Financial Performance - Revenue for the six months ended September 30, 2023, was HKD 101,260,000, a decrease of 19.1% from HKD 125,189,000 in the same period of 2022[2] - Gross profit for the same period was HKD 50,865,000, down from HKD 66,068,000, reflecting a decline of 23.0%[2] - The net profit for the six months ended September 30, 2023, was HKD 6,983,000, compared to a net loss of HKD 30,200,000 in the previous year[3] - Basic and diluted earnings per share for the period were HKD 0.50, recovering from a loss of HKD 2.15 per share in the prior year[3] - The company reported a significant increase in share of profits from an associate, amounting to HKD 6,146,000, compared to no contribution in the previous year[2] - Other income for the period was HKD 7,457,000, a recovery from a loss of HKD 41,862,000 in the same period last year[2] - The company reported a profit attributable to shareholders of HKD 6,983,000 for the six months ended September 30, 2023, compared to a loss of HKD 30,200,000 in the same period of 2022[33] - The net profit for the period was approximately HKD 7.0 million, a turnaround from a net loss of HKD 30.2 million for the six months ended September 30, 2022, primarily due to the recognition of profits from associated companies[76] Assets and Liabilities - Total assets as of September 30, 2023, were HKD 446,960,000, down from HKD 657,928,000 as of March 31, 2023[4] - Current liabilities decreased to HKD 184,832,000 from HKD 417,548,000, indicating improved liquidity[4] - The company’s non-current assets decreased to HKD 224,437,000 from HKD 236,758,000, primarily due to a reduction in property, plant, and equipment[4] - The total assets reported as of September 30, 2023, were HKD 671,397,000, with total liabilities of HKD 243,832,000, reflecting a healthy asset-to-liability ratio[19] - As of September 30, 2023, total receivables amounted to HKD 187,490,000, an increase from HKD 183,248,000 as of March 31, 2023[47] - The company reported a total of HKD 184,095,000 in receivables as of September 30, 2023, with a provision for expected credit losses of HKD 5,938,000[43] Revenue Segments - The group reported revenue from licensed financial services of HKD 72,861 thousand for the six months ended September 30, 2023, a decrease of 10.5% compared to HKD 80,994 thousand for the same period in 2022[15] - Revenue from clothing product sales was HKD 589 thousand, significantly down from HKD 16,223 thousand in the previous year, indicating a decline of 96.4%[15] - The group generated interest income from lending services amounting to HKD 8,324 thousand, slightly up from HKD 8,259 thousand year-on-year, reflecting a growth of 0.8%[15] - The group’s revenue from financial advisory and investment management services was HKD 64,888 thousand, down from HKD 77,606 thousand, representing a decline of 16.4%[16] - The apparel business segment revenue was approximately HKD 2.6 million, a decrease from HKD 16.2 million for the six months ended September 30, 2022, reflecting ongoing challenges in the global business environment and intense competition[67] Expenses and Costs - The company reported a total of HKD 104,038,000 in total sales/service costs and expenses for the six months ended September 30, 2023, slightly up from HKD 103,581,000 in the previous year[23] - Employee benefits expenses increased to HKD 22,253,000 for the six months ended September 30, 2023, compared to HKD 20,680,000 in the same period of 2022[24] - General and administrative expenses increased by approximately 22.1% to about HKD 49.1 million, compared to HKD 40.2 million for the six months ended September 30, 2022, driven by higher employee benefits and consulting fees[74] - Financial costs increased by approximately 18.8% to about HKD 6.1 million, up from HKD 5.1 million for the six months ended September 30, 2022, due to increased interest expenses on bank borrowings and bonds[75] Credit and Receivables Management - The expected credit loss provisions for trade and other receivables amounted to HKD (40,000), showing a slight improvement from HKD (1,341,000) in the previous period[17][18] - The expected credit loss provision for trade receivables was HKD 40,000, significantly lower than HKD 1,341,000 in the prior period[23] - The expected credit loss provision for trade receivables increased to HKD 1,774,000 as of September 30, 2023, compared to HKD 1,734,000 as of March 31, 2023[41] - The company maintained strict control over overdue balances, with all receivables and interest not overdue as of September 30, 2023[42] Strategic Initiatives and Future Plans - The company continues to focus on expanding its financial services and supply chain management solutions, aiming for market growth despite recent performance challenges[6] - The company plans to continue focusing on market expansion and new product development to drive future growth, although specific figures were not disclosed in the call[17] - The company aims to achieve at least 1,000 professional investor accounts by the end of March 2024[89] - The establishment of the DL New Economy Research Institute aims to enhance internal research capabilities and provide macroeconomic trends and industry analysis services[90] - The group plans to complete the first phase of the Carmel project by the end of March 2024 and is actively seeking real estate investment opportunities in Hong Kong, Singapore, Japan, and the United States[91] Corporate Governance and Compliance - The Audit Committee was established on September 22, 2015, and is responsible for recommending the appointment and removal of external auditors, reviewing financial statements, and overseeing the financial reporting system, risk management, and internal control systems[104] - The Audit Committee consists of three independent non-executive directors, ensuring no members are current or former employees of the company's auditors[104] - The unaudited condensed consolidated financial statements for the reporting period were reviewed by the Audit Committee, adhering to Hong Kong Accounting Standards[104]

