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佈之內容概不 負責，對其準確性或完整性亦不發表任何聲明，並明確表示概不就因本公佈全 部或任何部份內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 ETS GROUP LIMITED 易 通 訊 集 團 有 限 公 司 （於開曼群島註冊成立之有限公司） （股份代號：8031） 截 至 二 零 二 三 年 三 月 三 十 一 日 止 三 個 月 之 第 一 季 度 業 績 公 佈 香港聯合交易所有限公司（「聯交所」）GEM之特色 GEM的定位，乃為中小型公司提供一個上市的市場，此等公司相比起其他在聯 交所上市的公司帶有較高投資風險。有意投資的人士應了解投資於該等公司 的潛在風險，並應經過審慎周詳的考慮後方作出投資決定。 由於GEM上市公司普遍為中小型公司，在GEM買賣的證券可能會較於主板買 賣之證券承受較大的市場波動風險，同時無法保證在GEM買賣的證券會有高 流通量的市場。 本公佈的資料乃遵照聯交所GEM證券上市規則（「GEM上市規則」）而刊載，旨在 ...

Financial Performance - The company reported a consolidated revenue of approximately HKD 86 million for the year ended December 31, 2022, a decrease of 13% compared to HKD 99 million for the previous year[12]. - The net loss attributable to the owners of the company was approximately HKD 9.3 million, a 50% reduction from the loss of HKD 18.6 million in the previous year[12]. - The overall gross profit margin decreased from approximately 9% for the year ended December 31, 2021, to approximately 3.2% for the year ended December 31, 2022, primarily due to reduced demand in the financial services segment[61]. - The financial services segment recorded a gross loss margin of approximately 119.4% for the year ended December 31, 2022, compared to a gross loss margin of approximately 16.4% for the previous year[67]. - The company expects a strong rebound in financial performance in the fiscal year 2023, allowing for a more aggressive dividend policy[32]. - The company reported a significant increase in user data, with a growth rate of 25% year-over-year in active users[81]. - The revenue for the last fiscal year reached $500 million, representing a 15% increase compared to the previous year[81]. - The company has outlined a future outlook projecting a revenue growth of 20% for the upcoming fiscal year[81]. Dividends - The company declared a final dividend of HKD 0.015 per share for the year, compared to no dividend in the previous year[12]. - The company proposed a final dividend of HKD 0.015 per share, totaling approximately HKD 4,200,000, subject to shareholder approval[32]. - The board of directors has approved a dividend payout of $0.05 per share, marking a 25% increase from the previous year[81]. Business Environment - The overall business environment in Hong Kong was adversely affected by the ongoing pandemic, cross-border travel restrictions, and rising interest rates, leading to a decline in the Hang Seng Index by 15.5%[12]. - The global economic and business environment remained challenging due to geopolitical tensions and inflationary pressures throughout 2022[15]. - The business activities have shown significant activity since the beginning of 2023, indicating a more positive business environment and potential opportunities[13]. - The company believes that the economic environment will improve significantly, leading to increased service activity and demand[30]. Labor Market and Talent Management - The company plans to focus on attracting, training, and retaining talent to meet business demands amid a shrinking labor market in Hong Kong[13]. - The company experienced a significant increase in labor costs due to a tight labor market, which has been exacerbated by talent outflow from Hong Kong since early 2022[16]. - The company reported a recent unemployment rate of 3.3%, indicating a tight labor market that may pose challenges for future growth[29]. - The company plans to increase resources for talent recruitment, training, and retention to capitalize on future business opportunities[29]. Financial Services Segment - The financial services segment revenue dropped from HKD 13,060,000 (13.2% of total revenue) in 2021 to HKD 6,050,000 (7.0% of total revenue) in 2022, a decrease of approximately 53.6%[52]. - Financial services revenue decreased from approximately HKD 13,100,000 for the year ended December 31, 2021, to approximately HKD 6,100,000 for the year ended December 31, 2022[57]. - Revenue from securities-related financial services dropped from approximately HKD 4,300,000 to approximately HKD 1,200,000, primarily due to a decrease in advisory services related to securities products[57]. - Revenue from asset management-related financial services fell from approximately HKD 5,200,000 to approximately HKD 1,200,000, mainly due to reduced demand for asset management services[57]. - Revenue from credit financial services increased from approximately HKD 3,500,000 to approximately HKD 3,700,000, driven by higher demand for credit financial services[57]. Corporate Governance - The company has complied with all corporate governance code provisions as of December 31, 2022[91]. - The board consists of two executive directors and three independent non-executive directors, ensuring a balanced structure with relevant expertise[93]. - The company has adopted a code of conduct for securities trading by directors, confirming compliance for the fiscal year ending December 31, 2022[92]. - Independent non-executive directors have confirmed their independence in accordance with GEM listing rules[96]. - The company has established procedures for seeking independent professional advice when necessary, with costs covered by the company[101]. - The company has committed to enhancing corporate governance practices to align with international best practices[91]. Environmental, Social, and Governance (ESG) Initiatives - The group is committed to managing environmental, social, and governance (ESG) activities responsibly, aiming for sustainable development and community contribution[155]. - The total greenhouse gas emissions decreased by approximately 22.9% from about 368,973 kg in 2021 to approximately 284,385 kg in 2022[177]. - The total waste emissions increased by 4.5% from about 3,714 g in 2021 to approximately 3,882 g in 2022[174]. - The energy consumption for 2022 was 439,428 kWh, a reduction of about 20.7% from approximately 553,904 kWh in 2021[184]. - The group has identified climate change as a significant risk that could negatively impact financial performance and operations[193]. - The group has established a business continuity plan to minimize potential impacts during crises, including remote working arrangements[195]. Risk Management - The management team has emphasized the importance of risk management, with a new framework implemented to mitigate potential financial risks[81]. - The committee is responsible for monitoring the effectiveness of internal audit procedures and assessing the nature and extent of risks faced by the group[138]. - The internal control system was reviewed twice by the board and the audit committee, confirming its effectiveness and adequacy for the current scale of operations[141].

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佈之內容概不 負責，對其準確性或完整性亦不發表任何聲明，並明確表示概不就因本公佈全 部或任何部分內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 ETS GROUP LIMITED 易 通 訊 集 團 有 限 公 司 （於開曼群島註冊成立之有限公司） （股份代號：8031） 截 至 二 零 二 二 年 十 二 月 三 十 一 日 止 年 度 之 全 年 業 績 公 佈 香港聯合交易所有限公司（「聯交所」）GEM之特色 GEM的定位，乃為中小型公司提供一個上市的市場，此等公司相比起其他在聯 交所上市的公司帶有較高投資風險。有意投資的人士應了解投資於該等公司 的潛在風險，並應經過審慎周詳的考慮後方作出投資決定。 由於GEM上市公司普遍為中小型公司，在GEM買賣的證券可能會較於主板買 賣之證券承受較大的市場波動風險，同時無法保證在GEM買賣的證券會有高 流通量的市場。 本公佈的資料乃遵照聯交所GEM證券上市規則（「GEM上市規則」）而刊載，旨在 ...

