Economic Environment - The overall business environment remains sluggish, with Hong Kong's GDP contracting by 3.5% in 2022[6] - Private residential prices in Hong Kong decreased by 15.2% in December 2022, with transaction volumes in the primary and secondary markets dropping by 39%[8] - The rental index for private residential properties increased by approximately 5.8% from December 2022 to April 2023, but fell by about 6.6% from May to September 2023, resulting in a net decrease of approximately 0.8% for the January to September 2023 period[8] - The best lending rate in Hong Kong surged to a 16-year high of 5.875% to 6.125% in July 2023, reflecting the impact of U.S. interest rate hikes[6] - The board remains confident in the long-term development of the Hong Kong economy despite current high-interest rates[8] Company Performance - Revenue for the three months ended September 30, 2023, decreased by 8.0% to approximately HKD 24.99 million from HKD 27.17 million in the same period last year[15] - Gross profit increased by 2.9% to approximately HKD 11.60 million, attributed to cost savings from diversified material sourcing[20] - Net profit for the period rose by 9.9% to approximately HKD 7.23 million compared to HKD 6.58 million in the previous year[23] - The group maintained a strong financial position with cash and bank balances of approximately HKD 51.1 million as of September 30, 2023[25] - Other income increased by 18.3% to approximately HKD 2.2 million, mainly due to higher bank interest income[21] - Administrative expenses rose by 15.6% to approximately HKD 4.7 million, primarily due to increased costs including director salaries and transportation[22] - The group recorded a decrease in cost of sales by 15.8% to approximately HKD 13.4 million, benefiting from reduced sales and currency depreciation[19] - The current ratio as of September 30, 2023, was 6.2 times, indicating a strong liquidity position[25] Future Plans and Investments - The Hong Kong government plans to provide land for at least 72,000 private housing units over the next five years, along with 20,000 units from the Urban Renewal Authority[9] - The group expects to supply approximately 105,000 private housing units over the next 3 to 4 years, averaging over 19,000 units per year[13] - The company has no plans for significant investments, acquisitions, or disposals of subsidiaries as of September 30, 2023[33] - The company plans to utilize the remaining funds by December 31, 2026, with the timeline for land acquisition affected by various factors including rising land prices and economic conditions[43] - The company is considering other geographical locations for expansion in addition to the originally planned sites[36] Research and Development - The company allocated HKD 2.4 million for research and development to improve the quality and cost-effectiveness of its existing services, with a focus on reducing indirect costs and maintenance time[38] - A total of HKD 0.9 million is designated for developing prototypes of next-generation machinery and collecting reliability and efficiency metrics[41] - The company is exploring methods to enhance automation performance, including the development of new self-developed CNC bending machines and CNC threading machines, with an allocation of HKD 0.2 million for this purpose[39] - The company is actively seeking suitable candidates to join its R&D team to enhance its research capabilities[38] Shareholder Information - The company raised approximately HKD 37.8 million from the issuance of 200,000,000 new shares at HKD 0.30 per share during its listing on July 12, 2018[34] - As of September 30, 2023, the remaining unutilized amount from the raised funds is approximately HKD 36.4 million, with HKD 35.3 million allocated for purchasing land to establish a new workshop[43] - The company confirmed that the nature of its business has not changed significantly, and delays in fund usage are not expected to have a major adverse impact on operations[47] - The basic earnings per share for the period was HKD 0.90, compared to HKD 0.81 in the same quarter of 2022, representing an increase of 11.1%[49] - The company did not recommend any dividend payment for the period, consistent with the previous year[74] Compliance and Governance - The audit committee, consisting of three independent non-executive directors, reviewed the unaudited financial performance for the period and confirmed compliance with applicable accounting standards [93] - The company has adopted trading rules for directors and employees regarding insider information, confirming adherence as of September 30, 2023 [96] - The company confirmed compliance with non-competition commitments by Jianxin Creative Limited and key individuals as of June 30, 2023 [90] Market Expansion and Strategy - For Q1 2023/24, the company reported a revenue of $150 million, representing a 15% increase year-over-year[98] - User base grew to 1.2 million active users, marking a 20% increase compared to the previous quarter[98] - The company expects revenue guidance for Q2 2023/24 to be in the range of $160 million to $170 million, indicating a potential growth of 7% to 13%[98] - Investment in new technology R&D increased by 25%, totaling $10 million for the quarter[98] - The company plans to expand into two new markets in Asia by the end of 2024, aiming for a 30% market share in those regions[98] - A strategic acquisition of a smaller tech firm was completed for $50 million, expected to enhance product offerings[98] - Customer retention rate improved to 85%, up from 80% in the previous quarter[98] - The launch of a new product line is anticipated to contribute an additional $20 million in revenue over the next fiscal year[98] - Operating expenses increased by 10% to $40 million, primarily due to higher marketing costs[98] - The company is exploring partnerships with local firms to enhance distribution channels, targeting a 15% increase in sales efficiency[98]

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 依 賴 該 等 內 容 而 引 致 的 任 何 損 失 承 擔 任 何 責 任。 BOSA TECHNOLOGY HOLDINGS LIMITED 人和科技控股有限公司 （於開曼群島註冊成立的有限公司） （股份代號：8140） 截 至 二 零 二 三 年 九 月 三 十 日 止 三 個 月 之 第 一 季 度 業 績 公 告 人 和 科 技 控 股 有 限 公 司（「本 公 司」）董 事（「董 事」）會（「董 事 會」）欣 然 宣 佈 本 公 司 及 其 附 屬 公 司（統 稱「本 集 團」）截 至 二 零 二 三 年 九 月 三 十 日 止 三 個 月 之 未 經 審 核 業 績。本 公 告 載 有 本 集 團 二 零 二 三 年╱二 零 二 四 年 第 一 季 度 報 告 全 文，符 合 香 港 聯 ...