Financial Performance - The group recorded revenue of approximately HKD 191.1 million for the year ended March 31, 2023, a decrease of about 38.2% compared to the previous year[6]. - The net loss attributable to the owners of the company was approximately HKD 49.5 million, compared to a net profit of HKD 109.8 million for the year ended March 31, 2022[6]. - The decrease in revenue was primarily due to a reduction of approximately HKD 108.1 million in the apparel business and a slight decrease of about HKD 4.5 million in the financial services business[6]. - The company reported a revenue decrease of approximately 38.2% to about HKD 191.1 million for the reporting period, down from HKD 309.1 million in 2022[14]. - Gross profit decreased by approximately 40.6% to about HKD 102.6 million, compared to HKD 172.7 million in 2022[14]. - The company reported an operating loss of HKD 33,361,000, a significant decline from an operating profit of HKD 129,343,000 in 2022[155]. - Net loss for the year was HKD 49,177,000, compared to a profit of HKD 109,775,000 in the prior year, marking a turnaround of 144.8%[155]. - Basic and diluted loss per share was HKD 3.52, compared to earnings of HKD 7.80 in 2022, reflecting a substantial decrease[155]. Business Expansion and Strategy - The group acquired a 45% stake in DL Family Office (Hong Kong) and 100% of DL Anrui Wealth Management Limited to further expand its financial services business[6]. - The group aims to become a leading asset management and financial services platform, focusing on family offices in the Asia-Pacific region[7]. - The group plans to expand its service offerings from ultra-high-net-worth families to a broader base of high-net-worth clients, aiming to significantly increase its asset management scale[7]. - The company aims to expand its asset management scale from USD 2.3 billion to USD 4 billion in the next fiscal year[12]. - The company plans to develop standardized investment plans for high-net-worth families and professional investors, targeting at least 1,000 professional investor accounts by the end of the next fiscal year[12]. - The company has signed a strategic cooperation agreement with Dongwu Securities to enhance cross-border investment and wealth management services[13]. - The company is focusing on the high-end wealth management market in China, which has a demand of RMB 268 trillion[12]. Market Conditions and Challenges - Despite challenges in the apparel sector due to COVID-19 and global economic uncertainties, the group adopted a conservative strategy to mitigate risks[7]. - The management anticipates that 2023 will remain a challenging year but also holds potential opportunities for growth in the wealth management sector[7]. - The economic environment in China is showing signs of recovery, with many asset prices currently low, presenting investment opportunities[11]. - The family office sector is experiencing increased demand as entrepreneurs recognize the importance of wealth management during economic downturns[9]. Financial Services and Products - The revenue from the financial services segment was approximately HKD 136.9 million, slightly down from HKD 141.4 million in 2022, while segment profit decreased to approximately HKD 22.6 million from HKD 73.0 million, reflecting a decline of about 69.0%[17]. - The lending services segment generated revenue of approximately HKD 16.7 million, an increase from HKD 15.0 million in 2022, while segment profit was approximately HKD 12.0 million, down from HKD 12.8 million, a decrease of about 6.3%[17]. - The company has developed a flagship investment product that aims to provide stable returns at a lower threshold than private banking[11]. - The new flagship product is designed to be standardized, transparent, and aligned with client interests, allowing real-time monitoring[11]. - The company is expanding into the wealth management sector, focusing on high-net-worth families facing challenges in wealth preservation[10]. Asset Management and Client Base - The total assets managed by the family office have reached $2.3 billion[10]. - There are 2.06 million high-net-worth families in China, with 1.1 million families having investable assets of at least 10 million yuan[10]. - The company has identified significant growth potential by extending its investment management services to a broader high-net-worth demographic[10]. - The family office business model is stable but has limited scalability due to the high demands on personnel expertise and client trust[10]. Corporate Governance - The company has adhered to all provisions of the corporate governance code during the fiscal year ending March 31, 2023[64]. - The board composition includes a mix of executive and independent directors, promoting effective oversight and accountability[63]. - The company is committed to maintaining high standards of corporate governance and protecting shareholder interests[64]. - The company has received annual confirmations of independence from all independent non-executive directors as per listing rules[67]. Risk Management - The group has implemented credit policies to mitigate identified risks, including requiring collateral from borrowers and conducting ongoing credit assessments[146]. - The group’s credit risk management includes monitoring risk concentration by asset class, counterparty, credit rating, and geographical location[146]. - The expected credit loss assessment for trade receivables involves significant management judgment and estimates, considering historical credit loss experience, current market conditions, and forward-looking estimates[145]. Shareholder Communication and Dividends - The company has established multiple communication channels with shareholders, including annual and interim reports, announcements, and its website[94]. - The company reported a final dividend of HKD 0.0103 per share, totaling approximately HKD 15.0 million, subject to shareholder approval on September 8, 2023[97]. - The company’s dividend policy, effective from January 1, 2019, considers financial performance, cash flow, and regulatory constraints before declaring dividends[95]. Acquisitions and Investments - The company completed the acquisition of 45.0% of DL Global Holdings for HKD 63.0 million and 100% of DL Anrui for HKD 15.5 million in 2022[43]. - The acquisition of DL Anrui and DL Family Office Hong Kong was completed on October 18, 2022, and January 17, 2023, respectively, making DL Anrui a wholly-owned subsidiary[44]. - The acquisitions aim to expand the company's business into the insurance brokerage sector and enhance its revenue sources through potential dividend income from DL Family Office (Hong Kong)[136]. Financial Position and Assets - Total assets decreased from HKD 679,742,000 in 2022 to HKD 657,928,000 in 2023, a decline of approximately 3.0%[156]. - The company's cash and cash equivalents decreased from HKD 154,636,000 in 2022 to HKD 83,504,000 in 2023, a drop of about 46.0%[156]. - The total equity decreased from HKD 526,161,000 in 2022 to HKD 435,748,000 in 2023, a decline of about 17.2%[158].