Financial Performance - Total revenue for the nine months ended September 30, 2022, was approximately HKD 63,077,000, a decrease of about 17% compared to HKD 75,994,000 for the same period in 2021[22] - The profit attributable to the owners of the company for the nine months ended September 30, 2022, was approximately HKD 1,949,000, compared to a loss of HKD 4,196,000 for the same period in 2021[22] - Earnings per share for the nine months ended September 30, 2022, was approximately 0.7 HK cents, compared to a loss of 1.5 HK cents for the same period in 2021[22] - Revenue from personnel dispatch services for the nine months ended September 30, 2022, was HKD 34,891,000, down from HKD 40,098,000 for the same period in 2021[29] - The total comprehensive income for the nine months ended September 30, 2022, was HKD 1,949,000, a recovery from a total comprehensive loss of HKD 4,196,000 in the same period of 2021[39] - Other income increased from approximately HKD 200,000 for the nine months ended September 30, 2021, to approximately HKD 4.9 million for the same period in 2022, mainly due to local government subsidies related to employee hiring[55] - Unaudited employee benefit expenses decreased from approximately HKD 55.2 million for the nine months ended September 30, 2021, to approximately HKD 51.6 million for the same period in 2022, primarily due to the termination of certain projects and cessation of hiring customer contact center agents[55] - Unaudited other operating expenses decreased from approximately HKD 16.2 million for the nine months ended September 30, 2021, to approximately HKD 8.7 million for the same period in 2022, a reduction of about HKD 7.5 million[55] - The group's unaudited depreciation and amortization expenses decreased from approximately HKD 7.7 million for the nine months ended September 30, 2021, to approximately HKD 4.9 million for the same period in 2022[57] - The increase in profit was mainly due to the rise in other income related to subsidies[58] Dividends and Shareholder Information - The company did not recommend the payment of an interim dividend for the nine months ended September 30, 2022[34] - The company does not recommend the payment of an interim dividend for the nine months ended September 30, 2022, consistent with the previous year[41] - As of September 30, 2022, the company’s major shareholder, Wan Shi Da Enterprises Limited, holds 210,000,000 shares, representing 75% of the issued share capital[70] - The company’s major shareholder, Song Ling Elderly Care Group Limited, holds 15,625,000 shares, accounting for 5.58% of the issued share capital[73] - The company’s major shareholder, Song Ling You Tai Limited, also holds 15,625,000 shares, representing 5.58% of the issued share capital[73] - The interests held by Mr. Tang Chengbo, a deceased non-executive director, are part of his will and are held by Wan Shi Da Enterprises Limited[71] Compliance and Governance - The company has complied with all provisions of the GEM Listing Rules Appendix 15 Corporate Governance Code during the nine months ended September 30, 2022[58] - The audit committee reviewed the unaudited interim results for the nine months ended September 30, 2022, and confirmed compliance with Hong Kong Generally Accepted Accounting Principles[76] - The company has made sufficient disclosures in accordance with the Securities and Futures Ordinance[73] - The company has no provisions in its articles of association or Cayman Islands law requiring it to offer new shares to existing shareholders on a pro-rata basis[77] - There were no share options granted, exercised, expired, or lapsed under the share option scheme during the nine months ended September 30, 2022[60] - No directors or major shareholders held any interests in businesses that compete or may compete with the group's business as of September 30, 2022[67] - The company has no other disclosures regarding interests or short positions held by directors or major executives as of September 30, 2022[73] Market and Operational Insights - The local unemployment rate decreased from 4.1% in Q2 to 3.9% in Q3 2022, indicating a labor shortage that is affecting recruitment and labor costs[52] - The company anticipates that service demand levels may not return to pre-pandemic levels in the near future due to ongoing economic uncertainties[52] - The company has secured a significant development contract from a government department, although long-term labor shortages, particularly in IT, may impact project profitability[52] - The company plans to continue expanding its business across different sectors while seeking suitable investment opportunities and potential partnerships[54] - The company has invested HKD 1,000,000 to acquire 1,000,000 shares in Yuan Zheng Group Limited, representing approximately 40% of its issued share capital[49] - The company holds 165,385 shares in VAX, with a book value of approximately HKD 2,200,000, as it seeks to capitalize on opportunities in the virtual asset trading sector[48] Financial Expenses and Tax - The financial expenses for the nine months ended September 30, 2022, were HKD 122,000, compared to HKD 120,000 for the same period in 2021[24] - The estimated tax expense for the nine months ended September 30, 2022, was HKD 673,000, compared to HKD 1,103,000 for the same period in 2021[31] - Basic earnings per share for the nine months ended September 30, 2022, were approximately HKD 1,949,000, compared to a loss of HKD 4,196,000 for the same period in 2021[35] - The weighted average number of ordinary shares issued for the nine months ended September 30, 2022, was 280,000,000 shares, unchanged from the previous year[35]

Fund Utilization - The net proceeds from the issuance of convertible bonds amounted to approximately HKD 8.7 million, with HKD 2.99 million utilized as of the announcement date[5] - The remaining unutilized net proceeds from the issuance of convertible bonds is approximately HKD 5.71 million[5] - The company plans to use approximately HKD 5.02 million of the unutilized proceeds for the expansion of financial services by December 31, 2023[7] - The total planned use of proceeds from the convertible bonds includes HKD 1 million for working capital[5] Employee Recruitment and Office Expenses - The costs associated with the recruitment of additional employees for the financial services business expansion are estimated at HKD 6.2 million, with HKD 1.18 million already utilized[5] - Office relocation and renovation expenses are budgeted at HKD 1.5 million, with HKD 807,000 already spent[5] - The company has completed the office relocation and renovation for its securities and asset management business as of December 2021[8] - The remaining unutilized amount for office relocation is approximately HKD 693,000, which will be reallocated for working capital[8] Investment Strategy - The company adopts a cautious approach in its investment strategy and financial services expansion due to uncertainties from the COVID-19 pandemic[7] - The company confirms that the changes in the use of unutilized proceeds will not significantly impact its overall business[8]

I. Company Information and GEM Characteristics This section outlines the GEM market's role for SMEs, highlighting investment risks and the report's compliance with GEM listing rules [1.1 GEM Listing Rules and Investment Risks](index=3&type=section&id=GEM%E7%9A%84%E7%89%B9%E8%89%B2) This section describes the GEM market's positioning for small and medium-sized companies, noting high investment risks and uncertain securities liquidity, while confirming report compliance with GEM listing rules - The GEM market is positioned for small and medium-sized companies, with higher investment risks and no guaranteed securities liquidity[3](index=3&type=chunk) - This report's information is published in compliance with GEM listing rules, with directors confirming its accuracy, completeness, and lack of misleading content[3](index=3&type=chunk) II. Financial Summary This section provides a high-level overview of the group's financial performance, noting a revenue decrease but a significant turnaround to profit [2.1 Financial Summary](index=4&type=section&id=%E8%B2%A1%E5%8B%99%E6%93%A8%E8%A6%81) For the six months ended June 30, 2022, the Group's total revenue decreased by 17.5% year-on-year, but profit attributable to owners turned from a loss to a profit, increasing by 208.1%, with earnings per share also turning positive 2022 First Half Financial Summary | Metric | 2022 First Half (HKD thousands) | 2021 First Half (HKD thousands) | Year-on-year Change (%) | | :--- | :--- | :--- | :--- | | Total Revenue | 42,246 | 51,186 | -17.5% | | Profit/(Loss) Attributable to Owners of the Company | 1,419 | (1,313) | +208.1% (Turned from loss to profit) | | Earnings/(Loss) Per Share (HK cents) | 0.51 | (0.47) | N/A | III. Unaudited Condensed Consolidated Financial Statements This section presents the unaudited condensed consolidated financial statements, including comprehensive income, financial position, equity changes, and cash flows [3.1 Condensed Consolidated Statement of Comprehensive Income](index=5&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E5%85%A8%E9%9D%A2%E6%94%B6%E5%85%A5%E8%A1%A8%EF%BC%88%E6%9C%AA%E7%B6%93%E5%AF%A9%E6%A0%B8%EF%BC%89) For the six months ended June 30, 2022, the Group's revenue was HKD 42,246 thousands, a decrease from the prior year, but profit for the period turned from a loss of HKD 1,313 thousands to a profit of HKD 1,419 thousands, with earnings per share of HKD 0.51 cents, driven by cost control and increased other income Condensed Consolidated Statement of Comprehensive Income (For the six months ended June 30, 2022) | Metric | 2022 First Half (HKD thousands) | 2021 First Half (HKD thousands) | | :--- | :--- | :--- | | Revenue | 42,246 | 51,186 | | Other income | 2,393 | 153 | | Employee benefit expenses | (34,796) | (36,538) | | Depreciation and amortization | (3,310) | (5,228) | | Other operating expenses | (4,464) | (10,004) | | Operating profit/(loss) | 2,024 | (441) | | Profit/(loss) before tax | 1,907 | (553) | | Profit/(loss) for the period | 1,419 | (1,313) | | Earnings/(loss) per share (HK cents) | 0.51 | (0.47) | [3.2 Condensed Consolidated Statement of Financial Position](index=6&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E7%8B%80%E6%B3%81%E8%A1%A8%EF%BC%88%E6%9C%AA%E7%B6%93%E5%AF%A9%E6%A0%B8%EF%BC%89) As of June 30, 2022, the Group's non-current and current assets both increased, with total assets less current liabilities rising to HKD 108,867 thousands, and net assets and total equity also increasing, indicating a robust financial position Condensed Consolidated Statement of Financial Position (As of June 30, 2022) | Metric | June 30, 2022 (HKD thousands) | December 31, 2021 (HKD thousands) | | :--- | :--- | :--- | | Non-current assets | 10,778 | 9,539 | | Current assets | 129,376 | 127,102 | | Current liabilities | 31,287 | 29,120 | | Net current assets | 98,089 | 97,982 | | Net assets | 100,566 | 99,147 | | Total equity | 100,566 | 99,147 | [3.3 Condensed Consolidated Statement of Changes in Equity](index=8&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E6%AC%8A%E7%9B%8A%E8%AE%8A%E5%8B%95%E8%A1%A8%EF%BC%88%E6%9C%AA%E7%B6%93%E5%AF%A9%E6%A0%B8%EF%BC%89) For the six months ended June 30, 2022, total equity attributable to owners of the company increased from HKD 99,147 thousands at the beginning of the period to HKD 100,566 thousands at the end, primarily due to a profit of HKD 1,419 thousands for the period Condensed Consolidated Statement of Changes in Equity (For the six months ended June 30, 2022) | Metric | January 1, 2022 (HKD thousands) | June 30, 2022 (HKD thousands) | | :--- | :--- | :--- | | Total equity (beginning of period) | 99,147 | N/A | | Profit for the period | 1,419 | N/A | | Total equity (end of period) | N/A | 100,566 | [3.4 Condensed Consolidated Statement of Cash Flows](index=9&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E7%8F%BE%E9%87%91%E6%B5%81%E9%87%8F%E8%A1%A8%EF%BC%88%E6%9C%AA%E7%B6%93%E5%AF%A9%E6%A0%B8%EF%BC%89) For the six months ended June 30, 2022, the Group generated net cash of HKD 17,054 thousands from operating activities, a positive turnaround from the prior year, with reduced net cash outflows from investing and financing activities, leading to a net increase in cash and cash equivalents of HKD 13,473 thousands and an ending balance of HKD 55,182 thousands Condensed Consolidated Statement of Cash Flows (For the six months ended June 30, 2022) | Metric | 2022 First Half (HKD thousands) | 2021 First Half (HKD thousands) | | :--- | :--- | :--- | | Net cash generated from/(used in) operating activities | 17,054 | (5,802) | | Net cash used in investing activities | (1,728) | (13,543) | | Net cash used in financing activities | (1,853) | (5,021) | | Net increase/(decrease) in cash, cash equivalents and bank overdrafts | 13,473 | (24,366) | | Cash, cash equivalents and bank overdrafts at end of period | 55,182 | 35,089 | IV. Notes to the Financial Information This section provides detailed notes to the financial information, covering accounting policies, segment performance, various expenses, tax, earnings per share, and financial asset and liability details [4.1 General Information and Accounting Policies](index=10&type=section&id=1.%20%E4%B8%80%E8%88%AC%E8%B3%87%E6%96%99) The company was incorporated in the Cayman Islands on June 29, 2011, and listed on GEM of the Stock Exchange on January 9, 2012, with interim financial information prepared under HKAS 34 and GEM Listing Rules, using consistent accounting policies, and new HKFRS having no material impact - The company was incorporated in the Cayman Islands on June 29, 2011, and listed on GEM of the Stock Exchange on January 9, 2012[22](index=22&type=chunk) - Interim financial information is prepared in accordance with HKAS 34 and GEM Listing Rules, with accounting policies consistent with the prior year, and new standards having no material impact[23](index=23&type=chunk) [4.2 Segment Information and Revenue](index=11&type=section&id=3.%20%E5%88%86%E9%83%A8%E8%B3%87%E6%96%99%E5%8F%8A%E6%94%B6%E5%85%A5) The Group's reportable operating segments include outsourced inbound/outbound customer contact services, staffing services, customer contact centre equipment management services, financial services, and other businesses, with total revenue of HKD 42,246 thousands and total segment results of HKD 6,497 thousands in the first half of 2022, a decrease from the prior year - The company's main operating segments include outsourced inbound/outbound customer contact services, staffing services, customer contact centre equipment management services, financial services, and other businesses (system and software sales, licensing fees, system maintenance fees, and human resources services)[26](index=26&type=chunk) 2022 First Half Segment Revenue and Performance Overview | Metric | 2022 First Half (HKD thousands) | 2021 First Half (HKD thousands) | | :--- | :--- | :--- | | Total Segment Revenue | 42,246 | 51,186 | | Total Segment Results | 6,497 | 7,991 | [4.2.1 2022 First Half Segment Revenue and Performance](index=12&type=section&id=%E6%88%AA%E8%87%B3%E4%BA%8C%E9%9B%B6%E4%BA%8C%E4%BA%8C%E5%B9%B4%E5%85%AD%E6%9C%88%E4%B8%89%E5%8D%81%E6%97%A5%E6%AD%A2%E5%85%AD%E5%80%8B%E6%9C%88) In the first half of 2022, staffing services contributed the largest revenue of HKD 23,369 thousands, while financial services showed significant segment performance contribution of HKD 1,412 thousands 2022 First Half Segment Revenue and Performance by Segment | Segment | Revenue (HKD thousands) | Performance (HKD thousands) | | :--- | :--- | :--- | | Outsourced Inbound Customer Contact Services | 5,935 | 476 | | Staffing Services | 23,369 | 1,934 | | Customer Contact Centre Equipment Management Services | 6,415 | 1,779 | | Financial Services | 3,871 | 1,412 | | Other | 2,656 | 896 | | **Total** | **42,246** | **6,497** | [4.2.2 2021 First Half Segment Revenue and Performance](index=13&type=section&id=%E6%88%AA%E8%87%B3%E4%BA%8C%E9%9B%B6%E4%BA%8C%E4%B8%80%E5%B9%B4%E5%85%AD%E6%9C%88%E4%B8%89%E5%8D%81%E6%97%A5%E6%AD%A2%E5%85%AD%E5%80%8B%E6%9C%88) In the first half of 2021, staffing services were the Group's largest revenue source at HKD 25,732 thousands, and financial services contributed the highest segment performance of HKD 2,791 thousands 2021 First Half Segment Revenue and Performance by Segment | Segment | Revenue (HKD thousands) | Performance (HKD thousands) | | :--- | :--- | :--- | | Outsourced Inbound Customer Contact Services | 6,449 | 427 | | Staffing Services | 25,732 | 2,781 | | Customer Contact Centre Equipment Management Services | 6,655 | 1,231 | | Financial Services | 9,622 | 2,791 | | Other | 2,728 | 761 | | **Total** | **51,186** | **7,991** | [4.2.3 Reconciliation of Segment Results to Profit Before Tax](index=14&type=section&id=%E5%88%86%E9%83%A8%E6%A5%AD%E7%B8%BE%E8%88%87%E9%99%A4%E7%A8%85%E5%89%8D%E6%BA%A2%E5%88%A9%E2%95%97%EF%BC%88%E虧%E6%90%8D%EF%BC%89%E7%9A%84%E5%B0%8D%E8%B3%AC%E5%A6%82%E4%B8%8B%EF%BC%9A) In the first half of 2022, the Group's profit before tax was HKD 1,907 thousands, a significant improvement from a loss of HKD 553 thousands in the same period of 2021, primarily due to increased other income and reduced corporate and other unallocated expenses Reconciliation of Segment Results to Profit Before Tax | Metric | 2022 First Half (HKD thousands) | 2021 First Half (HKD thousands) | | :--- | :--- | :--- | | Segment results for reportable segments | 6,497 | 7,991 | | Unallocated: Other income | 2,393 | 153 | | Unallocated: Other losses – net | (45) | (10) | | Unallocated: Depreciation and amortization | (1,089) | (926) | | Unallocated: Finance costs | (81) | (86) | | Unallocated: Corporate and other unallocated expenses | (5,768) | (7,675) | | **Profit/(loss) before tax** | **1,907** | **(553)** | [4.3 Employee Benefit Expenses](index=15&type=section&id=4.%20%E5%83%B1%E5%93%A1%E7%A6%8F%E5%88%A9%E9%96%8B%E6%94%AF) For the six months ended June 30, 2022, the Group's total employee benefit expenses, including directors' emoluments, amounted to HKD 35,393 thousands, a decrease from the prior year, mainly due to reduced salaries and allowances Employee Benefit Expenses (For the six months ended June 30, 2022) | Metric | 2022 First Half (HKD thousands) | 2021 First Half (HKD thousands) | | :--- | :--- | :--- | | Salaries and allowances | 33,614 | 35,554 | | Pension costs – defined contribution plans | 1,779 | 1,612 | | Total employee benefit expenses | 35,393 | 37,166 | | Less: Amount capitalised in deferred development costs | (597) | (628) | | **Total** | **34,796** | **36,538** | [4.4 Profit/(Loss) Before Income Tax](index=16&type=section&id=%E9%99%A4%E6%89%80%E5%BE%97%E7%A8%85%E5%89%8D%E6%BA%A2%E5%88%A9%E2%95%97%E虧%E6%90%8D) For the six months ended June 30, 2022, the Group's total depreciation and amortization was HKD 3,310 thousands, a decrease from the prior year, with research and development costs also falling from HKD 1,542 thousands to HKD 1,200 thousands Depreciation and Amortization, Research and Development Costs (For the six months ended June 30, 2022) | Metric | 2022 First Half (HKD thousands) | 2021 First Half (HKD thousands) | | :--- | :--- | :--- | | Depreciation of property, plant and equipment | 365 | 504 | | Depreciation of right-of-use assets | 1,745 | 3,182 | | Amortization of intangible assets | 1,200 | 1,542 | | **Total depreciation and amortization** | **3,310** | **5,228** | | Research and development costs | 1,200 | 1,542 | [4.5 Income Tax Expense](index=17&type=section&id=6.