為數科集團控股有限公司（「本公司」）已發行股本中股份之登記持有人，茲委任大會主席 （附註3） 或 MTT GROUP HOLDINGS LIMITED 2350 與本代表委任表格有關的 股份數目 （附註1） 於二零二五年九月十二日（星期五）舉行之股東週年大會（或其任何續會） 代表委任表格 本人╱吾等 （附註2） 地址為 收集個人資料聲明 閣下是自願提供 閣下及 閣下受委代表之姓名及地址，以用於處理就本公司股東週年大會有關 閣下委任受委代表之請求及投票指示（「該 等用途」）。我們可能向為本公司為該等用途提供行政、電腦及其他服務的代理人、承辦商或第三者服務供應商，以及其他獲法例授權而要求 取得有關資料的人士或其他與上述所列出之該等用途有關以及需要接收有關資料之人士提供 閣下及 閣下受委代表之姓名及地址。 閣下 及 閣下受委代表之姓名及地址將就履行上述該等用途所需之時間予以保留。閣下及 閣下受委代表有權按照《個人資料（私隱）條例》要求存 取及╱或更正相關個人資料，而有關要求均須以書面形式郵寄至上述地址予卓佳證券登記有限公司。 1. 請填上與本代表委任表格有關的股份數目。如未有填上股份數目，則本代表委任表格將被視為與 ...

香港交易及結算所有限公司及香港聯合交易所有限公司對本通告的內容概不負責，對其 準確性或完整性亦不發表任何聲明，並明確表示，概不對因本通告全部或任何部分內容 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。 MTT GROUP HOLDINGS LIMITED 2350 股東週年大會通告 茲通告數科集團控股有限公司（「本公司」）謹訂於二零二五年九月十二日（星期五）下午四 時正假座香港灣仔告士打道108號光大中心6樓舉行股東週年大會（「股東週年大會」），討 論下列事項： - 1 - 「動議： 1. 省覽及採納本公司截至二零二五年三月三十一日止年度之經審核綜合財務報表及董 事會與核數師報告書。 2. (a) 重選葉嘉威先生為本公司執行董事； (b) 重選陳添祥先生為本公司執行董事； (c) 重選閆威先生為本公司執行董事； (d) 重選王冠先生為本公司執行董事； (e) 重選何宏信先生為本公司非執行董事；及 (f) 授權本公司董事會釐定本公司董事之薪酬。 3. 續聘天健國際會計師事務所有限公司為本公司核數師及授權本公司董事會釐定其薪 酬。 4. 考慮並酌情通過以下決議案（不論有否修訂）為普通決議案： 「動議： 而 ...

此乃要件 請即處理 閣下對本通函任何方面或應採取之行動如有任何疑問，應諮詢股票經紀或其他註冊證券商、銀行經 理、律師、專業會計師或其他專業顧問。 閣下如已售出或轉讓名下所有數科集團控股有限公司之股份，應立即將本通函及隨附之代表委任表 格送交買主或承讓人，或經手買賣或轉讓之銀行、股票經紀或其他代理商，以便轉交買主或承讓 人。 香港交易及結算所有限公司及香港聯合交易所有限公司對本通函之內容概不負責，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份內容而產生或因倚賴該等內容 而引致之任何損失承擔任何責任。 MTT GROUP HOLDINGS LIMITED 2350 (1)建議重選退任董事 及 (2)建議授出回購股份及發行股份之一般授權 及 (3)股東週年大會通告 數科集團控股有限公司謹訂於二零二五年九月十二日（星期五）下午四時正假座香港灣仔告士打道 108號光大中心6樓舉行股東週年大會，大會通告載於本通函第AGM-1至第AGM-5頁。適用於股東 週年大會之代表委任表格亦隨附於本通函內。該代表委任表格亦分別於香港交易及結算所有限公司 網站(http://www.hkexnews.hk） ...

