香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不 負責，對其準確性或完整性亦不發表任何聲明，並明確表示概不就因本公告 全部或任何部分內容而產生或因依賴該等內容而引致的任何損失承擔任何責 任。 （於開曼群島註冊成立的有限公司） （股份代號：2033） Time Watch Investments Limited 時計寶投資有限公 司 股東週年大會通告 茲通告時計寶投資有限公司（「本公司」）謹訂於2025年11月21日（星期五）上午 十時正假座香港中環紅棉路8號東昌大廈14樓舉行股東週年大會，以考慮並酌 情處理下列普通事項： 1 1. 省覽及批准截至2025年6月30日止年度本公司及其附屬公司的經審核綜合 財務報表及本公司的董事（「董事」）會報告及核數師（「核數師」）報告； 2. 宣派截至2025年6月30日止年度的特別股息； 3. (a) 重選王泳強先生為獨立非執行董事； (b) 重選蔡浩仁先生為獨立非執行董事；及 (c) 重選羅敏儀女士為獨立非執行董事； 及考慮並酌情通過下列決議案為普通決議案（無論有否修訂）： 6. 「動議： 2 4. 授權董事會（「董事會」）釐定董事酬金； 5. 續聘天職 ...

此乃要件 請即處理 閣下如對本通函任何方面或應採取的行動有任何疑問，應諮詢 閣下的股票經紀或其他持牌證券商、 銀行經理、律師、專業會計師或其他專業顧問。 閣下如已將名下的時計寶投資有限公司股份全部售出或轉讓，應立即將本通函及隨附的代表委任表格 送交買主或承讓人或經手買賣或轉讓的銀行、股票經紀或持牌證券商或其他代理商，以便轉交買主或 承讓人。 香港交易及結算所有限公司及香港聯合交易所有限公司對本通函的內容概不負責，對其準確性或完整 性亦不發表任何聲明，並明確表示概不就因本通函全部或任何部分內容而產生或因依賴該等內容而引 致的任何損失承擔任何責任。 Time Watch Investments Limited 時計寶投資有限公 司 （於開曼群島註冊成立的有限公司） （股份代號：2033） 授出發行及購回股份的一般授權、 建議重選董事 及 股東週年大會通告 本公司謹訂於2025年11月21日（星期五）上午十時正假座香港中環紅棉路8號東昌大廈14樓舉行股東週 年大會，召開大會的通告載於本通函第18至23頁。 無論 閣下擬否出席股東週年大會，務請按照隨附的代表委任表格上列印的指示填妥及交回代表委任 表格，盡快並無論如何 ...

環境、社會及管治報告2025 | 目 錄 | | 社會可持續性 | 12 | | --- | --- | --- | --- | | | | 營運慣例 | 12 | | | | 供應鏈管理 | 12 | | 關於時計寶 | 2 | 產品責任 | 14 | | 願景 | 3 | 反貪污 | 18 | | 使命 | 3 | 僱傭及勞工常規 | 20 | | 關於本報告 | 4 | 僱傭 | 20 | | 報告標準 | 4 | 健康與安全 | 24 | | 匯報原則 | 4 | 發展及培訓 | 25 | | 報告期及範圍 | 5 | 勞工準則 | 26 | | 獲取本報告的方法 | 5 | 社區 | 27 | | 關於可持續性 | 6 | 社區投資 | 27 | | 可持續性管治 | 6 | 環境可持續性 | 28 | | 董事會 | 7 | 排放物 | 29 | | ESG管理團隊 | 7 | 廢氣排放 | 29 | | 內部工作小組 | 7 | 溫室氣體排放 | 29 | | 企業管治 | 7 | 固體廢物 | 30 | | 持份者參與 | 8 | 資源使用 | 32 | | 持份者反饋 | 9 | 能源 | ...

