同时，公司股份将继续暂停在联交所买卖，以待刊发2025年年度业绩公告。 格隆汇9月12日丨志道国际(01220.HK)公告，继2025年8月公告后，公司一直采取跟进行动以处理有关第 三方关于结余的异议，包括与核数师进行积极讨论，以及根据核数师要求收集及提供相关证明文件，包 括与所涉及交易有关的协议及银行交易文件，以及由独立顾问编制的报告，以核实有关未偿还结余的历 史及当前价值。独立顾问的工作范围包括审阅及审查本集团与所涉及交易有关的帐簿及记录，并与相关 第三方及其分包商进行面谈，以评估其申索的有效性及各方观点的差异。由于公司专业顾问需要更多时 间调查异议的细节，公司初步预期2025年年度业绩可能于2025年9月26日前刊发，而2025年年报则可能 于2025年10月13日前寄发。 ...

志 道 國 際（ 控 股 ）有 限 公 司 * （於百慕達註冊成立之有限公司） （股份代號：01220） 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，概不會就本公告全部 或任何部分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。 ZHIDAO INTERNATIONAL (HOLDINGS) LIMITED 繼續暫停買賣 (1)進一步延遲刊發二零二五年年度業績 及延遲寄發二零二五年年報； 及 (2)繼續暫停買賣 茲提述志道國際（ 控股 ）有限公司日期為二零二五年六月三十日及二零二五年八月 一日（「二零二五年八月公告」）的公告（「該等公告」），內容有關（ 其中包括 ）延遲刊 發二零二五年年度業績。除另有界定外，本公告所用詞彙與該等公告所界定者具 有相同涵義。 進一步延遲刊發二零二五年年度業績及二零二五年年報 繼二零二五年八月公告後，本公司一直採取跟進行動以處理有關第三方關於結餘 的異議，包括與核數師進行積極討論，以及根據核數師要求收集及提供相關證明 文件，包括與 ...

股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2025年8月31日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 志道國際(控股)有限公司 呈交日期: 2025年9月1日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 01220 | 說明 | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 20,000,000,000 | HKD | | 0.01 | HKD | | 200,000,000 | | 增加 / 減少 (-) | | | | | | | HKD | | | | 本月底結存 | | | 20,000,000,000 | HKD | | 0.01 | HKD | | 200,000,000 | | 2. ...

股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2025年7月31日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 志道國際(控股)有限公司 呈交日期: 2025年8月4日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | | 於香港聯交所上市 (註1) | | 是 | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 01220 | 說明 | | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | | 法定/註冊股本 | | | 上月底結存 | | | 20,000,000,000 | HKD | | 0.01 | HKD | | | 200,000,000 | | 增加 / 減少 (-) | | | | | | | HKD | | | | | 本月底結存 | | | 20,000,000,000 | HKD | | 0.01 | HKD | | | ...

（於百慕達註冊成立之有限公司） （股份代號：01220） (1)進一步延遲刊發二零二五年年度業績； 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，概不會就本公告全部 或任何部分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。 ZHIDAO INTERNATIONAL (HOLDINGS) LIMITED 志 道 國 際（ 控 股 ）有 限 公 司 * (2)延遲寄發二零二五年年報； 及 (3)繼續暫停買賣 茲 提 述 志 道 國 際（ 控 股 ）有 限 公 司 日 期 為 二 零 二 五 年 六 月 三 十 日 的 公 告（「 該 公 告」），內容有關（ 其中包括 ）延遲刊發其截至二零二五年三月三十一日止年度之經 審核年度業績（「二零二五年年度業績」）。除另有界定外，本公告所用詞彙與該公 告所界定者具有相同涵義。 進一步延遲刊發二零二五年年度業績 誠如該公告所披露，由於本公司核數師仍在收集進行其審核工作所需的資料，本 公司需要更多時間編製二零二五年年度業績，而與 ...