Financial Performance - Total revenue for the year ended March 31, 2023, was HKD 191,116,000, a decrease of 38.1% from HKD 309,065,000 in 2022[2]. - Gross profit for the year was HKD 102,640,000, down 40.5% from HKD 172,720,000 in the previous year[2]. - The net loss for the year was HKD 49,177,000, compared to a profit of HKD 109,775,000 in 2022, representing a significant decline[3]. - Operating loss for the year was HKD 33,361,000, a decrease from an operating profit of HKD 129,343,000 in the prior year[2]. - The company reported a total comprehensive loss of HKD 49,466,000 for the year, which includes a loss of HKD 49,177,000 attributable to shareholders[7]. - The group recorded revenue of approximately HKD 191.1 million during the reporting period, a decrease of about 38.2% compared to HKD 309.1 million for the year ended March 31, 2022[90]. - The group’s total comprehensive income attributable to owners was approximately HKD 49.5 million, down from HKD 109.8 million in 2022[76]. Assets and Liabilities - Total assets as of March 31, 2023, were HKD 657,928,000, slightly down from HKD 679,742,000 in 2022[4]. - Current liabilities increased to HKD 417,548,000 from HKD 304,809,000, indicating a rise of 36.9%[4]. - The company's equity decreased to HKD 435,748,000 from HKD 526,161,000, reflecting a drop of 17.2%[5]. - The total amount of trade receivables, net of provisions, was HKD 134,318,000 in 2023 compared to HKD 211,825,000 in 2022, a decrease of 37%[43]. - The company had bank borrowings of HKD 50,000,000 as of March 31, 2023, with an average interest rate of 4.35%, compared to 2.74% in 2022[61]. - The group’s debt-to-equity ratio increased from approximately 39.5% as of March 31, 2022, to approximately 40.0% as of March 31, 2023, indicating a slight rise in leverage[102]. Revenue Breakdown - The group's revenue from licensed financial services decreased to HKD 123,399 thousand in 2023 from HKD 131,467 thousand in 2022, representing a decline of approximately 6.5%[16]. - Revenue from clothing product sales significantly dropped to HKD 21,616 thousand in 2023 from HKD 130,381 thousand in 2022, indicating a decline of about 83.4%[16]. - The group generated HKD 110,091 thousand from financial advisory and investment management services in 2023, down from HKD 122,918 thousand in 2022, a decrease of approximately 10.4%[16]. - Revenue from licensed financial services in Hong Kong increased to HKD 119,383,000 in 2023, up from HKD 99,435,000 in 2022, representing a growth of 20.1%[19]. - Revenue from lending services in Hong Kong rose to HKD 16,656,000 in 2023, compared to HKD 15,042,000 in 2022, marking an increase of 10.8%[19]. Expenses and Costs - Total expenses for the year 2023 amounted to 188,005 thousand HKD, a decrease of 13.9% compared to 218,352 thousand HKD in 2022[27]. - Employee benefits expenses increased to 58,657 thousand HKD in 2023 from 41,797 thousand HKD in 2022, representing a rise of 40.2%[28]. - Total financial costs rose from HKD 8.9 million to HKD 11.1 million, attributed to increased debt financing[97]. - General and administrative expenses increased by approximately 22.3%, from HKD 78.5 million to HKD 96.0 million, primarily due to stock option expenses[96]. Shareholder Information - The company paid dividends totaling HKD 19,271,000 during the year[7]. - Proposed final dividend for 2023 is 1.03 HKD per share, totaling approximately 14,976 thousand HKD, compared to 1.40 HKD per share and 20,022 thousand HKD in 2022[34]. - The company reported a basic loss per share for the year, calculated based on the weighted average number of ordinary shares issued[36]. - Basic loss per share for 2023 was HKD (3.52), down from HKD 7.80 in 2022, indicating a negative performance shift[37]. Acquisitions and Investments - The company acquired 100% of Delin Anrui Wealth Management Limited for HKD 15,500,000 on October 18, 2022, enhancing its insurance brokerage services[67]. - The acquisition of Delin Anrui is expected to generate approximately HKD 7,486,000 in revenue and HKD 1,123,000 in profit for the fiscal year ending March 31, 2023[71]. - The group completed the acquisition of 8,195,441 shares of DL Global Holdings for HKD 63.0 million, representing 45.0% of the total issued share capital[112]. Credit and Risk Management - The expected credit loss provisions for trade and other receivables amounted to HKD 1,068,000, compared to HKD 270,000 in the previous year, reflecting an increase in credit risk[17][18]. - The company actively reviews and updates its credit policies to adapt to current market conditions and regulatory requirements[82]. - The company emphasizes regular monitoring of repayment situations to ensure timely repayment of principal and interest by customers[82]. Corporate Governance and Compliance - The audit committee, established on September 22, 2015, is responsible for overseeing financial reporting, risk management, and internal controls[133]. - The consolidated financial statements for the year ended March 31, 2023, have been audited and are consistent with the amounts reported by the auditors[134]. - The company has complied with all relevant environmental, health, safety, and employment laws and regulations during the reporting period[128].

Financial Performance - Revenue for the six months ended September 30, 2022, was HKD 125,189 thousand, a decrease of 20% compared to HKD 156,583 thousand for the same period in 2021[16] - Gross profit for the same period was HKD 66,068 thousand, down 25.7% from HKD 88,919 thousand in the previous year[16] - Operating loss for the six months was HKD 20,254 thousand, compared to an operating profit of HKD 57,485 thousand in the prior year[16] - Net loss for the period was HKD 30,200 thousand, a significant decline from a profit of HKD 51,589 thousand in the same period last year[16] - The company reported a basic loss per share of HKD 2.15, compared to earnings of HKD 3.66 per share in the previous year[16] - The company reported a total segment profit of HKD 23,115,000 for the six months, compared to a loss in the previous year, indicating a significant improvement in profitability[47] - The company incurred a loss before tax of HKD 25,371,000, which reflects a deterioration compared to the previous year[47] - The company recorded a net other loss of approximately HKD 41.9 million during the reporting period, compared to a net other income of approximately HKD 10.4 million for the six months ended September 30, 2021, representing a significant decline due to fair value losses on financial assets[179] Assets and Liabilities - Total assets as of September 30, 2022, were HKD 607,122 thousand, down from HKD 679,742 thousand as of March 31, 2022[17] - Current liabilities totaled HKD 288,905 thousand, a decrease from HKD 304,809 thousand as of March 31, 2022[17] - Cash and cash equivalents (general) were HKD 87,080 thousand, down from HKD 154,636 thousand as of March 31, 2022[17] - Non-current assets decreased to HKD 188,581 thousand from HKD 235,038 thousand as of March 31, 2022[17] - Total equity as of September 30, 2022, was HKD 467,702 thousand, down from HKD 526,161 thousand as of March 31, 2022[20] - The total liabilities as of September 30, 2022, were HKD 328,001 thousand, with reportable segment liabilities at HKD 795,703 thousand[52] - The group’s total unsecured loans and interest amounted to approximately HKD 193.7 million, representing 24.3% of the total assets as of September 30, 2022[164] Cash Flow - The company reported a net cash outflow from operating activities of HKD 34,707,000 for the six months ended September 30, 2022, compared to an outflow of HKD 37,378,000 for the same period in 2021[25] - The net cash inflow from investing activities was HKD 4,687,000 for the six months ended September 30, 2022, contrasting with a net outflow of HKD 3,032,000 in the previous year[25] - The cash and cash equivalents at the end of the period were HKD 190,618,000, an increase from HKD 140,190,000 as of September 30, 2021[25] Segment Performance - Revenue from licensed financial services was HKD 80,994,000, an increase from HKD 76,836,000 in the previous year, reflecting a growth of about 5.63%[45] - The lending services segment generated revenue of HKD 8,259,000, which is consistent with the previous year's revenue of HKD 8,056,000, showing a slight increase of 2.53%[44] - The apparel business saw a significant decline in revenue, dropping approximately 76.5% from HKD 69.1 million to HKD 16.2 million, resulting in a segment loss of HKD 5.2 million[170] - The corporate solutions service segment