(i) 本 公 司 執 行 董 事 兼 行 政 總 裁 馬 慶 明 先 生 將 不 再 擔 任 提 名 委 員 會 成 員；及 (ii) 執 行 董 事 馬 蘭 珠 女 士 獲 委 任 為 提 名 委 員 會 成 員。 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 份 內 容 而 產 生 或 因 倚 賴 該 等 內 容 而 引 致 的 任 何 損 失 承 擔 任 何 責 任。 WAH SUN HANDBAGS INTERNATIONAL HOLDINGS LIMITED 華新手袋國際控股有限公司 （於開曼群島註冊成立的有限公司） （股份代號：2683） 提名委員會成員組成變動 華 新 手 袋 國 際 控 股 有 限 公 司（「本公司」）董 事（「董 事」）會（「董事會」）謹 此 宣 佈 以 下 董 事 會 提 名 委 員 會（「提名委員會」）的 成 員 組 成 變 動，自 二 零 二 五 年 九 月 十 九 日 起 生 效： 承董事會命 華新 ...

公 司 法（經 修 訂） 股份有限公司 Wah Sun Handbags International Holdings Limited 華新手袋國際控股有限公司 的 第三份經修訂及重列組織章程細則 （以2025年9月1日 通 過 的 特 別 決 議 案 獲 採 納） – 1 – 目 錄 | 標 題 | 細則編號 | | --- | --- | | 表A | 1 | | 詮 釋 | 2 | | 股 本 | 3 | | 更改股本 | 4–7 | | 股份權利 | 8–9 | | 變更權利 | 10–11 | | 股 份 | 12–15 | | 股 票 | 16–21 | | 留置權 | 22–24 | | 催繳股款 | 25–33 | | 沒收股份 | 34–42 | | 股東名冊 | 43–44 | | 記錄日期 | 45 | | 股份轉讓 | 46–51 | | 股份繼承 | 52–54 | | 無法聯絡的股東 | 55 | | 股東大會 | 56–58 | | 股東大會通告 | 59–60 | | 股東大會議程 | 61–65 | | 投 票 | 66–74 | | 受委代表 | 75–80 | | 由代表 ...

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 份 內 容 而 產 生 或 因 倚 賴 該 等 內 容 而 引 致 的 任 何 損 失 承 擔 任 何 責 任。 WAH SUN HANDBAGS INTERNATIONAL HOLDINGS LIMITED 華新手袋國際控股有限公司 （於開曼群島註冊成立的有限公司） （股份代號：2683） 於二零二五年九月一日舉行之股東週年大會按股數 投票表決的結果 刊載於股東週年大會通告內所有提呈決議案已於二零二五年股東週年大會 上 以 按 股 數 投 票 表 決 方 式 獲 股 東 正 式 通 過。 華 新 手 袋 國 際 控 股 有 限 公 司（「本公司」）之 董 事（「董 事」）會（「董事會」）欣 然 公 佈， 刊 載 於 日 期 為 二 零 二 五 年 七 月 十 一 日 之 本 公 司 股 東 週 年 大 會（「股東週年大會」） 通 告（「股東週年大會通告」）內 所 有 提 呈 之 決 議 案（「提 ...

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8月31日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 華新手袋國際控股有限公司 呈交日期: 2025年9月1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) | 02683 | 說明 | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | 法定/註冊股本 | | | 上月底結存 | | 5,000,000,000 | | HKD | | 0.01 HKD | | 50,000,000 | | 增加 / 減少 (-) | | | 0 | | | HKD | | 0 | | 本月底結存 | | | 5,000,000,000 | HKD | | 0.01 HKD | | 50,000,000 | 本月底法定/註冊股本總額： HKD 50,0 ...

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) | 02683 | 說明 | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | 法定/註冊股本 | | | 上月底結存 | | 5,000,000,000 | | HKD | | 0.01 HKD | | 50,000,000 | | 增加 / 減少 (-) | | | 0 | | | HKD | | 0 | | 本月底結存 | | | 5,000,000,000 | HKD | | 0.01 HKD | | 50,000,000 | 本月底法定/註冊股本總額： HKD 50,000,000 FF301 第 1 頁 共 10 頁 v 1.1.1 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7月31日 狀態: 新提交 致：香港交易及結算所有限公司 公 ...

