Group 1 - Marco Digital Technology (01942) announced a conditional agreement to subscribe for 750,000 preferred shares of KUN International Group Limited for a total consideration of $6 million, equivalent to approximately HKD 47.1 million [1] - Following the completion of the transaction, the 750,000 preferred shares will represent about 5.27% of the total issued share capital of KUN International Group [1] - KUN operates a stablecoin-based payment and financial infrastructure platform, providing comprehensive services including payment, asset management, and card issuance for various clients such as B2B cross-border e-commerce and Web3 projects [1] Group 2 - The financing round will be utilized by KUN to enhance research and development in areas such as cross-border transaction security, underlying blockchain infrastructure, and wallet technology [2] - KUN aims to upgrade its AI risk control system and compliance capabilities while collaborating with global ecosystem partners to create a seamless digital payment network between Web2 and Web3 [2] - The collaboration with KUN is viewed as a significant strategic move for the group in the insurtech infrastructure space, focusing on building compliant and efficient stablecoin payment applications and solutions [2]

Group 1 - The company announced a conditional agreement to subscribe for 750,000 preferred shares of KUN International Group Limited for a total consideration of 6 million USD, which represents approximately 5.27% of the total issued share capital of the target company after completion [1] - KUN International Group is an innovative technology enterprise focused on stablecoin payment and financial services, operating under the regulatory frameworks in Hong Kong, Singapore, and Europe, and serving emerging markets including the Greater Bay Area, Southeast Asia, the Middle East, Africa, and Latin America [1] - The target group recorded a year-on-year growth in total transaction volume exceeding 200 times in April 2025, with an expected total transaction volume surpassing 5 billion USD for the fiscal year 2025 [1] Group 2 - The collaboration with KUN is viewed as a significant strategic move in the insurance technology infrastructure, leveraging the company's expertise in insurance and payment sectors to develop compliant and efficient stablecoin payment applications and solutions [2] - The partnership aims to facilitate the digital upgrade of industries and accelerate the adoption of stablecoins in professional scenarios, creating an integrated digital ecosystem driven by a "insurance + payment" dual-wheel model [2]

茲提述(i)馬可數字科技控股有限公司（「本公司」）於2024年4月26日刊發的截至 2023年12月31日止年度之年報（「2023年年報」）；及(ii)本公司於2025年4月25日刊 發的截至2024年12月31日止年度之年報（「2024年年報」）。除另有界定者外，本公 告所用詞彙與2023年年報、2024年年報及本公司日期為2024年5月23日之公告所界 定者具有相同含義。 1. 收購SKY TREND REAL ESTATES LIMITED 香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責， 對其準確性或完整性亦不發表任何聲明，並明確表示，概不對因本公告全部或任 何部分內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 馬可數字科技控股有限公司 （股份代號：1942） （於開曼群島註冊成立的有限公司） 截至2023年12月31日及2024年12月31日止年度的年報之 補充及澄清公告 本公司擬向其股東及潛在投資者提供有關收購Sky Trend Real Estates Limited （「Sky Trend」）全部已發行股本（「收購事項」）之進一步資料。此額外資料並 無列入20 ...

Financial Performance - The group recorded revenue of approximately RMB 1,253,500,000 for the fiscal year ending December 31, 2024, primarily from digital payment solutions in China[8]. - The company recorded revenue of approximately RMB 1,253,500,000, a decrease of about 11.7% compared to RMB 1,419,800,000 in the same period last year[21]. - Gross profit was approximately RMB 157,800,000, with a gross margin of about 12.06%, down from 14.5% in the previous year, representing a decline of approximately 23.3%[21]. - Other income decreased to approximately RMB 8,100,000 from RMB 11,300,000, primarily due to a drop in loan interest income from RMB 3,700,000 to RMB 435,000[22]. - The company reported a net loss of approximately RMB 142,500,000, an increase of about 91.6% compared to RMB 74,400,000 in the previous year[31]. - Cash and cash equivalents as of December 31, 2024, were approximately RMB 54,200,000, down from RMB 79,000,000 in the previous year[32]. - Interest-bearing borrowings increased to approximately RMB 17,300,000 from RMB 12,000,000, with a weighted average effective interest rate of about 3.94%[33]. - Administrative expenses increased to approximately RMB 72,500,000 from RMB 51,000,000, an increase of about 42.2%, mainly due to higher legal and professional fees[26]. Business Strategy and Expansion - The group plans to expand its lending business in Hong Kong, having successfully acquired a licensed money lender and completed its first loan transaction of HKD 15,000,000 in November 2024[18]. - The group aims to diversify its customer base by expanding its loan portfolio in 2025, offering a wider range of secured loans, corporate, and personal loans[18]. - The company plans to continue its light asset and service-oriented business strategy through 2025[19]. - The business strategy for 2025 includes expanding product offerings, enhancing brand recognition, and upgrading IT systems to improve operational efficiency[51]. - The group is committed to leveraging growth opportunities to enhance market share and brand influence in its lending business[18]. Corporate Governance - The board of directors held 22 meetings during the reporting period, with one annual general meeting and one special general meeting conducted[69]. - The company has adopted corporate governance principles in line with the interests of shareholders and has complied with the applicable corporate governance code provisions[61]. - The board believes that the dual role of the chairman and co-CEO enhances operational efficiency and ensures the smooth execution of business strategies[66]. - The company has established three committees: the audit committee, the remuneration committee, and the nomination committee to enhance corporate governance[78]. - The audit committee is composed of three independent non-executive directors and is responsible for overseeing financial reporting and internal control processes[79]. - The company encourages all directors to participate in continuous professional development to ensure they contribute effectively to the board[76]. - The board retains decision-making authority on significant matters including policies, strategies, and financial data[75]. - The company has adopted a shareholder communication policy to provide timely and balanced information to shareholders and potential investors[116]. Risk Management - The group faces significant credit risk related to digital payment solutions, which could adversely affect profitability if customer payments are delayed or defaulted[48]. - The board is responsible for the continuous supervision of the group's risk management and internal control systems, ensuring shareholder interests and asset protection[104]. - An external consultant has been appointed to enhance the group's risk management and internal control, evaluating significant control situations including financial, operational, and compliance risks[105]. - The audit committee confirmed that the external consultant found no significant deficiencies or weaknesses in the internal control system during the review period[106]. Environmental, Social, and Governance (ESG) - The company is committed to sustainable development and adheres to environmental protection laws, aiming to enhance resource efficiency and reduce waste[146]. - The ESG report covers the company's digital payment solutions in China and optical product retail in Malaysia, with ongoing evaluations of ESG issues across different businesses[148]. - The board is responsible for the formulation and execution of the ESG strategy and regularly reviews ESG-related risks and opportunities[155]. - The company has engaged a professional consultancy to ensure the accuracy of environmental key performance indicators in the ESG report[149]. - The group has set specific environmental goals focused on energy conservation, emission reduction, and waste management to support local government carbon neutrality initiatives[167]. Employee Management and Development - The company is committed to providing competitive compensation and benefits to attract and retain talent, including health insurance and employee discounts[192]. - The company has a comprehensive human resources management policy that emphasizes equal opportunity, diversity, and anti-discrimination in recruitment and promotion processes[193]. - A total of 288 employees received training during the reporting period, with approximately 27% being male and 73% female; 94% of employees participated in training, averaging 100 hours each[197]. - The company has initiated a performance management system since 2022 to enhance employee development and ensure fairness and transparency in performance evaluations[200]. - The company is focused on improving workplace health and safety standards, aiming for zero or minimal reportable serious workplace injuries[194]. Diversity and Inclusion - The board diversity policy was adopted on March 23, 2020, emphasizing the importance of diversity for enhancing company performance[93]. - As of December 31, 2024, the gender ratio of employees was approximately 67.6% female and 32.4% male[96]. - The board currently has two female directors, reflecting gender diversity efforts[94]. - The company aims to improve female representation in senior management and provide career development opportunities for women[94].