ZHIDAO INTERNATIONAL (HOLDINGS) LIMITED 志道國際(控股)有限公 司 * (股份代號 : 1220) ( 於百慕達註冊成立之有限公司 ) 2025 環境、社會及管治報告 01 志道國際（控股）有限公司 * 僅供識別 環境、社會及管治報告 環境、社會及管治報告 有關本報告 報告簡介 Zhidao International (Holdings) Limited志道國際（控股）有限公司*（「本公司」或「我們」）及其附屬公司（統稱「本集團」）欣 然提呈我們的二零二五年環境、社會及管治（「ESG」）報告（「ESG報告」或「報告」）。本ESG報告乃根據香港聯合交易所有 限公司（「聯交所」）證券上市規則（「上市規則」）附錄2及附錄3所載的ESG報告指引（「報告指引」）編製。本ESG報告內容 專注概述我們主要營運於二零二四年四月一日至二零二五年三月三十一日（「報告期間」或「二零二四╱二五年」）的ESG表 現。 本集團之主要業務為投資控股。本集團主要從事(i)買賣鋁製品；(ii)向建築項目供應鋁製品並提供建築及工程服務；及(iii) 資金貸款。 報告範圍 ESG報告涵蓋報告期間本集團在香 ...

Group 1 - The core viewpoint of the news highlights the recent performance of Zhidao International, which saw a significant decline in its stock price over the past month and year, contrasting with the rise of the Hang Seng Index [2][3] - As of June 23, the Hang Seng Index increased by 0.67%, closing at 23,689.13 points, while Zhidao International's stock price rose by 9.43% to HKD 0.058 per share on the same day [1] - Zhidao International has experienced a cumulative decline of 17.19% over the past month and 55.46% year-to-date, underperforming the Hang Seng Index's 17.3% increase [2] Group 2 - Financial data indicates that as of September 30, 2024, Zhidao International achieved total revenue of HKD 2.948 million, a decrease of 98.25% year-on-year, and a net profit attributable to shareholders of -HKD 3.9174 million, down 140.42% year-on-year [2] - The company's gross profit margin stands at 76.72%, with a debt-to-asset ratio of 36.78% [2] - Currently, there are no institutional investment ratings for Zhidao International, and its price-to-earnings ratio is -1.04, ranking it 201st in the industry, while the average price-to-earnings ratio for the construction industry is 10.17 [3]

