Company Overview - Sitoy Group is a leading manufacturer of high-end and luxury handbags, small leather goods, travel goods, and footwear products, with a focus on the Greater China market[3]. - The company owns three self-owned brands: Tuscan's, Fashion & Joy, and Duffy, and has exclusive distribution rights for Cole Haan in mainland China, Hong Kong, and Macau[4]. - Sitoy Group entered the rapidly growing China handbag retail market in 2011, becoming a vertically integrated company in this sector[4]. - The company emphasizes design, research, development, manufacturing, sales, retailing, and wholesales of its products, alongside providing advertising and marketing services[3]. - Sitoy Group's brands target different consumer segments, with Fashion & Joy focusing on modern, practical travel bags for young fashion enthusiasts[8]. - The company aims to blend traditional craftsmanship with modern innovation in its product offerings, particularly through the Duffy brand[9]. Strategic Focus and Market Position - Sitoy Group's strategic focus includes expanding its market presence and enhancing brand recognition in the luxury segment[3]. - The company is committed to maintaining high-quality standards and unique designs across its product lines[8]. - Future outlook includes potential new product launches and market expansion strategies to capture a larger share of the luxury goods market[3]. - The company is considering establishing a representative office in Europe to broaden its customer base and increase sales orders[24]. - The company plans to expand its retail network into Southeast Asia through platforms like Douyin and Xiaohongshu, aiming for significant growth in the retail segment in the coming years[24]. Financial Performance - The company reported a revenue of approximately HKD 1,606.5 million for the fiscal year 2024, a decrease of 12.1% compared to the previous year[19]. - Gross profit decreased by 5.5% to approximately HKD 572.3 million, with a gross margin of 35.6%[19]. - Profit attributable to ordinary equity holders was approximately HKD 101.9 million, with basic earnings per share of HKD 0.1058[19]. - The board proposed a final dividend of HKD 0.04 per share for the fiscal year 2024, down from HKD 0.11 in the previous year[19]. - The company experienced a decline in revenue across its major markets, particularly in Mainland China, Hong Kong, Macau, Taiwan, and North America[14]. - The company’s operating profit before tax was HKD 128.2 million, significantly lower than HKD 258.7 million in the previous year[14]. Operational Highlights - Retail segment revenue increased by 11.9% to approximately HKD 527.7 million, with a pre-tax profit of about HKD 26.8 million, down from HKD 29.4 million last year due to increased discounts post-pandemic[21]. - Manufacturing segment revenue recorded approximately HKD 1,066.3 million with a pre-tax profit of about HKD 110.2 million, supported by the expansion of production facilities to Indonesia[22]. - The company has acquired approximately 22,000 square meters of land in Indonesia to establish a factory exceeding 15,000 square meters, which is currently in trial production[22]. - Approximately 80% of the rental floors in the Times Center are leased, generating stable rental income, although the property investment segment recorded a pre-tax loss of about HKD 3.4 million due to revaluation losses[23]. Management and Governance - The company has a strong management team with extensive experience in corporate governance, financial management, and risk control, with some members having over 30 years of experience in executive roles[44]. - The company is committed to establishing good corporate governance practices to enhance transparency and accountability to shareholders[50]. - The board focuses on risk management, internal controls, and fair disclosure to ensure business transparency and accountability[50]. - The company has a commitment to environmental, social, and governance (ESG) practices, as evidenced by the establishment of relevant committees[44]. Risk Management - Key risks in the retail business include reduced consumer spending and potential inventory issues due to changing fashion trends[116]. - The manufacturing segment faces risks related to government policy changes and fluctuations in the cost of goods and materials[117]. - The property investment segment is exposed to risks from government policy changes and potential difficulties in finding acceptable tenants[117]. Shareholder Information - The company declared a final dividend of HKD 19,284,000 for the year, down from HKD 67,532,000 in the previous year, indicating a significant reduction in dividend payout[139]. - The top five customers accounted for 56.5% of the total revenue in fiscal year 2024, with the largest customer contributing 18.3%[87]. - The company will suspend share transfer registration from November 11, 2024, to November 18, 2024, to determine shareholder rights for the annual general meeting[83]. Compliance and Reporting - The company adheres to environmental, social, and governance (ESG) reporting guidelines, with a report available on its website[90]. - The company has implemented strict anti-corruption and reporting policies, ensuring high standards of business integrity and compliance training for employees[91]. - The company has adopted corporate governance practices in compliance with the Listing Rules, ensuring adherence to the corporate governance code[51]. Financial Reporting and Audit - The audit opinion confirms that the consolidated financial statements present a true and fair view of the group's financial position as of June 30, 2024[121]. - The auditors provided reasonable assurance that the financial statements are free from material misstatement, although such assurance cannot guarantee the detection of all errors[128]. - The company must assess its ability to continue as a going concern and disclose relevant matters accordingly[127]. Employee and Social Responsibility - The group established a defined contribution mandatory provident fund retirement benefit plan for all employees, with contributions based on a percentage of employees' basic salaries, amounting to 14% to 15% of payroll costs for subsidiaries in mainland China[191]. - The company is committed to promoting a diverse work environment and equal opportunities for all employees[64]. - The gender ratio of employees, including senior management, is approximately 38% male and 62% female as of June 30, 2024[64].