[Chairman's Statement and Management Discussion & Analysis](index=5&type=section&id=Chairman's%20Statement%20and%20Management%20Discussion%20%26%20Analysis) [Business and Financial Performance Review](index=8&type=section&id=Business%20and%20Financial%20Performance%20Review) The Group achieved strong growth driven by the North American market recovery and cost optimization measures Key Financial Highlights | Metric | FY2025 | FY2024 | Change | | :--- | :--- | :--- | :--- | | **Revenue** | HK$724.1 million | HK$594.4 million | +21.8% | | **Gross Profit** | HK$159.6 million | HK$105.0 million | +52.0% | | **Gross Profit Margin** | 22.0% | 17.7% | +4.3 p.p. | | **Profit Attributable to Owners** | HK$64.3 million | HK$28.5 million | +125.6% | | **Basic Earnings Per Share** | 15.7 HK cents | 7.0 HK cents | +124.3% | - Performance growth was primarily driven by the ongoing recovery in the North American market, with revenue from US customers increasing from **HK$486 million to HK$543 million**[24](index=24&type=chunk)[38](index=38&type=chunk) - The Group's production is centered in Cambodia, with its manufacturing base contributing approximately **90.6% of sales revenue**, leveraging local advantages in labor costs and supply chain[18](index=18&type=chunk)[39](index=39&type=chunk) - To ensure operational stability and capitalize on long-term capital appreciation, the Group acquired its previously leased Hong Kong office property for **HK$4.7 million** in April 2024[26](index=26&type=chunk)[200](index=200&type=chunk) [Industry Overview and Outlook](index=11&type=section&id=Industry%20Overview%20and%20Outlook) The Group faces geopolitical risks, particularly US tariff policies on Cambodia, amid a growing sustainable handbag market - Industry trends show a consumer preference for handbags made from sustainable materials like vegan leather and plant-based fabrics, driving growth in the mid-range market[28](index=28&type=chunk)[30](index=30&type=chunk) - The Group's primary external risk is the US tariff policy on Cambodia, with a proposed **"reciprocal tariff" of up to 49%** creating significant uncertainty despite a temporary reduction[32](index=32&type=chunk)[34](index=34&type=chunk) - Despite tariff risks, the Group's sales performance remains strong and has not been materially impacted to date, with mitigation strategies in place[35](index=35&type=chunk) [Liquidity and Financial Resources](index=16&type=section&id=Liquidity%20and%20Financial%20Resources) The Group maintains a robust financial position with a net cash status, no bank borrowings, and strong liquidity Financial Position | Metric | As of Mar 31, 2025 | As of Mar 31, 2024 | | :--- | :--- | :--- | | **Bank Borrowings** | Nil | Nil | | **Cash and Cash Equivalents** | HK$188.8 million | HK$141.1 million | | **Current Ratio** | 3.2 | 3.1 | | **Gearing Ratio** | N/A | N/A | | **Net Debt-to-Equity Ratio** | Net Cash | Net Cash | - The Group's primary foreign exchange exposure is to the RMB, with minimal risk from the USD due to the HKD peg; **no hedging activities were conducted** during the year[56](index=56&type=chunk)[57](index=57&type=chunk)[59](index=59&type=chunk) [Cambodia Country Overview](index=19&type=section&id=Cambodia%20Country%20Overview) [Political, Social, and Investment Environment](index=19&type=section&id=Political%2C%20Social%2C%20and%20Investment%20Environment) Cambodia offers a stable political climate and young workforce but faces challenges from corruption and trade uncertainties - Politically, Cambodia is a one-party state with long-term rule by the People's Party, ensuring policy continuity under the new Prime Minister Hun Manet, though **corruption remains a significant issue**[78](index=78&type=chunk)[79](index=79&type=chunk)[80](index=80&type=chunk) - Cambodia is a key beneficiary of the Belt and Road Initiative, with **China as its largest foreign investor**, funding major infrastructure, energy, and special economic zone projects[87](index=87&type=chunk)[104](index=104&type=chunk) - Trade relations are complex, with a partial withdrawal