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恒月控股(01723) - 致非登记持有人通知信函
2025-07-30 12:37
(於開曼群島註冊成立的有限公司) (Stock Code 股份代號: 1723) NOTIFICATION LETTER 通知信函 Dear Non-registered Shareholder(s) (Note 1) Moon Inc. (the "Company") – Notice of publication of Annual Report 2025, Circular in relation to proposals for re-election of directors and granting of general mandates to repurchase shares and to issue shares, and notice of annual general meeting and Proxy Form (the "Current Corporate Communications") and Environmental, Social and Governance Report 2025 Moon Inc. 恆月控股有限公司 (Incorporated in the Cayma ...
恒月控股(01723) - 致登记持有人通知信函
2025-07-30 12:36
Moon Inc. 恆月控股有限公司 (Incorporated in the Cayman Islands with limited liability) (於開曼群島註冊成立的有限公司) 31 July 2025 Dear Registered Shareholders, Moon Inc. (the "Company") – Notice of publication of Annual Report 2025, Circular in relation to proposals for re-election of directors and granting of general mandates to repurchase shares and to issue shares, and notice of annual general meeting and Proxy Form (the "Current Corporate Communications") and Environmental, Social and Governance Report 2025 The English and ...
恒月控股(01723) - 将於二零二五年九月二十六日(星期五)举行的股东週年大会的代表委任表格
2025-07-30 12:34
Moon Inc. HK Asia Holdings Limited 本人╱吾等 (附註2) 地址為 為恆月控股有限公司 (「本公司」)已發行股本中 股的登記持有人,茲委任大會主席 (附註3) 或 地址為 為本人╱ 吾等的受委代表,代表本人╱吾等出席本公司謹訂於二零二五年九月二十六日(星期五)上午十一時正假座香港中環康樂廣場1號怡和 大廈3701-10室舉行的二零二五年股東週年大會(「股東週年大會」)(及其任何續會),並按照下列指示代表本人╱吾等就日期為二零 二五年七月三十一日的大會通告(「股東週年大會通告」)所列決議案行事及投票。 請在適當空欄內填上(「✔」)以表明 閣下的投票意願 (附註4) 。 | | 普通決議案 | 贊成 | (附註4) | 反對 | (附註4) | | --- | --- | --- | --- | --- | --- | | 1. | 考慮並採納本公司截至二零二五年三月三十一日止年度的經審核綜合財務報表及董事會報告和 | | | | | | | 核數師報告。 | | | | | | 2(i). | 重選David Forrest Bailey先生為本公司執行董事。 | | | | ...
恒月控股(01723) - 股东週年大会通告
2025-07-30 12:32
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通告的內容概不負責,對其 準確性或完整性亦不發表任何聲明,並明確表示,概不對因本通告全部或任何部份內容 而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 Moon Inc. HK Asia Holdings Limited 1723 股東週年大會通告 茲通告恆月控股有限公司(「本公司」)謹訂於二零二五年九月二十六日(星期五)上午十一 時正假座香港中環康樂廣場1號怡和大廈3701-10室舉行股東週年大會,藉以處理以下事 宜: - 1 - 1. 考慮並採納截至二零二五年三月三十一日止年度的本公司經審核綜合財務報表及本 公司董事會報告和核數師報告。 2. 考慮及酌情批准以下決議案(各為一項獨立決議案): (i) 重選David Forrest Bailey先生為本公司執行董事。 (ii) 重選John Edwin Riggins先生為本公司執行董事。 (iii) 重選方建凱先生為本公司執行董事。 (iv) 重選王鳳儀女士為本公司執行董事。 (v) 重選薛瀚先生為本公司非執行董事。 (vi) 重選顏蓉慧女士為本公司獨立非執行董事。 (vii) 重選陳小兵先生為本 ...
恒月控股(01723) - 建议重选董事;建议授出购回股份及发行股份的一般授权;终止购股权计划;建议...
2025-07-30 12:30
此乃要件 請即處理 閣下如對本通函任何方面或應採取的行動有任何疑問,應諮詢 閣下的股票經紀或其他註冊證 券交易商、銀行經理、律師、專業會計師或其他專業顧問。 閣下如已出售或轉讓名下所有恆月控股有限公司的股份,應立即將本通函及隨附的代表委任表 格送交買主或承讓人,或經手買賣或轉讓的銀行、股票經紀或其他代理商,以便轉交買主或承 讓人。 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通函的內容概不負責,對其準確性 或完整性亦不發表任何聲明,並明確表示,概不對因本通函全部或任何部份內容而產生或因倚 賴該等內容而引致的任何損失承擔任何責任。 Moon Inc. HK Asia Holdings Limited 1723 建議重選董事; 建議授出購回股份及發行股份的一般授權; 終止購股權計劃; 建議採納股份獎勵計劃; 及 股東週年大會通告 恆月控股有限公司將於二零二五年九月二十六日(星期五)上午十一時正假座香港中環康樂廣場 1號怡和大廈3701-10室舉行股東週年大會,召開大會的通告載於本通函。 無論 閣下能否出席股東週年大會,務請按照隨附股東週年大會使用的代表委任表格列印的指 示填妥及簽署表格,並盡快且無論如何於 ...
