MAN SANG INTERNATIONAL LIMITED (Incorporated in Bermuda with limited liability) 民生國際有限公司 (Stock Code: 938) （於百慕達註冊成立之有限公司） （股份代號︰938） (Incorporated in Bermuda with limited liability) （於百慕達註冊成立的有限公司） （Stock Code 股份代號：938） NOTIFICATION LETTER 通知信函 Date as postmarked Dear Non-registered Holder(s) (Note 1) , Man Sang International Limited (the "Company") – Notification of publication of 2024 Interim Report (the "Current Corporate Communication") Notes: 各位非登記持有人 （附註1） ： 民生國際有限公司（「本公司」） － 刊發2024中期報告之通知（「本次公司通訊」） ...

MAN SANG INTERNATIONAL LIMITED (Incorporated in Bermuda with limited liability) 民生國際有限公司 (Stock Code: 938) Man Sang International Limited (the "Company") – Notification of publication of 2024 Interim Report (the "Current Corporate Communication") The English and Chinese versions of the Company's Current Corporate Communication are now available on the Company's website at www.msil.com.hk and the website of The Stock Exchange of Hong Kong Limited (the "Stock Exchange") at www.hkexnews.hk respectively (the "W ...

Financial Performance - Revenue for the six months ended September 30, 2024, was HK$70,445,000, representing an increase of 2.4% compared to HK$68,634,000 for the same period in 2023[12]. - Gross profit for the period was HK$9,962,000, with a gross profit margin of approximately 14.2%[12]. - Loss for the period was HK$180,806,000, compared to a loss of HK$159,653,000 in the same period last year, indicating a deterioration in performance[12]. - The company reported a basic and diluted loss per share of HK$28 cents, compared to HK$25 cents in the prior period[12]. - The total comprehensive loss for the period was HK$178,969, indicating ongoing financial challenges[24]. - The Group reported a net loss of approximately HK$180,806,000 for the six months ended 30 September 2024[47]. - For the six months ended September 30, 2024, the loss attributable to equity holders of the Company was HK$180,190,000, compared to HK$160,905,000 for the same period in 2023, representing an increase of approximately 11.5%[96]. Expenses and Costs - Administrative expenses increased to HK$31,513,000, up from HK$24,265,000, reflecting a rise of 30.3% year-on-year[12]. - Impairment loss on properties held for sale was HK$12,393,000, significantly higher than HK$4,232,000 in the previous year, indicating increased challenges in asset valuation[12]. - Finance costs decreased to HK$68,732,000 from HK$78,844,000, showing a reduction of 12.7%[12]. - The company reported unallocated expenses of HK$20,938,000, contributing to the overall loss before tax[79]. - The current income tax expense for the PRC Enterprise Income Tax was HK$6,674,000 for the six months ended September 30, 2024, significantly up from HK$1,659,000 in 2023, indicating a year-over-year increase of approximately 301.5%[91]. Assets and Liabilities - As of September 30, 2024, total non-current assets amounted to HK$1,838,113, a decrease from HK$1,870,164 as of March 31, 2024, reflecting a decline of approximately 1.7%[18]. - Current liabilities increased to HK$1,460,568 from HK$1,382,419, representing a rise of about 5.6%[18]. - The net current liabilities stood at (HK$1,396,029), worsening from (HK$1,308,582) as