall loss of HKD 739,000[17] - Revenue from the Electronic Beauty Products segment decreased from HKD 38,095,000 in 2023 to HKD 30,376,000 in 2024, a decline of approximately 20%[40] - The revenue from Information Technology Services reached HKD 41.8 million, marking a 100% increase from no revenue reported in 2023[59] - The total revenue for the year was HKD 145.3 million, down 22.3% from HKD 187.0 million in the previous year[59] - The Information Technology Services segment generated revenue of HKD 65.9 million, a 100% increase from the previous year[101] Assets and Liabilities - The total assets of the company increased to HKD 130,650 thousand from HKD 60,761 thousand, reflecting a growth of approximately 114.38%[3] - The cash and cash equivalents rose significantly to HKD 39,942 thousand from HKD 8,878 thousand, indicating a strong liquidity position[3] - The net asset value of current assets increased to HKD 30,751 thousand from HKD 16,684 thousand, representing an increase of approximately 83.93%[3] - The total assets for the electronic beauty products segment were HKD 90,764,000, while the information technology services segment had total assets of HKD 58,171,000, leading to a combined total of HKD 148,935,000[36] - Total liabilities for the electronic beauty products segment were HKD 78,088,000, and for the information technology services segment, they were HKD 18,255,000, resulting in total liabilities of HKD 96,343,000[36] - The net debt-to-equity ratio increased to approximately 3.5% as of March 31, 2024, compared to a net cash-to-equity ratio of about 0.4% in 2023, primarily due to increased borrowing[132] Segment Performance - The group has two reportable segments, with the information technology services segment providing services in China, indicating a focus on market expansion[15] - The electronic beauty products segment saw a significant gross profit increase of 163.3%, with a gross profit margin of 10.0% compared to a loss margin of (10.8%) in the previous year[124][140] - The information technology services segment generated new revenue of HKD 24,100,000, achieving a gross profit margin of 36.7%[124][140] - The company recorded a loss of HKD 16.3 million in the Electronic Beauty Products segment, an improvement of 58.7% from a loss of HKD 39.5 million in 2023[81] - The Information Technology Services segment reported a profit of HKD 15.6 million, a 100% increase from no profit reported in the previous year[81] Operational Highlights - The group aims to explore opportunities to expand and diversify its business activities to create new revenue sources and maximize returns for the company and its shareholders[92] - The group has maintained a commitment to enhancing product competitiveness and strengthening research and development capabilities to increase market share[107] - The company plans to continue exploring opportunities in regions outside Europe, including South America and Asia, while implementing strict cost control measures to maintain profit margins[72] - The group experienced inventory surplus among some major customers due to low market demand, impacting performance[112] Compliance and Governance - The company has taken sufficient measures to ensure compliance with corporate governance standards throughout the year[169] - The company has adopted new and revised Hong Kong Financial Reporting Standards effective from April 1, 2023, which did not result in significant changes to the financial statements[32] Future Outlook - The company plans to expand its service offerings in big data, artificial intelligence, and smart city solutions to increase market share[151] - The company will change its English name to "China In-Tech Limited" effective January 12, 2024[154] - The company has applied for the resumption of trading of its shares on July 25, 2024[173] Miscellaneous - The group has not recommended the declaration of a final dividend for the current year[89] - The group has no assets pledged as collateral as of the current year and the previous year[87] - There have been no significant investments, acquisitions, or disposals of subsidiaries, joint ventures, or associates during the year[152] - The annual report for the year will be published on the company's website and sent to shareholders in due course[172]