of EU's EBA preferences and uncertainty from US tariff policies, though the UK's DCTS scheme offers duty-free access[82](index=82&type=chunk)[84](index=84&type=chunk)[85](index=85&type=chunk) - Cambodia has a young demographic with **66% of the population aged 15-64**, but rising labor costs are evident as the minimum wage in the garment sector increased from **$153 to $204** between 2017 and 2024[94](index=94&type=chunk)[125](index=125&type=chunk) [Corporate Governance](index=32&type=section&id=Corporate%20Governance) [Board of Directors and Senior Management](index=32&type=section&id=Board%20of%20Directors%20and%20Senior%20Management) The Board comprises eight members, including five experienced executive directors from the Ma family and three independent directors - The core of the Board consists of Ma family members, including Chairman Mr. Ma Ching Man and CEO Mr. Ma Ching Ming, who jointly control the company through a concert party deed[139](index=139&type=chunk)[140](index=140&type=chunk)[205](index=205&type=chunk) - Independent Non-executive Directors Mr. Lam Kwok Cheong, Mr. Wong Wai Keung, and Mr. Ho Lai Chuen chair the Remuneration, Audit & Risk Management, and Nomination Committees, respectively, ensuring independent oversight[145](index=145&type=chunk)[148](index=148&type=chunk)[152](index=152&type=chunk) [Directors' Report](index=37&type=section&id=Directors'%20Report) The report details business performance, a doubled dividend payout, shareholding structure, and a connected transaction Dividend Distribution | Dividend Type | FY2025 (Proposed) | FY2024 (Paid) | | :--- | :--- | :--- | | **Final Dividend** | 4.0 HK cents/share | 2.0 HK cents/share | | **Special Dividend** | 2.0 HK cents/share | 1.0 HK cents/share | | **Total** | 6.0 HK cents/share | 3.0 HK cents/share | - The five controlling shareholders, all executive directors, jointly hold **301,138,000 shares (73.70% of issued capital)** through Wah Sun Holdings[202](index=202&type=chunk)[205](index=205&type=chunk) - Sales to the Group's five largest customers accounted for **88.6% of total revenue**, with the largest customer representing **25.6%**, indicating high customer concentration[216](index=216&type=chunk) - A connected transaction was completed this year, involving the acquisition of the Group's office property for **HK$4.7 million** from an executive director and the spouse of another director[200](index=200&type=chunk) [Corporate Governance Report](index=52&type=section&id=Corporate%20Governance%20Report) The company adheres to high governance standards, with independent oversight of its board committees and internal controls - The roles of Chairman (Mr. Ma Ching Man) and Chief Executive Officer (Mr. Ma Ching Ming) are held by separate individuals, ensuring a clear division of responsibilities[275](index=275&type=chunk) - The Board has adopted a diversity policy, with current membership comprising **25% female (2/8) and 75% male (6/8) directors**[250](index=250&type=chunk)[267](index=267&type=chunk) - An independent consultant reviewed the Group's risk management and internal control systems, which the Board and its committees deemed **adequate and effective with no major deficiencies found**[315](index=315&type=chunk) - The company has a dividend policy targeting a payout of **no less than 35% of distributable profit** for any fiscal year, subject to various factors[272](index=272&type=chunk) [Financial Statements](index=72&type=section&id=Financial%20Statements) [Independent Auditor's Report](index=72&type=section&id=Independent%20Auditor's%20Report) The auditor issued an unqualified opinion, identifying the impairment of trade receivables as the key audit matter - The auditor, PricewaterhouseCoopers, issued an **unqualified opinion** on the financial statements[338](index=338&type=chunk) - The sole key audit matter was the **impairment of trade receivables**, which involved significant management judgment; as of March 31, 2025, gross trade receivables were **HK$68.224 million** with an impairment provision of **HK$4.146 