Revenue Performance - The company's revenue increased by approximately HKD 6.0 million or 3.0% from about HKD 198.8 million for the six months ended September 30, 2023, to about HKD 204.8 million for the six months ended September 30, 2024[10]. - Revenue from the security services segment rose by approximately HKD 6.3 million or 3.4% from about HKD 186.2 million to about HKD 192.5 million during the same period[11]. - Revenue from facilities management services decreased by approximately HKD 0.2 million or 2.0% from about HKD 12.6 million to about HKD 12.3 million due to the termination of cleaning service contracts[12]. - Revenue for the six months ended September 30, 2024, was HKD 204,819,000, an increase of 3.5% compared to HKD 198,800,000 for the same period in 2023[90]. - The revenue from manpower support services increased significantly to HKD 107,214,000, up from HKD 94,840,000, marking a growth of about 13.04%[108]. - The revenue from general security services decreased to HKD 85,192,000 from HKD 91,317,000, a decline of approximately 6.00%[108]. - Total revenue for the six months ended September 30, 2024, was HKD 204,819,000, compared to HKD 198,800,000 for the same period in 2023, representing an increase of approximately 3.5%[113]. Profitability and Income - Profit and total comprehensive income for the period decreased by approximately HKD 5.1 million or 49.1% from about HKD 10.4 million to about HKD 5.3 million[18]. - The net profit margin decreased from approximately 5.2% for the six months ended September 30, 2023, to about 2.6% for the six months ended September 30, 2024[18]. - The company reported a profit before tax of HKD 6,819,000, down 45.6% from HKD 12,543,000 in the previous year[90]. - Total comprehensive income for the period was HKD 5,290,000, a decrease of 49.1% from HKD 10,391,000 in the prior year[90]. - Basic earnings per share for the period was HKD 0.67, down from HKD 1.30 in the same period last year, representing a decline of 48.5%[90]. - The total comprehensive income for the six months ended September 30, 2024, was HKD 5,349,000, down from HKD 10,391,000 for the same period in 2023, representing a decline of approximately 48.6%[120]. Expenses and Costs - Employee benefits expenses increased by approximately HKD 12.6 million or 7.3% from about HKD 173.5 million to about HKD 186.1 million, primarily due to an increase in the workforce following the resumption of cross-border travel between Hong Kong and mainland China[13]. - Tax expenses decreased by approximately HKD 0.6 million or 28.9% from about HKD 2.2 million to about HKD 1.5 million, mainly due to a reduction in taxable profits[17]. - Subcontracting costs decreased by approximately HKD 1.6 million or 35.4% from about HKD 4.6 million to about HKD 3.0 million due to a reduction in the number of subcontracted services[15]. - Other operating expenses remained relatively stable, decreasing by approximately HKD 0.1 million or 0.9% from about HKD 8.0 million to about HKD 7.9 million[16]. - Sales and marketing expenses remained stable at HKD 1.0 million for both periods[14]. - The company incurred financing costs of HKD 89,000 for the six months ended September 30, 2024, compared to HKD 87,000 for the same period in 2023, showing a slight increase[113]. - The company reported a loss on impairment of financial assets of HKD 26,000 for the six months ended September 30, 2024, compared to a loss of HKD 110,000 for the same period in 2023[113]. Cash Flow and Financial Position - As of September 30, 2024, the group's bank balance and cash decreased to approximately HKD 19.3 million, down by about HKD 54.3 million or 73.8% from HKD 73.6 million on March 31, 2024[21]. - The current ratio as of September 30, 2024, was approximately 4.5 times, compared to 5.5 times on March 31, 2024[21]. - Trade receivables and unverified income increased to approximately HKD 210.2 million as of September 30, 2024, from HKD 158.3 million on March 31, 2024[27]. - The remaining performance guarantee deposits amounted to approximately HKD 78.3 million as of September 30, 2024, compared to HKD 56.7 million on March 31, 2024[30]. - The group employed 2,811 employees as of September 30, 2024, an increase from 2,631 employees on March 31, 2024[41]. - Employee costs for the six months ended September 30, 2024, were approximately HKD 186.1 million, compared to HKD 173.5 million for the same period in 2023[41]. - As of September 30, 2024, the total borrowings were approximately HKD 2.3 million, down from HKD 3.0 million on March 31, 2024[21]. - The debt-to-equity ratio as of September 30, 2024, was 1.1%, compared to 1.4% on March 31, 2024[21]. - Current assets increased to HKD 244,451,000 from HKD 241,577,000 as of March 31, 2024[92]. - Current liabilities were HKD 54,582,000, up from HKD 44,260,000 as of March 31, 2024, indicating a rise of 23.4%[92]. - The cash and cash equivalents at the end of the period were HKD 19,315,000, a decrease from HKD 65,240,000 at the end of the previous year, reflecting a decline of approximately 70.49%[97]. - The net cash used in operating activities for the six months ended September 30, 2024, was HKD 53,735,000, compared to HKD 33,835,000 in the same period of 2023, indicating a significant increase in cash outflow[97]. Shareholding and Governance - As of September 30, 2024, the company has a total of 800,000,000 issued shares[50]. - Major shareholders, including International Yongsheng BVI, hold 560,000,000 shares, representing 70.0% of the company's issued share capital[58]. - The company's directors, including Mr. Ma Qiaosheng, Mr. Ma Qiaowu, and Mr. Ma Qiaowen, each hold 560,000,000 shares, also accounting for 70.0% of the issued share capital[58]. - The ownership structure indicates that Mr. Ma Qiaosheng has a controlling interest through his wholly-owned company, Senye Assets Holdings Limited[48]. - The same ownership structure applies to Mr. Ma Qiaowu and Mr. Ma Qiaowen through their respective companies, Wenhua and Jianqiao[49]. - The company has disclosed that there are no other directors or senior management holding any shares or related securities as of September 30, 2024[57]. - The company is governed under the Securities and Futures Ordinance, ensuring compliance with relevant regulations regarding shareholding disclosures[48]. - The directors are considered concert parties under the Securities and Futures Ordinance, which affects their shareholding disclosures[53]. - The company maintains a significant concentration of ownership among its major shareholders, which may impact governance and decision-making[58]. - The report highlights the importance of transparency in shareholding structures to comply with regulatory requirements[51]. - The company has adopted the principles and code provisions of the corporate governance code as of September 30, 2024[72]. - The board believes that the company has complied with the corporate governance code during the six months ended September 30, 2024[73]. - The audit committee, consisting of three independent non-executive directors, reviewed the financial statements for the six months ended September 30, 2024[82]. - There were no conflicts of interest reported among directors or major shareholders in relation to the company's business[77]. Future Plans and Utilization of Proceeds - The group plans to expand its security services and improve operational efficiency to become a leading integrated facilities management service provider in Hong Kong[43]. - The company plans to utilize the unutilized net proceeds for purchasing machinery and upgrading IT infrastructure by March 31, 2025[69]. - The company has utilized approximately HKD 26.1 million of the net proceeds from the GEM listing as of September 30, 2024[69]. - The total net proceeds from the GEM listing amounted to approximately HKD 32.0 million, with HKD 5.9 million remaining unutilized as of September 30, 2024[66]. - The company has not purchased, sold, or redeemed any of its listed securities during the six months ended September 30, 2024[71]. - No interim dividend has been recommended for the six months ended September 30, 2024[70]. - The company has not granted or agreed to grant any share options under the share option scheme as of September 30, 2024[64]. - The company has incurred costs related to hiring security personnel and purchasing patrol vehicles, totaling HKD 14.2 million, which has been fully utilized[66]. - The company has upgraded its IT infrastructure in a cost-effective manner, impacting the planned purchase of machinery and equipment[69]. Asset Management - Non-current assets as of September 30, 2024, totaled HKD 15,571,000, an increase from HKD 13,165,000 as of March 31, 2024[92]. - The company’s trade and other receivables and deposits totaled HKD 222,783,000 as of September 30, 2024, compared to HKD 165,133,000 as of March 31, 2024, reflecting an increase of approximately 34.8%[128]. - The company acquired property, plant, and equipment amounting to HKD 109,000 during the reporting period, a significant decrease from HKD 1,817,000 in the same period last year[122]. - The group generated revenue of HKD 10,202,000 from providing security and facility management services to companies controlled by Mr. Ma Qiaosheng, Mr. Ma Qiaowu, and Mr. Ma Qiaowen during the interim period, compared to HKD 9,993,000 for the six months ended September 30, 2023[135].