Financial Performance - The company's revenue for the six months ended September 30, 2023, was approximately HKD 70.2 million, a decrease of about 35.2% compared to HKD 108.3 million in the same period last year[9]. - Gross profit for the same period was approximately HKD 8.34 million, an increase of about 208.5% from HKD 2.7 million, resulting in a gross margin of 11.9%, up 9.4 percentage points from 2.5%[9]. - Net loss for the period was approximately HKD 8.34 million, a reduction of about 56.5% compared to a net loss of HKD 19.15 million in the previous year[9]. - Basic loss per share was HKD 1.862, a decrease of approximately 56.7% from HKD 4.298 in the same period last year[10]. - The company reported a loss before tax of HKD 8,335,000, an improvement from a loss of HKD 19,154,000 in the same period last year[70]. - The company reported a pre-tax loss of HKD 8,335,000 for the six months ended September 30, 2023, compared to a loss of HKD 19,154,000 for the same period in 2022[92]. Cash and Assets - As of September 30, 2023, the company's bank and cash balance was approximately HKD 34.83 million, significantly up from HKD 12.97 million as of March 31, 2023[16]. - The company's total assets were approximately HKD 96.43 million, down from HKD 127.78 million in the previous year[6]. - The net asset value was approximately HKD 44.18 million, compared to HKD 54.35 million in the previous year[6]. - Cash and cash equivalents increased significantly to HKD 34,831,000 from HKD 8,878,000, reflecting a net increase of HKD 25,895,000[78]. - Total assets less current liabilities increased to HKD 45,240,000 from HKD 28,697,000, indicating improved financial stability[71]. Share Capital and Equity - The company issued 87,508,000 new shares at a subscription price of HKD 0.275 per share, raising approximately HKD 22.50 million for future business development and general working capital[24]. - As of September 30, 2023, the company had 533,154,000 shares issued, an increase from 445,646,000 shares on March 31, 2023[28]. - The company issued new shares, increasing share capital to HKD 533,000 from HKD 446,000, contributing to a total equity of HKD 44,180,000[75]. Operational Efficiency - Total employee costs for the period were approximately HKD 23,520,000, a decrease from HKD 40,994,000 in the corresponding period last year, primarily due to a reduction in workforce[23]. - The company’s administrative expenses decreased to HKD 14,948,000 from HKD 20,313,000, reflecting cost control measures[70]. - The company has not made any significant investments, acquisitions, or disposals during the reporting period[62]. - The company did not make any significant acquisitions or capital expenditures during the reporting period, with property, plant, and equipment expenses amounting to zero[95]. Market and Client Dynamics - The company faced significant pressure from clients to reduce prices due to excess inventory caused by low market demand[12]. - The company's major clients accounted for approximately 86% of total revenue during the period, indicating a high customer concentration risk[12]. - The geographical breakdown of revenue showed Europe at HKD 44,600,000, Asia at HKD 23,766,000, North and South America at HKD 1,391,000, and Australia at HKD 443,000 for the six months ended September 30, 2023[86]. - The average credit period granted to major customers ranges from 14 to 95 days, with a maximum of 120 days for certain clients[97]. Future Plans and Strategic Focus - The company plans to expand its business into the big data platform sector, aiming to create new revenue streams in collaboration with a partner by the second half of the fiscal year ending March 31, 2024[25]. - The company continues to focus on optimizing product structure and enhancing R&D capabilities to improve market share[15]. Governance and Compliance - The company has complied with the corporate governance code during the six months ending September 30, 2023[46]. - The board consists of five members, including two executive directors and three independent non-executive directors[49]. - The audit committee is responsible for reviewing the financial reporting process and risk management systems, ensuring compliance with accounting standards[54]. - The board believes that risk management is a key factor for the company's success and will continue to enhance risk management measures[60]. Related Party Transactions and Liabilities - Related party transactions included purchases from a company controlled by Mr. Lin amounting to HKD 19,288,000, down from HKD 26,453,000, a decrease of 27.1%[107]. - The company has no significant contingent liabilities as of September 30, 2023[22]. - The company has a loan from a shareholder amounting to HKD 3,995,000 as of September 30, 2023, which is unsecured and interest-free[101].

香 港 交 易 及 結 算 所 有 限 公 司 及 香 港 聯 合 交 易 所 有 限 公 司 對 本 公 告 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 告 全 部 或 任 何 部 份 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。 中國海外諾信國際控股有限公司 CHINA OVERSEAS NUOXIN INTERNATIONAL HOLDINGS LIMITED （於開曼群島註冊成立之有限公司） （股份代號：00464） 截 至2023年9月30日 止 六 個 月 之 中 期 業 績 公 告 業 績 摘 要 截 至9月30日 止 六 個 月 2023年 2022年 （未 經 審 核） （未 經 審 核） 千 港 元 千 港 元 經 營 業 績 | --- | --- | --- | |----------|---------|----------| | 收 益 | 70,200 | 108,272 | | 毛 利 | 8,340 | 2,703 | ...