million**[345](index=345&type=chunk)[346](index=346&type=chunk)[349](index=349&type=chunk) [Consolidated Financial Statements](index=78&type=section&id=Consolidated%20Financial%20Statements) The Group reported significant growth in revenue and profit, maintaining a solid financial position and strong operating cash flow Consolidated Statement of Profit or Loss (in HK$'000) | | FY2025 | FY2024 | | :--- | :--- | :--- | | **Revenue** | 724,098 | 594,407 | | **Gross Profit** | 159,577 | 104,995 | | **Operating Profit** | 81,594 | 33,967 | | **Profit for the Year** | 66,807 | 27,211 | | **Profit Attributable to Owners of the Company** | 64,274 | 28,504 | Consolidated Statement of Financial Position (in HK$'000) | | As of Mar 31, 2025 | As of Mar 31, 2024 | | :--- | :--- | :--- | | **Total Assets** | 420,867 | 371,308 | | Non-current Assets | 64,188 | 69,378 | | Current Assets | 356,679 | 301,930 | | **Total Liabilities** | 127,341 | 115,921 | | Non-current Liabilities | 15,369 | 17,662 | | Current Liabilities | 111,972 | 98,259 | | **Total Equity** | 293,526 | 255,387 | Consolidated Statement of Cash Flows (in HK$'000) | | FY2025 | FY2024 | | :--- | :--- | :--- | | **Net Cash from Operating Activities** | 88,056 | 63,758 | | **Net Cash used in Investing Activities** | (3,754) | (621) | | **Net Cash used in Financing Activities** | (35,827) | (24,136) | | **Net Increase in Cash and Cash Equivalents** | 48,475 | 39,001 | [Five-Year Financial Summary](index=142&type=section&id=Five-Year%20Financial%20Summary) The Group's performance reached a five-year high in FY2025, demonstrating a strong recovery and steady balance sheet growth Results (in HK$'000) | | 2025 | 2024 | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | :--- | :--- | | **Revenue** | 724,098 | 594,407 | 446,518 | 617,586 | 403,843 | | **Profit Attributable to Owners of the Company** | 64,274 | 28,504 | 8,495 | 39,544 | 5,562 | Assets and Liabilities (in HK$'000) | | 2025 | 2024 | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | :--- | :--- | | **Total Assets** | 420,867 | 371,308 | 382,377 | 416,991 | 374,147 | | **Total Equity** | 293,526 | 255,387 | 244,557 | 259,107 | 235,991 | | **Total Liabilities** | 127,341 | 115,921 | 137,820 | 157,884 | 138,156 |

Financial Performance - Revenue for the year increased by approximately 21.8% to about HKD 724,100,000 (FY2024: HKD 594,400,000) [3] - Gross profit for the year increased by approximately 52.0% to about HKD 159,600,000 (FY2024: HKD 105,000,000) [3] - Gross profit margin increased by approximately 4.3% to about 22.0% (FY2024: 17.7%) [3] - Net profit attributable to the company's owners increased by approximately 125.5% to about HKD 64,300,000 (FY2024: HKD 28,500,000) [3] - Earnings per share attributable to the company's owners increased by approximately HKD 0.087 to about HKD 0.157 (FY2024: HKD 0.070) [3] - Total revenue for the year ended March 31, 2025, was HKD 724,098,000, up from HKD 594,407,000 in 2024, indicating an increase of about 21.8% [21] - Other income rose to HKD 4,209,000 in 2025 from HKD 3,986,000 in 2024, reflecting a growth of approximately 5.6% [22] - The cost of goods sold increased to HKD 322,681,000 in 2025 from HKD 293,869,000 in 2024, which is an increase of about 9.8% [23] - Net financing income improved to HKD 884,000 in 2025 from a loss of HKD 1,054,000 in 2024, marking a significant turnaround [24] - Income tax expense for the year was HKD 15,671,000, compared to HKD 5,702,000 in 2024, representing an increase of approximately 174.5% [25] Dividends - The board has proposed a final dividend of HKD 0.04 per share and a special dividend of HKD 0.02 per share (FY2024: HKD 0.02 and HKD 0.01 respectively) [3] - Proposed final dividend per share increased to HKD 0.04 in 2025 from HKD 0.02 in 2024, totaling approximately HKD 24,518,000 for the year [27] - The proposed dividends are subject to approval at the 2025 Annual General Meeting, expected to be paid on October 31, 2025 [90] Assets and Liabilities - Total assets as of March 31, 2025, amounted to HKD 420,867,000 (2024: HKD 371,308,000) [6] - Total