Revenue Performance - For the six months ended September 30, 2024, the group's revenue increased by approximately HKD 6.0 million or 3.0% to approximately HKD 204.8 million from approximately HKD 198.8 million for the same period in 2023[11]. - Revenue from the security services segment rose by approximately HKD 6.3 million or 3.4% to approximately HKD 192.5 million, primarily due to a net increase in manpower support services[12]. - Revenue from facilities management services decreased by approximately HKD 0.2 million or 2.0% to approximately HKD 12.3 million, mainly due to the termination of cleaning service contracts[13]. - Total revenue for the six months ended September 30, 2024, was HKD 204,819,000, compared to HKD 198,800,000 for the same period in 2023, representing an increase of approximately 3.5%[114]. - The revenue from general security services decreased to HKD 85,192,000 from HKD 91,317,000, a decline of about 6.2%[109]. - The revenue from manpower support services increased significantly to HKD 107,214,000, up from HKD 94,840,000, marking an increase of approximately 13.04%[109]. Profitability - The total profit and comprehensive income for the six months ended September 30, 2024, decreased by approximately HKD 5.1 million or 49.1% to about HKD 5.3 million from approximately HKD 10.4 million for the six months ended September 30, 2023[19]. - The net profit for the period was HKD 5,290,000, a decrease of 49.1% from HKD 10,391,000 in the previous year[91]. - Basic earnings per share for the period was HKD 0.67, down from HKD 1.30 in the same period last year, representing a decline of 48.5%[91]. - The net profit margin dropped from approximately 5.2% for the six months ended September 30, 2023, to about 2.6% for the six months ended September 30, 2024[19]. - The total comprehensive income for the six months ended September 30, 2024, was HKD 5,349,000, down from HKD 10,391,000 for the same period in 2023, representing a decline of approximately 48.6%[121]. Expenses and Costs - Employee benefits expenses increased by approximately HKD 12.6 million or 7.3% to approximately HKD 186.1 million, attributed to an increase in the total number of employees due to the resumption of cross-border travel between Hong Kong and mainland China[14]. - Subcontracting costs decreased by approximately HKD 1.6 million or 35.4% to approximately HKD 3.0 million, mainly due to a reduction in the number of subcontracted services[16]. - The company reported a decrease in employee benefit expenses to HKD 186,130,000 from HKD 173,516,000 in the previous year, reflecting a rise of 7.5%[91]. - The company incurred financing costs of HKD 89,000 for the period, compared to HKD 87,000 for the same period in 2023, showing a slight increase[114]. - The company’s depreciation expense for property, plant, and equipment was HKD 580,000 for the period, up from HKD 418,000 for the same period in 2023, indicating an increase of approximately 38.7%[118]. Cash Flow and Financial Position - As of September 30, 2024, the group's bank balances and cash decreased by approximately HKD 54.3 million or 73.8% to about HKD 19.3 million from approximately HKD 73.6 million as of March 31, 2024[22]. - The current ratio as of September 30, 2024, was approximately 4.5 times, down from about 5.5 times as of March 31, 2024[22]. - The net cash used in operating activities for the six months ended September 30, 2024, was HKD 53,735,000, compared to HKD 33,835,000 in the same period in 2023, indicating a significant increase in cash outflow[98]. - The cash and cash equivalents at the end of the period were HKD 19,315,000, down from HKD 65,240,000 at the end of the same period in 2023, a decrease of approximately 70.5%[98]. - Trade receivables and unbilled revenue increased to approximately HKD 210.2 million as of September 30, 2024, from HKD 158.3 million as of March 31, 2024[28]. Shareholder Information - As of September 30, 2024, the company has a total of 800,000,000 issued shares[51]. - Major shareholders, including International Yongsheng BVI, hold 560,000,000 shares, representing approximately 70.0% of the company's issued share capital[59]. - The company's directors, including Mr. Ma Qiaosheng, Mr. Ma Qiaowu, and Mr. Ma Qiaowen, each hold 560,000,000 shares, also accounting for 70.0% of the issued share capital[59]. - The ownership structure indicates that International Yongsheng BVI is fully owned by controlled entities, with each entity holding 70.0% of the shares[59]. - The company has established a unified action agreement among its major shareholders, ensuring coordinated control over their respective holdings[49]. Corporate Governance and Compliance - The board believes that the company has complied with the corporate governance code during the six months ended September 30, 2024[74]. - The company continues to maintain compliance with the Securities and Futures Ordinance regarding the disclosure of interests[49]. - The company has confirmed compliance with the conduct code for securities trading by all directors for the six months ended September 30, 2024[77]. - The audit committee, consisting of three independent non-executive directors, reviewed the financial statements for the six months ended September 30, 2024[83]. Future Plans and Strategic Direction - The group plans to expand its security services and enhance facility management capabilities while selectively seeking strategic acquisition and investment opportunities[44]. - The company plans to utilize the unutilized net proceeds for purchasing machinery and equipment, and upgrading IT infrastructure by March 31, 2025[70]. - The company has made no changes to the intended use of net proceeds as disclosed in the prospectus and listing documents[70]. Dividends and Securities - No interim dividend has been recommended for the six months ended September 30, 2024[71]. - The company has not purchased, sold, or redeemed any of its listed securities during the six months ended September 30, 2024[72]. - The company did not declare an interim dividend for the six months ended September 30, 2024, compared to HKD 12,000,000 declared for the same period in 2023[120].

[Company Information](index=2&type=section&id=Company%20Information) [Financial Highlights](index=4&type=section&id=Financial%20Highlights) [Financial Highlights](index=4&type=section&id=Financial%20Highlights) This fiscal year saw slight revenue growth, but profit before tax and profit for the year declined, with operating cash flow turning negative, while current assets and net assets remained stable and the gearing ratio remained very low Selected Consolidated Statement of Profit or Loss Items (FY2023/24 vs FY2022/23) | Indicator | FY2024 (HK$'000) | FY2023 (HK$'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Revenue | 401,994 | 392,496 | +2.4% | | Profit Before Tax | 17,065 | 21,425 | -20.3% | | Profit and Total Comprehensive Income for the Year | 13,658 | 17,645 | -22.6% | Selected Consolidated Statement of Financial Position Items (as at March 31) | Indicator | 2024 (HK$'000) | 2023 (HK$'000) | | :--- | :--- | :--- | | Non-current Assets | 13,165 | 10,654 | | Current Assets | 241,577 | 235,357 | | Current Liabilities | 44,260 | 38,809 | | Net Assets / Total Equity | 208,865 | 207,202 | Selected Consolidated Statement of Cash Flows Items | Indicator | FY2024 (HK$'000) | FY2023 (HK$'000) | | :--- | :--- | :--- | | Net Cash (Used in) From Operating Activities | (30,035) | 45,474 | | Net Cash (Used in) From Investing Activities | (17,826) | 2,250 | | Net Cash Used in Financing Activities | (13,688) | (44,611) | | Cash and Cash Equivalents at Year End | 58,631 | 120,180 | Key Financial Ratios | Indicator | FY2024 | FY2023 | | :--- | :--- | :--- | | Adjusted Net Profit Margin (%) | 3.4 | 3.8 | | Gearing Ratio (%) | 1.4 | 0.2 | | Current Ratio (times) | 5.5 | 6.1 | | Average Trade Receivables Turnover Days (days) | 119 | 119 | [Chairman's Statement](index=6&type=section&id=Chairman%27s%20Statement) [Chairman's Statement](index=6&type=section&id=Chairman%27s%20Statement) The Chairman's Statement highlights a 2.4% revenue growth in FY2024, primarily from security services, despite a 22.6% decline in profit for the year, with a proposed final dividend of 1.20 HK cents per share and future focus on service expansion and strategic acquisitions - In FY2024, the Group's revenue was approximately **HK$402.0 million**, a **2.4% year-on-year increase**, while profit for the year was approximately **HK$13.7 million**, a **22.6% year-on-year decrease**[486](index=486&type=chunk) - The Board recommended a final dividend of **1.20 HK cents per ordinary share** for FY2024, totaling approximately **HK$9.6 million**[453](index=453&type=chunk) - The Group will focus on expanding security services, enhancing facility management capabilities, improving operational efficiency, and seeking strategic acquisition and investment opportunities in the future[454](index=454&type=chunk) [Management Discussion and Analysis](index=8&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review and Financial Overview](index=8&type=section&id=Business%20Review%20and%20Financial%20Overview) The Group, a Hong Kong facility services provider, achieved 2.4% revenue growth to HK$402.0 million in FY2024, primarily from security services, but profit for the year declined 22.6% to HK$13.7 million due to increased employee benefits and reduced COVID-related cost savings, lowering the adjusted net profit margin Revenue Performance by Business Segment (HK$'000) | Business Segment | FY2024 | FY2023 | Growth Rate | | :--- | :--- | :--- | :--- | | Security Services | 377,000 | 368,300 | +2.4% | | Facility Management Services | 25,000 | 24,200 | +3.2% | | **Total** | **402,000** | **392,500** | **+2.4%** | - Employee benefits expenses increased by **10.4% year-on-year** to **HK$360.7 million**, primarily due to increased headcount following the reopening of the Hong Kong-Mainland China border and new service contracts[494](index=494&type=chunk) - Subcontracting costs significantly decreased by **72.5% year-on-year** to **HK$8.1 million**, mainly because COVID-19 related