Financial Performance - For the fiscal year ending March 31, 2024, the company recorded a net profit attributable to shareholders of approximately HKD 2.2 million, an increase of about 57.1% compared to HKD 1.4 million for the fiscal year ending March 31, 2023[4]. - Revenue from retail sales of tiles, sanitary ware, and other products decreased by approximately 37.5% to about HKD 58.9 million, down from HKD 94.2 million in the previous fiscal year[4]. - For the fiscal year ending March 31, 2024, the group recorded total revenue of approximately HKD 122.6 million, a decrease of about 20.3% compared to HKD 153.9 million for the previous year[122]. - The group's gross profit was approximately HKD 79.6 million, slightly down by about 1.85% from HKD 81.1 million in the previous year, while the overall product profit margin increased from approximately 52.9% to 65.3%[122]. - The net profit attributable to the owners of the company was approximately HKD 1.7 million, an increase of about 57.1% from HKD 1.4 million in the previous year[122]. - Total revenue for the year ended March 31, 2024, was approximately HKD 122.6 million, down about 20.3% from HKD 153.9 million for the year ended March 31, 2023[151]. - Revenue from the sale of tiles and sanitary ware was approximately HKD 122.1 million, compared to HKD 153.4 million in the previous year, with retail sales at HKD 58.9 million and non-retail sales at HKD 63.2 million[154]. - Non-retail sales increased by approximately 6.6% from HKD 59.3 million to HKD 63.2 million due to efforts to expand sales to non-retail customers[148]. Operational Efficiency and Strategy - The company aims to enhance operational efficiency and explore opportunities to diversify revenue sources to improve financial performance[14]. - The group aims to diversify its revenue sources and enhance financial performance by exploring new opportunities[137]. - The group plans to expand its product range and increase product diversity to meet various customer needs[136]. - The group will continue to monitor changes in the business environment and strive to improve operational efficiency for sustainable development[137]. - The group plans to enhance non-retail sales by strengthening partnerships with existing distributors and project clients, including interior design firms and property developers[183]. Corporate Governance - The company has taken proactive steps to identify candidates who meet relevant regulations for independent non-executive director positions to fill vacancies in the audit and nomination committees[34]. - The company has received a waiver from the Stock Exchange to strictly comply with Listing Rules 3.10(1), 3.21, and 3.27A, extending the period to fill vacancies until August 14, 2024[46]. - The board currently has only two independent non-executive directors, which is below the minimum requirement of three as per Listing Rule 3.10(1)[49]. - The company is committed to ensuring all independent non-executive directors attend future shareholder meetings to comply with governance codes[46]. - The company has appointed Huang Chunping as an independent non-executive director, who will serve until the next annual general meeting[50]. - The board has agreed to recommend the reappointment of the external auditor for the next financial year at the upcoming annual general meeting[70]. - The company is focused on enhancing its corporate governance practices to meet regulatory requirements and improve board diversity[34]. - The audit committee held six meetings during the fiscal year ending March 31, 2024, to review the group's unaudited financial statements for the six months ending September 30, 2023[74]. - The nomination committee held one meeting to assess the board's structure, composition, and performance, ensuring compliance with corporate governance standards[94]. - The company has adopted a board diversity policy to ensure a balance of skills, experience, and diversity to meet business needs[196]. - The audit committee consists of three independent non-executive directors, complying with the requirement of at least three members as per listing rules[195]. - All independent non-executive directors have confirmed their independence positively for the year[196]. - The company has established mechanisms to ensure independent opinions and advice are available to the board[198]. - The board reviews the effectiveness of the mechanisms for independent non-executive directors annually[198]. - The company has a specific inquiry process to confirm the independence of independent non-executive directors[196]. - The company emphasizes the importance of qualifications and time commitment in the recruitment of independent non-executive directors[198]. - The company has a history of appointing directors based on merit and their potential contributions to the board and the company[196]. Financial Position and Risks - As of March 31, 2024, the company had bank borrowings of approximately HKD 92.1 million, an increase from HKD 80.7 million in the previous year[22]. - The company faces currency risk and foreign exchange fluctuations, particularly with the Euro, which may affect profit margins and operational performance[23]. - As of March 31, 2024, the group's debt-to-equity ratio was approximately 0.64 times, compared to 0.63 times in 2023, indicating stable financial leverage[174]. - The group has pledged investment properties valued at approximately HKD 34.3 million and bank deposits of about HKD 15.0 million as collateral for bank borrowings[178]. - The group will continue to monitor foreign currency risks closely and consider hedging significant foreign currency risks as needed[160]. Employee and Cost Management - Employee costs for the fiscal year were approximately HKD 17.4 million, a reduction from HKD 20.6 million in the previous year, attributed to a decrease in the number of employees[6]. - Employee costs for the group were approximately HKD 17.4 million for the year ending March 31, 2024, down from HKD 20.6 million in 2023, reflecting a reduction in workforce from 65 to 51 employees[179]. - Other expenses for the year were approximately HKD 14.8 million, a decrease from HKD 18.6 million in the previous year, primarily due to reduced procurement of inventory[156]. Future Outlook - The company remains cautious about the retail sector outlook, anticipating that fluctuating markets combined with high interest rates will continue to significantly impact retail operations[14]. - The group anticipates an increase in demand for home renovation materials following the Hong Kong government's cancellation of property cooling measures in late February 2024[126]. - The group anticipates an increase in demand for home renovation materials following the Hong Kong government's removal of property transaction restrictions in February 2024[182].