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佈的內容概不 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 佈 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。 SITOY GROUP HOLDINGS LIMITED 時代集團控股有限公司 （於 開 曼 群 島 註 冊 成 立 的 有 限 公 司） （股 份 代 號：1023） 截至二零二四年六月三十日止年度之全年業績公佈 及更換公司秘書 時代集團控股有限公司（「本公司」）董 事（「董 事」）會（「董事會」）謹 此 宣 佈，本 公 司 及其附屬公司（統 稱「本集團」）截至二零二四年六月三十日止年度（「二零二四財 政年度」）的 經 審 核 綜 合 全 年 業 績。 綜合損益表 | --- | --- | --- | --- | |------------------------------------------------------------------------------------------------------|---------|--- ...

Revenue and Profit Performance - The division's revenue increased by approximately 8.1% year-on-year to about HKD 251.4 million, benefiting from improved retail channels, especially online and live sales[1]. - The manufacturing division generated segment revenue of approximately HKD 555.8 million, with a segment profit before tax of about HKD 56.3 million, reflecting a decline of approximately 22.5% compared to the same period last year[18]. - The property investment segment generated revenue of approximately HKD 6.6 million, with a segment profit before tax of about HKD 2.9 million[19]. - The group's revenue decreased by approximately 14.9% from about HKD 956.5 million for the six months ended December 31, 2022, to about HKD 813.8 million for the six months ended December 31, 2023, primarily due to a decline in demand from brand customers in the manufacturing sector[50]. - The gross profit decreased by approximately 9.0% to about HKD 285.8 million for the six months ended December 31, 2023, compared to approximately HKD 314.2 million for the same period in 2022, while the gross profit margin increased from 32.8% to 35.1%[72]. - The company recorded a net profit of approximately HKD 53.6 million for the six months ended December 31, 2023, a decrease from approximately HKD 106.1 million for the same period in 2022, primarily due to global inflation pressures and exchange losses[76]. - The company reported a profit before tax of HKD 67,597,000, a decline of 50.7% from HKD 137,191,000 in the previous year[135]. - Net profit for the period was HKD 53,554,000, representing a decrease of 49.6% compared to HKD 106,103,000 in the prior year[135]. E-commerce and Retail Development - The company has strengthened its e-commerce platform development, with most brands available on Tmall, JD.com, and its own live streaming channels[17]. - The company has established its own live sales team with over 70 members, achieving satisfactory results[17]. - The retail division is expected to achieve satisfactory growth in the coming years, driven by the newly established "Times E-commerce Center," which spans over 4,400 square meters and includes facilities for live streaming and retail[46]. Manufacturing and Expansion Plans - The company plans to expand its manufacturing operations to Indonesia, acquiring approximately 22,000 square meters of land to build a factory exceeding 15,000 square meters, with trial production expected in 2024[47]. - The company plans to continue enhancing its competitive advantage by sourcing competitively priced quality raw materials and optimizing production processes[2]. - The company is committed to capital expenditure to enhance production facilities and streamline processes to improve competitiveness[18]. Financial Position and Cash Management - The group's cash and cash equivalents amounted to approximately HKD 441.4 million as of December 31, 2023, up from approximately HKD 403.9 million as of June 30, 2023, indicating a stable financial resource situation[60]. - The company aims to maintain sufficient cash and cash equivalents to meet short-term financing needs[21]. - The company had no outstanding bank or other borrowings as of December 31, 2023, indicating a capital structure with no debt[60]. - The company’s financing costs for the period were HKD 1,178,000, compared to HKD 2,403,000 in the previous year, reflecting a decrease of 50.9%[135]. Shareholder and Corporate Governance - The interim dividend declared for the six months ending December 31, 2023, is HKD 0.02 per ordinary share, compared to HKD 0.04 for the same period in 2022[88]. - The company aims to create more value for shareholders through effective corporate governance practices and risk management[94]. - The board is committed to adhering to corporate governance principles and has adopted good corporate governance practices to enhance transparency and accountability[94]. - The company confirmed compliance with the standards set forth in the corporate governance code for the six months ending December 31, 2023[117]. Employee and Share Incentive Plans - The company has provided various employee benefits, including performance bonuses and training programs to enhance skills and productivity[107]. - The company has a competitive compensation scheme compared to market standards, which is crucial for retaining skilled employees in the luxury goods sector[107]. - A total of 13,601,000 shares were granted under the share award scheme on June 26, 2023, representing approximately 1.41% of the company's issued share capital[105]. - The company committed to granting 3,260,848 shares under the share incentive plan, representing approximately 0.34% of the total issued shares[127]. Asset and Liability Management - As of December 31, 2023, the company had a net asset value of HKD 1,791,309,000, up from HKD 1,779,748,000 as of June 30, 2023[140]. - The total value of current assets as of December 31, 2023, was 1,041,977 thousand HKD, down from 1,087,655 thousand HKD as of June 30, 2023[165]. - The group reported a total liability of HKD 1,688,091,000, with segment liabilities of HKD 756,815,000 in retail, HKD 311,691,000 in manufacturing, and HKD 619,585,000 in property investment[187]. Accounting and Reporting Standards - The group has implemented new accounting standards effective January 1, 2023, which are expected to impact annual financial statement disclosures but had no effect on the interim financial data[178]. - The accounting policies adopted for the interim financial information are consistent with those applied in the annual consolidated financial statements for the year ended June 30, 2023[198]. - The company has applied new and revised International Financial Reporting Standards effective from January 1, 2023, but these have no impact on the financial position or performance[200].