generated revenue of approximately HKD 12.0 million, with a segment profit of about HKD 0.6 million, compared to no revenue in the previous period[171] Investments and Acquisitions - The company has paid refundable deposits of HKD 6,300,000 and HKD 1,550,000 for the acquisition of 45% equity in DL Family Office and 100% equity in Anrui Wealth Management, respectively[99] - The company acquired 100% of ONE Advisory for HKD 2,000,000 on September 9, 2021, enhancing its global identity planning and wealth succession consulting services[144] - The total consideration for the acquisition of both entities amounted to HKD 78.5 million[199] Credit and Risk Management - The expected credit loss provisions for trade and other receivables amounted to HKD 866 thousand, compared to HKD 3,558 thousand in the previous year, indicating improved credit management[54] - The expected credit loss provision for trade receivables increased to HKD 2,007,000 as of September 30, 2022, compared to HKD 1,622,000 as of March 31, 2022, reflecting a rise of 23.7%[103] - The company maintained strict control over overdue receivables, with all loans and interest receivables being current as of the reporting dates[115] Shareholder Actions - The company repurchased approximately 3,331,000 shares for about HKD 8,994,000 at an average price of HKD 2.7 per share during the six months ended September 30, 2022[22] - The company did not recommend the payment of an interim dividend for the six months ended September 30, 2022, compared to an interim dividend of HKD 14,873,000 in the previous year[82] - The company approved a bonus share issuance on September 20, 2022, resulting in the issuance of 23,835,350 new shares on October 14, 2022[151] Financial Ratios - The group's current ratio slightly decreased from approximately 2.23 as of March 31, 2022, to approximately 2.1 as of September 30, 2022[186] - The debt-to-equity ratio improved from approximately 39.6% as of March 31, 2022, to approximately 33.9% as of September 30, 2022, primarily due to the repayment of interest-bearing debts[189]

Financial Performance - The company recorded revenue of approximately HKD 309.1 million for the year ending March 31, 2022, a decrease of about 27.5% compared to the previous year[6]. - Total comprehensive income attributable to owners was approximately HKD 109.8 million, down 45.3% from HKD 200.8 million in the previous year[6]. - Gross profit fell by approximately 29.6% to about HKD 172.7 million, down from HKD 245.5 million in the previous year[14]. - The net profit for the year was HKD 109,775,000, representing a 45.4% decrease from HKD 200,798,000 in the prior year[125]. - Basic earnings per share for the year were HKD 7.94, down from HKD 15.06 in 2021, reflecting a 47.3% decline[125]. - The company incurred a financial cost of HKD 8,900,000, compared to HKD 2,072,000 in the previous year, indicating a significant increase[125]. Revenue Breakdown - Revenue from financial services business was approximately HKD 156.4 million, accounting for about 50.6% of total revenue[6]. - Revenue from the apparel business decreased slightly to approximately HKD 130.4 million due to the impact of COVID-19[6]. - Revenue from licensed financial services decreased by approximately 51.0% from HKD 288.2 million to about HKD 141.4 million[21]. - Revenue from lending services increased by approximately 209.6% from HKD 4.9 million to about HKD 15.0 million[21]. - The corporate solutions service segment generated revenue of approximately HKD 22.3 million and a profit of about HKD 11.8 million during the reporting period[19]. Economic Environment - The global economic environment faced challenges due to the COVID-19 pandemic and the escalation of the Russia-Ukraine conflict, contributing to inflation and market volatility[6]. - The company aims to leverage the current economic cycle to achieve significant growth, particularly targeting ultra-high-net-worth families in China[7]. - The total GDP of China reached $17.8 trillion in 2021, approximately 70% of the US GDP of $23 trillion[10]. - The number of billionaires in China surpassed that of the US for the first time, with 745 individuals on the Forbes list[10]. Strategic Initiatives - The company emphasized the importance of its financial services business in diversifying risk and expanding revenue sources[6]. - The company plans to continue its strategy of long-term client engagement and global asset allocation to meet the needs of ultra-high-net-worth families[8]. - The establishment of the Singapore office in 2019 allowed the company to capitalize on the increasing demand for family offices, with wait times now extending to eight months[10]. - The company aims to become the largest and most influential family office in the Asia-Pacific region, leveraging its unique "investment bank + family office" dual-engine business model[12]. Acquisitions and Investments - The acquisition of Anrui Wealth allows the company to enter the insurance brokerage business, complementing its existing financial services and marking a significant step towards becoming a comprehensive financial service provider[38]. - The acquisition of the Delin Family Office in Hong Kong is expected to expand the company's revenue sources and potentially provide dividend income from the Delin Family Office[38]. - The group has entered into several legally binding acquisition and investment agreements to enhance its financial services offerings[20]. Governance and Management - The board consists of at least three independent non-executive directors, meeting the requirement that they represent at least one-third of the board[51]. - All independent non-executive directors confirmed their independence according to the listing rules, ensuring compliance with governance standards[49]. - The company has adopted a code of conduct for directors' securities trading, which is more stringent than the standard rules set out in the listing regulations[49]. - The company has established procedures for handling and disclosing insider information, ensuring compliance with regulatory guidelines[71]. Financial Position - The group's current assets net value increased from HKD 287.1 million to HKD 374.9 million, with cash and cash equivalents rising from HKD 56.2 million to HKD 154.6 million[27]. - The group's debt-to-equity ratio increased from approximately 7.8% to 39.5%, primarily due to increased debt financing[29]. - As of March 31, 2022, the group had bank borrowings of approximately HKD 80.0 million, with a floating interest rate of 2.3%[28]. - The total liabilities increased to HKD 304,809 million in 2022 from HKD 116,313 million in 2021, representing a significant rise of 162%[126]. Shareholder Information - The company declared an interim dividend of HKD 0.0104 per share, totaling approximately HKD 14.87 million, for the six months ended September 30, 2021[80]. - The board proposed a final dividend of HKD 0.014 per share, amounting to approximately HKD 20.02 million, subject to shareholder approval[80]. - The largest customer accounted for approximately 17.1% of total revenue, while the top five customers represented about 41.6%[85]. Risk Management - The company faces various financial risks, including market risk, credit risk, and liquidity risk, which could impact its operations[81]. - The group uses the expected credit loss model for impairment assessment, considering historical events and current conditions[155]. - The group assesses credit risk based on various factors, including external credit ratings and market indicators[158]. Employee and Compensation - The total employee benefit expenses for the company were approximately HKD 41.8 million for the year ending March 31, 2022, compared to HKD 64.2 million for the previous year[35]. - The total remuneration for directors and senior management was categorized as follows: 8 individuals earned between HKD 0 to 1,000,000, 1 individual earned between HKD 1,000,001 to 1,500,000, and 1 individual earned between HKD 1,500,000 to 2,000,000[91]. Accounting and Financial Reporting - The financial statements for the year ended March 31, 2022, were audited and deemed to present a true and fair view of the group's financial position[112]. - The group recognizes expected credit losses for other financial assets unless there is a significant increase in credit risk since initial recognition[158]. - The fair value of financial instruments measured at fair value through profit or loss is subject to significant judgment and may lead to substantial adjustments in asset and liability values[196].