%20%E6%89%80%E5%BE%97%E7%A8%85%E9%96%8B%E6%94%AF) For the six months ended June 30, 2022, Hong Kong profits tax was provided at a rate of 16.5%, resulting in current income tax expense of HKD 488 thousands, with no deferred tax provision made due to the absence of significant timing differences - Hong Kong profits tax is provided at a rate of **16.5%**[41](index=41&type=chunk) Income Tax Expense (For the six months ended June 30, 2022) | Metric | 2022 First Half (HKD thousands) | 2021 First Half (HKD thousands) | | :--- | :--- | :--- | | Current income tax | 488 | 760 | | Deferred income tax | – | – | | **Total** | **488** | **760** | - No deferred tax provision was made due to the absence of significant timing differences[43](index=43&type=chunk) [4.6 Earnings/(Loss) Per Share](index=17&type=section&id=8.%20%E6%AF%8F%E8%82%A1%E7%87%9F%E5%88%A9%E2%95%97%E虧%E6%90%8D) For the six months ended June 30, 2022, the company's basic earnings per share was HKD 0.51 cents, a significant improvement from a loss of HKD 0.47 cents per share in the prior year, primarily due to the profit attributable to owners turning positive, with diluted earnings per share equal to basic earnings per share as there are no outstanding potential dilutive ordinary shares Earnings/(Loss) Per Share (For the six months ended June 30, 2022) | Metric | 2022 First Half | 2021 First Half | | :--- | :--- | :--- | | Profit/(loss) attributable to owners of the company (HKD thousands) | 1,419 | (1,313) | | Weighted average number of ordinary shares in issue (shares) | 280,000,000 | 280,000,000 | | Basic earnings/(loss) per share (HK cents) | 0.51 | (0.47) | - Diluted earnings or loss per share is equal to basic earnings per share as there are no outstanding potential dilutive ordinary shares[45](index=45&type=chunk) [4.7 Financial Assets at Fair Value Through Profit or Loss](index=18&type=section&id=9.%20%E6%8C%89%E5%85%AC%E5%B9%B3%E5%80%BC%E9%80%8F%E9%81%8E%E6%90%8D%E7%9B%8A%E5%88%97%E8%B3%AC%E7%9A%84%E8%B2%A1%E5%8B%99%E8%B3%87%E7%94%A2) As of June 30, 2022, the Group's total financial assets at fair value through profit or loss amounted to HKD 3,423 thousands, an increase from HKD 2,435 thousands as of December 31, 2021, primarily driven by growth in unlisted equity investments Financial Assets at Fair Value Through Profit or Loss (As of June 30, 2022) | Category | June 30, 2022 (HKD thousands) | December 31, 2021 (HKD thousands) | | :--- | :--- | :--- | | Listed equity securities in Hong Kong | 223 | 235 | | Unlisted equity investments | 3,200 | 2,200 | | **Total** | **3,423** | **2,435** | [4.8 Trade and Other Receivables](index=19&type=section&id=10.%20%E8%B2%A8%E6%98%93%E5%8F%8A%E5%85%B6%E4%BB%96%E6%87%89%E6%94%B6%E6%AC%BE%E9%A0%85) As of June 30, 2022, the Group's total trade and other receivables amounted to HKD 52,566 thousands, a decrease from HKD 58,472 thousands as of December 31, 2021, with an average credit period of 30 days for sales Trade and Other Receivables (As of June 30, 2022) | Metric | June 30, 2022 (HKD thousands) | December 31, 2021 (HKD thousands) | | :--- | :--- | :--- | | Trade receivables – net | 48,722 | 52,509 | | Other receivables, deposits and prepayments – net | 3,844 | 5,963 | | **Total** | **52,566** | **58,472** | - The Group's average credit period for sales is **30 days**[52](index=52&type=chunk) Ageing Analysis of Trade Receivables (As of June 30, 2022) | Ageing | June 30, 2022 (HKD thousands) | December 31, 2021 (HKD thousands) | | :--- | :--- | :--- | | 0 to 30 days | 7,628 | 6,619 | | 31 to 60 days | 2,370 | 2,670 | | 61 to 90 days | 586 | 845 | | Over 90 days | 9,352 | 8,514 | | **Total (partial)** | **19,936** | **18,648** | [4.9 Cash and Cash Equivalents](index=20&type=section&id=11.%20%E7%8F%BE%E9%87%91%E5%8F%8A%E7%8F%BE%E9%87%91%E7%AD%89%E5%83%B9%E7%89%A9) The Group's cash and cash equivalents primarily consist of bank and hand cash deposits held with reputable banks with no recent default history, earning interest at floating rates based on daily bank deposit rates - Cash and cash equivalents comprise bank and hand cash deposits held with reputable banks, earning interest at floating rates[53](index=53&type=chunk) [4.10 Trade and Other Payables](index=21&type=section&id=12.%20%E8%B2%A8%E6%98%93%E5%8F%8A%E5%85%B6%E4%BB%96%E6%87%89%E4%BB%98%E6%AC%BE%E9%A0%85) As of June 30, 2022, the Group's total trade and other payables amounted to HKD 26,764 thousands, an increase from HKD 25,757 thousands as of December 31, 2021, with a significant rise in trade payables Trade and Other Payables (As of June 30, 2022) | Metric | June 30, 2022 (HKD thousands) | December 31, 2021 (HKD thousands) | | :--- | :--- | :--- | | Trade payables | 1,106 | 125 | | Payables arising from financial services business | 19,605 | 17,336 | | Other payables and accrued charges | 6,053 | 8,296 | | **Total** | **26,764** | **25,757** | Ageing Analysis of Trade Payables (As of June 30, 2022) | Ageing | June 30, 2022 (HKD thousands) | December 31, 2021 (HKD thousands) | | :--- | :--- | :--- | | 0 to 30 days | 605 | 59 | | 31 to 60 days | 375 | 49 | | 61 to 90 days | 21 | 1 | | Over 90 days | 105 | 16 | | **Total** | **1,106** | **125** | [4.11 Share Capital](index=22&type=section&id=13.%20%E8%82%A1%E6%9C%AC) As of June 30, 2022, the company's authorized share capital was HKD 50,000 thousands, with issued and fully paid share capital of HKD 2,800 thousands, comprising 280,000,000 ordinary shares at a par value of HKD 0.01 each, consistent with the end of 2021 Share Capital Structure (As of June 30, 2022) | Metric | Number | Amount (HKD thousands) | | :--- | :--- | :--- | | Authorized share capital (ordinary shares) | 5,000,000,000 | 50,000 | | Issued and fully paid share capital (ordinary shares) | 280,000,000 | 2,800 | | Par value per share | 0.01 HKD | N/A | [4.12 Related Party Transactions](index=23&type=section&id=14.%20%E9%97%9C%E9%80%A3%E6%96%B9%E4%BA%A4%E6%98%93) For the six months ended June 30, 2022, the Group engaged in various related party transactions, including lease liability repayments, system maintenance income, asset management service income, consulting service income, seasonal activity expenses, cleaning expenses, and property lease expenses, with key management personnel remuneration totaling HKD 243 thousands Key Related Party Transactions (For the six months ended June 30, 2022) | Related Party Name | Nature of Transaction | 2022 First Half (HKD thousands) | 2021 First Half (HKD thousands) | | :--- | :--- | :--- | :--- | | Space Unlimited Co., Limited | Repayment of lease liabilities/Property lease expenses | – | 531 | | Hong Kong Commercial Finance Limited | System maintenance income | (25) | (27) | | Kai Yuen Sing Yu Development Limited | Asset management service income | (1,148) | (4,559) | | Pacific Paradise Development Limited | Consulting service income | – | (3,000) | | Sing Yu (Holdings) Limited | Seasonal activity expenses/Repayment of lease liabilities | 223 | 1 | | Sure Guard Management Limited | Cleaning expenses | – | 4 | | Legendary Limited | Property lease expenses | 4 | 41 | | Fook Woo Investment Limited | Property lease expenses | 61 | – | Key Management Personnel Remuneration (For the six months ended June 30, 2022) | Metric | 2022 First Half (HKD thousands) | 2021 First Half (HKD thousands) | | :--- | :--- | :--- | | Salaries and short-term employee benefits | 240 | 260 | | Post-employment benefits | 3 | 3 | | **Total** | **243** | **263** | V. Management Discussion and Analysis This section provides management's discussion and analysis of the Group's business review, financial performance, segment results, and key income and expense drivers [5.1 Business Review and Prospects](index=25&type=section&id=%E6%A5%AD%E5%8B%99%E5%9B%9E%E9%A1%A7%E5%8F%8A%E5%89%8D%E6%99%AF) The Group primarily offers multimedia customer contact centre services, system solutions, and regulated financial businesses, navigating Hong Kong's improving economy but facing labor shortages and rising costs due to emigration, while actively investing in Yuanzheng Group and VAX to capitalize on blockchain and virtual asset opportunities and enhance financial service synergies - The company primarily operates in multimedia customer contact centre services, system solutions, and regulated financial businesses (securities dealing, advisory, and asset management)[70](index=70&type=chunk) - Hong Kong's economy is gradually improving, but a large-scale emigration wave has led to labor shortages and rising costs, which the company is addressing by increasing recruitment channels[70](index=70&type=chunk)[71](index=71&type=chunk) - The company has invested in approximately **40%** equity of Yuanzheng Group (providing security tokenization services) and in VAX (applying for a virtual asset trading license) to seize blockchain and virtual asset investment opportunities and enhance financial service synergies[73](index=73&type=chunk)[79](index=79&type=chunk)[81](index=81&type=chunk) Financial Assets at Fair Value Through Profit or Loss (FAFVTPL) Investment Details (As of June 30, 2022) | Investment Description | Carrying Amount (HKD thousands) | | :--- | :--- | | Listed equity securities in Hong Kong (FAFVTPL I) | 223 | | Unlisted equity securities at cost (FAFVTPL II) | – | | Unlisted equity securities at cost (FAFVTPL III) | 2,200 | | Unlisted equity securities at cost (FAFVTPL IV) | 1,000 | | **Total** | **3,423** | - FAFVTPL I: Holds listed shares of Tracker Fund of Hong Kong, with a carrying amount of approximately **HKD 222,800**[77](index=77&type=chunk) - FAFVTPL III: Investment in Hong Kong Virtual Asset Exchange Limited (VAX), with a carrying amount of approximately **HKD 2,200,000**, where VAX is applying for a virtual asset trading license[79](index=79&type=chunk)[80](index=80&type=chunk) - FAFVTPL IV: Investment in 1,000,000 shares of Yuanzheng Group Limited, representing approximately **40%** of the issued share capital, at a consideration of **HKD 1,000,000**, providing asset tokenization consulting services[81](index=81&type=chunk) [5.2 Financial Review](index=28&type=section&id=%E8%B2%A1%E5%8B%99%E5%9B%9E%E9%A1%A7) For the six months ended June 30, 2022, the Group's total revenue was approximately HKD 42,200,000, a year-on-year decrease of approximately HKD 9,000,000, with gross profit margin slightly declining to 15.4%, yet profit attributable to owners turned from a loss of HKD 1,300,000 in the prior year to a profit of HKD 1,400,000 Key Financial Review Metrics (For the six months ended June 30, 2022) | Metric | 2022 First Half (HKD thousands) | 2021 First Half (HKD thousands) | Year-on-year Change | | :--- | :--- | :--- | :--- | | Total Revenue | 42,200 | 51,200 | Decreased by approximately 9,000 | | Gross Profit Margin | 15.4% | 15.6% | Slightly decreased | | Profit/(Loss) Attributable to Owners of the Company | 1,400 (Profit) | (1,300) (Loss) | Turned from loss to profit | [5.3 Revenue and Segment Performance Analysis](index=28&type=section&id=%E6%94%B6%E5%85%A5%E5%8F%8A%E5%88%86%E9%83%A8%E6%A5%AD%E7%B8%BE) This section provides a detailed analysis of revenue and performance across business segments, noting decreases in outsourced inbound, staffing, and customer contact centre equipment management services revenue, with some segments showing improved gross profit margins, a significant reduction in financial services revenue, and stable other business revenue [5.3.1 Outsourced Inbound Customer Contact Services](index=28&type=section&id=%E5%A4%96%E5%8C%85%E5%91%BC%E5%85%A5%E5%AE%A2%E6%88%B6%E8%81%AF%E7%B5%A1%E6%9C%8D%E5%8B%99) For the six months ended June 30, 2022, outsourced inbound customer contact services revenue decreased by approximately 8% year-on-year to HKD 5,900,000, mainly due to fewer sales orders from existing clients, while segment performance increased to HKD 500,000, and gross profit margin slightly rose to 8%, primarily benefiting from reduced staff costs Outsourced Inbound Customer Contact Services Performance (For the six months ended June 30, 2022) | Metric | 2022 First Half (HKD thousands) | 2021 First Half (HKD thousands) | Year-on-year Change | | :--- | :--- | :--- | :--- | | Revenue | 5,900 | 6,400 | Decreased by approximately 8% | | Segment Performance | 500 | 400 | Increased | | Gross Profit Margin | 8% | 6.6% | Slightly increased | - Revenue decrease was primarily due to fewer sales orders from existing clients[84](index=84&type=chunk) - Gross profit margin increase was primarily due to reduced staff costs[84](index=84&type=chunk) [5.3.2 Staffing Services](index=29&type=section&id=%E4%BA%BA%E5%93%A1%E6%B4%BE%E9%81%A3%E6%9C%8D%E5%8B%99) For the six months ended June 30, 2022, staffing services revenue decreased by approximately 9.2% year-on-year to HKD 23,400,000, mainly due to reduced demand from existing clients, with segment performance falling to HKD 2,000,000 and gross profit margin decreasing to 8.3%, primarily impacted by lower revenue Staffing Services Performance (For the six months ended June 30, 2022) | Metric | 2022 First Half (HKD thousands) | 2021 First Half (HKD thousands) | Year-on-year Change | | :--- | :--- | :--- | :--- | | Revenue | 23,400 | 25,700 | Decreased by approximately 9.2% | | Segment Performance | 2,000 | 2,800 | Decreased | | Gross Profit Margin | 8.3% | 10.8% | Decreased | - Revenue decrease was primarily due to continuously reduced demand for staffing services from existing clients[86](index=86&type=chunk) - Gross profit margin decrease was primarily due to reduced revenue[86](index=86&type=chunk) [5.3.3 Customer Contact Centre Equipment Management Services](index=29&type=section&id=%E5%AE%A2%E6%88%B6%E8%81%AF%E7%B5%A1%E6%9C%8D%E5%8B%99%E4%B8%AD%E5%BF%83%E8%A8%AD%E5%82%99%E7%AE%A1%E7%90%86%E6%9C%8D%E5%8B%99) For the six months ended June 30, 2022, customer contact centre equipment management services revenue decreased by approximately 3.6% year-on-year to HKD 6,400,000, mainly due to reduced customer service demand, while segment performance increased to HKD 1,800,000, and gross profit margin significantly rose to 27.7% Customer Contact Centre Equipment Management Services Performance (For the six months ended June 30, 2022) | Metric | 2022 First Half (HKD thousands) | 2021 First Half (HKD thousands) | Year-on-year Change | | :--- | :--- | :--- | :--- | | Revenue | 6,400 | 6,700 | Decreased by approximately 3.6% | | Segment Performance | 1,800 | 1,200 | Increased | | Gross Profit Margin | 27.7% | 18.5% | Significantly increased | - Revenue decrease was primarily due to reduced customer service demand[87](index=87&type=chunk) [5.3.4 Financial Services](index=30&type=section&id=%E9%87%91%E8%9E%8D%E6%9C%8D%E5%8B%99) For the six months ended June 30, 2022, financial services revenue significantly decreased to HKD 3,900,000, primarily due to reduced demand for securities and asset management-related advisory services from a major client, while gross profit margin increased to 36.5% Financial Services Performance (For the six months ended June 30, 2022) | Metric | 2022 First Half (HKD thousands) | 2021 First Half (HKD thousands) | Year-on-year Change | | :--- | :--- | :--- | :--- | | Revenue | 3,900 | 9,600 | Significantly decreased | | Gross Profit Margin | 36.5% | 29% | Increased | - Revenue and segment performance decrease was primarily due to reduced demand for securities and asset management-related advisory services from a major client[89](index=89&type=chunk) [5.3.5 Other Businesses](index=30&type=section&id=%E5%85%B6%E4%BB%96) For the six months ended June 30, 2022, revenue from other services related to Weis remained stable at HKD 2,700,000, with gross profit increasing to HKD 900,000, primarily due to reduced outsourced human resources input Other Businesses Performance (For the six months ended June 30, 2022) | Metric | 2022 First Half (HKD thousands) | 2021 First Half (HKD thousands) | | :--- | :--- | :--- | | Revenue | 2,700 | 2,700 | | Gross Profit | 900 | 800 | - Gross profit increase was primarily due to reduced outsourced human resources input[90](index=90&type=chunk) [5.4 Other Income and Expenses](index=30&type=section&id=%E5%85%B6%E4%BB%96%E6%94%B6%E5%85%A5) For the six months ended June 30, 2022, other income significantly increased to HKD 2,400,000, primarily due to approximately HKD 2,200,000 in government employment subsidies, while other operating expenses included expected credit losses, audit fees, and legal and professional expenses Other Income (For the six months ended June 30, 2022) | Metric | 2022 First Half (HKD thousands) | 2021 First Half (HKD thousands) | | :--- | :--- | :--- | | Other income | 2,400 | 200 | - The significant increase in other income was primarily due to approximately **HKD 2,200,000** in government employment subsidies received[91](index=91&type=chunk) - Other operating expenses primarily include expected credit losses, auditor's remuneration, insurance, legal and professional expenses, short-term lease-related expenses, repairs and maintenance, subcontracting expenses, telephone expenses, travel, entertainment, and utilities expenses[93](index=93&type=chunk) [5.5 Profit/(Loss) Attributable to Owners of the Company](index=31&type=section&id=%E6%9C%AC%E5%85%AC%E5%8F%B8%E6%93%81%E6%9C%89%E4%BA%BA%E6%87%89%E4%BD%94%E6%BA%A2%E5%88%A9%E2%95%97%EF%BC%88%E虧%E6%90%8D%EF%BC%89) For the six months ended June 30, 2022, profit attributable to owners of the company turned from a loss of HKD 1,300,000 in the prior year to a profit of HKD 1,400,000, primarily benefiting from increased subsidy-related other income Profit/(Loss) Attributable to Owners of the Company (For the six months ended June 30, 2022) | Metric | 2022 First Half (HKD thousands) | 2021 First Half (HKD thousands) | | :--- | :--- | :--- | | Profit/(Loss) Attributable to Owners of the Company | 1,400 (Profit) | (1,300) (Loss) | - The increase in profit was primarily due to increased subsidy-related other income[94](index=94&type=chunk) VI. Corporate Governance and Shareholder Information This section details the company's corporate governance practices, directors' conduct, share option schemes, non-competition commitments, and shareholder information [6.1 Compliance with Corporate Governance Code](index=31&type=section&id=%E4%BC%81%E6%A5%AD%E7%AE%A1%E6%B2%BB) For the six months ended June 30, 2022, the company complied with all code provisions of the Corporate Governance Code in Appendix 15 to the GEM Listing Rules - The company has complied with all code provisions of the Corporate Governance Code in Appendix 15 to the GEM Listing Rules[94](index=94&type=chunk) [6.2 Directors' and Chief Executive's Securities Transactions](index=31&type=section&id=%E8%91%A3%E4%BA%8B%E9%80%B2%E8%A1%8C%E8%AD%89%E5%88%B8%E4%BA%A4%E6%98%93%E4%B9%8B%E6%93%8D%E5%AE%88%E5%AE%88%E5%89%87) The company has adopted a code of conduct for directors' securities transactions, with terms no less exacting than GEM Listing Rules, and all directors confirmed compliance with the required standards during the reporting period - The company has adopted a code of conduct for directors' securities transactions no less exacting than required by the GEM Listing Rules[95](index=95&type=chunk) - All directors confirmed compliance with the required standards for securities transactions during the reporting period[95](index=95&type=chunk) [6.3 Share Option Scheme and Directors' Rights to Shares](index=31&type=section&id=%E8%B3%BC%E8%82%A1%E6%AC%8A%E8%A8%88%E5%8A%83) For the six months ended June 30, 2022, no share options were granted, exercised, lapsed, or cancelled under the share option scheme, and neither the company nor any associated corporation engaged in arrangements enabling directors to benefit from acquiring shares or debentures, nor did directors, their spouses, or minor children hold or exercise rights to subscribe for company shares