Financial Performance - Revenue for the six months ended September 30, 2024, was HK$3.269 million, a significant decrease from HK$186.922 million in the same period in 2023[2] - Gross profit for the period was HK$2.508 million, down from HK$20.681 million in 2023[2] - The company reported a net loss of HK$4.424 million for the six months ended September 30, 2024, compared to a net profit of HK$10.669 million in the same period in 2023[2] - Total revenue and other income decreased from HK$187.158 million in 2023 to HK$3.542 million in 2024[39] - Pre-tax loss of HK$4.424 million in 2024 compared to a pre-tax profit of HK$10.669 million in 2023[36] - Total revenue for the period decreased to approximately 3.3 million HKD from 186.9 million HKD, with 2.4 million HKD coming from the funds lending business (2023: 2.8 million HKD)[65] - The construction business segment recorded a loss of approximately 1.3 million HKD, compared to a profit of 13.9 million HKD in the same period last year[65] - The funds lending business segment profit increased by 22.2% to approximately 1.1 million HKD (2023: 900,000 HKD)[65] Assets and Liabilities - Total assets as of September 30, 2024, were HK$275.743 million, slightly up from HK$266.776 million as of March 31, 2024[9] - Total liabilities as of September 30, 2024, were HK$106.699 million, down from HK$112.715 million as of March 31, 2024[12] - Net current assets increased to HK$169.044 million as of September 30, 2024, from HK$154.061 million as of March 31, 2024[12] - The company's equity attributable to owners was HK$199.772 million as of September 30, 2024, down from HK$204.116 million as of March 31, 2024[12] - Non-current assets totaled HK$22.326 million as of September 30, 2024, compared to HK$41.696 million as of March 31, 2024[9] - The company's total equity decreased to HK$188.435 million as of September 30, 2024, from HK$192.859 million as of March 31, 2024[12] - As of September 30, 2024, the company's cash and bank balances were approximately 2.3 million HKD (March 31, 2024: 4.4 million HKD), and net assets were approximately 188.4 million HKD (March 31, 2024: 192.9 million HKD)[68] - The capital gearing ratio as of September 30, 2024, was 0.05 (March 31, 2024: 0.05), with total bank and other borrowings of approximately 10 million HKD (March 31, 2024: 12 million HKD) against shareholders' funds of approximately 199.8 million HKD (March 31, 2024: 204.1 million HKD)[68] Cash Flow - Net cash used in operating activities decreased significantly from HK$12.557 million in 2023 to HK$292 thousand in 2024[25] - Net cash from investing activities decreased from HK$490 thousand in 2023 to HK$273 thousand in 2024[25] - Net cash used in financing activities increased from HK$1.764 million in 2023 to HK$2.079 million in 2024[25] - Total cash and cash equivalents decreased from HK$6.961 million in 2023 to HK$2.329 million in 2024[25] - Cash and cash equivalents stood at HK$2.329 million as of September 30, 2024[9] Segment Performance - Revenue from the construction segment dropped sharply from HK$184.1 million in 2023 to HK$820 thousand in 2024[36] - Revenue from the loan financing segment decreased slightly from HK$2.822 million in 2023 to HK$2.449 million in 2024[36] - Construction costs decreased significantly from HK$166.241 million in 2023 to HK$761 thousand in 2024[41] Business Opportunities and Projects - The company identified 10 potential projects in Hong Kong with an approximate total contract value of 580 million HKD and 8 potential projects in Macau with an approximate total contract value of 152 million HKD[65] - The company is actively exploring potential opportunities in Hong Kong and Macau, including construction maintenance and scaffolding projects, and is also in discussions for potential business opportunities in the Indonesian market[66] Corporate Governance and Shareholding - The company's Chairman, Mr. Tong Yicheng, also serves as the CEO, deviating from the corporate governance code which recommends separating these roles[77] - Major shareholder Xu Jiao holds 450,000,000 ordinary shares, representing approximately 22.73% of the issued share capital[73] - Major shareholder Juedao Asset Investment Co., Ltd. holds 400,000,000 ordinary shares, representing approximately 20.20% of the issued share capital[73] - The company has not purchased, sold, or redeemed any listed securities during the period[80] Employee and Expenses - Employee benefit expenses decreased from HK$4.373 million in 2023 to HK$3.760 million in 2024[41] - The company has 10 employees as of September 30, 2024, with no change from March 31, 2024[71] - The company's employees in Hong Kong are covered by a mandatory provident fund scheme, while employees in China are members of the national retirement benefit plan[71] Audit and Financial Controls - The Audit Committee reviewed the unaudited condensed consolidated financial statements and expressed satisfaction with the accounting principles and internal control systems[78] Foreign Exchange and Risk Management - The company has no significant foreign exchange risk as almost all transactions and confirmed financial assets and liabilities are denominated in HKD or RMB[69] - The company has no foreign exchange hedging policy but will monitor foreign exchange risks as necessary[69] Dividends and Recommendations - The company does not recommend paying any dividends for the current period[70]