Financial Performance - The total revenue for the year ended March 31, 2024, was HKD 122,577,000, a decrease of 20.4% compared to HKD 153,945,000 for the previous year[4]. - The net profit for the year was HKD 2,163,000, representing an increase of 53.1% from HKD 1,412,000 in the previous year[4]. - Basic earnings per share increased to HKD 0.87, up from HKD 0.59, reflecting a growth of 47.5%[4]. - The total comprehensive income for the year was HKD 2,163,000, compared to HKD 1,412,000, marking a growth of 53.1%[4]. - The company reported a pre-tax profit of HKD 2,650,000, an increase of 17.1% from HKD 2,263,000 in the previous year[4]. - The pre-tax profit for the year 2024 was HKD 17,422,000, compared to HKD 20,557,000 in 2023, representing a decrease of approximately 15.5%[32]. - The company's profit attributable to shareholders for the year ending March 31, 2024, was approximately HKD 2.2 million, an increase of about 57.1% from HKD 1.4 million in 2023[57]. Revenue Breakdown - Total revenue from customer contracts was HKD 122,097,000 in 2023, compared to HKD 153,465,000 in 2024, representing a decrease of approximately 20.5%[20]. - Retail sales contributed HKD 58,875,000 in 2023, while non-retail sales generated HKD 63,222,000, indicating a shift in sales channels[20]. - Revenue from Hong Kong for 2024 was HKD 101,077,000, down from HKD 114,874,000 in 2023, representing a decline of approximately 12%[28]. - Revenue from Macau decreased significantly from HKD 39,071,000 in 2023 to HKD 21,500,000 in 2024, a drop of about 45%[28]. - Sales from tiles, sanitary ware, and other products accounted for approximately 99.6% of total revenue for the year ended March 31, 2024[51]. Cost Management - The cost of goods sold decreased to HKD 42,429,000 from HKD 72,353,000, indicating a reduction of 41.3%[4]. - Employee costs were reduced to HKD 17,422,000 from HKD 20,557,000, a decrease of 15.5%[4]. - The total employee benefits expenses, including salaries and other benefits, amounted to HKD 16,857,000 in 2024, down from HKD 18,807,000 in 2023, a reduction of about 10.4%[32]. - Other expenses decreased to approximately HKD 14.8 million for the year ending March 31, 2024, from HKD 18.6 million in 2023, primarily due to a reduction in product delivery costs[56]. Assets and Liabilities - As of March 31, 2024, total assets amounted to HKD 224,013,000, an increase from HKD 200,730,000 in the previous year, representing a growth of approximately 11.6%[6]. - Current assets decreased to HKD 92,979,000 from HKD 105,340,000, reflecting a decline of about 11.7%[6]. - Total liabilities increased to HKD 171,958,000 from HKD 156,207,000, indicating a rise of approximately 10.2%[7]. - The company's equity increased to HKD 143,420,000 from HKD 127,360,000, marking a growth of approximately 12.6%[7]. - The asset-to-liability ratio as of March 31, 2024, was approximately 0.64 times, compared to 0.63 times in 2023[60]. Strategic Initiatives - The company plans to focus on market expansion and new product development in the upcoming fiscal year[2]. - The company has implemented new strategies to enhance operational efficiency and reduce costs[2]. - The company plans to expand its product portfolio and increase product variety to enhance market position and competitiveness[75]. - The company will focus on strengthening collaborations with existing distributors and project clients to boost non-retail sales revenue[76]. - The company remains cautious about the retail sector outlook, expecting significant impacts from fluctuating market conditions and high interest rates[76]. Compliance and Governance - The company has adopted new Hong Kong Financial Reporting Standards (HKFRS) effective from April 1, 2023, which includes significant updates on insurance contracts and accounting policy disclosures[12]. - The revisions to HKFRS are not expected to have a significant impact on the company's financial position or performance for the current and prior years[15]. - The company has applied for and received a waiver from strict compliance with Listing Rules regarding the composition of the board and committees, extending the compliance period until August 14, 2024[81]. - The company has adopted a share option scheme, granting 4,800,000 share options to executive directors at an exercise price of HKD 0.300 per share, representing 1.69% of the issued share capital as of March 31, 2024[87]. Market Outlook - Future guidance indicates a cautious outlook due to market volatility but aims for gradual recovery in revenue growth[2]. - The company anticipates an increase in demand for home renovation and improvement materials following the removal of property market restrictions by the Hong Kong government[75]. - The group faced currency risk due to costs incurred in euros while receiving revenue in Hong Kong dollars, which could affect profit margins[61]. - The group did not utilize any financial instruments for hedging purposes during the year and currently has no foreign currency hedging policy[63].

Financial Performance - Revenue for the six months ended September 30, 2023, was HKD 81,953,000, an increase of 12.8% compared to HKD 72,905,000 in the same period of 2022[6] - Net profit for the period was HKD 8,085,000, representing a 4.4% increase from HKD 7,742,000 in the previous year[6] - Basic earnings per share increased to HKD 3.37, up from HKD 3.23, reflecting a growth of 4.3%[6] - The company reported a profit before tax of HKD 9,911,000, compared to HKD 8,785,000 in the previous year, reflecting a growth of 12.8%[22] - Pre-tax profit for the period was HKD 8,085,000, compared to HKD 7,742,000 in the same period last year, indicating a growth of 4.4%[32] - Profit attributable to the owners of the company slightly increased by 5.2% from approximately HKD 7.7 million for the six months ended September 30, 2022, to approximately HKD 8.1 million for the six months ended September 30, 2023[56] Revenue Breakdown - Tile sales contributed HKD 75,764,000, up 51.9% from HKD 49,884,000 in the previous year, while bathroom fixtures and other products decreased to HKD 5,949,000 from HKD 22,781,000[18] - Retail sales accounted for HKD 36,406,000, down 29.0% from HKD 51,358,000, while non-retail sales surged to HKD 45,307,000, up 112.5% from HKD 21,307,000[18] - Revenue from external customers for the six months ended September 30, 2023, was HKD 81,953,000, an increase of 12.8% compared to HKD 72,905,000 in 2022[25] - Revenue from Hong Kong increased to HKD 60,453,000 from HKD 52,955,000, representing a growth of 14.2%[25] - Revenue from Macau rose to HKD 21,500,000 from HKD 19,950,000, reflecting an increase of 7.8%[25] - Revenue from the sale of tiles and sanitary ware products was approximately HKD 81.7 million, with retail sales contributing HKD 36.4 million and non-retail sales contributing HKD 45.3 million[60] Assets and Liabilities - Total assets as of September 30, 2023, were HKD 218,877,000, up from HKD 200,730,000 as of March 31, 2023[8] - The company’s total liabilities increased to HKD 180,811,000 from HKD 178,710,000, indicating a slight rise in financial obligations[24] - Trade receivables increased significantly to HKD 86,529,000 from HKD 58,824,000, marking a 47.1% rise[8] - Non-current assets decreased to HKD 97,379,000 from HKD 105,340,000, reflecting a decline of 7.5%[8] - Cash generated from operating activities was HKD 30,377,000, compared to HKD 27,026,000 in the prior year, indicating a 8.7% increase[11] - Cash and cash equivalents increased from HKD 13.8 million as of March 31, 2023, to HKD 15.9 million as of September 30, 2023[44] Financing and Costs - Financing costs rose to HKD 3,844,000 from HKD 2,694,000, an increase of 42.6%[6] - Total financing costs for the six months ended September 30, 2023, were HKD 3,844,000, up 42.6% from HKD 2,694,000 in 2022[26] - Employee costs decreased to approximately HKD 8.7 million from HKD 10.3 million due to a reduction in the number of employees[62] - The group had bank borrowings of approximately HKD 75.1 million as of September 30, 2023, down from HKD 80.7 million as of March 31, 2023[68] Strategic Developments - The company continues to focus on expanding its retail and property investment segments, with ongoing evaluations of resource allocation and performance assessment[22] - The acquisition