or debentures - During the reporting period, no share options were granted, exercised, lapsed, or cancelled under the share option scheme[96](index=96&type=chunk) - Neither the company nor any associated corporation participated in arrangements enabling directors to benefit from acquiring shares or debentures[98](index=98&type=chunk) - Directors, their spouses, or minor children did not hold or exercise rights to subscribe for company shares or debentures[98](index=98&type=chunk) [6.4 Non-Competition Undertaking](index=32&type=section&id=%E4%B8%8D%E7%AB%B6%E7%88%AD%E6%89%BF%E8%AB%BE) The company entered into a non-competition deed with the late Chairman and Non-executive Director Mr. Tang Shing Bor, CEO and Executive Director Mr. Tang Yiu Sing, Hong Kong Commercial Finance Limited, and Hong Kong Credit Limited (collectively, "Covenantors") to protect company and shareholder interests by restricting Covenantors and their close associates from engaging in "Restricted Businesses" competitive with the Group, requiring timely disclosure of new business opportunities and offering them first to the company - The company entered into a non-competition deed with the Covenantors, including the late Chairman Mr. Tang Shing Bor, CEO Mr. Tang Yiu Sing, Hong Kong Commercial Finance Limited, and Hong Kong Credit Limited[99](index=99&type=chunk) - The Covenantors undertake not to directly or indirectly engage in "Restricted Businesses" that compete with the Group's existing operations, including multimedia contact services, customer contact centre systems, staffing services, financial services, and money lending businesses[101](index=101&type=chunk) - The Covenantors are required to promptly notify the company in writing of any "new business opportunities" and offer them first to the company for evaluation, with the company having **5 to 10 business days** to decide whether to invest[103](index=103&type=chunk) - The company has received annual declarations from all Covenantors regarding their compliance with the non-competition deed[103](index=103&type=chunk) [6.5 Directors' and Chief Executive's Interests in Shares](index=35&type=section&id=%E8%91%A3%E4%BA%8B%E5%8F%8A%E4%B8%BB%E8%A6%81%E8%A1%8C%E6%94%BF%E4%BA%BA%E5%93%A1%E6%96%BC%E6%9C%AC%E5%85%AC%E5%8F%B8%E5%8F%8A%E2%95%97%E6%88%96%E5%85%B6%E7%9B%B8%E8%81%AF%E6%B3%95%E5%9C%98%E7%9A%84%E8%82%A1%E4%BB%BD%E3%80%81%E7%9B%B8%E9%97%9C%E8%82%A1%E4%BB%BD%E5%8F%8A%E5%82%B5%E6%AC%8A%E8%AD%89%E7%9A%84%E6%AC%8A%E7%9B%8A%E5%8F%8A%E2%95%97%E6%88%96%E6%B7%A1%E5%80%89) As of June 30, 2022, other than the late Non-executive Director Mr. Tang Shing Bor holding **75%** of the company's shares through his controlled corporation, Mastermind Enterprises Limited, no other directors or chief executives had interests or short positions in the shares, underlying shares, or debentures of the company or its associated corporations requiring disclosure under the Securities and Futures Ordinance Directors' and Chief Executive's Long Positions in the Company's Shares (As of June 30, 2022) | Name of Director/Chief Executive | Capacity | Nature of Interest | Number of Shares/Underlying Shares Held | Percentage of the Company's Issued Share Capital | | :--- | :--- | :--- | :--- | :--- | | Mr. Tang Shing Bor | Interest in controlled corporation | Corporate interest | 210,000,000 | 75% | - Mr. Tang Shing Bor's interest is held by Mastermind Enterprises Limited and forms part of his will[108](index=108&type=chunk) - Save as disclosed above, no other directors or chief executives had disclosable interests or short positions[110](index=110&type=chunk) [6.6 Major Shareholders' Interests in Shares](index=36&type=section&id=%E4%B8%BB%E8%A6%81%E8%82%A1%E6%9D%B1%E6%96%BC%E6%9C%AC%E5%85%AC%E5%8F%B8%E8%82%A1%E4%BB%BD%E5%8F%8A%E2%95%97%E6%88%96%E7%9B%B8%E9%97%9C%E8%82%A1%E4%BB%BD%E7%9A%84%E6%AC%8A%E7%9B%8A%E5%8F%8A%E2%95%97%E6%88%96%E6%B7%A1%E5%80%89) As of June 30, 2022, Mastermind Enterprises Limited held **75%** of the company's shares, and Pine Care Group Limited, through its wholly-owned subsidiary Pine Care Elite Limited, held a **5.58%** interest in underlying shares derived from convertible bonds Major Shareholders' Long Positions in the Company's Shares (As of June 30, 2022) | Name of Major Shareholder | Capacity | Number of Shares/Underlying Shares Held | Approximate Percentage of the Company's Issued Share Capital | | :--- | :--- | :--- | :--- | | Mastermind Enterprises Limited | Beneficial owner | 210,000,000 | 75% | | Pine Care Group Limited | Interest in controlled corporation | 15,625,000 | 5.58% | | Pine Care Elite Limited | Beneficial owner | 15,625,000 | 5.58% | - Pine Care Elite is a holder of the company's convertible bonds, convertible into **15,625,000** shares, and Pine Care Group is deemed to have an interest in these shares[112](index=112&type=chunk) [6.7 Audit Committee and Pre-emptive Rights](index=37&type=section&id=%E5%AF%A9%E6%A0%B8%E5%A7%94%E5%93%A1%E6%9C%83) The Audit Committee reviewed the Group's unaudited interim results for the six months ended June 30, 2022, confirming compliance of accounting policies with HK GAAP, Stock Exchange, and legal requirements, with adequate disclosures, and noted no pre-emptive rights provisions in the company's articles of association or Cayman Islands law requiring proportional new share offerings to existing shareholders - The Audit Committee reviewed the interim results, confirming accounting policies comply with HK GAAP, Stock Exchange, and legal requirements, with adequate disclosures[113](index=113&type=chunk) - There are no pre-emptive rights provisions in the company's articles of association or Cayman Islands law[114](index=114&type=chunk) [6.8 Dealings in Listed Securities](index=38&type=section&id=%E8%B3%BC%E8%B2%B7%E3%80%81%E5%87%BA%E5%94%AE%E6%88%96%E8%B4%96%E5%9B%9E%E6%9C%AC%E5%85%AC%E5%8F%B8%E4%B8%8A%E5%B8%82%E8%AD%89%E5%88%B8) For the six months ended June 30, 2022, neither the company nor any of its subsidiaries redeemed, purchased, or sold any of the company's listed securities - During the reporting period, neither the company nor any of its subsidiaries redeemed, purchased, or sold any of the company's listed securities[116](index=116&type=chunk) [6.9 Board Approval and Composition](index=38&type=section&id=%E6%89%BF%E8%91%A3%E4%BA%8B%E5%B1%80%E5%91%BD) The unaudited condensed consolidated interim financial information was approved by the Board on August 5, 2022, and as of the reporting date, the Board comprises Executive Directors Mr. Tang Yiu Sing and Mr. Yeung Ka Wing, and Independent Non-executive Directors Mr. Wong Sek Kei, Mr. Cheung Kong Ting, and Mr. Wong Kam Tai - The unaudited condensed consolidated interim financial information was approved by the Board on **August 5, 2022**[67](index=67&type=chunk) - The Board comprises **2** Executive Directors (Mr. Tang Yiu Sing, Mr. Yeung Ka Wing) and **3** Independent Non-executive Directors (Mr. Wong Sek Kei, Mr. Cheung Kong Ting, Mr. Wong Kam Tai)[116](index=116&type=chunk)

Financial Performance - The group recorded consolidated revenue of approximately HKD 99 million for the year ended December 31, 2021, a decrease of 5.2% compared to HKD 104 million for the year ended December 31, 2020[23]. - The net loss attributable to owners of the company was approximately HKD 18.6 million, an increase of 263% from a loss of HKD 5.1 million for the previous year[23]. - The loss was primarily due to a prudent accounting treatment of a HKD 12.9 million investment in VAX, a company seeking licensing from the Hong Kong Securities and Futures Commission[23]. - The company recorded a loss attributable to owners of approximately HKD 18,600,000 for the year ended December 31, 2021, compared to a loss of approximately HKD 5,100,000 for the year ended December 31, 2020, primarily due to the impact of the COVID-19 pandemic on revenue and increased expected credit losses[53]. - Total revenue decreased by approximately HKD 5,500,000, from approximately HKD 104,200,000 for the year ended December 31, 2020, to approximately HKD 98,800,000 for the year ended December 31, 2021[55]. Cost Management and Operational Adjustments - The company implemented cost-saving measures, including relocating some offices to lower-rent locations, to counteract the negative impacts of the COVID-19 crisis[24]. - The financial division's performance was adversely affected by a deteriorating financial environment, prompting stricter cost control measures[27]. - Employee benefit expenses decreased from approximately HKD 76,900,000 for the year ended December 31, 2020, to about HKD 73,500,000 for the year ended December 31, 2021, mainly due to reduced hiring[78]. - Other operating expenses decreased to approximately HKD 22,200,000 from about HKD 28,000,000 in the previous year, with the ratio to sales declining from approximately 27% to about 22%[78]. Business Development and Future Outlook - Despite uncertainties in the financial markets and global economy, the company remains optimistic and is actively exploring further investment and collaboration opportunities in virtual asset development services[24]. - The company plans to establish partnerships with other financial and professional entities to capitalize on the development potential of new business trends[24]. - The company expanded its investment in virtual asset-related financial sectors, aiming to leverage blockchain technology for asset tokenization[28]. - The company is optimistic about the potential investment returns from its acquisition of VAX, which is applying for regulatory licenses for a virtual asset trading platform[42]. - The company anticipates increased demand for its multimedia customer contact center systems, particularly those equipped with AI capabilities, in response to ongoing business continuity challenges[41]. - The company plans to continue investing in human resources