Financial Performance - Total revenue for the fiscal year ended March 31, 2022, was approximately HKD 1,702,549,000, a decrease of about 15.9% from HKD 2,023,680,000 in the previous year[19]. - The company reported a loss attributable to shareholders of approximately HKD 241,018,000, compared to a loss of HKD 93,108,000 in the prior year, indicating a significant increase in losses[19][22]. - The group's total revenue for the year was approximately HKD 1,702.5 million, a decrease of about HKD 321.2 million from approximately HKD 2,023.7 million in the previous year[34]. - The group's gross profit margin for the year was approximately 2.3%, down from approximately 3.1% in the previous year[36]. - The company recorded a loss of approximately HKD 239.4 million for the year, compared to a loss of HKD 93.4 million in the previous year[63]. - The loss attributable to the company's owners was approximately HKD 241 million, resulting in a basic and diluted loss per share of HKD 0.5551, compared to HKD 0.2144 in the previous year[64]. Assets and Liabilities - Total assets as of March 31, 2022, were HKD 514,774,000, down from HKD 935,989,000 the previous year, reflecting a decline of approximately 45%[19]. - Total liabilities decreased to HKD 220,074,000 from HKD 402,113,000, a reduction of about 45%[19]. - The company's net asset value as of March 31, 2022, was approximately HKD 294.7 million, compared to HKD 533.9 million in the previous year[71]. - The capital debt ratio was approximately 30.7% as of March 31, 2022, compared to 30.8% in the previous year[72]. Credit Losses - Expected credit losses on financial assets for the year amounted to approximately HKD 245,500,000, an increase of about HKD 139,100,000 from last year's HKD 106,400,000, attributed to severe economic downturn and market volatility[39]. - The total expected credit loss recognized in profit or loss was HKD 245,460,000 for the year, compared to HKD 106,351,000 in the previous year[40]. - The company recorded expected credit losses of approximately HKD 122,700,000 for loans receivable and about HKD 6,800,000 for interest receivable, significantly up from HKD 5,900,000 and HKD 100,000 respectively in the previous year[47]. - The increase in expected credit losses was primarily due to loans and interest receivable totaling approximately HKD 111,800,000 and HKD 4,400,000 being overdue for more than 60 days[47]. - The expected credit loss for receivables from cash clients amounted to approximately HKD 116 million, a significant increase from HKD 12.4 million in the previous year, primarily due to market volatility and economic recession[53]. Business Strategy and Market Focus - The company maintained a focus on enhancing operational efficiency and implementing cost-saving measures in response to challenging market conditions[23]. - The company is committed to monitoring market trends and adjusting its business strategies accordingly to respond to varying market conditions[23]. - The group plans to focus on the Greater Bay Area as a primary market and aims to expand market share and enhance competitiveness through mergers and team strengthening[25]. - The company aims to explore opportunities in both trade and financial services to drive future growth[23]. - The ongoing COVID-19 pandemic continued to negatively impact the global economy and the company's operational environment throughout the fiscal year[22]. Operational Efficiency and Cost Management - General and administrative expenses decreased by approximately HKD 3,400,000 compared to the previous year, primarily due to a reduction in legal and professional fees by about HKD 1,400,000 and employee benefits by approximately HKD 1,900,000[38]. - The company has implemented collection procedures for overdue loans, including contacting customers and negotiating repayment arrangements, especially during the COVID-19 pandemic[46]. Governance and Compliance - The company has complied with all relevant laws and regulations without any significant violations during the year[114]. - The board of directors has confirmed the independence of all independent non-executive directors[120]. - The company has established a Corporate Governance Committee to oversee governance policies and compliance with regulations[193]. - The audit committee reviewed the audited consolidated financial statements for the fiscal year ending March 31, 2022, confirming compliance with applicable accounting standards[159]. Shareholder Information - The company did not engage in any fundraising activities during the year[75]. - The board did not recommend the payment of a final dividend for the year ended March 31, 2022[82]. - The company has a total distributable reserve of approximately HKD 98.4 million as of March 31, 2022[105]. - The five largest customers accounted for about 95.0% of total sales, with the largest customer contributing approximately 82.2%[111]. - The five largest suppliers represented around 98.5% of total purchases, with the largest supplier accounting for 53.2%[111]. Employee and Director Information - Employee benefit expenses, including director remuneration, totaled approximately HKD 14.5 million for the year, down from HKD 17.3 million in the previous year[81]. - The company has established procedures for the appointment, re-election, and removal of directors as per its articles of association[180]. - The board aims to achieve gender diversity by appointing female members by December 31, 2024, as currently, all board members are male[186]. Environmental and Social Responsibility - The company is committed to high environmental and social standards to ensure sustainable business practices[116]. - The company encourages employee participation in environmental and social activities to contribute to the community[116].

