此乃要件 請即處理 閣下如對本通函任何方面或應採取的行動有任何疑問，應諮詢持牌證券交易商、銀行經理、 律師、專業會計師或其他專業顧問。 閣下如已售出或轉讓名下所有信銘生命科技集團有限公司股份，應立即將本通函連同隨附的 代表委任表格送交買方或承讓人，或經手買賣的銀行、持牌證券交易商或其他代理商，以便 轉交買方或承讓人。 (4)股東週年大會通告 信銘生命科技集團有限公司謹訂於二零二五年九月十六日（星期二）上午十一時正假座香港 灣仔港灣道6–8號瑞安中心25樓舉行股東週年大會，召開股東週年大會的通告載於本通函第 AGM-1至AGM-5頁。隨附股東週年大會適用的代表委任表格。該代表委任表格亦登載於聯交 所網站(www.hkexnews.hk)及本公司網站(www.acesogrouphk.com)。無論 閣下是否有意親身出 席股東週年大會或任何續會（視乎情況而定）並於會上投票，務請按隨附代表委任表格上印列 的指示填妥表格，並盡快及無論如何須於大會或任何續會（視乎情況而定）指定舉行時間48小 時前交回本公司的香港股份過戶登記分處香港中央證券登記有限公司，地址為香港灣仔皇后 大道東183號合和中心17M樓。填妥及交回代表 ...

(Stock Code 股份代號 : 00474) (Incorporated in the Cayman Islands with limited liability) （於開曼群島註冊成立的有限公司） ENVIRONMENTAL, SOCIAL AND GOVERNANCE REPORT 環境、社會及管治報告 2024/25 CONTENTS 內容 | 1. | Introduction | | 2 | | --- | --- | --- | --- | | | 序言 | | | | 2. | Board Statement | | 3 | | | 董事會聲明 | | | | 3. | ESG Governance | | 3 | | | 環境、社會及管治(ESG)治理 | | | | 4. | Objective of the Report | | 3 | | | 報告的目的 | | | | 5. | | Reporting Scope and Standards | 4 | | | 報告範圍及標準 | | | | 6. | | Communication with Stakeholders | 4-6 ...

(Stock Code 股份代號 : 00474) (Incorporated in the Cayman Islands with limited liability) （於開曼群島註冊成立的有限公司） 2024/25 ANNUAL REPORT 年報 Annual Report 2024/25 年報 Contents 目 錄 2 Corporate Information 公司資料 4 Director's Statement 董事報告書 6 Management Discussion and Analysis 管理層討論及分析 32 Biographical Details of Directors and Senior Management 董事及高級管理層履歷詳情 35 Corporate Governance Report 企業管治報告 53 Report of Directors 董事會報告 72 Independent Auditor's Report 獨立核數師報告 76 Consolidated Statement of Profit or Loss and Other Comprehen ...

[Financial Highlights](index=2&type=section&id=Financial%20Highlights) [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=2&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) The Group's revenue decreased by 14.5% to HKD 195 million, while the loss for the year widened to HKD 1,017 million due to significant fair value losses and impairments Core Data of Consolidated Statement of Profit or Loss | Indicator | FY2025 (HKD in millions) | FY2024 (HKD in millions) | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | 195 | 228 | -14.5% | | Gross Profit | 90 | 117 | -23.1% | | Loss Before Tax | (1,027) | (823) | +24.8% | | Loss for the Year | (1,017) | (809) | +25.7% | | Loss Attributable to Equity Holders | (895) | (462) | +93.7% | | Basic Loss Per Share (HK cents) | (12.44) | (6.35) | +95.9% | - The loss for the year was primarily driven by a **fair value loss on investment properties of HKD 419 million**, impairment losses on financial and intangible assets, and losses from associates[3](index=3&type=chunk)[66](index=66&type=chunk) [Consolidated Statement of Financial Position](index=4&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) The Group's total assets significantly decreased to HKD 3,243 million, with net current liabilities of HKD 1,684 million indicating severe liquidity pressure Core Data of Consolidated Statement of Financial Position | Indicator | FY2025 (HKD in millions) | FY2024 (HKD in millions) | | :--- | :--- | :--- | | Non-current Assets | 2,713 | 3,521 | | Current Assets | 530 | 1,265 | | **Total Assets** | **3,243** | **4,786** | | Current Liabilities | 2,214 | 1,906 | | Non-current Liabilities | 759 | 593 | | **Total Liabilities** | **2,973** | **2,499** | | **Total Equity** | **1,813** | **744** | | **Net Current Liabilities** | **(1,684)** | **(641)** | - The Group's gearing ratio (net debt to total capital) **increased from 56.5% to 74.2%** during the year[87](index=87&type=chunk) [Management Discussion and Analysis](index=22&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review](index=22&type=section&id=Business%20Review) The Group faced severe challenges from economic volatility and fiscal issues, impacting its core construction machinery leasing and property investment businesses - Global economic fluctuations and US monetary policy increased capital costs and economic uncertainty, impacting the Group's operations[38](index=38&type=chunk) - Hong Kong's fiscal deficit may limit large-scale infrastructure investment, reducing demand for the Group's machinery leasing services[39](index=39&type=chunk) [Construction Machinery Leasing and Sales](index=23&type=section&id=Construction%20Machinery%20Leasing%20and%20Sales) This segment's revenue declined by 18.5% to HKD 128 million due to reduced machinery utilization as major infrastructure projects in Hong Kong concluded Construction Machinery Business Revenue | Revenue Type | FY2025 (HKD in millions) | FY2024 (HKD in millions) | | :--- | :--- | :--- | | Construction machinery rental income | 106 | 136 | | Sales of construction