of March 31, 2024, indicating a deterioration in liquidity position[18]. - Total assets less current liabilities decreased to HK$442,084 from HK$561,582, a decline of approximately 21.3%[18]. - The equity attributable to owners of the company was recorded at (HK$1,106,330), worsening from (HK$927,361) as of March 31, 2024[20]. - As of 30 September 2024, the Group had net liabilities of approximately HK$1,108,040,000, with HK$1,452,967,000 and HK$11,125,000 of bank borrowing and construction payable in default[47]. Cash Flow - Net cash used in operating activities for the six months ended September 30, 2024, was HK$15,098,000, compared to HK$10,718,000 for the same period in 2023[35]. - Net cash used in investing activities for the six months ended September 30, 2024, was HK$1,450,000, compared to HK$5,793,000 for the same period in 2023[35]. - Net cash from financing activities for the six months ended September 30, 2024, was HK$17,629,000, compared to HK$19,121,000 for the same period in 2023[35]. - The net increase in cash and cash equivalents for the six months ended September 30, 2024, was HK$1,081,000, compared to HK$2,610,000 for the same period in 2023[38]. - Cash and cash equivalents at the end of the period were HK$19,506,000, down from HK$33,748,000 at the end of the same period in 2023[38]. Operational Focus and Strategy - The company is focusing on improving operational efficiency and exploring new market opportunities to enhance future performance[12]. - Further cost reduction measures will be implemented to minimize operating costs and retain resources for property management and renovation business[51]. - The Group is assessing various feasible solutions to improve operations, including obtaining additional equity or loan financing[51]. Revenue Breakdown - Revenue from property management services was HK$11,316,000, slightly up from HK$11,177,000 in 2023, indicating a growth of about 1.25%[68]. - Revenue from renovation and decoration services increased significantly to HK$31,649,000 from HK$25,371,000, marking a growth of approximately 24.5%[68]. - Rental income from investment properties under operating lease decreased to HK$2,752,000 from HK$3,586,000, reflecting a decline of about 23.2%[70]. - Revenue recognition for the six months ended 30 September 2024 was HK$67,693,000, compared to HK$65,048,000 for the same period in 2023[60]. - The total revenue from contracts with customers rose to HK$67,693,000 from HK$65,048,000, showing an increase of approximately 4.1%[69]. Legal and Compliance Issues - The Group is involved in a legal dispute regarding a construction cost payable of approximately HK$11,125,000 as of 30 September 2024, down from approximately HK$14,522,000 as of 31 March 2024[128]. - The Group is required to repay outstanding principal and interests amounting to approximately RMB1,308,861,000 (equivalent to HK$1,413,568,000) as per the court judgment received on July 24, 2024[197]. - The Group has lodged an appeal against the court judgment on August 7, 2024, with a hearing held on October 24, 2024[198]. - The Group's financial position is under scrutiny due to the legal proceedings and associated financial obligations[194].