Financial Performance - Revenue decreased by approximately 14.9% to about HKD 813.8 million compared to the same period in 2022[44]. - Gross profit decreased by approximately 9.0% to about HKD 285.8 million compared to the same period in 2022[44]. - Net profit for the period was approximately HKD 53.6 million, down from approximately HKD 106.1 million in the same period of 2022[44]. - Basic earnings per share for the period were approximately HKD 5.55, compared to HKD 11.02 in the same period of 2022[44]. - The total comprehensive income for the period was HKD 75.4 million, compared to HKD 58.7 million in the previous period[60]. - The company reported a net foreign exchange loss of 9,027 thousand HKD for the six months ended December 31, 2023, compared to a gain of 22,376 thousand HKD in the same period of 2022[128]. - The group recorded a net profit of approximately HKD 53.6 million for the six months ended December 31, 2023, down from approximately HKD 106.1 million in the same period of 2022, primarily due to global inflationary pressures and exchange losses[170]. Assets and Liabilities - Total assets as of December 31, 2023, amounted to HKD 1,791,309,000, an increase from HKD 1,779,748,000 in the previous period, reflecting a growth of approximately 0.9%[4]. - Current assets decreased to HKD 745,208,000 from HKD 758,992,000, representing a decline of about 1.9%[24]. - Non-current liabilities increased to HKD 32,858,000 from HKD 30,328,000, indicating a rise of approximately 5.0%[3]. - The company's net asset value as of December 31, 2023, was HKD 1,791,309,000, up from HKD 1,779,748,000, reflecting a growth of about 0.7%[4]. - The total value of non-current assets was HKD 1,051,084,000, with property, plant, and equipment valued at HKD 303,383,000, an increase from HKD 281,499,000, representing a growth of about 7.8%[17]. - The group reported total liabilities of HKD 358,991,000 as of December 31, 2023[95]. Revenue Breakdown - The company's revenue decreased by approximately 14.9% from about HKD 956.5 million for the six months ended December 31, 2022, to about HKD 813.8 million for the six months ended December 31, 2023, primarily due to a decline in demand from brand customers in the manufacturing business[78]. - Customer contract revenue for the six months ended December 31, 2023, was HKD 807,220,000, compared to HKD 949,441,000 for the same period in 2022, indicating a decrease of approximately 15%[101]. - Revenue from North America for the six months ended December 31, 2023, was HKD 170,438,000, down from HKD 217,139,000 in 2022, reflecting a decline of about 21%[113]. - The retail segment's revenue increased by approximately 8.1% year-on-year to about HKD 251.4 million, benefiting from improved retail channels, especially online and live sales[182]. Expenses - Selling and distribution expenses increased to HKD 103.4 million from HKD 93.3 million in the previous year[38]. - Administrative expenses rose to HKD 114.6 million from HKD 105.3 million in the previous year[38]. - The total tax expense for the six months ended December 31, 2023, was 14,043 thousand HKD, significantly lower than 31,088 thousand HKD in the same period of 2022, marking a decrease of approximately 54.8%[126]. - Other income and gains were HKD 10.2 million, down from HKD 31.9 million in the previous year[38]. - The cost of goods sold for the six months ended December 31, 2023, was 527,986 thousand HKD, down from 642,310 thousand HKD in the previous year, representing a reduction of about 17.7%[139]. Dividends and Shareholder Information - Declared an interim dividend of HKD 0.02 per ordinary share for the six months ended December 31, 2023[44]. - The company declared an interim dividend of 2 HKD cents per share for the six months ended December 31, 2023, compared to 4 HKD cents per share for the same period in 2022, reflecting a 50% decrease in dividend payout[127]. - The company plans to suspend shareholder registration from April 2, 2024, to April 5, 2024, for the distribution of interim dividends[82]. Employee and Operational Insights - As of December 31, 2023, the group had approximately 4,500 employees, with performance bonuses provided to well-performing staff[92]. - The group aims to improve the working environment and living conditions for employees, which is crucial for maintaining expertise in leather goods[92]. - The group plans to continue enhancing employee training programs to increase productivity and technical skills[92]. - The group has established a dedicated live sales team with over 70 members, achieving satisfactory results in e-commerce[183]. Future Plans and Investments - The company plans to expand its manufacturing facilities to Indonesia, acquiring approximately 22,000 square meters of land to build a factory exceeding 15,000 square meters, expected to commence trial production in 2024[189]. - The group anticipates the grand opening of the "Era E-commerce Center" in the second quarter of 2024[187]. - The group has transformed a four-story building in Dongguan into the "Era E-commerce Center," covering over 4,400 square meters, which will support e-commerce operations for various brand owners[187]. - The group aims to continue enhancing its competitive advantage by optimizing production processes and sourcing competitively priced quality raw materials[186]. Credit and Risk Management - The expected credit loss rate for receivables over 365 days was 38.76%, indicating a significant risk in long-term receivables[134]. - The expected credit loss rate for overdue receivables was 1.29% for amounts overdue over six months, with total expected credit losses amounting to approximately HKD 4.976 million[152]. - The group maintains strict control over its receivables and credit risk, with regular reviews of overdue balances by senior management[149].