machinery and spare parts | 22 | 21 | - The revenue decrease was mainly driven by a drop in **machinery utilization rate from 85% to 70%**[68](index=68&type=chunk) [Financial Services and Money Lending](index=24&type=section&id=Financial%20Services%20and%20Money%20Lending) Financial services revenue grew to HKD 10 million, while the money lending business recorded an impairment loss of approximately HKD 10 million on its loan portfolio - Revenue from asset management, securities brokerage, and other financial services was approximately **HKD 10 million, a year-on-year increase of 42.9%**, due to increased activity in the Hong Kong stock market[44](index=44&type=chunk) - As of March 31, 2025, the carrying amount of loans receivable was approximately **HKD 41 million** (2024: HKD 47 million), with the five largest borrowers accounting for about 93% of the total[47](index=47&type=chunk)[48](index=48&type=chunk) - An impairment loss on loans receivable of approximately **HKD 10 million** was recognized for the year (2024: HKD 88 million)[60](index=60&type=chunk) [Property Leasing and Development](index=31&type=section&id=Property%20Leasing%20and%20Development) The UK commercial property provided stable rental income but recorded a significant fair value loss of HKD 419 million due to declining market value - Rental income from the UK commercial property remained relatively stable at approximately **HKD 50 million**[64](index=64&type=chunk) - A **fair value loss of approximately HKD 419 million** was recognized on the investment property due to a decline in market value (2024: loss of HKD 89 million)[64](index=64&type=chunk)[76](index=76&type=chunk) [Securities Investment](index=31&type=section&id=Securities%20Investment) The Group's securities portfolio performed poorly, recording fair value losses on both FVTPL and FVTOCI financial assets Fair Value Changes in Securities Investment | Investment Category | Fair Value Change (HKD in millions) | | :--- | :--- | | Financial assets at fair value through profit or loss | (29) | | Financial assets at fair value through other comprehensive income | (84) | [Liquidity and Capital Resources](index=38&type=section&id=Liquidity%20and%20Capital%20Resources) The Group faces a severe liquidity crisis with significant net current liabilities, low cash reserves, and multiple major loan defaults post-reporting period - As of March 31, 2025, the Group's cash and cash equivalents were **HKD 132 million**, with pledged bank deposits of HKD 7 million[5](index=5&type=chunk) - Total bank and other borrowings amounted to **HKD 1,219 million**, of which **HKD 1,209 million is repayable within one year**[32](index=32&type=chunk) - Post-reporting period, the Group **defaulted on a UK loan of approximately HKD 800 million and a Hong Kong bank loan of approximately HKD 352 million**, receiving demand letters for both[37](index=37&type=chunk) [Business Outlook](index=44&type=section&id=Business%20Outlook) The Group will focus on its UK property leasing for stable income while actively seeking new investment opportunities, including in AI, to diversify its business - Following the deemed disposal of the machinery leasing business, the Group's future focus will be on **UK property leasing to ensure a stable income stream**[109](index=109&type=chunk) - The Group is actively seeking new investment opportunities, including **initiatives in artificial intelligence and strategic partnerships**, to achieve business diversification[108](index=108&type=chunk) [Significant Events and Corporate Governance](index=43&type=section&id=Significant%20Events%20and%20Corporate%20Governance) [Auditor's Opinion](index=46&type=section&id=Auditor's%20Opinion) The auditor issued a disclaimer of opinion on the financial statements due to material uncertainties related to the Group's ability to continue as a going concern - The auditor issued a **disclaimer of opinion** on the Group's consolidated financial statements[117](index=117&type=chunk) - The basis for the disclaimer is material uncertainty related to going concern, citing **net current liabilities of HKD 1,376 million** and major loan defaults on a UK loan of approximately HKD 800 million and a Hong Kong loan of HKD 352 million[118](index=118&type=chunk)[119](index=119&type=chunk)[121](index=121&type=chunk) - The auditor could not assess the feasibility of management's mitigation plans, thus being unable to conclude on the appropriateness of the going concern basis[122](index=122&type=chunk)[124](index=124&type=chunk) [Significant Acquisitions and Disposals](index=43&type=section&id=Significant%20Acquisitions%20and%20Disposals) The