liabilities as of March 31, 2025, amounted to HKD 127,341,000 (2024: HKD 115,921,000) [7] - Total equity attributable to the company's owners as of March 31, 2025, was HKD 294,935,000 (2024: HKD 259,329,000) [6] - Trade receivables increased to HKD 68,224,000 as of March 31, 2025, from HKD 55,016,000 in 2024, representing an increase of approximately 24.0% [39] - The total inventory as of March 31, 2025, was HKD 61,686,000, down from HKD 67,863,000 in 2024, indicating a decrease of about 9.1% [38] Market Performance - Revenue from the United States was HKD 542,630,000, up 11.7% from HKD 485,560,000 in the prior year [17] - Revenue from Canada increased by 23.4% to HKD 56,576,000 from HKD 45,873,000 [17] - Revenue from the Netherlands surged to HKD 36,605,000, a significant increase from HKD 10,718,000 [17] - Revenue from China (excluding Hong Kong, Macau, and Taiwan) rose to HKD 22,874,000, compared to HKD 8,291,000, marking a growth of 176.5% [17] - Revenue from major customers (over 10% of total revenue) increased to HKD 641,731,000 in 2025 from HKD 547,243,000 in 2024, representing a growth of approximately 17.2% [20] Operational Insights - The company operates primarily in Hong Kong, with significant revenue contributions from various international markets [16] - The Cambodian production base accounts for about 90% of the company's total production capacity, enhancing efficiency and meeting overseas market demands [46] - The company emphasizes cost optimization as a key strategy to maintain substantial returns amid increasing competition [48] - The company is focused on sustainable business operations and internal controls to mitigate production risks in a volatile business environment [45] Challenges and Risks - The geopolitical tensions and economic uncertainties are expected to increase downward risks, particularly affecting the U.S. consumer market, which accounts for over 70% of total revenue [44] - The company anticipates continued challenges from geopolitical uncertainties and trade disputes, which may impact investment and consumer confidence [55] - Recent U.S. tariff policies could impose up to 49% tariffs on imports from Cambodia, affecting the apparel and footwear manufacturing sectors [56] - A temporary 10% tariff rate has been implemented for 90 days, allowing for potential negotiations to improve trade relations [57] Corporate Governance - The company has adopted all applicable corporate governance codes as per the Hong Kong Stock Exchange Listing Rules without deviation [94] - The audit committee, composed of independent non-executive directors, has reviewed the accounting principles and financial reporting matters [97] - The company did not purchase, redeem, or sell any listed securities during the year, and held no treasury shares as of March 31, 2025 [98] Future Outlook - The company remains cautiously optimistic about the resilience of the Cambodian manufacturing sector and ongoing efforts to strengthen trade relationships [58] - The company is committed to closely monitoring market developments and adjusting strategies to respond effectively to changing conditions [58]

Financial Performance - For the first half of 2024, the group's revenue increased by approximately HKD 17,800,000 or 5.3% to HKD 352,300,000 compared to the first half of 2023[8]. - The profit attributable to the owners of the company rose from approximately HKD 20,900,000 in the first half of 2023 to about HKD 27,000,000, an increase of approximately HKD 6,100,000[8]. - The group's gross profit increased from approximately HKD 62,100,000 in the first half of 2023 to about HKD 75,100,000, representing a growth of approximately 20.9%[27]. - The gross profit margin improved from 18.6% in the first half of 2023 to 21.3% in the first half of 2024, an increase of 2.7%[27]. - The company's profit attributable to owners increased from approximately HKD 20,900,000 in the first half of 2023 to approximately HKD 27,000,000 in the first half of 2024, representing a growth of 29.0%[34]. - The company's tax expense rose by approximately