[Company Information](index=2&type=section&id=Company%20Information) MOG Digitech Holdings Limited is a Cayman Islands-incorporated company listed on the Hong Kong Stock Exchange, with primary operations in China, Malaysia, and Hong Kong - MOG Digitech Holdings Limited is a company incorporated in the Cayman Islands, with its shares listed on The Stock Exchange of Hong Kong Limited under stock code 1942[1](index=1&type=chunk) - The company's principal places of business are located in Nanchang, Jiangxi Province, China, as well as in Malaysia and Hong Kong[5](index=5&type=chunk)[17](index=17&type=chunk) [Chairman's Statement](index=5&type=section&id=Chairman's%20Statement) Chairman Mr. Tang Chi Wah reviews the 2023 fiscal year, highlighting significant revenue growth driven by new digital RMB-related businesses and recovery of existing operations, achieving a turnaround to profit before non-cash items despite a book loss due to goodwill impairment - In FY2023, the Group achieved significant growth in revenue and gross profit, primarily due to contributions from new digital RMB-related businesses[12](index=12&type=chunk) - The Group recorded a loss of approximately **RMB 74.4 million** for the year, mainly attributable to a non-cash goodwill impairment loss of approximately **RMB 88.3 million**; excluding this, the Group achieved a profit before tax of approximately **RMB 18.7 million**, successfully turning losses into profits[20](index=20&type=chunk)[13](index=13&type=chunk) - The Group's future strategy will pursue a dual-track approach: continuing to diversify and expand digital RMB application scenarios while consolidating its position as one of Malaysia's largest optical product retailers[10](index=10&type=chunk) [Management Discussion and Analysis](index=5&type=section&id=Management%20Discussion%20and%20Analysis) In FY2023, the Group's total revenue significantly increased by 158.1% year-on-year to RMB 1.42 billion, primarily driven by digital payment-related businesses in China; gross profit grew by 33.9% to RMB 206 million, but the gross profit margin decreased from 27.9% to 14.5% due to the increased proportion of new businesses; the Group recorded a net loss of RMB 74.4 million for the year, mainly due to goodwill impairment of RMB 88.3 million for Positive Oasis Group and Chuangtong Group, but achieved a profit before tax of RMB 18.7 million excluding this non-cash impairment; the Group's financial position remains robust with a current ratio of 3.41 times, and it plans to continue seeking acquisition opportunities in digital payment businesses and enhancing information technology system efficiency [Business Review](index=6&type=section&id=Business%20Review) The Group's business primarily comprises digital payment, e-commerce, and financing services in China, and optical product retail and franchising in Malaysia, with digital RMB business as a core future growth driver; however, due to China's economic slowdown and rising credit risks in H2 2023, some newly acquired businesses, such as Positive Oasis Group and Chuangtong Group, failed to meet expected revenue targets, leading to goodwill impairment - The Group's businesses primarily include digital payment-related businesses in China and optical product retail businesses in Malaysia[20](index=20&type=chunk)[25](index=25&type=chunk) - Due to China's economic slowdown, weak commercial credit demand, and rising credit risks, Positive Oasis Group failed to achieve its expected revenue targets, resulting in a goodwill impairment loss of approximately **RMB 57 million**[44](index=44&type=chunk) - Due to a significant increase in operating costs during the year, Chuangtong Group scaled down its business and also failed to achieve its revenue targets, leading to a goodwill impairment loss of approximately **RMB 31.3 million**[24](index=24&type=chunk) - The Group anticipates continued financial performance growth by focusing on the vast markets of insurtech, consumer tech, and digital supply chain[45](index=45&type=chunk) [Financial Review](index=7&type=section&id=Financial%20Review) During the reporting period, the Group's revenue increased by 158.1% year-on-year to RMB 1.42 billion, and gross profit increased by 33.9% year-on-year to RMB 206 million; the gross profit margin decreased to 14.5% due to the expanded proportion of lower-margin digital payment businesses; administrative expenses decreased due to the absence of share-based payment expenses, but selling and distribution costs increased with business expansion; the loss for the year widened to RMB 74.4 million due to significant goodwill impairment charges against two subsidiaries 2023 Fiscal Year Key Financial Indicators | Indicator | For the Year Ended December 31, 2023 (RMB) | For the Nine Months Ended December 31, 2022 (RMB) | Change | | :--- | :--- | :--- | :--- | | **Revenue** | 1,419,800,000 | 550,000,000 | +158.1% | | **Gross Profit** | 205,700,000 | 153,600,000 | +33.9% | | **Gross Profit Margin** | 14.5% | 27.9% | -13.4 percentage points | | **Loss for the Year** | (74,400,000) | (23,500,000) | Loss widened | | **Goodwill Impairment Loss** | (88,300,000) | 0 | - | | **Profit/(Loss) Before Tax Excluding Goodwill Impairment** | 18,700,000 | (14,000,000) | Turnaround to profit | - The decrease in gross profit margin was primarily due to the increased proportion of digital payment-related businesses in China, which have lower gross profit margins, thereby lowering the Group's overall gross profit margin[15](index=15&type=chunk) - Selling and distribution costs increased by approximately **RMB 44.1 million**, mainly due to the expansion of digital payment-related businesses in China; administrative expenses decreased by approximately **RMB 30.6 million**, primarily due to non-cash share-based payments of approximately **RMB 41.9 million** in the comparative period[48](index=48&type=chunk) - Finance costs increased from approximately **RMB 0.8 million** to approximately **RMB 4.4 million**, mainly due to increased interest on interest-bearing borrowings[81](index=81&type=chunk) [Goodwill Impairment](index=8&type=section&id=Goodwill%20Impairment) During the reporting period, the Group recognized total goodwill impairment losses of approximately RMB 88.3 million, primarily from Positive Oasis Group (approximately RMB 57 million) and Chuangtong Group (approximately RMB 31.3 million); the impairment was due to these cash-generating units failing to meet their expected revenue and operating profit targets at the time of acquisition, driven by changes in the macroeconomic environment and adjustments to their own operating strategies - The impairment loss for Positive Oasis Group was approximately **RMB 57 million**, due to the downturn in the Chinese economy and rising credit risks in H2 2023, which caused its lending business to fall short of expected targets[50](index=50&type=chunk) - The impairment loss for Chuangtong Group was approximately **RMB 31.3 million**, due to a significant increase in operating costs leading the Group to scale down its business, causing it to fail to meet expected targets[50](index=50&type=chunk) - The Board believes that despite the impairment, the consideration determined at the time of acquisition was reasonable and fair, and the impairment was primarily due to unexpected changes in the business environment and prudent business decisions[59](index=59&type=chunk) [Liquidity, Financial Resources, and Capital Structure](index=10&type=section&id=Liquidity%2C%20Financial%20Resources%2C%20and%20Capital%20Structure) As of the end of 2023, the Group maintained a robust financial position with bank balances and cash of approximately RMB 79 million; total equity increased to RMB 556 million, and total liabilities were RMB 134 million; the current ratio remained healthy at 3.41 times, and the gearing ratio was low at approximately 0.05 times Financial Position Overview (December 31, 2023) | Indicator | December 31, 2023 | December 31, 2022 | | :--- | :--- | :--- | | **Bank Balances and Cash** | Approx. RMB 79 million | Approx. RMB 68 million | | **Total Equity** | Approx. RMB 556 million | Approx. RMB 486 million | | **Total Liabilities** | Approx. RMB 134 million | Approx. RMB 111 million | | **Current Ratio** | Approx. 3.41 times | Approx. 3.32 times | | **Gearing Ratio** | Approx. 0.05 times | Approx. 