Financial Performance - For the six months ended September 30, 2024, the company reported revenue of HKD 70,445,000, an increase of 2.4% compared to HKD 68,634,000 for the same period in 2023[5] - Gross profit for the same period was HKD 9,962,000, up from HKD 5,804,000, reflecting a significant improvement in profitability[5] - The company recorded a net loss of HKD 180,806,000, compared to a net loss of HKD 159,653,000 in the previous year, indicating a deterioration in financial performance[5] - The basic and diluted loss per share was HKD 0.28, compared to HKD 0.25 for the same period last year[5] - The company reported a pre-tax loss of HKD 180,190,000 for the six months ended September 30, 2024, compared to a loss of HKD 160,905,000 for the same period in 2023, representing an increase in loss of approximately 11.5%[39] - Total comprehensive expenses for the period were approximately HKD 179,626,000, down from HKD 184,521,000 in the previous year[79] - The loss attributable to equity holders for the period was approximately HKD 180,190,000, with total comprehensive expenses of approximately HKD 178,969,000, influenced by foreign exchange gains and various impairment losses[107] Assets and Liabilities - Total assets as of September 30, 2024, were HKD 2,224,671,000, down from HKD 2,256,164,000 as of March 31, 2024[9] - The company's non-current liabilities increased to HKD 1,550,124,000 from HKD 1,489,996,000, indicating a rise in financial obligations[11] - The company recorded a total of HKD 393,696,000 in property, plant, and equipment as of September 30, 2024, slightly down from HKD 398,767,000 as of March 31, 2024[63] - Total borrowings increased to approximately HKD 3,000,419,000 as of September 30, 2024, up by approximately HKD 138,228,000 from March 31, 2024[112] - Current liabilities increased to approximately HKD 1,782,587,000, with a current ratio of approximately 0.22, indicating a low liquidity position due to reclassification of loans[115] Cash Flow and Financial Management - The cash and cash equivalents stood at HKD 19,506,000, slightly up from HKD 19,044,000 as of March 31, 2024[9] - The company has outstanding bank loans and payables totaling approximately HKD 1,452,967,000 and HKD 11,125,000, respectively, which are classified as current liabilities and are in default[17] - The company is in discussions with banks and suppliers to restructure the repayment schedule of defaulted loans and payables[19] - The company plans to implement further cost-cutting measures to reduce operational costs and maintain positive cash flow[19] - The company has unused loan facilities of approximately HKD 604,700,000 and HKD 23,298,000, which are due in December 2025[19] Property and Investment - The company reported a decrease in investment property fair value loss to HKD 59,095,000 from HKD 37,569,000, indicating a worsening in property valuations[5] - The fair value of investment properties decreased by approximately HKD 59,095,000 for the six months ended September 30, 2024, compared to a decrease of HKD 37,569,000 in the same period of 2023[44] - The company has reported a total of HKD 1,255,609,000 in investment properties as of September 30, 2024, down from HKD 1,280,227,000 as of March 31, 2024[63] - The fair value of the investment property shopping mall in Chongqing was approximately HKD 1,255,609,000, representing about 56.44% of the company's total assets as of September 30, 2024[81] Operational Performance - Revenue from external customers for the six months ending September 30, 2024, was HKD 70,445,000, compared to HKD 68,634,000 for the same period in 2023, representing an increase of approximately 2.4%[26] - Revenue from the Chongqing property segment was approximately HKD 21,536,000, a decrease from HKD 25,306,000 in the same period last year[81] - Revenue from property management services was approximately HKD 11,316,000, slightly up from HKD 11,177,000 in the previous year[89] - The indirect subsidiary, Wenzhou Beichen Construction Co., Ltd., generated revenue of approximately HKD 31,649,000, up from HKD 25,370,000 in the previous six months, focusing on renovation and decoration services[92] - Revenue from the Japanese hotel operations was approximately HKD 5,944,000, a slight decrease from HKD 6,781,000 in the previous period, impacted by macroeconomic factors and operational pressures[94] Legal and Compliance Issues - The company is currently facing legal proceedings initiated by banks due to breaches of loan covenants, with a total outstanding amount of approximately RMB 1,308,861,000 (approximately HKD 1,413,568,000) as of May 31, 2024[75] - The company is involved in a legal dispute regarding approximately HKD 11,125,000 in payable construction fees, with certain properties being seized under court orders[79] - The company has confirmed that all directors have adhered to the standard code of conduct regarding securities trading throughout the reporting period[127] - The audit committee, consisting of three independent non-executive directors, has reviewed the unaudited interim results and recommended their adoption by the board[131] Corporate Governance - The company has maintained compliance with the corporate governance code as per the Stock Exchange Listing Rules Appendix C1 during the six-month period ending September 30, 2024[126] - The roles of the Chairman and the CEO have been clearly distinguished since May 22, 2024, ensuring compliance with the corporate governance code[126] - There has been no purchase, sale, or redemption of the company's listed securities by the company or any of its subsidiaries during the reporting period[130] - The company has maintained sufficient public float during the reporting period[129] Future Outlook - The company is optimistic about resolving ongoing legal disputes and potentially revising loan agreement terms to be more favorable[88] - The board remains optimistic about the long-term development of first-tier cities in China, anticipating a gradual recovery in customer confidence and a moderate rebound in property prices[95] - The group plans to focus on restructuring overdue debts, improving financial performance, and reducing operating expenses to enhance profitability[97]