恒月控股(01723) - 环境、社会及管治报告2025
2025-07-30 12:26
(Incorporated in the Cayman Islands with limited liability) Stock Code :1723 2025 環境、社會及 管治報告 Moon Inc. 恆月控股有限公司 :1723 (於開曼群島註冊成立的有限公司) 股份代號 Moon Inc. 恆月控股有限公司 2025 Environmental, Social and Governance Report 目錄 | 概覽 | 2 | | --- | --- | | 重大範疇及層面及關鍵績效指標 | 6 | | (A) 環境事宜及相關關鍵績效指標 | | | A1. 排放及廢棄物-政策及遵守相關法律 | 7 | | A2. 資源使用-高效使用資源政策 | 9 | | A3. 環境及⾃然資源-減低重大影響的政策 | 11 | | A4. 氣候變化 | 12 | | (B) 社會事宜及相關關鍵績效指標 | | | B1. 僱傭及勞工常規 | 13 | | B2. 健康及安全-政策及遵守相關法律 | 17 | | B3. 發展及培訓-有關改善僱員知識及技能 | | | 的政策 | 18 | | B4. 勞工準 ...
恒月控股(01723) - 2025 - 年度财报
2025-07-30 12:24
[Company Information](index=2&type=section&id=Company%20Information) This section outlines Moon Inc.'s key corporate information, including board members, committee structures, and registered details - The company's English name changed from "HK Asia Holdings Limited" to **"Moon Inc."**, and its Chinese name from "港亞控股有限公司" to "恆月控股有限公司", effective May 15, 2025[2](index=2&type=chunk) - The Board of Directors includes Executive Directors Mr. Fong Kin Hoi (Chairman), Mr. David Forrest Bailey, Mr. John Edwin Riggins (CEO), Ms. Wong Fung Yee; Non-executive Director Mr. Sit Hon; and Independent Non-executive Directors Mr. Chan Siu Ping, Mr. Wong Yun Pun, Ms. Ngan Yung Wai[4](index=4&type=chunk) - The company has established an **Audit Committee, Remuneration Committee, Nomination Committee, and Environmental, Social and Governance Committee** to oversee specific matters[4](index=4&type=chunk) [Chairman's Statement](index=3&type=section&id=Chairman%27s%20Statement) The Chairman's Statement highlights 2025 as a transformative year, emphasizing new management's blockchain expertise and continued investment in the core prepaid product business - On March 14, 2025, the company completed a mandatory unconditional cash offer, welcoming new management with expertise in **blockchain, cryptocurrency, and Web 3.0 technologies**[7](index=7&type=chunk) - The core **prepaid product business** (wholesale and retail) remains the Group's foundation and will continue to receive resources for maintenance and expansion[7](index=7&type=chunk) - As of June 30, 2025, the company acquired **28.88 Bitcoins** at a cost of approximately **HK$19.6 million** to explore the potential of cryptocurrency and blockchain technology[8](index=8&type=chunk) - After the fiscal year-end, the company successfully issued convertible notes to existing shareholders, raising net proceeds of approximately **HK$33 million** to strengthen core businesses and explore emerging market opportunities[8](index=8&type=chunk) [Management Discussion and Analysis](index=5&type=section&id=Management%20Discussion%20and%20Analysis) This section reviews the financial and business performance for the year ended March 31, 2025, highlighting significant declines in revenue and gross profit, reduced other income due to cryptocurrency impairment, and a substantial drop in profit for the year - The Group primarily engages in wholesale, retail, and online sales of **prepaid products** in Hong Kong[12](index=12&type=chunk) - Key Financial Data Changes for FY2025 | Metric | 2025 (HK$ million) | 2024 (HK$ million) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 189.6 | 252.4 | -24.9% | | Gross Profit | 43.3 | 61.6 | -29.7% | | Gross Margin | 22.8% | 24.4% | -1.6 percentage points | | Other Income | 0.6 | 2.5 | -76.0% | | Profit attributable to owners of the Company | 1.8 | 14.8 | -87.8% | - Intangible assets balance was approximately **HK$12.0 million**, representing the carrying value of Bitcoin held by the Group as of March 31, 2025; approximately **18.88 Bitcoins** were acquired during the year for a total consideration of approximately **HK$13.3 million**, with an impairment loss of approximately **HK$1.3 million** recognized[21](index=21&type=chunk) - Subsequent to the reporting period, the Group further acquired approximately **10 Bitcoins**, bringing the total acquisition cost to approximately **HK$19.6 million** and total holdings to approximately **28.88 Bitcoins**[21](index=21&type=chunk) - The Board has resolved **not to declare a final dividend** for the year ended March 31, 2025[24](index=24&type=chunk) - Net current assets were approximately **HK$80.1 million** (2024: HK$106.8 million), and the current ratio decreased from **9.4 times to 9.3 times**[25](index=25&type=chunk) - Subsequent to the reporting period, the company issued convertible notes with a principal amount of **HK$33.8 million**, which were fully converted into **75,000,000 conversion shares**, raising net proceeds of approximately **HK$33.3 million** for general working capital, prepaid product business expansion, and cryptocurrency investments[38](index=38&type=chunk) [Biographical Details of Directors and Senior Management](index=11&type=section&id=Biographical%20Details%20of%20Directors%20and%20Senior%20Management) This section provides detailed biographies of the company's board members and senior management, highlighting their professional experience and roles, reflecting the company's strategic shift - Mr. David Forrest Bailey, Mr. Fong Kin Hoi (Chairman), Mr. John Edwin Riggins (CEO), and Ms. Wong Fung Yee were appointed Executive Directors on February 12, 2025, all possessing **extensive experience in the crypto industry**[39](index=39&type=chunk)[40](index=40&type=chunk)[41](index=41&type=chunk)[42](index=42&type=chunk) - Mr. Sit Hon was appointed Non-executive Director on March 14, 2025, while Mr. Chan Siu Ping, Ms. Ngan Yung Wai, and Mr. Wong Yun Pun were appointed Independent Non-executive Directors on the same day, bringing **diverse professional backgrounds**[43](index=43&type=chunk)[44](index=44&type=chunk)[45](index=45&type=chunk)[46](index=46&type=chunk) - Mr. Jesse Austin Myers was appointed Chief Investment Officer effective June 11, 2025, Ms. Tsang Ka Yan was appointed Strategy Director, and Mr. Chan Ming Kee was appointed Chief Financial Officer, Company Secretary, and