0.04 times | - As of the end of 2023, the Group's interest-bearing borrowings were approximately **RMB 12 million**, compared to approximately **RMB 0.7 million** at the end of 2022[84](index=84&type=chunk) [Key Risks and Uncertainties](index=13&type=section&id=Key%20Risks%20and%20Uncertainties) The Group faces key risks including credit risk associated with digital payment businesses and uncertainties arising from the lack of long-term contracts with suppliers and customers; measures such as background checks and shortened credit periods have been implemented to mitigate credit risk, while the absence of long-term purchase commitments makes it difficult to forecast future orders and allocate resources effectively - Digital payment businesses may involve significant amounts, and client delays or defaults could materially and adversely affect the Group's financial position; the Group has implemented measures such as background checks and shortened credit periods to mitigate credit risk[70](index=70&type=chunk) - The Group has not entered into long-term written contracts with either suppliers or customers, making it difficult to accurately forecast future order volumes and revenue, thereby impacting the effective allocation and planning of resources[97](index=97&type=chunk)[71](index=71&type=chunk) [Outlook and Future Prospects](index=14&type=section&id=Outlook%20and%20Future%20Prospects) The Group's 2024 business strategy focuses on expansion and efficiency enhancement, including expanding digital payment-related businesses through acquisitions or investments, offering diversified products and services to customers, increasing customized lens production capacity and retail brand awareness, and upgrading information technology systems to improve operational efficiency; the report also discloses the utilization progress of net proceeds from the listing, with some plans delayed due to the pandemic - The Group plans to expand its digital payment-related businesses through acquisitions and investments, and upgrade its information technology systems to enhance operational efficiency[73](index=73&type=chunk) - In its optical business, the Group will continue to enhance retail brand awareness, develop its own brands, and increase the production capacity of customized lenses[119](index=119&type=chunk)[99](index=99&type=chunk) Use of Net Proceeds from Listing and Progress (As of December 31, 2023) | Purpose | Net Proceeds (MYR million) | Unutilized Amount (MYR million) | Expected Utilization Timeline | | :--- | :--- | :--- | :--- | | Establishment of 36 self-operated retail stores | 28.1 | 22.1 | March 31, 2025 | | Upgrading and renovation of 25 self-operated retail stores | 5.1 | 2.6 | March 31, 2025 | | Brand promotion and marketing | 4.7 | 1.2 | March 31, 2025 | | Development of optical laboratory | 5.5 | 5.5 | September 30, 2025 | | Upgrading IT systems | 4.3 | 2.2 | March 31, 2025 | | **Total** | **50.3** | **33.6** | | [Corporate Governance Report](index=15&type=section&id=Corporate%20Governance%20Report) The Company is committed to maintaining high standards of corporate governance and has complied with the Corporate Governance Code set out in Appendix 14 of the Listing Rules; during the reporting period, the Board structure met requirements, and three core committees—Audit, Remuneration, and Nomination—were established; the report details the Board's responsibilities, meeting attendance, director training, risk management and internal control systems, shareholder communication policy, and implementation of the Board diversity policy, ensuring transparency and accountability in the company's operations [Board and Committees](index=16&type=section&id=Board%20and%20Committees) The Board comprises executive and independent non-executive directors, meeting Listing Rules requirements; the roles of Chairman and Chief Executive Officer are combined by Mr. Tang Chi Wah, which the Board believes facilitates smooth business strategy execution; three committees—Audit, Remuneration, and Nomination—are established, each with a majority of independent non-executive directors to ensure independent and objective decision-making; during the reporting period, the Board and its committees held multiple meetings to review financial statements, internal controls, director nominations, and remuneration, among other significant matters - The Board structure complies with Listing Rules requirements, with independent non-executive directors constituting at least one-third of the Board members[104](index=104&type=chunk) - The Audit Committee, Remuneration Committee, and Nomination Committee have been established, each with clear terms of reference and holding regular meetings[118](index=118&type=chunk)[139](index=139&type=chunk)[161](index=161&type=chunk)[163](index=163&type=chunk) 2023 Board and Committee Meeting Attendance | Committee | Number of Meetings Held | | :--- | :--- | | Board | 18 | | Audit Committee | 2 | | Remuneration Committee | 2 | | Nomination Committee | 2 | [Board Diversity and Nomination Policy](index=24&type=section&id=Board%20Diversity%20and%20Nomination%20Policy) The Company has adopted a Board Diversity Policy aimed at building a diverse Board across dimensions such as gender, age, cultural background, and professional experience, with the current Board including two female directors; the Nomination Policy clearly defines the selection criteria and nomination procedures for director candidates, emphasizing meritocracy and ensuring all appointments align with the company's strategic development needs - The Company has adopted a Board Diversity Policy, considering factors including gender, age, cultural and educational background, professional experience, skills, and knowledge[151](index=151&type=chunk)[167](index=167&type=chunk) - The Nomination Policy stipulates selection criteria for director candidates, including integrity, experience, time commitment, and independence, and outlines the Nomination Committee's review procedures[153](index=153&type=chunk)[193](index=193&type=chunk) [Risk Management and Internal Control](index=26&type=section&id=Risk%20Management%20and%20Internal%20Control) The Board bears overall responsibility for the Group's risk management and internal control systems, reviewing their effectiveness at least annually; the Company has appointed external consultants to undertake internal audit functions, continuously monitoring significant controls in financial, operational, and compliance areas; the Board confirms that the Group's risk management and internal control systems were effective and adequate during the reporting period - The Board is responsible for establishing and maintaining proper and effective risk management and internal control systems, and reviews their effectiveness at least annually[175](index=175&type=chunk)[198](index=198&type=chunk) - The Company has appointed external consultants to perform internal audit functions, with review results and recommendations submitted to the Audit Committee; management is responsible for taking follow-up actions[176](index=176&type=chunk) - The Board confirms that the Group's risk management and internal control systems are effective and adequate[200](index=200&type=chunk) [Shareholder Rights and Communication](index=27&type=section&id=Shareholder%20Rights%20and%20Communication) The Company values effective communication with shareholders and has adopted a Shareholder Communication Policy; the report clarifies procedures for shareholders to convene extraordinary general meetings, propose resolutions at general meetings, and nominate directors; the Company maintains communication with shareholders through various channels, including annual reports, interim reports, announcements, and general meetings, ensuring timely and transparent information disclosure - The Company has adopted a Shareholder Communication Policy aimed at providing timely, balanced, and understandable company information to shareholders and potential investors[226](index=226&type=chunk)[184](index=184&type=chunk) - Shareholders holding not less than one-tenth of the Company's paid-up capital may request to convene an extraordinary general meeting[223](index=223&type=chunk) - The report details the procedures for shareholders to nominate individuals for election as directors, including required written notices and candidate information[208](index=208&type=chunk)[183](index=183&type=chunk) [Biographies of Directors and Senior Management](index=32&type=section&id=Biographies%20of%20Directors%20and%20Senior%20Management) This section provides detailed background information on the Company's executive directors, independent non-executive directors, and senior management members, including their age, position, responsibilities, professional experience, academic qualifications, and positions held in other listed companies; the core management team possesses extensive experience in corporate management, finance, law, and the optical retail industry - Mr. Tang Chi Wah, 46, serves as Chairman of the Board and Co-Chief Executive Officer, responsible for the Group's overall strategic planning and operational management in China, with extensive experience in telecommunications operations[622](index=622&type=chunk) - Datin Low Lay Choo serves as Co-Chief Executive Officer, primarily responsible for the overall management and operations of the Malaysian business, with extensive experience in the optical retail industry[631](index=631&type=chunk) - The independent non-executive director team possesses professional backgrounds in finance, accounting, and law, providing independent opinions and judgments to the Board[625](index=625&type=chunk)[655](index=655&type=chunk)[657](index=657&type=chunk) [Environmental, Social