Financial Performance - The company reported revenue of approximately HKD 168.7 million for the fiscal year ending March 31, 2023, a decrease of about 36.5% from HKD 265.8 million in the previous year[6]. - The company recorded a net loss of approximately HKD 44.4 million, an increase of about 287.1% compared to a net loss of HKD 11.5 million in the prior year[9]. - The gross loss for the year was approximately HKD 18.3 million, resulting in a gross loss margin of 10.8%, compared to a gross profit margin of 5.9% in the previous year[15]. - The total comprehensive loss for the year was HKD 44,451,000, compared to HKD 16,872,000 in the previous year, highlighting a deteriorating overall financial performance[200]. - Operating loss increased to HKD 45,119,000 from HKD 10,825,000 in 2022, indicating a significant decline in operational performance[200]. - Basic and diluted loss per share was HKD 9.96, compared to HKD 2.57 in the previous year, indicating a substantial increase in losses per share[200]. - The decrease in revenue was attributed to the ongoing impact of the Russia-Ukraine conflict and rising material costs due to COVID-19 restrictions in China[15]. Cash and Assets - The company's cash and bank balances decreased to HKD 8.9 million from HKD 12.4 million in the previous year[6]. - The total assets of the company decreased to HKD 72.8 million from HKD 181.0 million in the previous year[6]. - The group's cash and bank balance as of March 31, 2023, was approximately HKD 8,878,000, a decrease from HKD 12,362,000 in the previous year[27]. - The current ratio as of March 31, 2023, was approximately 1.4, down from 1.6 in the previous year[27]. Business Strategy and Operations - The company plans to focus on maintaining good relationships with existing customers and suppliers while exploring new market opportunities[11]. - The company aims to control costs and improve operational efficiency in response to the post-pandemic business environment[11]. - The company has been exploring potential investment opportunities to diversify its business and create new revenue streams[11]. - The group plans to explore opportunities to expand and diversify its business activities to create new revenue sources and maximize long-term returns for the company and its shareholders[40]. Dividends and Shareholder Information - The company did not recommend a final dividend for the fiscal year[10]. - The company did not declare a final dividend for the year[58]. - As of March 31, 2023, major shareholders hold a total of 253,132,500 shares, representing approximately 56.80% of the issued shares[70]. - Donghai International Financial Holdings Company Limited and Donghai Securities Company Limited each hold 227,332,500 shares, accounting for 51.01% of the shares pledged[70]. Corporate Governance - The company is committed to enhancing its corporate governance practices to meet tightening regulatory requirements and increasing shareholder expectations[103]. - The board of directors includes experienced members with backgrounds in finance, management, and corporate governance, enhancing the company's leadership[108][111]. - The company has adopted the corporate governance code as per the listing rules, ensuring adherence to governance standards[123]. - The board consists of 8 members, including 4 executive directors and 4 independent non-executive directors, ensuring a balanced composition[124]. - The company has established a formal and transparent process for appointing new directors, ensuring compliance with listing rules[142]. Risk Management - The company emphasizes the importance of risk management as a key factor for success, regularly identifying potential risks and developing action plans to mitigate them[163]. - The company monitors liquidity risk daily to ensure sufficient funds for operations, capital commitments, and loan repayments[166]. - The company has implemented a robust internal control system to ensure accurate financial reporting and compliance with applicable laws and regulations[168]. - The company has established a credit monitoring function to assess credit limits and terms for customers, managing credit risk effectively[167]. Environmental Commitment - The company is committed to environmental sustainability and has obtained ISO 14001:2004 certification for its production facility in Dongguan, China[100]. - The company is committed to environmental sustainability and compliance with RoHS regulations, requiring all vendors and partners to adhere to these standards[180]. - The company has implemented new equipment and comprehensive policies to ensure compliance with environmental regulations[180]. Audit and Compliance - The independent auditor's report confirmed that the consolidated financial statements reflect the company's financial position accurately as of March 31, 2023[185]. - The Audit Committee reviewed the audited consolidated financial statements for the fiscal year ending March 31, 2023, ensuring compliance with accounting principles and legal requirements[153]. - The company has established an internal audit department since February 2008, which has been effective in monitoring internal controls and risk management[159].