HKD 900,000 or 22.0% from HKD 4,300,000 in the first half of 2023 to about HKD 5,200,000 in the first half of 2024[33]. - The company reported a net profit of HKD 26,980,000 for the period, with total comprehensive income amounting to HKD 27,047,000[182]. - Basic and diluted earnings per share increased to HKD 6.6, up from HKD 5.1, reflecting a 29.4% growth[164]. Revenue Sources - Sales to the group's five largest customers accounted for approximately 91.5% of total revenue in the first half of 2024, with the largest customer contributing about 30.7%[23]. - Revenue from U.S. customers slightly decreased by approximately HKD 7,600,000 or 2.7%, from HKD 281,700,000 in the first half of 2023 to HKD 274,100,000 in the first half of 2024[36]. - Sales revenue from products manufactured in Cambodia and Dongguan, China totaled approximately HKD 352,286,000 in the first half of 2024, compared to HKD 334,472,000 in the first half of 2023, showing an increase[37]. Expenses and Costs - Administrative expenses increased from approximately HKD 82,500,000 in the first half of 2023 to about HKD 86,700,000 in the first half of 2024[50]. - Sales and distribution expenses rose from approximately HKD 13,600,000 in the first half of 2023 to about HKD 14,100,000 in the first half of 2024, an increase of approximately 3.2%[58]. - Employee benefit expenses rose to HKD 86.737 million in the first half of 2024, compared to HKD 82.477 million in the same period of 2023[100]. - The cost of sold inventory for the first half of 2024 was HKD 164.666 million, slightly down from HKD 166.014 million in the first half of 2023[100]. Investments and Acquisitions - The group completed the acquisition of a Hong Kong office property for approximately HKD 4,700,000, which is expected to improve operational cash flow in the long term[8]. - The company did not make any significant investments or acquisitions during the first half of 2024[51]. - The company has not made any significant investments or acquisitions as of September 30, 2024, indicating a focus on maintaining current operations[68]. Dividends and Shareholder Returns - The company declared an interim dividend of HKD 0.03 per share for the first half of 2024, an increase from HKD 0.02 per share in the same period of 2023, totaling approximately HKD 16,345,000[71]. - The interim dividend for the first half of 2024 is set at HKD 0.03 per share, up from HKD 0.02 per share in the first half of 2023, along with a special dividend of HKD 0.01 per share, unchanged from the previous year[91]. - The total dividend declared for the year 2023/2024 was HKD 12,259,000, reflecting a commitment to return value to shareholders[182]. Financial Position and Ratios - The company's cash and cash equivalents were approximately HKD 154,500,000 as of September 30, 2024, compared to approximately HKD 141,100,000 as of March 31, 2024[47]. - The current ratio decreased from 3.1 as of March 31, 2024, to 2.6 as of September 30, 2024[47]. - The company reported a net debt-to-equity ratio calculated as net debt (total borrowings minus cash and cash equivalents) divided by total equity as of the reporting date[66]. - The company’s liquidity ratio is calculated by dividing total current assets by total current liabilities as of the reporting date[65]. Production and Operations - The company’s production base in Cambodia accounts for approximately 90% of total production capacity, enhancing efficiency and profitability[89]. - The company has relocated its production base from China to Cambodia, establishing a major production facility there[115]. - The company plans to lease out its old factory in Dongguan after the lease expires in 2025 to generate rental income, as its operational significance has diminished[115]. Risk Management - The group faces multiple financial risks, including market risk (foreign exchange risk, cash flow, and fair value interest rate risk), credit risk, and liquidity risk[199]. - There have been no significant changes to the risk management policies since the end of the year[199]. - The fair value