Financial Performance - Total revenue for the fiscal year 2023 was approximately HKD 1,166.8 million, an increase of about HKD 17.8 million or 1.5% compared to the previous fiscal year[15]. - Profit and total comprehensive income for the fiscal year 2023 amounted to approximately HKD 33.2 million, an increase of about HKD 1.2 million or 3.8% from the previous year[15]. - Revenue from the IT infrastructure solutions segment was approximately HKD 1,033.9 million, up about HKD 7.7 million or 0.8% year-on-year[25]. - Revenue from the IT management services segment was approximately HKD 132.9 million, an increase of about HKD 10.1 million or 8.2% compared to the previous year[25]. - The total cost of sales for the year was approximately HKD 1,045.3 million, an increase of about HKD 29.0 million or 2.9% year-on-year[26]. - Gross profit for the year was approximately HKD 121.6 million, a decrease of about HKD 11.0 million or 8.3% compared to the previous year[27]. - The operating expenses for the year decreased to approximately HKD 90.3 million, down about HKD 2.3 million or 2.5% from the previous year[28]. - As of March 31, 2023, the company had no borrowings, compared to HKD 9.0 million in borrowings the previous year[32]. - The cash and cash equivalents as of March 31, 2023, were approximately HKD 248.3 million, an increase from HKD 232.2 million the previous year[33]. - Total employee costs, including directors' remuneration, amounted to approximately HKD 108.7 million, compared to HKD 111.1 million in the previous year[41]. - The distributable reserves available to shareholders amounted to approximately HKD 75.949 million, an increase from HKD 75.270 million in 2022[160]. Business Strategy and Operations - The company plans to continue exploring the potential applications of AI technology in its business model and solution offerings, particularly in optimizing customer workflows and enhancing productivity[17]. - The company aims to improve resource allocation to overcome external uncertainties in the market, focusing on its four core pillars of business solutions[18]. - The company has completed internal restructuring to integrate its service teams and streamline workflows[18]. - The demand for IT solutions is expected to increase as businesses continue to seek suitable solutions to enhance flexibility, mobility, and efficiency[16]. - The company will actively explore opportunities to incorporate new technologies into its solutions and convert them into revenue sources when the timing is right[17]. - The group plans to focus on its core business and expand its service offerings through partnerships with key suppliers[47]. - The company has participated in various end-user events to promote its latest IT solutions across different industries[8]. Human Resources and Talent Management - The company is committed to providing employee training and diversifying recruitment strategies to retain existing talent amid competitive pressures for high-end talent[18]. - The group continues to face challenges due to a shortage of IT talent and rising labor costs, alongside inflation uncertainties in Hong Kong[47]. - The group has a total of 240 employees as of March 31, 2023, down from 253 employees the previous year[41]. - The company aims to maintain at least the current number of female directors and is committed to improving gender diversity in senior management roles[106]. - The workforce diversity as of March 31, 2023, was 69.5% male and 30.5% female employees[107]. Corporate Governance - The company emphasizes good corporate governance practices, focusing on accountability, transparency, independence, responsibility, and fairness[66]. - The board consists of eight members, including four executive directors, one non-executive director, and three independent non-executive directors[70]. - The management team is led by the CEO, who is responsible for executing the strategies set by the board[72]. - The company has adopted the standard code for securities trading by directors as per the listing rules[68]. - The board plans to hold at least four meetings annually to determine overall strategic direction and approve interim and annual results[76]. - The independent non-executive directors bring diverse experience from various sectors, enhancing the board's effectiveness[70]. - The audit committee has been established to oversee the company's financial reporting and compliance[73]. - The company has a strong focus on risk management and long-term value creation for shareholders[72]. - All independent non-executive directors have confirmed their independence according to the listing rules, ensuring the protection of shareholder interests[86]. - The board has established mechanisms to ensure independent