and Governance Report (ESG)](index=36&type=section&id=Environmental%2C%20Social%20and%20Governance%20Report%20%28ESG%29) This year's ESG report expands its scope to include digital payment-related businesses in China; the report outlines the Group's ESG management system and identifies key issues through materiality assessment; environmentally, the Group discloses greenhouse gas emissions, resource consumption data, and sets emission reduction targets; socially, the report covers employment and labor practices, health and safety, development and training, supply chain management, product responsibility, anti-corruption, and community investment, demonstrating the Group's efforts and performance in sustainable development [ESG Management and Strategy](index=37&type=section&id=ESG%20Management%20and%20Strategy) The Group has established an ESG governance structure with the Board fully responsible for formulating ESG strategies and assessing risks and opportunities; through continuous communication with key stakeholders including shareholders, employees, customers, and suppliers, the Group conducted a materiality assessment to identify the most significant ESG issues for its business and stakeholders, such as emissions, resource use, employment, product responsibility, and anti-corruption - The Board bears overall responsibility for the Company's ESG strategy and reporting, and is responsible for assessing and identifying ESG-related risks and opportunities[640](index=640&type=chunk) - Through materiality assessment, the Group identified the most relevant sustainability issues, including environmental aspects like emissions and resource use, and social aspects like employment, product responsibility, and anti-corruption[678](index=678&type=chunk)[677](index=677&type=chunk) [Environmental Protection](index=42&type=section&id=Environmental%20Protection) The Group is committed to reducing the environmental impact of its operations; during the reporting period, total greenhouse gas emissions were 552.17 tonnes of CO2 equivalent, primarily from purchased electricity; the Group has set a target to reduce greenhouse gas emission intensity by 2% by 2030; in terms of resource use, total electricity consumption was approximately 1 million kWh, and total water consumption was approximately 6,766 cubic meters; the Group has also identified climate change-related physical and transition risks and developed response strategies 2023 Key Environmental Performance Indicators | Indicator | Unit | 2023 Data | | :--- | :--- | :--- | | Total Greenhouse Gas Emissions | tonnes of CO2 equivalent | 552.17 | | Greenhouse Gas Emission Intensity | tonnes of CO2 equivalent/employee | 1.37 | | Non-hazardous Waste Generated | tonnes | 6.34 | | Total Energy Consumption | kWh | 1,003,935.10 | | Total Water Consumption | cubic meters | 6,766.00 | - The Group has set environmental targets: to reduce greenhouse gas emission intensity by **2%** by 2030, using 2023 as the baseline, and to keep the growth in energy and water consumption intensity below **5%**[709](index=709&type=chunk)[729](index=729&type=chunk)[716](index=716&type=chunk) - The Group has identified physical risks (e.g., extreme weather) and transition risks (e.g., stricter regulations) posed by climate change, integrating them into its enterprise risk management framework[719](index=719&type=chunk)[738](index=738&type=chunk)[720](index=720&type=chunk) [Social Responsibility](index=48&type=section&id=Social%20Responsibility) On the social front, the Group focuses on employee well-being, supply chain management, product quality, and community contributions; as of the end of 2023, the Group employed 404 full-time staff, with an employee turnover rate of 16.1%; the Group provides comprehensive employee training, with an average of 101 training hours per employee; the Company strictly adheres to labor standards, opposing child and forced labor; in its operations, the Group implements stringent supplier screening and product quality control, and has anti-corruption and whistleblowing policies; during the reporting period, the Group actively participated in community investment, sponsoring various university activities - As of December 31, 2023, the Group had **404** full-time employees, with an annual turnover rate of approximately **16.1%**[723](index=723&type=chunk)[766](index=766&type=chunk) - The Group prioritizes employee development, with an average of **101** training hours per employee during the reporting period[751](index=751&type=chunk) - The Group strictly complies with laws and regulations against child and forced labor, and has established equal opportunity and anti-discrimination policies[753](index=753&type=chunk)[754](index=754&type=chunk) - The Group has established a supplier screening mechanism, incorporating environmental and social performance into evaluation criteria; concurrently, it implements strict product quality control procedures to protect consumer rights and data privacy[756](index=756&type=chunk)[535](index=535&type=chunk)[969](index=969&type=chunk) - The Company maintains a zero-tolerance stance on corruption, has established a whistleblowing policy, and provides anti-corruption training for directors and employees; during the reporting period, the Group actively engaged in community investment, sponsoring various education-related activities[783](index=783&type=chunk)[811](index=811&type=chunk)[537](index=537&type=chunk) [Directors' Report](index=64&type=section&id=Directors'%20Report) The Directors' Report outlines the Group's principal businesses, performance, and financial position for the FY2023; the Board does not recommend a final dividend for the reporting period; the report also discloses changes in share capital, directors' and major shareholders' interests in shares, details of the share option scheme, and continuing connected transactions; furthermore, the report confirms the Company's compliance with the public float requirements of the Listing Rules and the re-appointment of Kaiyuan Xin De Certified Public Accountants Limited as auditor - The Board does not recommend the payment of any final dividend for the reporting period[93](index=93&type=chunk)[797](index=797&type=chunk) - During the reporting period, the Group adopted a share option scheme; as of December 31, 2023, **2,160,000** share options were available for grant under the scheme[837](index=837&type=chunk)[838](index=838&type=chunk) - In February 2023, **47,840,000** share options granted under the share option scheme were fully exercised[253](index=253&type=chunk) - The report discloses property lease agreements entered into with connected persons as continuing connected transactions[265](index=265&type=chunk)[266](index=266&type=chunk)[267](index=267&type=chunk) - Based on public information, the Company maintained the public float required by the Listing Rules as of the date of this annual report[271](index=271&type=chunk) [Independent Auditor's Report](index=75&type=section&id=Independent%20Auditor's%20Report) The independent auditor, Kaiyuan Xin De Certified Public Accountants Limited, issued an unmodified opinion on the Group's consolidated financial statements for the year ended December 31, 2023, affirming that the statements present a true and fair view of the Group's financial position, financial performance, and cash flows, and are properly prepared in accordance with International Financial Reporting Standards; the report highlights goodwill impairment assessment and expected credit loss assessment for trade and other receivables as key audit matters - The auditor believes that the consolidated financial statements present a true and fair view of the Group's financial position and performance in accordance with International Financial Reporting Standards, and issued an unmodified opinion[305](index=305&type=chunk)[274](index=274&type=chunk) - Key audit matters include: - **Goodwill Impairment Assessment**: The auditor focused on this due to the significant judgment required from management in determining key assumptions and the material balance of goodwill - **Expected Credit Loss Assessment for Trade and Other Receivables**: This was also identified as a key audit matter due to the material carrying amount of receivables and the high uncertainty involved in assessing expected credit losses[277](index=277&type=chunk)[909](index=909&type=chunk) [Consolidated Financial Statements](index=81&type=section&id=Consolidated%20Financial%20Statements) This section provides the Group's detailed audited consolidated financial statements, including the Consolidated Statement of Profit or Loss and Other Comprehensive Income, Consolidated Statement of Financial Position, Consolidated Statement of Changes in Equity, and Consolidated Statement of Cash Flows, along with detailed notes to these statements; the financial statements comprehensively reflect the Group's operating results, financial position, and cash flows during the reporting period [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=81&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the