Financial Performance - The company recorded total revenue of approximately HKD 630.2 million for the fiscal year ending March 31, 2025, a slight increase of 0.3% from approximately HKD 628.1 million in the previous year[10]. - Revenue from the distribution business decreased by approximately HKD 24.2 million or 5.8% to about HKD 389.5 million, primarily due to a weak economic environment and reduced demand[13]. - Revenue from the system integration solutions business increased by approximately HKD 26.3 million or 12.3% to about HKD 240.7 million, driven by increased demand for cloud-related applications and system services[13]. - The company reported a net loss of approximately HKD 10.3 million, an improvement of 31.3% compared to a net loss of approximately HKD 15 million in the previous year[10]. - Gross profit decreased by 13.5% to approximately HKD 61.4 million, with an overall gross margin declining from 11.3% to 9.7% due to intensified market competition and pricing pressures[10]. - Sales and service costs increased by approximately HKD 11.7 million or 2.1% to about HKD 568.8 million, consistent with the decrease in revenue during the same period[17]. - Other income and net gains remained stable at approximately HKD 1 million for both the previous and current year[19]. - Impairment losses under the expected credit loss model decreased from approximately HKD 14.3 million to HKD 4.5 million[22]. - Selling and distribution expenses decreased by approximately HKD 9.6 million or 26.5% to about HKD 26.6 million, primarily due to reduced commissions paid to employees[23]. - Administrative expenses increased by approximately HKD 2.9 million or 8.4% to about HKD 37.4 million, mainly due to strategic planning-related employee costs and legal and professional fees[24]. - The net loss for the year decreased by approximately HKD 4.7 million or 31.3% to about HKD 10.3 million[27]. - Bank borrowings decreased by approximately HKD 11.7 million or 19.5% to about HKD 48.2 million[33]. - The net debt-to-equity ratio improved from approximately 29.6% to 23.6%[33]. - Capital expenditure for property and equipment was HKD 100,000, down from HKD 1.5 million in the previous year[37]. - The company's distributable reserves as of March 31, 2025, amount to approximately HKD 92.8 million, down from HKD 103.1 million in 2024[83]. Strategic Initiatives - The company plans to deepen its "cloud-network-edge" integration strategy and accelerate the commercialization of hyper-converged infrastructure and AI platforms in the upcoming fiscal year[11]. - The company aims to leverage opportunities from the Greater Bay Area's data center construction to promote smart city and digital government solutions[11]. - The demand for cloud services is expected to continue growing as organizations adopt online productivity and collaboration services to enhance operational efficiency[14]. - The company is addressing challenges such as talent shortages and rapid technological changes by strengthening talent development initiatives in collaboration with local vocational schools and industry associations[11]. - The company plans to fully utilize the remaining funds for expanding its IT distribution business and system integration solutions by March 31, 2026[80]. Corporate Governance - The company is committed to maintaining high standards of corporate governance to protect shareholder interests and enhance corporate value[125]. - The company has adopted the corporate governance code as the basis for its governance practices[125]. - The board of directors comprises ten members, including four executive directors, two non-executive directors, and four independent non-executive directors[130]. - The audit committee consists of three independent non-executive directors, ensuring compliance with accounting principles and policies[121]. - The board has established a remuneration committee to oversee the compensation policies for all directors and senior management[104]. - The company has established a risk management and internal control system to manage risks associated with achieving business objectives[170]. - The board is responsible for evaluating the effectiveness of the risk management and internal control systems annually[173]. - The company has adopted a dividend policy without a predetermined payout ratio, allowing the board to propose dividends based on financial conditions[190]. - The company encourages shareholder participation in annual general meetings and supports proxy voting for those unable to attend[191]. - The company has established multiple channels for ongoing communication with shareholders, including annual general meetings and its website[187]. Employee and Management - The group employed approximately 179 employees as of March 31, 2025, with employee costs including performance-related bonuses and director remuneration amounting to approximately HKD 71,500,000, an increase from HKD 57,800,000 in the previous year[48]. - The company is currently seeking suitable candidates for system integration solutions, with recruitment timelines delayed compared to the original prospectus[86]. - The management team is focused on enhancing operational efficiency and strategic planning to drive growth[195]. - The company has a strong management team with over 15 years of experience in the IT service industry, led by Mr. Ye Jiawei, the founder[196]. - The company has purchased directors' liability insurance to protect against potential claims[105]. Compliance and Legal Matters - The group has maintained compliance with relevant laws and regulations that significantly impact its business operations during the year[58]. - The group has not faced any significant disputes with employees, suppliers, or customers during the year[60]. - There were no non-compliance incidents related to bribery or corruption reported during the year[174]. - The company has not provided any loans or guarantees to directors, senior management, or controlling shareholders during the year[84]. - The company has not engaged in any stock-linked agreements during the year[98]. - There were no significant related party transactions during the year that required disclosure under the listing rules[113]. Shareholder Information - No final dividend is recommended for the current year, consistent with the previous year[42]. - The board does not recommend the payment of a final dividend for the year, consistent with the previous year[63]. - The upcoming annual general meeting is scheduled for September 12, 2025[73]. - The company has established a share option scheme effective December 29, 2022, but no options were granted during the year, and there were no unexercised options as of March 31, 2025[49]. - The new share option plan allows for a maximum of 62,500,000 shares to be issued, representing 10% of the total shares outstanding as of the report date[87]. - The company has established a policy for reviewing its dividend policy periodically[72]. Environmental and Social Responsibility - The company is committed to environmental protection and has implemented policies to minimize its environmental impact[57]. - The group reported charitable donations of approximately HKD 250,000 for the year[120].