viewpoints are obtained, with at least three independent non-executive directors required to be present at all times[88]. - Continuous professional development programs are provided for all directors to enhance their knowledge and skills, ensuring compliance with corporate governance practices[83]. - The board is responsible for leading and controlling the company, overseeing business strategies and ensuring successful operations[93]. Risk Management - The company has a structured process for shareholders to request special meetings, requiring at least 10% of the voting shares[127]. - The board has reviewed the effectiveness of the risk management and internal control systems, finding them sufficient and effective for the year[120]. - The internal audit department is responsible for providing independent confirmation of the effectiveness of the company's risk management and governance procedures[117]. - The company utilizes a risk matrix to assess the significance of identified risks based on their impact, frequency, and likelihood[118]. - Identified risks are evaluated at least annually, with timely reporting of any risk events to management[119]. - The company has allocated resources to enhance its internal control systems and will continue to improve them[120]. - The company has identified key risks including reliance on qualified employees and potential cost overruns in IT infrastructure service contracts[155]. Shareholder Communication and Dividends - The board declared a special dividend of HKD 0.08 per share for 2023, compared to HKD 0.00 per share in the previous year[42]. - The board proposed a final dividend of HKD 0.025 per share for 2023, down from HKD 0.06 per share in the previous year[42]. - The company emphasizes open communication with shareholders and regularly reviews its shareholder communication policy[131]. - The board's report and financial statements for the year are presented to shareholders, highlighting the company's performance and future outlook[140]. - The company has adopted a dividend policy that considers financial performance, shareholder equity, and capital requirements among other factors[137]. Environmental, Social, and Governance (ESG) - The company is committed to environmental, social, and governance (ESG) practices, ensuring compliance with relevant regulations[150]. - The company has made amendments to its articles to allow for electronic or hybrid meetings for shareholder gatherings[135]. - The company's charitable donations for the fiscal year amounted to HKD 2.2 million[198]. Related Party Transactions - The total rent paid by the company to Mr. Yang under the residential lease agreement amounted to HKD 960,000 for the fiscal year ending March 31, 2023[194]. - The total rent paid by the company to Microware Properties under the office lease agreement was HKD 6,427,080 for the fiscal year ending March 31, 2023[194]. - All related party transactions have complied with the disclosure requirements under the Listing Rules Chapter 14A[194].

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。 Microware Group Limited 美高域集團有限公司 (於開曼群島註冊成立的有限公司) (股份代號:1985) 截至二零二三年三月三十一日止年度 年度業績公告 及 暫停辦理股份過戶登記 摘要 • 本集團於本年度的總收益約為1,166.8百萬港元,較上一年度約1,149.0百萬 港元增加約17.8百萬港元或1.5%。 • 本集團本年度溢利及全面收入總額由上一年度約32.0百萬港元增加約1.2百 萬港元或3.8%至約33.2百萬港元。該增加乃由於本年度自香港政府推出的 「保就業」計劃收取的政府補貼約5.9百萬港元。 • 本年度的每股基本盈利為0.11港元,而上一年度則為0.11港元。 • 於二零二三年六月十九日,董事會決議宣派每股特別股息0.08港元。 • 董事會建議派付本年度末期股息每股0.025港元,惟須待股東於股東週年大 會上批准方可作實。 年度業績 美高域集團有限公司(「本公司」)董事 ...

Revenue and Profitability - Total revenue for the six months ended September 30, 2022, was approximately HKD 569.0 million, an increase of about HKD 27.7 million or 5.1% compared to the previous period[6]. - Revenue from the IT infrastructure solutions segment was approximately HKD 504.7 million, up about HKD 23.5 million or 4.9% from the previous period[8]. - The company reported revenue of HKD 568,984,000 for the six months ended September 30, 2022, an increase from HKD 541,345,000 in the same period last year, representing a growth of approximately 5.4%[66]. - The company achieved a profit before tax of HKD 18,579,000, up from HKD 15,575,000, reflecting an increase of approximately 19.3%[66]. - The net profit for the period was HKD 16,324,000, compared to HKD 12,851,000 in the previous year, marking a growth of around 27.5%[66]. - Basic earnings per share increased to HKD 0.05 from HKD 0.04, representing a rise of 25%[66]. Expenses and Costs - The gross profit decreased by approximately HKD 0.9 million or 1.5% to about HKD 58.7 million due to increased sales costs in IT infrastructure solutions and management services[10]. - Operating expenses increased by approximately HKD 2.3 million or 5.4% to about HKD 45.2 million, driven by higher sales