Financial Performance - The group's revenue decreased from approximately HKD 108.9 million in the previous year to about HKD 106.7 million, a decline of approximately HKD 2.2 million or 2.1%[8] - The company's revenue for the year ended June 30, 2023, was HKD 106.7 million, a decrease of 2.1% compared to HKD 108.9 million in 2022[25] - The net profit and total comprehensive income for the year was HKD 20.9 million, a slight increase of 1.4% from HKD 20.6 million in 2022[25] - The group recorded a profit of approximately HKD 20.8 million for the current year, compared to approximately HKD 20.5 million for the year ended June 30, 2022[39] - Gross profit increased by 13.4% to HKD 46.8 million, with a gross margin of 43.8%, up from 37.9% in the previous year[25] - The cost of sales decreased from approximately HKD 67.7 million to approximately HKD 59.9 million, a reduction of about HKD 7.8 million or 11.5%[29] - Other income rose from approximately HKD 6.3 million to approximately HKD 8.2 million, an increase of about HKD 1.9 million or 29.4%[31] Market Conditions - The Hong Kong real estate market faces significant challenges, including the ongoing COVID-19 pandemic, global economic slowdown, and rising interest rates[9] - The Hong Kong population decreased from 7.48 million in mid-2020 to 7.29 million in mid-2022, a decline of 3%, impacting local real estate prices[12] - The board remains optimistic about the long-term prospects for Hong Kong, citing government commitments to infrastructure investment and housing policies[9] - The company is optimistic about the long-term economic development of Hong Kong despite current challenges, with government commitments to infrastructure and housing policies providing significant opportunities[15] Project and Revenue Management - The company completed 148 projects in the current year, generating revenue of approximately HKD 15.0 million, compared to HKD 16.5 million from 154 projects in 2022[17] - As of June 30, 2023, there were 132 ongoing projects, with confirmed revenue of approximately HKD 91.7 million, slightly down from HKD 92.5 million in 2022[20] - The company secured 158 new projects during the year, with confirmed revenue of approximately HKD 31.4 million, down from HKD 53.7 million from 190 projects in 2022[22] - The company anticipates an average annual completion of over 19,000 private housing units over the next five years, with a projected supply of approximately 105,000 private housing units in the next 3 to 4 years[18] Operational Strategies - The company is diversifying its material supply sources and has closed one of its workshops to mitigate challenges[9] - The company is focused on maintaining a reasonable gross margin amidst uncertainties from COVID-19, interest rate trends, and geopolitical tensions[24] - The company aims to enhance its market competitiveness and profitability while monitoring business opportunities[16] Employee and Talent Management - As of June 30, 2023, the group had 46 full-time employees, a decrease from 56 employees in 2022, with total employee costs amounting to approximately HKD 26.4 million compared to HKD 25.9 million in the previous year, reflecting an increase due to salary and bonus increments[49] - The company emphasizes that employee talent is its most valuable asset and strives to create a motivating work environment[89] Corporate Governance - The board of directors is responsible for overseeing the company's affairs and guiding its operations, with a total of seven directors currently serving[150] - The company has adopted a code of conduct for securities trading by directors and employees, ensuring compliance with GEM listing rules[149] - The company confirms that all independent non-executive directors meet the independence guidelines set forth by GEM listing rules[158] - The company has established a remuneration committee to formulate the remuneration policy and structure for directors and senior management[121] Risk Management - The company has established procedures to identify major business risks and assess potential financial impacts[192] - The internal control system was reviewed by Zhiwei Management Consultants, which found no significant deficiencies and provided recommendations for improvement[192] - The board and audit committee agree that the internal control and risk management systems are effective and sufficient based on the review conducted by Zhiwei Management Consultants[193] Research and Development - Research and development investments are projected at HKD 2.4 million to enhance service quality and reduce indirect costs, with a focus on hiring qualified personnel for the R&D team[55] - The group is exploring the development of new generation machinery, including a self-developed CNC bending machine and CNC threading machine, with an investment of HKD 0.2 million allocated for this purpose[55] - A total of HKD 0.9 million is earmarked for developing prototypes of two next-generation machines and collecting reliability and efficiency data[55] Shareholder Information - The company did not declare any final dividends for the year, consistent with the previous year[97] - There were no reserves available for distribution to shareholders as of June 30, 2023, mirroring the situation in 2022[95] - Major shareholders include Jianxin Creative Limited with 251,373,415 shares, representing 31.4% of the voting shares[138] - The company maintains a public float of at least 25% of its issued shares as required by GEM listing rules[141]