Huabang Technology Holdings Limited Interim Report 2021 中期報告 INTERIM REPORT 華邦科技控股有限公司 HUABANG TECHNOLOGY HOLDINGS LIMITED (Incorporated in the Cayman Islands with limited liability) (Stock code: 3638) (於開曼群島註冊成立之有限公司) (股份代號 : 3638) 中期報告 2021 2021 目錄 頁次 2 公司資料 5 簡明合併收益表 6 簡明合併綜合收益表 7 簡明合併財務狀況表 9 簡明合併權益變動表 11 簡明合併現金流量表 12 中期簡明合併財務資料附註 32 管理層討論與分析 39 其他資料 a 2016 PL 13 10 10 11 公司資料 執行董事 陸建明先生（行政總裁及主席） 沈薇女士（於二零二一年八月四日辭任） 非執行董事 彭中輝先生（於二零二一年十月三十日辭任） | --- | --- | |----------------|-------| | | | | | | | | | | | ...

華邦科技控股有限公司 HUABANG TECHNOLOGY HOLDINGS LIMITED (Incorporated in the Cayman Islands with limited liability) (Stock code: 3638) (於開曼群島註冊成立之有限公司) (股份代號 : 3638) 2021 2021 年報 ANNUAL REPORT 目錄 頁次 2 公司資料 4 財務概要 5 主席報告 7 管理層討論與分析 14 董事及高級管理層的履歷詳情 17 董事會報告 30 企業管治報告 41 環境、社會及管治報告 56 獨立核數師報告 63 合併收益表 64 合併綜合收益表 65 合併財務狀況表 67 合併權益變動表 69 合併現金流量表 70 合併財務報表附註 ness and of the start of the start of the start of the states 公司資料 授權代表 執行董事 陸建明先生（行政總裁及主席） 沈薇女士（於二零二一年一月十五日獲委任） 非執行董事 彭中輝先生 | --- | --- | |----------------|------- ...

Interim Report 2020 中期報告 INTERIM REPORT (於開曼群島註冊成立之有限公司) (股份代號 : 3638) (Incorporated in the Cayman Islands with limited liability) (Stock code: 3638) 中期報告 2020 2020 n 2017 11:15 PM Intelled 目錄 頁次 2 公司資料 5 簡明合併收益表 6 簡明合併綜合收益表 7 簡明合併財務狀況表 9 簡明合併權益變動表 11 簡明合併現金流量表 12 中期簡明合併財務資料附註 27 管理層討論與分析 35 其他資料 公司資料 | --- | |----------| | | | | | | | | | | | | | | | | | | | | | | | （主席） | | | | | | --- | --- | |------------|-------| | | | | | | | | | | | | | 提名委員會 | | | | | | 盧康成先生 | | | | | | 陸建明先生 | | | 李華強先生 | | 企業管治委員 ...

[Company Information](index=2&type=section&id=%E5%85%AC%E5%8F%B8%E8%B3%87%E6%96%99) [Basic Company Information](index=2&type=section&id=%E5%85%AC%E5%8F%B8%E5%9F%BA%E6%9C%AC%E8%B3%87%E8%A8%8A) This section provides core company information including basic registration details, board and committee members, main office addresses, legal advisors, auditors, and principal bankers - Chairman and CEO is Mr. Lu Jianming[6](index=6&type=chunk) - The Company's auditor is BDO Limited[23](index=23&type=chunk) - The Company is listed on the Main Board of the Stock Exchange of Hong Kong, stock code 3638[23](index=23&type=chunk) [Financial Highlights](index=4&type=section&id=%E8%B2%A1%E5%8B%99%E6%91%98%E8%A6%81) [Five-Year Financial Summary](index=4&type=section&id=%E4%BA%94%E5%B9%B4%E8%B2%A1%E5%8B%99%E6%95%B8%E6%93%9A%E6%91%98%E8%A6%81) This section summarizes the Group's performance and financial position over the past five financial years, showing a turnaround to profit in FY2020 with significant growth in total assets and liabilities | Metric (Thousand HKD) | 2020 | 2019 | 2018 | 2017 | 2016 | | :--- | :--- | :--- | :--- | :--- | :--- | | **Performance** | | | | | | | Revenue | 933,638 | 844,552 | 683,410 | 836,542 | 1,206,159 | | Gross Profit | 66,157 | 56,330 | 55,967 | 34,221 | 61,630 | | Profit/(Loss) for the Year | 9,742 | (34,717) | 9,211 | 5,389 | 23,448 | | Profit/(Loss) for the Year Attributable to Owners of the Company | 5,607 | (34,717) | 9,211 | 5,389 | 23,448 | | **Financial Position** | | | | | | | Total Assets | 1,061,936 | 813,916 | 607,643 | 414,029 | 476,942 | | Total Liabilities | 435,013 | 178,594 | 68,602 | 4,204 | 211,463 | | Total Equity | 626,923 | 635,322 | 539,041 | 409,825 | 265,479 | [Chairman's Statement](index=5&type=section&id=%E4%B8%BB%E5%B8%AD%E5%A0%B1%E5%91%8A) [Chairman's Statement](index=5&type=section&id=%E4%B8%BB%E5%B8%AD%E5%A0%B1%E5%91%8A) The Chairman's Statement highlights the Group's significant achievements this year despite challenges, with total revenue growing to approximately **HKD 933.6 million** and a successful turnaround to a profit attributable to owners of approximately **HKD 5.6 million** - This year, the Group achieved a performance turnaround in a challenging macro environment, including the Sino-US trade dispute and the COVID-19 outbreak[26](index=26&type=chunk) Financial Highlights | Financial Metric | This Year (approx. HKD) | Prior Year (approx. HKD) | Change | | :--- | :--- | :--- | :--- | | Total Revenue | 933.6 million | 844.6 million | Increased by 89 million | | Profit/(Loss) Attributable to Owners of the Company | 5.6 million | (34.7 million) | Turned profitable | - Looking ahead, the Group is confident in its development, will focus on the China Greater Bay Area, and actively seek new business opportunities in financial services or other industries to expand revenue streams[27](index=27&type=chunk) [Management Discussion and Analysis](index=7&type=section&id=%E7%AE%A1%E7%90%86%E5%B1%A4%E8%A8%8E%E8%AB%96%E8%88%87%E5%88%86%E6%9E%90) [Business Review and Outlook](index=7&type=section&id=%E6%A5%AD%E5%8B%99%E5%9B%9E%E9%A1%A7%E5%8F%8A%E5%B1%95%E6%9C%9B) The Group's computer business revenue grew by **11.6%**, while financial services business operating profit turned profitable despite a revenue decrease, with future focus on monitoring