of Zhi Chen, which specializes in solar panel installation and renewable energy consulting, is expected to enhance the group’s business network in the renewable energy sector and diversify its revenue sources[81] - The board believes that the sale of solar panel systems complements the company’s core business of selling high-end tile products to retail and non-retail customers[81] - The group anticipates significant impacts on the retail sector due to market volatility and high interest rates, and plans to implement strict measures to tighten operational expenses[80] Shareholder Information - The company has a total of 240 million shares issued and fully paid as of September 30, 2023[51] - As of September 30, 2023, Mr. Cao Sihao holds 150,000,000 shares, representing 62.50% of the company’s issued share capital[83] - Ms. Xu Daofei holds 152,740,000 shares, representing 63.64% of the company’s issued share capital through her spouse's interests[83] Corporate Governance - The company adopted and complied with the corporate governance code as per the listing rules, with a deviation from code provision C.2.1 regarding the roles of the Chairman and CEO[91] - The audit committee consists of three independent non-executive directors who review the financial information and the relationship with external auditors[97] - No significant contracts involving the company or its subsidiaries were identified as having substantial interests held by directors or controlling shareholders during the reporting period[88]

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容 概不負責，對其準確性或完整性亦不發表任何聲明，並明確表示，概不對 因本公告全部或任何部分內容而產生或因依賴該等內容而引致的任何損 失承擔任何責任。 （於開曼群島註冊成立的有限公司） （股份代號：1653） 截 至 二 零 二 三 年 九 月 三 十 日 止 六 個 月 中 期 業 績 公 告 MOS House Group Limited（「本公司」）董事（「董事」）會（「董事會」）呈列本公司 及其附屬公司（統稱「本集團」）於截至二零二三年九月三十日止六個月的 未 經 審 核 簡 明 綜 合 財 務 業 績，連 同 二 零 二二 年 相 應 期 間 的 比 較 數 字。除 另有所指外，本公告所用詞彙與本公司日期為二零一八年九月二十八日 的招股章程（「招股章程」）所界定者具有相同涵義。 ...

Financial Performance - The total revenue for the fiscal year ending March 31, 2023, was approximately HKD 153.9 million, a decrease of about 7.2% compared to HKD 165.8 million for the previous fiscal year[5]. - Gross profit was approximately HKD 81.1 million, down about 15.3% from HKD 95.8 million in the previous year, with a profit margin decreasing from 58.0% to 52.9%[5]. - Net profit attributable to shareholders was approximately HKD 1.4 million, a significant decrease of about 88.2% from HKD 11.9 million in the previous year[5]. - Retail sales of tiles and sanitary ware products decreased by approximately 20.5% to about HKD 94.2 million, compared to HKD 118.5 million in the previous year[6]. - Non-retail sales increased by approximately 27.0% to about HKD 59.2 million, driven by the introduction of high-end European kitchen cabinets[6]. - Rental income from property investments was approximately HKD 0.5 million, down from HKD 0.7 million in the previous year due to rent concessions offered to tenants[6]. - The group's total revenue for the year ended March 31, 2023, was approximately HKD 153.9 million, a decrease of about 7.2% from HKD 165.8 million for the year ended March 31, 2022[17]. - Retail sales of tiles, sanitary ware, and other products generated revenue of approximately HKD 94.2 million, down about 20.5% from HKD 118.5 million in the previous year[17]. - Non-retail sales increased by approximately 27.0% to HKD 59.2 million, compared to HKD 46.6 million in the previous year[17]. - The gross profit for the year was approximately HKD 81.1 million, a decrease of about 15.3% from HKD 95.8 million in the previous year, with the overall product profit margin declining from 58.0% to 52.9%[18]. - The company's attributable profit for the year was approximately HKD 1.4 million, a significant decrease of about 88.2% from HKD 11.9 million in the previous year[22]. Operational Efficiency and Strategy - The company aims to diversify its revenue sources and enhance its product offerings, focusing on high-end sanitary ware and kitchen cabinets[9]. - The management team is committed to maintaining operational efficiency and negotiating reasonable rents during lease renewals[7]. - The company plans to strengthen partnerships with existing distributors and project clients to boost non-retail sales revenue[9]. - The management expresses confidence in the long-term development and ability to enhance shareholder value despite challenging market conditions[10]. - The company aims to expand its product portfolio by selectively increasing non-tile products, including high-end European sanitary ware and kitchen cabinets[34]. - The company plans to enhance non-retail sales by strengthening collaborations with existing distributors and project clients, including interior design firms and property developers[34]. - The company is focused on diversifying its revenue sources to stabilize financial performance amid a challenging market environment[35]. Corporate Governance - The company has a strong governance structure with independent directors on key committees, ensuring compliance and oversight[45]. - The management team is well-qualified, with members holding advanced degrees and professional qualifications in finance and management[50]. - The board of directors has no conflicts of interest with major shareholders, ensuring unbiased decision-making[45]. - The company is committed to maintaining high standards of corporate governance and transparency in its operations[46]. - The board consists of five directors, including two executive directors and three independent non-executive directors, ensuring a strong independent element[58]. - The company has adopted a board diversity policy to ensure a balanced mix of skills, experience, and diversity in its board composition[60]. - The company held seven board meetings during the fiscal year, including discussions on the acquisition of a company that was ultimately terminated due to unmet conditions[65]. - The company has confirmed the independence of all three independent non-executive directors following an annual assessment[59]. - The company plans to maintain at least one female director on the board to support gender diversity initiatives[62]. - The board will continue to review the separation of the roles of chairman and CEO to align with best practices in corporate governance[55]. - The company has established mechanisms to ensure independent opinions and advice are available to the board[63]. - The annual general meeting is scheduled for September 18, 2023, to address board re-elections and other corporate matters[65]. - The board of directors had a high attendance rate, with the chairman and CEO attending 6 out of 7 meetings[67]. - The audit committee held three meetings during the fiscal year ending March 31, 2023, with full attendance from its members[77]. - The company confirmed no disagreements between the board and the audit committee regarding the reappointment of the external auditor for the upcoming year[78]. - The company has established four functional committees to assist the board in fulfilling its duties, including the audit committee, remuneration committee, nomination committee, and corporate governance committee[74]. - All directors confirmed compliance with the trading code for securities transactions as of March 31, 2023[70]. - The company provides necessary onboarding training for newly appointed directors to ensure understanding of operations and responsibilities[71]. - The remuneration committee consists of three members, including two independent non-executive directors[79]. - The audit committee is chaired by a member with appropriate professional qualifications in accounting or related financial management[75]. - The company encourages continuous professional development for all directors to enhance their knowledge and skills[72]. - The company has purchased appropriate insurance to protect its directors and senior management against potential legal actions[68]. - The remuneration committee held one meeting during the year ended March 31, 2023, to review and recommend the remuneration for executive directors, with attendance rates of 100% for all members[81]. - The audit fees for the year ended March 31, 2023, were HKD 740,000 for statutory audit services and HKD 115,000 for non-audit services, compared to HKD 730,000 and HKD 103,000 for