year ended December 31, 2023, the Group recorded revenue of RMB 1.42 billion and gross profit of RMB 206 million; due to a goodwill impairment of RMB 88.27 million, the loss before tax was RMB 69.62 million, and the loss for the year was RMB 74.38 million; basic and diluted loss per share was RMB 0.12 Consolidated Statement of Profit or Loss Summary (For the Year Ended December 31) | Item (RMB in thousands) | 2023 | 2022 (Nine Months) | | :--- | :--- | :--- | | Revenue | 1,419,769 | 550,032 | | Gross Profit | 205,745 | 153,612 | | Goodwill Impairment | (88,270) | – | | Loss Before Tax | (69,619) | (14,035) | | Loss for the Year/Period | (74,380) | (23,479) | | Loss Attributable to Owners of the Company | (75,564) | (27,856) | | Basic Loss Per Share | RMB (0.12) | RMB (0.05) | [Consolidated Statement of Financial Position](index=83&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of December 31, 2023, the Group's total assets were RMB 691 million, total liabilities were RMB 134 million, and net assets were RMB 556 million; non-current assets primarily consisted of goodwill, investments in associates, and intangible assets; current assets were mainly composed of trade and other receivables, and bank balances and cash Consolidated Statement of Financial Position Summary (As of December 31) | Item (RMB in thousands) | 2023 | 2022 | | :--- | :--- | :--- | | **Total Assets** | **690,521** | **596,719** | | Non-current Assets | 331,822 | 333,475 | | Current Assets | 358,699 | 263,244 | | **Total Liabilities** | **134,160** | **110,986** | | Current Liabilities | 105,328 | 79,188 | | Non-current Liabilities | 28,832 | 31,798 | | **Net Assets** | **556,361** | **485,733** | | **Total Equity** | **556,361** | **485,733** | [Consolidated Statement of Cash Flows](index=87&type=section&id=Consolidated%20Statement%20of%20Cash%20Flows) For the year ended December 31, 2023, net cash used in operating activities was RMB 44.9 million, primarily affected by changes in working capital; net cash used in investing activities was RMB 124 million, mainly for the acquisition of investments in associates; net cash from financing activities was RMB 173 million, primarily from proceeds from the issuance of shares upon exercise of share options; net increase in cash and cash equivalents for the year was RMB 3.64 million Consolidated Statement of Cash Flows Summary (For the Year Ended December 31) | Item (RMB in thousands) | 2023 | 2022 (Nine Months) | | :--- | :--- | :--- | | Net Cash (Used in)/From Operating Activities | (44,894) | 30,273 | | Net Cash Used in Investing Activities | (124,463) | (37,851) | | Net Cash From/(Used in) Financing Activities | 172,993 | (17,788) | | **Net Increase/(Decrease) in Cash and Cash Equivalents** | **3,636** | **(25,366)** | | Cash and Cash Equivalents at End of Year/Period | 78,968 | 68,021 | [Notes to the Consolidated Financial Statements](index=89&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) The notes to the financial statements provide detailed explanations of key accounting policies, accounting estimates, segment information, and various asset, liability, and profit/loss items; segment information indicates that digital payment-related businesses have become the largest source of revenue; the goodwill note details the impairment of RMB 88.27 million; related party transactions and financial instrument risk management are also fully disclosed [Segment Information](index=116&type=section&id=Segment%20Information) The Group's business is divided into five reportable segments: digital payment solution-related business, optical product retail, franchising and license management, e-commerce, and financing services; in 2023, digital payment solution-related business contributed the vast majority of revenue, reaching RMB 1.17 billion, accounting for approximately 82% of total revenue; optical product retail business revenue was RMB 181 million; geographically, revenue from the China market increased from 66% to 87% of total revenue 2023 Revenue by Segment (RMB in thousands) | Segment | 2023 Revenue | 2022 Revenue (Nine Months) | | :--- | :--- | :--- | | Digital Payment Solution-Related Business | 1,170,197 | 344,494 | | Optical Product Retail | 181,259 | 182,734 | | Franchising and License Management | 2,832 | 3,842 | | E-commerce | 28,989 | 5,244 | | Financing Services | 36,492 | 13,718 | | **Total** | **1,419,769** | **550,032** | - By geographical region, revenue from China was approximately **RMB 1.236 billion**, accounting for **87%** of total revenue; revenue from Malaysia was approximately **RMB 184 million**, accounting for **13%**[367](index=367&type=chunk) [Goodwill](index=147&type=section&id=Goodwill) As of the end of 2023, the Group's goodwill carrying amount decreased from RMB 172 million at the beginning of the year to RMB 83.85 million; the decrease was primarily due to impairment losses of RMB 31.28 million and RMB 56.99 million recognized against the e-commerce trading business (Chuangtong Group) and credit financing services (Oasis Group) cash-generating units, respectively, totaling RMB 88.27 million Goodwill Movement (RMB in thousands) | Item | E-commerce Trading Business | Credit Financing Services | Total | | :--- | :--- | :--- | :--- | | **Balance at Beginning of Period (2023/1/1)** | **87,164** | **84,953** | **172,117** | | Impairment during the year | (31,277) | (56,993) | (88,270) | | **Balance at End of Period (2023/12/31)** | **55,887** | **27,960** | **83,847** | [Financial Summary](index=186&type=section&id=Financial%20Summary) This section provides a summary of the Group's performance, assets, and liabilities for the past five fiscal years/periods; the data indicates a significant expansion in the Group's business scale (measured by revenue and total assets) since 2022, but profitability has fluctuated, with losses recorded in both 2022 (nine months) and 2023 Five-Year Financial Summary (RMB in thousands) | Item | 2021 (Ended 3/31) | 2022 (Ended 3/31) | 2022 (Nine Months) | 2023 (Ended 12/31) | | :--- | :--- | :--- | :--- | :--- | | **Revenue** | 99,223 | 349,803 | 550,032 | 1,419,769 | | **Profit/(Loss) for the Year/Period** | 12,254 | 18,900 | (23,479) | (74,380) | | **Total Assets** | 261,091 | 479,100 | 596,719 | 690,521 | | **Total Liabilities** | (61,163) | (281,770) | (110,986) | (134,160) | | **Total Equity** | 199,928 | 197,330 | 485,733 | 556,361 |

Environmental Impact - The company generated hazardous waste of 0.092 tons in the 2022 reporting period, an increase from 0.075 tons in the 2021 fiscal year, resulting in a density of 0.0002 tons per employee compared to 0.0001 tons per employee in the previous year[2] - The company produced non-hazardous waste of 10.32 tons in the 2022 reporting period, up from 9.55 tons in the 2021 fiscal year, with a density of 0.0270 tons per employee compared to 0.0186 tons per employee[4] - Water consumption in the 2022 reporting period was 6,809 cubic meters, down from 7,739 cubic meters in the 2021 fiscal year, with a density of 17.8 cubic meters per employee compared to 15.1 cubic meters per employee[12] - The company aims to limit the growth of non-hazardous waste density to no more than 5% in 2023[5] - The company plans to maintain energy consumption density growth to no more than 5% in 2023[9] - The company has implemented measures to promote waste reduction among employees, including double-sided printing and recycling initiatives[5] - The company prioritizes suppliers that provide environmentally friendly products and services to minimize potential environmental and social risks in the supply chain[76] Energy and Resource Consumption - Energy consumption for the 2022 reporting period was 1,074,479 kWh, a decrease from 1,156,705 kWh in the 2021 fiscal year, with a density of 2,813 kWh per employee compared to 2,250 kWh per employee[9] - The company used 6.615 tons of packaging materials in the 2022 reporting period, an increase from 6.420 tons in the 2021 fiscal year, with a density of 0.054 kg per 1,000 MYR revenue compared to 0.062 kg per 1,000 MYR revenue[15] Employee Development and Turnover - Employee turnover rate decreased to 11.4% in 2022 from 22.4% in 2021, showing significant improvement[23] - A total of 536 employees received training during the reporting period, achieving a 100% training participation rate[33] - Average training hours per employee reached 112 hours in 2022, indicating a strong commitment to employee development[33] - The company maintains a 100% training rate for all employee categories, including senior management, middle management, and non-executive staff[34] - The company has implemented comprehensive health and safety policies, with no recorded work-related injuries or fatalities in the past three years[28] Financial Performance - The company reported a significant recovery in annual revenue, reflecting a strong rebound from the impacts of COVID-19, aligning with expectations[49] - For the nine months ending December 31, 2022, the group reported revenue of approximately