the pandemic and seeking new opportunities [Computer and Peripheral Products Business](index=8&type=section&id=%E9%9B%BB%E8%85%A6%E5%8F%8A%E5%91%A8%E9%82%8A%E7%94%A2%E5%93%81%E6%A5%AD%E5%8B%99) Despite challenges, the computer and peripheral products business segment achieved revenue growth to approximately **HKD 904 million**, an **11.6%** increase from the prior year, through effective strategies - Revenue from the computer and peripheral products business segment increased from approximately **HKD 810 million** to approximately **HKD 904 million**, an increase of approximately **11.6%**[31](index=31&type=chunk) - This growth was achieved against the challenging backdrop of the Sino-US trade war, the COVID-19 outbreak, and a global economic slowdown[31](index=31&type=chunk) [Financial Services Business](index=8&type=section&id=%E9%87%91%E8%9E%8D%E6%9C%8D%E5%8B%99%E6%A5%AD%E5%8B%99) The financial services business segment's total revenue decreased, but operating profit turned profitable at approximately **HKD 14.4 million**, driven by profitable securities brokerage and money lending operations Financial Services Business Segment Performance | Financial Services Business Segment | Revenue (Thousand HKD) | Operating Profit/(Loss) (Thousand HKD) | | :--- | :--- | :--- | | **2020** | **29,600** | **14,400** | | - Securities Brokerage Business | 17,500 | 6,100 | | - Advisory Services Business | 0 | (2,400) | | - Money Lending Business | 12,100 | 10,700 | | **2019** | **34,600** | **(24,300)** | | - Securities Brokerage Business | 10,800 | (25,800) | | - Advisory Services Business | 18,900 | 4,300 | | - Money Lending Business | 4,900 | (2,800) | [Outlook](index=9&type=section&id=%E5%B1%95%E6%9C%9B) Management is confident in the Group's future, committed to steady development, and actively seeking new business opportunities to expand and diversify revenue streams for shareholder value creation - The Group will closely monitor the development of the COVID-19 pandemic and its impact on financial position and operating results[36](index=36&type=chunk) - The Group is committed to seeking new business opportunities to further expand and diversify revenue sources, bringing substantial returns to shareholders[36](index=36&type=chunk) [Financial Review](index=9&type=section&id=%E8%B2%A1%E5%8B%99%E5%9B%9E%E9%A1%A7) The Group's total revenue increased to **HKD 933.6 million**, driven by the computer business, with gross profit margin slightly up to **7.1%**, and effective cost control leading to a **HKD 9.7 million** annual profit Financial Performance Summary | Item | 2020 (Thousand HKD) | 2019 (Thousand HKD) | Reason for Change | | :--- | :--- | :--- | :--- | | Total Revenue | 933,600 | 844,600 | Increase in computer and peripheral products business revenue[38](index=38&type=chunk) | | Gross Profit Margin | 7.1% | 6.7% | Stable gross profit margin for computer and peripheral products[38](index=38&type=chunk) | | General and Administrative Expenses | (Decreased by approx. 10,500) | - | Decrease in employee benefit expenses and goodwill impairment[40](index=40&type=chunk) | | Expected Credit Losses on Financial Assets | (Decreased by approx. 32,400) | - | Decrease in expected credit losses on amounts due from cash clients[41](index=41&type=chunk) | | Finance Costs | 9,500 | 3,600 | Increase in interest expenses due to higher bank borrowings[44](index=44&type=chunk) | | Profit/(Loss) for the Year | 9,700 | (34,700) | Turned profitable due to the above factors[46](index=46&type=chunk) | - Profit for the year attributable to owners of the Company was approximately **HKD 5.6 million**, achieving basic earnings per share of **HKD 0.13 cents**, compared to a basic loss per share of **HKD 0.81 cents** last year[47](index=47&type=chunk) [Liquidity and Financial Resources](index=11&type=section&id=%E6%B5%81%E5%8B%95%E8%B3%87%E9%87%91%E3%80%81%E8%B2%A1%E5%8B%99%E8%B3%87%E6%BA%90%E3%80%81%E7%87%9F%E9%81%8B%E8%B3%87%E9%87%91%E5%8F%8A%E5%BA%AB%E5%8B%99%E6%94%BF%E7%AD%96) The Group maintained a sound financial position with approximately **HKD 117.7 million** in cash and cash equivalents and **HKD 626.9 million** in net assets as of March 31, 2020, supported by a current ratio of approximately **1.7** Financial Position Indicators (as of March 31) | Financial Position Indicators (as of March 31) | 2020 (Thousand HKD) | 2019 (Thousand HKD) | | :--- | :--- | :--- | | Cash and Cash Equivalents | 117,700 | 201,700 | | Net Assets | 626,900 | 635,300 | | Bank Borrowings Balance | 342,800 | 156,500 | | Net Current Assets | 282,400 | 254,200 | | Current Ratio | Approx. 1.7 | Approx. 