Financial Performance - Total revenue decreased by 1.0% to HKD 1,827.8 million compared to the previous year[14] - Gross profit increased to HKD 605.7 million from HKD 534.0 million, reflecting a strong margin improvement[15] - Profit from continuing operations rose to HKD 258.7 million, up from HKD 184.7 million[15] - Net profit for the year reached HKD 202.8 million, compared to HKD 111.5 million in the previous year[15] - Basic earnings per share increased to HKD 0.2105 from HKD 0.1160[15] - The company recorded revenue of approximately HKD 1,827.8 million for the fiscal year 2023, a slight decrease of 1.0% compared to the previous year, with a gross profit increase of 13.4% to approximately HKD 605.7 million, resulting in a gross margin of 33.1%[46] - Retail business revenue increased by approximately 4.2% year-on-year to about HKD 471.8 million, generating a pre-tax segment profit of approximately HKD 29.4 million, down from HKD 32.5 million the previous year[27] - The manufacturing segment recorded revenue of approximately HKD 1,342.5 million and a pre-tax profit of approximately HKD 233.2 million for the fiscal year[21] - The company achieved a net profit of approximately HKD 202.8 million for the fiscal year 2023, a significant improvement from HKD 111.5 million in the previous year[37] - The group reported that the top five customers accounted for 59.3% of total revenue in the fiscal year 2023, with the largest customer contributing 18.3%[151] Financial Position - Total assets amounted to HKD 2,138.7 million, down from HKD 2,216.2 million[15] - The current ratio improved to 3.31 times, up from 2.66 times[15] - Return on equity increased to 11.4%, compared to 6.3% in the previous year[15] - As of June 30, 2023, the group's cash and cash equivalents reached approximately HKD 403.9 million, up from HKD 314.8 million in the fiscal year 2022[73] - The group has maintained a strong financial position with no outstanding bank or other borrowings as of June 30, 2023, resulting in a capital debt ratio of 0%[73] - Cash and cash equivalents increased by approximately 28.3% to about HKD 403.9 million as of June 30, 2023, mainly due to increased net cash flow from operating activities[92] Business Strategy and Operations - The company is focused on expanding its presence in the rapidly growing China handbag retail market[7] - The company successfully established a live streaming sales team of about 70 members, enhancing its e-commerce capabilities through platforms like Tmall and JD.com[19] - The company plans to invest in automated production systems to reduce reliance on manual labor and shorten lead times, enhancing overall competitiveness[22] - The company plans to enhance its e-commerce platform development and has collaborated with key opinion leaders on social media platforms to boost online sales[28] - The group is considering expanding its online market through platforms like Douyin into other Asian countries, including Malaysia, and anticipates satisfactory growth in its retail segment in the coming years[54] - The group remains open to acquiring potential brands that align with its brand portfolio[54] Cost Management - The company’s sales cost decreased by approximately 6.8% to about HKD 1,222.1 million, primarily due to the depreciation of the RMB against the USD[33] - The group has implemented strict production cost control policies, which have contributed to the improvement in gross profit margin despite currency fluctuations[63] - Sales and distribution expenses increased by approximately 15.9% from about HKD 157.2 million in the fiscal year 2022 to about HKD 182.3 million in the fiscal year 2023, primarily due to several marketing campaigns launched for the retail business[85] Corporate Governance - The board proposed a final dividend of HKD 0.07 per share for the fiscal year 2023, compared to HKD 0.04 per share the previous year, totaling an annual dividend of HKD 0.11 per share[44] - The company emphasizes effective corporate governance as a key factor in creating value for shareholders[115] - The board consists of executive directors, non-executive directors, and independent non-executive directors, with specific roles outlined for each member[123] - The company has a commitment to risk management and internal controls as part of its corporate governance framework[115] - The independent non-executive directors have been recommended for re-election based on their expertise and experience, despite their long tenure[123] - The company has adopted a standard code for regulating directors' securities transactions to ensure compliance[116] - The board is focused on continuous review and improvement of corporate governance practices to maximize shareholder returns[115] - The company has complied with the corporate governance code and confirmed that all directors adhered to the standard regulations during the fiscal year 2023[138] Employee Management - The group had approximately 4,500 employees as of June 30, 2023, and provided performance bonuses to high-performing staff[76] - The company aims to improve employee remuneration based on internal equity factors and external market conditions[187] - All directors participated in continuous professional development, enhancing their knowledge and skills through various training and seminars[190] Risk Management - The group faced transaction currency risks, with 72.9% of sales in fiscal year 2023 conducted in currencies other than the functional currency of the business units[74] - The company strictly adheres to anti-corruption and fraud regulations, ensuring high standards of business integrity throughout its operations[189] Shareholder Information - The company has adopted a dividend policy prioritizing cash dividends and sharing profits with shareholders, with decisions based on financial performance and other relevant factors[162] - The company will suspend the transfer of shares from November 13 to November 20, 2023, for the annual general meeting[146] - The record date for shareholders to receive the proposed dividend is November 29, 2023[146] Board Structure and Diversity - The board consists of seven members, including three executive directors, one non-executive director, and three independent non-executive directors[140] - The board consists of seven directors, all of whom are male, and plans to enhance gender diversity by identifying suitable candidates by December 31, 2024[184] - The nomination committee reviewed the board's structure and diversity policy, considering various factors including gender and age[181] Audit and Compliance - The audit committee reviewed the group's interim results for the six months ended December 31, 2022[179] - The audit committee is composed of independent non-executive directors and oversees financial reporting and internal control systems[178] - The audit committee held two meetings during the year to review the company's financial performance and discuss findings with external auditors[197] - The nomination committee conducted one meeting to assess the independence of independent non-executive directors and review service contracts[199]

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佈的內容概不 負責，對其準確性或完整性亦不發表任何聲明，並明確表示，概不對因本公佈 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。 SITOY GROUP HOLDINGS LIMITED 時 代 集 團 控 股 有 限 公 司 （於開曼群島註冊成立的有限公司） 1023 （股份代號： ） 截 至 二 零 二 三 年 六 月 三 十 日 止 年 度 之 全 年 業 績 公 佈 時代集團控股有限公司（「本公司」）董事（「董事」）會（「董事會」）謹此宣佈，本公司 及其附屬公司（統稱「本集團」）截至二零二三年六月三十日止年度的經審核綜 合全年業績。 綜合損益表 截至六月三十日止年度 二零二三年 二零二二年 附註 千港元 千港元 （經重列） 持續經營業務 收益 4 1,827,792 1,845,875 銷售成本 (1,222,07 6) (1,311,90 0) 毛利 605,716 533,975 ...