Financial Performance - The company's revenue for the nine months ended March 31, 2023, was approximately HKD 76.72 million, a decrease of 1.2% compared to HKD 77.63 million for the same period in 2022[14]. - Gross profit increased by 11.2% to approximately HKD 33.15 million from HKD 29.81 million in the previous year[14]. - Net profit and total comprehensive income rose by 14.0% to approximately HKD 18.46 million, compared to HKD 16.19 million in the prior year[14]. - Earnings per share increased by 14.1% to HKD 2.30 from HKD 2.02 in the previous year[14]. - The cost of sales decreased by 8.9% to approximately HKD 43.60 million from HKD 47.80 million in the previous year, primarily due to reduced connector costs[16]. - Other income increased by approximately HKD 0.8 million or about 18.4% to approximately HKD 5.3 million for the nine months ended March 31, 2023[19]. - Administrative expenses rose by approximately HKD 1.8 million or about 13.9% to approximately HKD 15.0 million for the nine months ended March 31, 2023[20]. - Profit attributable to owners of the company increased by approximately HKD 2.3 million or about 14.0% to approximately HKD 18.5 million for the nine months ended March 31, 2023[21]. - The company achieved a profit before tax of HKD 22.62 million for the nine months, up 16.2% from HKD 19.44 million in the previous year[46]. - The net profit for the period was HKD 18.42 million, an increase of 14.1% compared to HKD 16.14 million in the prior year[46]. - The company reported a profit attributable to owners of the company of HKD 6,368,000 for the three months ended March 31, 2023, compared to HKD 3,864,000 for the same period in 2022, representing a 64.6% increase[69]. - For the nine months ended March 31, 2023, the profit attributable to owners was HKD 18,416,000, up from HKD 16,144,000 in the previous year, indicating a growth of 14.1%[69]. - Total employee costs for the nine months were HKD 19,381,000, an increase of 8.9% from HKD 17,802,000 in the prior year[69]. Cash and Equity Position - As of March 31, 2023, the group had cash and bank balances of approximately HKD 100.2 million, up from approximately HKD 79.4 million as of June 30, 2022[24]. - The current ratio as of March 31, 2023, was approximately 7.0 times, compared to approximately 4.9 times as of June 30, 2022[24]. - As of March 31, 2023, the total equity increased to HKD 141,952,000, up from HKD 123,493,000 as of July 1, 2022, representing a growth of approximately 15%[48]. Business Strategy and Market Position - The company aims to enhance its position as a leading provider of mechanical rebar connection services in Hong Kong and create long-term value for stakeholders[11]. - The company will continue to monitor business opportunities and strengthen its market competitiveness to enhance profitability and shareholder value[10]. - The company operates a single business segment focused on providing rebar processing and connection services in Hong Kong[15]. - The company continues to explore opportunities for market expansion and potential new product offerings in the construction sector[50]. Research and Development - The company plans to allocate approximately HKD 2.4 million for research and development, with HKD 1.3 million already utilized as of March 31, 2023[44]. - The remaining funds for R&D are expected to be fully utilized by December 31, 2024[44]. - The company aims to enhance the quality and cost-effectiveness of its services through ongoing R&D efforts[44]. - The company is actively seeking suitable R&D opportunities to improve its existing services and reduce indirect costs[44]. Dividends and Shareholder Information - The group has not recommended any dividends for the period ended March 31, 2023[26]. - The company did not declare any dividends for the current period, consistent with the previous nine months[81]. - Major shareholders include Kwan Yuen Tak with a 31.4% stake and Lam Shu Yu with a 14.3% stake in the company[74]. Compliance and Governance - The audit committee, consisting of three independent non-executive directors, reviewed the unaudited financial performance for the period and confirmed adherence to applicable accounting standards[90]. - The company has adopted a code of conduct for securities trading by directors and employees, ensuring compliance with GEM listing rules[93]. - The company confirmed compliance with non-competition commitments by key individuals, including Jianxin Creative Limited and Mr. Guan Yande, as of June 30, 2022[87]. Industry Context - The construction industry faced challenges, with the nominal value of completed construction works decreasing by 8.1% for residential projects in 2022 compared to 2021[8]. - The total nominal value of completed construction works for 2022 was HKD 247.1 billion, reflecting a 5.7% increase from 2021[7]. - The revenue for the nine months ended March 31, 2023, was primarily derived from services provided in Hong Kong, emphasizing the company's regional focus[61]. Other Financial Information - The group had no significant investments, acquisitions, or disposals during the period ended March 31, 2023[33]. - The net proceeds from the IPO amounted to approximately HKD 37.8 million after deducting underwriting fees and other related expenses[34]. - The group plans to use the remaining proceeds for expanding operations, including purchasing land for a new workshop in Hong Kong[36]. - The company has not yet utilized approximately HKD 35.3 million allocated for purchasing land to establish a new workshop, with plans to complete this by December 31, 2024[41]. - The company has no outstanding derivative financial instruments for speculative purposes as of March 31, 2023[25]. - The company has adopted new accounting standards that may impact future financial reporting, particularly regarding lease accounting[56]. - The estimated taxable profit for the period was HKD 2.0 million, with a tax provision calculated at a rate of 8.25% for the first HKD 2.0 million and 16.5% for amounts exceeding that[68]. - The company incurred research expenses of HKD 194,000 for the three months ended March 31, 2023, compared to HKD 396,000 for the same period in 2022[69]. - Depreciation of property, plant, and equipment for the nine months was HKD 2,526,000, a decrease of 9.1% from HKD 2,778,000 in the previous year[69]. - The weighted average number of ordinary shares for calculating basic earnings per share remained constant at 800,000 shares for both periods[69]. - The company has no unexercised, granted, cancelled, exercised, or lapsed share options as of March 31, 2023[70].