2.4* | - The Group adopts a prudent treasury policy, managing credit and liquidity risks through continuous credit assessment and monitoring of liquidity positions[51](index=51&type=chunk) [Capital Structure and Fundraising Activities](index=13&type=section&id=%E8%B3%87%E6%9C%AC%E6%9E%B6%E6%A7%8B%E5%8F%8A%E9%9B%86%E8%B3%87%E6%B4%BB%E5%8B%95) The Company's capital consists solely of **4,384,782,000** ordinary shares issued as of March 31, 2020, with no fundraising activities undertaken during the year - The Company's capital comprises only ordinary shares[54](index=54&type=chunk) - As of March 31, 2020, the number of issued and fully paid ordinary shares was **4,384,782,000**[56](index=56&type=chunk) - The Company did not undertake any fundraising activities during the year[55](index=55&type=chunk) [Employees and Remuneration Policy](index=14&type=section&id=%E5%83%B1%E5%93%A1%E5%8F%8A%E8%96%AA%E9%85%AC%E6%94%BF%E7%AD%96) As of March 31, 2020, the Group had **35** employees, with total staff welfare expenses of approximately **HKD 16.6 million**, and offers competitive remuneration and incentive schemes - As of March 31, 2020, the Group had **35** employees[62](index=62&type=chunk) - For the year ended March 31, 2020, staff welfare expenses (including directors' emoluments) totaled approximately **HKD 16.6 million**, a decrease from **HKD 21.2 million** last year[62](index=62&type=chunk) [Use of Proceeds](index=15&type=section&id=%E6%89%80%E5%BE%97%E6%AC%BE%E9%A0%85%E7%94%A8%E9%80%94) The Board decided to reallocate the remaining **HKD 1.4 million** of unused net proceeds from the listing to focus on computer and peripheral products procurement, optimizing financial resource utilization - The Board decided to reallocate the remaining unused net proceeds to focus more on the computer and peripheral products trading business, which the directors believe will help the Company utilize its financial resources more effectively[67](index=67&type=chunk)[70](index=70&type=chunk) Use of Proceeds (Thousand HKD) | Use of Proceeds (Thousand HKD) | Planned Use | Actual Amount Used as of March 31, 2020 | Unused Proceeds as of March 31, 2020 | | :--- | :--- | :--- | :--- | | Increase Market Share | 13,140 | 11,723 | 1,417 | | Enhance R&D and Design Capabilities | 13,860 | 1,885 | 0 | | Strengthen Quality Control and Increase Production Capacity | 5,400 | 2,478 | 0 | | General Working Capital | 3,600 | 3,600 | 0 | | Procurement of Computer and Peripheral Products | - | 14,897 | 0 | | **Total** | **36,000** | **34,583** | **1,417** | [Biographies of Directors and Senior Management](index=16&type=section&id=%E8%91%A3%E4%BA%8B%E5%8F%8A%E9%AB%98%E7%B4%9A%E7%AE%A1%E7%90%86%E5%B1%A4%E7%9A%84%E5%B1%A5%E6%AD%B7%E8%A9%B3%E6%83%85) [Biographies of Directors and Senior Management](index=16&type=section&id=%E8%91%A3%E4%BA%8B%E5%8F%8A%E9%AB%98%E7%B4%9A%E7%AE%A1%E7%90%86%E5%B1%A4%E7%9A%84%E5%B1%A5%E6%AD%B7%E8%A9%B3%E6%83%85) This section details the personal biographies of the Company's executive, non-executive, and independent non-executive directors, as well as senior management, including their roles, experience, and other public company positions - Mr. Lu Jianming is the Group's founder, Chairman, and CEO, responsible for the Group's overall management, operations, and strategic development[73](index=73&type=chunk) - Mr. Wong Kwok Ming is the Group's General Manager, CFO, and Company Secretary, responsible for the Group's overall business and financial management[81](index=81&type=chunk) - Non-executive Director Mr. Peng Zhonghui was criticized by the Stock Exchange for his conduct during his previous tenure at another listed company and is required to complete relevant training[75](index=75&type=chunk) [Directors' Report](index=19&type=section&id=%E8%91%A3%E4%BA%8B%E6%9C%83%E5%A0%B1%E5%91%8A) [Principal Business and Results](index=20&type=section&id=%E4%B8%BB%E8%A6%81%E6%A5%AD%E5%8B%99%E5%8F%8A%E6%A5%AD%E7%B8%BE) This report reviews the Group's business performance as an investment holding company, with no dividends recommended, noting high customer and supplier concentration, and confirming compliance with laws and regulations - The Company is an investment holding company, with details of its principal subsidiaries listed in notes 15 and 16 to the financial statements[84](index=84&type=chunk)[85](index=85&type=chunk) - The Board does not recommend a final dividend for the year ended March 31, 2020[89](index=89&type=chunk) - Customer concentration is high: the largest customer accounted for approximately **44.7%** of total sales, and the top five customers accounted for approximately **93.3%**[104](index=104&type=chunk) - Supplier concentration is high: the largest supplier accounted for approximately **37.1%** of total purchases, and the top five suppliers accounted for approximately **85.9%**[104](index=104&type=chunk) [Directors and Equity Interests](index=24&type=section&id=%E8%91%A3%E4%BA%8B%E5%8F%8A%E8%82%A1%E6%AC%8A) This section discloses Board members and changes, confirms independent non-executive directors' independence, and details directors' and major shareholders' interests, with