expenses were no longer incurred[498](index=498&type=chunk) - Profit for the year decreased by **22.6%** to **HK$13.7 million**, with the net profit margin falling from **4.5% to 3.4%**; excluding government subsidies, the adjusted net profit margin decreased from **3.8% to 3.4%**[501](index=501&type=chunk) [Liquidity, Financial Resources and Capital Structure](index=10&type=section&id=Liquidity%2C%20Financial%20Resources%20and%20Capital%20Structure) The Group primarily funds operations through internal cash generation, with bank balances, cash, and pledged bank deposits totaling approximately HK$73.6 million as of March 31, 2024, a 38.7% decrease, yet maintaining a strong financial position with a 5.5x current ratio and 1.4% gearing ratio, and low foreign exchange risk Key Financial Position Indicators (as at March 31) | Indicator | 2024 | 2023 | | :--- | :--- | :--- | | Bank Balances, Cash and Pledged Bank Deposits (HK$M) | 73.6 | 120.2 | | Net Current Assets (HK$M) | 197.3 | 196.5 | | Gearing Ratio (%) | 1.4 | 0.2 | | Current Ratio (times) | 5.5 | 6.1 | - The Group has bank facilities with a limit of **HK$95.0 million**, of which **HK$56.7 million** has been utilized[505](index=505&type=chunk) - The Group faces credit concentration risk, with over **80%** of trade receivables from Hong Kong public sector clients or projects, where directors deem the irrecoverable risk low; the largest client and top five clients account for **60%** and over **90%** of trade receivables, respectively[507](index=507&type=chunk)[601](index=601&type=chunk) [Future Strategies and Use of Proceeds from Listing](index=12&type=section&id=Future%20Strategies%20and%20Use%20of%20Proceeds%20from%20Listing) The Group expects continued growth in Hong Kong's security and facility management markets, focusing on client expansion and cost control; of the HK$32.0 million net proceeds from the 2019 GEM listing, HK$25.7 million has been utilized, with the remaining HK$6.3 million for equipment and IT upgrades deferred until March 31, 2025 - Management anticipates the Hong Kong security services market to grow at a CAGR of approximately **7.7%** between 2021 and 2025, with the facility and venue management services market growing at a CAGR of approximately **5.3%** during the same period, presenting growth opportunities for the Group[553](index=553&type=chunk)[556](index=556&type=chunk) Summary of Use of Proceeds from GEM Listing (as at March 31, 2024) | Purpose | Actual Net Proceeds (HK$'000) | Amount Utilized (HK$'000) | Unutilized Amount (HK$'000) | | :--- | :--- | :--- | :--- | | Expansion of Security Services Business | 14,200 | 14,200 | - | | Enhancement of Facility Management Services Capabilities | 5,100 | 1,000 | 4,100 | | Improvement of Operational Efficiency and Scalability | 5,000 | 2,832 | 2,168 | | Repayment of Bank Loans | 4,500 | 4,500 | - | | General Working Capital | 3,200 | 3,200 | - | | **Total** | **32,000** | **25,732** | **6,268** | - The Directors decided to defer the utilization of the unutilized **HK$6.268 million** (primarily for purchasing machinery and equipment and IT upgrades) by 12 months, with full utilization expected by **March 31, 2025**[386](index=386&type=chunk) [Directors and Senior Management](index=16&type=section&id=Directors%20and%20Senior%20Management) [Directors and Senior Management](index=16&type=section&id=Directors%20and%20Senior%20Management) This section details the biographies of the company's executive directors, independent non-executive directors, and senior management, outlining their roles in overall strategy, independent oversight, and daily operational management within the security and property management sectors - The Executive Board comprises Mr. Ma Kiu Sang (Chairman), Mr. Ma Kiu Mo, Mr. Ma Kiu Man, and Mr. Ma Yung King, primarily responsible for the Group's overall corporate and business strategy formulation[389](index=389&type=chunk)[394](index=394&type=chunk)[395](index=395&type=chunk)[399](index=399&type=chunk) - Independent Non-executive Directors include Dr. Ng Ka Sing, Ms. Cheng Wai Ha, and Mr. Yau Siu Yeung, who possess professional backgrounds in policing, accounting, and law, respectively[401](index=401&type=chunk)[348](index=348&type=chunk)[349](index=349&type=chunk) - Senior management includes Mr. Choi Ming Fai (Chief Executive Officer) and Mr. Kwong Tat Man (General Manager), among others, who possess over **20 years** of extensive experience in the security and property management industries[353](index=353&type=chunk)[355](index=355&type=chunk) [Corporate Governance Report](index=22&type=section&id=Corporate%20Governance%20Report) [Corporate Governance Practices and the Board](index=22&type=section&id=Corporate%20Governance%20Practices%20and%20the%20Board) The company complies with all Corporate Governance Code provisions; its seven-member Board, with separate Chairman and CEO roles, ensures power balance and oversees strategy, while daily operations are managed by senior executives, and a board diversity policy is in place, aiming to enhance gender representation - For the year ended March 31, 2024, the company has complied with all applicable code provisions of the Corporate Governance Code[30](index=30&type=chunk) - The Board comprises **seven members**: four executive directors (Ma Kiu Sang, Ma Kiu Mo, Ma Kiu Man, Ma Yung King) and three independent non-executive directors (Ng Ka Sing, Cheng Wai Ha, Yau Siu Yeung)[32](index=32&type=chunk) - The roles of Chairman (Mr. Ma Kiu Sang) and Chief Executive Officer (Mr. Choi Ming Fai) are separate, ensuring a balance of power and authority[36](index=36&type=chunk) - The company has adopted a Board Diversity Policy, aiming to appoint at least **20% female members** within three years after its transfer of listing[44](index=44&type=chunk)[45](index=45&type=chunk) [Board Committees](index=27&type=section&id=Board%20Committees) The Board has four committees—Audit, Remuneration, Nomination, and Risk Management—all chaired by independent non-executive directors, overseeing financial reporting, internal controls, remuneration policies, board structure, director nominations, and the risk management framework - The Audit Committee comprises three independent non-executive directors, chaired by Ms. Cheng Wai Ha, and held **four meetings** during the year to review annual, interim, and quarterly results[85](index=85&type=chunk)[86](index=86&type=chunk) - The Remuneration Committee comprises three independent non-executive directors, chaired by Mr. Yau Siu Yeung, and reviewed the performance and remuneration packages of executive directors during the year[89](index=89&type=chunk)[90](index=90&type=chunk) - The Nomination Committee comprises one executive director and three independent non-executive directors, chaired by Mr. Yau Siu Yeung, and held **one meeting** during the year to review the Board's structure and composition[93](index=93&type=chunk)[97](index=97&type=chunk) - The Risk Management Committee comprises two executive directors and three independent non-executive directors, chaired by Dr. Ng Ka Sing, and held **one meeting** during the year to continuously monitor the Group's risk management and internal control systems[130](index=130&type=chunk)[131](index=131&type=chunk) [Risk Management and Internal Control](index=32&type=section&id=Risk%20Management%20and%20Internal%20Control) The Board is responsible for maintaining effective risk management and internal control systems, concluding their effectiveness based on independent reviews; while lacking an internal audit function, these duties are fulfilled through external consultants and Board oversight, and the company has whistleblowing and anti-corruption policies, with no significant corruption litigation - The Board bears overall responsibility for risk management and internal control, deeming the relevant procedures effective and adequate for the year ended March 31, 2024[141](index=141&type=chunk)[143](index=143&type=chunk) - The Group has engaged an independent professional firm to review the effectiveness of its internal control measures, with the Audit Committee and Risk Management Committee having reviewed the relevant reports[142](index=142&type=chunk) - The Group currently does not have an internal audit function, but this function is fulfilled through external consultants and formal Board policies[136](index=136&type=chunk) - The Group has established an anti-corruption policy, with **seven Board members** and the company secretary attending **8 hours** of internal anti-corruption training during the year, and no related legal proceedings[137](index=137&type=chunk)[138](index=138&type=chunk) [Directors' Report](index=37&type=section&id=Directors%27%20Report) [Principal Activities, Results and Dividends](index=37&type=section&id=Principal%20Activities%2C%20Results%20and%20Dividends) The Group's principal activities in Hong Kong, security and facility management services, saw no significant changes during the year; the Board recommends a final dividend of **1.20 HK cents per share** for the year ended March 31, 2024, subject to shareholder approval - The Group's principal activities are providing security and facility management services in Hong Kong, with no significant changes during the year[198](index=198&type=chunk) Proposed Final Dividend | Fiscal Year | Dividend Per Share (HK cents) | Remarks | | :--- | :--- | :--- | | As at March 31, 2024 | 1.20 | Proposed, subject to shareholder approval | | As at March 31, 2023 | 1.50 | Paid | [Continuing Connected Transactions](index=39&type=section&id=Continuing%20Connected%20Transactions) The Group has a new master service agreement with Ma family-controlled companies for security and facility management services, constituting continuing connected transactions; for FY2024, these transactions totaled approximately HK$19.7 million, below the HK$31.5 million annual cap, confirmed fair and compliant by independent non-executive directors and auditors - The Group entered into a new master service agreement with Ma family-controlled companies to provide security and facility management services, effective until **March 