Authorized Representative[49](index=49&type=chunk)[50](index=50&type=chunk) - Effective July 1, 2025, monthly director's fees for Executive and Non-executive Directors (including the Chairman and CEO) were adjusted, with CEO Mr. Riggins' annual salary set at **US$200,000**[47](index=47&type=chunk) [Corporate Governance Report](index=16&type=section&id=Corporate%20Governance%20Report) This report outlines the company's commitment and practices in corporate governance, ensuring compliance with the HKEX Corporate Governance Code, with a focus on board structure, director development, committee oversight, and risk management - The company complied with **all applicable code provisions** of the Corporate Governance Code throughout the year[53](index=53&type=chunk) - The Board comprises **4 Executive Directors, 1 Non-executive Director, and 3 Independent Non-executive Directors**, with distinct roles for Chairman (Mr. Fong Kin Hoi) and Chief Executive Officer (Mr. John Edwin Riggins)[59](index=59&type=chunk)[61](index=61&type=chunk) - All **Independent Non-executive Directors** have confirmed their independence and meet Listing Rules requirements[62](index=62&type=chunk) - All Directors participate in **continuous professional development** to update their knowledge and skills, receiving formal induction and relevant training[69](index=69&type=chunk)[70](index=70&type=chunk) - The Board has established an **Audit Committee, Remuneration Committee, Nomination Committee, and Environmental, Social and Governance Committee**, each with specific written terms of reference[71](index=71&type=chunk) - The Board, through the Audit Committee, conducts an annual review of the Group's **risk management and internal control systems**, deeming them effective and adequate[98](index=98&type=chunk) - The company has adopted a **Shareholder Communication Policy** to ensure equal and timely access to company information for shareholders and investors, outlining procedures for convening extraordinary general meetings, making proposals, and inquiries[110](index=110&type=chunk)[117](index=117&type=chunk) [Directors' Report](index=33&type=section&id=Directors%27%20Report) This Directors' Report provides an overview of business operations, financial results, key risks, and uncertainties for the year ended March 31, 2025, detailing board changes, shareholdings, share option schemes, related party transactions, and compliance - The Group primarily engages in the **wholesale and retail of prepaid products**[121](index=121&type=chunk) - Key risks include **customer concentration** (single largest customer accounts for approximately 10.4% of total sales) and **supplier concentration** (two major suppliers account for approximately 67.4% of total purchases)[124](index=124&type=chunk)[125](index=125&type=chunk)[141](index=141&type=chunk) - The Board declared and paid a **special dividend of HK$0.05 per ordinary share** on October 17, 2024, but does not recommend a final dividend for the current year[127](index=127&type=chunk)[128](index=128&type=chunk) - As of March 31, 2025, the company's distributable reserves amounted to **HK$65,674,000**[138](index=138&type=chunk) - The Group made **charitable donations of HK$30,000** during the year[139](index=139&type=chunk) - Directors' and Major Shareholders' Interests in Company Shares (as of March 31, 2025) | Director Name | Capacity | Number of Shares | Number of Related Shares | Total Interest | Approximate Percentage of Issued Shares | | :--- | :--- | :--- | :--- | :--- | :--- | | Mr. David Forrest Bailey | Controlled Corporation Interest | 95,563,800 | 25,500,000 | 121,063,800 | 30.27% | | Mr. Fong Kin Hoi | Controlled Corporation Interest | 92,774,880 | 24,750,000 | 117,524,880 | 29.38% | | Mr. Sit Hon | Controlled Corporation Interest | 92,753,100 | 24,750,000 | 117,503,100 | 29.38%
恒月控股(01723)拟要约收购DV8股份,进一步拓展于东南亚国家的现有业务
智通财经网· 2025-07-03 15:01
Group 1 - The company, Hengyue Holdings, announced a tender offer to acquire all securities of DV8, a company listed on the Thai Stock Exchange, with a proposed offer price of 0.56 THB per share and 0.01 THB per warrant [1] - DV8 operates one of the largest in-store audio advertising platforms in Thailand, providing a cost-effective way to promote telecommunications products through a vast audio network across various retail outlets [2] - The acquisition of DV8 is part of the company's strategy to expand its business in Southeast Asia, using Thailand as a strategic entry point due to its popularity as a global tourist destination [1][2] Group 2 - Establishing a business presence in Thailand allows the company to position itself in a vibrant market, serving as a strategic gateway to the broader ASEAN region [2] - The extensive retail network of DV8, which includes 2,202 Lotus's stores, 207 Big C stores, and 1,500 7-11 stores, will provide immediate and wide distribution channels for the company's prepaid card products and potential digital offerings [2] - The acquisition is expected to significantly enhance the company's opportunities in the Thai market while reducing related costs [2]
恒月控股(01723) - 2025 - 年度业绩
2025-06-30 13:33
