香港交易及結算所有限公司及香港聯合交易所有限公司對本公告之內容概不負 責，對 其 準 確 性 或 完 整 性 亦 不 發 表 任 何 聲 明，並 明 確 表 示 概 不 就 因 本 公 告 全 部 或任何部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。 協同通信集團有限公司 Synertone Communication Corporation （於開曼群島註冊成立之有限公司） （股份代號：1613） 有關須予披露及關連交易 出售附屬公司的 使用權資產及該物業的估值 根 據 報 告，鑒 於 周 邊 地 區 有 相 對 成 熟 的 市 場 可 供 土 地 交 易，且 已 有 多 宗 土 地 交 易 發 生，估 值 師 認 為 市 場 法 為 使 用 權 資 產 最 適 合 的 估 值 方 法。估 值 師 經 參 考 近 期 於 嘉 興 市 的 土 地 銷 售 交 易（包 括 位 於 使 用 權 資 產 附 近 地 區 的 多 幅 土 地），並 經 計及包括土地使用權期限、交易日期、可比土地位置及適銷性等因素而作出調整。 由 於 嘉 興 市 於 過 去 幾 年 的 土 地 價 格 出 現 大 幅 波 ...

協同通信集團有限公司 Synertone Communication Corporation (Incorporated in the Cayman Islands with limited liability) （於開曼群島註冊成立之有限公司） (Stock Code: 1613) （股份代號：1613） NOTIFICATION LETTER通知信函 30 July 2025 Dear Non-registered Holder(s) (Note 1) , Synertone Communication Corporation (the "Company") – Notification of publication of 2025 Annual Report (the "Current Corporate Communication") The English and Chinese versions of the Company's Current Corporate Communications are available on the Company's website at www.synert ...

協同通信集團有限公司 Synertone Communication Corporation (Incorporated in the Cayman Islands with limited liability) （於開曼群島註冊成立之有限公司） (Stock Code: 1613) （股份代號：1613） NOTIFICATION LETTER 通知信函 30 July 2025 Should you have any queries relating to this notification, please call the Branch Share Registrar's telephone hotline at (852) 2980 1333 from 9:00 a.m. to 6:00 p.m., Monday to Friday (excluding public holidays). By the order of the Board Synertone Communication Corporation Han Weining Executive Director Note: Corporat ...

Company Information [Company and Board Members](index=3&type=section&id=Company%20and%20Board%20Members) This section details the company's registration, principal business locations, banking relationships, and lists Board and committee members with their changes - The company's Board of Directors and various committees experienced significant personnel changes during the reporting period, including appointments, retirements, and resignations of multiple directors[5](index=5&type=chunk) - The company's headquarters are in Hong Kong, with principal operations in Jiaxing, Zhejiang, China, and maintains banking relationships in Hong Kong and mainland China[6](index=6&type=chunk) Financial Highlights [Financial Highlights](index=4&type=section&id=Financial%20Highlights) In FY2025, group revenue surged **87.0%** to **HKD 117 million** driven by new smartphone distribution, but gross profit declined, margin dropped from **39.6% to 13.6%**, and loss attributable to owners widened **82.6% to HKD 32.5 million** Financial Highlights (Year Ended March 31) | Metric (Year Ended March 31) | 2025 | 2024 | | :--- | :--- | :--- | | **Performance** | | | | Revenue (HKD Thousands) | 116,933 | 62,581 | | Gross Profit (HKD Thousands) | 15,909 | 24,757 | | Gross Margin (%) | 13.6 | 39.6 | | Loss for the Year (HKD Thousands) | (35,831) | (17,768) | | Basic Loss Per Share (HKD) | (0.08) | (0.06) | | **Liquidity and Gearing Ratio (As of March 31)** | | | | Current Ratio | 1.3 | 1.3 | | Gearing Ratio (%) | 30.5 | 12.4 | | **Operating Cash Flow** | | | | Net Cash Used in Operating Activities (HKD Thousands) | (38,192) | (17,478) | - Group revenue increased **87.0%** year-on-year, from approximately **HKD 62.6 million** to approximately **HKD 116.9 million**[10](index=10&type=chunk) - Group gross profit decreased by approximately **HKD 8.9 million** year-on-year to **HKD 15.9 million**, with gross margin falling from **39.6% to 13.6%**[10](index=10&type=chunk) - Loss attributable to owners of the company increased **82.6%** year-on-year, from approximately **HKD 17.8 million** to **HKD 32.5 million**[10](index=10&type=chunk) Chairman's Statement [Chairman's Statement](index=6&type=section&id=Chairman's%20Statement) Despite macroeconomic challenges, the Group achieved **87% revenue growth** driven by smartphone distribution, contributing **73.4%** of total revenue, though new and building intelligence segments incurred losses due to competition, while control systems remained profitable, with future focus on strategic investments and fundraising for international development - In FY2025, group revenue reached approximately **HKD 116.9 million**, a significant increase from the previous fiscal year, primarily driven by the smartphone distribution segment, which contributed **HKD 85.8 million** in revenue, accounting for **73.4%** of total revenue[12](index=12&type=chunk) - The smartphone distribution and building intelligence segments recorded losses due to intense market competition, while the control systems segment remained profitable[13](index=13&type=chunk) - The Group will continue to explore fundraising opportunities, focusing on potential international development to deliver long-term sustainable returns to shareholders[13](index=13&type=chunk) Management Discussion and Analysis [Business Review](index=7&type=section&id=Business%20Review) The Group operates four businesses: control systems, building intelligence, data centers, and smartphone distribution; in FY2025, smartphone distribution became the main revenue source but incurred losses, building intelligence sales declined turning to loss, control systems profit grew due to credit loss reversal, and data center operations scaled down with reduced losses [Control Systems Business](index=7&type=section&id=Control%20Systems%20Business) The control systems business provides automation solutions across various industries; in FY2025, external revenue decreased to **HKD 29.5 million**, but segment profit significantly increased from **HKD 0.5 million to HKD 8.7 million**, primarily due to the reversal of expected credit loss provisions Control Systems Business Performance | Metric | FY2025 (HKD Millions) | FY2024 (HKD Millions) | | :--- | :--- | :--- | | External Revenue | 29.5 | 38.0 | | Segment Profit | 8.7 | 0.5 | [Building Intelligence Business](index=7&type=section&id=Building%20Intelligence%20Business) The building intelligence business offers visual intercom, surveillance, and smart home systems; in FY2025, sales revenue plummeted from **HKD 24.3 million to HKD 1.6 million** due to weak consumer spending and operating cost pressures, with segment results shifting from a **HKD 3.6 million profit to a HKD 11.9 million loss** Building Intelligence Business Performance | Metric | FY2025 (HKD Millions) | FY2024 (HKD Millions) | | :--- | :--- | :--- | | Revenue | 1.6 | 24.3 | | Segment (Loss)/Profit | (11.9) | 3.6 | [Data Center Business](index=8&type=section&id=Data%20Center%20Business) The data center business provides IT infrastructure leasing and hosting services; due to strategic resource reallocation towards smartphone distribution, its scale reduced, with FY2025 revenue dropping to **HKD 12,000** and segment loss significantly narrowing from **HKD 11.7 million to HKD 18,000** Data Center Business Performance | Metric | FY2025 (HKD) | FY2024 (HKD Millions) | | :--- | :--- | :--- | | Revenue | 12,000 | 0.2 | | Segment Loss | 18,000 | 11.7 | [Smartphone Distribution Business](index=8&type=section&id=Smartphone%20Distribution%20Business) Launched in July 2024, this new business primarily distributes Xiaomi products, achieving **HKD 85.9 million** in sales revenue in FY2025, but recorded a segment loss of **HKD 9.3 million** due to its early development stage and intense market competition Smartphone Distribution Business Performance | Metric | FY2025 (HKD Millions) | | :--- | :--- | | Revenue | 85.9 | | Segment Loss | 9.3 | [Business Outlook and Strategies](index=8&type=section&id=Business%20Outlook%20and%20Strategies) The Group anticipates ongoing macroeconomic challenges, with building intelligence and control systems affected by weak demand and competition, and smartphone distribution not yet profitable; strategies include cost control, leveraging technology, exploring manufacturing relocation to Australia to mitigate geopolitical risks, and seeking new ICT business opportunities - China's economy faces adverse factors such as high inflation, high interest rates, and strained Sino-US relations, suppressing consumer demand and business investment, impacting the Group's overall performance[22](index=22&type=chunk) - The Group is actively exploring the possibility of relocating manufacturing operations back to Australia to address geopolitical tensions and US tariff impacts, thereby accessing markets cautious of Chinese products[23](index=23&type=chunk) - The Group will continue to explore other business activities in the information and communication technology sector, preparing for future recovery and growth through stringent cost control and exploring potential industries like 5G and IoT[25](index=25&type=chunk) [Financial Review](index=9&type=section&id=Financial%20Review) In FY2025, total group revenue increased **87.0%** year-on-year to **HKD 116.9 million**, primarily due to the new smartphone distribution business; however, its low gross margin led to an overall group gross margin decline from **39.6% to 13.6%**, while loss attributable to owners expanded from **HKD 17.8 million to HKD 32.5 million** Revenue by Business Segment | Business Segment | 2025 Revenue (HKD Thousands) | Proportion (%) | 2024 Revenue (HKD Thousands) | Proportion (%) | | :--- | :--- | :--- | :--- | :--- | | Control Systems | 29,499 | 25.2 | 38,030 | 60.8 | | Building Intelligence | 1,553 | 1.4 | 24,305 | 38.8 | | Data Center | 12 | – | 246 | 0.4 | | Smartphone Distribution | 85,869 | 73.4 | – | – | | **Total** | **116,933** | **100.0** | **62,581** | **100.0** | - Gross profit decreased from **HKD 24.8 million** to **HKD 15.9 million**, with gross margin falling from **39.6% to 13.6%**, primarily due to the lower gross margin of the newly launched smartphone distribution business[29](index=29&type=chunk) - Loss attributable to owners of the company increased **82.6%** from **HKD 17.8 million** to **HKD 32.5 million**, mainly due to approximately **HKD 9.2 million** in fair value losses on financial assets and approximately **HKD 4.9 million** in share-based payment expenses[37](index=37&type=chunk) - Administrative and other operating expenses increased from **HKD 27.5 million** to **HKD 36.0 million**, primarily due to higher staff costs and increased share-based payment expenses[33](index=33&type=chunk) [Capital Structure, Liquidity, and Financial Resources](index=11&type=section&id=Capital%20Structure%2C%20Liquidity%2C%20and%20Financial%20Resources) To support operations and business expansion, the