31, 2025**[215](index=215&type=chunk) Continuing Connected Transaction Amounts (HK$'000) | Fiscal Year | Annual Cap | Actual Transaction Amount | | :--- | :--- | :--- | | 2024 | 31,500 | 19,700 | | 2023 | 28,000 | 20,000 | - Both independent non-executive directors and the company's auditor have reviewed these transactions, confirming they are on normal commercial terms, fair and reasonable, and in the overall interests of shareholders[252](index=252&type=chunk)[254](index=254&type=chunk) [Major Customers and Risks](index=41&type=section&id=Major%20Customers%20and%20Risks) The Group faces significant customer concentration risk, with its top five clients accounting for **81.0%** of total revenue and the largest client for **44.5%**; key risks include reliance on railway and Hong Kong government contracts, regulatory changes, and impacts from Hong Kong's economic and political environment, with no significant post-year-end events identified - For the year ended March 31, 2024, the Group's top five clients accounted for **81.0%** of total revenue (2023: **73.0%**), with the largest client contributing **44.5%** (2023: **32.1%**) of total revenue[256](index=256&type=chunk) - Key business risks include reliance on significant contracts from railway companies and the Hong Kong Government, potential impacts from changes in industry regulations, and shifts in Hong Kong's local economic, social, and political environment[262](index=262&type=chunk)[263](index=263&type=chunk)[264](index=264&type=chunk) [Disclosure of Interests](index=46&type=section&id=Disclosure%20of%20Interests) As of March 31, 2024, Executive Directors Mr. Ma Kiu Sang, Mr. Ma Kiu Mo, and Mr. Ma Kiu Man are deemed to collectively hold **560,000,000 shares** (70.0% of issued capital) through IWS Group Holdings Limited (BVI) due to their acting-in-concert relationship; interests of substantial shareholders and other persons are also disclosed Directors' Interests in the Company's Shares | Name of Director | Nature of Interest | Number of Ordinary Shares | Approximate Percentage of Issued Share Capital | | :--- | :--- | :--- | :--- | | Mr. Ma Kiu Sang | Interest in Controlled Corporation and Acting in Concert | 560,000,000 | 70.0% | | Mr. Ma Kiu Mo | Interest in Controlled Corporation and Acting in Concert | 560,000,000 | 70.0% | | Mr. Ma Kiu Man | Interest in Controlled Corporation and Acting in Concert | 560,000,000 | 70.0% | - IWS Group Holdings Limited (BVI), as beneficial owner, holds **560,000,000 shares** in the company, representing **70.0%**[324](index=324&type=chunk) - The company adopted a share option scheme on September 20, 2019, but no share options have been granted under the scheme as of March 31, 2024[361](index=361&type=chunk)[362](index=362&type=chunk) [Environmental, Social and Governance Report](index=52&type=section&id=Environmental%2C%20Social%20and%20Governance%20Report) [ESG Report Framework and Governance](index=53&type=section&id=ESG%20Report%20Framework%20and%20Governance) This ESG report, prepared according to the HKEX ESG Reporting Guide, covers the Group's core Hong Kong operations; the Board oversees ESG strategy, risk assessment, and reporting, identifying key issues like operational compliance, customer privacy, and occupational health and safety through materiality assessment - The report is prepared in accordance with the Main Board ESG Reporting Guide of the Stock Exchange and has complied with the "comply or explain" provisions[459](index=459&type=chunk) - The Board oversees the Group's ESG matters and has identified material issues important to its business and stakeholders through a materiality assessment, including operational compliance, customer privacy protection, and occupational health and safety[467](index=467&type=chunk)[479](index=479&type=chunk) [Environmental Protection](index=56&type=section&id=Environmental%20Protection) The Group is committed to environmental sustainability, complying with regulations; its main emissions are from vehicles and office electricity, managed through maintenance, energy-saving measures, and reduced paper consumption; the Group holds ISO 14001:2015 certification and has measures for climate-related risks like extreme weather - The Group has obtained ISO 14001:2015 Environmental Management System certification, demonstrating its commitment to environmental management[517](index=517&type=chunk) Key Environmental Performance Indicators (FY2023/24) | Indicator | Value | | :--- | :--- | | Total Greenhouse Gas Emissions (tonnes of CO2e) | 90 | | Total Energy Consumption (MWh) | 184 | | Total Non-hazardous Waste Generated (kg) | 3,754 | - The Group has established work arrangements to address extreme weather conditions such as typhoons and heavy rain, mitigating climate-related risks[518](index=518&type=chunk) [Social Responsibility](index=59&type=section&id=Social%20Responsibility) The Group views employees as core assets, adhering to labor laws, offering equal opportunities, and prohibiting child/forced labor, providing competitive compensation and a safe work environment; it reported **20 work injuries** and **184 lost days** this year, holds ISO 9001:2008 certification for service quality, and strictly complies with anti-corruption laws and client privacy protection - The Group strictly complies with labor laws such as the Employment Ordinance, implements a non-discrimination policy, and prevents child labor through identity verification[520](index=520&type=chunk)[521](index=521&type=chunk) Employment and Work Injury Data | Indicator | 2023/24 | 2022/23 | | :--- | :--- | :--- | | Total Employees | 2,631 | 2,964 | | Employee Turnover Rate (Hong Kong) | 48% | 25% | | Number of Work Injuries | 20 | 18 | | Lost Days Due to Work Injuries | 184 | 301 | - The Group has obtained ISO 9001:2008 Quality Management System certification and provides various channels, including a **24-hour hotline**, for handling customer feedback and complaints[535](index=535&type=chunk)[537](index=537&type=chunk) - The Group has established an anti-corruption policy, providing **8 hours** of internal anti-corruption training to directors and the company secretary, with no related litigation during the year[511](index=511&type=chunk)[588](index=588&type=chunk) [Independent Auditor's Report](index=71&type=section&id=Independent%20Auditor%27s%20Report) [Independent Auditor's Report](index=71&type=section&id=Independent%20Auditor%27s%20Report) Deloitte Touche Tohmatsu issued an unqualified opinion on IWS Group Holdings Limited's consolidated financial statements, affirming they present a true and fair view of the Group's financial position and performance, prepared in accordance with HKFRS and the Hong Kong Companies Ordinance; "Revenue recognition for security services provided" was identified as a key audit matter - The auditor believes the consolidated financial statements present a true and fair view of the Group's financial position, performance, and cash flows in accordance with Hong Kong Financial Reporting Standards[1](index=1&type=chunk) - The key audit matter identified is "Revenue recognition for security services provided," given its significant financial impact on the consolidated financial statements, accounting for approximately **94%** of total revenue[6](index=6&type=chunk) - The auditor performed multiple procedures for this key matter, including understanding business processes, testing key controls, sampling revenue documents, and conducting analytical reviews of revenue from major client contracts[6](index=6&type=chunk) [Consolidated Financial Statements](index=76&type=section&id=Consolidated%20Financial%20Statements) [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=76&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the year ended March 31, 2024, the Group's revenue increased by **2.4%** to **HK$401,994 thousand**, but profit before tax decreased from **HK$21,425 thousand** to **HK$17,065 thousand**, and profit and total comprehensive income for the year declined from **HK$17,645 thousand** to **HK$13,658 thousand**, with basic earnings per share at **1.71 HK cents** Summary of Consolidated Statement of Profit or Loss and Other Comprehensive Income (HK$'000) | Item | 2024 | 2023 | | :--- | :--- | :--- | | Revenue | 401,994 | 392,496 | | Employee Benefits Expenses | (360,680) | (326,559) | | Subcontracting Costs | (8,055) | (29,301) | | Profit Before Tax | 17,065 | 21,425 | | Income Tax Expense | (3,407) | (3,780) | | **Profit and Total Comprehensive Income for the Year** | **13,658** | **17,645** | | Profit Attributable to Owners of the Company | 13,663 | 17,645 | | Basic Earnings Per Share (HK cents) | 1.71 | 2.21 | [Consolidated Statement of Financial Position](index=77&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of March 31, 2024, the Group's total assets were **HK$254,742 thousand**, total liabilities **HK$45,877 thousand**, and net assets **HK$208,865 thousand**, largely stable; net current assets of **HK$197,317 thousand** indicate strong short-term solvency, with major assets being trade and other receivables and bank balances and cash Summary of Consolidated Statement of Financial Position (as at March 31, HK$'000) | Item | 2024 | 2023 | | :--- | :--- | :--- | | **Assets** | | | | Non-current Assets | 13,165 | 10,654 | | Current Assets | 241,577 | 235,357 | | **Total Assets** | **254,742** | **246,011** | | **Liabilities and Equity** | | | | Current Liabilities | 44,260 | 38,809 | | Non-current Liabilities | 1,617 | 0 | | **Total Liabilities** | **45,877** | **38,809** | | **Net Assets** | **208,865** | **207,202** | | **Total Equity** | **208,865** | **207,202** | [Consolidated Statement of Cash Flows](index=79&type=section&id=Consolidated%20Statement%20of%20Cash%20Flows) For the year ended March 31, 2024, the Group's operating activities resulted in a net cash outflow of **HK$30,035 thousand**, a contrast to last year's inflow, primarily due to increased trade and other receivables; investing activities had a net outflow of **HK$17,826 thousand**, and financing activities a net outflow of **HK$13,688 thousand**, leading to a net decrease in cash and cash equivalents of **HK$61,549 thousand** Summary of Consolidated Statement of Cash Flows (HK$'000) | Item | 2024 | 2023 | | :--- | :--- | :--- | | Net Cash From (Used in) Operating Activities | (30,035) | 45,474 | | Net Cash From (Used in) Investing Activities | (17,826) | 2,250 | | Net Cash Used in Financing Activities | (13,688) | (44,611) | | **Net (Decrease) Increase in Cash and Cash Equivalents** | **(61,549)** | **3,113** | | Cash and Cash Equivalents at Beginning of Year | 120,180 | 117,067 | | **Cash and Cash Equivalents at End of Year** | **58,631** | **120,180** | [Notes to the Consolidated Financial Statements](index=80&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) The notes to the financial statements detail accounting policies, revenue segments, related party transactions, and financial instrument risks; the Group's primary revenue is from security services (**94%** of total), with high customer concentration where two major clients contribute over **75%** of revenue; related party transactions involve services to Ma family-controlled companies, and credit concentration risk is deemed controllable [Note 4. Revenue and Segment Information](index=88&type=section&id=Note%204.