Chairman Mr. Lu Jianming and his spouse holding over **58%** of the Company's shares - Chairman Mr. Lu Jianming is deemed to be interested in approximately **58.4%** of the Company's issued share capital (**55.07%** through controlled corporations, **3.33%** beneficially owned)[117](index=117&type=chunk) - Ms. Shen Wei, as Mr. Lu Jianming's spouse, is deemed to have an interest in a total of **58.4%** of the shares[121](index=121&type=chunk)[122](index=122&type=chunk) - In addition to the controlling shareholders, BOCOM International Securities Limited and New Bond Financial Group Limited respectively hold approximately **7.91%** and **5.27%** of the Company's share interests[121](index=121&type=chunk) [Share Option Scheme and Share Award Scheme](index=27&type=section&id=%E8%B3%BC%E8%82%A1%E6%AC%8A%E8%A8%88%E5%8A%83%E5%8F%8A%E8%82%A1%E4%BB%BD%E7%8D%8E%E5%8B%B5%E8%A8%88%E5%88%83) This section outlines the Company's share option and share award schemes, noting that **127,901,333** share options lapsed and no options were exercised or awarded shares granted during the year, despite the trustee purchasing **41,484,000** Company shares - For the year ended March 31, 2020, a total of **127,901,333** share options lapsed, and no share options were exercised[128](index=128&type=chunk)[133](index=133&type=chunk) - Under the share award scheme, the trustee purchased **41,484,000** Company shares during the year at a total cost of approximately **HKD 21.135 million**[136](index=136&type=chunk) - For the year ended March 31, 2020, the Company did not grant any awarded shares under the share award scheme[137](index=137&type=chunk) [Compliance and Governance](index=30&type=section&id=%E5%90%88%E8%A6%8F%E8%88%87%E7%AE%A1%E6%B2%BB) This section confirms the Group's compliance with non-competition undertakings, directors' securities trading codes, proper disclosure of connected transactions, maintenance of public float, and the Audit Committee's review of financial statements and auditor re-appointment - The controlling shareholder has complied with the non-competition undertaking, as reviewed and confirmed by the independent non-executive directors[144](index=144&type=chunk) - The Company confirmed that it maintained a sufficient public float of not less than **25%** during the year and up to the date of this report[150](index=150&type=chunk) - The Company appointed BDO Limited as the new auditor on February 28, 2020, to fill the vacancy left by the retirement of Ernst & Young[159](index=159&type=chunk) [Corporate Governance Report](index=34&type=section&id=%E4%BC%81%E6%A5%AD%E7%AE%A1%E6%B2%BB%E5%A0%B1%E5%91%8A) [Corporate Governance Overview](index=34&type=section&id=%E4%BC%81%E6%A5%AD%E7%AE%A1%E6%B2%BB%E6%A6%82%E8%BF%B0) The Board is committed to high corporate governance standards, adopting and complying with the Listing Rules' Corporate Governance Code, establishing a Corporate Governance Committee, and ensuring all directors comply with securities trading codes - The Company has adopted the Corporate Governance Code set out in Appendix 14 of the Listing Rules and complied with its provisions during the year[162](index=162&type=chunk) - All directors confirmed compliance with the code of conduct regarding directors' securities transactions during the year[164](index=164&type=chunk) [The Board](index=35&type=section&id=%E8%91%A3%E4%BA%8B%E6%9C%83) The Board, comprising five directors, leads and oversees the Company, with the Chairman and CEO roles combined for strong leadership and efficient decision-making, and all directors engaging in continuous professional development - The Board currently comprises five directors: one executive director, one non-executive director, and three independent non-executive directors[165](index=165&type=chunk) - The roles of Chairman and Chief Executive Officer are combined and held by Mr. Lu Jianming, which the Board believes facilitates strong and consistent leadership, enabling effective decision-making[181](index=181&type=chunk) - All directors have participated in continuous professional development to enhance their knowledge and skills, in compliance with the Corporate Governance Code[172](index=172&type=chunk) [Board Committees](index=39&type=section&id=%E8%91%A3%E4%BA%8B%E5%A7%94%E5%93%A1%E6%9C%83) The Company has established Remuneration, Nomination, Audit, and Corporate Governance Committees, each composed of directors with relevant expertise, to assist the Board in fulfilling its responsibilities through regular meetings and adherence to their terms of reference - The Remuneration Committee, composed of two independent non-executive directors and the Chairman, is responsible for formulating remuneration policies and making recommendations to the Board[186](index=186&type=chunk) - The Nomination Committee, composed of two independent non-executive directors and the