Group executed a deemed disposal of its subsidiary, HTSC, after its shareholding was diluted, and HTSC subsequently formed a joint venture for AI-related business - The Group's shareholding in its subsidiary, HTSC, was **diluted from 29.05% to 28.58%** following a placement, resulting in a loss of control and a deemed disposal[101](index=101&type=chunk)[103](index=103&type=chunk) - Effective May 12, 2025, the financial results of HTSC are **no longer consolidated** into the Group's financial statements[102](index=102&type=chunk)[103](index=103&type=chunk) - HTSC formed a joint venture with Jiangsu Litong to engage in businesses including **AI computing power leasing and AI data services**[104](index=104&type=chunk)[105](index=105&type=chunk) [Corporate Governance](index=45&type=section&id=Corporate%20Governance) The company complied with the Corporate Governance Code, with the exception of not separating the roles of Chairman and CEO as these positions were not appointed - The company complied with the Corporate Governance Code but deviated from code provision C.2.1 regarding the separation of Chairman and CEO roles, as neither position was appointed[111](index=111&type=chunk)

Group 1 - The core viewpoint of the news is the establishment of a joint venture between Haotian International Construction Investment and Jiangsu Litong, with Haotian holding 75% and Litong 25% of the equity [1] - The joint venture will receive capital commitments of RMB 300 million from Haotian and RMB 100 million from Litong, and will become a subsidiary of the company as long as Haotian remains a subsidiary [2] - The joint venture aims to engage in AI computing resources and 5G big data-related businesses, including but not limited to computing power services and related technical consulting, business planning, logistics, and trade [2] Group 2 - The AI sector has seen significant advancements over the past year, with developments in large language models and multimodal models, leading to a decrease in training and inference costs, thus lowering the application threshold for large models [3] - The trend is accelerating the evolution of data centers towards AI Data Centers (AIDC), presenting new opportunities for industry growth [3] - The joint venture with Jiangsu Litong provides a valuable opportunity for the company to enter the AI business, which is expected to generate annual revenues potentially reaching USD 300 million or more if successful [3]

Revenue and Financial Performance - Total revenue for the period was approximately HK$109 million, compared to HK$113 million in 2023, reflecting a decrease of about 3.54%[11]. - Sales of construction machinery and spare parts were approximately HK$11 million, consistent with the previous year's sales[10]. - Rental income from construction machinery was approximately HK$65 million, down from HK$68 million in 2023, a decrease of about 4.41%[10]. - Co-Lead Holdings Limited reported revenue of approximately HK$22 million and total comprehensive expense of approximately HK$557 million for the period ended June 30, 2024[43]. - Wealthink Group reported revenue of approximately HK$522 million and total comprehensive expense of approximately HK$98 million for the year ended 31 March 2024[4]. - Asia Energy Group achieved revenue of approximately HK$23 million and a comprehensive loss of approximately HK$22 million for the period ended 30 June 2024[5]. - Virtual Mind Group recorded revenue of approximately HK$30 million and a comprehensive loss of approximately HK$30 million for the period ended 30 June 2024[3]. - Future Data Group recorded revenue of approximately HK$217 million and total comprehensive loss of approximately HK$13 million for the period ended 30 June 2024[82]. - CITIC Securities Group generated total revenue of approximately RMB 37,660 million and total comprehensive income of approximately RMB 11,270 million for the period ended 30 June 2024[6]. Expenses and Losses - The Group incurred a loss of approximately HK$195 million for the period, an improvement from a loss of approximately HK$250 million in 2023[192]. - The total comprehensive expense for Oshidori International Holdings Limited was approximately HK$557 million for the period ended June 30, 2024[43]. - Other losses, net, during the period were approximately HK$11 million, compared to HK$3 million in 2023[55]. - The share of losses from associates was approximately HK$69 million during the period[59]. - The Group's administrative expenses decreased to approximately HK$50 million from HK$60 million in 2023, attributed