and distribution expenses[13]. - The cost of goods sold for the period was HKD 456,450,000, compared to HKD 435,383,000 in the prior year, reflecting an increase in operational costs[108]. - Depreciation expenses for property, plant, and equipment amounted to HKD 6,824,000, an increase from HKD 5,098,000 in the previous year[108]. - The company incurred financing costs of HKD 374,000, which is an increase from HKD 211,000 in the previous year, reflecting higher borrowing costs[99]. Cash Flow and Financial Position - Cash and cash equivalents were approximately HKD 123.4 million as of September 30, 2022, down from approximately HKD 237.3 million as of March 31, 2022[16]. - The net cash used in operating activities for the six months ended September 30, 2022, was HKD (82,143) thousand, compared to HKD (63,084) thousand for the same period in 2021, indicating a decline of 30.2%[75]. - The company incurred a net cash outflow from financing activities of HKD (32,624) thousand for the six months ended September 30, 2022, compared to HKD (29,171) thousand for the same period in 2021, an increase of 8.4%[75]. - The total assets amounted to HKD 424,248 thousand, compared to HKD 522,527 thousand as of March 31, 2022, reflecting a decrease of approximately 18.8%[70]. - The company reported a total equity of HKD 209,120 thousand as of September 30, 2022, down from HKD 210,796 thousand as of March 31, 2022, representing a decrease of 0.8%[70]. Dividends and Shareholder Information - The group declared an interim dividend of HKD 0.045 per share, totaling HKD 13.5 million, an increase from HKD 0.04 per share in the previous period[27]. - The company declared a final dividend of HKD 0.06 per share for the year ended March 31, 2022, totaling HKD 18 million, compared to HKD 30 million in the previous year[109]. - As of September 30, 2022, the company had a total of 300,000,000 shares issued[51]. - Major shareholder Yang Chunqing holds a controlled corporation interest of 164,804,000 shares, representing 54.9% of the company[51]. Investments and Future Plans - The group has no significant investments or acquisitions during the period, and no future plans for major investments or capital assets as of September 30, 2022[33]. - The group anticipates full utilization of funds for upgrading IT management systems by December 31, 2023, with HKD 0.3 million already used[36]. - The group expects to fully utilize funds for enhancing capabilities in handling large contracts by December 31, 2024, with HKD 16.9 million already allocated[36]. - The company plans to continue expanding its Information Technology and Infrastructure Solutions services to capture more market share in the upcoming periods[99]. Employee and Management Costs - Total employee costs, including directors' remuneration, amounted to HKD 53.5 million, up from HKD 52.4 million in the previous period[26]. - The total compensation for executive directors and key management personnel for the six months ended September 30, 2022, was HKD 5,337,000, a decrease of 5.2% from HKD 5,630,000 in the same period of 2021[133]. Risk Management and Compliance - The audit committee reviewed the interim results and found no objections to the accounting policies adopted by the company[62]. - The company has established foreign currency forward contracts to manage currency risk, with nominal amounts of USD 600,000 and USD 1,200,000 as of September 30, 2022[125].

Financial Performance - Total revenue for the period was approximately HKD 541.3 million, a decrease of about HKD 36.2 million or 6.3% compared to the previous period[10] - Revenue from the IT infrastructure solutions segment was approximately HKD 481.2 million, down HKD 36.0 million or 7.0% from the previous period[10] - Gross profit decreased by approximately HKD 11.7 million or 16.4% to HKD 59.7 million, primarily due to reduced sales in IT infrastructure solutions and management services[12] - Profit for the period decreased by approximately HKD 8.8 million or 40.6% to HKD 12.9 million[15] - The company reported a pre-tax profit of HKD 15,575,000, down 37.0% from HKD 24,662,000 in the prior year[63] - The net profit attributable to the company's owners was HKD 12,843,000, a decline of 41.0% from HKD 21,780,000 in the previous year[63] - Total comprehensive income for the period was HKD 12,851,000, a decrease of 40.7% compared to HKD 21,615,000 in the previous year[63] - The profit for the six months ended September 30, 2021, was HKD 12,843,000, a decrease of 41% compared to HKD 21,780,000 for the same period in 2020[104] Expenses and Costs - Operating expenses totaled approximately HKD 42.9 million, a decrease of about HKD 1.3 million or 3.1% from the previous period[14] - Total employee costs, including