Group completed two fundraising activities in FY2025: a share placement in March 2024 raising approximately **HKD 23.8 million** net for general working capital, and a subscription in November 2024 raising approximately **HKD 20.7 million** net for smartphone inventory and administrative operations; as of year-end, the current ratio remained at **1.3**, but the gearing ratio increased from **15.3% to 30.5%** - A placement of **60,000,000** shares was completed in March 2024, raising net proceeds of approximately **HKD 23.8 million**, fully utilized for general working capital, including staff salaries, leases, and professional fees[39](index=39&type=chunk)[40](index=40&type=chunk)[41](index=41&type=chunk) - A subscription for **74,176,000** shares was completed in November 2024, raising net proceeds of approximately **HKD 20.7 million**, fully utilized for purchasing smartphone inventory for the distribution business and the Group's administrative working capital[41](index=41&type=chunk)[43](index=43&type=chunk) - As of March 31, 2025, the Group's current ratio was **1.3** (2024: **1.3**), and the gearing ratio (net debt/total equity) was **30.5%** (2024: **15.3%**)[43](index=43&type=chunk) - As of March 31, 2025, approximately **HKD 43.0 million** of the Group's outstanding bank borrowings were overdue[44](index=44&type=chunk) [Employees and Remuneration Policy](index=14&type=section&id=Employees%20and%20Remuneration%20Policy) As of March 31, 2025, the Group had **82** employees, an increase of **9** year-on-year, with annual staff costs of approximately **HKD 24.6 million**, up **33.7%**, primarily due to increased headcount and **HKD 4.9 million** in share-based payment expenses; the Group's remuneration policy is based on individual performance, experience, and industry practice, with performance-linked bonuses and share option schemes to incentivize staff, and **25.04 million** share options were granted to executive directors and employees during the reporting period Employee Data | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Number of Employees (As of March 31) | 82 | 73 | | Staff Costs (HKD Millions) | 24.6 | 18.4 | - Staff costs increased **33.7%**, primarily due to an increase in the number of employees and approximately **HKD 4.9 million** in share-based payment expenses[50](index=50&type=chunk) - On April 26, 2024, the company granted a total of **25,043,200** share options under the share option scheme[52](index=52&type=chunk) Directors' Report [Principal Activities and Risks](index=19&type=section&id=Principal%20Activities%20and%20Risks) This report outlines the Group's principal activities, including automatic control systems, intelligent systems, IT leasing and hosting services, and smartphone distribution; it highlights key risks, particularly the limited profit margins in the highly competitive smartphone distribution business, alongside operational, financial (exchange rate, interest rate, liquidity), and compliance risks, detailing corresponding monitoring and management measures - The Group's principal activities include (i) automatic control systems, (ii) intelligent systems, (iii) IT infrastructure leasing and hosting, and (iv) smartphone distribution business[66](index=66&type=chunk) - The primary business risk stems from the smartphone distribution business, a highly competitive market with limited profit margins, exerting pressure on gross margins[69](index=69&type=chunk) [Major Suppliers and Customers](index=22&type=section&id=Major%20Suppliers%20and%20Customers) In the current fiscal year, the Group exhibited high reliance on major customers and suppliers; the largest customer accounted for **64.5%** of total revenue, with the top five customers collectively representing **88.5%**, while the largest supplier accounted for **84.0%** of total purchases, and the top five suppliers collectively **92.3%**, indicating significant concentration risk in both customer and supply chains Customer and Supplier Concentration | Concentration | Percentage of Total | | :--- | :--- | | Largest Customer as % of Total Revenue | 64.5% | | Top Five Customers as % of Total Revenue | 88.5% | | Largest Supplier as % of Total Purchases | 84.0% | | Top Five Suppliers as % of Total Purchases | 92.3% | [Directors and Shareholding Structure](index=23&type=section&id=Directors%20and%20Shareholding%20Structure) The Board of Directors experienced multiple changes during the reporting period; Executive Director Mr. Han Weining holds significant equity through his controlled corporations, and other major shareholders include Infinity Holding Resources Limited, the largest single shareholder with **16.53%**; the company did not purchase, redeem, or sell any listed securities during the period - Executive Director Mr. Han Weining is deemed to be interested in approximately **12.3%** of the company's shares through his wholly-owned Excel Time Investments Limited and Hong Kong Able Group Enterprise Limited[101](index=101&type=chunk)[102](index=102&type=chunk) - Major shareholder Infinity Holding Resources Limited holds **16.53%** of the company's shares, making it the largest shareholder[104](index=104&type=chunk)[105](index=105&type=chunk) [Share Option Scheme](index=27&type=section&id=Share%20Option%20Scheme) The company adopted a share option scheme in September 2022; on April 26, 2024, a total of **25,043,200** share options were granted to eligible participants at an exercise price of **HKD 0.49**; as of fiscal year-end, **14,252,800** options were exercised, with **10,790,400** remaining unexercised, and the total number of shares available for issue under the scheme represents approximately **2.41%** of issued shares - On April 26, 2024, the company granted a total of **25,043,200** share options, of which **3,596,800** were granted to Executive Director Mr. You Yiyang[110](index=110&type=chunk) - As of March 31, 2025, a total of **14,252,800** share options were exercised during the year, with **10,790,400** share options remaining unexercised[110](index=110&type=chunk)[111](index=111&type=chunk) Corporate Governance Report [Corporate Governance Practices](index=31&type=section&id=Corporate%20Governance%20Practices) The company adopted the Code Provisions of the Corporate Governance Code but had two deviations during the reporting period: the Chairman position has been vacant since January 2020 (deviation from Code Provision C.2), and consequently, the Chairman was absent from the 2024 Annual General Meeting (deviation from Code Provision F.2.2); the company is actively seeking a suitable candidate to fill the Chairman vacancy - The company deviated from Corporate Governance Code Provision C.2, as the position of Chairman of the Board has been vacant since January 3, 2020[129](index=129&type=chunk) - The company deviated from Corporate Governance Code Provision F.2.2, as the Chairman was absent from the 2024 Annual General Meeting[130](index=130&type=chunk) [Board of Directors](index=32&type=section&id=Board%20of%20Directors) As of the reporting period end, the Board comprised three executive directors, one non-executive director, and three independent non-executive directors, aligning with diversity policy; the Board held **7** meetings during the period to discuss group strategy, policies, and performance, with the company having purchased liability insurance for directors and ensured the independence of independent non-executive directors - The Board of Directors comprises seven directors, including three executive directors, one non-executive director, and three independent non-executive directors[132](index=132&type=chunk) - A total of **7** Board meetings were held during the reporting period, with generally high attendance rates from all directors[138](index=138&type=chunk) [Board Committees](index=37&type=section&id=Board%20Committees) The company established three Board committees—Audit, Remuneration, and Nomination—all chaired by independent non-executive directors; the Audit Committee oversees financial reporting, risk management, and internal controls; the Remuneration Committee sets compensation policies for directors and senior management; and the Nomination Committee reviews Board structure and nominates director candidates; all committees held meetings and fulfilled their respective duties during the reporting period - The Audit Committee, composed of three independent non-executive directors, held **2** meetings during the year, reviewing the annual and interim financial statements[151](index=151&type=chunk)[152](index=152&type=chunk) - The Remuneration Committee, composed of three independent non-executive directors, held **4** meetings during the year, reviewing the remuneration policies for directors and senior management[153](index=153&type=chunk)[154](index=154&type=chunk) - The Nomination Committee, composed of three independent non-executive directors, held **4** meetings during the year, fulfilling duties such as reviewing Board composition and assessing the independence of independent non-executive directors[155](index=155&type=chunk)[156](index=156&type=chunk) [Internal Control and Risk Management](index=41&type=section&id=Internal%20Control%20and%20Risk%20Management) The Board is ultimately responsible for the Group's risk management and internal control systems, reviewing their effectiveness at least annually; the Group has established a four-tier risk management framework involving the Board, Audit Committee, management, and risk owners, with external consultants engaged for review; the internal control system is based on the COSO framework; currently, the company has no internal audit function, as the Board deems external expert engagement more cost-effective, and will continuously assess the need for an internal audit department - The Board confirms its responsibility for risk management and internal control systems, reviewing their effectiveness at least annually, covering financial, operational, and compliance controls[167](index=167&type=chunk) - The company engaged external consultants to review the effectiveness of its risk management and internal control systems for the year ended March 31, 2025[172](index=172&type=chunk) - The company currently has no internal audit function, as the Board believes engaging external independent professionals for review is more cost-effective, and will annually assess the need for establishing an internal audit department[182](index=182&type=chunk) Environmental, Social and Governance Report [ESG Governance and Strategy](index=47&type=section&id=ESG%20Governance%20and%20Strategy) The Group established an ESG governance framework with the Board fully responsible and a working group assisting implementation; through stakeholder engagement and materiality assessment, **17** significant ESG issues were identified, including GHG emissions, waste management, employee welfare, product quality, and anti-corruption; based on this, new environmental targets were set, integrating ESG principles into daily operations and risk management - The Group has established a two-tier ESG governance framework comprising the Board and an ESG working group, with the Board bearing overall responsibility for ESG strategy and reporting[192](index=192&type=chunk)[195](index=195&type=chunk) - Through materiality assessment, the Group identified **17** significant ESG issues, with the most critical being waste management, greenhouse gas emissions, energy consumption, customer satisfaction, and product quality control[201](index=201&type=chunk)[203](index=203&type=chunk)[204](index=204&type=chunk) [A. Environmental](index=52&type=section&id=A.