Financial Performance - For the six months ended September 30, 2024, the company reported revenue of HKD 3,269 thousand, a significant decrease from HKD 186,922 thousand in the same period of 2023, representing a decline of approximately 98.2%[2] - Gross profit for the same period was HKD 2,508 thousand, down from HKD 20,681 thousand in 2023, indicating a decrease of about 87.9%[2] - The company recorded a loss before tax of HKD 4,424 thousand, compared to a profit of HKD 10,669 thousand in the previous year, marking a shift of approximately 141.5%[2] - Total revenue for the six months ended September 30, 2024, was HKD 3,269,000, down from HKD 186,922,000 in the same period last year[19] - The total profit before tax for the group was a loss of HKD 4,424,000, compared to a profit of HKD 10,669,000 for the same period in 2023[25] - The adjusted profit before tax for the construction segment was a loss of HKD 1,331,000, while the financing segment reported a profit of HKD 1,143,000[19] - The total income, including other income, amounted to HKD 3,542,000, down from HKD 187,158,000 in the same period last year[23] - The group incurred total costs of HKD 3,760,000 for salaries and wages, a decrease from HKD 4,373,000 in the previous year[25] - The group reported a loss of HKD 166,000 from the revaluation of financial assets, contrasting with a gain of HKD 728,000 in the previous year[25] Assets and Liabilities - Non-current assets as of September 30, 2024, totaled HKD 22,326 thousand, a decrease from HKD 41,696 thousand as of March 31, 2024, reflecting a decline of about 46.5%[5] - Current assets amounted to HKD 275,743 thousand, an increase from HKD 266,776 thousand in the previous period, representing a growth of approximately 3.7%[5] - Total liabilities decreased to HKD 106,699 thousand from HKD 112,715 thousand, indicating a reduction of about 5.4%[5] - The company's net asset value was HKD 188,435 thousand as of September 30, 2024, down from HKD 192,859 thousand, reflecting a decrease of approximately 2.3%[9] - The accounts receivable balance as of September 30, 2024, was 177,073,000 HKD, with a net value of 129,269,000 HKD after accounting for impairment[35] - The group’s loans receivable amounted to 97,900,000 HKD as of September 30, 2024, with interest rates ranging from 1% to 14%[39] - The group’s accounts receivable aging analysis shows 128,449,000 HKD overdue for more than one year as of September 30, 2024[36] Taxation - The group has no taxable profits generated in China for the periods ending September 30, 2023, and September 30, 2024, thus no provision for corporate income tax was made[30] - The group’s taxable profits in Macau are subject to a 12% tax rate for profits exceeding 600,000 MOP, while profits below this threshold are exempt from taxation[27] - The group reported total tax expenses of 1,906,000 HKD for the period, with contributions from Hong Kong and Macau[31] Business Operations - The company continues to focus on its core business areas, including aluminum product trading and construction services, as part of its strategic direction[11] - For the six months ended September 30, 2024, the revenue from construction projects was HKD 820,000, a significant decrease from HKD 184,100,000 for the same period in 2023[19] - The revenue from financing loans was HKD 2,449,000, compared to HKD 2,822,000 in the previous year, indicating a decline in this segment as well[19] - The financing business segment recorded a profit of approximately HKD 1.1 million, representing a 22.2% increase compared to HKD 900,000 in the same period last year[47] - The group is actively seeking potential opportunities in the Hong Kong and Macau construction markets, as well as exploring potential business in the Indonesian market[49] - The group identified 10 potential projects in Hong Kong with an estimated total contract value of HKD 580 million and 8 potential projects in Macau with an estimated total contract value of HKD 152 million[48] Corporate Governance - The company has established an Audit Committee consisting of three independent non-executive directors, responsible for reviewing annual and semi-annual financial reports[59] - The Audit Committee has expressed satisfaction with the unaudited condensed consolidated financial statements for the period, including the adequacy of accounting principles and internal control systems[61] - The company did not engage in any purchases, sales, or redemptions of its listed securities during the period[62] - The board of directors includes six members, with three executive directors and three independent non-executive directors[63] Shareholder Information - Basic loss per share for the period was HKD (0.22), compared to a profit of HKD 0.5 in the same period last year[4] - The group has not declared any dividends for the current period, consistent with the previous period[33] - The group has no potential dilutive ordinary shares outstanding as of September 30, 2024, and September 30, 2023[32] Cash and Financial Position - As of September 30, 2024, the group's cash and bank balances were approximately HKD 2.3 million, down from HKD 4.4 million as of March 31, 2024[51] - The capital debt ratio was approximately 0.05 as of September 30, 2024, consistent with the ratio as of March 31, 2024[51]