[Performance Highlights](index=1&type=section&id=%E6%91%98%E8%A6%81) [Financial Summary](index=1&type=section&id=%E6%91%98%E8%A6%81) For the year ended March 31, 2025, the Group's total revenue slightly increased by **0.3%** to approximately **HKD 630 million**, with the annual loss significantly narrowing by **31.3%** to **HKD 10.3 million** | Metric | FY2025 | FY2024 | YoY Change | | :--- | :--- | :--- | :--- | | **Total Revenue** | Approx. 630,200,000 HKD | Approx. 628,100,000 HKD | +0.3% | | **Annual Loss** | Approx. 10,300,000 HKD | Approx. 15,000,000 HKD | -31.3% | | **Basic Loss Per Share** | (1.65) HK cents | (2.40) HK cents | N/A | [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=2&type=section&id=%E7%B6%9C%E5%90%88%E6%90%8D%E7%9B%8A%E5%8F%8A%E5%85%B6%E4%BB%96%E5%85%A8%E9%9D%A2%E6%94%B6%E5%85%A5%E8%A1%A8) Gross profit for the year decreased by **13.5%** to **HKD 61.363 million**, with the narrowing of loss primarily driven by a significant reduction in expected credit loss provisions and lower selling and distribution expenses | Item (HKD thousands) | 2025 | 2024 | | :--- | :--- | :--- | | Revenue | 630,172 | 628,075 | | Gross Profit | 61,363 | 70,976 | | Selling and Distribution Expenses | (26,552) | (36,170) | | Net Expected Credit Loss | (4,512) | (14,328) | | **Loss for the Year** | **(10,320)** | **(14,973)** | [Consolidated Statement of Financial Position](index=3&type=section&id=%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E7%8B%80%E6%B3%81%E8%A1%A8) As of March 31, 2025, the Group's total and net assets remained relatively stable, with net current assets slightly decreasing and a notable increase in contract liabilities within current liabilities | Item (HKD thousands) | As of March 31, 2025 | As of March 31, 2024 | | :--- | :--- | :--- | | **Non-current Assets** | 24,688 | 27,752 | | **Current Assets** | 454,671 | 453,006 | | **Current Liabilities** | 292,318 | 280,432 | | **Non-current Liabilities** | 3,478 | 6,464 | | **Net Assets** | **183,563** | **193,862** | [Notes to the Financial Statements](index=4&type=section&id=%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8%E9%99%84%E8%A8%BB) [Revenue and Segment Information](index=5&type=section&id=3.%20%E6%94%B6%E7%9B%8A%20%26%204.%20%E5%88%86%E9%83%A8%E8%B3%87%E6%96%99) Total revenue was primarily driven by a **12.3%** growth in system integration solutions business to **HKD 241 million**, offsetting a **5.8%** decline in distribution business, with Hong Kong contributing over **99%** of total revenue | Business Segment (HKD thousands) | 2025 | 2024 | YoY Change | | :--- | :--- | :--- | :--- | | **Distribution Business** | 389,506 | 413,722 | -5.8% | | **System Integration Solutions Business** | 240,666 | 214,353 | +12.3% | | **Total** | **630,172** | **628,075** | **+0.3%** | - Distribution business refers to the distribution of licensed IT products and provision of related implementation services; system integration solutions business refers to the procurement of IT products and provision of customized IT infrastructure, maintenance, and support services[15](index=15&type=chunk) | Geographical Market (HKD thousands) | 2025 | 2024 | | :--- | :--- | :--- | | Hong Kong | 624,564 | 616,710 | | China (excluding Hong Kong and Macau) | 4,343 | 8,670 | | Macau | 442 | 2,695 | | Malaysia | 823 | – | [Key Expenses and Taxation](index=8&type=section&id=5.%20%E7%A8%85%E9%A0%85%20%26%206.%20%E5%B9%B4%E5%85%A7%E8%99%A7%E6%90%8D) Staff costs significantly increased by **23.8%** to **HKD 71.543 million**, while net impairment loss on trade receivables, though reduced, remained a material expense at **HKD 4.5 million**, and the Group recorded an income tax expense for the year | Item (HKD thousands) | 2025 | 2024 | | :--- | :--- | :--- | | **Staff Costs** | 71,543 | 57,788 | | Depreciation | 4,584 | 4,798 | | Cost of Inventories Recognized as Expense | 487,564 | 496,838 | | Net Impairment Loss on Trade Receivables | 4,498 | 14,351 | - The Group operates in Hong Kong, Mainland China, Macau, and Malaysia, subject to different corporate income tax rates, including Hong Kong's two-tiered **8.25%**/**16.5%** system, Mainland China's **25%** (with small entity concessions for some subsidiaries), Malaysia's **24%**, and Macau's maximum **12%**[19](index=19&type=chunk)[20](index=20&type=chunk)[21](index=21&type=chunk) [Dividends and Loss Per Share](index=10&type=section&id=7.%20%E8%82%A1%E6%81%AF%20%26%208.