%20Environmental) Due to reduced production scale, the Group's main operating entity, Vankos, saw decreases in total GHG emissions, non-hazardous waste, energy consumption, and water usage; however, due to fixed consumption, resource consumption densities failed to meet original FY2025 reduction targets; consequently, new targets were set using FY2025 as the baseline to reduce GHG emission, non-hazardous waste, energy, and water consumption densities by FY2030 or earlier; the Group identified and addressed climate change-related physical and transition risks - The Group failed to achieve its targets of reducing greenhouse gas emission density, non-hazardous waste density, energy consumption density, and water consumption density by FY2025, using FY2022 as the baseline year[208](index=208&type=chunk)[213](index=213&type=chunk)[220](index=220&type=chunk)[223](index=223&type=chunk) - The Group set new environmental targets: to reduce Vankos' greenhouse gas emission density, non-hazardous waste density, energy consumption density, and water consumption density by FY2030 or earlier, using FY2025 as the new baseline year[209](index=209&type=chunk)[213](index=213&type=chunk)[220](index=220&type=chunk)[224](index=224&type=chunk) Environmental Performance (Vankos) | Environmental Performance (Vankos) | Unit | FY2025 | FY2024 | | :--- | :--- | :--- | :--- | | Total GHG Emissions | tonnes of CO2 equivalent | 52.43 | 133.92 | | GHG Emission Density | tonnes CO2e/total annual production | 0.02 | 0.02 | | Total Non-Hazardous Waste | tonnes | 3.00 | 6.80 | | Non-Hazardous Waste Density | kg/total annual production | 0.94 | 0.91 | | Total Energy Consumption | kWh | 93,334.00 | 234,823.00 | | Energy Consumption Density | kWh/total annual production | 29.21 | 31.31 | | Total Water Consumption | cubic meters | 2,645.00 | 3,704.00 | | Water Consumption Density | cubic meters/total annual production | 0.83 | 0.49 | [B. Social](index=58&type=section&id=B.%20Social) Regarding social responsibility, the Group is committed to providing a fair, safe work environment and development opportunities for employees; as of fiscal year-end, total employees were **82**, with annual turnover rate decreasing from **57.5% to 28.1%**; the Group strictly adheres to labor standards, prohibiting child and forced labor; in supply chain management, stringent screening and evaluation standards are applied to suppliers, focusing on their environmental and social performance; for product quality, the Group follows ISO9001 standards, with no product recalls or major complaints during the year; additionally, an anti-corruption policy and whistleblowing mechanism are in place, with relevant training provided to directors and staff Employee Data | Employee Data (As of March 31) | 2025 | 2024 | | :--- | :--- | :--- | | Total Number | 82 | 73 | | Total Turnover Rate | 28.05% | 57.53% | - During the reporting period, the Group recorded no work-related injuries or fatalities among employees, nor any lost workdays due to work-related injuries[243](index=243&type=chunk) - The Group rigorously screens suppliers and encourages them to obtain international certifications such as ISO9001 and ISO14001, fostering a green supply chain[256](index=256&type=chunk)[257](index=257&type=chunk) - In FY2025, the Group had no goods recalled due to product quality, safety, or health reasons, nor did it receive any customer complaints regarding product quality or services[260](index=260&type=chunk)[262](index=262&type=chunk) - During the year, the Group provided anti-corruption training to **3** directors and **7** employees, with no corruption lawsuits or whistleblowing cases identified[268](index=268&type=chunk) Independent Auditor's Report and Financial Statements [Independent Auditor's Report](index=73&type=section&id=Independent%20Auditor's%20Report) Auditor Pacon CPA Limited issued an unmodified opinion on the Group's consolidated financial statements for the year ended March 31, 2025, affirming they present a true and fair view of the Group's financial position and performance; a key audit matter was "Provision for Expected Credit Losses on Trade Receivables," where the auditor reviewed management's assessment methods, assumptions, and estimates, finding them supported by evidence; the report also noted that the prior year's financial statements were audited by a different auditor - The auditor issued an unmodified opinion on the consolidated financial statements[277](index=277&type=chunk) - A key audit matter was "Provision for Expected Credit Losses on Trade Receivables"; as of year-end, total trade receivables were approximately **HKD 53.46 million**, with expected credit loss provisions of approximately **HKD 22.64 million**[280](index=280&type=chunk)[281](index=281&type=chunk)[282](index=282&type=chunk) - The auditor was changed during the reporting period from National Alliance CPA Limited to Pacon CPA Limited[53](index=53&type=chunk)[125](index=125&type=chunk) [Consolidated Financial Statements](index=78&type=section&id=Consolidated%20Financial%20Statements) The consolidated financial statements show the Group's total revenue in FY2025 was **HKD 116.9 million**, but recorded a loss for the year of **HKD 35.83 million**, with loss attributable to owners at **HKD 32.49 million**; as of year-end, total assets were **HKD 221.4 million**, total liabilities **HKD 113.7 million**, and total equity **HKD 107.7 million**; net cash used in operating activities was **HKD 38.20 million**, while net cash from financing activities was **HKD 17.59 million**, resulting in a net decrease in cash and cash equivalents Consolidated Financial Summary | Metric (HKD Thousands) | 2025 | 2024 | | :--- | :--- | :--- | | **Consolidated Statement of Profit or Loss** | | | | Revenue | 116,933 | 62,581 | | Gross Profit | 15,909 | 24,757 | | Operating Loss | (33,460) | (11,883) | | Loss for the Year | (35,831) | (17,768) | | Loss Attributable to Owners of the Company | (32,488) | (17,840) | | **Consolidated Statement of Financial Position (As of Year-End)** | | | | Total Assets | 221,444 | 223,095 | | Total Liabilities | 113,728 | 106,884 | | Total Equity | 107,716 | 116,211 | | **Consolidated Statement of Cash Flows** | | | | Net Cash Used in Operating Activities | (38,202) | (17,478) | | Net Cash Used in Investing Activities | (676) | (2,657) | | Net Cash Generated from Financing Activities | 17,587 | 50,784 | [Notes to the Consolidated Financial Statements (Selected)](index=85&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements%20(Selected)) The notes to the financial statements detail accounting policies and specific item information; key points include the Group's four business segments—building intelligence, control systems, data centers, and smartphone distribution—with smartphone distribution contributing **73.4%** of revenue but incurring losses; goodwill is primarily attributed to the control systems segment and passed impairment tests; trade receivables have a long aging profile with significant expected credit loss provisions; additionally, **HKD 43.03 million** in bank borrowings are in default, but are expected to be discharged through a post-year-end subsidiary disposal [Note 13: Segment Reporting](index=127&type=section&id=Note%2013%3A%20Segment%20Reporting) In FY2025, the Group's operations were divided into four reporting segments; smartphone distribution, a new business, contributed **HKD 85.87 million** in revenue but incurred a **HKD 9.31 million** loss; the control systems segment achieved **HKD 8.66 million** in profit; the building intelligence segment shifted from profit to a **HKD 11.87 million** loss; data center business losses significantly narrowed; segment assets are primarily concentrated in building intelligence and control systems Segment Performance (Year Ended March 31, 2025) | Segment (Year Ended March 31, 2025) | External Revenue (HKD Thousands) | Segment (Loss)/Profit (HKD Thousands) | | :--- | :--- | :--- | | Building Intelligence | 1,553 | (11,870) | | Control Systems | 29,499 | 8,657 | | Data Center | 12 | (18) | | Smartphone Distribution | 85,869 | (9,312) | [Note 16: Goodwill](index=137&type=section&id=Note%2016%3A%20Goodwill) As of March 31, 2025, the Group's goodwill carrying amount was **HKD 21.91 million**, entirely attributable to the control systems cash-generating unit; management performed an impairment test on this unit, calculating its value in use using a five-year cash flow forecast and a pre-tax discount rate of **15.40%**, with the assessment indicating no impairment - Goodwill carrying amount was **HKD 21.91 million** (2024: **HKD 22.17 million**), entirely attributable to the control systems cash-generating unit[457](index=457&type=chunk)[459](index=459&type=chunk) - Key assumptions used in the impairment test included a long-term growth rate of **2.0%** and a pre-tax discount rate of **15.40%**; based on the assessment, no impairment was recognized[461](index=461&type=chunk) [Note 20: Trade and Other Receivables](index=142&type=section&id=Note%2020%3A%20Trade%20and%20Other%20Receivables) As of March 31, 2025, total trade receivables amounted to **HKD 53.46 million**, with a loss allowance of **HKD 22.64 million**, representing approximately **42%**; aging analysis shows a high proportion of receivables over **181** days, with **HKD 21.32 