[Financial Highlights](index=1&type=section&id=Financial%20Highlights) The Group's financial performance for the year ended March 31, 2025, significantly declined, with substantial decreases in revenue, gross profit, and profit attributable to owners of the Company, and the Board does not recommend a final dividend | Metric | 2025 (HK$ million) | 2024 (HK$ million) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 189.6 | 252.4 | -24.9% | | Gross Profit | 43.3 | 61.6 | -29.7% | | Profit Attributable to Owners of the Company | 1.8 | 14.8 | -87.8% | | Basic and Diluted Earnings Per Share (HK cents) | 0.45 | 3.71 | -87.8% | - The Board does not recommend the payment of a **final dividend** for the year ended March 31, 2025[3](index=3&type=chunk) [Consolidated Financial Statements](index=2&type=section&id=Consolidated%20Financial%20Statements) This section presents the consolidated audited annual results of Moon Inc. and its subsidiaries for the year ended March 31, 2025, including the consolidated statement of profit or loss and other comprehensive income and consolidated statement of financial position, with comparative data [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=2&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) The Group's consolidated statement of profit or loss and other comprehensive income for the year ended March 31, 2025, shows significant declines in revenue, gross profit, and profit for the year, reflecting a substantial weakening of profitability | Metric | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Revenue | 189,558 | 252,383 | | Cost of Sales | (146,232) | (190,736) | | Gross Profit | 43,326 | 61,647 | | Other Income and Losses | 631 | 2,525 | | Selling and Distribution Expenses | (22,919) | (23,417) | | Administrative Expenses | (18,168) | (23,086) | | Finance Costs | (230) | (395) | | Profit Before Tax | 2,640 | 17,274 | | Taxation | (849) | (2,432) | | Profit and Total Comprehensive Income for the Year | 1,791 | 14,842 | | Profit Attributable to Owners of the Company for the Year | 1,791 | 14,842 | | Basic and Diluted Earnings Per Share (HK cents) | 0.45 | 3.71 | [Consolidated Statement of Financial Position](index=3&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of March 31, 2025, the Group's consolidated statement of financial position shows a decrease in total assets and equity, notably with the first appearance of intangible assets, primarily Bitcoin, reflecting a shift in asset allocation | Metric | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | **Non-current Assets** | | | | Property, Plant and Equipment | 10,457 | 10,699 | | Right-of-use Assets | 1,720 | 5,846 | | Intangible Assets | 12,041 | – | | Financial Assets at Fair Value Through Profit or Loss | 1,550 | 1,750 | | Deposits | 532 | 922 | | **Current Assets** | | | | Inventories | 37,261 | 45,759 | | Trade Receivables | 1,721 | 1,966 | | Deposits, Prepayments and Other Receivables | 3,906 | 5,747 | | Amount Due from an Associate | – | 480 | | Tax Recoverable | 2,095 | – | | Cash and Cash Equivalents | 44,704 | 65,575 | | **Current Liabilities** | | | | Trade Payables | 1,045 | 441 | | Accruals and Other Payables | 6,752 | 5,354 | | Lease Liabilities | 1,756 | 4,505 | | Tax Payable | – | 2,398 | | **Non-current Liabilities** | | | | Lease Liabilities | 104 | 1,507 | | **Total Equity** | 106,330 | 124,539 | - In 2025, new intangible assets of **HK$12,041 thousand** were added, primarily consisting of Bitcoin[5](index=5&type=chunk)[38](index=38&type=chunk) [Notes to the Consolidated Financial Statements](index=5&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) This section provides detailed notes to the consolidated financial statements, covering company information, accounting policies, operating segments, revenue breakdown, detailed income and expense items, earnings per share, dividend policy, and analysis of trade and other receivables and payables [General Information](index=5&type=section&id=General%20Information) The Company is incorporated in the Cayman Islands and listed on the Main Board of the Hong Kong Stock Exchange, primarily engaged in online sales, wholesale, and retail of prepaid products in Hong Kong - The Company was incorporated in the Cayman Islands, and its shares have been listed on the Main Board of the Hong Kong Stock Exchange since September 27, 2018[7](index=7&type=chunk) - The Group's principal activities are online sales, wholesale, and retail of prepaid products (i.e., SIM cards and top-up vouchers) in Hong Kong[7](index=7&type=chunk) [Accounting Policies](index=5&type=section&id=Accounting%20Policies) The Group's consolidated financial statements are prepared in accordance with Hong Kong Financial Reporting Standards issued by the HKICPA, applying new and revised standards effective this year, which had no material impact on financial position or performance [Application of New and Revised Hong Kong Financial Reporting Standards](index=5&type=section&id=Application%20of%20New%20and%20Revised%20Hong%20Kong%20Financial%20Reporting%20Standards) This year, several new and revised HKFRS were first applied, including lease liabilities in sale and leaseback transactions, liability classification, and supplier finance arrangements, but these changes had no material impact on the Group's financial position or performance - This year, the Group first applied HKFRS 16 (Amendment) Lease Liability in a Sale and Leaseback, HKAS 1 (Amendment) Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants, and HKAS 7 and HKFRS 7 (Amendment) Supplier Finance Arrangements[8](index=8&type=chunk) - The application of the revised HKFRS had no material impact on the financial position and performance for the current and prior years[8](index=8&type=chunk) [Basis of Preparation of Consolidated Financial Statements](index=6&type=section&id=Basis%20of%20Preparation%20of%20Consolidated%20Financial%20Statements) The consolidated financial statements are prepared in accordance with Hong Kong Financial Reporting Standards issued by the HKICPA, complying with applicable disclosure requirements of the HKEX Listing Rules and the Hong Kong Companies Ordinance - The consolidated financial statements are prepared in accordance with Hong Kong Financial Reporting Standards issued by the HKICPA[10](index=10&type=chunk) [Operating Segments and Customer Information](index=7&type=section&id=Operating%20Segments%20and%20Customer%20Information) The Group operates a single segment, selling prepaid products in Hong Kong, with all operations and non-current assets located there; Customer A's sales represented a significant portion of total sales during the reporting period - The Group currently has one operating segment, the sale of prepaid products (SIM cards and top-up vouchers), with all operations