%20%E6%AF%8F%E8%82%A1%E8%99%A7%E6%90%8D) The company neither declared nor paid any dividends for the year, with basic loss per share at **HKD 0.0165**, calculated based on an annual loss of **HKD 10.32 million** and **625 million** issued ordinary shares - For the years ended March 31, 2025 and 2024, the Company neither paid nor declared any dividends to shareholders[24](index=24&type=chunk)[58](index=58&type=chunk) | Item | 2025 | 2024 | | :--- | :--- | :--- | | **Loss for the Year (HKD thousands)** | (10,320) | (14,973) | | **Number of Issued Ordinary Shares (thousands)** | 625,000 | 625,000 | [Working Capital Analysis](index=11&type=section&id=10.%20%E8%B2%BF%E6%98%93%E5%8F%8A%E5%85%B6%E4%BB%96%E6%87%89%E6%94%B6%E6%AC%BE%E9%A0%85%20%26%2011.%20%E8%B2%BF%E6%98%93%E5%8F%8A%E5%85%B6%E4%BB%96%E6%87%89%E4%BB%98%E6%AC%BE%E9%A0%85) Total trade receivables significantly decreased to **HKD 241 million**, yet **HKD 108 million** remains overdue for over 180 days, while prepayments surged to **HKD 157 million** mainly for IT product procurement - As of March 31, 2025, approximately **HKD 219 million** of trade receivables balance was overdue, with **HKD 180 million** overdue for more than 90 days, and management considers existing loss provisions adequate[29](index=29&type=chunk) - Prepayments include approximately **HKD 132 million** for IT product procurement in the distribution business, expected to be utilized by July 2025[27](index=27&type=chunk) | Trade Receivables Aging (HKD thousands) | 2025 | 2024 | | :--- | :--- | :--- | | 0 to 90 days | 47,859 | 105,224 | | 91 to 180 days | 71,272 | 86,354 | | Over 180 days | 108,073 | 181,232 | | **Total** | **227,204** | **372,810** | [Management Discussion and Analysis](index=13&type=section&id=%E6%A5%AD%E5%8B%99%E5%9B%9E%E9%A1%A7%E5%8F%8A%E5%B1%95%E6%9C%9B) [Business Review and Outlook](index=13&type=section&id=%E6%A5%AD%E5%8B%99%E5%9B%9E%E9%A1%A7%E5%8F%8A%E5%B1%95%E6%9C%9B) As an IT solutions provider, the Group's system integration business grew due to cloud service demand, offsetting distribution decline, while future opportunities in cloud, data centers, and AI are balanced by IT talent shortages, retail weakness, and geopolitical tensions [Business Review](index=13&type=section&id=%E6%A5%AD%E5%8B%99%E5%9B%9E%E9%A1%A7) Total revenue slightly increased by **0.3%** to **HKD 630 million**, driven by a **12.3%** growth in system integration solutions to **HKD 241 million**, while distribution revenue declined by **5.8%** to **HKD 390 million** - The Group primarily engages in two businesses: (i) IT product distribution; and (ii) system integration solutions, including system design, software and hardware implementation, coordination, and maintenance support services[32](index=32&type=chunk) | Business Segment | Revenue (HKD) | YoY Change | Reason | | :--- | :--- | :--- | :--- | | **Distribution Business** | Approx. 389.5 million | -5.8% | Weak economic environment, reduced demand | | **System Integration Solutions** | Approx. 240.7 million | +12.3% | Increased demand for cloud-related applications and system services | [Outlook, Opportunities, and Challenges](index=13&type=section&id=%E5%89%8D%E6%99%AF) Future growth opportunities stem from cloud service adoption, data center investments, and AI-driven infrastructure demand, while challenges include IT talent shortages, retail sector weakness, and geopolitical uncertainties - Opportunities: - **Cloud Services**: Enterprises continue to migrate to the cloud for efficiency, driving demand for cloud infrastructure, data management, and security products[34](index=34&type=chunk)[36](index=36&type=chunk) - **Data Centers**: Increased internet usage and the adoption of hyper-converged architecture will drive data center-related investments[34](index=34&type=chunk)[36](index=36&type=chunk) - **Artificial Intelligence**: Enterprises adopting machine learning technologies will drive demand for AI servers and storage infrastructure[34](index=34&type=chunk)[36](index=36&type=chunk) - Challenges: - **Talent Shortage**: The worsening IT talent shortage in Hong Kong increases staff costs, impacting profitability[36](index=36&type=chunk) - **Retail Weakness**: Retailers are more cautious with IT investments, potentially reducing overall industry profitability[36](index=36&type=chunk) - **Geopolitical Tensions**: US-China tensions and the Russia-Ukraine war may lead to regulatory changes and trade disruptions, affecting business stability[36](index=36&type=chunk) [Financial Performance Analysis](index=15&type=section&id=%E8%B2%A1%E5%8B%99%E8%A1%A8%E7%8F%BE%E5%88%86%E6%9E%90) Gross profit margin decreased from **11.3%** to **9.7%** due to intense competition, but the annual loss narrowed