million** over **365** days, for which a **100%** individually assessed provision has been made Aging Analysis of Trade Receivables (HKD Thousands) | Trade Receivables Aging Analysis (HKD Thousands) | 2025 | | :--- | :--- | | Not yet overdue | 12,227 | | 1 to 180 days | 7,423 | | 181 to 365 days | 12,493 | | Over 365 days | 21,315 | | **Total** | **53,458** | | Less: Loss allowance | (22,643) | | **Net amount** | **30,815** | [Note 25: Bank Borrowings](index=146&type=section&id=Note%2025%3A%20Bank%20Borrowings) As of March 31, 2025, **HKD 43.03 million** in secured bank borrowings of the Group were in default; these borrowings are secured by the Group's buildings, plant and equipment, right-of-use assets, and a director's property; the Group expects to discharge these defaulted borrowings through the post-year-end disposal of a non-wholly owned subsidiary - As of March 31, 2025, approximately **HKD 43.03 million** of the Group's bank borrowings were in default[481](index=481&type=chunk) - Subsequent to the year-end, the Group received a legally binding offer letter for a potential disposal, and upon completion, the defaulted bank borrowings are expected to be fully discharged[482](index=482&type=chunk) Five-Year Summary [Five-Year Financial Summary](index=171&type=section&id=Five-Year%20Financial%20Summary) The five-year financial summary indicates the Group consistently recorded losses over the past five years; FY2025 revenue significantly rebounded from the prior two years but remained below FY2022 levels; annual losses widened in FY2023 and FY2025, while total assets and total equity showed a declining trend over the period Five-Year Financial Summary (HKD Thousands) | Year Ended March 31 (HKD Thousands) | 2025 | 2024 | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | :--- | :--- | | **Performance** | | | | | | | Revenue | 116,933 | 62,581 | 60,538 | 114,165 | 90,281 | | Loss for the Year | (35,831) | (17,768) | (43,679) | (113,773) | (16,891) | | Loss Attributable to Owners of the Company | (32,488) | (17,840) | (40,971) | (109,678) | (15,133) | | **Assets and Liabilities** | | | | | | | Total Assets | 221,444 | 223,095 | 226,023 | 271,452 | 309,714 | | Total Liabilities | (113,728) | (106,884) | (157,654) | (166,017) | (147,072) | | Equity Attributable to Owners of the Company | 107,992 | 113,173 | 69,126 | 102,893 | 156,218 |

[Financial Performance](index=2&type=section&id=Financial%20Performance) This section provides an overview of the Group's financial results, including income, financial position, and segment performance [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) For the year ended March 31, 2025, the Group's revenue significantly increased by 87.0% to HKD 117 million, driven by the new smartphone distribution business, yet gross profit declined to HKD 15.91 million, leading to a widened annual loss of HKD 35.83 million due to fair value losses on financial assets and increased administrative expenses Summary of Consolidated Statement of Profit or Loss (For the year ended March 31) | Metric | 2025 (HKD thousands) | 2024 (HKD thousands) | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | 116,933 | 62,581 | +87.0% | | Gross Profit | 15,909 | 24,757 | -35.7% | | Operating Loss | (33,460) | (11,883) | +181.6% | | Loss for the Year | (35,831) | (17,768) | +101.7% | | Loss Attributable to Owners of the Company | (32,488) | (17,840) | +82.1% | | Basic and Diluted Loss Per Share (HK cents) | (8.2) | (6.0) | +36.7% | - The expanded annual loss was primarily due to a newly recognized fair value loss of **HKD 9.21 million** on financial assets at fair value through profit or loss, alongside increased administrative and other operating expenses[3](index=3&type=chunk) [Consolidated Statement of Financial Position](index=4&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of March 31, 2025, the Group's total assets slightly decreased to HKD 221 million, with a significant reduction in cash and cash equivalents to HKD 11.03 million, while total equity marginally declined to HKD 108 million, and overdue bank borrowings remained at HKD 43.03 million Summary of Consolidated Statement of Financial Position (As of March 31) | Metric | 2025 (HKD thousands) | 2024 (HKD thousands) | Change | | :--- | :--- | :--- | :--- | | **Assets** | | | | | Non-current Assets | 74,103 | 85,555 | -13.4% | | Current Assets | 147,341 | 137,540 | +7.1% | | - Cash and Cash Equivalents | 11,030 | 33,373 | -66.9% | | **Total Assets** | **221,444** | **223,095** | **-0.7%** | | **Liabilities and Equity** | | | | | Current Liabilities | 113,728 | 106,884 | +6.4% | | - Bank Borrowings | 43,030 | 50,650 | -15.0% | | **Total Equity** | **107,716** | **116,211** | **-7.3%** | - The directors have noted the Group's losses and overdue bank borrowings, implementing measures to improve liquidity, including enhancing accounts receivable collection, controlling costs, and planning to dispose of subsidiaries with overdue borrowings[10](index=10&type=chunk)[11](index=11&type=chunk) [Segment Reporting](index=8&type=section&id=3.%20Segment%20Reporting) This year, the Group introduced a new "Smartphone Distribution" segment, which became the largest revenue source at HKD 85.87 million but incurred a loss of HKD 9.31 million, while traditional segments like "Building Intelligence" saw revenue plummet and "Data Center" significantly scaled down Segment Results by Business Segment (2025) | Business Segment | Revenue from External Customers (HKD thousands) | Reported Segment (Loss)/Profit (HKD thousands) | | :--- | :--- | :--- | | Building Intelligence | 1,553 | (11,870) | | Control Systems | 29,499 | 8,657 | | Data Center | 12 | (18) | | Smartphone Distribution | 85,869 | (9,312) | - The Group expanded into smartphone distribution in 2025, distributing Xiaomi brand smartphones and related products, now operating with four reportable segments[16](index=16&type=chunk) Revenue from External Customers by Geographical Region | Region | 2025 (HKD thousands) | 2024 (HKD thousands) | Change | | :--- | :--- | :--- | :--- | | Hong Kong | 78,924 | 246 | +32080% | | China | 31,052 | 62,335 | -50.2% | | Overseas | 6,957 | – | N/A | - Revenue from the single largest customer (Customer A, in smartphone distribution) accounted for over **10%** of total revenue this year, reaching **HKD 75.47 million**[26](index=26&type=chunk) [Management Discussion and Analysis](index=19&type=section&id=Management%20Discussion%20and%20Analysis) This section provides a detailed review of the Group's business operations, financial performance, and strategic outlook [Business Review and Outlook](index=19&type=section&id=Business%20Review%20and%20Outlook) In FY2025, the Group faced macroeconomic challenges, diversifying into smartphone distribution which boosted revenue but incurred initial losses, while traditional segments saw varied performance, and future strategies include cost control, exploring 5G/IoT, and potentially relocating manufacturing to Australia [Control Systems Business](index=19&type=section&id=Control%20Systems%20Business) The Control Systems segment's external revenue decreased to HKD 29.5 million, but segment profit significantly increased to HKD 8.7 million, primarily due to the reversal of expected credit loss provisions - External revenue for the Control Systems segment was **HKD 29.5 million**, representing a **22.4%** year-on-year decrease[40](index=40&type=chunk)[49](index=49&type=chunk) - Segment profit was **HKD 8.7 million**, compared to HKD 0.5 million last year, primarily due to the reversal of expected credit loss provisions[40](index=40&type=chunk) [Building Intelligence Business](index=20&type=section&id=Building%20Intelligence%20Business) Sales of "MOX" brand products in the Building Intelligence segment plummeted from HKD 24.3 million to HKD 1.6 million due to weak consumer demand and operating costs, resulting in a loss of HKD 11.9 million compared to a profit last year - Revenue from the Building Intelligence business plummeted from **HKD 24.3 million** to **HKD 1.6 million**, a **93.4%** decrease[41](index=41&type=chunk)[49](index=49&type=chunk) - The segment recorded a loss of **HKD 11.9 million**, compared to a profit of HKD 3.6 million in the prior year, primarily due to a significant sales reduction[41](index=41&type=chunk) [Data Center Business](index=20&type=section&id=Data%20Center%20Business) The Group strategically reallocated resources from the Data Center business to smartphone distribution, leading to a significant reduction in segment revenue to HKD 12 thousand and a narrowed segment loss to HKD 18 thousand - Revenue from the Data Center business decreased to **HKD 12 thousand**, with segment loss significantly narrowed to **HKD 18 thousand**, primarily due to strategic resource reallocation[42](index=42&type=chunk) [Smartphone Distribution Business](index=20&type=section&id=Smartphone%20Distribution%20Business) Launched in July 2024, the new smartphone distribution business, primarily focusing on Xiaomi brands, generated HKD 85.9 million in revenue this year but incurred a loss of HKD 9.3 million due to its nascent stage and intense market competition - The newly launched smartphone distribution business recorded revenue of **HKD 85.9 million**[44](index=44&type=chunk) - As a newly established business facing intense competition, the segment recorded a loss of **HKD 9.3 million**[44](index=44&type=chunk) [Business Outlook and Strategies](index=21&type=section&id=Business%20Outlook%20and%20Strategies) Facing a challenging environment with China's economic slowdown, high interest rates, and US-China tensions, the Group is diversifying revenue, considering relocating "MOX" manufacturing to Australia to mitigate geopolitical risks, and exploring new ICT opportunities while seeking capital through new share issues or convertible securities - The Group faces a challenging operating environment with adverse factors such as high inflation, high interest rates, and US-China tensions[45](index=45&type=chunk) - Strategically, the Group is considering relocating its manufacturing operations to Australia to address geopolitical tensions and tariff issues[47](index=47&type=chunk) - The company will continue to explore fundraising opportunities, including issuing new shares or convertible securities, to finance existing operations and potential future investments or acquisitions[48](index=48&type=chunk) [Financial Review](index=22&type=section&id=Financial%20Review) This year's