Revenue and Profitability - Total revenue for the six months ended December 31, 2022, was HKD 956,486,000, an increase from HKD 932,622,000 in the same period of 2021, representing a growth of approximately 2.9%[7] - Adjusted profit before tax for continuing operations was HKD 137,191,000, compared to HKD 54,571,000 in the previous year, marking a significant increase of approximately 151.5%[7] - The group's revenue increased by approximately 2.6% from about HKD 932.6 million to approximately HKD 956.5 million for the six months ended December 31, 2022, primarily due to increased demand from brand customers in the manufacturing sector[122] - The group's gross profit rose by approximately 21.4% from about HKD 258.7 million to approximately HKD 314.2 million, with the gross profit margin improving from 27.7% to 32.8% due to the depreciation of the RMB against the USD[124] - Net profit for the period was HKD 106,103,000, compared to HKD 6,538,000 in the same period last year, indicating a substantial increase[176] Segment Performance - Retail segment revenue was HKD 232,518,000, down from HKD 272,898,000 in the previous year, indicating a decline of about 14.8%[7] - Manufacturing segment revenue increased to HKD 716,923,000 from HKD 652,251,000, reflecting a growth of approximately 9.9%[7] - Property investment segment generated revenue of HKD 7,045,000, slightly down from HKD 7,473,000, showing a decrease of about 5.7%[7] - For the six months ended December 31, 2022, the manufacturing segment generated revenue of HKD 193,496,000 from a major customer, accounting for over 10% of the group's revenue[20] - The manufacturing segment generated revenue of approximately HKD 716.9 million from external customers, with a segment profit before tax of about HKD 107.9 million, reflecting a 9.9% increase in procurement orders from external clients compared to the previous year[115] Assets and Liabilities - Total assets as of December 31, 2022, amounted to HKD 3,207,718,000, a decrease from HKD 3,278,492,000 as of June 30, 2022[11] - Total liabilities were HKD 1,568,484,000, down from HKD 1,641,165,000, indicating a reduction of approximately 4.4%[11] - The total non-current assets as of December 31, 2022, amounted to HKD 1,084,141,000, a slight decrease from HKD 1,102,138,000 as of June 30, 2022[179] - Current assets totaled HKD 1,063,055,000, down from HKD 1,113,928,000 in the previous period, reflecting a decrease of 4.5%[179] - Current liabilities decreased to HKD 343,662,000 from HKD 419,286,000, showing a reduction of 18.1%[179] Cash Flow and Expenditures - Cash flow from operating activities was HKD 164,366,000, a substantial improvement from a cash outflow of HKD 81,260,000 in the previous year[193] - Capital expenditure for the period was HKD 6,838,000, compared to HKD 5,508,000 in the previous year, indicating an increase of approximately 24.1%[7] - The group’s capital expenditure for the six months ended December 31, 2022, was approximately HKD 6.8 million, primarily for expanding retail operations and upgrading manufacturing facilities[138] Earnings Per Share and Dividends - The basic earnings per share from continuing operations for the six months ended December 31, 2022, was 11.02 HK cents, up from 4.57 HK cents in the previous year[58] - The diluted earnings per share from continuing operations for the six months ended December 31, 2022, was 10.99 HK cents, compared to 4.57 HK cents for the same period in 2021[58] - The company declared an interim dividend of 4 HK cents per share for the six months ended December 31, 2022, an increase from 2 HK cents for the same period in 2021[55] - The total ordinary share dividends declared for the six months ended December 31, 2022, amounted to HKD 38,618,000, compared to HKD 19,309,000 for the same period in 2021[50] Taxation and Expenses - The income tax expense for the six months ended December 31, 2022, totaled HKD 31,088,000, compared to HKD 10,576,000 in the previous year, reflecting an increase of approximately 194%[41] - The actual tax rate for the group was 22.7% for the six months ended December 31, 2022, compared to 19.4% for the same period in 2021[128] - Sales and distribution expenses increased by approximately 5.1% from about HKD 88.8 million to approximately HKD 93.3 million, mainly due to several marketing activities launched in the retail business[125] - Administrative expenses decreased by approximately 6.2% from about HKD 112.3 million to approximately HKD 105.3 million, attributed to the depreciation of the RMB against the HKD[126] Shareholder Information and Corporate Governance - The group has issued 965,430,000 shares as of December 31, 2022, with no significant changes in share capital during the reporting period[75] - Major shareholder Samarang Ucits holds 48,543,000 shares, representing approximately 5.03% of the company's issued shares[159] - The company has adopted a corporate governance code that complies with the requirements of the Listing Rules and has confirmed adherence to these standards for the six months ending December 31, 2022[161] - The board is committed to enhancing corporate governance practices to ensure transparency and accountability to shareholders[161] Market and Operational Strategies - The company aims to enhance its competitive edge by optimizing production processes and sourcing competitively priced quality raw materials[110] - The internal creative and R&D center provides one-stop design, research, development, and manufacturing solutions to meet changing consumer preferences and fashion trends[117] - The company plans to strengthen its original design manufacturing portfolio, combining superior craftsmanship and service with innovative handbag and footwear designs to attract more brand clients[117] - The group plans to enhance its manufacturing, design, and R&D capabilities for bags, small leather goods, and travel products to meet diverse customer needs[119] Employee and Compensation - Total short-term employee benefits for 2022 were HKD 5,531 million, a decrease of 2.67% from HKD 5,683 million in 2021[87] - Total remuneration paid to key management personnel in 2022 was HKD 5,585 million, down from HKD 5,761 million in 2021, reflecting a decrease of 3.06%[87] - The group had approximately 4,500 employees as of December 31, 2022, with competitive compensation and benefits compared to market standards[148]