the previous year, respectively[88]. - The nomination committee also held one meeting during the year ended March 31, 2023, with all members attending 100% of the meetings[84]. - The corporate governance committee reviewed the group's compliance with legal and regulatory requirements during the year ended March 31, 2023, and held one meeting with full attendance[86]. - The company has adopted a dividend policy since December 2018, details of which can be found in the management discussion and analysis section of the annual report[87]. - There were no corruption lawsuits against the group or its employees for the year ended March 31, 2023, and no whistleblower reports were received[92]. - The company secretary confirmed completion of at least 15 hours of relevant professional training as required by the listing rules for the year ended March 31, 2023[89]. - The remuneration committee reviewed the remuneration of directors and senior management, ensuring compliance with contractual terms and fairness in compensation arrangements[83]. - The company is committed to maintaining a transparent environment with anti-corruption procedures in place, adhering to legal and regulatory requirements[90]. - The company has established reporting channels for employees to report any fraudulent or corrupt activities[91]. - The board evaluated the effectiveness of the group's risk management and internal control systems for the year ending March 31, 2023, and deemed them effective and sufficient[93]. - An external independent professional was hired to review and further strengthen the risk management and internal control systems during the year ending March 31, 2023[93]. - The company has no internal audit department; the board believes hiring external professionals for internal audit work is more cost-effective given the group's scale and complexity[93]. - The annual general meeting will be held on September 18, 2023, providing a platform for direct communication between the board and shareholders regarding the group's performance and future development[97]. - The company has adopted and implemented insider information policies to ensure timely and accurate disclosure of relevant information according to securities and futures regulations[95]. - The company confirmed that its consolidated financial statements fairly reflect its financial position and comply with relevant accounting standards and regulations[95]. Environmental, Social, and Governance (ESG) Performance - The company emphasizes the importance of environmental, social, and governance (ESG) performance for long-term growth and value creation[108]. - The environmental, social, and governance (ESG) report covers activities, challenges, and measures taken for the fiscal year ending March 31, 2023[113]. - The company emphasizes the importance of stakeholder feedback in identifying significant ESG issues, conducting a three-step materiality assessment[119]. - Key ESG issues identified include product and service quality, customer health and safety, and customer communication and satisfaction[119]. - The company has established effective management policies and internal control systems for ESG issues, ensuring compliance with Hong Kong Stock Exchange guidelines[120]. - The board evaluates the significance of identified ESG risks and oversees the progress of related goals and initiatives[123]. - Climate-related financial disclosures are guided by the recommendations of the Task Force on Climate-related Financial Disclosures, focusing on governance, strategy, risk management, and metrics[122]. - The company acknowledges the physical climate risks posed by extreme weather events and rising sea levels, which may impact employee safety and retail locations[124]. - The company is committed to continuous monitoring and improvement of its internal control and risk management systems to ensure business sustainability[115]. - The report aims to provide quantitative indicators and relevant targets to demonstrate the company's impact[112]. - The company encourages stakeholder opinions and suggestions to enhance its sustainable development efforts[114]. - The company aims to reduce carbon emissions year-on-year and has implemented various measures to decrease energy usage and water consumption in daily operations[126]. - In the reporting period, the company replaced fuel vehicles with electric vehicles, resulting in a decrease in air pollutants and greenhouse gas emissions density compared to the previous reporting year[130]. - The total greenhouse gas emissions (Scope 1 and 2) for the fiscal year 2023 amounted to 631.14 tons of CO2 equivalent, an increase from 582.32 tons in fiscal year 2022[132]. - The greenhouse gas emissions density (Scope 1 and 2) was 4.10 tons of CO2 equivalent per million HKD in revenue, down from 4.46 tons in the previous year[132]. - The total amount of non-hazardous waste generated in fiscal year 2023 was 63.45 tons, a decrease from 105.75 tons in fiscal year 2022[135]. - The density of non-hazardous waste generated was 0.0019 tons per million HKD in revenue, significantly lower than 0.81 tons in the previous year[135]. - The company is committed to enhancing low-carbon policies and performance in response to the increasing potential impacts of climate change on future business[126]. - The company has established a structured internal control and risk management system to identify climate change risks and opportunities, enhancing resilience[125]. - The company promotes a paperless office initiative and encourages double-sided printing to reduce paper consumption[134]. - The company engages with stakeholders through various communication channels to address concerns and improve environmental, social, and governance performance[128]. - Total energy consumption increased to 4,129,254.80 MJ in 2023 from 3,205,196.61 MJ in 2022, representing a year-on-year increase of approximately 28.8%[137]. - Direct energy consumption rose to 411,967.38 MJ in 2023, up from 340,377.38 MJ in 2022, indicating a 21% increase[137]. - Total water consumption decreased to 355.00 cubic meters in 2023 from 453.28 cubic meters in 2022, reflecting a reduction of approximately 21.7%[139]. - Total packaging material consumption decreased to 0.84 tons in 2023 from 1.8 tons in 2022, showing a decline of about 53.3%[141]. - Employee turnover rate decreased slightly to 33.60% in 2023 from 34.78% in 2022[150]. - The number of employees increased to 65 in 2023 from 61 in 2022, marking a growth of approximately 6.6%[150]. - The density of energy consumption increased to 7,452.99 kWh per million HKD revenue in 2023 from 6,814 kWh in 2022, indicating a rise of about 9.3%[137]. - Water consumption density improved to 2.31 cubic meters per million HKD revenue in 2023 from 3.47 cubic meters in 2022, a decrease of approximately 33.4%[139]. - Packaging material density decreased to 0.0055 tons per million HKD revenue in 2023 from 0.011 tons in 2022, reflecting a reduction of about 50%[141]. - The company has not faced any significant administrative sanctions or penalties related to environmental laws during the reporting period[143]. - The total number of board members remained stable at 5 in both 2023 and 2022, with 4 males and 1 female[151]. - The percentage of trained employees decreased significantly to 23.26% in 2023 from 63.93% in 2022[154]. - The average training hours per employee increased to 41.86 hours in 2023 from 0.1 hours in 2022[154]. - The number of suppliers increased to 81 in 2023 from 76 in 2022, with a notable rise in suppliers from Hong Kong from 15 to 41[159]. - The company reported one work-related injury during the reporting period, resulting in 129 days lost due to injury, compared to 18 days in 2022[152]. - The board training percentage reached 40% in 2023, a significant increase from 0% in 2022[154]. - The company has implemented measures to ensure a safe working environment, with no significant violations of health and safety laws reported[152]. - The company has a strict policy against child labor and forced labor, ensuring compliance with relevant laws and regulations[155]. - The average training hours for male employees were 43.33 hours, while female employees had an average of 39.375 hours in 2023[154]. - The company emphasizes environmental sustainability in supplier