to effective cost-saving measures[56]. - The Group recognized a provision for impairment loss on financial assets of approximately HK$9 million, an increase from HK$1 million in 2023, mainly due to the aging of corporate note receivables[57]. Financial Position and Borrowings - As of September 30, 2024, the Group's current assets and current liabilities were approximately HK$882 million and HK$2,090 million, respectively, compared to HK$1,265 million and HK$2,214 million as of March 31, 2024[47]. - The Group recorded total borrowings of HK$2,462 million as of September 30, 2024, down from HK$2,719 million as of March 31, 2024[48]. - The gearing ratio as of September 30, 2024, was 57%, slightly up from 56% as of March 31, 2024[48]. - The Group's net debts amounted to HK$2,151 million as of September 30, 2024, compared to HK$2,354 million as of March 31, 2024[48]. - The Group's total borrowings amounted to approximately HK$1,416 million, with HK$986 million at fixed interest rates and HK$430 million at floating interest rates[69]. Credit Risk and Impairment - The company adopted HKFRS 9 for assessing expected credit losses, considering factors such as default probability and collateral value[4]. - The company will regularly monitor the effectiveness of criteria used to identify significant increases in credit risk[4]. - The company has taken into account forward-looking market data, such as GDP, in its impairment assessments[4]. - The expected credit loss (ECL) rate for loans receivable ranged from 6% to 100%, compared to 34% to 100% as of March 31, 2024[187][189]. - The Group recognized an expected credit loss provision of approximately HK$9 million for financial assets, an increase from approximately HK$1 million in the previous year[91]. Investment and Development Activities - The Group is involved in property development projects in Cambodia and Malaysia, with a special economic zone project in Cambodia covering an area of 17,252,519 square meters, currently in the preliminary stage[160]. - The ongoing property development project in Cambodia covers an area of 17,252,519 square meters, with the project still in its preliminary stages[162]. - The Group's investment portfolio includes various securities such as listed equity securities and non-listed equity securities[100]. - The Group held approximately 12.3 million shares of Future Data as at 30 September 2024[83]. - The Group's construction machinery is procured mainly from manufacturers in Western Europe, Japan, and China[131]. Financial Services and Lending - The Group's principal activities include securities investment, provision of financial services, asset management, and property leasing[130]. - The financial services business recorded revenue of approximately HK$6 million for the period, up from approximately HK$2 million in 2023, primarily due to increased transaction value and volume in margin financing[166][169]. - The Group's money lending business was funded by its internal resources[122]. - The Group's loan portfolio included 12 borrowers, comprising 10 individuals and 2 enterprises, providing mortgage financing services[170]. - A total of 11 loans, amounting to approximately HK$37 million, were secured with personal guarantees and/or collateral, with interest rates ranging from 8% to 16%[141]. - The carrying amount of outstanding loans receivable from the five largest borrowers was HK$35 million, representing 95% of the total loans receivable, with the largest borrower accounting for HK$20 million or 54%[139]. - The Group's liquidity position is maintained through ongoing credit assessments and evaluations of customers' financial status[75]. Risk Management - The risk management department reviews the risk level of each loan daily and reports recommendations to senior management, including the CEO and Financial Controller[180][182]. - The company has adopted a credit risk policy to manage its money lending business, ensuring compliance with applicable laws and regulations, and conducting thorough credit assessments on potential borrowers[172][175]. - The company has complied with all relevant laws and regulations regarding its money lending business, with no objections or investigations reported during the period[184]. Market Conditions and Strategy - The company focuses on existing business operations while navigating challenges posed by global economic conditions, including high inflation and geopolitical tensions[163]. - The Group continues to pursue a long-term business strategy of diversifying into financial services, property leasing, and construction machinery[130].