%20Revenue%20and%20Segment%20Information) This year's total revenue was HK$401,994 thousand, with security services contributing HK$377,009 thousand (**93.8%**) and facility management services HK$24,985 thousand; all Group operations are in Hong Kong, with very high customer concentration, as clients A and B (Hong Kong government departments and bureaux) collectively accounted for **78.8%** of total revenue Revenue by Service Type (HK$'000) | Service Type | 2024 | 2023 | | :--- | :--- | :--- | | General Manned Guarding Services | 180,240 | 204,424 | | Manpower Support Services | 196,552 | 163,644 | | Property Management Services | 17,804 | 18,210 | | Other Services | 7,398 | 6,218 | | **Total** | **401,994** | **392,496** | Revenue from Major Customers (HK$'000) | Client | 2024 | 2023 | Percentage of Total Revenue (2024) | | :--- | :--- | :--- | :--- | | Client A¹ | 178,882 | 125,825 | 44.5% | | Client B² | 137,927 | 165,528 | 34.3% | [Note 15. Trade and Other Receivables and Deposits](index=100&type=section&id=Note%2015.%20Trade%20and%20Other%20Receivables%20and%20Deposits) As of March 31, 2024, net trade receivables were **HK$79,985 thousand** and unbilled revenue **HK$78,330 thousand**, with client credit terms of **30 to 120 days**; a significant portion of receivables are over **120 days** (**HK$25,808 thousand**), but management considers default risk low due to public sector clients Aging Analysis of Trade Receivables (Net, HK$'000) | Aging | 2024 | | :--- | :--- | | 0 to 30 Days | 32,487 | | 31 to 60 Days | 9,495 | | 61 to 90 Days | 7,108 | | 91 to 120 Days | 5,087 | | Over 120 Days | 25,808 | | **Total** | **79,985** | - As of the reporting date, trade receivables totaling **HK$45,627 thousand** were overdue, with **HK$23,579 thousand** overdue for over **90 days**, but management believes no default is required to be recognized[666](index=666&type=chunk) [Note 24. Related Party Disclosures](index=107&type=section&id=Note%2024.%20Related%20Party%20Disclosures) This year, the Group engaged in multiple transactions with related parties, primarily companies controlled by the Ma family; revenue from security and facility management services, constituting continuing connected transactions, totaled approximately **HK$19.7 million**, and key management personnel compensation amounted to **HK$9,840 thousand** - Revenue from providing security and facility management services to Ma family-controlled companies totaled approximately **HK$19.7 million** (2023: approximately **HK$20.0 million**), constituting continuing connected transactions[707](index=707&type=chunk)[251](index=251&type=chunk) Key Management Personnel Compensation (HK$'000) | Item | 2024 | 2023 | | :--- | :--- | :--- | | Short-term Employee Benefits | 9,738 | 10,093 | | Post-employment Benefits | 102 | 123 | | **Total** | **9,840** | **10,216** | [Note 26. Financial Instruments](index=108&type=section&id=Note%2026.%20Financial%20Instruments) The Group faces primary financial risks including credit, liquidity, and market risks; credit risk is highly concentrated, with the largest client accounting for **60%** of total trade receivables and unbilled revenue, and the top five clients for **91%**, though management deems credit risk significantly reduced due to public sector clients; liquidity risk is managed by monitoring cash levels, and interest rate risk is not significant - The Group faces concentrated credit risk, with receivables from the largest client accounting for **60%** of total trade receivables and unbilled revenue, and the top five clients accounting for **91%**[601](index=601&type=chunk) - The Group manages liquidity risk by monitoring its levels of cash and cash equivalents[606](index=606&type=chunk) [Financial Summary](index=117&type=section&id=Financial%20Summary) [Five-Year Financial Summary](index=117&type=section&id=Five-Year%20Financial%20Summary) This section provides key financial data for the Group's past five fiscal years (2020-2024); FY2024 revenue (**HK$401,994 thousand**) and profit for the year (**HK$13,658 thousand**) were below 2022 peaks but higher than some prior years, with total assets and total equity showing steady growth Five-Year Financial Performance Summary (HK$'000) | Fiscal Year | 2024 | 2023 | 2022 | 2021 | 2020 | | :--- | :--- | :--- | :--- | :--- | :--- | | Revenue | 401,994 | 392,496 | 537,371 | 365,833 | 481,571 | | Profit Before Tax | 17,065 | 21,425 | 71,783 | 72,806 | 60,118 | | Profit for the Year | 13,658 | 17,645 | 56,569 | 66,212 | 47,088 | Five-Year Assets, Liabilities and Equity Summary (HK$'000) | Fiscal Year | 2024 | 2023 | 2022 | 2021 | 2020 | | :--- | :--- | :--- | :--- | :--- | :--- | | Total Assets | 254,742 | 246,011 | 292,907 | 251,719 | 210,158 | | Total Liabilities | (45,877) | (38,809) | (60,150) | (49,531) | (58,182) | | Total Equity | 208,865 | 207,202 | 232,757 | 202,188 | 151,976 |

Financial Performance - For the fiscal year ending March 31, 2024, total revenue increased to HKD 401,994,000, up from HKD 392,496,000 in 2023, representing a growth of approximately 2%[2] - The net profit for the year was HKD 13,658,000, a decrease of 22% from HKD 17,645,000 in the previous year[3] - Basic earnings per share decreased to HKD 1.71 from HKD 2.21, reflecting a decline of about 22.7%[3] - The group reported a pre-tax profit of HKD 17,065,000 for 2024, down from HKD 21,425,000 in 2023, reflecting a decrease of 20.9%[16] - Basic earnings attributable to the company's owners for 2024 were HKD 13,663,000, a decrease of 22.7% from HKD 17,645,000 in 2023[24] - The total profit and comprehensive income for the year decreased by approximately HKD 4.0 million or 22.6% to about HKD 13.7 million for the year ending March 31, 2024, compared to approximately HKD 17.6 million for the year ending March 31, 2023[45] - The net profit margin decreased from approximately 4.5% for the year ending March 31, 2023, to approximately 3.4% for the year ending March 31, 2024[45] Revenue Breakdown - The revenue from general security services decreased to HKD 180,240,000 in 2024 from HKD 204,424,000 in 2023, representing a decline of 11.8%[13] - The revenue from manpower support services increased significantly to HKD 196,552,000 in 2024, up 20.1% from HKD 163,644,000 in 2023[13] - Revenue from the security services segment rose by approximately HKD 8.7 million or 2.4% to about HKD 377.0 million, primarily due to a HKD 32.9 million or 20.1% increase in manpower support services revenue[36] - Revenue from the facilities management services segment increased by approximately HKD 0.8 million or 3.2% to about HKD 25.0 million, attributed to a new cleaning service contract[38] Expenses and Costs - Employee benefit expenses rose to HKD 360,680,000, compared to HKD 326,559,000 in 2023, indicating an increase of approximately 10.4%[2] - The group’s total operating expenses increased to HKD 360,680,000 in 2024, compared to HKD 326,559,000 in 2023, marking an increase of 10.4%[20] - Sales and marketing expenses increased by approximately HKD 0.2 million or 9.7% to about HKD 2.1 million, mainly due to increased commissions paid to sales agents[40] - Subcontracting costs decreased by approximately HKD 21.2 million or 72.5% to about HKD 8.1 million, as related expenses from the pandemic were no longer incurred[41] - Other operating expenses increased by approximately HKD 1.0 million or 6.7% to about HKD 15.8 million, primarily due to increased depreciation of property and equipment[43] - Income tax expenses decreased by approximately HKD 0.4 million or 9.9% to about HKD 3.4 million, mainly due to a reduction in taxable profits[44] Assets and Liabilities - Total assets as of March 31, 2024, were HKD 241,577,000, slightly up from HKD 235,357,000 in 2023[5] - Current assets net increased to HKD 197,317,000 from HKD 196,548,000, showing a marginal growth[7] - Trade and other receivables rose to HKD 165,133,000 from HKD 110,930,000, marking an increase of approximately 49%[5] - The total equity attributable to the owners of the company increased to HKD 208,867,000 from HKD 207,204,000, a growth of about 0.8%[7] - The total borrowings of the group increased to approximately HKD 3.0 million as of March 31, 2024, compared to HKD 0.5 million as of March 31, 2023[48] Cash Flow and Financial Management - As of March 31, 2024, the group's bank balance, cash, and pledged bank deposits amounted to approximately HKD 73.6 million, a decrease of about HKD 46.5 million or 38.7% from approximately HKD 120.2 million as of March 31, 2023[47] - The current ratio of the group as of March 31, 2024, was 5.5 times, down from 6.1 times as of March 31, 2023[47] - The group has maintained a prudent financial management approach to ensure a healthy cash flow situation as of March 31, 2024[52] Shareholder Information - The company has a total of 800,000,000 shares issued as of March 31, 2024[87] - Major shareholders, including Mr. Ma Qiaosheng, Mr. Ma Qiaowu, and