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依賴該等內容而引致的任何損失承擔任何責任。 BOSA TECHNOLOGY HOLDINGS LIMITED 人 和 科 技 控 股 有 限 公 司 （於開曼群島註冊成立的有限公司） （股份代號：8140） 截至二零二三年三月三十一日止九個月之 第三季度業績公告 人和科技控股有限公司（「本公司」）董事（「董事」）會（「董事會」）欣然宣佈本公司及 其附屬公司（ 統稱「本集團」）截至二零二三年三月三十一日止九個月之未經審核業 績。本公告載有本集團二零二二年╱二零二三年第三季度報告全文，符合香港聯 合 交 易 所有 限 公 司（「聯 交 所」）GEM 證券 上 市 規 則（「GEM 上 市規 則」）有關 隨 附 初 步第三季度業績公告資料的相關規定。本公司二零二二年╱二零二三年第三季度 報告（ 載有GEM上市規則規定的資料）的印刷本將於適當的時候寄發予股東。 本 公司 的 第 三季 度 ...

Financial Performance - For the six months ended December 31, 2022, the company's revenue decreased by approximately 3.5% to HKD 52.5 million from HKD 54.4 million in the same period last year[13] - Net profit and total comprehensive income for the period was HKD 12.1 million, a decrease of 1.1% compared to HKD 12.25 million in the previous year[13] - The company reported earnings per share of HKD 1.51, down 1.9% from HKD 1.54 in the prior year[13] - Profit attributable to owners of the company decreased by approximately HKD 0.2 million or about 1.1% to approximately HKD 12.1 million for the six months ended December 31, 2022[19] - The company reported a net profit of HKD 12,048,000 for the six months, down from HKD 12,280,000, reflecting a decrease of 1.9% year-on-year[52] - The group reported a pre-tax profit of HKD 12,048,000 for the six months ended December 31, 2022, compared to HKD 12,280,000 in the same period of 2021[90] Cost and Expenses - Gross profit increased by approximately 1.4% to HKD 21.6 million, attributed to a decrease in procurement costs due to the depreciation of the TWD against the HKD[15] - The sales cost decreased by approximately 6.7% to HKD 30.9 million, consistent with the decline in revenue[15] - Administrative expenses rose by approximately HKD 1.4 million or about 16.6% to approximately HKD 10.1 million for the six months ended December 31, 2022, mainly due to increases in professional fees, director remuneration, and employee costs[18] - The total employee costs for the six months ended December 31, 2022, were HKD 13,941,000, compared to HKD 11,865,000 in the previous year, reflecting an increase of approximately 17.5%[84] - The depreciation of property, plant, and equipment increased to HKD 1,874,000 in 2022 from HKD 1,647,000 in 2021, showing a rise of approximately 13.8%[60] Cash Flow and Liquidity - As of December 31, 2022, the group had cash and bank balances of approximately HKD 88.5 million, up from approximately HKD 79.4 million as of June 30, 2022, with a current ratio of approximately 7.0 times[20] - Cash and cash equivalents rose to HKD 88,483,000 from HKD 79,419,000, showing improved liquidity position[54] - The operating cash flow for the six months ended December 31, 2022, was HKD 20,710,000, compared to HKD 15,166,000 for the same period in 2021, indicating an increase of about 36.5%[60] - The net cash from operating activities for the six months ended December 31, 2022, was HKD 13,703,000, up from HKD 12,677,000 in 2021, reflecting a growth of approximately 8.1%[63] Business Strategy and Market Outlook - The company aims to enhance its position as a leading provider of mechanical rebar processing and connection services in Hong Kong[12] - The company anticipates that the reopening of quarantine-free travel between mainland China and Hong Kong will provide a strong boost to business[9] - The company operates a single business segment focused on rebar processing and connection services in Hong Kong[14] - The company will continue to monitor business opportunities and strengthen its market competitiveness to enhance profitability and shareholder value[11] Research and Development - The company plans to allocate approximately HKD 2.4 million for research and development to enhance the quality and cost-effectiveness of its existing mechanical rebar services[37] - The company is actively seeking suitable R&D opportunities to improve service quality and reduce indirect costs and maintenance time[44] - The company is exploring methods to enhance automation capabilities, including the development of new generation self-developed CNC bending machines and CNC threading machines[37] - The company aims to develop prototypes for two next-generation machines, focusing on reliability, efficiency, and other metrics, with an allocation of HKD 0.9 million for this purpose[37] Shareholder Information - The board does not recommend the payment of dividends for the period[24] - The group did not declare or propose any dividends for the six months ended December 31, 2022, consistent with the previous year[91] - As of December 31, 2022, Mr. Guan Yan De holds 251,743,415 shares, representing 31.5% of the company's issued voting shares[128] - As of December 31, 2022, Mr. Lin Shu Ru holds 113,520,732 shares, representing 14.2% of the company's issued voting shares[128] - As of December 31, 2022, Mr. Yang Tian Li holds 64,390,244 shares, representing 8.0% of the company's issued voting shares[128] Compliance and Governance - The Audit Committee, consisting of three independent non-executive directors, reviewed the unaudited financial performance for the period and confirmed adherence to applicable accounting standards[143] - The company has adopted a code of conduct for securities trading by directors and employees, ensuring compliance with GEM Listing Rules[146] - The company has confirmed compliance with non-competition commitments for the fiscal year ending June 30, 2022, by key individuals including Jianxin Creative Limited and Mr. Yang Tianli[140]