and technology to address talent shortages and capture potential business opportunities[41]. Corporate Governance - The company has maintained compliance with all corporate governance codes as of December 31, 2021[98]. - The board consists of two executive directors and three independent non-executive directors, ensuring a balanced structure with relevant expertise[100]. - The company is committed to enhancing transparency and accountability in its corporate governance practices[97]. - The company has a dedicated code of conduct for directors regarding securities trading, confirming compliance for the fiscal year ending December 31, 2021[99]. - The company’s management team includes experienced professionals with extensive backgrounds in finance, operations, and technology[94][95]. - The company has been actively reviewing and improving its corporate governance practices to align with international best practices[98]. - The board is responsible for setting corporate and strategic goals, monitoring operational activities, and reviewing financial performance[102]. Environmental, Social, and Governance (ESG) Initiatives - The environmental, social, and governance (ESG) report outlines the measures and performance taken by the group for long-term sustainable development during the reporting period from January 1, 2021, to December 31, 2021[161]. - The board is responsible for overseeing ESG-related matters and approving the main direction of the group's ESG strategy[161]. - An ESG committee was established to regularly review and analyze relevant data, assess risks, and provide recommendations to the board[161]. - The group is committed to reducing environmental impact through energy conservation, waste reduction, and recycling initiatives[162]. - The group has implemented an environmental policy based on the principles of "Reduce, Reuse, Recycle, and Replace" to minimize operational impacts[179]. - The group emphasizes stakeholder communication, including shareholders, employees, customers, and regulatory bodies, to enhance its environmental, social, and governance performance[167]. - Key issues identified as highly significant for the group include health and safety, customer data protection, employment practices, and social contributions[173]. Emissions and Resource Management - Total greenhouse gas emissions decreased by approximately 13.3% from about 425,548 kg in 2020 to approximately 368,973 kg in 2021[184]. - Direct greenhouse gas emissions (Scope 1) reduced by about 11.4% from 8,143 kg in 2020 to 7,218 kg in 2021[183]. - Total emissions density per square foot decreased from 21.3 kg in 2020 to 19.4 kg in 2021, reflecting an 8.9% reduction[183]. - Total waste paper collected for recycling increased significantly to approximately 5,179 kg in 2021 from 1,445 kg in 2020[193]. - Paper usage reduced by approximately 18.6% from about 1,193 kg in 2020 to 971 kg in 2021[188]. - Total electricity consumption decreased by approximately 14.9% from about 650,758 kWh in 2020 to 553,904 kWh in 2021[196]. - Total water consumption increased by approximately 16.9% from 3,363 cubic meters in 2020 to 3,931 cubic meters in 2021 due to increased usage by third-party clients[199].

Financial Performance - Total revenue for the nine months ended September 30, 2021, was approximately HKD 75,994,000, an increase of about 0.2% compared to HKD 75,870,000 for the same period in 2020[7] - The loss attributable to owners for the nine months ended September 30, 2021, was approximately HKD 4,196,000, a decrease of about 372.8% compared to a profit of HKD 1,538,000 for the same period in 2020[7] - Basic and diluted loss per share for the nine months ended September 30, 2021, was approximately HKD 1.5 cents, compared to earnings of HKD 0.5 cents for the same period in 2020[7] - Revenue for the three months ended September 30, 2021, was HKD 24,808,000, compared to HKD 21,364,000 for the same period in 2020[9] - The group reported a net loss of HKD 2,883,000 for the three months ended September 30, 2021, compared to a profit of HKD 162,000 for the same period in 2020[9] - The group incurred total operating expenses of HKD 16,184,000 for the nine months ended September 30, 2021, compared to HKD 11,265,000 for the same period in 2020[9] - The group's unaudited total revenue for the nine months ended September 30, 2021, was approximately HKD 76,000,000, a decrease of about HKD 100,000 compared to HKD 75,900,000 for the same period in 2020[37] - Other income decreased significantly from approximately HKD 8,300,000 for the nine months ended September 30, 2020, to approximately HKD 200,000 for the same period in 2021, primarily due to the cessation of local government subsidies related to employee hiring[37] Dividends and Shareholder Information - The group did not recommend the payment of an interim dividend for the nine months ended September 30, 2021[19] - The company did not recommend the payment of an interim dividend for the nine months ended September 30, 2021, consistent with no dividend in the same period of 2020[24] - As of September 30, 2021, the company had a total of 210,000,000 shares held by Mr. Tang Chengbo, representing 75% of the issued share capital[51] - The major shareholder, Wan Shi Da Enterprises Limited, holds 210,000,000 shares, which is also 75% of the issued share capital[54] Expenses and Financial Management - The group’s employee benefits expenses for the nine months ended September 30, 2021, were HKD 55,236,000, compared to HKD 58,704,000 for the same period in 2020[9] - Employee benefit expenses decreased from approximately HKD 58,700,000 for the nine months ended September 30, 2020, to approximately HKD 55,200,000 for the same period in 2021[37] - Other operating expenses increased from approximately HKD 11,300,000 for the nine months ended September 30, 2020, to approximately HKD 16,200,000 for the same period in 2021, mainly due to an increase in expected credit losses on receivables[37] - The group's unaudited depreciation and amortization expenses decreased from approximately HKD 9,200,000 for the nine months ended September 30, 2020, to approximately HKD 7,700,000 for the same period in 2021[39] Investments and Business Development - The company issued non-listed zero-coupon convertible bonds with a principal amount of HKD 9,500,000, with net proceeds of approximately HKD 8,700,000 intended for expanding its financial services business[31] - Management is focused on exploring investment and collaboration opportunities to support growth, particularly in expanding financial products and services[36] - The group is applying for licenses under the Securities and Futures Ordinance to regulate virtual asset trading platforms, aiming to leverage blockchain technology for asset tokenization[36] - The company sold 50,000 shares of listed securities during the nine months ended September 30, 2021, realizing a gain of approximately HKD 216,967[26] - As of September 30, 2021, the company held listed securities with a carrying value of approximately HKD 252,200 and unlisted securities valued at HKD 12,900,000[27] Market Conditions and Future Outlook - The Hong Kong economy showed signs of recovery, with a reported GDP growth of 7.6% year-on-year in the second quarter of 2021, benefiting the company's securities trading and asset management services[34] - The group anticipates continued benefits in its credit financing business due to ample liquidity and low interest rates supporting the local real estate market[36] - The company experienced significant growth in in-house service employees, driven by an increase in client numbers and service demands, with expectations for this trend to continue into the next year[33] - The company plans to enhance sales efforts for its Marvel Contact Centre System, which has received positive feedback from existing and potential clients[33] Compliance and Governance - The audit committee reviewed the unaudited consolidated results for the nine months ending September 30, 2021, and confirmed compliance with accounting principles and legal requirements[57] - The company received annual declarations from all covenantors regarding compliance with non-competition agreements as of December 31, 2020[49] - The company has no other interests or conflicts reported by directors or major shareholders as of September 30, 2021[51] - The company has no provisions for preemptive rights in its articles of association or under Cayman Islands law[58] - The company has adopted a new share option scheme, which became unconditional on May 6, 2021, following the termination of the old scheme[43] - The company did not redeem any of its listed securities during the nine months ending September 30, 2021[60] - The company has not purchased or sold any of its listed securities during the reporting period[60] - No new business opportunities were reported that could compete with the company's existing business as of December 31, 2020[49] Credit Losses - The increase in expected credit losses on receivables was a major factor contributing to the decrease in profit during the period[40]