Mr. Ma Qiaowen, each hold 560,000,000 shares, representing 70.0% ownership[86] - The beneficial ownership of International Yongsheng BVI is also 560,000,000 shares, equating to 70.0%[92] - The company is controlled by three entities: Senye, Wenhua, and Jianqiao, each holding 33.34% of International Yongsheng BVI[90] - The ownership structure indicates a significant concentration of shares among a few key individuals, which may impact governance and decision-making[91] Corporate Governance - The company has adopted the corporate governance code as the basis for its governance practices[106] - The audit committee consists of three independent non-executive directors, with Ms. Zheng Hui Xia serving as the chairperson, ensuring appropriate professional qualifications and financial management expertise[111] - The audit committee reviewed the consolidated financial statements for the year ending March 31, 2024, confirming compliance with relevant accounting standards and regulations[112] - The preliminary announcement of the consolidated financial position and results for the year ending March 31, 2024, has been verified by Deloitte, confirming consistency with the audited financial statements approved by the board[113] Market Outlook - The market size of security services in Hong Kong is expected to grow from approximately HKD 280 billion in 2020 to about HKD 399 billion by 2025, with a compound annual growth rate (CAGR) of approximately 7.7% from 2021 to 2025[65] - The expected market size for public sector security services in Hong Kong is projected to reach approximately HKD 1,640.8 million by 2025, with a CAGR of about 5.7% from 2021 to 2025[65] - The facility management services market is the largest component of the Hong Kong facility management services market, indicating strong growth potential[69] - The group anticipates a stable growth rate in facility and venue management services, parking rental and management services, and cleaning services markets due to ongoing property development in Hong Kong[69] Future Plans - The group plans to delay the use of unutilized proceeds for purchasing machinery and upgrading IT infrastructure by 12 months, now expected to be utilized by March 31, 2025[79] - The group aims to enhance operational efficiency and scalability through an IT infrastructure upgrade, with an allocation of HKD 3 million for this purpose[78] - The company plans to expand its security services, strengthen facility management capabilities, and selectively seek strategic acquisitions and investment opportunities[117]

Revenue Performance - The group's revenue increased by approximately HKD 5.4 million or 2.8% to about HKD 198.8 million for the six months ended September 30, 2023, compared to approximately HKD 193.4 million for the same period in 2022[9]. - Revenue from the security services segment rose by approximately HKD 5.0 million or 2.7% to about HKD 186.2 million, driven by a net increase of HKD 12.6 million in manpower support services[10]. - Revenue from facilities management services increased by approximately HKD 0.4 million or 3.4% to about HKD 12.6 million, primarily due to new cleaning service contracts[11]. - Revenue for the six months ended September 30, 2023, was HKD 198.8 million, a 2.3% increase from HKD 193.4 million in the same period of 2022[79]. - Other income increased to HKD 1.1 million from HKD 0.6 million, representing an increase of 75%[79]. - Revenue from general security services decreased to HKD 91,317,000 from HKD 99,059,000, a decline of approximately 7.0%[92]. - The revenue from manpower support services increased to HKD 94,840,000 from HKD 82,195,000, representing a growth of approximately 15.5%[92]. Profitability and Income - Profit and total comprehensive income for the period decreased by approximately HKD 2.1 million or 16.6% to about HKD 10.4 million, with a net profit margin declining from approximately 6.4% to 5.2%[20]. - The adjusted profit and total comprehensive income for the six months ended September 30, 2022, was approximately HKD 9.6 million, with a corresponding net profit margin of about 5.0%[20]. - The pre-tax profit for the period was HKD 12.5 million, down 15.9% from HKD 14.9 million in the previous year[79]. - Net profit attributable to the owners of the company was HKD 10.4 million, a decrease of 16.6% compared to HKD 12.5 million in the same period last year[79]. - Basic earnings per share decreased to HKD 1.30 from HKD 1.56, reflecting a decline of 16.7%[79]. - The total profit and comprehensive income for the six months ended September 30, 2023, was HKD 10,391,000, a decrease of 16.6% compared to HKD 12,462,000 for the same period in 2022[101]. Expenses and Costs - Employee benefits expenses rose by approximately HKD 21.3 million or 14.0% to about HKD 173.5 million, attributed to an increase in staff numbers following the resumption of cross-border travel between Hong Kong and mainland China[14]. - Sales and marketing expenses increased by approximately HKD 0.1 million or 20.0% to about HKD 1.0 million, primarily due to increased commissions paid to sales agents[15]. - The group reported a decrease in subcontracting costs by approximately HKD 13.2 million or 74.1% to about HKD 4.6 million, mainly due to the cessation of COVID-19 related costs[16]. - Income tax expenses decreased by approximately HKD 0.3 million or 12.7% to about HKD 2.2 million, reflecting a reduction in taxable profits[18]. Financial Position - As of September 30, 2023, the group's bank balances and cash amounted to approximately HKD 85.2 million, a decrease of about HKD 34.9 million or 29.1% from HKD 120.2 million as of March 31, 2023[21]. - The current ratio as of September 30, 2023, was approximately 4.8 times, down from 6.1 times as of March 31, 2023[21]. - Total borrowings increased from HKD 0.5 million as of March 31, 2023, to HKD 3.7 million as of September 30, 2023, resulting in a debt-to-equity ratio of 1.8%[21]. - Cash and cash equivalents at the end of the period were HKD 65,240,000, down from HKD 115,046,000, reflecting a decrease of approximately 43.3%[85]. - The company’s trade payables amounted to HKD 722,000 as of September 30, 2023, compared to zero as of March 31, 2023[105]. Shareholder Information - As of September 30, 2023, the total number of issued shares is 800,000,000[43]. - International Winsome BVI holds 560,000,000 shares, representing 70.0% of the issued share capital[48]. - The company has no stock options granted or agreed to be granted under the stock option plan as of September 30, 2023[52]. - The ownership structure indicates that all major shareholders, including Senye, Wenhua, and Cambridge, each hold 100% of their respective shares in International Winsome BVI[45]. - The company has confirmed that there are no undisclosed interests or short positions in its shares as of September 30, 2023[51]. - The company is controlled by a group of individuals who collectively hold significant interests in the shares through various entities[46]. - The shareholding structure shows that all directors and senior executives have disclosed their interests in the company[47]. - The major shareholders include individuals with spouse interests, all holding 560,000,000 shares, equating to 70.0%[48]. - The company has confirmed compliance with the Securities and Futures Ordinance regarding the disclosure of interests[46]. Corporate Governance and Compliance - The company has complied with the corporate governance code principles and provisions during the reporting period[62]. - The board of directors has been re-elected at the annual general meeting held on September 19, 2023[64]. - There are no known conflicts of interest among directors or major shareholders regarding the company's business[66]. - The company has maintained the required public float as per the listing rules as of September 30, 2023[67]. Future Plans and Investments - The group plans to expand its security services and enhance facility management capabilities to capture opportunities in the Hong Kong market[39]. - The company plans to utilize the unutilized net proceeds for purchasing machinery and equipment, IT infrastructure upgrades, and establishing a control room by March 31, 2024[56]. - The company has no major capital commitments or significant investments planned as of the report date[33]. Dividends - No interim dividend has been proposed for the six months ended September 30, 2023[58]. - The company declared dividends of HKD 12 million during the period[83]. - The company declared a final dividend of HKD 0.015 per share, totaling HKD 12,000,000 for the year ended March 31, 2023, compared to HKD 43,200,000 for the same period in 2022[99]. - The company did not recommend an interim dividend for the six months ended September 30, 2023, compared to no interim dividend for the same period in 2022[100]. Miscellaneous - The group continues to face challenges in a volatile economic environment, but demand for security services remains strong, supported by the established "IWS" brand[7]. - The company has no significant acquisitions or disposals of subsidiaries or associates during the six months ended September 30, 2023[31]. - As of September 30, 2023, the group had no significant contingent liabilities or guarantees[38]. - The group maintained a prudent treasury policy, ensuring a stable liquidity position as of September 30, 2023[28]. - No significant events related to the company's business or financial performance have been identified after September 30, 2023[69]. - The company has utilized approximately HKD 24.5 million of the net proceeds from the GEM listing as of September 30, 2023[56]. - The total net proceeds from the GEM listing amounted to approximately HKD 32.0 million, with HKD 7.5 million remaining unutilized[54]. - The company invested HKD 1,817,000 in property, plant, and equipment, compared to HKD 32,000 in the previous period, indicating increased capital expenditure[85]. - The weighted average number of ordinary shares remained at 800,000,000 for both periods under review[101]. - The board approved the financial statements for publication on November 24, 2023[110].