RMB 344,500,000, a significant increase from RMB 191,900,000 in the previous fiscal year[52] - The group recorded a gross profit of approximately RMB 153,600,000, with a gross margin of 27.9%, down from 30.4% in the previous fiscal year, primarily due to lower margins in the digital retail and payment hardware trade compared to the Malaysian optical business[56] - The group reported a net loss of approximately RMB 23,500,000 for the reporting period, a decline from a net profit of RMB 18,900,000 in the previous fiscal year, largely due to increased administrative expenses and impairment losses[64] Corporate Governance and Compliance - The company maintains a zero-tolerance policy towards corruption and bribery, providing annual training to employees and directors on anti-corruption measures[85] - The company emphasizes compliance with Malaysian labor laws, with no reported violations regarding child labor or forced labor practices[38][39] - The company has established a performance management system to enhance employee development and ensure transparency in achieving key performance indicators[37] Strategic Initiatives and Future Plans - The company plans to diversify its service offerings to include digital retail payment and related services, leveraging its strong retail management relationships[49] - The company aims to identify suitable acquisition or investment targets that complement its growth strategy, particularly in digital retail solutions[184] - The company plans to expand its market presence in region H, targeting a revenue increase of I%[134] Acquisitions and Investments - The acquisition of Jiangxi Mali Intelligent Technology Co., Ltd. was completed in Q4 2022 to enhance the group’s capabilities in the digital retail ecosystem[53] - The company completed the acquisition of Positive Oasis Limited for approximately HKD 137.6 million, paid through the issuance of 98,992,805 shares at HKD 1.39 per share[112] - The acquisition of Chuangtong Development Limited was completed for approximately HKD 88 million, paid in cash, focusing on digital ecosystem research[112] Market and Operational Insights - The total number of employees in Malaysia decreased from 514 in the fiscal year 2021 to 382 as of December 31, 2022, representing a decline of approximately 25.7% compared to a 2.8% increase in the previous fiscal year[89] - The group is focusing on expanding its business operations and reducing reliance on the Malaysian optical product sales market amid signs of recovering consumer confidence[55] - In 2022, the group's optical product-related business in Malaysia steadily recovered due to improved economic activities and external demand[162] Risk Management - The group highlighted significant credit risk associated with new digital retail and payment hardware trade and financing services, which could impact profitability and financial condition[159] - The group has implemented measures to mitigate credit and default risks in its new digital retail and payment hardware business[159] Community Engagement - The group made charitable donations and other contributions amounting to approximately RMB 15,000 during the reporting period[153]

Financial Performance - For the six months ended September 30, 2022, the group recorded revenue of approximately RMB 316.2 million, an increase of approximately RMB 256.4 million or 428.8% compared to approximately RMB 59.8 million for the same period in 2021[11]. - The group's gross profit increased by approximately RMB 45.1 million or 109.3% to approximately RMB 86.4 million, while the gross profit margin decreased from approximately 69.1% to about 27.3%[13]. - Other income decreased by approximately RMB 4.1 million or 49.9% to about RMB 4.2 million, mainly due to reduced wage subsidies and rental concessions[12]. - The net loss for the reporting period was approximately RMB 63.6 million, a significant decline from a profit of about RMB 5.1 million for the six months ended September 30, 2021, mainly due to provisions and stock option expenses[19]. - The company reported a basic and diluted loss per share of RMB (0.13) for the period, compared to earnings of RMB 0.01 in the previous year[63]. - The company reported a significant increase in trade receivables impairment losses, amounting to RMB 21,000 for the six months ended September 30, 2022[112]. - The company recognized approximately RMB 4,179,000 in other income for the six months ended September 30, 2022, compared to RMB 8,348,000 in the same period of 2021, showing a decrease of 50%[125]. - The company reported a significant increase in inventory adjustments, with a net change of RMB 156,250 thousand during the period[80]. Revenue Breakdown - Revenue contributions from China and Malaysia were approximately RMB 186.4 million (59% of total revenue) and RMB 129.8 million (41% of total revenue) respectively[11]. - For the six months ended September 30, 2022, total segment revenue was RMB 316,197,000, with contributions from B2B hardware trading (RMB 186,436,000), optical product sales (RMB 127,064,000), and franchise and licensing management (RMB 2,697,000)[99]. - Revenue from hardware trade amounted to RMB 186,436,000, contributing 59% to the total revenue, while optical product sales generated RMB 127,037,000, accounting for 40%[122]. - The company’s revenue from external customers in China was RMB 186,436,000, while revenue from Malaysia was RMB 129,761,000, representing 59% and 41% of total revenue, respectively[115]. Expenses and Costs - Sales and distribution costs rose by approximately RMB 16.0 million or 48.6% to approximately RMB 49.0 million, primarily due to increased sales commissions and rental costs[14]. - Administrative expenses increased by approximately RMB 89.3 million or 1,099.9% to about RMB 97.4 million during the reporting period, primarily due to stock option expenses and legal claim provisions[15]. - Employee costs rose by 161.6% to approximately RMB 76.0 million for the year ended September 30, 2022, driven by business expansion in China and increased sales-related commissions in Malaysia[29]. - The total employee costs, including directors' remuneration, amounted to RMB 75,960 thousand for the six months ended September 30, 2022, compared to RMB 21,080 thousand in the same period of 2021[141]. - The total depreciation expense for property, plant, and equipment was RMB 9,159 thousand for the six months ended September 30, 2022[142]. Financial Position - The company's cash and bank balances increased to approximately RMB 105.4 million as of September 30, 2022, up from RMB 77.2 million as of March 31, 2022[20]. - The current ratio improved from approximately 1.62 times as of March 31, 2022, to about 3.25 times as of September 30, 2022, due to a disproportionate decrease in current liabilities[25]. - The debt-to-equity ratio decreased from approximately 0.13 times to 0.06 times, attributed to an increase in share capital and share premium during the reporting period[24]. - The company has no significant contingent liabilities as of September 30, 2022, maintaining a stable financial position[28]. - As of September 30, 2022, the total assets amounted to RMB 459,121,000, up from RMB 210,596,000 as of March 31, 2022[66]. - The company’s total equity attributable to owners was RMB 199,270 thousand as of September 30, 2022[72]. - The company’s total assets as of September 30, 2022, were RMB 479,100,000, with reported liabilities of RMB (281,770,000), resulting in net assets of RMB 197,330,000[112]. Strategic Initiatives - The group is focusing on hardware trading in China and is actively seeking suitable acquisition or investment targets to complement its growth strategy[8]. - The company plans to enhance its retail solutions in China, explore suitable acquisitions, and upgrade its IT systems to improve operational efficiency in 2023[37]. - The company aims to enhance its retail business value through a diverse range of products and services, leveraging its business network and retail experience[9]. - The company aims to expand its B2B hardware trading and accounts receivable financing services in the Chinese market following the acquisition of Oasis Group[191]. Corporate Governance and Compliance - The company has complied with the corporate governance code as per the Hong Kong Stock Exchange during the reporting period[46]. - The company has appointed a new auditor, Kai Yuan Xin De, effective December 5, 2022, following the resignation of its previous auditor[44]. - The company changed its financial year-end date from March 31 to December 31, effective from the next financial year following March 31, 2022[44]. Shareholder Information - Major shareholders include Jia Lian, holding 28.17% of the shares, and Jia Fu, also holding 6.26%[58]. - The company did not recommend any interim dividend for the six months ended September 30, 2022, consistent with the previous year[138]. - The company has granted 47,840,000 share options under its share option scheme, representing 8.0% of the total issued shares as of September 30, 2022[180].