financial performance shows revenue growth alongside declining profitability, with total revenue increasing by 87.0% to HKD 117 million due to smartphone distribution, but overall gross margin dropping to 13.6% and administrative expenses rising, leading to an expanded loss attributable to owners of HKD 32.5 million - Revenue significantly increased by **87.0%** year-on-year, primarily attributed to the successful launch of the smartphone distribution business with increased market demand[49](index=49&type=chunk) - Gross profit margin decreased from **39.6%** to **13.6%**, mainly due to the lower gross profit margin of the newly launched smartphone distribution business[51](index=51&type=chunk) - Administrative and other operating expenses increased by **HKD 8.5 million**, primarily due to higher staff costs and share-based payment expenses[55](index=55&type=chunk) - Loss attributable to owners expanded to **HKD 32.5 million**, mainly due to a fair value loss of approximately **HKD 9.2 million** on financial assets and approximately **HKD 4.9 million** in share-based payment expenses[60](index=60&type=chunk) [Capital Structure, Liquidity and Financial Resources](index=24&type=section&id=Capital%20Structure%2C%20Liquidity%20and%20Financial%20Resources) This year, the Group raised approximately HKD 44.5 million net from two fundraising activities, fully utilized for working capital and inventory, yet liquidity remains tight with HKD 43 million in overdue bank borrowings, and the gearing ratio significantly increased to 30.5% - A placing completed in March 2024 raised net proceeds of approximately **HKD 23.8 million**, fully utilized for general working capital[62](index=62&type=chunk)[63](index=63&type=chunk)[65](index=65&type=chunk) - A subscription completed in November 2024 raised net proceeds of approximately **HKD 20.7 million**, fully utilized for purchasing smartphone inventory and general working capital[66](index=66&type=chunk)[67](index=67&type=chunk)[68](index=68&type=chunk) - As of March 31, 2025, the Group had approximately **HKD 43 million** in overdue outstanding bank borrowings[69](index=69&type=chunk) - The gearing ratio increased from **15%** last year to **30.5%** this year[68](index=68&type=chunk) [Corporate Governance and Other Information](index=28&type=section&id=Corporate%20Governance%20and%20Other%20Information) This section details the Group's adherence to corporate governance standards, dividend policy, and employee-related information [Corporate Governance Practices](index=29&type=section&id=Corporate%20Governance%20Practices) This year, the company largely complied with the Corporate Governance Code, but deviated on two points: the continuous vacancy of the Chairman and CEO positions, and the inability of the Chairman to preside over the 2024 AGM due to the vacancy - The company deviated from Corporate Governance Code provision C.2 due to the vacancies in both the Chairman of the Board and Chief Executive Officer positions[81](index=81&type=chunk)[82](index=82&type=chunk) - The company deviated from Corporate Governance Code provision F.2.2 as the Chairman position was vacant, preventing the Chairman from presiding over the 2024 Annual General Meeting[81](index=81&type=chunk)[84](index=84&type=chunk) [Dividend Policy](index=16&type=section&id=Dividend%20Policy) The Board of Directors does not recommend the payment of any dividend for the year ended March 31, 2025 - No dividends were paid or proposed to the company's shareholders for the years ended March 31, 2025, and 2024[33](index=33&type=chunk)[78](index=78&type=chunk) [Employees and Remuneration Policy](index=27&type=section&id=Employees%20and%20Remuneration%20Policy) As of March 31, 2025, the Group had 82 employees, with annual staff costs increasing by 33.7% to approximately HKD 24.6 million due to increased headcount and share-based payment expenses, and remuneration policy is based on performance, experience, and industry practice, supported by a share option scheme - For the year ended March 31, 2025, staff costs were approximately **HKD 24.6 million**, a **33.7%** year-on-year increase, primarily due to increased headcount and approximately **HKD 4.9 million** in share-based payment expenses[75](index=75&type=chunk) - In April 2024, the company granted a total of **25,043,200** share options to executive directors and certain employees under the share option scheme[77](index=77&type=chunk)

Financial Performance - Total revenue for the six months ended September 30, 2024, was HKD 76,929,000, with contributions from smartphone sales at HKD 59,691,000, building intelligence at HKD 861,000, control systems at HKD 15,560,000, and data centers at HKD 12,000[21]. - Total revenue for the six months ended September 30, 2024, was HKD 76,124 thousand, a significant increase from HKD 17,126 thousand in the same period of 2023, representing a growth of approximately 344%[29]. - The company reported a comprehensive loss before tax of HKD (14,948,000) for the period[21]. - The group reported an adjusted EBIT loss of HKD (409) thousand for the six months ended September 30, 2024, compared to a loss of HKD (9,807) thousand in the previous period, showing an improvement in operational efficiency[23]. - The group recorded a net loss before tax of HKD (9,807) thousand for the six months ended September 30, 2024, compared to a loss of HKD (9,807) thousand in the same period of 2023, indicating consistent performance despite challenges[23]. - The net loss attributable to the owners of the company was HKD 13,319,000, compared to HKD 8,801,000 in the prior year, marking an increase of about 51%[159]. - The total comprehensive loss for the period was HKD 14,910,000, compared to HKD 9,426,000 in the previous year, indicating an increase of approximately 58%[174]. Cash Flow and Liquidity - The net cash used in operating activities was HKD (25,617,000), compared to HKD (22,833,000) in the previous period[12]. - Cash inflow from bank borrowings amounted to HKD 6,176,000, while repayment of bank borrowings was HKD (13,283,000)[12]. - The cash and cash equivalents at the end of the period were HKD 3,995,000, down from HKD 12,821,000 in the previous year[96]. - The company's cash and cash equivalents significantly dropped to HKD 3,995,000 from HKD 33,373,000, reflecting a decline of approximately 88.0%[186]. - For the six months ended September 30, 2024, the net cash flow decreased by HKD 29,408,000 compared to an increase of HKD 11,069,000 in the same period of 2023[96]. Assets and Liabilities - The total assets of the group as of September 30, 2024, amounted to HKD 218,280 thousand, a slight decrease from HKD 223,095 thousand in the previous year[27]. - As of September 30, 2024, total assets minus current liabilities amounted to HKD 106,523,000, a decrease from HKD 116,211,000 as of March 31, 2024, representing a decline of approximately 8.9%[186]. - Current assets totaled HKD 133,815,000, down from HKD 137,540,000, indicating a decrease of about 2.0%[186]. - The company's total liabilities decreased to HKD 111,757,000 from HKD 106,884,000, indicating an increase of about 4.0%[186]. - The total amount of trade payables rose to HKD 23,639,000 as of September 30, 2024, up from HKD 13,814,000 as of March 31, 2024, reflecting an increase of 70.9%[72]. Share Capital and Equity - The total issued and paid-up share capital increased to HKD 36,031,000 as of September 30, 2024, from HKD 26,031,000 as of March 31, 2024, reflecting new share issuances[87]. - The company issued 10,656,000 shares under its share option plan, raising a total cash consideration of HKD 5,221,440 during the six months ended September 30, 2024[88]. - The company's issued share capital was approximately HKD 37.1 million, an increase from HKD 36.0 million as of March 31, 2024, with a total of 370,968,640 shares issued[146]. - The company completed a placement of 60,000,000 shares at a price of HKD 0.401 per share, representing approximately 16.65% of the enlarged issued share capital post-placement[149]. Operational Segments - Revenue from the smartphone distribution segment was HKD 59,691 thousand, while the building intelligence and control systems contributed HKD 861 thousand, indicating a strong performance in the smartphone sector[29]. - The smartphone distribution segment generated revenue of HKD 59.7 million, accounting for 78.4% of total revenue[132]. - The control systems segment revenue increased to HKD 15.6 million, representing 20.5% of total revenue, compared to HKD 12.7 million in the previous period[132]. - The smart home business experienced a significant decline in external revenue from HKD 4.3 million to HKD 0.9 million, resulting in a segment loss of HKD 7.5 million[124]. - The data center business reported a revenue decrease to approximately HKD 12,000, with a segment loss of about HKD 18,000 during the reporting period[126]. Governance and Compliance - The company has adopted the Corporate Governance Code and believes it has complied with all applicable code provisions[6]. - The company did not purchase, sell, or redeem any of its listed securities during the six months ended September 30, 2024[2]. - The company maintained sufficient public float as per listing rules as of September 30, 2024[9]. - The company has not violated any covenants related to its bank borrowings as of September 30, 2024, ensuring compliance with financial agreements[81]. Management and Personnel - There were changes in the board of directors, with Mr. Zheng resigning and Mr. Xu appointed as an independent non-executive director effective August 6, 2024[4]. - Employee costs, including director remuneration, decreased to HKD 9,536 thousand from HKD 10,595 thousand, indicating cost management efforts[45]. - Short-term employee benefits for key management personnel amounted to HKD 2,009,000, a decrease of 15.9% from HKD 2,391,000 in 2023[112]. - The company reported a total of HKD 2,030,000 in compensation for key management personnel, down from HKD 2,419,000 in the previous year[112]. Future Outlook - The company plans to continue exploring new business and investment opportunities to diversify and expand its operations for long-term benefits[130]. - The board believes that the growth will depend on opportunities brought by 5G technology and related products[129]. - The company aims to improve profit margins in the smartphone distribution business by increasing procurement levels through the net proceeds from the new share subscription[119].