Financial Performance - Total revenue for the year ended March 31, 2024, was approximately HKD 84.6 million, a decrease of 65.4% compared to HKD 244.3 million in the fiscal year 2023[4] - The construction business contributed approximately HKD 81.1 million in revenue, down from HKD 240.5 million in the previous year[4] - The financing business generated revenue of approximately HKD 3.5 million, slightly down from HKD 3.8 million in the previous year[4] - The company recorded contract revenue of HKD 81,107,000 related to construction and engineering services for the year ended March 31, 2024[184] Cash and Assets - As of March 31, 2024, cash and bank balances were approximately HKD 4.4 million, a significant decrease from HKD 20.7 million in the previous year[17] - Net asset value as of March 31, 2024, was approximately HKD 192.9 million, down from HKD 282.5 million in the previous year[17] - There were no reserves available for distribution to equity holders as of March 31, 2024[47] - As of March 31, 2024, the company's trade receivables and contract assets amounted to approximately HKD 128,721,000 and HKD 32,428,000, respectively, with impairment losses of about HKD 47,804,000 and HKD 5,173,000 deducted[185] Debt and Liabilities - The capital-to-debt ratio remained stable at approximately 0.05, with total bank borrowings of about HKD 12 million compared to HKD 13.7 million in the previous year[17] - As of March 31, 2024, the group had no significant liabilities[62] - The loan portfolio consists of 3 secured loans and 5 unsecured loans, totaling 8 loans[103] - The group has reduced the total amount of mortgaged properties to HKD 8.5 million from HKD 10.8 million in the previous year[9] Shareholder Information - The major shareholders include Hsu Chuan with 450,000,000 shares, representing 22.73% of the issued share capital, and Kado Asset Investment Limited with 400,000,000 shares, representing 20.20%[58] - The company does not recommend the payment of any dividends for the years ended March 31, 2024, and 2023[5] Governance and Compliance - The company has confirmed the independence of all non-executive directors as per the annual confirmation received[50] - The company has maintained compliance with the corporate governance code as per the Hong Kong Stock Exchange rules throughout the fiscal year ending March 31, 2024[76] - The company has confirmed that it has maintained sufficient public float as required by the listing rules[86] - The company secretary has been appointed since 2017 and is knowledgeable about the group's affairs, ensuring compliance with all listing rule requirements[129] Internal Controls and Risk Management - The company has implemented internal control policies to manage credit risk, considering factors such as the borrower's credit history and asset quality[125] - The credit control team conducts thorough assessments of applicants, including background checks and income verification[126] - The credit committee is responsible for monitoring the effectiveness of the internal control system and ensuring compliance with regulations[120] Board and Committees - The board of directors consists of three executive directors and three independent non-executive directors, ensuring independent judgment in decision-making[95] - The company held five board meetings during the year, with all directors participating in ongoing professional development[99] - The audit committee held two meetings during the year, with all members present at both meetings[116] - The company has established a remuneration committee to attract and retain talented individuals by shaping and executing compensation strategies[142] Audit and Financial Reporting - The independent auditor's report confirms that the consolidated financial statements fairly reflect the group's financial position as of March 31, 2024[157] - The audit committee has recommended the reappointment of the external auditor for the upcoming annual general meeting[161] - The external auditor provided both audit and non-audit services, with total fees disclosed in the annual report[120] Future Outlook and Strategy - The group continues to engage in discussions for potential projects in Macau and Hong Kong despite challenging market conditions and high-interest rates[14] - The group aims to maintain its market position in Macau and Hong Kong while exploring projects with good potential[15] - The company believes it has sufficient resources to continue operating for the foreseeable future, preparing financial statements on a going concern basis[113]