Revenue and Profitability - Revenue for the six months ended September 30, 2024, was HKD 109 million, a decrease of 3.54% compared to HKD 113 million for the same period in 2023[4] - Gross profit for the same period was HKD 54 million, down from HKD 57 million, reflecting a gross margin of 49.54%[4] - The company reported a net loss of HKD 195 million for the six months ended September 30, 2024, compared to a net loss of HKD 250 million in the prior year, representing a 22% improvement[4] - Other income decreased to HKD 22 million from HKD 24 million year-over-year[4] - The company reported a basic loss per share of HKD 1.91, compared to HKD 2.85 in the same period last year[13] - The group reported a pre-tax loss of HKD 198 million for the six months ended September 30, 2024[56] - The company reported a pre-tax loss of HKD 261 million for the six months ended September 30, 2024, compared to a pre-tax loss of HKD 139 million for the same period in 2023, reflecting an increase in losses of approximately 88%[139] - The financial assets impairment loss for the period was HKD 9 million, which included expected credit losses, compared to a recovery of HKD 5 million in the previous year[139] - The company recorded a fair value loss of HKD 55 million, which was a significant increase from the previous year's loss of HKD 34 million, indicating a deterioration in asset valuations[139] - The company reported a net loss attributable to shareholders of HKD 137 million for the six months ended September 30, 2024, compared to a net loss of HKD 207 million in 2023, representing a 33.69% improvement[196] - Basic and diluted loss per share improved to HKD (1.91) for the six months ended September 30, 2024, from HKD (2.85) in 2023[196] Assets and Liabilities - The total assets as of September 30, 2024, were HKD 4,381 million, down from HKD 4,786 million as of March 31, 2024[18] - Current liabilities totaled HKD 2,090 million, a decrease from HKD 2,214 million in the previous period[24] - The company's cash and cash equivalents were HKD 298 million, down from HKD 350 million[18] - The total equity attributable to the owners of the company was HKD 1,640 million, compared to HKD 1,813 million as of March 31, 2024[28] - Non-current assets as of September 30, 2024, totaled HKD 3,041 million, a slight increase from HKD 3,006 million as of March 31, 2024[141] - Deferred tax assets recognized decreased to HKD (5) million in 2024 from HKD (15) million in 2023[192] Financing and Costs - The company incurred financing costs of HKD 63 million, a decrease from HKD 72 million in the previous year[4] - Financing costs decreased to HKD 63 million for the six months ended September 30, 2024, down 12.5% from HKD 72 million in 2023[190] - The company incurred a loss of HKD 8 million from the sale of equipment in 2024, compared to no loss in 2023[190] - The company reported a foreign exchange loss of HKD 3 million for both periods under review[190] Business Segments and Operations - The group operates six reportable segments, including construction machinery rental and sales, asset management, and lending services, among others[39][40] - The company holds a lending license and provides mortgage and personal loan services in Hong Kong[40] - The group has a commercial property for lease in London, UK, as part of its property leasing business[41] - The group has a subsidiary holding a developing property in Malaysia under its property development segment[42] - The company provides maintenance and transportation services for construction machinery, particularly crawler cranes, in Hong Kong[39] - The revenue from construction machinery rental was HKD 65 million, consistent with the previous year's performance, indicating stability in this segment[158] - The investment property rental income was HKD 23 million, which was a decrease from HKD 26 million in the prior year, representing a decline of approximately 11.54%[182] - Trade receivables from the construction machinery business generated rental income of HKD 43 million, a decrease from HKD 48 million in 2023[199] - Securities brokerage trade receivables generated income of HKD 164 million, an increase from HKD 150 million in 2023[200] Regulatory and Market Recognition - The financial statements are prepared in accordance with Hong Kong Financial Reporting Standards and have not been audited[32][34] - The group has adopted all new and revised Hong Kong Financial Reporting Standards effective from April 1, 2024, with no significant impact on its financial position[34] - The group has not applied any new or revised Hong Kong Financial Reporting Standards that have been issued but are not yet effective[34] - The company has been included in the Hang Seng Composite Index effective September 9, 2024, reflecting high recognition of its performance and value in the capital market[36] Dividend and Future Plans - The company did not recommend the payment of an interim dividend for the six months ended September 30, 2024, and 2023[194] - The company plans to continue focusing on market expansion and new product development to enhance revenue streams in the upcoming periods[141]