Financial Performance - The company's revenue increased from RM 99.2 million to RM 231.3 million, representing a growth of approximately 133.2% for the fiscal year ending March 31, 2022[16]. - The group's revenue increased by approximately 132.1 million MYR or 133.2% to about 231.3 million MYR during the reporting period, driven primarily by the new B2B hardware trading business[24]. - Revenue contributions from China and Malaysia were approximately 126.9 million MYR (55% of total revenue) and 104.4 million MYR (45% of total revenue), respectively[24]. - The group's net profit increased by approximately 0.2 million MYR or 1.6% to about 12.5 million MYR, with a net profit margin decreasing from approximately 12.4% to about 5.4%[34]. - The group's gross profit increased by approximately 1.6 million MYR or 2.3% to about 70.4 million MYR, while the gross margin decreased from approximately 69.4% to about 30.4%[26]. - Cash flow from operating activities was approximately 18.4 million MYR, compared to 28.1 million MYR in the previous year[38]. - Total assets increased by approximately 152.1 million MYR to 317.3 million MYR, while total liabilities rose by approximately 148.0 million MYR to about 186.7 million MYR[35]. Business Expansion - The retail network expanded to 84 owned and 6 franchised retail stores across Malaysia, with 5 new owned stores opening during the reporting period[20]. - The company has successfully expanded its business from Malaysia to China, marking a significant milestone in its operations[16]. - Management expects to expand its geographical coverage to the Chinese market and develop unique products for customers[61]. - The company plans to continue expanding its retail network and upgrading its retail stores[61]. - The B2B hardware trading business has been successfully launched, with management believing it will generate significant long-term revenue[61]. Challenges and Opportunities - The company has faced challenges due to the COVID-19 pandemic but is actively seeking opportunities to enhance revenue and profitability[15]. - The company anticipates a delay in the opening of retail stores due to COVID-19 uncertainties, with five stores opened during the reporting period[67]. - Approximately MYR 43.1 million of the net proceeds remains unutilized due to the impact of COVID-19 on the retail industry[67]. - The company is committed to prudently utilizing the net proceeds in alignment with its long-term interests and development[67]. Corporate Governance - The board of directors acknowledges their responsibility for preparing the company's financial statements in accordance with statutory requirements and applicable accounting standards[85]. - The audit committee held four meetings during the reporting period to review the consolidated financial statements and address significant audit and accounting issues[97]. - The board has established three committees: the audit committee, the remuneration committee, and the nomination committee, to enhance corporate governance[95]. - The company reviewed its compliance with legal and regulatory requirements as part of its corporate governance responsibilities[94]. - The board is responsible for ongoing supervision of the group's risk management and internal control systems, reviewing their effectiveness at least annually[125]. ESG Commitment - The company has established a comprehensive ESG management system to enhance overall ESG performance and accountability across departments[195]. - The ESG report covers the period from April 1, 2021, to March 31, 2022, and is the third report since the company went public[191]. - The company emphasizes the importance of stakeholder engagement to understand risks and opportunities, ensuring effective communication with key stakeholders[197]. - The company aims to achieve sustainable development in the eyewear retail industry as part of its corporate social responsibility[195]. - The company is committed to complying with environmental protection laws and regulations, focusing on efficient resource use and waste reduction[190]. Future Outlook - The company provided a positive outlook for the next fiscal year, projecting a revenue growth of 25% driven by new product launches and market expansion[156]. - New product development includes the introduction of a cutting-edge eyewear line expected to contribute RM 50 million in revenue within the first year of launch[156]. - The company plans to invest RM 20 million in technology upgrades to improve operational efficiency and customer experience[156]. - The management team emphasized the importance of sustainable practices, aiming for a 50% reduction in carbon footprint by 2025[156]. - The company has established a new partnership with a leading technology firm to enhance its digital marketing efforts, expected to increase customer engagement by 40%[156].