to **HKD 10.3 million** due to a **26.5%** reduction in selling and distribution expenses and lower expected credit losses - Overall gross profit margin decreased from **11.3%** in the previous year to **9.7%** in the current year, primarily due to declining gross profit margins in both system integration and distribution businesses caused by intense competition and economic weakness[39](index=39&type=chunk) - Selling and distribution expenses decreased by **HKD 9.6 million** (**-26.5%**), primarily due to reduced commissions paid to employees during the year[42](index=42&type=chunk) - Administrative expenses increased by **HKD 2.9 million** (**+8.4%**), mainly due to higher staff costs related to strategic planning and increased legal and professional fees[43](index=43&type=chunk) - Annual loss decreased from **HKD 15 million** to **HKD 10.3 million**, a reduction of **31.3%**[46](index=46&type=chunk) [Liquidity and Capital Resources](index=18&type=section&id=%E6%B5%81%E5%8B%95%E8%B3%87%E9%87%91%E5%8F%8A%E8%B2%A1%E5%8B%99%E8%B3%87%E6%BA%90) The Group's financial position is robust with an improved net debt position, as the net gearing ratio decreased from **29.6%** to **23.6%** due to reduced bank borrowings, and sufficient liquidity is maintained with pledged assets | Item (HKD thousands) | As of March 31, 2025 | As of March 31, 2024 | | :--- | :--- | :--- | | Bank Borrowings | 48,200 | 59,900 | | Net Debt Position | 43,300 | 57,300 | | Total Equity | 183,600 | 193,900 | | **Net Gearing Ratio** | **23.6%** | **29.6%** | - As of March 31, 2025, the Group pledged approximately **HKD 31.7 million** in bank deposits and **HKD 9.5 million** in directors' life insurance policies to secure bank financing[56](index=56&type=chunk) - Capital expenditure for the year was **HKD 0.1 million**, significantly lower than **HKD 1.5 million** in the previous year[55](index=55&type=chunk) [Human Resources and Capital Structure](index=19&type=section&id=%E5%83%B1%E5%93%A1%20%26%20%E8%B3%87%E6%9C%AC%E7%B5%90%E6%A7%8B) As of March 31, 2025, employee count remained stable at **179**, but staff costs increased from **HKD 57.8 million** to **HKD 71.5 million**, with no share options granted and an unchanged capital structure since listing | Item | As of March 31, 2025 | As of March 31, 2024 | | :--- | :--- | :--- | | **Number of Employees** | Approx. 179 | Approx. 180 | | **Staff Costs** | Approx. 71,500,000 HKD | Approx. 57,800,000 HKD | - The Group adopted a share option scheme in December 2022, but as of the financial year-end, no share options were granted or remained outstanding[63](index=63&type=chunk) - There has been no change in the Company's issued share capital since its listing in September 2022[59](index=59&type=chunk) [Post-Reporting Period Events and Use of Proceeds](index=20&type=section&id=%E5%A0%B1%E5%91%8A%E6%9C%9F%E7%B5%90%E6%9D%9F%E5%BE%8C%E7%9A%84%E9%87%8D%E5%A4%A7%E4%BA%8B%E9%A0%85%20%26%20%E6%89%80%E5%BE%97%E6%AC%BE%E9%A0%85%E7%94%A8%E9%80%94) A significant post-reporting event on June 12, 2025, involved an unconditional mandatory cash offer for the company's shares; of the **HKD 66 million** IPO proceeds, **HKD 61.3 million** has been utilized, with the remaining **HKD 4.7 million** delayed due to talent recruitment and system development - On June 12, 2025, QH Technology Holdings Limited announced an unconditional mandatory cash offer for the Company[64](index=64&type=chunk) | Use of Net IPO Proceeds (HKD millions) | Intended Amount | Amount Utilized | Unutilized Amount | | :--- | :--- | :--- | :--- | | Expansion of System Integration Solutions Business | 13.5 | 8.9 | 4.6 | | Upgrade of Equipment, Software, Hardware, and ERP Systems | 2.9 | 2.8 | 0.1 | | Other Fully Utilized Purposes | 49.6 | 49.6 | – | | **Total** | **66.0** | **61.3** | **4.7** | - Reasons for the delay in utilizing proceeds include extended recruitment periods due to insufficient talent supply in the market and longer-than-planned system development phases[68](index=68&type=chunk) [Corporate Governance and Other Information](index=23&type=section&id=%E4%BC%81%E6%A5%AD%E7%AE%A1%E6%B2%BB%E5%B8%B8%E8%A6%8F) [Corporate Governance Practices](index=23&type=section&id=%E4%BC%81%E6%A5%AD%E7%AE%A1%E6%B2%BB%E5%B8%B8%E8%A6%8F) The company largely complied with the Corporate Governance Code, with a deviation where the Chairman and CEO roles are combined, which the Board believes provides strong leadership and aligns with shareholder interests - The Company deviates from Corporate Governance Code provision C.2.1, where the roles of Chairman and Chief Executive