香 港 交 易 及 結 算 所 有 限 公 司 及 香 港 聯 合 交 易 所 有 限 公 司 對 本 公 告 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 告 全 部 或 任 何 部 份 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。 中國海外諾信國際控股有限公司 CHINA OVERSEAS NUOXIN INTERNATIONAL HOLDINGS LIMITED （於開曼群島註冊成立之有限公司） （股份代號：00464） 截 至2023年3月31日 止 年 度 之 末 期 業 績 公 告 及 恢 復 買 賣 中 國 海 外 諾 信 國 際 控 股 有 限 公 司（「本 公 司」）董 事（「董 事」）會（「董 事 會」） 欣 然 宣 佈，本 公 司 及 其 附 屬 公 司（統 稱「本 集 團」）截 至2023年3月31日 止 年 度（「本 年 度」）之 經 審 核 財 務 業 績 如 下： 綜 合 損 益 及 其 他 全 面 收 益 表 截 至202 ...

Financial Performance - The company's revenue for the six months ended September 30, 2022, was approximately HKD 108.27 million, a decrease of about 27.0% compared to HKD 148.35 million in the corresponding period of the previous year[13]. - Gross profit for the same period was approximately HKD 2.70 million, down approximately 76.0% from HKD 11.25 million, resulting in a gross margin of 2.5%, a decline of 5.1 percentage points[13]. - The net loss for the period was approximately HKD 19.15 million, an increase of about 46.6% compared to a net loss of HKD 13.07 million in the previous corresponding period[13]. - Basic loss per share was HKD 4.298, an increase of approximately 46.6% from HKD 2.933 in the previous corresponding period[16]. - The company reported a loss before tax of HKD 19,154,000, compared to a loss of HKD 12,239,000 in the previous year, indicating worsening financial performance[98]. - The basic and diluted loss per share for the period was HKD 4.298, compared to HKD 2.933 in the previous year[98]. Assets and Liabilities - Total assets were approximately HKD 127.78 million, down from HKD 289.34 million in the previous year[9]. - The net asset value was approximately HKD 54.35 million, a decrease from HKD 77.41 million in the previous year[9]. - Current liabilities were reduced to HKD 68,962,000 from HKD 104,276,000, indicating improved liquidity management[101]. - Trade receivables as of September 30, 2022, amounted to HKD 38,569,000, down 19% from HKD 47,971,000 as of March 31, 2022[149]. - Total trade receivables and notes receivable decreased to HKD 41,603,000 from HKD 49,060,000, reflecting a decline of 15%[150]. - Trade payables as of September 30, 2022, were HKD 23,413,000, a significant decrease of 56% from HKD 53,831,000 as of March 31, 2022[153]. Cash Flow and Financing - The company's bank and cash balance as of September 30, 2022, was approximately HKD 12.97 million, compared to HKD 25.52 million in the previous year[9]. - The net cash generated from operating activities for the six months ended September 30, 2022, was HKD 1,709,000, compared to a net cash used of HKD 4,631,000 in the same period of 2021[113]. - The company’s financing activities resulted in a net cash outflow of HKD 2,969,000 for the period, compared to a net cash inflow of HKD 1,907,000 in 2021[113]. - The group reported a significant increase in bank borrowings, with new loans amounting to HKD 34,424,000, while repayments totaled HKD 37,736,000[113]. Market Conditions and Strategy - The company faced significant pressure from customers to reduce prices due to the depreciation of the RMB, impacting mature product sales[17]. - The company continues to focus on optimizing product structure and expanding economies of scale to mitigate the negative impacts of intense market competition[21]. - The company believes that the European and Asian markets will remain major sources of revenue in the coming years, with major customers accounting for approximately 62% of total revenue during the period[20]. - The group faced significant challenges due to the ongoing Russia-Ukraine conflict, impacting global economic conditions and leading to increased energy and commodity prices[36]. - The group aims to explore opportunities for business expansion and diversification to create new revenue streams and maximize long-term returns for shareholders[36]. Corporate Governance - The board consists of seven directors, including four executive directors and three independent non-executive directors[75]. - The Audit Committee has reviewed the unaudited interim condensed consolidated financial statements for the six months ended