and non-current assets located in Hong Kong[12](index=12&type=chunk)[13](index=13&type=chunk) Major Customer | Major Customer | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Customer A | 19,651 | 24,247 | [Revenue](index=7&type=section&id=Revenue) The Group's revenue is entirely derived from the sale of prepaid products in Hong Kong, encompassing wholesale, retail, and online sales, with wholesale and retail remaining dominant while online sales grew - Revenue refers to income from the sale of prepaid products for the years ended March 31, 2025, and 2024, with all customer contract revenue generated in Hong Kong[15](index=15&type=chunk) Source of Revenue | Source of Revenue | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Wholesale and Retail Sales of Prepaid Products | 182,405 | 248,729 | | Online Sales of Prepaid Products | 7,153 | 3,654 | | **Total Revenue** | **189,558** | **252,383** | [Other Income and Expense Items](index=8&type=section&id=Other%20Income%20and%20Expense%20Items) This section details the Group's other income and losses, finance costs, components of profit before tax, and tax expenses, showing specific amounts and changes for each item [Other Income and Losses](index=8&type=section&id=Other%20Income%20and%20Losses) Total other income and losses for the year amounted to **HK$631 thousand**, a significant decrease from last year, mainly due to reduced bank interest and consignment income, and an impairment loss on intangible assets from cryptocurrency holdings | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Promotion Income | 780 | 780 | | Consignment Income | 161 | 460 | | Miscellaneous Income | 9 | 12 | | Bank Interest Income | 1,182 | 1,711 | | Fair Value Change of Financial Assets at Fair Value Through Profit or Loss | (200) | (438) | | Impairment Loss on Intangible Assets | (1,301) | – | | **Total** | **631** | **2,525** | [Finance Costs](index=8&type=section&id=Finance%20Costs) The Group's finance costs primarily consist of interest expense on lease liabilities, amounting to approximately **HK$230 thousand** this year, a decrease from the prior year | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Interest Expense on Lease Liabilities | 230 | 395 | [Profit Before Tax](index=8&type=section&id=Profit%20Before%20Tax) The Group's profit before tax is derived after deducting various expenses, including cost of inventories, depreciation, employee benefit expenses, and advertising and promotion expenses, with specific amounts detailed for each | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Auditor's Remuneration | 570 | 570 | | Cost of Inventories Recognized as Expense | 146,232 | 190,736 | | Depreciation of Property, Plant and Equipment | 969 | 822 | | Depreciation of Right-of-use Assets | 4,741 | 5,201 | | Employee Benefit Expenses (including Directors' Emoluments) | 18,251 | 24,665 | | Short-term Lease Related Expenses | 7,121 | 7,948 | | Advertising and Promotion Expenses | 2,147 | 2,463 | [Taxation](index=9&type=section&id=Taxation) This year's tax expense primarily consists of Hong Kong Profits Tax, calculated under a two-tiered tax rate system where the first **HK$2 million** of assessable profits is taxed at **8.25%**, and the remainder at **16.5%** | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Hong Kong Profits Tax – Current Year | 849 | 2,432 | - Hong Kong Profits Tax adopts a two-tiered system, taxing the first **HK$2 million** of assessable profits at **8.25%** and the remainder at **16.5%**[20](index=20&type=chunk) [Earnings Per Share and Dividends](index=9&type=section&id=Earnings%20Per%20Share%20and%20Dividends) This section provides details on the calculation of basic and diluted earnings per share and outlines the dividend policy for the year, including special dividends paid and the decision not to recommend a final dividend [Earnings Per Share](index=9&type=section&id=Earnings%20Per%20Share) Basic earnings per share attributable to owners of the Company are calculated based on profit for the year and the weighted average number of ordinary shares outstanding; diluted EPS is the same as basic EPS due to no potential dilutive ordinary shares | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Profit for Calculation of Basic Earnings Per Share (HK$ thousand) | 1,791 | 14,842 | | Weighted Average Number of Ordinary Shares in Issue (thousand shares) | 400,000 | 400,000 | - For the years ended March 31, 2025, and 2024, diluted earnings per share were the same as basic earnings per share, as there were no potential dilutive ordinary shares during the reporting periods[21](index=21&type=chunk) [Dividends](index=10&type=section&id=Dividends) Special dividends of **HK$20,000 thousand** distributed to shareholders were recognized this year, but the Board does not recommend a final dividend for the year ended March 31, 2025 | Dividend Type | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Special Dividend Recognized as Distributed to Owners of the Company During the Year | 20,000 | 60,000 | - The Board does not recommend the payment of a **final dividend** for the years ended March 31, 2025, and 2024[24](index=24&type=chunk) [Trade and Other Receivables and Payables](index=10&type=section&id=Trade%20and%20Other%20Receivables%20and%20Payables) This section provides a detailed analysis of the Group's trade and other receivables and payables, including credit terms and aging analysis based on invoice dates [Trade Receivables](index=10&type=section&id=Trade%20Receivables) The Group's total trade receivables amounted to **HK$1,721 thousand**, primarily from independent customers with credit terms of 0 to 21 days, with most receivables falling within 21 days | Aging | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | 0 to 21 days | 1,279 | 1,250 | | Over 21 days but within 1 month | 442 | 716 | | **Total** | **1,721** | **1,966** | - The Group generally grants credit terms of **0 to 21 days** to its customers[25](index=25&type=chunk) [Trade