Group 1 - The article discusses various financial metrics such as earnings per share, net asset value per share, operating cash flow per share, and retained earnings per share [1] - It highlights key performance indicators including return on equity, gross margin, and net profit [1] - The article emphasizes the importance of revenue growth and year-over-year comparisons for net profit and non-recurring net profit [1] Group 2 - The article provides insights into liquidity ratios such as asset-liability ratio, current ratio, quick ratio, and cash ratio [1] - It categorizes financial performance by product, industry, and region, indicating a comprehensive analysis approach [1]

[Financial Summary](index=4&type=section&id=Financial%20Summary) [Financial Summary](index=4&type=section&id=Financial%20Summary) In FY2024, the Group's revenue slightly increased to **62.6 Million HKD**, with gross profit surging to **24.8 Million HKD** and loss attributable to owners significantly narrowing to **17.8 Million HKD** Summary of Annual Performance | Metric | FY2024 | FY2023 | YoY Change | | :--- | :--- | :--- | :--- | | Revenue (Thousand HKD) | 62,581 | 60,538 | +3.5% | | Gross Profit (Thousand HKD) | 24,757 | 8,948 | +178.7% | | Gross Margin | 39.6% | 14.8% | +24.8 percentage points | | Loss for the Year (Thousand HKD) | (17,768) | (43,679) | -59.3% | | Loss Attributable to Owners of the Company (Thousand HKD) | (17,840) | (41,000) | -56.5% | | Basic Loss Per Share (HKD) | (0.06) | (0.16) | -62.5% | Summary of Liquidity and Gearing Ratios | Metric | FY2024 | FY2023 | | :--- | :--- | :--- | | Inventory Turnover Days | 459 | 370 | | Trade Receivables Turnover Days | 140 | 130 | | Current Ratio | 1.3 | 0.7 | | Gearing Ratio | 12.4% | 96.4% | - Net cash used in operating activities expanded from **2.7 Million HKD** to **17.5 Million HKD**, indicating increased pressure on operating cash flow[6](index=6&type=chunk) [CEO's Report](index=6&type=section&id=CEO%27s%20Report) [CEO's Report](index=6&type=section&id=CEO%27s%20Report) CEO Mr. Han Weining noted FY2024 was challenging, yet revenue slightly increased, primarily from building intelligence and control systems, with both segments turning profitable and significant loss reduction - FY2024 revenue was **62.6 Million HKD**, a 3.5% year-on-year increase, primarily from building intelligence (38.8%) and control systems (60.8%) businesses[10](index=10&type=chunk) - Loss attributable to owners of the Company significantly decreased from **41.0 Million HKD** to **17.8 Million HKD**, due to a **15.9 Million HKD** increase in gross profit and a **3.0 Million HKD** increase in net other income[10](index=10&type=chunk) - The Company successfully completed two share placements in May 2023 and March 2024, raising approximately **38.5 Million HKD** net proceeds for working capital and future investments[11](index=11&type=chunk) [Management Discussion and Analysis](index=7&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review](index=7&type=section&id=Business%20Review) The Group operates three main businesses: control systems, building intelligence, and data centers, with control systems and building intelligence turning profitable in FY2024, while data center revenue declined and losses expanded due to asset impairment [Control Systems Business](index=7&type=section&id=Control%20Systems%20Business) The control systems segment provides automation solutions for various industries, with external revenue increasing to **38.0 Million HKD** and achieving a segment profit of **0.5 Million HKD** in FY2024, reversing the previous year's loss Control Systems Business Financial Performance | Metric | FY2024 | FY2023 | | :--- | :--- | :--- | | External Revenue (Million HKD) | 38.0 | 34.0 | | Segment Profit / (Loss) (Million HKD) | 0.5 | (2.4) | [Building Intelligence Business](index=8&type=section&id=Building%20Intelligence%20Business) The building intelligence business, offering "MOX" brand visual intercom and smart home systems, maintained stable external revenue at **24.3 Million HKD** in FY2024 and turned profitable with a **3.6 Million HKD** gain due to higher-margin product sales Building Intelligence Business Financial Performance | Metric | FY2024 | FY2023 | | :--- | :--- | :--- | | External Revenue (Million HKD) | 24.3 | 25.8 | | Segment Profit / (Loss) (Million HKD) | 3.6 | (13.7) | [Data Center Business](index=8&type=section&id=Data%20Center%20Business) The data center business, launched in 2022, saw its total revenue decline to **0.2 Million HKD** in FY2024, with segment loss expanding to **11.7 Million HKD** primarily due to a **4.7 Million HKD** impairment of property, plant, and equipment Data Center Business Financial Performance | Metric | FY2024 | FY2023 | | :--- | :--- | :--- | | Total Revenue (Million HKD) | 0.2 | 0.8 | | Segment Loss (Million HKD) | (11.7) | (3.5) | [Investment in an Associate Engaged in Charging Station Leasing Business](index=9&type=section&id=Investment%20in%20an%20Associate%20Engaged%20in%20Charging%20Station%20Leasing%20Business) The Group sold a 5% interest in associate Iogo Workshop Investment Limited for **RMB 15 Million**, recognizing a **1.5 Million HKD** gain, and reclassified the remaining 15% interest as a financial asset at fair value of **33.9 Million HKD**, while recognizing a **2.6 Million HKD** share of loss from the associate - Sold a **5%** interest in associate Iogo Workshop for **RMB 15 Million**, recognizing a **1.5 Million HKD** gain[22](index=22&type=chunk) - The remaining **15%** interest was reclassified as a financial asset at fair value through profit or loss, with a fair value of **33.9 Million HKD**[22](index=22&type=chunk) [Business Outlook and Future Plans](index=9&type=section&id=Business%20Outlook%20and%20Future%20Plans) Facing macroeconomic challenges, the Group will maintain prudent cost control, leverage growth in China's 5G, IoT, and smart home markets for building intelligence, actively seek diversification opportunities, and continuously evaluate fundraising options for future investments - Market challenges include weak economic recovery in China due to inflation, high interest rates, and US-China tensions[24](index=24&type=chunk) - Future strategy involves prudent cost control and seeking business opportunities to diversify revenue streams, particularly focusing on opportunities from 5G technology[24](index=24&type=chunk) - The Company will continue to explore new business and investment opportunities, and evaluate potential fundraising methods, including issuing new shares or convertible securities[26](index=26&type=chunk) [Loan Transactions](index=10&type=section&id=Loan%20Transactions) As of March 31, 2024, the Group had two outstanding loan receivables totaling approximately **21.2 Million HKD**, both fully impaired to zero net book value due to long-term overdue status and lack of formal repayment agreements, with the report detailing reasons for granting, impairment assessment, internal controls, and recovery actions Outstanding Loan Receivables (as of March 31, 2024) | Borrower | Outstanding Amount (Thousand HKD) | Loss Allowance (Thousand HKD) | Carrying Amount (Thousand HKD) | | :--- | :--- | :--- | :--- | | Debtor 1 | 10,087 | (10,087) | – | | Debtor 2 | 11,134 | (11,134) | – | | **Total** | **21,221** | **(21,221)** | **–** | - Due to long-term overdue status and absence of legally binding repayment arrangements, management adopted a prudent approach by making full specific provisions for both loans[31](index=31&type=chunk)[35](index=35&type=chunk) - The Group has established internal control policies for granting loans, including credit assessment procedures, and continues to pursue recovery actions such as debt collection and legal consultation for outstanding loans[36](index=36&type=chunk)[42](index=42&type=chunk)[44](index=44&type=chunk) [Financial Review](index=14&type=section&id=Financial%20Review) In FY2024, the Group's total revenue increased by 3.5% to **62.6 Million HKD**, driven by the control systems segment, while sales costs decreased by 26.7%, leading to a 178.7% surge in gross profit to **24.8 Million HKD**, and a significant narrowing of loss attributable to owners to **17.8 Million HKD** Revenue by Business Segment | Business Segment | FY2024 (Thousand HKD) | % of Total | FY2023 (Thousand HKD) | % of Total | | :--- | :--- | :--- | :--- | :--- | | Building Intelligence | 24,305 | 38.8% | 25,766 | 42.6% | | Control Systems | 38,030 | 60.8% | 33,977 | 56.1% | | Data Center | 246 | 0.4% | 795 | 1.3% | | **Total** | **62,581** | **100.0%** | **60,538** | **100.0%** | - Gross profit increased by **178.7%** year-on-year to **24.8 Million HKD**, with gross margin improving from **14.8%** to **39.6%**, primarily due to the launch of high-margin new products whose related R&D costs were expensed in prior years[48](index=48&type=chunk) - Administrative and other operating expenses decreased by **9.3 Million HKD** year-on-year to **27.5 Million HKD**, mainly due to lower staff costs[52](index=52&type=chunk) - Loss attributable to owners of the Company significantly decreased by **56.6%** from **41.0 Million HKD** to **17.8 Million HKD**[56](index=56&type=chunk) [Capital Structure, Liquidity and Financial Resources](index=16&type=section&id=Capital%20Structure%2C%20Liquidity%20and%20Financial%20Resources) The Group relies on operating cash, bank borrowings, and shareholder contributions for working capital, successfully raising approximately **38.5 Million HKD** net from two share placements in FY2024, significantly improving its financial position with current ratio increasing to **1.3** and gearing ratio decreasing to **15%** - Completed placement of **40,000,000** shares in May 2023, raising approximately **14.7 Million HKD** net proceeds, fully utilized for general working capital[62](index=62&type=chunk)[64](index=64&type=chunk) - Completed placement of **60,000,000** shares in March 2024, raising approximately **23.8 Million HKD** net proceeds, intended for general working capital and future investments[66](index=66&type=chunk)[68](index=68&type=chunk) Key Financial Ratios | Metric | March 31, 2024 | March 31, 2023 | | :--- | :--- | :--- | | Current Ratio | 1.3 | 0.7 | | Gearing Ratio | 15% | 96% | - Outstanding bank borrowings as of March 31, 2024, were approximately **50.7 Million HKD**, a decrease from **62.8 Million HKD** in the prior year[70](index=70&type=chunk) [Other Disclosures](index=19&type=section&id=Other%20Disclosures) This year, the Group undertook significant transactions including a share placement in MOX Group Limited, full disposal of Universal Clean Energy Investment Limited, and sale of two subsidiaries to a former co-CEO, while reducing employee count from 115 to 73, decreasing staff costs, and not recommending any dividends for the year, with post-reporting period events including share option grants and a new non-executive director appointment - Significant disposals include the full sale of Universal Clean Energy Investment Limited