BOSA TECHNOLOGY HOLDINGS LIMITED 人和科技控股有限公司 (於開曼群島註冊成立的有限公司) (股份代號：8140) 第一季度報告 2022/23 香港聯合交易所有限公司(「聯交所」) GEM 的特色 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。 香港交易及結算所有限公司及聯交所對本報告的內容概不負責,對其準確性或完整性 亦不發表任何聲明,且明確表示概不就因本報告全部或任何部分內容而產生或因依賴 該等內容而引致的任何損失承擔任何責任。 本報告乃遵照疇交所GEM證券上市規則([GEM上市規則])之規定而提供有關人和科 技控股有限公司(「本公司」及其附屬公司(統稱(「本集團」)之資料。本公司各董事(「董 事)) 顧就本報告共同及個別承擔全部責任。董事在作出一切合理查詢後確認就彼 ...

BOSA TECHNOLOGY HOLDINGS LIMITED 人和科技控股有限公司 (於開曼群島註冊成立的有限公司) (股份代號：8140) 2022 年報 香港聯合交易所有限公司（「聯交所」）GEM的特色 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聯交所主板買賣之證券承 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。 香港交易及結算所有限公司及聯交所對本報告的內容概不負責，對其準確性或完整性亦不發表任 何聲明，且明確表示概不就因本報告全部或任何部分內容而產生或因依賴該等內容而引致的任何損失承 擔任何責任。 本報告乃遵照聯交所GEM證券上市規則（「GEM上市規則」）之規定而提供有關人和科技控股有限公 司（「本公司」）及其附屬公司（統稱（「本集團」）之資料。本公司各董事（「董事」）願就本報告共同及個別承 擔全部責任。董事在作出一切合理查詢後確認就彼等所深知及確信，本報告 ...

[Corporate Information](index=4&type=section&id=Corporate%20Information) This chapter provides essential corporate information for Renhe Technology Holdings Limited, including board members, committee compositions, registered office, headquarters, independent auditor, principal bankers, and share registrar - Board members include Mr. Quet Yim Tak (Non-executive Chairman), Mr. Lam Shu Yu, Mr. Paulino Lim, Mr. Yeung Tim Lee (Executive Directors), and Mr. Lo Chung Ching, Ms. Chuk Wai Ning, Mr. Ng Ming Hon (Independent Non-executive Directors)[11](index=11&type=chunk) - The Audit Committee Chairman is Mr. Ng Ming Hon, the Remuneration Committee Chairman is Mr. Lo Chung Ching, and the Nomination Committee Chairman is Mr. Quet Yim Tak[11](index=11&type=chunk) - The company's registered office is in the Cayman Islands, with its headquarters and principal place of business in Hong Kong at Unit D, 29/F, King Palace Plaza, 55 King Yip Street, Kwun Tong, Kowloon, Hong Kong[11](index=11&type=chunk) - The independent auditor is BDO Limited, and the principal banker is Bank of China (Hong Kong) Limited[11](index=11&type=chunk) - The Hong Kong share registrar is Tricor Investor Services Limited, and the stock code is **8140**[14](index=14&type=chunk) [Management Discussion and Analysis](index=6&type=section&id=Management%20Discussion%20and%20Analysis) [Market Overview](index=6&type=section&id=Market%20Overview) Hong Kong's economy significantly recovered in 2021 after two years of recession, growing by **6.4%** for the year, its fastest pace since **2010**; however, the fifth wave of COVID-19 (Omicron variant) in late **2021** escalated in Q1 **2022**, severely impacting the economy and society, though the government still forecasts **2% to 3.5%** growth for **2022** - Hong Kong's economy achieved **6.4%** growth in 2021, its fastest pace since **2010**, primarily driven by a rebound in global demand and local epidemic control[16](index=16&type=chunk) - Economic growth remained robust in the second half of 2021, with **5.5%** growth in Q3 and **4.8%** in Q4[16](index=16&type=chunk) - The fifth wave of COVID-19, which erupted in late 2021, escalated in Q1 2022, with confirmed cases briefly exceeding **50,000**, severely impacting the economy and society[16](index=16&type=chunk) - Despite the pandemic's impact, the government forecasts Hong Kong's economy to still grow by **2% to 3.5%** in 2022, with consumer price inflation expected to remain at a moderate **2%**[17](index=17&type=chunk) [Business Review and Outlook](index=7&type=section&id=Business%20Review%20and%20Outlook) The Group primarily provides mechanical rebar splicing services to the reinforced concrete construction industry in Hong Kong, serving main and sub-contractors; the company will continuously monitor business opportunities, strengthen market competitiveness to enhance profitability, and the board believes the **2018** GEM listing improved the Group's financial position and will further elevate its industry leadership - The Group's core business is providing mechanical rebar splicing services to the reinforced concrete construction industry in Hong Kong[19](index=19&type=chunk) - Key clients include main and sub-contractors for various reinforced concrete construction projects in Hong Kong, covering both public and private sectors[19](index=19&type=chunk) - The company will continuously monitor business opportunities and strengthen market competitiveness to enhance profitability and shareholder value[19](index=19&type=chunk) - The board believes that the listing on GEM of the Stock Exchange on **July 12, 2018**, improved the Group's financial position and facilitated the implementation of business plans, enhancing its industry standing[20](index=20&type=chunk) [Financial Summary and Review](index=8&type=section&id=Financial%20Summary%20and%20Review) For the nine months ended **March 31, 2022**, the Group's revenue increased by **11.6%** to **HK$77.6 million**, driven by new projects and clients; gross profit rose **8.2%** to **HK$29.8 million**, and net