September 30, 2022[83]. - The company has established an internal audit department to ensure effective internal controls and risk management systems[84]. - The company is committed to enhancing its risk management measures and internal control systems[87]. Shareholder Information - Major shareholder, Zhongyun Capital Limited, holds approximately 56.80% of the issued shares, totaling 253,132,500 shares[45]. - No interim dividend was declared for the six months ended September 30, 2022, consistent with the previous year[41]. - No stock options were granted under the new stock option plan during the six months ended September 30, 2022[65]. - The company has no unexercised stock options as of September 30, 2022[66]. Capital Expenditures and Commitments - As of September 30, 2022, the group had capital commitments of HKD 1.48 million, an increase from HKD 1.09 million as of March 31, 2022[31]. - The group incurred capital expenditures of approximately HKD 287,000 for properties, plants, and equipment, a decrease of 43% from HKD 505,000 in the same period last year[145]. Related Party Transactions - The group reported a total of HKD 920,000 in loans from related parties during the period, with no interest and repayable within one year[158]. - The group recorded related party transactions amounting to HKD 26,453,000 for purchases from a company controlled by a key management personnel[168]. - Key management personnel compensation for the six months ended September 30, 2022, totaled HKD 1,020,000, a decrease of 35% from HKD 1,573,000 in the previous year[169].

China Overseas Nuoxin International Holdings Limited 中 國 海 外 諾 信 國 際 控 股 有 限 公 司 (於開曼群島註冊成立之有限公司) 股份代號:00464 告 頁碼 公司資料 2 摘要 3 管理層討論及分析 4 補充資料 10 簡明綜合損益及其他全面收益表 2 1 簡明綜合財務狀況表 22 簡明綜合權益變動表 24 簡明綜合現金流量表 25 簡明綜合財務報表附註 26 1. 2. 3. 4. 5. 6. 7. 8. 9. 中國海外諾信國際控股有限公司 1 | --- | --- | --- | --- | |-------------------------------------------------------------------------------------------------------------------------------------|---------------------------------------------------------------------------------------|-- ...

Company Information This section details key company personnel and essential corporate information - The report provides detailed information on key company personnel, including executive directors, independent non-executive directors, members of various committees, company secretary, registered office, principal place of business, share registrar, auditor, and principal bankers[13](index=13&type=chunk) Financial Highlights [Operating Results and Financial Position](index=4&type=section&id=Highlights-Operating%20Results%20and%20Financial%20Position) Revenue decreased to **HKD 194 million**, but gross profit rose to **HKD 23.03 million** with an improved **11.9% gross margin**, and net loss significantly narrowed to **HKD 2.12 million** Financial Summary (For the six months ended September 30) | Metric | 2020 (Unaudited) | 2019 (Unaudited) | Change | | :--- | :--- | :--- | :--- | | **Operating Results** | | | | | Revenue (HKD Thousand) | 193,997 | 248,787 | -22.0% | | Gross Profit (HKD Thousand) | 23,027 | 19,850 | +16.0% | | Net Loss (HKD Thousand) | (2,115) | (11,381) | -81.4% | | Basic Loss Per Share (HK Cents) | (0.475) | (2.554) | -81.4% | | **Financial Position** | | | | | Total Assets (HKD Thousand) | 352,080 | 397,281 | -11.4% | | Net Assets (HKD Thousand) | 102,217 | 125,312 | -18.4% | | **Financial Ratios** | | | | | Gross Margin | 11.9% | 8.0% | +3.9pp | | Net Gearing Ratio | 13.1% | N/A | N/A | Management Discussion and Analysis [Financial Performance](index=5&type=section&id=Financial%20Performance) Revenue declined by **22.0%** to **HKD 194 million** due to COVID-19, but gross profit increased by **16.0%** to **HKD 23.03 million** with an **11.9% gross margin**, and net loss significantly narrowed to **HKD 2.12 million** Financial Performance Highlights (For the six months ended September 30, 2020) | Metric | Amount | YoY Change | Key Reasons | | :--- | :--- | :--- | :--- | | Revenue | HKD 194 million | -22.0% | Reduced orders in Europe, US, and Asia markets due to COVID-19 pandemic | | Gross Profit | HKD 23.03 million | +16.0% | Increased sales of high-margin new and premium products | | Gross Margin | 11.9% | +3.9 percentage points | Optimized product mix | | Net Loss | HKD 2.12 million | -81.4% | Increased gross profit and cost control | | Basic Loss Per Share | 0.475 HK Cents | -81.4% | Reduced net loss | - The Board has resolved not to declare an interim dividend for the six months ended September 30, 2020[21](index=21&type=chunk) [Business and Operations Review](index=6&type=section&id=Business%20and%20Operations%20Review) The Group's ODM/OEM electronic hair care business, based in Dongguan, faced significant challenges from COVID-19 and trade tensions, responding with product optimization and cost control, while **79%** of turnover came from top five customers - The Group primarily engages in the design, manufacturing, and sale of electronic hair care products (ODM/OEM), with its manufacturing base located in Dongguan, China[22](index=22&type=chunk) - Key challenges include the COVID-19 pandemic, US-China trade tensions, customer price pressure, and difficulties in recruiting workshop operators in mainland China[22](index=22&type=chunk)[26](index=26&type=chunk) - Response strategies include optimizing product structure, focusing on high-margin products, strictly monitoring procurement costs, prudent investment, and stringent quality control to enhance efficiency and reduce costs[26](index=26&type=chunk) - Customer concentration is high, with the top five customers accounting for **79%** of total turnover; Europe and Asia markets remain the primary sources of revenue[22](index=22&type=chunk) [Liquidity and Financial Resources](index=7&type=section&id=Liquidity%20and%20Financial%20Resources) As of September 30, 2020, cash and bank balances were **HKD 25.57 million**, with the net gearing ratio improving from **20.6%** to **13.1%**, indicating sound liquidity Liquidity and Financial Resources (As at September 30, 2020) | Metric | Amount | Compared to (March 31, 2020) | | :--- | :--- | :--- | | Cash and Bank Balances (HKD Thousand) | 25,567 | 31,060 | | Net Current Assets (HKD Thousand) | 18,896 | 20,293 | | Current Ratio | 1.1 | 1.1 | | Total Bank Facilities (HKD Thousand) | 83,400 | 93,400 | | Utilized Bank Facilities (HKD Thousand) | 38,908 | 51,211 | | Net Gearing Ratio | 13.1% | 20.6% | - The Group primarily conducts transactions in HKD, USD, and RMB; as HKD is pegged to USD, there is no significant exchange rate risk, and the Group hedges RMB income and expenditure fluctuations by generating revenue in mainland China without using financial instruments to hedge foreign exchange risk[29](index=29&type=chunk) [Employment and Remuneration Policies](index=9&type=section&id=Employment%20and%20Remuneration%20Policies) As of September 30, 2020, total employees decreased to **1,251**, with staff costs falling to **HKD 50.19 million**, and remuneration policies are performance-based, offering various benefits - The total number of employees (Hong Kong and mainland China) decreased from **1,653** in the prior period to **1,251**[36](index=36&type=chunk) - Total staff costs for the reporting period were approximately **HKD 50.19 million**, a significant decrease from **HKD 72.53 million** in the prior period, primarily due to a reduction in the number of employees[36](index=36&type=chunk) [Outlook and Prospects](index=10&type=section&id=Outlook%20and%20Prospects) The Group anticipates ongoing challenges in hair care products from COVID-19, but sees "stay-at-home economy" opportunities and plans to explore business diversification for new revenue streams - Anticipated future challenges include subdued demand due to COVID-19, customer price pressure, shortage of skilled labor in mainland China, shortened product life cycles, and capital market and exchange rate fluctuations[37](index=37&type=chunk) - Market opportunities arise from the pandemic stimulating the "stay-at-home economy," with consumers more inclined to purchase hair care products for home use[37](index=37&type=chunk) - The Group plans to continue exploring opportunities for business expansion and diversification to create new revenue streams[37](index=37&type=chunk) Supplementary