Payables](index=11&type=section&id=Trade%20Payables) The Group's total trade payables amounted to **HK$1,045 thousand**, with suppliers granting credit terms within one month, and an increase in payables outstanding for over one month | Aging | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Within 1 month | 276 | 441 | | Over 1 month | 769 | – | | **Total** | **1,045** | **441** | - Suppliers grant credit terms of **within 1 month**[28](index=28&type=chunk) [Financial and Business Review](index=12&type=section&id=Financial%20and%20Business%20Review) This section comprehensively reviews the Group's financial performance and business operations, explaining reasons for revenue and profit decline, detailing Bitcoin investment strategy, and outlining future development directions and liquidity status [Business Overview](index=12&type=section&id=Business%20Overview) The Group primarily engages in wholesale, retail, and online sales of prepaid products in Hong Kong, serving domestic helpers, outbound local users, and visitors, through self-operated retail stores, wholesale networks, and online platforms - The Group is primarily engaged in the wholesale, retail, and online sales of prepaid products (SIM cards and top-up vouchers) in Hong Kong[29](index=29&type=chunk) - Key customers and end-users include domestic helpers, outbound local users, and visitors to Hong Kong[29](index=29&type=chunk) [Financial Performance Analysis](index=12&type=section&id=Financial%20Performance%20Analysis) The Group's financial performance analysis reveals significant declines in revenue, gross profit, and profit attributable to owners of the Company, primarily due to market competition, changing customer preferences, and increased costs, alongside reduced other income from cryptocurrency impairment [Revenue](index=12&type=section&id=Revenue) Revenue for the year was approximately **HK$189.6 million**, a decrease of about **24.9%** from the prior year, mainly due to customers shifting to internet-based communication tools, weakened demand for traditional prepaid products, and intense market competition - Revenue was approximately **HK$189.6 million**, a decrease of approximately **24.9%** from last year[30](index=30&type=chunk) - The decrease in revenue was primarily due to customers' continued shift towards internet-based communication tools, weakened demand for traditional prepaid products, and intense market competition[30](index=30&type=chunk) [Gross Profit and Gross Margin](index=12&type=section&id=Gross%20Profit%20and%20Gross%20Margin) The Group's gross profit was approximately **HK$43.3 million**, a decrease of about **29.7%** from the prior year, with the overall gross margin falling from approximately **24.4%** to **22.8%**, mainly due to intense market competition leading to additional customer discounts - Gross profit was approximately **HK$43.3 million**, a decrease of approximately **29.7%** from last year[31](index=31&type=chunk) - The overall gross margin decreased from approximately **24.4%** to **22.8%**, primarily due to intense market competition leading to additional discounts offered to customers[31](index=31&type=chunk) [Other Income](index=12&type=section&id=Other%20Income) Other income for the year was approximately **HK$0.6 million**, a decrease of about **76.0%** from the prior year, mainly due to reduced bank interest and consignment income, and an impairment loss of approximately **HK$1.3 million** on intangible assets from cryptocurrency - Other income was approximately **HK$0.6 million**, a decrease of approximately **76.0%** from last year[32](index=32&type=chunk) - The decrease was primarily due to reduced bank interest income and consignment income, and an impairment loss of approximately **HK$1.3 million** on intangible assets recognized for cryptocurrency[32](index=32&type=chunk) [Selling and Distribution Expenses](index=13&type=section&id=Selling%20and%20Distribution%20Expenses) Selling and distribution expenses for the year were approximately **HK$22.9 million**, a decrease of about **2.1%** from the prior year, mainly due to reduced rental expenses - Selling and distribution expenses were approximately **HK$22.9 million**, a decrease of approximately **2.1%** from last year, primarily due to reduced rental expenses[33](index=33&type=chunk) [Administrative Expenses](index=13&type=section&id=Administrative%20Expenses) Administrative expenses for the year were approximately **HK$18.2 million**, a decrease of about **21.2%** from the prior year, mainly due to reduced staff costs, including directors' emoluments - Administrative expenses were approximately **HK$18.2 million**, a decrease of approximately **21.2%** from last year, primarily due to reduced staff costs (including directors' emoluments)[34](index=34&type=chunk) [Finance Costs](index=13&type=section&id=Finance%20Costs) Finance costs for the year primarily consisted of interest expense on lease liabilities, amounting to approximately **HK$0.2 million**, a decrease from **HK$0.4 million** in the prior year - Finance costs included interest expense on lease liabilities of approximately **HK$0.2 million** (2024: approximately **HK$0.4 million**)[35](index=35&type=chunk) [Taxation](index=13&type=section&id=Taxation) Income tax expense for the year was approximately **HK$0.8 million**, with an effective tax rate of about **34.8%**, a significant increase from **13.9%** in the prior year - Income tax expense was approximately **HK$0.8 million**, with an effective tax rate of approximately **34.8%** for the current year (2024: approximately **13.9%**)[36](index=36&type=chunk) [Profit Attributable to Owners of the Company](index=13&type=section&id=Profit%20Attributable%20to%20Owners%20of%20the%20Company) Profit attributable to owners of the Company for the year was approximately **HK$1.8 million**, a significant decrease of about **87.8%** from **HK$14.8 million** in the prior year - Profit attributable to owners