profit and total comprehensive income grew **9.5%** to **HK$16.2 million**, with both cost of sales and administrative expenses increasing Financial Summary for the Nine Months Ended March 31, 2022 | Metric | 2022 (HK$ '000) | 2021 (HK$ '000) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | **77,631** | **69,565** | **11.6** | | Gross Profit | **29,814** | **27,558** | **8.2** | | Net Profit and Total Comprehensive Income | **16,194** | **14,793** | **9.5** | | Earnings Per Share (HK cents) | **2.02** | **1.86** | **8.6** | - The increase in revenue was primarily due to an increase in new projects and clients during the period[26](index=26&type=chunk) - Cost of sales increased by **13.8%** to **HK$47.8 million**, mainly due to higher connector costs and direct labor costs[27](index=27&type=chunk) - Other income remained at approximately **HK$4.5 million**, as increased inspection income and insurance compensation were offset by a decrease in one-off Employment Support Scheme income[30](index=30&type=chunk) - Administrative expenses increased by **3.1%** to **HK$13.2 million**, primarily due to an increase in directors' emoluments[31](index=31&type=chunk) [Liquidity and Financial Resources](index=10&type=section&id=Liquidity%20and%20Financial%20Resources) As of **March 31, 2022**, the Group maintained a robust financial position with cash and bank balances of approximately **HK$74.1 million**, a current ratio of approximately **4.8 times**, and a zero gearing ratio; the board believes the Group has sufficient resources to meet its operational financial needs - As of **March 31, 2022**, cash and bank balances were approximately **HK$74.1 million** (June 30, 2021: approximately **HK$72.6 million**)[37](index=37&type=chunk) - The current ratio was approximately **4.8 times** (June 30, 2021: approximately **4.1 times**), indicating good liquidity[37](index=37&type=chunk) - The gearing ratio was **zero** (June 30, 2021: **zero**), indicating no external borrowings[37](index=37&type=chunk) - The board believes the Group has sufficient resources to meet its operational financial needs[37](index=37&type=chunk) [Foreign Exchange Risk](index=10&type=section&id=Foreign%20Exchange%20Risk) The Group procures connectors from Taiwan denominated in New Taiwan Dollars, exposing it to exchange rate fluctuations against the Hong Kong Dollar; management believes existing foreign currency is sufficient to cover liabilities and will monitor risks, but currently holds no hedging agreements or derivative financial instruments for speculative purposes - All connectors for the Group are procured from Taiwan and denominated in New Taiwan Dollars, exposing it to exchange rate fluctuation risk against the Hong Kong Dollar[38](index=38&type=chunk) - Management believes the Group's foreign currency is sufficient to cover foreign currency liabilities when due, and will be funded by cash generated from operating activities[38](index=38&type=chunk) - The Group has not entered into any agreements to hedge exchange rate risks and will continue to monitor, considering hedging if necessary[38](index=38&type=chunk) - As of **March 31, 2022**, the Group held no derivative financial instruments for speculative purposes[38](index=38&type=chunk) [Contingent Liabilities](index=11&type=section&id=Contingent%20Liabilities) As of **March 31, 2022**, the Group was involved in a patent infringement lawsuit against its subsidiary; based on legal counsel's assessment, the board believes no provision for contingent liabilities is required, and there are no other significant contingent liabilities - The Group is involved in a patent infringement lawsuit against its subsidiary, BOSA Technology (R&D) Limited[40](index=40&type=chunk) - Based on legal counsel's assessment, the board believes no provision for contingent liabilities is required as of **March 31, 2022**[40](index=40&type=chunk) - Other than the aforementioned lawsuit, the Group had no other material contingent liabilities as of **March 31, 2022**[40](index=40&type=chunk) [Dividends](index=11&type=section&id=Dividends) The board does not recommend paying any dividends for the current period, consistent with the prior year's corresponding period - The board does not recommend paying any dividends for the nine months ended **March 31, 2022**[41](index=41&type=chunk) - No dividends were paid for the nine months ended **March 31, 2021**[41](index=41&type=chunk) [Pledged Assets](index=11&type=section&id=Pledged%20Assets) The Group's obligations under finance leases are secured by the lessor's pledge over the leased assets (motor vehicles); as of **March 31, 2022**, secured and unsecured obligations were approximately **HK$515,000**, a decrease from **HK$646,000** as of **June 30, 2021** - The Group's obligations under finance leases are secured by the lessor's pledge over the leased assets (motor vehicles)[42](index=42&type=chunk) - As of **March 31, 2022**, secured and unsecured obligations were approximately **HK$515,000**[42](index=42&type=chunk) - This amount decreased from approximately **HK$646,000** as of **June 30, 2021**[42](index=42&type=chunk) - Other than this, the Group had no pledged assets as of **March 31, 