Information [Share Capital, Dividends, and Shareholder Interests](index=11&type=section&id=Share%20Capital%2C%20Dividends%2C%20and%20Shareholder%20Interests) As of September 30, 2020, issued share capital was **445,646,000 shares**, no interim dividend was declared, and major shareholders held **56.80%** of shares - As at September 30, 2020, the company's issued shares totaled **445,646,000** with a par value of **HKD 0.001** per share[40](index=40&type=chunk) - The Board resolved not to declare an interim dividend[42](index=42&type=chunk) Major Shareholders' Shareholding (As at September 30, 2020) | Name of Major Shareholder | Capacity and Nature of Interest | Number of Shares Held | Approximate Percentage of Issued Shares | | :--- | :--- | :--- | :--- | | Zhongyun Capital Co., Ltd. | Beneficial Owner | 253,132,500 | 56.80% | | Li Yuelan / Liu Xuezhong | Interest in Controlled Corporation | 253,132,500 | 56.80% | | Tianjin Xiantong Investment Management Co., Ltd. | Investment Manager | 50,575,000 | 11.35% | | Donghai International Financial Holdings Co., Ltd. | Interest in Shares as Security | 227,332,500 | 51.01% | [Corporate Governance](index=15&type=section&id=Corporate%20Governance) The company maintains high corporate governance standards, complying with Listing Rules, with an eight-member Board including five executive and three independent non-executive directors, and established Remuneration, Nomination, and Audit Committees - The Board of Directors comprises **eight** directors, including **five** executive directors and **three** independent non-executive directors[73](index=73&type=chunk) - The company has established a Remuneration Committee, a Nomination Committee, and an Audit Committee, all chaired by independent non-executive directors[77](index=77&type=chunk)[78](index=78&type=chunk)[80](index=80&type=chunk) - The Audit Committee has reviewed this interim report and the unaudited interim financial statements[80](index=80&type=chunk) - The Board is fully responsible for maintaining sound and effective internal control and risk management systems and regularly reviews their effectiveness[83](index=83&type=chunk)[84](index=84&type=chunk) Condensed Consolidated Financial Statements [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=21&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the six months ended September 30, 2020, revenue was **HKD 194 million** (down **22%**), gross profit **HKD 23.03 million** (up **16%**), net loss narrowed to **HKD 2.12 million**, and total comprehensive income was **HKD 4.43 million** Consolidated Statement of Profit or Loss Summary (For the six months ended September 30) | Item | 2020 (HKD Thousand) | 2019 (HKD Thousand) | | :--- | :--- | :--- | | Revenue | 193,997 | 248,787 | | Cost of Sales | (170,970) | (228,937) | | **Gross Profit** | **23,027** | **19,850** | | Administrative Expenses | (23,438) | (29,663) | | Loss Before Tax | (2,096) | (11,446) | | **Loss for the Period** | **(2,115)** | **(11,381)** | | Other Comprehensive Income/(Expense) | 6,544 | (9,823) | | **Total Comprehensive Income/(Expense) for the Period** | **4,429** | **(21,204)** | [Condensed Consolidated Statement of Financial Position](index=22&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of September 30, 2020, total assets were **HKD 352 million**, total liabilities **HKD 250 million**, net assets **HKD 102 million**, and net current assets **HKD 18.9 million** Consolidated Statement of Financial Position Summary | Item | As at September 30, 2020 (HKD Thousand) | As at March 31, 2020 (HKD Thousand) | | :--- | :--- | :--- | | **Non-current Assets** | **98,408** | **92,323** | | **Current Assets** | **253,672** | **237,416** | | Of which: Trade and Bills Receivables | 122,082 | 78,305 | | Of which: Bank Balances and Cash | 25,567 | 31,060 | | **Current Liabilities** | **234,776** | **217,123** | | Of which: Trade Payables | 95,647 | 71,490 | | Of which: Bank Borrowings | 38,908 | 51,211 | | **Non-current Liabilities** | **15,087** | **14,828** | | **Net Assets** | **102,217** | **97,788** | | **Total Equity** | **102,217** | **97,788** | [Condensed