[Chairman's Statement](index=3&type=section&id=Chairman's%20Statement) [Business Review and Future Outlook](index=3&type=section&id=Business%20Review%20and%20Future%20Outlook) The Group achieved a significant turnaround, with revenue growing 88.4% to HKD 426.6 million, primarily from financial services Key Performance Indicators for FY2020/2021 | Indicator | Amount (million HKD) | Year-on-Year Change | | :--- | :--- | :--- | | Revenue | 426.6 | +88.4% | | Total Comprehensive Income Attributable to Owners | 200.8 | Turned profitable (loss of 51.4 million HKD in prior period) | - The business structure successfully transformed, with financial services becoming the core revenue source, accounting for **67.6% of total revenue**, and its growth fully offsetting the decline in apparel business revenue[7](index=7&type=chunk) - The Group will focus on building a friendly and aggressive investment platform, maintaining an optimistic outlook on the sustained growth of its financial services business, planning to further develop asset management services through acquisitions of investment managers in Cayman and Singapore and applying for a Hong Kong Type 9 license, while expanding wealth management services via alternative investment and family office platforms[8](index=8&type=chunk) - As of the end of the reporting period, the Group had established **18 limited partnership funds** in Hong Kong, primarily investing in private equity[8](index=8&type=chunk) [Management Discussion and Analysis](index=5&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review](index=5&type=section&id=Business%20Review) The Group successfully shifted its business focus to financial services, driving significant performance growth and diversifying revenue FY2021 Performance Overview | Indicator | Amount (million HKD) | Year-on-Year Growth | | :--- | :--- | :--- | | Revenue | 426.6 | 88.4% | | Gross Profit | 245.5 | 702.5% | | Total Comprehensive Income Attributable to Owners | 200.8 | Turned profitable | [Provision of Licensed Financial Services](index=5&type=section&id=Provision%20of%20Licensed%20Financial%20Services) Licensed financial services achieved explosive growth in its first full year, with segment revenue reaching HKD 288.2 million Licensed Financial Services Segment Performance | Indicator | FY2021 (million HKD) | FY2020 (million HKD) | | :--- | :--- | :--- | | Segment Revenue | 288.2 | 12.9 | | Segment Profit | 178.2 | 3.9 | - During the reporting period, service fees of approximately **HKD 128.6 million** and placement commissions of approximately **HKD 72.4 million** recognized from the acquisition of a Cayman investment manager were the primary reasons for the significant increase in this segment's revenue[12](index=12&type=chunk) Key Operating Data for Licensed Financial Services (as of March 31, 2021) | Indicator | Value | | :--- | :--- | | Number of Securities Brokerage Clients | 197 | | Transaction Volume for Securities Trading and Brokerage Services | Approximately 4.518 billion HKD | | Total Client Assets Under Brokerage Services | Approximately 2.275 billion HKD | | Loans Receivable from Margin Financing Services | Approximately 33.4 million HKD | | Assets Under Management and Advisory Services | Approximately 4.167 billion HKD | [Provision of Lending Services](index=7&type=section&id=Provision%20of%20Lending%20Services) Lending services revenue and profit grew steadily, driven by an increase in loans receivable to HKD 92.8 million Lending Services Segment Performance | Indicator | FY2021 (million HKD) | FY2020 (million HKD) | | :--- | :--- | :--- | | Segment Revenue | 4.9 | 0.6 | | Segment Profit | 2.3 | 0.3 | | Loans Receivable (period-end) | 92.8 | 31.9 | [Provision of Asset Management Services](index=7&type=section&id=Provision%20of%20Asset%20Management%20Services) Asset management, a new segment, recorded a profit of approximately HKD 44.9 million from fair value gains on financial assets - The asset management services segment recorded a profit of approximately **HKD 44.9 million** during the reporting period, primarily from fair value gains on financial assets measured at fair value through profit or loss[13](index=13&type=chunk) [Apparel Product Sales and Provision of Supply Chain Management Solutions to Customers](index=7&type=section&id=Apparel%20Product%20Sales%20and%20Provision%20of%20Supply%20Chain%20Management%20Solutions%20to%20Customers) The apparel business faced severe challenges from the pandemic and trade conflicts, leading to reduced orders and a segment loss - Apparel business segment revenue decreased from **HKD 212.9 million** to **HKD 133.5 million**, a decrease of approximately **37.3%**, and recorded a segment loss of approximately **HKD 5.5 million**[14](index=14&type=chunk) [Financial Review](index=7&type=section&id=Financial%20Review) Strong financial performance this fiscal year saw total revenue grow 88.4% to HKD 426.6 million, with a return to profitability FY2021 Revenue Segment Composition | Business Segment | Revenue (million HKD) | Year-on-Year Growth Rate | | :--- | :--- | :--- | | Licensed Financial Services | 288.2 | +2,132.7% | | Lending Services | 4.9 | +700.3% | | Apparel Business | 133.5 | -37.3% | | **Total** | **426.6** | **+88.4%** | - Cost of sales/services decreased by **7.5%** year-on-year to **HKD 181.1 million**, primarily due to reduced apparel business sales costs aligning with lower revenue, partially offset by a significant increase in financial services costs (e.g., re-referral fees)[15](index=15&type=chunk) - Net other income recorded approximately **HKD 83.0 million**, compared to a net loss of HKD 39.4 million in the prior period, mainly due to sales gains and fair value gains from financial assets measured at fair value through profit or loss[17](index=17&type=chunk) - General and administrative expenses increased by **178.8%** year-on-year to **HKD 100.7 million**, primarily due to increased salary expenses from a rise in employees from **42 to 61**, and share-based payment expenses of approximately **HKD 28.9 million** from share option grants[18](index=18&type=chunk) [Liquidity and Financial