Financial Performance - For the fiscal year 2025, the company recorded revenue of approximately HKD 689.4 million, a decrease of about 21.7% compared to HKD 881.0 million for the fiscal year 2024[19] - The gross profit margin slightly declined from 72.8% in fiscal year 2024 to 69.3% in fiscal year 2025, a decrease of 3.5 percentage points[19] - The company reported a loss attributable to shareholders of approximately HKD 17.5 million for fiscal year 2025, compared to a profit of HKD 33.6 million in fiscal year 2024[19] - Basic loss per share for fiscal year 2025 was HKD 0.9 cents, down from a basic profit of HKD 1.6 cents in fiscal year 2024[19] - The group's revenue decreased from approximately HKD 881.0 million in the 2024 fiscal year to approximately HKD 689.4 million in the 2025 fiscal year, a decline of about 21.7%[26] - Gross profit decreased from approximately HKD 641.2 million in the 2024 fiscal year to approximately HKD 477.8 million in the 2025 fiscal year, a decline of about 25.5%[30] - The group recorded a loss attributable to owners of approximately HKD 17.5 million in the 2025 fiscal year, compared to a profit of HKD 33.6 million in the 2024 fiscal year[35] - The company's distributable reserves for the fiscal year 2025 amount to approximately HKD 1,563.8 million, a decrease from HKD 1,703.4 million in fiscal year 2024[164] Revenue Sources - The Tian Wang brand contributed approximately 84.2% of total revenue, amounting to about HKD 580.8 million in fiscal year 2025[19] - Revenue from the Tian Wang watch business decreased by approximately HKD 188.7 million or about 24.5%, from approximately HKD 769.4 million in the 2024 fiscal year to approximately HKD 580.8 million in the 2025 fiscal year[27] - Revenue from other brands (China) increased by approximately HKD 0.8 million or about 3.1%, from approximately HKD 25.6 million in the 2024 fiscal year to approximately HKD 26.4 million in the 2025 fiscal year[28] - The revenue from the core watch movement trading business accounted for about 11.9% of total revenue in fiscal year 2025, up from 9.8% in fiscal year 2024[40] E-commerce and Sales Channels - E-commerce business remained stable, contributing approximately 26.7% to total revenue, serving as an important channel for product promotion and new watch launches[19] - The e-commerce business accounted for approximately 26.7% of total revenue in fiscal year 2025, compared to 27.4% in fiscal year 2024[41] Retail Network and Sales Points - As of June 30, 2025, the company had 1,487 sales points for Tian Wang watches, down from 1,695 in fiscal year 2024, indicating a strategic optimization of the retail network[20] - The number of retail points for Tian Wang watches was reduced from 1,695 as of June 30, 2024, to 1,487 as of June 30, 2025, a net decrease of 208 points[27] Assets and Liabilities - The total assets of the company as of June 30, 2025, were HKD 2,471.1 million, a decrease from HKD 2,540.9 million in fiscal year 2024[10] - The total equity as of June 30, 2025, was approximately HKD 2,261.8 million, a decrease of about HKD 54.4 million from HKD 2,316.2 million as of June 30, 2024[46] - The debt-to-equity ratio increased to approximately 1.7% as of June 30, 2025, compared to 1.2% as of June 30, 2024[47] Investment Activities - The company has committed to invest USD 10 million in KKR Asia Tactical Credit (Overseas) Fund SCSp, known as KKR Fund II[54] - KKR Fund II aims to maintain a flexible investment strategy focusing on attractive opportunities in the credit market, targeting a portfolio with approximately 75-80% core investments and 20-25% event-driven investments[55] - The company has adopted an internal investment policy aimed at improving the efficiency of idle funds and generating stable returns while expanding income sources[58] - The investment strategy emphasizes maintaining appropriate investment sizes and optimizing portfolio structure to effectively allocate company resources[59] Corporate Governance - The company has maintained compliance with the corporate governance code, ensuring high standards of governance practices[103] - The company has adopted a code of conduct for directors' securities transactions, confirming full compliance for the fiscal year 2025[106] - The company established a corporate governance committee to oversee adherence to governance codes and practices[103] - The company has three independent non-executive directors, ensuring a balanced power structure within the board[104] - The company’s independent non-executive directors have extensive experience in auditing, accounting, and corporate finance, enhancing board effectiveness[98][99] Social Responsibility and Community Engagement - Tian Wang Watch has donated nearly 5 million RMB to support rural education since 2017, aligning with its educational charity philosophy[86] - The company emphasizes long-term sustainable development and aims to create its own legacy in the watch industry[87] - The company is actively involved in community events, such as being the official timing partner for the Shenzhen Nanshan Half Marathon[87] - The company has a strong commitment to its brand values, promoting the message "Every person is a Tian Wang" during public events[87] Employee and Management - The employee cost for the fiscal year 2025 is approximately HKD 252.1 million, a decrease from HKD 270.5 million in the fiscal year 2024[70] - The company emphasizes the importance of employee value and provides training and career development opportunities[159] - The management team has extensive experience, with the founder having over 30 years in the watch manufacturing and trading business[91] Future Outlook - The company anticipates that the economic outlook and retail industry in China will face uncertainties and challenges, which will inevitably impact its performance and financial condition in the coming years[82]