Officer are held by the same individual, Mr. Yip Ka Wai[71](index=71&type=chunk) - The Board believes this arrangement provides strong and consistent leadership, given Mr. Yip Ka Wai's extensive experience, and adequate checks and balances are in place[71](index=71&type=chunk)[72](index=72&type=chunk) [Review and Publication](index=24&type=section&id=%E5%AF%A9%E9%96%B1%E5%B9%B4%E5%BA%A6%E6%A5%AD%E7%B8%BE) The Audit Committee, composed of three independent non-executive directors, has reviewed the annual results, and the auditor has confirmed consistency of financial figures with audited statements, with the Annual General Meeting scheduled for August 19, 2025 - The Audit Committee, comprising three independent non-executive directors, has reviewed the annual results and deemed them prepared in accordance with applicable accounting standards with sufficient disclosure[74](index=74&type=chunk)[75](index=75&type=chunk) - The auditor, Tianjian International Certified Public Accountants Limited, has confirmed the consistency of financial figures in this announcement with the audited statements, though their work does not constitute an assurance engagement[76](index=76&type=chunk) - The annual results announcement and annual report will be published on the Stock Exchange website and the Company's website[79](index=79&type=chunk)

Group 1 - The "Investment Chengdu" Global Investment Conference was held on June 18, 2025, attracting nearly 400 guests from various sectors, including Fortune 500 companies and financial institutions [1][3] - Doumiao Technology Group signed a cooperation agreement for a "major industrialization project," marking a significant step in its digital strategy and contributing to the economic development of Chengdu [3][8] - The project is expected to enhance Doumiao's business expansion and elevate its capabilities while strengthening the local industrial chain [3][8] Group 2 - Doumiao's chairman emphasized the company's strategy in the digital economy, focusing on technology innovation and industry upgrades [4][5] - The company aims to connect various stakeholders in the automotive industry through a comprehensive solution that enhances transaction efficiency and optimizes financial services [4][5] - Chengdu's favorable business environment, including talent availability and efficient governance, is seen as a significant advantage for technology companies like Doumiao [5][6] Group 3 - The successful signing of the "Chengdu Major Industrialization Project" opens a new chapter for Doumiao's strategic development and deepens its collaboration with Chengdu High-tech Zone [8] - Doumiao is committed to driving digital transformation in the automotive industry and contributing to the city's high-quality development [8]

Group 1 - The visit by the China Enterprise Financial Management Association to Deep Technology Group highlighted the importance of digital technology application and platform construction in the financial sector [1][3] - The discussions focused on topics such as supply chain financial innovation, intelligent platform development, and the empowerment of the real economy through financial technology [1][3] - The Chairman of Deep Technology Group shared insights on the company's core sectors, strategic planning, and operational development, praising the association's role in promoting intelligent development in China [3] Group 2 - The association's honorary chairman expressed high expectations for deepening cooperation and praised the strategic model of Deep Technology Group, which focuses on integrated development [3] - The association's vice president shared insights on the exploration and practice of promoting intelligent development, emphasizing the need for member sharing, case presentations, and channel cooperation [3] - The exchange underscored the willingness of both parties to enhance communication and collaboration, aiming to establish a long-term cooperation mechanism to support the development of millions of small and micro enterprises [3]

Group 1 - The company, Digital China Group Co., Ltd., has suspended trading in Hong Kong [1]