Resources](index=9&type=section&id=Liquidity%20and%20Financial%20Resources) The Group's financial position is robust, with net current assets increasing to HKD 287.1 million and cash at HKD 56.2 million Liquidity Indicators (as of March 31) | Indicator | 2021 | 2020 | | :--- | :--- | :--- | | Net Current Assets (million HKD) | 287.1 | 135.8 | | Cash and Cash Equivalents (million HKD) | 56.2 | 50.7 | | Current Ratio | 3.47 | 3.98 | | Bank Borrowings (million HKD) | 0 | 6.4 | | Gearing Ratio | 7.8% | 6.8% | - To strengthen capital, the company issued **HKD 6 million** in principal amount of 5% coupon unlisted bonds to independent third parties[21](index=21&type=chunk) - To pay part of the consideration for the acquisition of Carmel Reserve LLC, the company issued interest-free promissory notes with a principal amount of **USD 3.5 million**, with an outstanding balance of approximately **HKD 22.4 million** at period-end[21](index=21&type=chunk) [Significant Investments](index=10&type=section&id=Significant%20Investments) The Group made two significant investments, including a Cayman private equity fund and Carmel Reserve LLC, both recording fair value gains Details of Significant Investments (as of March 31, 2021) | Investment Project | Investment Type | Fair Value at Period-End (million HKD) | Percentage of Total Assets | Fair Value Gain During Reporting Period (million HKD) | | :--- | :--- | :--- | :--- | :--- | | Cayman Fund | Private Equity Fund | 119.6 | 19.2% | 3.9 | | Carmel Reserve LLC | Real Estate Project (Equity) | 71.2 | 11.3% | 33.2 | - The investment in Carmel Reserve LLC is the Group's first real estate investment, aimed at expanding its investment portfolio and capturing potential future profit distributions[26](index=26&type=chunk) [Employees and Remuneration Policy](index=12&type=section&id=Employees%20and%20Remuneration%20Policy) Full-time employees increased from 42 to 61, leading to a significant rise in total employee benefits expenses to HKD 64.2 million Employee and Remuneration Overview | Indicator | 2021 | 2020 | | :--- | :--- | :--- | | Full-time Employees (period-end) | 61 | 42 | | Total Employee Benefits Expenses (million HKD) | 64.2 | 21.1 | [Biographical Details of Directors and Senior Management](index=12&type=section&id=Biographical%20Details%20of%20Directors%20and%20Senior%20Management) [Directors and Senior Management Background](index=12&type=section&id=Directors%20and%20Senior%20Management%20Background) This section details the diverse professional backgrounds of the company's directors and senior management, particularly in financial services - Executive Director and Chairwoman Ms. Jiang Xinyong previously worked in private banking at JPMorgan Chase, Standard Chartered, and HSBC, and founded DL Family Office[33](index=33&type=chunk) - Executive Director and CEO Mr. Chen Ningdi has over **20 years** of global financial industry experience, founded DL Securities and DL Family Office, and previously worked in HSBC's Global Investment Banking division[34](index=34&type=chunk) - Board members possess diverse professional backgrounds, including finance, accounting, legal, technology, and media, supporting the Group's strategic decision-making[35](index=35&type=chunk)[36](index=36&type=chunk)[37](index=37&type=chunk)[38](index=38&type=chunk) [Corporate Governance Report](index=16&type=section&id=Corporate%20Governance%20Report) [Corporate Governance Practices and the Board](index=16&type=section&id=Corporate%20Governance%20Practices%20and%20the%20Board) The company largely complied with corporate governance codes, maintaining a Board with clear roles and separate Chairman and CEO positions - During the reporting period, the company complied with all Code Provisions of the Corporate Governance Code, with the only deviation being Chairwoman Ms. Jiang Xinyong's absence from the Annual General Meeting on September 29, 2020, due to other commitments[40](index=40&type=chunk) - The roles of Chairman and Chief Executive Officer are held separately by Ms. Jiang Xinyong and Mr. Chen Ningdi, ensuring a balance of power and authority[48](index=48&type=chunk) Board Meeting Attendance Record (for the year ended March 31, 2021) | Director Name | Board Meeting Attendance | General Meeting Attendance | | :--- | :--- | :--- | | Ms. Jiang Xinyong | 13/14 | 0/2 | | Mr. Chen Ningdi | 14/14 | 1/2 | | Mr. Chen Guanhua | 12/14 | 0/2 | | Mr. Li Ren | 11/14 | 0/2 | | Mr. Zhang Shize | 11/14 | 2/2 | | Mr. Chen Zhengliang | 12/14 | 1/2 | | Mr. Liu Chun | 9/13 | 0/2 | | Ms. Lu Xuanling (resigned) | 9/10 | 1/1 | [Board Committees](index=20&type=section&id=Board%20Committees) The company established Audit, Remuneration, and Nomination Committees, predominantly composed of independent non-executive directors [Audit Committee](index=20&type=section&id=Audit%20Committee) The Audit Committee, comprising independent non-executive directors, oversees financial reporting, risk management, and internal controls Audit Committee Meeting Attendance Record | Audit Committee Member Name | Attended/Entitled to Attend Meetings | | :--- | :--- | | Mr. Zhang Shize (Chairman) | 1/2 | | Mr. Chen Zhengliang | 2/2 | | Mr. Liu Chun | 2/2 | | Ms. Lu Xuanling (resigned) | 1/1 | - The Audit Committee believes that for the year ended March 31, 2021, the Group's risk management and internal control systems were effective and complied with the Corporate Governance Code[51](index=51&type=chunk) [Remuneration Committee](index=20&type=section&id=Remuneration%20Committee) The Remuneration Committee advises the Board on remuneration policies and structures for directors and senior management Remuneration Committee Meeting Attendance Record | Remuneration Committee Member Name | Attended/Entitled to Attend Meetings | | :--- | :--- | | Mr. Zhang Shize (Chairman) | 2/3 | | Ms. Jiang Xinyong | 3/3 | | Mr. Chen Zhengliang | 3/3 | [Nomination Committee](index=21&type=section&id=Nomination%20Committee) The Nomination Committee reviews Board structure and diversity, advising on director appointments and re-appointments Nomination Committee Meeting Attendance Record | Nomination Committee Member