directors' remuneration, amounted to approximately HKD 52.4 million, compared to HKD 51.0 million in the previous period[27] - The company incurred administrative expenses of HKD 14,318,000 during the reporting period, which contributed to the decrease in pre-tax profit[88] - Depreciation expenses for the six months ended September 30, 2021, amounted to HKD 5,098,000, compared to HKD 4,976,000 for the same period in 2020[98] - The cost of inventory recognized as an expense was HKD 435,383,000, down 5.9% from HKD 462,721,000 in 2020[102] Assets and Liabilities - The group recorded net current assets of approximately HKD 194.0 million, down from HKD 209.7 million in the previous period[17] - Cash and cash equivalents were approximately HKD 140.2 million, a decrease from HKD 234.8 million in the previous period[17] - As of September 30, 2021, total assets decreased to HKD 421,012 thousand from HKD 474,730 thousand, representing a decline of approximately 11.3%[65] - The company reported a total equity of HKD 203,671 thousand as of September 30, 2021, down from HKD 220,820 thousand as of March 31, 2021, indicating a decrease of about 7.8%[68] - The company’s total liabilities decreased to HKD 227,040 thousand from HKD 265,027 thousand, a reduction of about 15.3%[65] - The retained earnings as of September 30, 2021, were HKD 55,502 thousand, down from HKD 72,659 thousand as of March 31, 2021, indicating a decrease of approximately 23.6%[68] Shareholder Information - The interim dividend declared is HKD 0.04 per share, totaling HKD 12 million, down from HKD 0.05 per share in the previous period[28] - The company declared an interim dividend of HKD 0.04 per share, totaling HKD 12,000,000, compared to HKD 15,000,000 for the same period in 2020[103] - As of September 30, 2021, the company had issued 300,000,000 shares, with major shareholder Yang Chunqing holding 54.9% through Microware International Holdings Limited[49][50] Employee and Management - The group has a total of 254 employees as of September 30, 2021, down from 281 employees the previous year[27] - The total short-term benefits for executive directors and key management personnel increased to HKD 5,529, up from HKD 4,758 in the previous year[124] Future Plans and Strategies - The group aims to explore future business opportunities and expand into new markets while maintaining optimal capital and debt structures to minimize financial risks[38] - The group plans to utilize the remaining unutilized proceeds for upgrading IT management systems and enhancing capabilities for large contracts by December 31, 2022[36] - The group has not made any significant acquisitions or disposals during the period, nor does it have future plans for major investments or capital assets as of September 30, 2021[32] Market Performance - Revenue from public sector clients, including the Hong Kong government and educational institutions, totaled HKD 277,716,000, which is 51.3% of total revenue for the period[84] - The total revenue from private sector clients was HKD 263,629,000, representing 48.7% of total revenue for the period[84] - Revenue from the procurement of hardware and software was HKD 479,617,000, accounting for 88.7% of total revenue for the six months ended September 30, 2021[80] Cash Flow - The net cash used in operating activities for the six months ended September 30, 2021, was HKD (63,084) thousand, compared to HKD 11,343 thousand for the same period in 2020[71] - The company incurred a net cash outflow from financing activities of HKD (29,171) thousand for the six months ended September 30, 2021, compared to HKD (48,719) thousand in the previous year[71] - The cash and cash equivalents at the end of the period were HKD 140,180 thousand, down from HKD 182,847 thousand at the end of the previous year[71] Credit and Receivables - The total trade and other receivables amounted to HKD 193,875,000, an increase of 24.9% from HKD 155,342,000 as of March 31, 2021[108] - The company has established credit reviews for potential customers to assess credit quality and define credit limits[109] - The company has no impairment loss provisions for trade and other receivables during the reporting period, consistent with the previous year[108]

H MICROWARE Microware Group Limited 美高域集團有限公司 (於開曼群島註冊成立的有限公司) 股份代號 : 1985 年 報 目錄 公司資料 2 年度要事 3 主席報告書 6 管理層討論及分析 8 董事及高級管理層履歷 12 企業管治報告 15 董事會報告 26 環境、社會及管治報告 40 獨立核數師報告 66 綜合損益及其他全面收益表 71 綜合財務狀況表 72 綜合權益變動表 73 綜合現金流量表 74 綜合財務報表附註 76 財務摘要 132 01 美高域集團有限公司 公司資料 | --- | --- | --- | |-----------------------------------------------------------------------------|-------|----------------------------------------------------------------| | | | | | 董事會 | | 註冊辦事處 | | 執行董事 | | Conyers Trust Company (Cayman) Limited | ...