2022**[42](index=42&type=chunk) [Capital Structure](index=11&type=section&id=Capital%20Structure) The company was incorporated in the Cayman Islands in **2016** and listed on GEM of the Stock Exchange on **July 12, 2018**; its capital comprises ordinary shares and capital reserves, with working capital primarily sourced from cash and operating cash flows - The company was incorporated in the Cayman Islands as an exempted company on **October 24, 2016**[43](index=43&type=chunk) - Shares were listed on GEM of the Stock Exchange on **July 12, 2018**[43](index=43&type=chunk) - The company's capital comprises ordinary shares and capital reserves[43](index=43&type=chunk) - The Group funds its working capital, capital expenditures, and other liquidity needs through cash and cash equivalents and cash flows generated from operating activities[43](index=43&type=chunk) [Future Investments and Use of Listing Proceeds](index=12&type=section&id=Future%20Investments%20and%20Use%20of%20Listing%20Proceeds) The Group plans to acquire land in Hong Kong for a new workshop and invest in R&D; net listing proceeds of approximately **HK$37.8 million** remain largely unutilized, expected to be fully deployed by **December 31, 2022**, though social unrest and the pandemic have delayed the new workshop acquisition [Future Material Investments and Capital Asset Plans](index=12&type=section&id=Future%20Material%20Investments%20and%20Capital%20Asset%20Plans) As of **March 31, 2022**, the Group had no other material investment or capital asset plans apart from acquiring a plot of land in Hong Kong for a new workshop; unutilized listing proceeds are held as interest-bearing deposits and will be gradually used based on market conditions - As of **March 31, 2022**, the Group had no other material investment or capital asset plans, only a plan to acquire a plot of land in Hong Kong to establish a new workshop[48](index=48&type=chunk) - Unutilized proceeds are held as interest-bearing deposits with licensed banks in Hong Kong[48](index=48&type=chunk) - The Group will gradually utilize the remaining net proceeds in accordance with the methods outlined in the prospectus, subject to market conditions[48](index=48&type=chunk) [Material Investments, Acquisitions, and Disposals Held](index=12&type=section&id=Material%20Investments%2C%20Acquisitions%2C%20and%20Disposals%20Held) During the period, the Group held no material investments, nor did it undertake any acquisitions or disposals of subsidiaries, associates, joint ventures, or affiliated companies; as of **March 31, 2022**, there were no related material plans - During the period, the Group held no material investments, nor did it undertake any acquisitions or disposals of subsidiaries, associates, joint ventures, or affiliated companies[49](index=49&type=chunk) - As of **March 31, 2022**, the Group had no other material plans regarding significant investments, acquisitions, and disposals of subsidiaries, associates, and joint ventures[49](index=49&type=chunk) [Use of Listing Proceeds](index=12&type=section&id=Use%20of%20Listing%20Proceeds) The company listed on **July 12, 2018**, issuing **200 million** new shares with net proceeds of approximately **HK$37.8 million**; these funds will be applied as stated in the prospectus, expected to be fully utilized by **December 31, 2022**, with unutilized portions held as interest-bearing short-term demand deposits - The company's shares were listed on GEM of the Stock Exchange on **July 12, 2018**, with **200,000,000** new shares issued, generating net proceeds of approximately **HK$37.8 million**[50](index=50&type=chunk) - The proceeds will be applied in the manner described in the 'Future Plans and Use of Proceeds' section of the prospectus[50](index=50&type=chunk) - No material changes are expected to the plans related to the use of listing proceeds[50](index=50&type=chunk) - All unutilized net proceeds are held as interest-bearing short-term demand deposits with licensed banks in Hong Kong[50](index=50&type=chunk) - Barring any unforeseen circumstances, the remaining proceeds are expected to be utilized by **December 31, 2022**[50](index=50&type=chunk) [Comparison of Business Objectives with Actual Business Progress](index=13&type=section&id=Comparison%20of%20Business%20Objectives%20with%20Actual%20Business%20Progress) This section details the comparison between the use of listing proceeds outlined in the prospectus and actual progress as of **March 31, 2022**; the **HK$35.3 million** planned for land acquisition for a new workshop was delayed due to social unrest and the pandemic, now expected by **December 31, 2022**, and R&D expenditure was less than planned due to workshop delays and extended evaluation Use of Listing Proceeds vs. Actual Progress (As of March 31, 2022) | Purpose | Amount Planned in Prospectus (HK$ million) | Amount Utilized as of March 31, 2022 (HK$ million) | Remaining Net Amount Available as of March 31, 2022 (HK$ million) | Latest Development | Expected Timeline | | :--- | :--- | :--- | :--- | :--- | :--- | | Expansion of Operating Facilities (New Workshop) | **35.3** | - | **35.3** | Social unrest and COVID-19 pandemic affected acquisition assessment