measurement of financial instruments is categorized into three levels based on the inputs used for valuation[200]. Corporate Governance and Shareholding - The company has complied with all applicable corporate governance code provisions as per the Hong Kong Stock Exchange[78]. - The company’s major shareholders collectively hold approximately 73.70% of the issued shares, indicating a strong control over the company[74]. - Each of the five key shareholders holds a personal interest in Huaxin Holdings, equivalent to 20% of the total issued share capital[152]. - The independent auditor, PwC, reviewed the interim financial statements and found no issues that would lead to a belief that the financial data was not prepared in accordance with the relevant accounting standards[161]. Market Trends and Outlook - The online retail market in the Asia-Pacific region has seen significant growth, driven by consumer preferences for convenience and a wide range of products available online[9]. - The group anticipates continued pricing competition from other operators in Southeast Asia but aims to leverage economies of scale to enhance manufacturing efficiency[21]. - The group expects North America to maintain its dominant position in the market, with increased demand for handbags driven by consumer spending and promotional events[9]. Other Financial Metrics - The company reported a significant increase in impairment provisions, which rose to HKD 5,716 million from HKD 2,669 million, indicating a rise of approximately 114.5%[123]. - Trade receivables increased significantly to HKD 95,399,000 from HKD 50,073,000, indicating a 90.5% rise[171]. - Total assets grew to HKD 423,932,000, compared to HKD 371,308,000 at the end of March 2024, marking a 14.2% increase[171]. - Total equity increased to HKD 271,706,000 from HKD 255,387,000, reflecting a 6.4% growth[175].

Financial Performance - Revenue for the first half of 2024 increased by approximately 5.3% to about HKD 352.3 million, compared to HKD 334.5 million in the first half of 2023[2] - Gross profit for the first half of 2024 rose by approximately 20.9% to about HKD 75.1 million, up from HKD 62.1 million in the first half of 2023[2] - Gross margin increased by approximately 2.7% to about 21.3%, compared to 18.6% in the first half of 2023[2] - Net profit attributable to the company's owners for the first half of 2024 increased by approximately HKD 6.1 million to about HKD 27 million, compared to HKD 20.9 million in the first half of 2023[2] - Earnings per share attributable to the company's owners increased by approximately HKD 0.015 to about HKD 0.066, compared to HKD 0.051 in the first half of 2023[2] - Operating profit for the first half of 2024 was HKD 33.3 million, compared to HKD 25.7 million in the first half of 2023[5] - The company reported a net profit of HKD 26,980,000 for the period, which is a decrease from HKD 28,511,000 in the previous year, representing a decline of approximately 5.4%[19] - The total comprehensive income for the period was HKD 27,047,000, which includes a foreign exchange gain of HKD 67,000[19] Dividends - The board declared an interim dividend of HKD 0.03 per share for the first half of 2024, compared to HKD 0.02 per share in the first half of 2023[3] - The company paid dividends of HKD 12,259,000 for the year 2023/2024, reflecting a commitment to return value to shareholders[19] - The interim dividend declared for the six months ended September 30, 2024, was HKD 16,345,000, compared to HKD 12,259,000 in the previous year, reflecting a higher payout per share[47] Assets and Liabilities - Total assets as of September 30, 2024, amounted to HKD 423.9 million, compared to HKD 371.3 million as of March 31, 2024[14] - Total liabilities as of September 30, 2024, were HKD 152.2 million, compared to HKD 115.9 million as of March 31, 2024[17] - As of September 30, 2024, total equity reached HKD 274,117,000, an increase from HKD 260,854,000 as of March 31, 2023, reflecting a growth of approximately 5.4%[19] - The trade receivables as of September 30, 2024, amounted