董事會會議召開日期 胡興榮 民生國際有限公司（「本公司」）之董事（「董事」）會（「董事會」）謹此宣佈董事會 會議將於2024年11月29日（星期五）舉行，藉以（其中包括）批准本公司及其附屬公 司截至2024年9月30日止六個月的未經審核中期業績及其刊發，以及考慮派發中期 股息（如適用）。 承董事會命 民生國際有限公司 主席 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，概不對因本公告全部或任 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。 民生國際有限公司 （於百慕達註冊成立之有限公司） （股份代號︰938） 香港，2024年11月19日 於本公告日期，執行董事為胡興榮先生（主席）、黃曉海先生、金江桂先生及李振 宇先生；以及獨立非執行董事為鮑依寧女士、黃昆杰先生及袁海波先生。 ...

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的內容概不負責， 對其準確性或完整性亦不發表任何聲明，並明確表示，概不對因本公告全部或任 何部份內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 民生國際有限公司 （於百慕達註冊成立之有限公司） （股份代號︰938） 須予披露及關連交易 有關 建議收購 目標公司全部股權 收購事項 本公司欣然宣佈，於2024年11月13日（交易時段後），四川暉宏訂立股權轉讓協議， 據此四川暉宏同意收購而賣方同意出售目標公司的全部股權，代價為人民幣5.0 百萬元，並受股權轉讓協議的條款及條件約束。 上市規則的涵義 由於有關收購事項的一項或多項適用百分比率（定義見上市規則）超過5%但低 於25%，根據上市規則第十四章，收購事項構成本公司的須予披露交易，並須遵 守上市規則項下的公告規定。 賣方為本公司的關連人士，此乃基於以下事實：(i)胡先生為本公司的執行董事及 控股股東，及(ii)胡先生亦為賣方的最終控股股東，並有權控制行使賣方超過30% 投票權，故賣方為本公司的聯繫人。因此，根據上市規則，收購事項亦構成本公 司的關連交易。 由於收購事項乃按一般商業條款或更佳條款進行 ...

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的內容概不負責， 對其準確性或完整性亦不發表任何聲明，並明確表示，概不對因本公告全部或任 何部份內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 民生國際有限公司 （於百慕達註冊成立之有限公司） （股份代號︰938） 更換公司秘書及授權代表 董事會謹此衷心感謝何女士為本公司所作出之貢獻。 承董事會命 民生國際有限公司 民生國際有限公司（「本公司」，連同其附屬公司「本集團」）董事（各為「董事」）會 （「董事會」）宣佈，何詠欣女士（「何女士」）已提呈辭任本公司之公司秘書（「公司 秘書」），且將不再擔任香港法例第622章公司條例第16部以及香港聯合交易所有 限公司（「聯交所」）證券上市規則第3.05條項下之本公司授權代表（「授權代表」）， 自2024年11月1日起生效。 何女士已確認彼與董事會之間並無意見分歧，且概無與彼辭任有關之事宜須提請 本公司股東及╱或聯交所垂注。 董事會進一步宣佈，本公司首席財務總監尹駿業先生（「尹先生」）已獲委任為公 司秘書及授權代表，均自2024年11月1日起生效。 尹先生，50歲，於2023年加入本集團，且自2024年7月 ...

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，概不對因本公告全部或任 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。 民生國際有限公司 （於百慕達註冊成立之有限公司） （股份代號︰938） – 1 – | | | 普通決議案 | | 投票股份數目(%) | | --- | --- | --- | --- | --- | | | | | 贊成 | 反對 | | 3. | | 續聘核數師並授權董事會釐定彼等之酬 | 394,395,355 | 0 | | | 金。 | | (100.00%) | (0.00%) | | 4. | A. | 授予董事一般授權以發行本公司股 | 394,395,355 | 0 | | | | 份。 | (100.00%) | (0.00%) | | | B. | 授予董事一般授權以回購本公司股 | 394,395,355 | 0 | | | | 份。 | (100.00%) | (0.00%) | | | C. | 擴大授予董事發行相等於本公司回 | 394,395,355 | 0 | | | ...

於2024年10月24日，重慶高級法院就法律訴訟召開聆訊。於聆訊中，雙方就重慶皇 石就判決提出的上訴提交及交換支持其主張的證據。雙方同意在庭外磋商是否對 此案件進行調解。於本公告日期，重慶高級法院尚未就法律訴訟作出任何判決。 本公司將繼續諮詢其中國法律顧問，積極主張及執行其在法律訴訟中的權利，並 監察法律訴訟對本集團的影響。與此同時，重慶皇石將繼續積極與貸款人磋商，以 期友好解決爭議並修訂貸款協議的條款。 本公司將根據上市規則於適當時候就法律訴訟的任何重大發展或重慶皇石將採取 的任何行動另行刊發公告。 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的內容概不負責， 對其準確性或完整性亦不發表任何聲明，並明確表示，概不對因本公告全部或任 何部份內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 民生國際有限公司 （於百慕達註冊成立之有限公司） （股份代號︰938） 關於法律訴訟的最新進展 茲提述本公司日期為2024年6月5日、2024年6月6日、2024年6月27日、2024年7月24日、 2024年8月7日及2024年10月22日之公告（統稱「該等公告」），內容有關（其中包括） 法律訴訟。除文 ...