and the sale of two blockchain-related subsidiaries to a former co-CEO[73](index=73&type=chunk)[75](index=75&type=chunk) - Employee count decreased from **115** to **73** employees, with staff costs decreasing by **6.1%** year-on-year to **18.4 Million HKD**[79](index=79&type=chunk) - The Board does not recommend the declaration of any dividend for the year ended March 31, 2024[88](index=88&type=chunk) - Post-reporting period events include the grant of **25,043,200** share options on April 27, 2024, and the appointment of Ms. Mo Yina as a non-executive director on May 29, 2024[84](index=84&type=chunk)[86](index=86&type=chunk) [Directors](index=22&type=section&id=Directors) [Biographies of Directors](index=22&type=section&id=Biographies%20of%20Directors) This section provides detailed biographies of the Company's executive, non-executive, and independent non-executive directors, highlighting their diverse professional backgrounds in equity investment, logistics, accounting, finance, and law, which contribute to the Board's varied expertise - Executive Director Mr. Han Weining is the Company's CEO, with extensive experience in the telecommunications technology industry, holding a major stake in the Company through his wholly-owned entity[90](index=90&type=chunk) - Executive Director Mr. You Yiyang, appointed in March 2024, holds master's degrees in finance and accounting, with over ten years of experience in equity investment[91](index=91&type=chunk) - The independent non-executive director team possesses diverse professional backgrounds, covering accounting, finance, investment, and legal fields, contributing to corporate governance and decision-making[94](index=94&type=chunk)[95](index=95&type=chunk)[97](index=97&type=chunk)[98](index=98&type=chunk) [Directors' Report](index=25&type=section&id=Directors%27%20Report) [Principal Businesses and Risk Management](index=25&type=section&id=Principal%20Businesses%20and%20Risk%20Management) This report outlines the Group's principal businesses, including automatic control systems, intelligent systems, and advanced technology leasing/hosting services, while identifying key risks such as business/market, operational, financial (exchange rate, interest rate, liquidity), and compliance risks, along with their respective monitoring and management measures - The Group's principal businesses include: (i) automatic control systems and solutions; (ii) intelligent systems (visual intercom and surveillance); and (iii) leasing, hosting, and related services for advanced technologies (computer equipment, robots, etc)[102](index=102&type=chunk) - Key risks faced by the Group include: business/market risks (reliance on the Chinese market), operational risks, financial risks (exchange rate, interest rate, liquidity), and compliance risks[104](index=104&type=chunk)[105](index=105&type=chunk)[107](index=107&type=chunk)[108](index=108&type=chunk)[109](index=109&type=chunk) [Results and Dividends](index=27&type=section&id=Results%20and%20Dividends) The Group's detailed results for the current financial year are presented in the consolidated statement of profit or loss and other comprehensive income, with the Board deciding not to declare any dividends for the year ended March 31, 2024 - The Directors do not recommend the payment of any dividend for the year ended March 31, 2024[118](index=118&type=chunk) [Major Suppliers and Customers](index=28&type=section&id=Major%20Suppliers%20and%20Customers) In FY2024, the Group exhibited high reliance on its major customers, with the largest customer accounting for **27.1%** of total revenue and the top five customers collectively contributing **58.0%**, whereas suppliers were more diversified, with the largest accounting for **6.0%** of total purchases and the top five for **15.8%** Major Customer and Supplier Proportions | Category | Percentage of Total | | :--- | :--- | | Largest Customer | 27.1% | | Top Five Customers Total | 58.0% | | Largest Supplier | 6.0% | | Top Five Suppliers Total | 15.8% | [Directors' and Interests Disclosure](index=29&type=section&id=Directors%27%20and%20Interests%20Disclosure) The reporting period saw multiple changes in Board members, with CEO Mr. Han Weining holding approximately **18.67%** of the Company's shares through his controlled entities as of March 31, 2024, and Mr. Lin Shaoxin holding approximately **9.91%** as a major shareholder, with no material conflicts of interest for directors in competing businesses or significant contracts during the period - During and after the reporting period, there were several changes in Board members, including the appointment, resignation, and retirement of multiple directors[131](index=131&type=chunk) Directors' and Major Shareholders' Shareholdings (as of March 31, 2024) | Shareholder Name / Company Name | Capacity / Nature of Interest | Number of Shares Held | Approximate Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Mr. Han Weining | Interest in controlled corporation and beneficial owner | 67,246,331 | 18.67% | | Excel Time | Beneficial owner | 53,814,331 | 14.94% | | Lin Shaoxin | Beneficial owner | 35,716,480 | 9.91% | [Share Option Scheme](index=33&type=section&id=Share%20Option%20Scheme) The Company adopted a new share option scheme on September 2, 2022, valid until September 1, 2032, to incentivize contributing directors and employees, with no outstanding share options as of March 31, 2024, and a total of **25,047,264** shares available for issue, representing approximately **6.95%** of the total issued shares - The Company has a share option scheme adopted on September 2, 2022, with a ten-year validity period[146](index=146&type=chunk) - As of March 31, 2024, there were no outstanding share options under the share option scheme[150](index=150&type=chunk) - The total number of shares available for issue under the share option scheme is **25,047,264**, representing approximately **6.95%** of the total issued shares as of the reporting date[151](index=151&type=chunk) [Corporate Governance Report](index=37&type=section&id=Corporate%20Governance%20Report) [Corporate Governance Practices](index=37&type=section&id=Corporate%20Governance%20Practices) The Company has adopted the Corporate Governance Code, complying with all applicable provisions during the reporting period, except for the continuous vacancy of the Board Chairman position since January 3, 2020, and the CEO chairing the 2023 AGM due to the Chairman's absence - The Company failed to comply with Corporate Governance Code Provision C.2 due to the continuous vacancy of the Board Chairman position, with related functions jointly performed by Board members[171](index=171&type=chunk) - Due to the vacant Chairman position, the Company failed to comply with Code Provision F.2.2, with the CEO chairing the 2023 Annual General Meeting[172](index=172&type=chunk) [Board of Directors](index=38&type=section&id=Board%20of%20Directors) As of the reporting period end, the Board comprised two executive and four independent non-executive directors, possessing diverse skills and experience, with the Company adopting a Board Diversity Policy and holding 17 meetings during the year to discuss strategy and operations, ensuring director liability insurance and independent non-executive director independence - The Board has adopted a diversity policy and believes the current Board members possess good diversity in terms of gender, age, cultural background, and professional experience[177](index=177&type=chunk) - For the year ended March 31, 2024, the Board held **17** meetings and **1** general meeting, with generally high attendance rates among directors[181](index=181&type=chunk) [Board Committees](index=42&type=section&id=Board%20Committees) The Company has established an Audit Committee, Remuneration Committee, and Nomination Committee, all chaired by independent non-executive directors, responsible for overseeing financial reporting, internal controls, remuneration policies, and Board structure/nominations, holding 2, 5, and 5 meetings respectively during the year - The Audit Committee, composed of three independent non-executive directors, is responsible for reviewing financial statements and internal control systems, holding **2** meetings during the year[194](index=194&type=chunk)[195](index=195&type=chunk) - The Remuneration Committee, composed of three independent non-executive directors, is responsible for reviewing remuneration policies, holding **5** meetings during the year[196](index=196&type=chunk)[199](index=199&type=chunk) - The Nomination Committee, primarily composed of independent non-executive directors, is responsible for reviewing Board composition and nominating candidates, holding **5** meetings during the year[200](index=200&type=chunk)[203](index=203&type=chunk) [Internal Control and Risk Management](index=47&type=section&id=Internal%20Control%20and%20Risk%20Management) The Board holds ultimate responsibility for the Group's risk management and internal control systems, reviewing their effectiveness annually, with a COSO-framework-based system and external review confirming its effectiveness, and the Company continuously assessing the need for an internal audit function - The Board confirms its responsibility for risk management and internal control systems, reviewing their effectiveness at least annually[211](index=211&type=chunk) - The Group has established a four-tier risk management governance structure and implemented an internal control system based on the COSO framework, covering five key components: control environment, risk assessment, control activities, information and communication, and monitoring activities[212](index=212&type=chunk)[218](index=218&type=chunk) - The Company currently does not have an internal audit function, with the Board deeming external professional review more cost-effective, and will continue to assess the need for an in-house internal audit department[228](index=228&type=chunk) [Environmental, Social and Governance Report](index=53&type=section&id=Environmental%2C%20Social%20and%20Governance%20Report) [Report Overview and Governance](index=53&type=section&id=Report%20Overview%20and%20Governance) This ESG report outlines the Group's FY2024 sustainability commitments and performance, focusing on operational company Wankesi, detailing its ESG governance structure, environmental targets, and 17 material ESG issues identified through stakeholder engagement, including GHG emissions, energy consumption, employee development, product quality, and anti-corruption - The report is prepared in accordance with the HKEX ESG Reporting Guide, primarily covering Wankesi, an operating company with significant environmental impact[233](index=233&type=chunk)[235](index=235&type=chunk) - The Group has established an ESG governance structure led by the Board, responsible for strategy, target setting, and risk oversight[238](index=238&type=chunk)[241](index=241&type=chunk) - Through materiality assessment, the Group identified **17** material ESG issues, with "Greenhouse Gas Emissions," "Waste Management," "Energy Consumption," "Employee Development and Training," and "Product Quality Control" deemed most important[248](index=248&type=chunk)[252](index=252&type=chunk) [A. Environment](index=58&type=section&id=A.