to HKD 106,058,000, with a provision for impairment of HKD 10,659,000[69] - The total lease liabilities as of September 30, 2024, amounted to HKD 20,919,000, with current liabilities at HKD 4,039,000 and non-current liabilities at HKD 16,880,000[56] Cash Flow - The net cash flow from operating activities for the six months ended September 30, 2024, was HKD 20,873,000, compared to HKD 51,846,000 for the same period in 2023, indicating a decrease of about 59.8%[21] - Cash and cash equivalents increased to HKD 154,524,000 as of September 30, 2024, up from HKD 147,528,000 a year earlier, marking a growth of about 4.3%[21] - The cash flow from financing activities showed a net outflow of HKD 3,591,000 for the six months ended September 30, 2024, compared to HKD 4,118,000 in the previous year, indicating a decrease of about 12.7%[21] Operational Highlights - The company operates primarily in the United States, with revenue from the U.S. amounting to HKD 274,151 thousand in 2024, a slight decrease from HKD 281,736 thousand in 2023, representing a decline of about 2.1%[37] - Revenue from Canada increased significantly to HKD 28,497 thousand in 2024 from HKD 22,538 thousand in 2023, marking a growth of approximately 26.4%[37] - Revenue from the Netherlands surged to HKD 12,317 thousand in 2024, up from HKD 2,540 thousand in 2023, indicating a substantial increase of about 384.5%[37] - The company’s production base in Cambodia accounts for about 90% of its total production capacity, enhancing efficiency and profitability[94] - The management believes that Cambodia will remain a preferred production base due to its relatively low labor costs and stable political environment compared to other Southeast Asian countries[93] Market Conditions and Risks - The company anticipates continued volatility in the economic outlook due to global economic slowdown and geopolitical tensions[88] - The U.S. consumer market, which accounts for over 80% of total revenue, may be impacted by high interest rates and inflation, increasing downside risks[89] - The company expects ongoing fluctuations in the global economy, exacerbated by rising raw material prices due to the energy crisis from the Russia-Ukraine conflict[88] - The company is facing challenges from ongoing trade disputes between China and the U.S., which may affect operations[90] Employee and Management - The total remuneration for key management personnel was HKD 5,774,000 for the six months ended September 30, 2024, slightly down from HKD 5,899,000 in the same period last year[86] - The group employed a total of 4,483 employees as of September 30, 2024, an increase from 4,273 employees as of March 31, 2024[129] Compliance and Governance - The company has adopted the standard code of conduct for securities trading by directors as per the listing rules, confirming compliance for the first half of 2024[142] - There were no interests in competing businesses reported by directors or controlling shareholders for the first half of 2024, ensuring no conflicts of interest[143] - The Audit Committee, consisting of three independent non-executive directors, reviewed the unaudited condensed consolidated financial statements for the first half of 2024[145] - The company emphasizes high transparency levels to strengthen investor relations, providing timely disclosures through various communication channels[146] - The board expresses gratitude to management and employees for their contributions amid current challenges, highlighting a commitment to innovation and sustainable development[147]

（於開曼群島註冊成立的有限公司） 股份代號 : 2683 2023/24 年報 目錄 | 公司資料 | 2 | | --- | --- | | 主席報告 | 4 | | 管理層討論及分析 | 12 | | 柬埔寨國家整體概覽 | 17 | | 董事及高級管理層履歷 | 30 | | 董事會報告 | 35 | | 企業管治報告 | 50 | | 獨立核數師報告 | 70 | | 綜合收益表 | 76 | | 綜合全面收益表 | 77 | | 綜合財務狀況表 | 78 | | 綜合權益變動表 | 80 | | 綜合現金流量表 | 81 | | 綜合財務報表附註 | 82 | | 投資物業詳情 | 138 | | 五年財務概要 | 139 | 公司資料 董事會 執行董事 馬慶文先生 （主席） 馬慶明先生 （行政總裁） 馬蘭珠女士 馬任子先生 馬蘭香女士 獨立非執行董事 林國昌先生 黃煒強先生 楊志偉先生（於二零二四年一月二十三日辭任） 何麗全先生（於二零二四年一月二十三日獲委任） 董事委員會 審核委員會 黃煒強先生 （主席） 林國昌先生 楊志偉先生（於二零二四年一月二十三日辭任） 何麗全先生（於二零二四年一月二十三 ...