Chairman, is responsible for reviewing Board composition, nominating directors, and assessing independence[188](index=188&type=chunk) - The Audit Committee, composed of three independent non-executive directors, is responsible for reviewing financial statements, monitoring internal control and risk management systems, and advising on auditor appointment[190](index=190&type=chunk)[194](index=194&type=chunk) - The Corporate Governance Committee is responsible for formulating and reviewing corporate governance policies and overseeing director and senior management training and compliance[195](index=195&type=chunk) [Accountability, Internal Control and Communication with Shareholders](index=42&type=section&id=%E5%95%8F%E8%B2%AC%E6%80%A7%E3%80%81%E5%85%A7%E9%83%A8%E7%9B%A3%E6%8E%A7%E5%8F%8A%E8%82%A1%E6%9D%B1%E6%BA%9D%E9%80%9A) The Board is responsible for preparing true and fair financial statements, maintains effective internal control and risk management systems, and communicates with shareholders through various channels, including clear procedures for inquiries and convening meetings - The Board is fully responsible for the Group's internal control and risk management, and considers the systems adopted for the year ended March 31, 2020, to be sound and effective[202](index=202&type=chunk)[204](index=204&type=chunk) - For the year ended March 31, 2020, audit service fees paid to auditor BDO Limited were approximately **HKD 1 million**, with no non-audit service fees[205](index=205&type=chunk) - The Company provides clear procedures guiding shareholders on how to convene extraordinary general meetings and how to submit inquiries to the Board[207](index=207&type=chunk)[210](index=210&type=chunk)[211](index=211&type=chunk) [Environmental, Social and Governance Report](index=44&type=section&id=%E7%92%B0%E5%A2%83%E3%80%81%E7%A4%BE%E6%9C%83%E5%8F%8A%E7%AE%A1%E6%B2%BB%E5%A0%B1%E5%91%8A) [Environmental](index=48&type=section&id=%E7%92%B0%E5%A2%83) The Group, despite minimal environmental impact, is committed to green operations and 4R principles, complying with all environmental regulations, and reporting on greenhouse gas emissions, waste management, and resource consumption Greenhouse Gas Emissions (FY2020) | Greenhouse Gas Emissions (FY2020) | CO2e Emissions (kg) | | :--- | :--- | | Scope 1 - Direct Emissions | 11,286.8 | | Scope 2 - Indirect Emissions | 45,424.5 | | Scope 3 - Other Indirect Emissions | 17,499.3 | | **Total Emissions** | **74,210.6** | | **Emission Intensity** | **2,120.3 kg/employee** | Resource Consumption (FY2020) | Resource Consumption (FY2020) | Total Consumption | Intensity (per employee) | | :--- | :--- | :--- | | Electricity | 68,825 kWh | 1,966 kWh | | Water | 52 cubic meters | 1.5 cubic meters | | Paper | 375 kg | 10.7 kg | - The Group's operations did not generate any hazardous waste; non-hazardous waste primarily consisted of paper and solid waste from offices, managed through paperless office initiatives and waste paper recycling[243](index=243&type=chunk) [Social](index=53&type=section&id=%E7%A4%BE%E6%9C%83) The Group prioritizes talent, strictly adheres to labor laws, prohibits child and forced labor, provides a safe and healthy work environment, competitive remuneration, and continuous training, fostering a fair and diverse workplace with no work-related fatalities or injuries this year - As of March 31, 2020, the Group employed **35** employees, of whom **94%** were in Hong Kong, with an annual turnover rate of **32%**[263](index=263&type=chunk) - The Group strictly prohibits the employment of child or forced labor and verifies identity documents during recruitment, with no violations found this year[259](index=259&type=chunk)[267](index=267&type=chunk) - The Group provides induction training and diverse on-the-job training to employees to enhance their knowledge and professional skills, supporting their career development[266](index=266&type=chunk) - During the year, the Group had no work-related fatalities or injuries, nor any violations of occupational health and safety laws and regulations[264](index=264&type=chunk) [Operating Practices](index=56&type=section&id=%E7%B6%93%E7%87%9F%E5%81%9A%E6%B3%95) The Group focuses on long-term supplier relationships and product quality, strictly protecting customer data and intellectual property, enforcing anti-corruption policies with no violations this year, and plans to review its minimal community investment - The Group collaborates with **19** suppliers, **16** of whom are located in Hong Kong, aiming to maintain long-term stable cooperative relationships[271](index=271&type=chunk)[272](index=272&type=chunk) - The Group strictly complies with data privacy regulations and received no complaints regarding violations of customer data and privacy this year[274](index=274&type=chunk)[275](index=275&type=chunk) - The Group formulates and