Core Insights - The core viewpoint of the articles emphasizes the integration of technology and cultural tourism, highlighting how TaiGang Digital Technology Group is transforming the tourism experience through innovative technologies [1][3][5]. Group 1: Technology Integration - TaiGang Digital Technology Group focuses on the deep integration of "technology + cultural tourism," breaking the traditional one-way communication model in tourism consumption [1][3]. - The company employs cutting-edge technologies such as artificial intelligence, augmented reality, and the Internet of Things to create a new paradigm of tourism experiences that are "perceptible, participatory, and creative" [1][3]. - AI algorithms analyze user behavior data to provide personalized recommendations, while augmented reality integrates virtual elements into physical spaces, enhancing immersive experiences [1][3]. Group 2: Experience Enhancement - The company enhances the emotional impact of cultural tourism content through high-resolution rendering and dynamic lighting technologies, allowing for detailed scene restoration [3]. - Interaction is facilitated through gesture recognition, voice interaction, and body feedback, enabling natural user engagement with content [3]. - The design incorporates branching narratives and user co-creation, transforming users from passive observers to active participants, fostering emotional resonance and social connections [3]. Group 3: Collaborative Ecosystem - TaiGang Digital Technology Group promotes collaborative development in cultural tourism consumption through an open ecosystem approach [3]. - The establishment of a technology platform, content platform, and operational network integrates resources from cultural tourism institutions, technology companies, and consumption scenarios, creating a "shared technology, co-created content, and symbiotic value" ecosystem [3]. - This collaborative ecosystem breaks down the isolation effect in cultural tourism consumption, enabling traditional venues like museums and theaters to synergize with emerging sectors such as the metaverse and live e-commerce [3]. Group 4: Future Outlook - As technology enhances interactivity, immersion, and dissemination in cultural tourism, consumption evolves from mere transactions to emotional resonance and value co-creation [5]. - TaiGang Digital Technology Group's exploration in unlocking new tourism consumption scenarios reveals the core logic of cultural tourism industry development in the digital economy era, painting a broader picture for the future of the industry through continuous innovation [5].

Financial Performance - Revenue for the six months ended September 30, 2024, was HKD 220,276,000, a decrease of 38.8% compared to HKD 360,063,000 for the same period in 2023[8] - Gross profit for the same period was HKD 21,531,000, down 44.5% from HKD 38,447,000 year-over-year[8] - The company reported a net loss of HKD 18,222,000 for the six months ended September 30, 2024, compared to a profit of HKD 1,368,000 in the prior year[8] - Total comprehensive loss for the period was HKD 17,987,000, compared to a comprehensive income of HKD 969,000 in the same period last year[8] - Basic loss per share for the period was HKD (2.92), compared to earnings per share of HKD 0.22 in the previous year[8] - The company reported a loss before tax of HKD 19,268 for the period, compared to a loss of HKD 6,806 in the previous year[31] - The company reported a loss attributable to owners of HKD 18,222,000 for the six months ended September 30, 2024, compared to a profit of HKD 1,368,000 in the same period of 2023[46] - Total revenue decreased by approximately HKD 139.8 million or 38.8% from about HKD 360.1 million in the 2023 fiscal period to about HKD 220.3 million in the 2024 fiscal period[74] - The company recorded a loss of approximately HKD 18.2 million in the 2024 fiscal period, compared to a profit of about HKD 1.4 million in the 2023 fiscal period[85] Revenue Breakdown - Revenue from the distribution of IT products was HKD 106,072, down 56.9% from HKD 245,881 in the previous year[23] - Revenue from system integration solutions was HKD 114,204, an increase of 17.7% compared to HKD 96,950 in the prior year[31] - The geographic revenue breakdown shows that revenue from Hong Kong was HKD 217,405, down 39.0% from HKD 356,460 in the previous year[23] - Revenue recognized over time was HKD 33,279, slightly up from HKD 32,224 in the previous year[27] - Revenue from the distribution business in the 2024 fiscal period was approximately HKD 106.1 million, a decrease of about HKD 157 million or 59.7% compared to approximately HKD 263.1 million in the 2023 fiscal period[74] - Revenue from the system integration solutions business increased by approximately HKD 17.2 million or 17.8% to about HKD 114.2 million in the 2024 fiscal period, driven by increased sales of cloud products and services[74] Assets and Liabilities - The company's total assets as of September 30, 2024, were HKD 418,310,000, compared