Financial Performance - The Group incurred a loss of approximately HK$809 million for the Year, compared to a loss of approximately HK$208 million in 2023 [117]. - The total revenue for the year was approximately HK$228 million, a decrease of approximately HK$84 million or 27% compared to HK$312 million in the previous year [191]. - The decrease in revenue was mainly attributed to reduced sales from construction machinery and spare parts, as well as rental income from construction machinery [191]. - The revenue of the financial services business was approximately HK$7 million for the year, down from approximately HK$10 million in 2023, representing about 3% of the total revenue [162]. - The segment profit for the financial services business decreased to approximately HK$5 million from approximately HK$15 million in 2023 [162]. - The loss was mainly due to net fair value losses in financial assets at fair value through profit or loss of approximately HK$242 million, up from approximately HK$82 million in 2023 [117]. - The fair value loss on investment properties indicates a significant increase in market volatility and potential risks associated with real estate investments [120]. Assets and Liabilities - Current assets as of March 31, 2024, were approximately HK$1,265 million, down from approximately HK$1,945 million in 2023, while current liabilities decreased to approximately HK$2,214 million from HK$2,855 million [28]. - The Group's loans receivable amounted to approximately HK$47 million as of March 31, 2024, down from HK$145 million in 2023 [149]. - The carrying amount of overdue loans was approximately HK$47 million, with 10 loans supported by personal guarantees and/or secured by collaterals [155]. - The largest borrower accounted for approximately 43% of the total loans receivable, with an outstanding amount of HK$20 million [155]. Business Strategy and Operations - The Group plans to phase out the money lending business while expanding its corporate financial advisory and asset management services in the future [42]. - The Group aims to enhance its revenue stream by exploring involvement in share placement activities within its securities brokerage services business [42]. - The Group is exploring opportunities in Malaysia, which has shown strong GDP growth, indicating significant investment potential [55]. - The Group is actively seeking more business opportunities in Cambodia, leveraging its favorable investment environment and market liberalization [45]. - The Group's long-term business strategy includes diversifying into financial services, property leasing, property development, and construction machinery [159]. Risk Management - The Group's liquidity position has been maintained throughout the year, with ongoing credit assessments to reduce exposure to credit risk [33]. - The Group's exposure to foreign currency risk arises from financial instruments denominated in US$ and EUR, with management continuously monitoring this risk [32]. - The expected credit loss (ECL) rate for loans receivable ranged from 34% to 100%, significantly higher than the previous year's range of 3% to 61%, reflecting increased default risk [119]. - The company adopted HKFRS 9 for determining impairment loss allowances, considering factors such as default probability, repayment history, and macroeconomic conditions [119]. - The company has adopted a credit risk policy to manage its money lending business, including compliance with applicable laws and credit assessments [155]. Corporate Governance - The Group is committed to maintaining sound corporate governance practices consistent with the Corporate Governance Code [62]. - The Board is collectively responsible for the long-term success of the Group, focusing on leadership, strategic planning, risk management, and financial performance [67]. - The Audit Committee oversees risk management and internal control systems, ensuring the effectiveness of the internal audit program [70]. - The Remuneration Committee reviews and recommends remuneration policies for Directors and senior management, ensuring alignment with company performance [70]. - The Nomination Committee assesses the independence of independent non-executive Directors and recommends appointments to the Board [70]. Market Conditions - The global economic environment faced challenges including high inflation and geopolitical tensions, impacting the company's operations and strategic decisions [128]. - The global economic environment remains fragile, influenced by geopolitical tensions and high inflation, impacting the Group's operations [160]. - The company actively explored new development opportunities despite the complicated external environment [128]. Construction Machinery and Rental Income - The Group maintained approximately 171 units of construction machinery in its rental fleet during the year [137]. - Sales of construction machinery and spare parts decreased, primarily due to reduced demand for new cranes manufactured in Japan [137]. - Rental income from construction machinery declined, attributed to the completion of major construction projects such as the Hong Kong International Airport 3rd runway [137]. - Rental income from construction machinery fell to approximately HK$136 million this year from approximately HK$160 million in 2023, with occupancy rates decreasing to 85% from 90% due to the completion of major construction projects [200].

Financial Performance - For the year ending December 31, 2023, the audited revenue of Yitai was approximately RMB 53 billion, with a net profit attributable to owners of approximately RMB 7.7 billion[1]. - The group's total revenue for the year ended March 31, 2024, was HKD 228 million, a decrease from HKD 312 million in the previous year, representing a decline of approximately 27%[67]. - The total revenue for the year was HKD 225 million, a decrease from HKD 241 million in the previous year, reflecting a decline of 6.6%[117]. - The group reported a pre-tax loss of HKD 823 million, which includes fair value losses of HKD 203 million and administrative expenses of HKD 65 million[63]. - For the fiscal year ending March 31, 2024, the company reported a loss attributable to equity holders of HKD 462 million, compared to a loss of HKD 264 million in the previous year, representing an increase of 75.8%[126]. Assets and Liabilities - As of December 31, 2023, Yitai's net assets were approximately RMB 46.4 billion, and total assets were approximately RMB 85.4 billion[1]. - Total current liabilities decreased from HKD 2,855 million in 2023 to HKD 2,214 million in 2024, a reduction of approximately 22.4%[35]. - Net assets decreased from HKD 2,575 million in 2023 