Name | Attended/Entitled to Attend Meetings | | :--- | :--- | | Ms. Jiang Xinyong (Chairman) | 2/2 | | Mr. Zhang Shize | 1/2 | | Mr. Chen Zhengliang | 2/2 | [Accountability and Audit](index=21&type=section&id=Accountability%20and%20Audit) The Board confirms its responsibility for true and fair financial statements, deeming the Group's risk management and internal control systems effective - The Board, with the assistance of the Audit Committee, conducted an annual review of the risk management and internal control systems for the year ended March 31, 2021, deeming them effective and adequate[62](index=62&type=chunk) Auditor's Remuneration (for the year ended March 31, 2021) | Services Provided | Fees Paid/Payable (thousand HKD) | | :--- | :--- | | Audit Services | 1,100 | [Shareholders' Rights](index=24&type=section&id=Shareholders'%20Rights) This report clarifies shareholder rights, including procedures for convening meetings, making inquiries, and proposing directors - Shareholders holding not less than **one-tenth** of the company's paid-up share capital have the right to request the Board to convene an extraordinary general meeting[66](index=66&type=chunk) - Shareholders may nominate director candidates in writing, subject to specific notice periods and procedural requirements[67](index=67&type=chunk) [Directors' Report](index=25&type=section&id=Directors'%20Report) [Principal Activities and Performance Distribution](index=25&type=section&id=Principal%20Activities%20and%20Performance%20Distribution) The Group's principal activities include financial services and apparel business, with the Board approving interim and recommending final dividends - The Group's principal activities include: (i) Licensed Financial Services, (ii) Lending Services, (iii) Apparel Product Sales and Supply Chain Management, and (iv) Asset Management Services[71](index=71&type=chunk) FY2021 Dividend Distribution | Dividend Type | Amount Per Share (HKD) | Total Amount (million HKD) | Status | | :--- | :--- | :--- | :--- | | Interim Dividend | 0.0068 | ~9.5 | Distributed | | Proposed Final Dividend | 0.0358 | ~50.0 | Proposed, subject to Shareholders' Approval | [Major Customers and Suppliers](index=27&type=section&id=Major%20Customers%20and%20Suppliers) The Group exhibits high customer and supplier concentration, with top five customers accounting for 58.92% of revenue Customer and Supplier Concentration (for the year ended March 31, 2021) | Category | Percentage | | :--- | :--- | | Largest Customer as % of Total Revenue | 29.15% | | Top Five Customers as % of Total Revenue | 58.92% | | Largest Supplier as % of Total Cost of Sales | 27.09% | | Top Five Suppliers as % of Total Cost of Sales | 64.94% | [Directors' and Chief Executive's Interests in Shares, Underlying Shares, and Debentures](index=28&type=section&id=Directors'%20and%20Chief%20Executive's%20Interests%20in%20Shares%2C%20Underlying%20Shares%2C%20and%20Debentures) This section discloses the significant shareholdings of directors, chief executive, and substantial shareholders as of March 31, 2021 Directors' and Chief Executive's Interests in Shares (as of March 31, 2021) | Director Name | Capacity/Nature of Interest | Number of Shares | Approximate Percentage | | :--- | :--- | :--- | :--- | | Ms. Jiang Xinyong | Interest of Spouse / Interest of Controlled Corporation | 530,424,395 / 222,418,000 | 37.98% / 15.93% | | Mr. Chen Ningdi | Interest of Controlled Corporation / Interest of Spouse | 530,424,395 / 222,418,000 | 37.98% / 15.93% | | Mr. Li Ren | Beneficial Owner | 118,892,000 | 8.51% | | Mr. Liu Chun | Beneficial Owner (Share Options) | 3,000,000 | 0.21% | [Share Option Scheme](index=31&type=section&id=Share%20Option%20Scheme) The company's share option scheme granted 107.5 million options and saw 107 million exercised, with 63 million unexercised - During the reporting period, the company granted **107,500,000** share options and **106,976,000** share options were exercised under the share option scheme[92](index=92&type=chunk) - As of March 31, 2021, **63,000,000** share options remained unexercised under the share option scheme, representing approximately **4.5%** of the issued shares[92](index=92&type=chunk)[273](index=273&type=chunk) [Share Award Scheme](index=33&type=section&id=Share%20Award%20Scheme) The company adopted a share award scheme on September 8, 2020, purchasing 12.26 million shares for HKD 17.255 million - The company adopted a share award scheme on September 8, 2020. As of the fiscal year-end, **12,260,000** shares had been purchased for the scheme at a total cost of **HKD 17.255 million**, with no awards yet granted[95](index=95&type=chunk) [Issuance of Securities and Use of Proceeds](index=33&type=section&id=Issuance%20of%20Securities%20and%20Use%20of%20Proceeds) The company raised net proceeds of approximately HKD 60.15 million from a placement of 75.5 million new shares, used for financial services expansion Share Subscription and Use of Proceeds | Item | Details | | :--- | :--- | | Subscriber | CMF Global Quantitative Multi-Asset SPC | | Number of Shares Issued | 75,500,000 | | Subscription Price | HKD 0.80 per share | | Net Proceeds | Approximately 60.15 million HKD | | **Use of Proceeds** | | | Expand Financial Services Business (Subscription of Private Equity Fund) | 50.0 million HKD (Utilized) | | Strengthen Sales and Distribution Network | 10.15 million HKD (Utilized) | [Connected Transactions](index=34&type=section&id=Connected%20Transactions) The Group engaged in several discloseable connected transactions, including an investment in Carmel Reserve LLC and a met profit guarantee - The Group subscribed for a **27.06%** Class B membership interest in Carmel Reserve LLC, an associate of the Chairwoman and CEO, for **USD 5 million** (approximately **HKD 39 million**), which constituted a discloseable and connected transaction, with all compliance procedures completed[104](index=104&type=chunk) - Upon the 2019 acquisition of DL Securities and DL Finance, the vendor (Mr. Chen Ningdi) guaranteed that the target companies' audited after-tax profit for the guarantee period (fiscal year