FF301 股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2025年9月30日 狀態: 新提交 FF301 II. 已發行股份及/或庫存股份變動 致：香港交易及結算所有限公司 公司名稱: 時計寶投資有限公司（於開曼群島註冊成立的有限公司） 呈交日期: 2025年10月2日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 02033 | 說明 | 普通股 | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | 法定/註冊股本 | | | 上月底結存 | | | 100,000,000,000 | HKD | | 0.1 HKD | | 10,000,000,000 | | 增加 / 減少 (-) | | | | | | HKD | | | | 本月底結存 | | | 100,000,000,000 | HKD ...

Core Viewpoint - The company reported a significant decline in revenue and a shift from profit to loss for the fiscal year 2025, primarily due to decreased sales from its flagship watch brand and the impact of increased tariffs on imports to the United States [1] Financial Performance - Revenue for the fiscal year 2025 is approximately HKD 689 million, representing a year-on-year decrease of about 21.7% [1] - The company recorded a loss attributable to shareholders of approximately HKD 17.5 million for fiscal year 2025, compared to a profit of HKD 33.6 million in fiscal year 2024 [1] - Basic loss per share for fiscal year 2025 is HKD 0.9 cents, while basic earnings per share for fiscal year 2024 were HKD 1.6 cents [1] - A special dividend of HKD 0.1 cents per share is proposed for fiscal year 2025 [1] Market and Economic Context - The decline in revenue is attributed to a decrease in sales from the company's flagship watch brand [1] - The new U.S. government's imposition of high tariffs on most imported goods, particularly those from China, has intensified global trade tensions [1] - Ongoing international trade frictions and tariff wars have negatively impacted China's economic growth and employment, further weakening consumer confidence in the annual retail market in China [1]

Core Viewpoint - The company reported a significant decline in annual performance for the fiscal year ending June 30, 2025, with a notable drop in revenue and a shift from profit to loss [1] Financial Performance - Revenue for the year was approximately HKD 689.4 million, representing a year-on-year decrease of about 21.7% [1] - Gross profit was around HKD 478 million, down approximately 25.5% compared to the previous year [1] - The company recorded a loss attributable to shareholders of approximately HKD 17.5 million, a shift from profit to loss year-on-year [1] - Basic loss per share was reported at HKD 0.009 [1] Dividend Announcement - The company proposed a special dividend of HKD 0.01 per share despite the reported losses [1] Reasons for Performance Decline - The decrease in revenue was primarily attributed to a decline in sales from the Tianwang watch brand [1] - The loss in performance was also influenced by an increase in the fair value change loss of investment properties, which rose from approximately HKD 3.9 million in the fiscal year 2024 to HKD 20.5 million in fiscal year 2025, marking an increase of about HKD 16.6 million [1]

Core Viewpoint - The company, 时计宝 (02033), announced a special final dividend of HKD 0.01 per share to be distributed on December 11, 2025 [1] Group 1 - The special dividend reflects the company's commitment to returning value to shareholders [1] - The announcement indicates the company's financial health and ability to distribute dividends [1]

Group 1 - The company reported a revenue of approximately HKD 689.4 million for the fiscal year ending June 30, 2025, representing a year-on-year decrease of about 21.7% [1] - Gross profit was approximately HKD 478 million, down about 25.5% year-on-year [1] - The company recorded a loss attributable to shareholders of approximately HKD 17.5 million, a shift from profit to loss compared to the previous year [1] Group 2 - The decline in revenue was primarily due to a decrease in sales from the Tianwang watch segment [1] - The transition to a loss was mainly driven by the reduction in revenue and an increase in the loss from changes in the fair value of investment properties, which rose from approximately HKD 3.9 million in the fiscal year 2024 to HKD 20.5 million in fiscal year 2025, an increase of about HKD 16.6 million [1] - The basic loss per share was reported at HKD 0.009, and the company proposed a special dividend of HKD 0.01 per share [1]

Group 1 - The company, 时计宝 (02033), announced a special final dividend of HKD 0.01 per share to be distributed on December 11, 2025 [1]