strictly enforces anti-corruption policies, with no legal cases concerning corrupt practices against the Group or employees occurring this year[278](index=278&type=chunk) - Community investment contributions were minimal this year as resources were primarily allocated to business expansion, and related policies will be reviewed in the future[279](index=279&type=chunk) [Independent Auditor's Report](index=58&type=section&id=%E7%8D%A8%E7%AB%8B%E6%A0%B8%E6%95%B8%E5%B8%AB%E5%A0%B1%E5%91%8A) [Independent Auditor's Report](index=58&type=section&id=%E7%8D%A8%E7%AB%8B%E6%A0%B8%E6%95%B8%E5%B8%AB%E5%A0%B1%E5%91%8A) The auditor, BDO Limited, issued an unmodified opinion on the Group's consolidated financial statements for FY2020, highlighting key audit matters such as goodwill and loan impairment assessments, and noting the prior year's audit by a different firm - The auditor issued an unmodified opinion on the consolidated financial statements[282](index=282&type=chunk) - Key audit matters include: - **Impairment assessment of goodwill**: Involves significant judgment on future cash flow forecasts for cash-generating units, particularly assumptions like revenue growth rates, operating profit margins, and discount rates - **Impairment assessment of loans receivable and amounts due from cash clients**: Involves significant management judgment and estimates regarding credit risk, expected credit loss models, and input selection[287](index=287&type=chunk)[289](index=289&type=chunk) - The report mentioned that the consolidated financial statements for the year ended March 31, 2019, were audited by another independent auditor[284](index=284&type=chunk) [Consolidated Financial Statements](index=64&type=section&id=%E5%90%88%E4%BD%B5%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8) [Key Financial Statements](index=64&type=section&id=%E5%90%88%E4%BD%B5%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8) This section presents the Group's core financial statements for the year ended March 31, 2020, showing **HKD 933.6 million** in revenue, a **HKD 9.74 million** annual profit, and total assets increasing to **HKD 1,061.9 million** Key Financial Metrics | Metric (Thousand HKD) | 2020 | 2019 | | :--- | :--- | :--- | | **Consolidated Statement of Profit or Loss** | | | | Revenue | 933,638 | 844,552 | | Gross Profit | 66,157 | 56,330 | | Profit/(Loss) for the Year | 9,742 | (34,717) | | Profit/(Loss) Attributable to Owners of the Company | 5,607 | (34,717) | | **Consolidated Statement of Financial Position (as of March 31)** | | | | Total Assets | 1,061,936 | 813,916 | | Total Liabilities | 435,013 | 178,594 | | Total Equity | 626,923 | 635,322 | | **Consolidated Statement of Cash Flows** | | | | Net Cash Flows Used in Operating Activities | (228,521) | (20,889) | | Net Cash Flows Used in Investing Activities | (11,358) | (241,992) | | Net Cash Flows From Financing Activities | 155,577 | 264,330 | [Notes to the Consolidated Financial Statements](index=71&type=section&id=%E5%90%88%E4%BD%B5%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8%E9%99%84%E8%A8%BB) [Note 4: Significant Accounting Judgments and Estimates](index=107&type=section&id=%E9%99%84%E8%A8%BB%204%20%E9%87%8D%E5%A4%A7%E6%9C%83%E8%A8%88%E5%88%A4%E6%96%B7%E5%8F%8A%E4%BC%B0%E8%A8%88) This note explains management's significant judgments in revenue recognition and key estimation uncertainties, including expected credit loss provisions, asset useful lives, income tax, and impairment assessments of non-current assets and goodwill - Management made significant judgments in revenue recognition, particularly in identifying performance obligations and the timing of recognizing revenue from IPO sponsorship services[495](index=495&type=chunk) - Key sources of estimation uncertainty include: - Expected Credit Loss (ECL) provisions for trade receivables and other financial assets - Useful lives of property, plant and equipment, and intangible assets - Calculation of current and deferred income tax - Impairment testing of non-current assets and goodwill[499](index=499&type=chunk)[501](index=501&type=chunk)[504](index=504&type=chunk)[505](index=505&type=chunk)[506](index=506&type=chunk) [Note 5: Financial Risk Management](index=111&type=section&id=%E9%99%84%E8%A8%BB%205%20%E8%B2%A1%E5%8B%99%E9%A2%A8%E9%9A%AA%E7%AE%A1%E7%90%86) This note details the Group's financial risk management, covering market, credit, and liquidity risks, managed through exposure monitoring and prudent policies, with a gearing ratio of **22.7%** as of the reporting period end - The Group faces foreign currency risk (primarily related to RMB and USD), equity securities price risk, and cash flow interest rate risk[513](index=513&type=chunk)[517](index=517&type=chunk)[518](index=518&type=chunk) - Credit risk exists in receivables from trading, money lending, and securities businesses; the Group