selection, with most suppliers holding environmental certifications[158]. - The company donated a total of HKD 630,000 to support health, sports, and social welfare activities during the reporting period[167]. - The breakdown of donations includes HKD 598,000 for health, HKD 22,000 for sports, and HKD 10,000 for social welfare[168]. - The company has registered some trademarks and domain names in Hong Kong and China to protect its intellectual property[162]. - There were no product recalls due to safety and health reasons during the reporting period, and no complaints regarding product quality were received[162]. - The company has implemented strict data privacy policies to safeguard sensitive information related to its operations and business activities[166]. - A total of 1 director and 5 employees received anti-corruption training during the reporting period[163]. - The company encourages employees to participate in local community volunteer activities to foster harmonious relationships with the community[166]. - The company adheres to relevant laws and regulations regarding product safety, health, and advertising, including the Sale of Goods Ordinance and the Consumer Goods Safety Ordinance[162]. - The company has established a whistleblowing channel for employees to report any fraudulent or corrupt practices[163]. - There were no corruption litigation cases against the company or its employees during the reporting period[164]. - The company reported a charitable donation of approximately HKD 630,000 for the year ending March 31, 2023, compared to zero in 2022[187]. - As of March 31, 2023, the company's distributable reserves amounted to approximately HKD 51.4 million, including share premium and accumulated losses[190]. - The top five suppliers accounted for approximately 28.6% of the total procurement for the year ending March 31, 2023, down from 54.2% in 2022[192]. - The largest supplier represented about 9.8% of the total procurement for the year ending March 31, 2023, compared to 33.4% in 2022[192]. - The company did not recommend any dividend payment for the year[181]. - The main business of the company is investment holding, primarily engaged in the retail and supply of foreign-made tiles and sanitary ware in Hong Kong and Macau[177]. - The company has established long-term business relationships with several major clients and suppliers, which are crucial for long-term business growth[191]. - The company’s financial performance and asset summary over the past five fiscal years are detailed in the annual report[182]. - The board of directors presented the audited consolidated financial statements for the year ending March 31, 2023[176]. - The company’s operational practices include measures to avoid child and forced labor in recruitment[175]. - No significant transactions, arrangements, or contracts involving directors with substantial interests were reported as of March 31, 2023[196]. - No management contracts involving a significant portion of the company's business were established during the year[197]. - No major contracts were reported between the company and its controlling shareholders or their subsidiaries during the year[198]. - Details of compensation for directors and the five highest-paid individuals in the group are provided in the financial statements[199]. - As of March 31, 2023, three senior management members (non-directors) received salaries ranging from 0 to 1,000,000 HKD, compared to two in the previous year[200]. - One senior management member (non-director) received a salary between 1,000,001 HKD and 1,500,000 HKD in the previous year, but none in the current year[200].

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容 概不負責，對其準確性或完整性亦不發表任何聲明，並明確表示，概不就 因本公告全部或任何部分內容而產生或因依賴該等內容而引致的任何損 失承擔任何責任。 MOS HOUSE GROUP LIMITED （於開曼群島註冊成立的有限公司） （股份代號：1653） 截 至 二 零 二 三 年 三 月 三 十 一 日 止 年 度 末 期 業 績 公 告 MOS House Group Limited（「本公司」）董事（「董事」）會（「董事會」）呈列本公司 及其附屬公司（統稱「本集團」）於截至二零二三年三月三十一日止年度的 經審核綜合財務業績，連同截至二零二二年三月三十一日止上一財政年 度 的 比 較 數 字 載 列 如 下。除 另 有 指 明 外，本 公 告 所 用 詞 彙 與 本 公 司 日 期 為二零一八年九月二十八日之招股章程（「招股章程」）內所界定者具有相 同涵義。 ...

Financial Performance - For the six months ended September 30, 2022, the company reported total revenue of HKD 72,905,000, a decrease of 4.3% compared to HKD 76,211,000 in the same period of 2021[9]. - The net profit for the period was HKD 7,742,000, down 22.1% from HKD 9,926,000 in the prior year[9]. - Basic and diluted earnings per share for the period were both HKD 3.23, compared to HKD 4.14 in the same period last year, reflecting a decline of 22%[9]. - The company reported a pre-tax profit of HKD 8,785,000, down 29.5% from HKD 12,390,000 in the previous year[41]. - The group recorded a profit before tax of HKD 1,016,000 for the six months ended September 30, 2022, down from HKD 2,464,000 in the same period of 2021, representing a decline of 58.8%[51]. - The company’s profit attributable to the owners for the six months ended September 30, 2022, was approximately HKD 7.7 million, a decrease of about 22.2% from HKD 9.9 million in the same period last year[81]. Revenue Breakdown - Revenue from tile sales decreased to HKD 49,884,000, down 17.8% from HKD 60,116,000 in the previous year[33]. - Revenue from sanitary ware and other products increased to HKD 22,781,000, up 43.7% from HKD 15,855,000 in 2021[33]. - Total revenue for the six months was HKD 72,665,000, a decrease of 4.5% from HKD 75,971,000 in the same period last year[33]. - Revenue from the sale of foreign tiles and sanitary ware was approximately HKD 72.7 million, down from HKD 76 million in the previous year[81]. - Revenue from the sale of tiles and sanitary ware products was approximately HKD 72.7 million, down from HKD 76.0 million in 2021, with retail sales at HKD 51.4 million (down 19.1%) and non-retail sales at HKD 21.3 million (up 70.4%) due to increased sales in Macau after the end of lockdown[86][92]. Assets and Liabilities - The company's total assets as of September 30, 2022, amounted to HKD 201,116,000, an increase from HKD 188,316,000 as of March 31, 2022[12]. - Trade receivables increased significantly to HKD 61,408,000 from HKD 41,610,000, representing a growth of 47.5%[12]. - The total equity of the company as of September 30, 2022, was HKD 132,588,000, up from HKD 124,846,000 at the end of the previous fiscal year[12]. - Bank borrowings as of September 30, 2022, totaled HKD 46.17 million, down from HKD 55.09 million as of March 31, 2022[71]. - As of September 30, 2022, the company had bank borrowings of approximately HKD 46.2 million, with an asset-to-liability ratio of about 0.35[94]. Cash Flow - The net cash generated from operating activities for the six months ended September 30, 2022, was HKD 27,026,000, an increase of 37.5% compared to HKD 19,599,000 in 2021[16]. - The net cash used in investing activities was HKD (831,000), significantly improved from HKD (31,210,000) in 2021[16]. - The net cash used in financing activities was HKD (28,211,000), compared to cash generated of HKD 2,683,000 in the previous year[16]. - The company's cash and cash equivalents increased to HKD 3,745,000 from HKD 2,030,000, showing a growth of 84.5%[12]. - Cash and cash equivalents as of September 30, 2022, were HKD 11.75 million, compared to HKD 13.77 million as of March 31, 2022[64]. Strategic Initiatives - The company plans to focus on market expansion and new product development to drive future growth[10]. - The group aims to diversify its product offerings and strengthen partnerships with existing distributors[106]. - The acquisition of Qianlihang is expected to enhance the company's business network in the construction industry and diversify its revenue sources[106]. Corporate Governance - The company has adopted the corporate governance code and has complied with all provisions except for the separation of the roles of Chairman and CEO, which are held by the same individual[118]. - The audit committee consists of three independent non-executive directors who review the financial information and the relationship with external auditors[124]. Shareholder Information - Major shareholders TMF (Cayman) Ltd., RB Management, and RB Power each hold 150,000,000 shares, representing 62.5% of the company's issued share capital as of September 30, 2022[114]. - The company granted a total of 4,800,000 share options to executive directors during the six months ended September 30, 2022[103]. - No share options were exercised during the six months ending September 30, 2022, with a total of 4,800,000 share options granted, equivalent to 2% of the company's issued share capital[122]. Dividend Policy - The group did not recommend any dividend for the six months ended September 30, 2022, consistent with the previous year[56]. - The company does not recommend any dividend payment for the six months ended September 30, 2022[105].