to HKD 1,813 million in 2024, representing a decline of about 29.6%[35]. - Non-current liabilities decreased from HKD 871 million in 2023 to HKD 759 million in 2024, a decrease of approximately 12.8%[35]. - The company's total equity decreased from HKD 2,575 million in 2023 to HKD 1,813 million in 2024, reflecting a decline of around 29.6%[35]. Revenue Breakdown - The revenue breakdown by segment includes HKD 157 million from construction machinery and spare parts sales, HKD 6 million from maintenance and transportation services, HKD 4 million from lending, HKD 7 million from asset management and securities brokerage, and HKD 54 million from property leasing[65]. - The group's operations in Hong Kong generated revenue of HKD 174 million, down from HKD 256 million in the previous year, reflecting a decline of approximately 32%[67]. - The financial services segment generated revenue of approximately HKD 7 million for the year, accounting for about 3% of the total group revenue, a decrease from HKD 10 million in the previous year[170]. Business Operations - The company holds a lending license and provides mortgage and personal loan services in Hong Kong[43]. - The company operates a commercial property for leasing purposes in London, UK[44]. - The company has a diversified business model including securities investment, asset management, and machinery leasing[37]. - The group has a subsidiary in Malaysia that holds developing properties, contributing to its property development business[59]. - The group continues to diversify its business strategy into financial services, property leasing, property development, and construction machinery sectors[140]. Credit and Loans - The group has not issued new loans in the current year, compared to two loans issued in 2023[145]. - The lending business provides both secured and unsecured loans to individuals and enterprises[149]. - The group employs a credit risk policy that includes evaluating potential borrowers based on their credit history, repayment ability, and collateral[149]. - As of March 31, 2024, the company's loan portfolio included 12 borrowers, comprising 10 individuals and 2 enterprises, with a total loan amount of approximately HKD 47 million due[173]. - The total outstanding balance of the top five borrowers was HKD 45 million, representing 96% of the group's total accounts receivable[147]. Impairment and Credit Loss - The group reported a total impairment of HKD 88 million for the year ending March 31, 2024, compared to an impairment reversal of HKD 22 million in the previous year, due to HKD 238 million of overdue loans during the year[184]. - The expected credit loss ratio for receivables ranges from 34% to 100%, compared to 3% to 61% in the previous year, reflecting the nature and default probability of the receivables[185]. Employee and Operational Costs - The company’s employee costs, including directors' remuneration, amounted to HKD 86 million, down from HKD 95 million, indicating a reduction of 9.5%[123]. - The company reported a total depreciation expense of HKD 50 million, slightly down from HKD 52 million, a decrease of 3.8%[120]. Financial Strategy and Future Outlook - The company is currently renegotiating financial covenants with banks due to breaches related to shareholder equity amounts[134]. - The company believes it has sufficient alternative funding sources to ensure ongoing operations are not threatened, regardless of potential immediate loan repayment demands[162]. - The company is focused on maintaining flexibility and concentrating on existing business amidst ongoing global economic challenges[166]. - The company expects no significant impact from the new Hong Kong Financial Reporting Standards on its financial statements in the foreseeable future[40].

Financial Performance - Alliance International Group recorded revenue of approximately RMB 441 million and total comprehensive income of approximately RMB 227 million for the nine months ended 30 September 2023[1]. - Imperial Pacific Group reported revenue of nil and total comprehensive loss of approximately HK$ 1,087 million for the year ended 31 December 2021[5]. - Virtual Mind Group achieved revenue of approximately HK$ 32 million and total comprehensive loss of approximately HK$ 24 million for the period ended 30 June 2023[5]. - Bank of Qingdao Group recorded revenue of approximately RMB 17,361 million and total comprehensive income of approximately RMB 3,777 million for the nine months ended 30 September 2023[5]. - Wealthink Group reported revenue of approximately HK$ 469 million and total comprehensive income of approximately HK$ 27 million for the year ended 31 March 2023[5]. - Grand Ocean Group recorded revenue of approximately HK$82 million and total comprehensive income of approximately HK$33 million for the period ended 30 June 2023[7]. - HG Semiconductor Group reported revenue of approximately RMB46 million and total comprehensive loss of approximately RMB54 million for the period ended 30 June 2023[8]. - Asia Energy Group achieved revenue of approximately HK$78 million and total comprehensive loss of approximately HK$1 million for the period ended 30 June 2023[9]. - Total revenue for the period was approximately HK$113 million, a decrease from approximately HK$161 million in 2022[68]. - Revenue from money lending, asset management, and securities brokerage decreased by approximately HK$14 million, primarily due to a decrease in loan receivables and transaction volumes[69]. - The Group recorded a total comprehensive loss of approximately HK$324 million for the period ended 30 June 2023[130]. - The group incurred a loss of approximately HK$250 million for the period, compared to a loss of approximately HK$4 million in 2022[113]. Shareholding Information - As of 30 September 2023, the Group held approximately 28 million shares of Alliance International[1]. - As of 30 September 2023, the Group held