manages this through customer credit assessment and regular review of collateral[521](index=521&type=chunk)[522](index=522&type=chunk)[525](index=525&type=chunk) - The Group ensures fund availability through prudent liquidity risk management, with a gearing ratio of **22.7%** as of March 31, 2020[541](index=541&type=chunk)[546](index=546&type=chunk) [Note 6: Revenue and Segment Information](index=120&type=section&id=%E9%99%84%E8%A8%BB%206%20%E6%94%B6%E5%85%A5%E5%8F%8A%E5%88%86%E9%83%A8%E8%B3%87%E6%96%99) This note details the Group's total revenue of **HKD 933.6 million**, primarily from computer and peripheral products, and its two reportable segments, highlighting high customer concentration with the top four customers accounting for **92%** of total revenue Segment Performance (as of March 31, 2020) | Segment (as of March 31, 2020) | Revenue (Thousand HKD) | Adjusted Operating Profit (Thousand HKD) | | :--- | :--- | :--- | | Computer and Peripheral Products Business | 904,005 | 27,763 | | Financial Services Business | 29,633 | 14,366 | | **Total** | **933,638** | **42,129** | - Customer concentration is very high; for the year ended March 31, 2020, four customers individually accounted for approximately **45%**, **23%**, **12%**, and **12%** of the Group's revenue, totaling **92%**[572](index=572&type=chunk) - The Group's non-current assets are primarily located in Hong Kong (**HKD 329 million**) and Mainland China (**HKD 8.86 million**)[573](index=573&type=chunk) [Note 14: Intangible Assets](index=133&type=section&id=%E9%99%84%E8%A8%BB%2014%20%E7%84%A1%E5%BD%A2%E8%B3%87%E7%94%A2) This note discloses the Group's intangible assets, with a net book value of **HKD 53.254 million** as of March 31, 2020, primarily goodwill from securities brokerage acquisition, which was tested for impairment and found to require no further impairment this year Intangible Assets (as of March 31, 2020) | Intangible Assets (as of March 31, 2020) | Net Book Value (Thousand HKD) | | :--- | :--- | | Goodwill | 52,013 | | Money Lenders' Licenses | 453 | | Contract Customer Relationships | 788 | | **Total** | **53,254** | - Goodwill is primarily allocated to the securities brokerage cash-generating unit; management performed an impairment test using key assumptions including revenue growth rates (**5%-55.6%**), perpetual growth rate (**3%**), and pre-tax discount rate (**16.5%**), concluding no impairment was needed[611](index=611&type=chunk)[615](index=615&type=chunk)[618](index=618&type=chunk) - For the year ended March 31, 2019, a full impairment loss of **HKD 4.641 million** was recognized for goodwill related to the corporate finance cash-generating unit due to reduced forecast prospects for the corporate finance business[614](index=614&type=chunk) [Note 39: Directors' Benefits and Interests](index=182&type=section&id=%E9%99%84%E8%A8%BB%2039%20%E8%91%A3%E4%BA%8B%E5%88%A9%E7%9B%8A%E5%8F%8A%E6%AC%8A%E7%9B%8A) This note details directors' remuneration, with total emoluments decreasing significantly to approximately **HKD 3.223 million** for the year ended March 31, 2020, and confirms no directors waived emoluments or received significant loans Directors' Remuneration (For the year ended March 31) | Directors' Remuneration (For the year ended March 31) | 2020 (Thousand HKD) | 2019 (Thousand HKD) | | :--- | :--- | :--- | | Executive Directors | 2,332 | 3,748 | | Non-executive Directors | 400 | 3,683 | | Independent Non-executive Directors | 491 | 562 | | **Total** | **3,223** | **7,993** | - Executive Director Mr. Lu Jianming's total emoluments for the year were **HKD 1,818,000**[854](index=854&type=chunk) - During the reporting period, no significant loans, transactions, or arrangements were provided to directors, their controlled corporations, or related entities[875](index=875&type=chunk)[876](index=876&type=chunk)

Interim Report 2019 中期報告 INTERIM REPORT (於開曼群島註冊成立之有限公司) (股份代號 : 3638) (Incorporated in the Cayman Islands with limited liability) (Stock code: 3638) 中期報告 2019 2019 nest of the larges 目錄 頁次 2 公司資料 5 簡明合併收益表 6 簡明合併綜合收益表 7 簡明合併財務狀況表 9 簡明合併權益變動表 11 簡明合併現金流量表 12 中期簡明合併財務資料附註 27 管理層討論與分析 34 董事及高級管理層的履歷詳情 37 其他資料 公司資料 執行董事 提名委員會 陸建明先生（行政總裁及主席） 藍沛樂先生（於二零一九年四月十二日由非執行董事 調任為執行董事；於二零一九年九月一日辭任執 行董事並不再擔任副主席） 劉詠詩女士（於二零一九年四月十二日辭任） 盧康成先生（主席） 陸建明先生 李華強先生 企業管治委員會 黃國明先生（主席） 陸建明先生（於二零一九年九月一日獲委任） 盧康成先生（於二零一九年九月一日獲委任） 陸芹珍女士（於二零一 ...

ANNUAL REPORT (於開曼群島註冊成立之有限公司) (股份代號 : 3638) (Incorporated in the Cayman Islands with limited liability) (Stock code: 3638) 2019 2019 年報 目錄 are and and the country of the see 頁次 | --- | --- | |-------|----------------------------| | | | | 2 | 公司資料 | | 4 | 財務概要 | | 5 | 主席報告 | | 7 | 管理層討論與分析 | | 14 | 董事及高級管理層的履歷詳情 | | 18 | 董事會報告 | | 34 | 企業管治報告 | | 43 | 環境、社會及管治報告 | | 49 | 獨立核數師報告 | | 55 | 合併財務狀況表 | | 57 | 合併收益表 | | 58 | 合併綜合收益表 | | 59 | 合併權益變動表 | | 61 | 合併現金流量表 | | 62 | 合併財務報表附註 | 公司資料 | --- | --- | |------- ...