Financial Performance - For the fiscal year ending March 31, 2022, the group recorded total revenue of approximately HKD 165.8 million, an increase of about 12.8% compared to HKD 147.0 million for the previous fiscal year[5]. - Gross profit increased by approximately 3.0% to about HKD 95.8 million, while the gross profit margin decreased from approximately 63.3% to 58.0% due to lower selling prices to Chinese distributors[5]. - The net profit attributable to the company's owners was approximately HKD 11.9 million, an increase of about 18.0% from HKD 10.1 million in the previous year[5]. - The total revenue from sales of tiles and sanitary ware products increased by approximately 12.3% compared to the previous year[6]. - Revenue from the sale of tiles and sanitary ware products was approximately HKD 165.1 million, accounting for about 99.6% of total revenue for the year ended March 31, 2022[12]. - Gross profit for the year ended March 31, 2022, was approximately HKD 95.8 million, an increase of about 3.0% from HKD 93.0 million the previous year, despite a decrease in overall product profit margin from 63.3% to 58.0%[13]. - The group’s net profit attributable to shareholders was approximately HKD 11.9 million, an increase of about 18% from HKD 10.1 million the previous year[18]. - Employee costs for the year ended March 31, 2022, were approximately HKD 22.4 million, up from HKD 21.2 million the previous year, primarily due to increased sales commissions and discretionary bonuses[15]. - The group recorded rental income from property investment of approximately HKD 0.7 million for the year ended March 31, 2022, compared to zero the previous year[12]. Challenges and Strategic Responses - The group faced significant challenges due to the impact of COVID-19, particularly in the fourth quarter of the fiscal year[6]. - The group continues to implement cost-saving measures, including controlling costs and reducing rent, while also closing underperforming retail stores[6]. - Future prospects may remain challenging due to the emergence of COVID-19 variants, but the management team is confident in the group's long-term development and shareholder value enhancement[8]. - The group aims to diversify its revenue sources to stabilize financial performance amid changing market conditions[8]. - The company plans to diversify its revenue sources and strengthen partnerships with existing distributors in China despite challenges from COVID-19 variants[31]. Corporate Governance - The company has a strong governance structure with members serving on various committees including remuneration, audit, and nomination committees[42][45][51]. - The company is focused on enhancing shareholder value through effective management and strategic oversight by the board[61]. - The independent non-executive directors are committed to attending all future shareholder meetings to ensure compliance with governance standards[60]. - The company has a structured approach to corporate governance, with a dedicated committee overseeing compliance and performance[61]. - The management team has extensive experience in finance and corporate governance, with key members having nearly 30 years of experience in their respective fields[53][56]. - The company is actively reviewing its governance structure to ensure alignment with best practices and shareholder interests[60]. - The board consists of three independent non-executive directors, representing over one-third of the total board members, ensuring strong independent judgment[65]. - The company has adopted a board diversity policy to maintain a balance of skills, experience, and diversity to meet business needs since December 2018[66]. - The company has established several functional committees, including the Audit Committee and the Remuneration Committee, to assist the board in fulfilling its responsibilities[80]. Risk Management and Compliance - The board believes that the risk management and internal control systems are effective and adequate, having been reviewed by external independent professionals[128]. - The company is committed to maintaining a transparent environment regarding anti-corruption and compliance with legal requirements[125]. - The company acknowledges the importance of compliance with laws and regulations and has not been aware of any significant non-compliance issues during the year[198]. - The company has implemented a whistleblowing policy allowing employees to report any fraudulent or corrupt activities[126]. - There were no corruption lawsuits against the group or its employees for the year ended March 31, 2022[127]. Shareholder Information - The company did not recommend any dividend payment for the fiscal year[154]. - The company has adopted a dividend policy in December 2018, details of which can be found in the management discussion and analysis section of the annual report[120]. - The annual general meeting will be held on September 30, 2022, with a notice to be sent to shareholders at least 21 days prior[135]. - The company reported a total issued share capital of 240,000,000 shares with a par value of HKD 0.1 per share as of March 31, 2022[157]. - The company's distributable reserves were approximately HKD 54.1 million as of March 31, 2022, including share premium and accumulated losses[163]. Supplier and Customer Relationships - The top five customers accounted for less than 26.6% of total revenue for the fiscal year ending March 31, 2022[165]. - The top five suppliers accounted for approximately 54.2% of total procurement for the fiscal year ending March 31, 2022, compared to 29.1% in the previous year[165]. - The largest supplier accounted for about 33.4% of total procurement for the fiscal year ending March 31, 2022, up from 9.3% in the previous year[165]. - The company has established long-term business relationships with several major customers and suppliers, recognizing the importance of maintaining good relationships for long-term growth[165]. Management and Board Composition - Ms. Xu Daofei has been appointed as an executive director since January 26, 2018, and has extensive experience in overall strategy planning and management[41]. - Mr. Wu has over 17 years of fund management experience and has held various senior positions in asset management companies[42]. - Mr. Hu has served as an independent non-executive director and chairman of the audit committee, bringing rich experience in financial and business management[45]. - Mr. Xu has been appointed as an independent non-executive director and has experience in public transport operations in Hong Kong and mainland China[51]. - All directors have demonstrated the necessary skills and experience to fulfill their duties effectively, as confirmed in the annual assessment conducted on June 28, 2022[69]. Audit and Financial Oversight - The Audit Committee held three meetings during the fiscal year ending March 31, 2022, and reviewed the group's audited annual performance, confirming compliance with applicable accounting standards and regulations[98]. - The Remuneration Committee conducted one meeting during the fiscal year, reviewing and recommending the remuneration of directors, ensuring alignment with contractual terms and fairness[110]. - The Nomination Committee held two meetings during the fiscal year, assessing the board's structure, composition, and diversity, and evaluating the independence of non-executive directors[115]. - The Audit Committee monitored the integrity of the company's financial statements and discussed significant judgments related to financial reporting[98]. - The auditor's fees for the year ended March 31, 2022, were HKD 730,000 for statutory audit services and HKD 103,000 for non-audit services, compared to HKD 630,000 and HKD 70,000 for the previous year, respectively[121].