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內 容概不負責，對其準確性或完整性亦不發表任何聲明，並明確表示，概 不就因本公告全部或任何部分內容而產生或因倚賴該等內容而引致的 任何損失承擔任何責任。 IWS Group Holdings Limited 國 際 永 勝 集 團 控 股 有 限 公 司 （於開曼群島註冊成立的有限公司） （股份代號：6663） 截 至2023年9月30日 止 六 個 月 的 中 期 業 績 公 告 國 際 永 勝 集 團 控 股 有 限 公 司（「本 公 司」，連 同 其 附 屬 公 司 統 稱「本 集 團」） 董 事（「董 事」）會（「董 事 會」）欣 然 宣 佈 本 集 團 截 至2023年9月30日 止 六 個 月 之 未 經 審 核 綜 合 中 期 業 績。本 公 告 列 載 本 公 司 截 至2023年9月30日 止 六 個 月 的 中 期 報 告（「2023/24年 中 期 報 告」）全 文，乃 符 合 香 港 聯 合 交 易 所 有 限公司證券上市規則中有關中期業績初步公告附載的資料之相關要求。 本公司將於適當時候發送2023/24年中期報告的印刷本予本 ...

Financial Performance - For the fiscal year 2023, IWS Group Holdings Limited reported a revenue of approximately HKD 392.5 million, a decrease of about 27.0% from HKD 537.4 million in the fiscal year 2022[9]. - The total profit and comprehensive income for the year fell to approximately HKD 17.6 million, a decrease of about 68.9% compared to HKD 56.6 million in the previous fiscal year[19]. - Adjusted net profit, excluding non-recurring listing expenses and government subsidies, decreased by approximately 80.5% to HKD 14.8 million from HKD 75.9 million in the prior year[10]. - Revenue from the security services segment fell by approximately HKD 141.9 million or 27.8% to about HKD 368.3 million, primarily due to a decrease in income from manpower support services, which dropped by approximately HKD 154.0 million or 48.5%[25]. - Revenue from the facilities management services segment decreased by approximately HKD 3.0 million or 11.0% to about HKD 24.2 million, mainly due to a decline in income from parking management services[28]. - The net profit and total comprehensive income for the year decreased by approximately HKD 39.0 million or 68.9% to about HKD 17.6 million, with a net profit margin dropping from approximately 10.5% to about 4.5%[35]. Cash Flow and Liquidity - The company’s cash and cash equivalents increased to HKD 120.2 million at the end of the fiscal year 2023, compared to HKD 117.1 million at the beginning of the year[14]. - The operating cash flow net amount for the fiscal year 2023 was HKD 45.5 million, significantly up from HKD 21.2 million in the previous year[14]. - The current ratio improved to 6.1 times in fiscal year 2023, compared to 4.8 times in fiscal year 2022[15]. - The group's bank balances and cash increased by approximately HKD 3.1 million or 2.7% to about HKD 120.2 million as of March 31, 2023, compared to approximately HKD 117.1 million as of March 31, 2022[36]. - Total borrowings decreased to approximately HKD 0.5 million as of March 31, 2023, from HKD 2.3 million as of March 31, 2022, resulting in a debt-to-equity ratio of 0.2%[36]. Dividends and Shareholder Returns - The board proposed a final dividend of HKD 0.015 per ordinary share for the fiscal year 2023, down from HKD 0.054 per share in the previous year[19]. - The company has adopted a dividend policy that considers actual and expected financial performance, retained earnings, and general economic conditions when determining dividend declarations[151]. - The company proposed a final dividend of HKD 0.015 per share for the fiscal year ending March 31, 2023, compared to HKD 0.054 per share for the previous year, representing a decrease of approximately 72.2%[162]. Business Strategy and Market Outlook - The group plans to expand its security services and enhance its facilities management capabilities to become a leading integrated facilities management service provider in Hong Kong[22]. - The board remains optimistic about long-term shareholder value and sustainable growth despite challenges in the upcoming year[22]. - The group will selectively seek strategic acquisitions and investment opportunities to leverage market potential[22]. - The market size for security services in Hong Kong is projected to grow from approximately HKD 280 billion in 2020 to about HKD 399 billion by 2025, with a compound annual growth rate (CAGR) of approximately 7.7%[55]. - The facilities management market in Hong Kong is expected to reach approximately HKD 818 billion by 2025, growing at a CAGR of about 5.3% from 2021 to 2025[56]. Corporate Governance - The company emphasizes the importance of good corporate governance practices to enhance accountability and transparency for shareholders[93]. - The board consists of experienced individuals, including three independent non-executive directors, ensuring a balance of power and authority[93]. - The company has adopted the principles and code provisions of the Corporate Governance Code as set out in the Listing Rules[93]. - The board aims to increase the proportion of female members to at least 20% within three years after the transfer listing[106]. - The company has established a clear separation of roles between the chairman and the CEO to ensure a balance of power[98]. Risk Management - The board has overall responsibility for maintaining effective risk management and internal control systems, which are designed to manage rather than eliminate risks associated with achieving business objectives[138]. - The risk management procedures are reviewed at least annually, with quarterly risk identification and analysis conducted to assess consequences and likelihood, and to develop risk management plans[140]. - The company has identified significant risks related to contracts with railway companies and the Hong Kong government, particularly concerning the high-speed rail contract and health authority contracts, which could adversely affect business performance if not renewed[189]. Employee and Operational Insights - The employee count increased to 2,964 as of March 31, 2023, from 2,372 a year earlier, with employee costs around HKD 326.6 million[52]. - The management team is focused on strategic development and operational efficiency to meet diverse client needs in facility management services[68]. - The company has been involved in the security services industry since 2008, acquiring International Wing Shing Security and expanding into facility management services in 2016[70]. Related Party Transactions - The company has established a total service agreement with the Ma family, with a maximum annual cap for transactions related to security and facility management services set at HKD 28 million for the fiscal year ending March 31, 2022[175]. - The independent non-executive directors reviewed the ongoing connected transactions and found them to be conducted in the normal course of business and on fair and reasonable terms[180]. - The auditor did not find any issues indicating that the disclosed connected transactions exceeded the annual caps set by the company[188].

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內 容概不負責，對其準確性或完整性亦不發表任何聲明，並明確表示，概 不就因本公告全部或任何部分內容而產生或因倚賴該等內容而引致的 任何損失承擔任何責任。 IWS Group Holdings Limited 國 際 永 勝 集 團 控 股 有 限 公 司 （於開曼群島註冊成立的有限公司） （股份代號：6663） 截 至2023年3月31日 止 年 度 的 年 度 業 績 公 告 綜 合 損 益 及 其 他 全 面 收 益 表 截至2023年3月31日止年度 2023年 2022年 附註 千港元 千港元 收入 3 392,496 537,371 其他收入 4 1,730 650 其他收益及虧損 4 23 (497) 金融資產之減值虧損淨額 5 (195) (566) 僱員福利開支 6 (326,559) (335,669) ...