of the Company was approximately **HK$1.8 million**, a decrease of approximately **87.8%** from last year[37](index=37&type=chunk) [Intangible Assets and Cryptocurrency Strategy](index=13&type=section&id=Intangible%20Assets%20and%20Cryptocurrency%20Strategy) The Group first acquired Bitcoin as an intangible asset this year, recognizing an impairment loss; the company views Bitcoin as an alternative store of value and treasury asset, establishing a treasury committee to oversee and manage cryptocurrency investments - The intangible assets balance was approximately **HK$12.0 million**, representing the carrying amount of Bitcoin held by the Group as of March 31, 2025[38](index=38&type=chunk) - Approximately **18.88 Bitcoin** were purchased this year for a total consideration of about **HK$13.3 million**, and an impairment loss of approximately **HK$1.3 million** was recognized[38](index=38&type=chunk)[39](index=39&type=chunk) - The Group classifies cryptocurrency as an intangible asset, measured using the cost model, and considers Bitcoin an alternative store of value and treasury asset[39](index=39&type=chunk)[40](index=40&type=chunk) - A treasury committee has been established to oversee and maintain policies and controls governing the Group's cryptocurrency management, ensuring regulatory compliance and risk mitigation[41](index=41&type=chunk) [Final Dividend](index=15&type=section&id=Final%20Dividend) The Board has resolved not to declare a final dividend for the year ended March 31, 2025 - The Board has resolved not to declare a **final dividend** for the year ended March 31, 2025[42](index=42&type=chunk) [Outlook](index=15&type=section&id=Outlook) The Group's future strategy will focus on strengthening its core prepaid product business, including network and product portfolio expansion, while prudently exploring emerging investment opportunities in blockchain and cryptocurrency for sustainable growth and long-term value creation - The Group's strategy will revolve around two key focuses: strengthening the prepaid product business and prudently exploring new opportunities[43](index=43&type=chunk) - Plans include launching new prepaid products in other regions (e.g., overseas mobile data services), introducing more stored-value card products, and enhancing inventory management capabilities[43](index=43&type=chunk) - The Group will prudently evaluate investment opportunities in the blockchain and cryptocurrency sectors, aligning with the Hong Kong government's strategic direction to promote innovation and technology development[43](index=43&type=chunk) [Liquidity and Capital Resources](index=16&type=section&id=Liquidity%20and%20Capital%20Resources) As of March 31, 2025, the Group's net current assets decreased, but the current ratio remained healthy at approximately **9.4 times**, and the Group had no bank or other borrowings | Metric | March 31, 2025 (HK$ million) | March 31, 2024 (HK$ million) | | :--- | :--- | :--- | | Net Current Assets | 80.1 | 106.8 | | Current Liabilities | 9.6 | 12.7 | | Current Ratio | 9.4 times | 9.3 times | - The Group had no bank and other borrowings as of March 31, 2025[45](index=45&type=chunk) [Share Capital Structure and Foreign Exchange Risk](index=16&type=section&id=Share%20Capital%20Structure%20and%20Foreign%20Exchange%20Risk) The Company's issued share capital and number of shares remained unchanged; with primary operations and investments in Hong Kong, most assets, liabilities, and transactions are denominated in HKD and USD, limiting foreign exchange risk - As of March 31, 2025, and 2024, the Company's issued share capital was **HK$4,000,000**, with **400,000,000 shares** in issue[47](index=47&type=chunk) - Most of the Group's assets, liabilities, and transactions are primarily denominated in Hong Kong Dollars and US Dollars, indicating limited potential foreign exchange risk[48](index=48&type=chunk) [Employees and Remuneration](index=17&type=section&id=Employees%20and%20Remuneration) As of March 31, 2025, the Group's employee count increased to **50**, with total remuneration of approximately **HK$18.3 million**; salaries are determined based on individual performance, experience, and industry practice, with training and share option schemes provided for motivation | Metric | March 31, 2025 | March 31, 2024 | | :--- | :--- | :--- | | Number of Employees | 50 | 47 | | Total Remuneration (HK$ million) | 18.3 | 24.7 | - Employee salaries are determined by individual performance, work experience, qualifications, and industry practice, with performance bonuses and training courses provided[49](index=49&type=chunk) [Pledge of Assets, Capital Expenditure and Commitments](index=17&type=section&id=Pledge%20of%20Assets%2C%20Capital%20Expenditure%20and%20Commitments) The Group had no pledged assets or capital commitments at the end of the reporting period; capital expenditure for the year was approximately **HK$0.7 million**, primarily for the acquisition of property, plant, and equipment - As of March 31, 2025, the Group had no pledged assets or capital commitments[50](index=50&type=chunk)[52](index=52&type=chunk) - Capital expenditure for the year was approximately **HK$0.7 million** (2024: **HK$9.9 million**), primarily for the acquisition of property, plant, and equipment[51](index=51&type=chunk) [Contingent Liabilities](index=18&type=section&id=Contingent%20Liabilities) As of March 31, 2025, the Group had no material contingent liabilities - As of March 31, 2025, the Group had no material contingent liabilities[54](index=54&type=chunk) [Post-Reporting Period Events and Other Information](index=18&type=section&id=Post-Reporting%20Period%20Events%20and%20Other%20Information) This section discloses significant post-reporting period events, including company name change and convertible note issuance and conversion, while outlining corporate governance practices, audit committee work, and annual results announcement publication arrangements [Events After Reporting Period](index=18&type=section&id=Events%20After%20Reporting%20Period) After the reporting period, the Company completed a name change and successfully issued and converted convertible notes totaling **HK$33.8 million**, with proceeds allocated for business expansion and cryptocurrency investments [Change of Company Name](index=18&type=section&id=Change%20of%20Company%20Name) The Company officially changed its English name to 'Moon Inc.' and its Chinese name to '恆月控股有限公司' in May 2025 - The Company's English name changed from 'HK Asia Holdings Limited' to '**Moon Inc.