Financial Performance - Revenue for the six months ended September 30, 2021, was HKD 76,211,000, representing a 30.1% increase from HKD 58,587,000 in the same period of 2020[9] - The net profit for the period was HKD 9,926,000, compared to a loss of HKD 1,892,000 in the previous year, indicating a significant turnaround[9] - Basic and diluted earnings per share for the period were HKD 4.14, compared to a loss per share of HKD 0.79 in the same period last year[9] - The group reported a profit before tax of HKD 12,390 million, compared to a loss of HKD (2,153) million in the previous year[36] - The group’s profit for the period was HKD 9,926 million, compared to a loss of HKD (1,892) million in the previous year[36] - The profit before tax for the six months ended September 30, 2021, was HKD 9,926,000, a significant recovery from a loss of HKD 1,892,000 in the same period of 2020[46] - The company's profit attributable to owners for the six months ended September 30, 2021, was approximately HKD 9.9 million, a significant increase of about HKD 11.8 million from a loss of HKD 1.9 million for the same period in 2020[83] Assets and Liabilities - Total assets as of September 30, 2021, were HKD 173,074,000, slightly down from HKD 173,679,000 as of March 31, 2021[11] - The total assets of the group as of September 30, 2021, were HKD 246,161 million, an increase from HKD 239,733 million as of March 31, 2021[37] - The company reported a net asset value of HKD 122,902,000, an increase from HKD 112,976,000 at the end of the previous reporting period[11] - The group’s cash and cash equivalents decreased to HKD 16,556 million from HKD 64,674 million in the previous year[26] - The group’s total bank deposits and cash as of September 30, 2021, amounted to approximately HKD 18.1 million, down from HKD 25.6 million as of March 31, 2021[84] - As of September 30, 2021, the group had bank borrowings of approximately HKD 33.9 million, with an asset-to-liability ratio of about 0.28 times[85] Inventory and Receivables - Inventory increased to HKD 95,030,000 from HKD 62,971,000, reflecting a 51.1% rise, indicating potential growth in sales[11] - Trade receivables decreased to HKD 32,145,000 from HKD 45,235,000, a decline of 29.0%, suggesting improved collection efforts[11] - The total trade receivables as of September 30, 2021, were HKD 32,145,000, down from HKD 45,235,000 as of March 31, 2021, indicating a decrease of 29%[56] - The aging analysis of trade receivables showed that HKD 9,562,000 was within 0 to 90 days, down from HKD 14,032,000 as of March 31, 2021, indicating a decrease in short-term receivables[57] Cash Flow - The net cash generated from operating activities was HKD 19,599 million, a decrease of 44.9% from HKD 35,313 million in 2020[26] - The net cash used in investing activities was HKD (31,210) million, compared to HKD (783) million in the previous year, indicating increased investment outflows[26] - The group’s financing activities generated net cash of HKD 2,683 million, a significant improvement from a net cash outflow of HKD (30,353) million in 2020[26] Revenue Breakdown - Sales of tiles amounted to HKD 60,116 million, up 13.7% from HKD 53,155 million in the previous year[27] - Revenue from external customers in Hong Kong and Macau for the six months ended September 30, 2021, was HKD 76,211,000, an increase from HKD 58,587,000 in the same period of 2020, representing a growth of 30.1%[40] - Sales of tiles and sanitary ware products generated revenue of approximately HKD 76.0 million, accounting for about 99.7% of total revenue for the six months ended September 30, 2021[76] - The gross profit for the six months ended September 30, 2021, was approximately HKD 51.0 million, an increase of about 25.0% from HKD 40.8 million for the same period in 2020[77] - The overall product profit margin decreased from approximately 69.6% for the six months ended September 30, 2020, to about 67.1% for the same period in 2021[77] Corporate Governance and Shareholder Information - The company is committed to high standards of corporate governance and has adopted all provisions of the corporate governance code[117] - The company has adopted a stock option plan since September 20, 2018, but no stock options have been granted as of the report date[122] - The audit committee consists of three independent non-executive directors who review the group's financial information and internal control procedures[123] - The interim financial statements have been reviewed by the audit committee[124] - As of September 30, 2021, major shareholders hold 62.5% of the issued share capital, amounting to 150 million shares[113] Strategic Plans and Investments - The company plans to continue expanding its market presence and investing in new product development to sustain growth[9] - The company completed the acquisition of Mason Holdings Limited for HKD 31.0 million on June 21, 2021, which has become a wholly-owned subsidiary[69] - The company acquired a subsidiary for HKD 31,000,000 during the six months ended September 30, 2021, reflecting ongoing investment activities[50] - The group completed the acquisition of a property holding company for HKD 31 million on June 21, 2021, to enhance its property investment in Hong Kong[89] - The net proceeds from the company's listing on October 19, 2018, amounted to approximately HKD 86.1 million, with plans to use the funds for retail network expansion and strategic acquisitions[99] - The planned use of proceeds includes HKD 22 million for the gradual expansion of the retail network in Hong Kong[102] - A total of HKD 36.5 million has been allocated to meet minimum procurement commitments under new exclusive distribution rights[102] - Strategic acquisition opportunities accounted for HKD 27 million, with no funds utilized to date[102] - Investment in properties in Hong Kong utilized HKD 31 million as of September 30, 2021[102] - General working capital has utilized HKD 14.6 million, with an initial allocation of HKD 0.6 million[102] - The total proceeds utilized as of September 30, 2021, amount to HKD 86.1 million[102]