approximately 203 million shares of Imperial Pacific[5]. - As of 30 September 2023, the Group held approximately 284 million shares of Virtual Mind[5]. - As of 30 September 2023, the Group held approximately 13 million shares of Bank of Qingdao[5]. - As of 30 September 2023, the Group held approximately 29.8 million shares of Wealthink[5]. - The Group held approximately 60 million shares of Grand Ocean and approximately 1.5 million shares of HG Semiconductor as of 30 September 2023[7][8]. Fair Value Losses - A fair value loss of approximately HK$176 million was recorded during the period, compared to a loss of approximately HK$68 million in 2022[10]. - A fair value loss of approximately HK$55 million was recognized for investment properties, up from approximately HK$9 million in 2022[11]. - The Group recorded a fair value loss of approximately HK$176 million on its investment portfolio, compared to a loss of approximately HK$68 million in 2022[77]. Credit Losses and Financial Management - The Group recognized an allowance for expected credit losses on financial assets of approximately HK$1 million, down from approximately HK$48 million in 2022[20]. - The provision for expected credit loss of loan receivables recognized for the six months ended 30 September 2023 is HK$6 million, a significant decrease from HK$52 million in the same period of 2022[42]. - The expected credit loss (ECL) rate for loans receivable ranged from 19% to 61%, an increase from 7% to 61% as of March 31, 2023, reflecting changes in default risk assessments[76]. - The Group's loan portfolio is closely monitored, with independent reviews conducted to assess overdue balances and repayment schedules[54]. Expenses and Costs - Finance costs increased to approximately HK$72 million during the period, compared to approximately HK$43 million in 2022[22]. - Administrative expenses were approximately HK$60 million, a decrease from approximately HK$62 million in 2022, mainly due to cost-saving measures[15]. - The financing cost for the period was approximately HK$72 million, an increase from HK$43 million in the previous year[127]. Rental Income and Property Management - Rental income from investment properties contributed approximately HK$26 million, down from approximately HK$29 million in 2022, with a fair value loss on investment properties of approximately HK$55 million compared to HK$9 million in 2022[81]. - The Group's leasing business saw a rental income of approximately HK$68 million, down from approximately HK$83 million in 2022, attributed to the completion of several large construction projects[70]. - The decrease in rental income was primarily due to the completion of some major construction projects in 2023[84]. Loan Management and Risk Assessment - The company assesses the necessity and value of collateral for each loan on a case-by-case basis, considering factors such as repayment history and financial condition of the borrower[49]. - The management team possesses over 10 years of experience in corporate and banking industries, enhancing the company's risk management capabilities[36]. - The company has adopted HKFRS 9 for assessing expected credit losses, which includes evaluating the probability of default and the value of pledged collaterals[42]. - The designated loan officer monitors overdue balances and collaborates with the risk management department for timely recovery actions[53]. - The company has a structured process for loan approval involving designated loan officers and risk management department reviews[32]. - The company complies with all relevant laws and regulations regarding money lending, ensuring adherence to the Listing Rules[38]. Capital Structure and Borrowings - As of September 30, 2023, the Group's current assets were approximately HK$1,446 million, down from HK$2,297 million as of 31 March 2023[146]. - The Group's current liabilities were approximately HK$2,286 million as of 30 September 2023, compared to HK$2,855 million as of 31 March 2023[146]. - The Group's borrowings totaled approximately HK$1,006 million at fixed interest rates and HK$706 million at floating interest rates[150]. - Approximately 99% of the Group's borrowings are secured by investment properties, corporate note receivables, property, plant and equipment, financial assets, and bank deposits[149]. - As of September 30, 2023, the Group's total borrowings amounted to HK$2,799 million, with net debts of HK$2,658 million and total equity of HK$2,233 million, resulting in a gearing ratio of 54%[167]. - The Group's capital structure as of September 30, 2023, showed a total capital of HK$4,891 million, down from HK$5,251 million as of March 31, 2023[167]. Workforce and Operations - The Group had 142 employees as of September 30, 2023, down from 153 employees as of March 31, 2023, indicating a reduction in workforce[178]. - The Group continues to diversify into financial services, property leasing, property development, and construction machinery businesses[27]. Strategic Developments - On October 17, 2023, Inner Mongolia Yitai Coal Company Limited became a major shareholder of Hao Tian Instruction Construction Investment Group Limited, indicating a strategic investment move[156]. - The Group has property development projects in Cambodia and Malaysia, with a project in Malaysia covering 267,500 square meters, still in the preliminary stage[62][79]. Compliance and Governance - The Group has complied with all relevant laws and regulations regarding its money lending business, with no objections or investigations received during the period[58][73]. - The Group did not recommend an interim dividend for the period, consistent with the previous year[180]. - There were no significant or important events affecting the business of the Group after the balance sheet date[190]. - The Group did not make any material acquisitions or disposals of subsidiaries and associates during the Period[198].