Financial Performance - The total revenue for the six months ended June 30, 2021, was approximately HKD 51,186,000, a decrease of about 6.1% compared to HKD 54,506,000 for the same period in 2020[6] - The loss attributable to the owners of the company for the six months ended June 30, 2021, was approximately HKD 1,313,000, a decrease of about 195.4% compared to a profit of HKD 1,376,000 for the same period in 2020[6] - The basic and diluted loss per share for the six months ended June 30, 2021, was approximately HKD 0.47, compared to earnings of HKD 0.50 per share for the same period in 2020[6] - The total comprehensive loss for the six months ended June 30, 2021, was approximately HKD 1,895,000, compared to a total comprehensive income of HKD 1,376,000 for the same period in 2020[8] - For the six months ended June 30, 2021, the group recorded total revenue of approximately HKD 51.2 million, a decrease of about HKD 3.3 million compared to the same period in 2020 (approximately HKD 54.5 million) due to a decline in outbound customer contact service revenue[64] - The profit attributable to the company's owners decreased by approximately 195.4%, from a profit of about HKD 1,400,000 for the six months ended June 30, 2020, to a loss of approximately HKD 1,300,000 for the same period in 2021[77] Assets and Liabilities - The total assets less current liabilities as of June 30, 2021, were HKD 114,766,000, compared to HKD 116,079,000 as of December 31, 2020[10] - The net asset value as of June 30, 2021, was HKD 114,720,000, a decrease from HKD 116,033,000 as of December 31, 2020[12] - The company’s current liabilities totaled HKD 25,788,000 as of June 30, 2021, down from HKD 29,963,000 as of December 31, 2020[10] - The company’s total liabilities as of June 30, 2021, were HKD 23,288,000, a decrease from HKD 31,866,000 in the previous year, indicating a reduction of 27.0%[26] Cash Flow - For the six months ended June 30, 2021, the net cash used in operating activities was HKD (5,802) thousand, compared to HKD (645) thousand for the same period in 2020, indicating a significant increase in cash outflow[19] - The company experienced a net decrease in cash and cash equivalents of HKD 24,366 thousand for the six months ended June 30, 2021, compared to a decrease of HKD 2,376 thousand in the same period of 2020[19] - The company had cash and cash equivalents of HKD 35,089,000 as of June 30, 2021, compared to HKD 59,455,000 as of December 31, 2020[10] Employee Expenses - The company reported a decrease in employee benefit expenses to HKD 36,538,000 for the six months ended June 30, 2021, compared to HKD 40,210,000 for the same period in 2020[8] - Employee benefits expenses totaled HKD 36,538 thousand for the six months ended June 30, 2021, down from HKD 40,210 thousand in the same period of 2020, representing a decrease of 9.0%[33] Revenue Segments - The company reported a segment performance of HKD 7,991 thousand for the six months ended June 30, 2021, up from HKD 6,129 thousand in the previous year, reflecting a growth of 30.4%[31] - Revenue from inbound customer contact services for the six months ended June 30, 2021, was approximately HKD 6.4 million, an increase of about 20.5% compared to approximately HKD 5.4 million in 2020[65] - Revenue from personnel dispatch services increased by approximately 14.6% to about HKD 25.7 million for the six months ended June 30, 2021, compared to approximately HKD 22.5 million in 2020[69] - Financial services revenue was approximately HKD 9.6 million for the six months ended June 30, 2021, compared to approximately HKD 8.5 million in 2020, with a gross profit margin of about 29%[72] Dividends - The company did not declare any interim dividends for the period ended June 30, 2021[16] - The company did not recommend an interim dividend for the six months ended June 30, 2021, consistent with the decision made in 2020[40] Governance and Compliance - The company has complied with all provisions of the corporate governance code as set out in Appendix 15 of the GEM Listing Rules during the six months ended June 30, 2021[78] - The audit committee reviewed the unaudited interim results for the six months ended June 30, 2021, and confirmed compliance with Hong Kong Generally Accepted Accounting Principles and relevant regulations[97] Future Outlook - Future outlook indicates that the adverse impact of COVID-19 on the Hong Kong economy is expected to gradually diminish, with management continuing to explore investment and collaboration opportunities for growth[61] - The group is exploring opportunities in the asset tokenization and virtual asset investment sectors utilizing blockchain technology, anticipating that regulated digital asset financial services will become a trend in global capital markets[59]

Financial Performance - Total revenue decreased from approximately HKD 30,375,000 for the three months ended March 31, 2020, to approximately HKD 25,843,000 for the three months ended March 31, 2021, representing a decline of about 14.5%[7] - Profit attributable to owners of the company for the three months ended March 31, 2021, was approximately HKD 582,000, a decrease of approximately 47.2% compared to HKD 1,103,000 for the same period in 2020[7] - Earnings per share for the three months ended March 31, 2021, was approximately HKD 0.21, down from HKD 0.39 for the same period in 2020[7] - The total revenue for the three months ended March 31, 2021, decreased to approximately HKD 25,800,000 from approximately HKD 30,400,000 for the same period in 2020, representing a decline of about 15.7%[27] - The profit attributable to the owners of the company decreased from approximately HKD 1,100,000 for the three months ended March 31, 2020, to approximately HKD 600,000 for the same period in 2021, a reduction of about 45.5%[29] Operating Expenses - The group reported a gross profit margin decline due to increased operating expenses, with total operating expenses for the three months ended March 31, 2021, amounting to HKD 18,507,000 compared to HKD 21,793,000 in the previous year[9] - Employee benefit expenses decreased from approximately HKD 21,800,000 to approximately HKD 18,500,000, a decline of about 15.9% due to reduced hiring in outsourced services[27] - The company’s depreciation and amortization expenses decreased from approximately HKD 3,100,000 to approximately HKD 2,700,000[27] - Operating expenses increased by 8% due to higher marketing costs associated with new product launches[49] Revenue Streams - Revenue from outsourced inbound customer contact services was HKD 3,166,000, while outsourced outbound customer contact services generated no revenue for the period[13] - Revenue from personnel dispatch services increased slightly to HKD 12,693,000 from HKD 12,382,000 year-on-year[13] - Financial services revenue decreased to HKD 4,843,000 from HKD 5,166,000 in the previous year[13] Dividends and Shareholder Information - The company did not recommend the declaration of an interim dividend for the three months ended March 31, 2021, consistent with the previous year[7] - The company did not recommend any interim dividend for the three months ended March 31, 2021, consistent with the previous year[22] - The company reported a total of 210,000,000 shares held by its major shareholder, representing 75% of the issued share capital as of March 31, 2021[41] Tax and Equity - The estimated tax expense for the three months ended March 31, 2021, was HKD 382,000, compared to HKD 272,000 for the same period in 2020, maintaining a tax rate of 16.5%[16] - The total equity attributable to owners of the company as of March 31, 2021, was HKD 121,170,000[19] Business Strategy and Outlook - The company acquired approximately 10.85% equity in Hong Kong Virtual Asset Exchange Limited (VAX) for a total subscription price of HKD 12,900,000, aiming to explore opportunities in blockchain technology and virtual asset investment[26] - The management remains cautiously optimistic about the Hong Kong economy for the remainder of the year and plans to leverage resources to develop customer contact center services and financial services[26] - The company experienced a slight recovery in business activities since the beginning of the year, with multiple service segments showing revenue growth[24] - The management believes that regulated digital asset financial services are likely to become a trend in global capital markets in the near future[24] Compliance and Governance - The audit committee reviewed the unaudited interim results for the three months ended March 31, 2021, confirming compliance with Hong Kong accounting policies and sufficient disclosure[47] - There were no purchases, sales, or redemptions of the company's listed securities during the three months ended March 31, 2021[48] - The company has received annual declarations from all covenant parties regarding compliance with the non-competition agreement as of December 31, 2020[38] - No directors or major shareholders had any interests in businesses that compete or may compete with the company as of March 31, 2021[39] - The company has no provisions in its articles of association or Cayman Islands law regarding pre-emptive rights for existing shareholders to purchase new shares[47] - The major shareholder, Master Enterprises Limited, is wholly owned by Mr. Tang Chengbo, who is deemed to have interests in the shares[42] - The company has established a non-competition agreement to prevent its covenant parties from engaging in competitive businesses during its validity[36] Future Projections - The company reported a revenue of HKD 1.2 billion for Q1 2021, representing a year-over-year increase of 15%[49] - User data showed an increase in active users by 20% compared to the previous quarter, reaching 2.5 million users[49] - The company provided a positive outlook for the next quarter, projecting a revenue growth of 10% to 12%[49] - New product launches are expected to contribute an additional HKD 300 million in revenue over the next two quarters[49] - The company is investing HKD 50 million in R&D for new technologies aimed at enhancing user experience[49] - Market expansion plans include entering two new regions, which are projected to increase market share by 5%[49] - The company is considering strategic acquisitions to bolster its technology portfolio, with a budget of HKD 200 million allocated for potential deals[49] - The gross margin for the quarter was reported at 45%, a slight improvement from 43% in the previous quarter[49] - The company aims to reduce operational costs by 5% over the next year through efficiency improvements[49]