%20Environment) The Group is committed to environmental sustainability, adhering to regulations, managing emissions through efficient filtration and energy-saving measures, promoting resource conservation in electricity, water, and packaging, and developing strategies to address physical and transitional climate-related risks Wankesi Greenhouse Gas Emissions | Metric | Unit | FY2024 | FY2023 | | :--- | :--- | :--- | :--- | | Total GHG Emissions | tonnes of CO2e | 133.92 | 345.97 | | GHG Emissions Intensity | tonnes of CO2e / Total Annual Production | 0.02 | 0.02 | Wankesi Energy and Water Consumption | Metric | Unit | FY2024 | FY2023 | | :--- | :--- | :--- | :--- | | Total Energy Consumption | kWh | 234,823.00 | 436,773.81 | | Energy Consumption Intensity | kWh / Total Annual Production | 31.31 | 26.07 | | Total Water Consumption | cubic meters | 3,704.00 | 3,955.83 | | Water Consumption Intensity | cubic meters / Total Annual Production | 0.49 | 0.24 | - The Group has set targets to reduce greenhouse gas emissions intensity, non-hazardous waste intensity, energy consumption intensity, and water consumption intensity by or before FY2025, using FY2022 as the baseline[256](index=256&type=chunk)[260](index=260&type=chunk)[268](index=268&type=chunk)[272](index=272&type=chunk) - The Group has identified physical risks (e.g., extreme weather) and transitional risks (e.g., stricter regulations) related to climate change, and has developed corresponding prevention and response measures[282](index=282&type=chunk)[284](index=284&type=chunk) [B. Society](index=64&type=section&id=B.%20Society) In social responsibility, the Group is committed to protecting employee rights, providing fair employment, a safe workplace, and diverse training, strictly prohibiting child and forced labor, implementing stringent supply chain management, prioritizing product quality, customer privacy, and intellectual property, and maintaining clear anti-corruption policies with relevant training for directors and staff - As of March 31, 2024, the Group had **73** employees, a decrease from **115** last year, with an employee turnover rate of **57.53%** for the year[289](index=289&type=chunk)[292](index=292&type=chunk) - The Group highly prioritizes occupational health and safety, with no work-related injuries or fatalities reported during the period, and zero lost workdays due to work-related injuries[294](index=294&type=chunk) - The Group has established a four-module training system, with approximately **32.88%** of employees receiving training in FY2024, averaging **1.99** hours per trainee[299](index=299&type=chunk)[300](index=300&type=chunk) - The Group has established a stringent supplier management system, requiring suppliers to adhere to a code of ethics, with **164** suppliers in FY2024, all located in China[308](index=308&type=chunk) - The Group has an anti-corruption policy and whistleblowing system, providing anti-corruption training to **3** directors and **37** employees during the current financial year[323](index=323&type=chunk) [Financial Statements](index=79&type=section&id=Financial%20Statements) [Independent Auditor's Report](index=79&type=section&id=Independent%20Auditor%27s%20Report) The auditor, Grandall CPA Limited, issued an unmodified opinion on the Group's consolidated financial statements for the year ended March 31, 2024, affirming they present a true and fair view in accordance with HKFRSs and the Companies Ordinance, with "Provision for Expected Credit Losses on Trade Receivables" identified as a key audit matter, which the auditor found supported by evidence after reviewing management's assessment - The auditor issued an unmodified opinion on the consolidated financial statements[339](index=339&type=chunk) - A key audit matter was "Provision for Expected Credit Losses on Trade Receivables," with total trade receivables of approximately **48.5 Million HKD** and expected credit loss provision of approximately **26.2 Million HKD** as of the reporting period end[341](index=341&type=chunk)[343](index=343&type=chunk) - The auditor's procedures, including understanding key controls, sampling aging and post-period settlements, inquiring management, and evaluating the ECL model, supported management's judgments and estimates[345](index=345&type=chunk)[346](index=346&type=chunk) [Consolidated Financial Statements](index=84&type=section&id=Consolidated%20Financial%20Statements) This section presents the Group's four core financial statements for the year ended March 31, 2024, showing a narrowed annual loss of **17.8 Million HKD**, total assets of **223.1 Million HKD**, increased total equity to **116.2 Million HKD**, and year-end cash and cash equivalents rising to **33.4 Million HKD**, primarily due to net cash inflow from financing activities Consolidated Financial Statements Key Data (Thousand HKD) | Statement | Metric | FY2024 | FY2023 | | :--- | :--- | :--- | :--- | | **Statement of Profit or Loss** | Revenue | 62,581 | 60,538 | | | Loss for the Year | (17,768) | (43,679) | | **Statement of Financial Position** | Total Assets | 223,095 | 226,023 | | | Total Liabilities | 106,884 | 157,654 | | | Total Equity | 116,211 | 68,369 | | **Statement of Cash Flows** | Net Cash from Operating Activities | (17,478) | (2,716) | | | Net Cash from Investing Activities | (2,657) | (390) | | | Net Cash from Financing Activities | 50,784 | (2,834) | | | Cash and Cash Equivalents at Year End | 33,373 | 2,345 | [Notes to the Consolidated Financial Statements](index=91&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) The notes provide detailed explanations and supplementary information to the consolidated financial statements, covering general information, new accounting standards, significant accounting policies, key judgments and estimates, disaggregated revenue, expenses, assets, liabilities, and equity items, as well as segment information, related party transactions, financial risk management, and post-reporting period events - Note 5 discloses that revenue primarily originated from Building Intelligence (**24.3 Million HKD**) and Control Systems (**38.0 Million HKD**) businesses[496](index=496&type=chunk) - Note 13 provides detailed segment reporting, showing profitability in Building Intelligence and Control Systems segments, while the Data Center segment incurred losses[528](index=528&type=chunk) - Notes 21 and 30(a) detail the aging analysis of trade and other receivables and the assessment of expected credit loss provisions, a key audit matter[563](index=563&type=chunk)[602](index=602&type=chunk) - Note 28(b) records the share capital changes during the year, including the issuance of **100 Million** new shares through two placements[583](index=583&type=chunk)[585](index=585&type=chunk) - Note 35 discloses post-reporting period events, including the grant of **25,043,200** share options and the appointment of a non-executive director[649](index=649&type=chunk)[650](index=650&type=chunk) [Five Year Summary](index=175&type=section&id=Five%20Year%20Summary) [Five Year Summary](index=175&type=section&id=Five%20Year%20Summary) This section provides a summary of the Group's key financial data for the past five fiscal years (2020-2024), showing revenue peaking in 2022 before stabilizing around **60 Million HKD** in recent years, consistent losses over five years with FY2024 being the second lowest, and total assets and equity recovering in FY2024 after prior declines Five Year Financial Data Summary (Thousand HKD) | Year Ended March 31 | FY2024 | FY2023 | FY2022 | FY2021 | FY2020 | | :--- | :--- | :--- | :--- | :--- | :--- | | **Results** | | | | | | | Revenue | 62,581 | 60,538 | 114,165 | 90,281 | 73,243 | | Loss Attributable to Owners of the Company | (17,840) | (40,971) | (109,678) | (15,133) | (38,677) | | **Financial Position** | | | | | | | Total Assets | 223,095 | 226,023 | 271,452 | 309,714 | 296,288 | | Total Liabilities | (106,884) | (157,654) | (166,017) | (147,072) | (123,083) | | Equity Attributable to Owners of the Company | 113,173 | 69,126 | 102,893 | 156,218 | 165,568 |

[Supplemental Announcement Regarding Annual Results for FY2024](index=1&type=section&id=Supplemental%20Announcement%20Regarding%20Annual%20Results%20for%20the%20Year%20Ended%20March%2031%2C%202024) This announcement provides supplementary information to the annual results for the year ended March 31, 2024, primarily clarifying the auditor's scope of work [Announcement Background](index=1&type=section&id=Announcement%20Background) This announcement, issued by Synergis Holdings Limited on July 1, 2024, supplements the annual results announcement published on June 28, 2024, for the year ended March 31, 2024 - This document serves as a supplement to the annual results announcement released on June 28, 2024[2](index=2&type=chunk) [Clarification of Auditor's Scope of Work](index=1&type=section&id=Scope%20of%20Work%20of%20Guowei%20CPA%20Limited) The core of this announcement clarifies the scope of work performed by Guowei CPA Limited regarding the preliminary results announcement, confirming financial figures align with draft consolidated financial statements but without providing an audit opinion or assurance conclusion - The auditor confirmed that the financial figures in the preliminary results announcement are consistent with the company's draft consolidated financial statements for the same year[3](index=3&type=chunk) - The auditor explicitly stated that the work performed does not constitute an assurance engagement, thus no opinion or assurance conclusion was expressed on the preliminary announcement[3](index=3&type=chunk) [Other Information](index=2&type=section&id=Other%20Information) All other information in the original annual results announcement remains unchanged, with the announcement concluding by listing the Board of Directors as of the announcement date - Except for the supplementary information, all other content of the original annual results announcement remains unchanged[5](index=5&type=chunk) - The announcement lists the company's Board of Directors as of July 1, 2024, including executive, non-executive, and independent non-executive directors[6](index=6&type=chunk)

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告之內容概不負 責，對 其 準 確 性 或 完 整 性 亦 不 發 表 任 何 聲 明，並 明 確 表 示 概 不 就 因 本 公 告 全 部 或任何部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。 協同通信集團有限公司 Synertone Communication Corporation （於開曼群島註冊成立之有限公司） （股份代號：1613） 截至二零二四年三月三十一日止年度全年業績公告 協 同 通 信 集 團 有 限 公 司（「本公司」，連 同 其 附 屬 公 司 統 稱「本集團」）董 事（「董 事」） 會（「董事會」）公 佈 本 集 團 截 至 二 零 二 四 年 三 月 三 十 一 日 止 年 度 的 綜 合 業 績，連 同截至二零二三年同期的比較數字如下： – 1 – 綜合損益及其他全面收益表 截至二零二四年三月三十一日止年度 | | | 二零二四年 二零二三年 | | --- | --- | --- | | 附 | | 註 千港元 千港元 | | | 收 益 | 4 62,581 60,538 | | | 銷售成本 | (37, ...