**', and its Chinese name from '港亞控股有限公司' to '恆月控股有限公司', with registration completed in May 2025[55](index=55&type=chunk) [Convertible Notes and Conversion](index=19&type=section&id=Convertible%20Notes%20and%20Conversion) In May 2025, the Company successfully issued and converted convertible notes with a principal amount of **HK$33.8 million**, resulting in **75,000,000 conversion shares**; net proceeds of approximately **HK$33.3 million** will fund working capital, prepaid product business expansion, and cryptocurrency investment exploration - On May 23, 2025, convertible notes with a principal amount of **HK$33.8 million** were fully issued and subscribed by subscribers, subsequently converted into **75,000,000 conversion shares** at an initial conversion price of **HK$0.45 per share**[57](index=57&type=chunk) - Net proceeds of approximately **HK$33.3 million** will be used for general working capital, expanding the prepaid product business (approximately **HK$6.7 million**), and exploring potential investment opportunities in cryptocurrency and Web 3.0 (approximately **HK$26.6 million**)[57](index=57&type=chunk) [Annual General Meeting Information](index=19&type=section&id=Annual%20General%20Meeting%20Information) The Company will hold its Annual General Meeting on September 26, 2025, with share transfer registration suspended from September 23 to September 26 to determine eligible shareholders for attendance and voting - The Annual General Meeting will be held on **September 26, 2025**, and share transfer registration will be suspended from **September 23 to September 26, 2025**[58](index=58&type=chunk)[59](index=59&type=chunk) [Corporate Governance](index=20&type=section&id=Corporate%20Governance) The Company has adopted the Corporate Governance Code in Appendix C1 and the Model Code for Securities Transactions by Directors of Listed Issuers in Appendix C3 of the HKEX Listing Rules, confirming compliance with all applicable code provisions during the year - The Company has adopted the Corporate Governance Code as set out in Appendix C1 to the HKEX Listing Rules and complied with all applicable code provisions during the year[60](index=60&type=chunk) - All Directors have confirmed compliance with the Model Code for Securities Transactions by Directors of Listed Issuers[61](index=61&type=chunk) [Auditor's Scope of Work and Audit Committee](index=20&type=section&id=Auditor's%20Scope%20of%20Work%20and%20Audit%20Committee) Auditor Crowe (HK) CPA Limited has checked the financial figures in this announcement but has not expressed an audit opinion; the Audit Committee has reviewed the Group's audited consolidated financial results, accounting principles, financial reporting system, and risk management systems - Auditor Crowe (HK) CPA Limited has checked the figures in the consolidated statement of profit or loss and other comprehensive income, consolidated statement of financial position, and related notes within the announcement, but has not expressed an audit opinion[63](index=63&type=chunk) - The Audit Committee has reviewed the Group's audited consolidated financial results for the year, including accounting principles, financial reporting system, risk management, and internal control systems[64](index=64&type=chunk) [Publication of Announcement and Acknowledgement](index=21&type=section&id=Publication%20of%20Announcement%20and%20Acknowledgement) This annual results announcement will be published on the HKEX and the Company's website, with the annual report dispatched to shareholders in due course; the Board extends sincere gratitude to the management team, staff, shareholders, customers, and business partners for their support - This annual results announcement will be published on the HKEX website and the Company's website, and the annual report will be dispatched to shareholders and published on the website in due course[65](index=65&type=chunk) - The Board extends its sincere gratitude to the management team, all staff, shareholders, customers, business partners, and professionals for their support and contributions[66](index=66&type=chunk)
港亚控股(01723):王凤仪女士辞任财务总监兼公司秘书
智通财经网· 2025-06-11 15:12
Group 1 - The company announced several key personnel changes effective June 11, 2025, due to personal business commitments [1] - Wang Fengyi resigned as Chief Financial Officer and Company Secretary but will remain as an Executive Director and authorized representative under the Hong Kong Stock Exchange Listing Rules [1] - Fang Jiankai also resigned as authorized representative but will continue as Executive Director and Chairman of the Board [1] - Zeng Jiaxin resigned as Chief Investment Officer due to a reassignment of responsibilities within the company [1] - Huang Runbin resigned from the Nomination Committee but will retain his roles as Independent Non-Executive Director, Chairman of the Audit Committee, and Chairman of the Remuneration Committee [1] Group 2 - Chen Mingji has been appointed as the new Chief Financial Officer, Company Secretary, and authorized representative effective June 11, 2025 [1] - After Zeng's resignation, Jesse Austin Myers has been appointed as the new Chief Investment Officer effective June 11, 2025 [2] - Zeng has been appointed as the Strategy Director effective June 11, 2025 [2] - After Huang's resignation, Yan Ronghui has been appointed as a member of the Nomination Committee effective June 11, 2025 [2]