to HKD 453,006,000 as of March 31, 2024[10] - Current liabilities decreased to HKD 264,383,000 from HKD 280,432,000 as of March 31, 2024[10] - The company's net asset value as of September 30, 2024, was HKD 175,875,000, down from HKD 193,862,000 as of March 31, 2024[10] - As of September 30, 2024, total trade receivables amounted to HKD 307,373,000, a decrease from HKD 372,810,000 as of March 31, 2024[52] - Total trade payables as of September 30, 2024, were HKD 144,536,000, down from HKD 184,556,000 as of March 31, 2024[57] - The company reported bank borrowings of approximately HKD 60,782,000 as of September 30, 2024, an increase from HKD 57,867,000 as of March 31, 2024[58] - The total equity as of September 30, 2024, was HKD 6,250,000,000, unchanged from previous periods[60] - The group's net debt decreased from approximately HKD 57,700,000 on March 31, 2024, to approximately HKD 57,300,000 on September 30, 2024[86] - Total equity decreased from approximately HKD 193,900,000 on March 31, 2024, to approximately HKD 175,900,000 on September 30, 2024, resulting in a net capital debt ratio increase from about 29.6% to approximately 32.7%[86] Cash Flow and Investments - Operating cash flow before changes in working capital was negative HKD 7,250, compared to positive HKD 7,463 in the previous year[15] - Net cash used in investing activities was HKD 4,728, a significant improvement from negative HKD 13,110 in the same period last year[15] - Net cash used in financing activities was HKD 4,134, compared to negative HKD 1,192 in the previous year[15] - Cash and cash equivalents at the end of the period were HKD 10,457, down from HKD 12,765 at the end of the previous year[15] - The company acquired property and equipment amounting to approximately HKD 65,000,000 during the six months ended September 30, 2024, down from HKD 114,000,000 in the same period of 2023[47] - The group incurred capital expenditures of HKD 100,000 for the acquisition of property, plant, and equipment, as well as intangible assets for the six months ended September 30, 2024, consistent with the previous fiscal period[89] Employee and Administrative Costs - Employee costs, including director remuneration, increased to HKD 31,884,000 from HKD 30,213,000 year-on-year[40] - Short-term employee benefits for the six months ended September 30, 2024, were HKD 2,401,000, a decrease from HKD 3,220,000 in the same period of 2023[62] - Administrative expenses decreased by approximately HKD 1.8 million or 10.5% to about HKD 15.3 million in the 2024 fiscal period, mainly due to reduced legal and professional fees[81] Legal and Compliance Matters - The company has reached a preliminary settlement agreement with the Competition Commission, agreeing to pay approximately HKD 1,345,000, which includes a fine of HKD 1,190,000[65] - The company has not made any provisions regarding the legal proceedings initiated by the Competition Commission as of March 31, 2023, due to insufficient information[65] - The company did not declare or propose any dividends for the six months ended September 30, 2024, consistent with the previous year[45] - The group did not declare any interim dividend for the six months ended September 30, 2024, consistent with the previous period[96] Future Outlook and Strategic Initiatives - The company anticipates continued demand for hyper-converged infrastructure products and AI servers driven by the ongoing digital transformation needs of enterprises[69] - The company is facing delays in the expansion of its system integration solutions business due to a shortage of market talent and labor supply[114] - The company is upgrading its equipment, software, hardware, and ERP systems, with an expected total expenditure of HKD 2.9 million to be fully utilized by March 31, 2025[108] - The company established a new centralized service department to provide 24/7 technical support and detection and response services[108] Shareholder and Governance Matters - The company’s major shareholder, Ip Group, holds 393,720,000 shares, representing 62.99% of the company’s equity[121] - The company has adopted a share option scheme approved by shareholders on December 19, 2022, but has not granted any options as of the report date[125] - The company has adopted the corporate governance code as per the listing rules, with a deviation from the code regarding the separation of the roles of Chairman and CEO[127] - The audit committee, composed of three independent non-executive directors, has reviewed and agreed on the accounting principles and practices adopted by the group[132]