ended December 31, 2020) would be no less than **HKD 6 million**. The report confirms that actual profit exceeded the guaranteed profit, and the vendor fulfilled his obligations[105](index=105&type=chunk) [Independent Auditor's Report](index=36&type=section&id=Independent%20Auditor's%20Report) [Audit Opinion and Key Audit Matters](index=36&type=section&id=Audit%20Opinion%20and%20Key%20Audit%20Matters) The auditor issued an unqualified opinion on the financial statements, highlighting key audit matters including receivables impairment and financial instrument fair value - The auditor issued a standard **unqualified audit opinion**[108](index=108&type=chunk) - Key audit matters include: - **Impairment assessment of receivables**: Involves evaluating expected credit losses (ECL) for trade receivables, bills receivable, other receivables, and loans and interest receivable, due to significant management judgment - **Valuation of share options**: Valuing **107.5 million** granted share options using a binomial option pricing model, involving subjective assumptions - **Assessment of control over structured entities**: Determining if the Group has control over managed structured entities (e.g., funds), involving complex judgments - **Fair value measurement of Level 3 financial instruments**: Valuing financial assets lacking observable market data (e.g., unlisted equity investments), involving subjectivity[110](index=110&type=chunk)[112](index=112&type=chunk)[113](index=113&type=chunk)[114](index=114&type=chunk) [Consolidated Financial Statements](index=44&type=section&id=Consolidated%20Financial%20Statements) [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=44&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) The Group achieved a strong turnaround with revenue of HKD 426.6 million and profit attributable to owners of HKD 200.8 million Consolidated Statement of Profit or Loss Summary (for the year ended March 31) | Indicator (thousand HKD) | 2021 | 2020 | | :--- | :--- | :--- | | Revenue | 426,551 | 226,391 | | Gross Profit | 245,473 | 30,587 | | Operating Profit / (Loss) | 219,854 | (51,618) | | Profit / (Loss) Before Income Tax | 217,792 | (51,861) | | **Profit / (Loss) for the Year** | **200,798** | **(51,409)** | | **Basic Earnings / (Loss) Per Share (HK cents)** | **15.06** | **(4.57)** | [Consolidated Statement of Financial Position](index=45&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of March 31, 2021, total assets grew to HKD 627.9 million, total liabilities were HKD 127.4 million, and total equity increased to HKD 500.6 million Consolidated Statement of Financial Position Summary (as of March 31) | Indicator (thousand HKD) | 2021 | 2020 | | :--- | :--- | :--- | | **Assets** | | | | Non-current Assets | 224,566 | 29,739 | | Current Assets | 403,375 | 181,375 | | **Total Assets** | **627,941** | **211,114** | | **Liabilities** | | | | Current Liabilities | 116,313 | 45,562 | | Non-current Liabilities | 11,071 | 538 | | **Total Liabilities** | **127,384** | **46,100** | | **Net Assets** | **500,557** | **165,014** | | **Equity** | | | | Share Capital | 13,966 | 12,142 | | Total Equity | 500,557 | 165,014 | [Consolidated Statement of Cash Flows](index=47&type=section&id=Consolidated%20Statement%20of%20Cash%20Flows) Operating activities generated HKD 49.13 million net cash inflow, while investing activities used HKD 114.3 million, resulting in a HKD 33.8 million net increase in cash Consolidated Statement of Cash Flows Summary (for the year ended March 31) | Indicator (thousand HKD) | 2021 | 2020 | | :--- | :--- | :--- | | Net Cash From / (Used in) Operating Activities | 49,125 | (6,270) | | Net Cash (Used in) / From Investing Activities | (114,301) | 19,081 | | Net Cash From Financing Activities | 98,980 | 356 | | **Net Increase in Cash and Cash Equivalents** | **33,804** | **13,167** | | Cash and Cash Equivalents at Beginning of Year | 65,451 | 52,284 | | **Cash and Cash Equivalents at End of Year** | **99,255** | **65,451** | [Notes to the Consolidated Financial Statements](index=48&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) The notes detail significant accounting policies, estimates, and breakdowns of financial statement items, providing essential context - Note 5 provides detailed disclosure of the performance, assets, and liabilities of each business segment, indicating that financial services are the absolute performance pillar[211](index=211&type=chunk)[213](index=213&type=chunk)[219](index=219&type=chunk) - Notes 11 and 26 detail the share option scheme and share award scheme, respectively, including grants, exercises, and valuation assumptions[251](index=251&type=chunk)[317](index=317&type=chunk) - Notes 36 and 37 disclose details of significant related party transactions and business combinations during the year, including the investment in Carmel Reserve LLC and acquisitions of DL Family and Four Seasons[347](index=347&type=chunk)[353](index=353&type=chunk) - Note 39 provides a detailed analysis of various financial risks faced by the Group (market risk, credit risk, liquidity risk) and their management strategies, along with fair value hierarchy classifications for financial instruments[382](index=382&type=chunk)[416](index=416&type=chunk) [Financial Summary](index=128&type=section&id=Financial%20Summary) [Five-Year Financial Summary](index=128&type=section&id=Five-Year%20Financial%20Summary) This summary presents key five-year financial data, highlighting the Group's historic performance breakthrough in FY2021 with record high revenue and profit Five-Year Financial Summary (for the year ended March 31) | Indicator (thousand HKD) | 2021 | 2020 | 2019 | 2018 | 2017 | | :--- | :--- | :--- | :--- | :--- | :--- | | **Performance** | | | | | | | Revenue | 426,551 | 226,391 | 186,519 | 279,382 | 206,219 | | Profit / (Loss) for the Year | 200,798 | (51,409) | 18,682 | 15,688 | 25,143 | | **Assets and Liabilities** | | | | | | | Total Assets | 627,941 | 211,114 | 180,456 | 115,695 | 90,909 | | Total Liabilities | 127,384 | 46,100 | 9,634 | 33,292 | 29,537 | | Net Assets | 500,557 | 165,014 | 170,822 | 82,403 | 61,372 |