Revenue Performance - Total revenue for the six months ended September 30, 2019, was approximately HKD 651.0 million, an increase of about HKD 61.7 million or 10.5% compared to the previous period[40] - Revenue from the IT infrastructure solutions segment was approximately HKD 589.3 million, up about HKD 57.1 million or 10.7% from the previous period[40] - The IT management services segment generated revenue of approximately HKD 61.7 million, an increase of about HKD 4.6 million or 8.1% compared to the previous period[40] - Revenue for the six months ended September 30, 2019, was HKD 650,993,000, an increase of 10.4% compared to HKD 589,324,000 for the same period in 2018[99] - Revenue from the public sector, including the Hong Kong government and educational institutions, amounted to HKD 313,351,000, contributing significantly to total revenue[151] - The IT infrastructure segment generated revenue of HKD 589,327,000, while the IT management services segment contributed HKD 61,666,000, indicating a strong performance in infrastructure solutions[157] - The revenue from the banking and financial sector was HKD 115,651,000, showcasing the company's strong foothold in this critical market segment[151] Profitability - Gross profit increased to approximately HKD 66.5 million, up about HKD 9.7 million or 17.1% from the previous period[42] - The gross profit margin for the period was approximately 10.2%, compared to about 9.6% in the previous period[45] - Net profit for the period was approximately HKD 12.6 million, an increase of about HKD 2.3 million or 22.3% compared to the previous period[48] - Profit before tax increased to HKD 15,269,000, up 21.3% from HKD 12,591,000 in the previous year[99] - Net profit for the period was HKD 12,433,000, compared to HKD 10,219,000 in the prior year, reflecting a growth of 21.6%[99] - The company’s profit for the six months ended September 30, 2019, was HKD 12,585,000, an increase of 22% compared to HKD 10,314,000 for the same period in 2018[169] Expenses and Costs - Operating expenses totaled approximately HKD 46.4 million, an increase of about HKD 3.4 million or 7.9% from the previous period[46] - The cost of goods sold for the period was HKD 534,789,000, up from HKD 486,694,000 in the previous year, reflecting an increase of approximately 9.5%[167] - The company incurred depreciation expenses of HKD 975,000 for the period, which is an increase from HKD 536,000 in the previous year, reflecting an increase of 81.9%[167] - The group reported a total employee cost of approximately HKD 55.1 million, an increase from HKD 52.0 million in the previous period[60] Cash Flow and Financial Position - Cash and cash equivalents were approximately HKD 126.7 million as of September 30, 2019, down from approximately HKD 230.3 million at the end of the previous period[50] - The net cash used in operating activities for the six months ended September 30, 2019, was HKD (88,845,000), compared to HKD (77,731,000) for the same period in 2018, indicating a worsening cash flow situation[109] - The net cash used in investing activities improved to HKD 1,853,000 for the six months ended September 30, 2019, compared to HKD (2,213,000) in the previous year, indicating a positive shift in investment cash flow[109] - Total assets as of September 30, 2019, were HKD 463,553,000, a decrease from HKD 508,997,000 as of March 31, 2019[102] - As of September 30, 2019, total equity decreased to HKD 206,017,000 from HKD 210,084,000 as of April 1, 2019, reflecting a decline of approximately 1.6%[106] Shareholder Returns - The group has not declared an interim dividend for the period, compared to an interim dividend of HKD 0.04 per share in the previous period[64] - The company paid dividends of HKD (16,500,000) during the period, a decrease from HKD (21,000,000) in the previous year, reflecting a reduction of approximately 21.4%[109] Strategic Initiatives - The group plans to continue expanding its service offerings and enhancing customer satisfaction despite challenges posed by the US-China trade tensions and the economic environment in Hong Kong[72] - The group aims to enhance its marketing efforts, with HKD 5.6 million allocated for this purpose, representing 10% of the total net proceeds[67] - The company plans to continue expanding its service offerings in cybersecurity training, which generated HKD 152,000 in revenue during the reporting period[151] Accounting and Compliance - The company has adopted HKFRS 16 "Leases," which has resulted in changes to accounting policies regarding lease liabilities and right-of-use assets[115] - The transition to HKFRS 16 did not have a significant impact on the company's financial position as the adjustments were primarily related to the recognition of lease liabilities and right-of-use assets[134] - The company continues to evaluate the impact of new accounting standards on its financial reporting and compliance[134] Risk Management - The group has established a structural foreign currency forward contract to mitigate foreign exchange risks associated with procurement from certain suppliers[59] - The company recognized an impairment loss of HKD 3,823,000 on trade receivables, indicating a cautious approach to credit risk management[162] - The company has implemented credit reviews for new customers to assess credit quality and define credit limits, with terms of 30 to 60 days for customer credit[173]