Consolidated Statement of Cash Flows](index=25&type=section&id=Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) Operating activities generated **HKD 6.54 million** net cash inflow, while investing and financing activities resulted in outflows, leading to a net decrease of **HKD 8.01 million** in cash and cash equivalents, ending at **HKD 25.57 million** Cash Flow Statement Summary (For the six months ended September 30) | Item | 2020 (HKD Thousand) | 2019 (HKD Thousand) | | :--- | :--- | :--- | | Net Cash from (used in) Operating Activities | 6,540 | (15,128) | | Net Cash from (used in) Investing Activities | (2,006) | (2,365) | | Net Cash from (used in) Financing Activities | (12,542) | (14,344) | | **Net (Decrease) in Cash and Cash Equivalents** | **(8,008)** | **(31,837)** | | Cash and Cash Equivalents at Beginning of Period | 31,060 | 83,957 | | **Cash and Cash Equivalents at End of Period** | **25,567** | **49,928** | Notes to the Condensed Consolidated Financial Statements [Revenue and Segment Information](index=28&type=section&id=Revenue%20and%20Segment%20Information) All Group revenue comes from electronic hair care products, with Europe contributing **HKD 103 million (53.0%)** and Asia **HKD 74.8 million (38.6%)**, though all major markets saw revenue decline - The Group has only one reportable operating segment, which is the design, manufacturing, and sale of electronic hair care products[134](index=134&type=chunk) Revenue by Customer Geographical Location (For the six months ended September 30) | Region | 2020 (HKD Thousand) | 2019 (HKD Thousand) | YoY Change | | :--- | :--- | :--- | :--- | | Europe | 102,789 | 122,366 | -16.0% | | Asia | 74,802 | 86,729 | -13.8% | | North and South America | 13,718 | 37,981 | -63.9% | | Africa | 2,595 | 957 | +171.2% | | Australia | 93 | 754 | -87.7% | | **Total** | **193,997** | **248,787** | **-22.0%** | [Trade and Other Receivables and Payables](index=34&type=section&id=Trade%20and%20Other%20Receivables%20and%20Payables) As of the period-end, trade and bills receivables rose to **HKD 122 million** and trade payables to **HKD 95.65 million**, with most balances aged within **120 days** and credit terms typically **14-90 days** Aging Analysis of Trade and Bills Receivables | Aging | As at September 30, 2020 (HKD Thousand) | As at March 31, 2020 (HKD Thousand) | | :--- | :--- | :--- | | Within 60 days | 86,577 | 29,752 | | 61 to 120 days | 32,907 | 44,116 | | 121 to 365 days | 2,303 | 4,201 | | Over 365 days | 295 | 236 | | **Total** | **122,082** | **78,305** | Aging Analysis of Trade Payables | Aging | As at September 30, 2020 (HKD Thousand) | As at March 31, 2020 (HKD Thousand) | | :--- | :--- | :--- | | Within 60 days | 66,314 | 33,437 | | 61 to 120 days | 23,329 | 18,126 | | 121 to 365 days | 3,085 | 12,134 | | Over 365 days | 2,919 | 7,793 | | **Total** | **95,647** | **71,490** | [Loans from Related Parties](index=35&type=section&id=Loans%20from%20Related%20Parties) As of September 30, 2020, total unsecured, interest-free loans from related parties amounted to **HKD 54.9 million**, repayable within one year, including **HKD 14.9 million** from the controlling shareholder and **HKD 40 million** from key management Details of Related Party Loans | Lender | Relationship | Amount (HKD Thousand) | | :--- | :--- | :--- | | Zhongyun Capital Co., Ltd. | Controlling Shareholder | 14,895 | | Mr. Tam Chi Sang and Mr. Lam Wai Ming | Key Management Personnel | 40,000 | | **Total** | | **54,895** | - All loans from related parties are unsecured, interest-free, and repayable within one year from the date of drawdown[162](index=162&type=chunk)

China Overseas Nuoxin International Holdings Limited 中國海外諾信國際控股有限公司 (前稱 Kenford Group Holdings Limited 建福集團控股有限公司) 股份代號 : 00464 (於開曼群島註冊成立之有限公司) 中期報告 2020 目錄 目錄 頁碼 1. 公司資料 2 2. 摘要 3 3. 管理層討論及分析 4 4. 補充資料 10 5. 簡明綜合損益及其他全面收益表 21 6. 簡明綜合財務狀況表 22 7. 簡明綜合權益變動表 24 8. 簡明綜合現金流量表 25 9. 簡明綜合財務報表附註 26 1 中國海外諾信國際控股有限公司 公司資料 公司資料 | --- | --- | |--------------------------------------------------------------------------|------------------------------------------------------------------------------------------------------ ...