Financial Performance - For the six months ended September 30, 2022, the company reported revenue of HKD 193,410,000, a decrease of 23.4% compared to HKD 252,711,000 for the same period in 2021[8]. - The company's profit before tax for the same period was HKD 14,928,000, down 60.7% from HKD 38,027,000 in the previous year[8]. - The total comprehensive income for the period was HKD 12,462,000, a decline of 58.7% from HKD 30,160,000 in the prior year[8]. - Adjusted net profit, excluding government subsidies, was HKD 9,626,000, significantly lower than HKD 38,878,000 in the previous year[8]. - The adjusted net profit margin for the period was 5.0%, a decrease from 15.4% in the same period last year[11]. - Basic earnings per share decreased to HKD 1.56, down 58.6% from HKD 3.77 in the same period last year[96]. - The profit before tax for the six months ended September 30, 2022, was HKD 14,928,000, down from HKD 38,027,000 in the same period of 2021, representing a decline of 60.7%[117]. - The company reported a government subsidy of HKD (2,836,000) during the period, which was not present in the same period of the previous year[121]. Revenue Breakdown - Revenue from the security services segment fell by approximately HKD 56.9 million or 23.9% to about HKD 181.3 million, primarily due to a decrease in income from manpower support services, which dropped by approximately HKD 62.7 million or 43.3%[18]. - Revenue from facility management services decreased by approximately HKD 2.5 million or 16.8% to about HKD 12.1 million, mainly due to the termination of several property and parking management contracts[19]. - Revenue from general security services increased to HKD 99,059,000, up 6.0% from HKD 93,199,000 in the previous year[110]. - Revenue from manpower support services decreased significantly to HKD 82,195,000, down 43.4% from HKD 144,883,000 in the previous year[110]. - The company did not report any revenue from parking rental income for the current period, compared to HKD 23,000 in the previous year[110]. - External revenue from security services was HKD 181,264,000, while facility management services generated HKD 12,146,000 for the six months ended September 30, 2022[117]. Assets and Liabilities - As of September 30, 2022, total assets amounted to HKD 287,823,000, compared to HKD 292,907,000 as of March 31, 2022[9]. - The company's current liabilities increased to HKD 85,726,000 from HKD 59,495,000, indicating a rise in short-term financial obligations[9]. - The total borrowings as of September 30, 2022, were approximately HKD 1.0 million, down from HKD 2.3 million as of March 31, 2022[30]. - The company's equity attributable to owners was HKD 202,021,000, down from HKD 232,759,000, indicating a reduction in shareholder equity[98]. - Non-current liabilities decreased significantly to HKD 78,000 from HKD 655,000, reflecting improved long-term financial stability[98]. Cash Flow and Liquidity - The cash and cash equivalents at the end of the period were HKD 115,046,000, down from HKD 118,828,000 at the end of the previous period[10]. - The current ratio stood at 3.2, slightly down from 3.6 in the previous year, indicating a decrease in liquidity[11]. - The average trade receivables turnover days increased to 142 days from 84 days, reflecting a longer collection period[11]. - The operating cash flow before changes in working capital for the six months ended September 30, 2022, was HKD 16,253,000, down from HKD 39,718,000 in the previous year, representing a decline of 59.0%[103]. - The net cash used in operating activities for the six months ended September 30, 2022, was HKD 1,155,000, an improvement from HKD 6,389,000 used in the same period of 2021[103]. Corporate Governance and Shareholder Information - The company has fully complied with the corporate governance code during the six months ended September 30, 2022[76]. - The company has maintained the required public float as per the listing rules as of September 30, 2022[80]. - The company has not granted or agreed to grant any share options under the share option scheme as of September 30, 2022[64]. - International Evergrande BVI holds a beneficial interest of 70.0% in the company, equating to 560,000,000 shares[59]. - The major shareholders include several individuals with a combined beneficial interest of 70.0% in the company[59]. Future Plans and Developments - The group aims to expand its security services and enhance facility management capabilities while seeking strategic acquisition opportunities[47]. - The company plans to utilize the remaining unutilized net proceeds of approximately HKD 7.9 million by March 31, 2023, for purchasing machinery and equipment, upgrading IT infrastructure, and establishing a control room[69]. - The company has postponed the utilization of unutilized net proceeds for purchasing machinery and equipment, IT infrastructure upgrades, and control room establishment by 12 months due to the impact of the COVID-19 pandemic[69]. - The company has not reported any new product or technology developments in the current report[64]. Miscellaneous - The company did not declare an interim dividend for the six months ended September 30, 2022, compared to no dividend for the same period in 2021[71]. - The company has not engaged in any purchase, sale, or redemption of its listed securities during the six months ended September 30, 2022[72]. - No significant matters related to the company's business or financial performance have been identified post-September 30, 2022[82].

Financial Performance - Revenue decreased by approximately 59.3 million HKD or 23.5% to about 193.4 million HKD for the six months ended September 30, 2022, compared to approximately 252.7 million HKD for the same period in 2021[14]. - Profit before tax was 14.9 million HKD for the six months ended September 30, 2022, down from 38.0 million HKD in the prior year[6]. - Total comprehensive income for the period was 12.5 million HKD, a decrease from 30.2 million HKD in the previous year[6]. - Adjusted net profit excluding government subsidies was 9.6 million HKD, compared to 38.9 million HKD in the same period last year[6]. - Total profit and comprehensive income decreased by approximately HKD 17.7 million or 58.7% to about HKD 12.5 million for the six months ended September 30, 2022, with a net profit margin dropping from approximately 11.9% to 6.4%[25]. - Adjusted profit and comprehensive income for the six months ended September 30, 2022, was approximately HKD 9.6 million, a decrease of about 75.2% compared to approximately HKD 38.9 million for the same period in 2021[26]. - The company reported a profit of HKD 12,462,000 for the period, compared to HKD 30,160,000 in the previous year, reflecting a decrease of 58.7%[99]. - Basic earnings per share decreased to HKD 1.56 from HKD 3.77, reflecting a drop of 58.6%[94]. Revenue Breakdown - Revenue from the security services segment decreased by approximately HKD 56.9 million or 23.9% to about HKD 181.3 million for the six months ended September 30, 2022, primarily due to a reduction in manpower support services revenue[5]. - Facility management services revenue decreased by approximately HKD 2.5 million or 16.8% to about HKD 12.1 million for the six months ended September 30, 2022, mainly due to the termination of several property and parking management contracts[17]. - External revenue from security services was HKD 181,264,000, while facility management services generated HKD 12,146,000[115]. - The revenue from manpower support services decreased significantly to HKD 82,195,000 from HKD 144,883,000, a decline of 43.4%[108]. - The revenue from general security services increased to HKD 99,059,000, up from HKD 93,199,000, marking a growth of 6.0%[108]. Assets and Liabilities - Non-current assets increased to 10.98 million HKD as of September 30, 2022, from 8.23 million HKD as of March 31, 2022[7]. - Current assets decreased to 276.84 million HKD as of September 30, 2022, from 284.68 million HKD as of March 31, 2022[7]. - The current ratio was 3.2 as of September 30, 2022, compared to 3.6 in the previous year[9]. - Total assets as of September 30, 2022, were HKD 276,844,000, a slight decrease from HKD 284,678,000 as of March 31, 2022[96]. - Current liabilities decreased to HKD 85,726,000 from HKD 59,495,000, indicating an increase of 43.9%[96]. - The company's equity attributable to owners was HKD 202,021,000, down from HKD 232,759,000, a decrease of 13.2%[96]. - Total borrowings as of September 30, 2022, were HKD 1.0 million, down from HKD 2.3 million as of March 31, 2022, with a debt-to-equity ratio of 0.5%[27]. Cash Flow and Expenses - The operating cash flow before changes in working capital for the six months ended September 30, 2022, was HKD 16,253,000, down from HKD 39,718,000 in the previous year, representing a decline of 59.0%[101]. - The net cash used in operating activities for the six months ended September 30, 2022, was HKD (1,155,000), compared to HKD (6,389,000) in the same period of 2021, indicating an improvement in cash flow[101]. - Cash and bank balances as of September 30, 2022, were approximately HKD 115.0 million, a decrease of about HKD 2.1 million or 1.7% from HKD 117.1 million as of March 31, 2022[27]. - Employee benefits expenses decreased by approximately HKD 6.1 million or 3.8% to about HKD 152.2 million for the six months ended September 30, 2022[19]. - Sales and marketing expenses increased by approximately HKD 0.2 million or 20.2% to about HKD 0.9 million for the six months ended September 30, 2022, due to an increase in security personnel dispatched to the private sector[20]. Corporate Governance and Compliance - The company has adopted the corporate governance code as a basis for its governance practices since its listing date on March 7, 2022[73]. - The company has established an audit committee to oversee financial reporting and internal control systems, enhancing governance[84]. - The company has confirmed compliance with the corporate governance code during the six months ended September 30, 2022[74]. - The group successfully transitioned its shares from GEM to the main board, enhancing transparency and trust, and aims to expand its security services and facility management capabilities[45]. Strategic Plans and Future Outlook - The company continues to see growing demand for its security and facility management services despite the challenging economic environment[12]. - The company has maintained its focus on providing quality security services to its clients in Hong Kong, leveraging its established brand[12]. - The group plans to selectively seek strategic acquisitions and investment opportunities to become a leading integrated facility management service provider in Hong Kong[45]. - The company continues to focus on expanding its security and facility management services in Hong Kong[104]. Shareholder Information - International Everwin BVI holds 70.0% of the company's issued share capital, equivalent to 560,000,000 shares[57]. - The beneficial ownership of International Everwin BVI is controlled by Senye, which owns 33.33% of the shares[55]. - The company has multiple shareholders with spouse interests, each holding 70.0% of the shares[57]. - The company is subject to the Securities and Futures Ordinance, which governs the disclosure of shareholdings[55]. - The total number of issued shares as of September 30, 2022, is 800,000,000[59]. Dividends and Proceeds Utilization - The company did not declare an interim dividend for the six months ended September 30, 2022, compared to no dividend for the same period in 2021[69]. - The total net proceeds from the GEM listing amounted to approximately HKD 32.0 million, with HKD 24.1 million already utilized by the reporting date[67]. - The company plans to utilize the remaining net proceeds of approximately HKD 7.9 million by March 31, 2023, for purchasing machinery and equipment, upgrading IT infrastructure, and establishing a control room[68]. - The company has postponed the use of unutilized proceeds for purchasing machinery and equipment, IT upgrades, and control room establishment by 12 months due to the impact of the COVID-19 pandemic[67].