Financial Performance - The Group's revenue increased by 40.4% year-on-year to HKD 1,845.9 million[21] - Gross profit for the year was HKD 533.975 million, compared to HKD 327.745 million in the previous year[23] - Profit from continuing operations was HKD 184.695 million, a significant recovery from a loss of HKD 82.171 million in the prior year[23] - The net profit for the year was HKD 111.512 million, compared to a loss of HKD 153.659 million in the previous year[23] - The Group's total assets amounted to HKD 2,216.066 million, while net assets were HKD 1,765.536 million[23] - The current ratio improved to 2.66 times, up from 2.14 times in the previous year[23] - The Group's return on equity was 6.3%, recovering from a negative 8.8% in the previous year[23] - The company reported a revenue of approximately HKD 1,845.9 million for the fiscal year 2022, representing a 40.4% increase compared to the previous year[26] - Gross profit increased by 62.9% to approximately HKD 534.0 million, with a gross margin of 28.9%[26] - The profit attributable to equity holders was approximately HKD 111.5 million, reversing the loss of HKD 150.2 million from the previous year[26] - Basic earnings per share were HKD 0.1160, compared to a loss per share in the previous year[26] Business Segments - Retail business revenue increased by 12.1% to approximately HKD 452.8 million, with a pre-tax profit of approximately HKD 32.5 million, compared to a pre-tax loss of HKD 8.3 million in the previous year[28] - Manufacturing business revenue was approximately HKD 1,379.4 million, with a pre-tax profit of approximately HKD 150.3 million[29] - The property investment segment generated approximately HKD 13.7 million in revenue and a pre-tax profit of about HKD 6.9 million for the fiscal year 2022[31] - Manufacturing orders from external customers increased by approximately 53.8% compared to the previous year, resulting in segment revenue of about HKD 1,379.4 million and a pre-tax profit of approximately HKD 150.3 million, recovering from a pre-tax loss of HKD 52.1 million last year[37] Strategic Initiatives - The Group plans to continue expanding its presence in the rapidly growing China handbag retail market[4] - The company plans to invest in automated production systems and tools to reduce reliance on manual labor and shorten lead times[29] - The company has established a live streaming sales team of about 60 members to enhance online sales capabilities[26] - The company aims to strengthen its e-commerce development and has partnered with key opinion leaders to enter live streaming sales channels[26] - The company is focusing on improving supply chain management and efficiency in sales channels to enhance product and retail operations[32] - The company plans to enhance production machinery and tools to reduce reliance on labor due to labor shortages[32] Corporate Governance - The company is committed to establishing good corporate governance practices to enhance transparency and accountability to shareholders[82] - The board has adopted a set of corporate governance practices that comply with the corporate governance code as per the listing rules[83] - The company emphasizes effective corporate governance as a key factor in creating more value for shareholders[82] - The board is responsible for ensuring that all business operations are conducted transparently and accountably[82] - The company has established a written terms of reference for the Audit Committee, which is responsible for reviewing and supervising the financial reporting process and internal control systems[102] Risk Management - The company has established an effective risk management and internal control system, with no significant risks identified during the year[129] - The board conducted a semi-annual review of the risk management and internal control system's effectiveness, concluding it is effective and appropriate[140] - The company is exposed to foreign currency exchange rate risks due to significant operations and interests in other regions[194] - The retail business faces risks including reduced consumer spending leading to excess inventory and the need for aggressive discounting[191] - The manufacturing business is challenged by the risk of losing key management personnel and fluctuations in the costs of goods and production materials[198] Shareholder Information - The company proposed a final dividend of HKD 0.04 per share and a special dividend of HKD 0.02 per share, totaling HKD 0.08 per share for the fiscal year 2022, up from HKD 0.03 per share in the previous year[25] - The group reported a mid-term dividend of HKD 0.02 per share paid on April 29, 2022, and proposed a final dividend of HKD 0.04 per share and a special dividend of HKD 0.02 per share for the fiscal year 2022, pending shareholder approval[150] - The top five customers accounted for 56.2% of the total revenue for the fiscal year 2022, with the largest customer contributing 23.2%[156] - The top five suppliers represented 22.0% of total procurement for the fiscal year 2022, with the largest supplier accounting for 6.0%[156] Employee and Management - The company employed approximately 4,500 staff as of June 30, 2022, and provided various employee benefits and training programs to enhance skills and productivity[70] - The executive team includes Dr. Yang Wah Keung, who has been with the group since its establishment in the 1970s, and Dr. Yang Wah Fai, the CEO, who has been with the group since 1974[71] - The company has a strong retail management team, with Mr. Yang Kin responsible for overall retail operations and strategy planning since joining in 1999[72] Compliance and Regulations - The company has complied with the disclosure requirements regarding related party transactions for the fiscal year 2022[184] - The company has not identified any instances of employees failing to comply with the guidelines regarding insider information during the fiscal year[87] - The company adheres to high standards of business integrity and has implemented anti-corruption and fraud policies[160]