Financial Performance - The group recorded a loss of approximately HK$159,653,000 for the six months ended September 30, 2023[1]. - The revenue for the six months ended September 30, 2023, was HK$68,634,000, a decrease of 17.2% compared to HK$82,919,000 for the same period in 2022[11]. - The gross profit for the period was HK$5,804,000, compared to HK$2,397,000 in the previous year, indicating a significant improvement[11]. - Loss before tax was HK$158,479,000, compared to a loss of HK$142,871,000 for the same period in 2022[11]. - The company reported a basic and diluted loss per share of HK$22.69 for the period[11]. - Total comprehensive expenses for the period amounted to HK$184,521,000, compared to HK$259,870,000 in the previous year[12]. - For the six months ended September 30, 2023, the company reported a loss of HK$160.9 million, compared to a loss of HK$146.9 million in the same period last year, indicating a year-over-year increase in losses of approximately 9.1%[16]. - The total comprehensive income for the period was a loss of HK$185.8 million, which includes an exchange difference on translation of foreign operations amounting to HK$24.9 million[16]. - The accumulated losses reached HK$1,618.3 million, reflecting a significant increase from HK$1,457.4 million as of April 1, 2023[16]. Financial Position - As of September 30, 2023, the group had total current liabilities of approximately HK$454,945,000 and cash and bank balances of approximately HK$33,748,000[1]. - The Group's net liabilities increased from HK$397,764,000 as of 31 March 2023 to HK$582,285,000 as of 30 September 2023[32]. - The company reported a total equity of HK$582.2 million as of September 30, 2023, down from HK$396.3 million as of April 1, 2023[16]. - Non-current liabilities decreased from HK$2,749,351,000 as of 31 March 2023 to HK$2,702,392,000 as of 30 September 2023[32]. - The Group's total assets less current liabilities decreased from HK$2,351,587,000 as of March 31, 2023, to HK$2,120,107,000 as of September 30, 2023, a decline of approximately 9.8%[126]. - Current assets were approximately HK$432,066,000 as of September 30, 2023, down from approximately HK$468,501,000 as of March 31, 2023, resulting in a current ratio of approximately 0.95[176]. Cash Flow and Liquidity - Net cash used in operating activities was HK$10,718,000 for the six months ended 30 September 2023, compared to HK$14,452,000 for the same period in 2022[36]. - Net cash used in investing activities was HK$5,793,000 for the six months ended 30 September 2023, compared to HK$3,911,000 for the same period in 2022[36]. - Net cash from financing activities was HK$19,121,000 for the six months ended 30 September 2023, compared to HK$21,044,000 for the same period in 2022[36]. - The Group's cash and cash equivalents amounted to approximately HK$33,748,000 as of September 30, 2023, compared to approximately HK$32,869,000 as of March 31, 2023[176]. - The Group's cash flow projections cover a period of not less than twelve months from September 30, 2023, indicating careful consideration of future liquidity and performance[60]. Operational Performance - The Group's operating segments are structured based on the nature of operations, with each segment representing a strategic business unit[100]. - The Group incurred a loss before tax of HK$158,479,000 for the six months ended September 30, 2023, compared to the previous period[103]. - The segment loss for property management was HK$131,182,000, and for hotel operations in Japan, it was HK$1,725,000[103]. - The Group's management is focused on enhancing operational efficiency and reducing costs while actively expanding operational channels and market presence[152]. - The Group's subsidiary, Beichen Construction, is expanding its renovation and decoration services to other provinces, aiming for sustainable revenue growth in the second half of the year[155]. Investment and Future Outlook - The company continues to explore market expansion opportunities and new product development strategies to enhance future performance[16]. - The hotel in Hokkaido is expected to improve its performance as Japan's tourism industry gradually recovers post-pandemic[165]. - The Group aims to seek new investment opportunities with promising outlooks to create value for shareholders[165]. - The Group is actively expanding its business beyond Zhejiang, focusing on high-quality project completion in various sectors such as hotels and hospitals[191]. Compliance and Governance - The board believes that the group has sufficient working capital to meet its financial obligations for the next twelve months[2]. - The company is preparing its financial information on a going concern basis, indicating confidence in future operations[2]. - The Group has not breached any covenants related to drawn down facilities as of 30 September 2023, consistent with the status as of 31 March 2023[188].