Company Overview - MOG Holdings Limited is one of the largest optical product retailers in Malaysia, operating 81 owned and 7 franchised retail stores as of September 30, 2021[18]. - The company offers a wide range of optical products, including international luxury and high-end fashion brands, as well as its own private label products[18]. - The retail network covers various market segments, including high-end, mid-range, and mass markets, with a focus on contact lenses through a dedicated retail brand[18]. - The company has implemented a multi-brand strategy to cater to different consumer demographics in the optical retail market[18]. - As of the reporting period, the company had 10 retail brands to serve various segments of the Malaysian optical retail market[18]. Market Trends - The increasing awareness of eye care and the rising incidence of vision impairment, particularly myopia among children and adolescents, are driving demand for optical products[19]. - The COVID-19 pandemic has significantly increased the use of technology devices, leading to a higher demand for corrective eyewear, especially prescription glasses and contact lenses[19]. - The management believes that the demand for optical products will continue to grow in the future due to the ongoing trends in eye care awareness and technology usage[19]. Financial Performance - The company's revenue decreased by approximately 9.0 million MYR or 18.9% to about 38.5 million MYR for the reporting period, down from approximately 47.5 million MYR for the fiscal period ending September 30, 2020[26]. - Retail business revenue fell by about 19.0% to approximately 38.0 million MYR, primarily due to decreased sales of optical products caused by COVID-19 restrictions[26]. - Gross profit decreased by approximately 5.1 million MYR or 16.1% to about 26.6 million MYR, with a gross profit margin increasing from approximately 66.8% to about 69.1%[28]. - Net profit decreased by approximately 2.3 million MYR or 40.7% to about 3.3 million MYR, resulting in a net profit margin decline from approximately 11.7% to about 8.6%[35]. - For the six months ended September 30, 2021, the company reported revenue of 38,477 thousand MYR, a decrease of 19% from 47,451 thousand MYR in the same period of 2020[86]. - Gross profit for the same period was 26,577 thousand MYR, down from 31,686 thousand MYR, reflecting a decline of approximately 16%[86]. - The company recorded a pre-tax profit of 5,165 thousand MYR, a decrease of 32% compared to 7,626 thousand MYR in the previous year[86]. - Net profit for the period was 3,309 thousand MYR, down 41% from 5,566 thousand MYR year-on-year[86]. Cash Flow and Liquidity - The company's cash and bank balances totaled approximately 107.2 million MYR as of September 30, 2021[25]. - Operating cash flow for the reporting period was approximately 1.7 million MYR, down from about 28.1 million MYR as of March 31, 2021[36]. - The company's cash and cash equivalents stood at 53,547 thousand MYR as of September 30, 2021, compared to 68,343 thousand MYR as of March 31, 2021, showing a decrease of 21.6%[88]. - The net cash used in investing activities was 11,017 thousand MYR, compared to 34,080 thousand MYR in the previous year, reflecting a significant reduction of approximately 67.7%[102]. - The company reported a net cash outflow from financing activities of 4,856 thousand MYR, a stark contrast to the inflow of 54,955 thousand MYR in the prior year[102]. Expenses and Costs - Administrative expenses increased by approximately 0.1 million MYR or 2.0% to about 5.2 million MYR due to higher professional fees[31]. - Employee costs for the year ended September 30, 2021, were approximately MYR 13.6 million, a decrease from MYR 14.1 million for the year ended September 30, 2020, attributed to a reduction in the number of employees and lower sales commissions[46]. - The total income tax expense for the period was RM 1,856,000, a decrease of 10% from RM 2,060,000 in the same period last year[141]. - The total cost of finance, including interest on borrowings, was RM 316,000, down from RM 414,000, marking a decrease of 23.6%[6]. Dividends and Shareholder Information - The group announced a special dividend of HKD 0.02 per share, totaling HKD 10 million, to be paid on October 25, 2021[51]. - The company did not recommend an interim dividend for the six months ended September 30, 2021, compared to RM 8,147,000 in the previous year[150]. - Major shareholders collectively own 75% of the company's issued shares, with each of the three main entities holding 375,000,000 shares[81]. Assets and Liabilities - Total assets as of September 30, 2021, amounted to 139,544 thousand MYR, compared to 139,244 thousand MYR as of March 31, 2021, reflecting a slight increase of 0.22%[88]. - The company's total liabilities as of September 30, 2021, were 18,770 thousand MYR, slightly down from 19,169 thousand MYR as of March 31, 2021[181]. - The group's total equity as of September 30, 2021, was 129,488 thousand MYR, up from 126,464 thousand MYR, reflecting an increase of 2.4%[91]. Future Outlook and Strategies - The company plans to continue expanding its retail network, upgrade and renovate its owned retail stores, and enhance the recognition of its 11 retail brands[57]. - The company targets to open at least 3 new owned retail stores in the upcoming six months, despite delays caused by COVID-19[63]. - The company will continue to monitor market conditions closely and adjust business strategies as necessary in response to the ongoing COVID-19 pandemic[24].

Company Overview - MOG Holdings Limited is one of the largest optical product retailers in Malaysia, offering a wide range of optical products including international brands, proprietary brands, and manufactured brands[17]. - As of March 31, 2021, the company operates a retail network of 79 owned and 7 franchised stores across central, southern, northern, and eastern Malaysia[21]. - The company has adopted a multi-brand strategy with 10 retail brands covering high-end, mid-range, and mass-market segments, along with a brand focused on contact lenses[21]. Impact of COVID-19 - The COVID-19 pandemic has significantly impacted the company's revenue channels and operational processes, with ongoing restrictions likely to affect consumer spending in 2021[18]. - The company’s retail operations were significantly affected by the conditional movement control orders implemented in Malaysia due to COVID-19[27]. - The company experienced delays in the actual application of net proceeds due to the impact of the COVID-19 pandemic, which significantly affected the retail industry[86]. - The company faces significant risks related to public health issues, particularly the ongoing COVID-19 pandemic, which may impact supply chains and customer traffic[70]. Financial Performance - The company's revenue decreased by approximately RM 47.9 million or 32.6% to about RM 99.2 million for the reporting period, down from approximately RM 147.1 million for the year ended March 31, 2020[33]. - Retail business revenue dropped from approximately RM 144.6 million to about RM 98.2 million, a decrease of about 32.1%, primarily due to COVID-19 restrictions impacting sales[33]. - Gross profit decreased by approximately RM 28.5 million or 29.3% to about RM 68.8 million, attributed to the decline in revenue[35]. - Net profit decreased by approximately 1.5 million MYR or 10.9% to about 12.3 million MYR, while the net profit margin increased from approximately 9.4% to about 12.4%[43]. - Other income increased by approximately RM 6.9 million or 363.2% to about RM 8.8 million, mainly due to rental concessions and wage subsidy programs[34]. Operational Changes - The company has experienced operational disruptions, with 4 owned retail stores, 3 franchised stores, and 2 licensed retail stores ceasing operations during the reporting period[21]. - The number of retail stores decreased from 83 to 79 during the reporting period[33]. - Sales and distribution costs decreased by approximately 9.7 million MYR or 17.0% to about 47.2 million MYR during the reporting period, primarily due to reduced employee costs from lower sales commissions and allowances[36]. Future Outlook and Strategies - The company plans to continue monitoring the situation and develop response strategies to maximize business potential amid uncertainties[18]. - The company aims to provide an exemplary eye care experience through continuous innovation in both products and services[5]. - The company plans to establish 36 new retail stores, with an expected expenditure of MYR 28.1 million, to be utilized by March 31, 2022[79]. - The company aims to enhance the production capacity of customized lenses, with an investment of MYR 5.5 million, also expected to be utilized by March 31, 2022[79]. - The company is considering strategic acquisitions to enhance its product offerings, with a budget of $10 million set aside for potential deals[178]. Corporate Governance - The company has adhered to the corporate governance code and has complied with the relevant principles and rules since its listing date[90]. - The board of directors has held four meetings during the reporting period, with all executive and independent non-executive directors in attendance[98]. - The company emphasizes the importance of sound corporate governance as a shared responsibility among directors[113]. - The board has established three committees: Audit Committee, Remuneration Committee, and Nomination Committee, in compliance with relevant laws and regulations[114]. Management and Leadership - The company has expanded its board with experienced professionals from various sectors, enhancing governance and strategic oversight[186]. - The management team has a strong background in finance, human resources, and business development, contributing to the company's operational efficiency[188]. - The company aims to leverage the expertise of its board members to drive growth and innovation in its operations[187]. Shareholder Communication - The company encourages shareholders to attend meetings and ensures independent resolutions are presented for voting[152]. - The company has established a shareholder communication policy to provide timely information to shareholders and potential investors[158]. Sustainability Initiatives - The board of directors highlighted the commitment to sustainability initiatives, planning to invest $1 million in eco-friendly practices[178]. - MOG Holdings Limited is committed to enhancing its environmental, social, and governance (ESG) practices, with a focus on sustainability initiatives[199].