Revenue Growth - Retail segment revenue increased by approximately 41.8% to about HKD 272.9 million, driven by live sales, particularly in the Chinese market[12] - The manufacturing segment reported a 38.4% increase in procurement orders from external clients, generating segment revenue of approximately HKD 652.3 million and a segment profit of about HKD 31.2 million[15] - The group's revenue increased by approximately 39.1% from about HKD 670.7 million to approximately HKD 932.6 million for the six months ended December 31, 2021, primarily due to increased demand from manufacturing and retail business clients[25] - Total revenue for the retail segment was HKD 272,898,000, while manufacturing generated HKD 652,251,000, and property investment contributed HKD 7,473,000, leading to a total revenue of HKD 932,622,000 for the six months ended December 31, 2021[117] - The company reported a significant increase in external customer sales compared to the previous year, with a rise from HKD 670,707,000 to HKD 932,622,000, reflecting a growth of approximately 39%[119] Profitability - Gross profit increased by approximately 56.9% from about HKD 164.9 million to approximately HKD 258.7 million, with the gross margin improving from 24.6% to 27.7% due to higher prices paid by manufacturing clients and improved retail conditions[27] - The group recorded a net profit of approximately HKD 6.5 million for the six months ended December 31, 2021, a turnaround from a loss of approximately HKD 89.9 million in the same period of the previous year[34] - The profit before tax from continuing operations was HKD 54,571, compared to a loss of HKD 58,840 in the previous year, marking a turnaround in performance[88] - The company reported a profit attributable to owners of the company of HKD 6,655, compared to a loss of HKD 87,837 in the previous year[89] - The company reported a profit of HKD 6,538,000 for the year 2021, a significant improvement compared to a loss of HKD 89,852,000 in 2020[92] Cost Management - The cost of sales rose by approximately 33.2% from about HKD 505.8 million to approximately HKD 673.9 million for the same period, aligning with the revenue increase[26] - The company is optimizing costs to sustain considerable returns despite rising labor costs and increasing competition[17] - Employee benefits expenses totaled HKD 224,720,000, up from HKD 205,886,000 year-over-year[139] Market Expansion - The company has acquired exclusive distribution and operational rights for the global brand Cole Haan in mainland China and Hong Kong, expanding its brand portfolio[14] - The company is focusing future store openings in Chinese cities to capitalize on the growing demand in the retail sector[14] - The company has diversified its market coverage, achieving a more balanced revenue distribution across North America, Europe, and Asia[17] - Revenue from North America increased to HKD 205,806,000, up 86% from HKD 110,409,000 year-over-year[126] - Revenue from mainland China, Hong Kong, Macau, and Taiwan reached HKD 409,318,000, a 45% increase compared to HKD 282,406,000 in the previous year[126] Operational Efficiency - The company established its own live sales team and has successfully entered live sales channels such as TikTok and Tmall, achieving satisfactory results[14] - The group plans to enhance its manufacturing, design, and R&D capabilities for bags, small leather goods, and travel products to meet diverse client needs[22] - The group aims to strengthen online sales and develop a new retail model that integrates online and offline sales channels[21] - The company is adopting a cautious and agile approach to operations while retaining liquidity in anticipation of pandemic stabilization[14] - The company is focused on resource allocation and performance evaluation across its business segments to enhance operational efficiency[113] Financial Position - Cash and cash equivalents as of December 31, 2021, amounted to approximately HKD 329.1 million, compared to HKD 477.8 million as of June 30, 2021[49] - The group's debt-to-equity ratio as of December 31, 2021, was approximately 6.7%, up from 3.5% as of June 30, 2021[49] - The company's total liabilities as of December 31, 2021, included trade payables of HKD 15,824,000 and other payables of HKD 25,643,000[150] - The net asset value of the company was HKD 1,763,880,000, an increase from HKD 1,748,735,000[95] - The company's current liabilities totaled HKD 567,422,000, reflecting an increase from HKD 516,967,000[93] Corporate Governance - The company has adopted a set of corporate governance practices that comply with the requirements of the Corporate Governance Code, ensuring transparency and accountability to shareholders[69] - The company has established an Audit Committee responsible for reviewing and supervising the financial reporting system, risk management, and internal control procedures[70] - All directors confirmed compliance with the standards set out in the Corporate Governance Code for the six months ending December 31, 2021[68] - The company has formed an Environmental, Social, and Governance (ESG) Committee to oversee policies related to workplace quality, environmental protection, operational practices, and community engagement[75] Discontinued Operations - The company has terminated operations related to Sitoy AT Holdings Company, and the financials do not include any amounts from this discontinued operation[114] - The loss from discontinued operations during the period was approximately HKD 37.5 million, compared to a loss of HKD 38.1 million in the same period of 2020[37] - The basic and diluted loss per share from discontinued operations was HKD 3.88 for the six months ended December 31, 2021, unchanged from the previous year[153] - The company reported a total loss attributable to equity holders of the parent from discontinued operations of HKD 37,340,000 for the six months ended December 31, 2021[153] Cash Flow - The net cash