Financial Performance - For the fiscal year ending March 31, 2021, the group recorded total revenue of approximately HKD 147 million, a slight increase from HKD 145.4 million in the previous year, primarily due to increased project sales [8]. - The net profit attributable to the company's owners for the fiscal year was approximately HKD 10.1 million, a turnaround from a net loss of HKD 0.7 million in the previous year, largely due to government subsidies of approximately HKD 4.2 million and rental concessions of about HKD 5.9 million related to COVID-19 [8]. - Revenue for the last six months of the fiscal year increased by approximately 28.4% compared to the same period last year, indicating a recovery in consumer sentiment as the pandemic situation improved [9]. - The total revenue for the year ended March 31, 2021, was approximately HKD 147.0 million, an increase of about 1.1% from HKD 145.4 million for the year ended March 31, 2020 [19]. - The gross profit for the year ended March 31, 2021, was approximately HKD 93.0 million, a decrease of about 10.7% from HKD 104.1 million for the previous year, resulting in a product profit margin decline from 71.6% to 63.3% [22]. - The company recorded a profit attributable to owners of approximately HKD 10.1 million for the year ended March 31, 2021, a significant increase of about HKD 10.8 million compared to a loss of HKD 0.7 million for the previous year [26]. - Other expenses for the year ended March 31, 2021, were approximately HKD 17.6 million, compared to HKD 20.2 million for the previous year [25]. - The company recorded a net exchange loss of approximately HKD 0.4 million for the year ended March 31, 2021, compared to a net exchange gain of HKD 0.4 million for the previous year [31]. Strategic Initiatives - The company plans to allocate approximately HKD 30 million to HKD 35 million of previously unutilized listing proceeds for property investments in Hong Kong, with the remainder for general working capital [10]. - In February 2021, the group entered into an agreement to acquire a property holding company for HKD 31 million, which is expected to generate sustainable cash flow and stable rental income [10]. - The company aims to expand its product portfolio and enhance product diversity in response to changing consumer behavior and market conditions [13]. - The group intends to strengthen collaboration with existing distributors and explore additional distribution networks in China as the retail market is expected to rebound post-COVID-19 [13]. - The company expects to utilize approximately HKD 21.1 million of unutilized proceeds for minimum procurement commitments under new exclusive distribution rights by the end of 2021 [52]. - The company plans to expand its market presence in Southeast Asia, targeting a 30% increase in market share within the next two years [63]. - A strategic acquisition of a local competitor is anticipated, which is expected to enhance the company's product offerings and customer base [63]. - The company has introduced two new product lines, which are expected to contribute an additional HKD 200 million in revenue in the upcoming fiscal year [63]. Corporate Governance - The company reported a commitment to high standards of corporate governance to enhance accountability, independence, and transparency, thereby creating value for shareholders [69]. - The board consists of five directors, including two executive directors and three independent non-executive directors, ensuring a strong independent element [74]. - The company has complied with all applicable code provisions of the corporate governance code, except for the separation of the roles of Chairman and CEO, which are currently held by the same individual [70]. - The independent non-executive directors represent more than one-third of the board, providing independent judgment and oversight [75]. - The company has established a three-year appointment letter with each independent non-executive director, allowing for termination with three months' written notice [75]. - The board is responsible for the overall strategy of the group and monitoring management performance, ensuring alignment with shareholder interests [71]. - The company emphasizes the importance of corporate governance for long-term success and sustainable development [69]. - The board will continue to review the current structure and consider separating the roles of Chairman and CEO when appropriate [70]. - The company has a strong management team with extensive experience in finance and corporate governance, enhancing operational effectiveness [66][67]. - The company is committed to maintaining high standards of financial reporting and management practices [75]. Shareholder Information - The company does not recommend any final dividend for the year ended March 31, 2021 [43]. - The board of directors highlighted the commitment to shareholder returns, with plans to increase dividends by 10% in the next fiscal year [63]. - The company's distributable reserves amounted to approximately HKD 55.8 million as of March 31, 2021, including share premium and accumulated losses [146]. - The top five customers accounted for less than 29.6% of the total revenue for the year ended March 31, 2021, while the top five suppliers accounted for approximately 29.1% of total procurement (down from 43.2% in 2020) [148]. - The largest supplier represented about 9.3% of total procurement for the year ended March 31, 2021, compared to 13.7% in 2020 [148]. - Major shareholders TMF (Cayman) Ltd., RB Management, and RB Power collectively hold 1,500,000,000 shares, representing 62.5% of the company's issued share capital [194]. - As of March 31, 2021, the major shareholders included Mr. Cao, holding 150,000,000 shares (62.5% of issued share capital) and Ms. Xu, also holding 150,000,000 shares (62.5%) [189]. Risk Management and Compliance - The audit committee assessed the effectiveness of the group's risk management and internal control systems during the fiscal year, finding them adequate and effective [115]. - The company confirmed compliance with relevant laws and regulations, with no significant non-compliance issues identified during the year [176]. - The company has implemented policies and procedures to ensure timely and accurate disclosure of inside information in compliance with relevant regulations [116]. - The group has maintained transparent communication with investors through various channels, including annual general meetings and financial reports [126]. - The company has established a non-competition agreement with its controlling shareholders to protect its business interests [165]. - The company has purchased directors' liability insurance to provide appropriate protection for its directors and those of its subsidiaries [160]. Audit and Financial Reporting - The audit committee confirmed that the annual report complies with applicable accounting standards and regulations [96]. - The financial statements for the year were audited by Zhongzheng Zhonghuan, who is eligible and willing to be reappointed as the auditor [181]. - The group appointed Zhongren Zhonghuan as the external auditor, with audit fees for the fiscal year ending March 31, 2021, amounting to HKD 680,000 for statutory audit services [111]. - The tax compliance service fees for the fiscal year ending March 31, 2021, were HKD 71,000, compared to HKD 70,000 for the previous year [111]. - The company has established a formal and transparent remuneration policy for all directors and senior management [98]. - The audit committee reviewed the accounting standards and practices adopted by the group for the year [178]. Sustainability and Social Responsibility - The management emphasized the importance of sustainability initiatives, aiming for a 50% reduction in carbon footprint by 2025 [63]. - The company is committed to promoting environmental and social sustainability in its operations [175].