flow used in operating activities was HKD (81,260,000) for the six months ended December 31, 2021, compared to HKD 28,009,000 in the previous year[102] - The net cash flow from financing activities was HKD 181,157,000 for the six months ended December 31, 2021, while it was HKD (200,384,000) in the same period of 2020[104] - The total cash and cash equivalents at the end of the period were HKD 344,900,000, down from HKD 461,760,000 at the end of 2020[104] Shareholder Information - The interim dividend declared for the six months ended December 31, 2021, is HKD 0.02 per ordinary share, consistent with the interim dividend for the same period in 2020[59] - The total number of issued ordinary shares for calculating basic earnings per share was 962,702,000 for the six months ended December 31, 2021, compared to 962,506,348 for the same period in 2020[160] - The company holds 2,728,000 treasury shares, representing approximately 0.28% of the issued shares as of the reporting date[181]

Financial Performance - Sitoy Group Holdings reported a significant increase in revenue, achieving a total of HKD 1.2 billion, representing a year-on-year growth of 15%[15]. - The company reported a total revenue of approximately HKD 1,424.9 million, a decrease of 21.2% compared to the previous year[18]. - Gross profit fell by 7.4% to about HKD 406.4 million, with a gross margin of 28.5%[29]. - The company recorded a loss attributable to equity holders of approximately HKD 150.2 million, with a basic loss per share of HKD 15.61[31]. - The group’s revenue decreased by approximately 21.2% from about HKD 1,808.9 million in the fiscal year 2020 to about HKD 1,424.9 million in the fiscal year 2021, primarily due to a reduction in customer manufacturing orders[54]. - The manufacturing business generated segment revenue of approximately HKD 897.1 million, with a segment loss before tax of about HKD 52.1 million, compared to a profit of HKD 60.6 million in the previous year, reflecting a decline of approximately 31.7% in procurement orders from external customers[47]. - The retail segment showed significant growth, particularly in the Chinese market, which outperformed other regions[31]. - Retail segment revenue increased by 6.8% to approximately HKD 514.3 million, with a pre-tax segment loss of approximately HKD 61.4 million, significantly improved from a loss of HKD 156.2 million last year[34]. Growth Strategies - Sitoy Group anticipates continued growth, projecting a revenue increase of 10-15% for the next fiscal year, driven by new product launches and market expansion strategies[15]. - The company plans to open 10 new retail locations across mainland China in the upcoming year, enhancing its market presence[15]. - The company is investing in research and development, with a budget allocation of HKD 50 million for innovative handbag designs and sustainable materials[15]. - The company has established a partnership with Cole Haan, expanding its product offerings and distribution channels in Hong Kong and mainland China[3]. - The company plans to focus its future store openings primarily in domestic cities[31]. - The company plans to focus resources on expanding its retail brands, including TUSCAN'S, Fashion & Joy, Amedeo Testoni, and Cole Haan[39]. Sustainability Initiatives - Sitoy Group is committed to sustainability, with plans to reduce carbon emissions by 20% over the next three years through eco-friendly manufacturing processes[15]. - The company aims to gradually reduce harmful gas emissions during production and is committed to long-term production of carbon-neutral products and services[181]. - The company has implemented resource and energy management policies to reduce consumption and save resources, including the use of LED lighting and water-saving measures[188][189]. - The company has established a comprehensive environmental management system, including policies for emissions management and waste reduction[180]. - The group focuses on environmental, social, and governance (ESG) performance in manufacturing and selling handbags, small leather goods, and travel products in China and Hong Kong[165]. Corporate Governance - The company reported a commitment to good corporate governance practices, aiming to enhance transparency and accountability to shareholders[96]. - The board of directors consists of seven members, including three executive directors and three independent non-executive directors[102]. - The company has adopted corporate governance practices that comply with the Hong Kong Stock Exchange's listing rules, ensuring adherence to the corporate governance code[97]. - The management team is responsible for implementing board decisions and reporting on overall performance[104]. - The company has established clear powers and responsibilities for both the board and management under internal control mechanisms[103]. Risk Management - The company has established a risk management system to identify, assess, and manage risks associated with its business operations[139]. - No significant risks were identified during the risk assessment conducted in the fiscal year[142]. - The internal control system is aligned with the COSO 2013 framework, ensuring operational efficiency and compliance with applicable laws[143]. - The board conducted a semi-annual review of the effectiveness of the risk management and internal control systems, concluding that they are effective and appropriate[155]. Employee Welfare - The group provides competitive compensation packages to retain industry talent, with annual reviews based on qualifications, positions, and experience[197]. - The group offers various employee benefits, including housing, shopping discounts, and performance rewards, to promote work-life balance[198]. - Regular performance evaluations are conducted to assess employee capabilities and provide opportunities for promotion[199]. - The group provides comprehensive onboarding training for new employees to familiarize them with policies and safety knowledge[200]. - The group emphasizes a diverse workforce and does not tolerate any form of discrimination in its hiring practices[194].