certainty, leading to delays | Completion of construction on a plot of land by December 31, 2022 | | Investment in R&D | **2.4** | **1.3** | **1.1** | Continue to seek suitable R&D opportunities to improve service quality and cost-effectiveness | Completion by December 31, 2022 | | General Working Capital | **0.1** | **0.1** | - | Utilized | Completed | | **Total** | **37.8** | **1.4** | **36.4** | | | - The **HK$35.3 million** originally allocated for land acquisition to establish a new workshop has been delayed due to social unrest, the COVID-19 pandemic, Sino-US political tensions, and high land prices, affecting assessment and acquisition progress[111](index=111&type=chunk) - As of **March 31, 2022**, R&D expenditure actually used was approximately **HK$1.3 million**, less than the planned **HK$2.4 million**, primarily due to delays in opening the new workshop and longer evaluation and execution times for R&D plans[116](index=116&type=chunk) - The board confirms no material change in the Group's business nature, and the delay in using proceeds will not materially adversely affect operations, though the Omicron outbreak may cause further delays[116](index=116&type=chunk) [Unaudited Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=17&type=section&id=Unaudited%20Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) This statement presents the unaudited condensed consolidated profit or loss and other comprehensive income for the nine and three months ended **March 31, 2022**; for the nine-month period, revenue was **HK$77,631 thousand**, net profit and total comprehensive income was **HK$16,194 thousand**, and basic earnings per share was **2.02 HK cents** Unaudited Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income for the Nine Months Ended March 31, 2022 | Metric | 2022 (HK$ '000) | 2021 (HK$ '000) | | :--- | :--- | :--- | | Revenue | **77,631** | **69,565** | | Cost of Sales | **(47,817)** | **(42,007)** | | Gross Profit | **29,814** | **27,558** | | Other Income | **4,513** | **4,485** | | Other Losses | **(1,472)** | **(1,356)** | | Administrative Expenses | **(13,207)** | **(12,762)** | | Finance Costs | **(204)** | **(113)** | | Profit Before Tax | **19,444** | **17,812** | | Taxation | **(3,300)** | **(2,950)** | | Profit for the Period | **16,144** | **14,862** | | Exchange Differences Arising from Translation of Foreign Operations | **50** | **(69)** | | Profit and Total Comprehensive Income Attributable to Owners of the Company | **16,194** | **14,793** | | Basic Earnings Per Share (HK cents) | **2.02** | **1.86** | - For the three months ended **March 31, 2022**, revenue was **HK$23,223 thousand**, and profit for the period was **HK$3,864 thousand**[118](index=118&type=chunk) [Unaudited Condensed Consolidated Statement of Changes in Equity](index=18&type=section&id=Unaudited%20Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) This statement outlines the unaudited condensed consolidated changes in equity for the nine months ended **March 31, 2022**; total equity at period-end was **HK$119,100 thousand**, an increase from **HK$102,906 thousand** as of **July 1, 2021**, primarily due to profit for the period and changes in exchange reserves Unaudited Condensed Consolidated Statement of Changes in Equity for the Nine Months Ended March 31, 2022 | Item | Share Capital (HK$ '000) | Share Premium (HK$ '000) | Other Reserves (HK$ '000) | Exchange Reserve (HK$ '000) | Retained Profits (HK$ '000) | Total (HK$ '000) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Balance as of July 1, 2020 | **41** | **59,936** | **5,647** | **(95)** | **16,128** | **81,657** | | Total Comprehensive Income for the Period (2020/21) | - | - | - | **(69)** | **14,862** | **14,793** | | Balance as of March 31, 2021 | **41** | **59,936** | **5,647** | **(164)** | **30,990** | **96,450** | | Balance as of July 1, 2021 | **41** | **59,936** | **5,647** | **(487)** | **37,769** | **102,906** | | Total Comprehensive Income for the Period (2021/22) | - | - | - | **50** | **16,144** | **16,194** | | Balance as of March 31, 2022 | **41** | **59,936** | **5,647** | **(437)** | **53,913** | **119,100** | - As of **March 31, 2022**, retained profits increased to **HK$53,913 thousand**, while exchange reserves improved from negative **HK$487 thousand** to negative **HK$437 thousand**[123](index=123&type=chunk) [Notes to the Unaudited Condensed Consolidated Financial Information](index=19&type=section&id=Notes%20to%20the%20Unaudited%20Condensed%20Consolidated%20Financial%20Information) [Company Information](index=19&type=section&id=Company%20Information) The company is an investment holding company incorporated in the Cayman Islands, with its shares listed on GEM of the Stock Exchange since **July 12, 2018**; the Group's principal business is providing mechanical rebar splicing services in Hong Kong - The company is an investment holding company incorporated in the Cayman Islands as an exempted company[128](index=128&type=chunk) - Shares have been listed on GEM of the Stock Exchange since **July 12, 2018**[128](index=128&type=chunk) - The Group is principally engaged in providing mechanical rebar splicing services to the reinforced concrete construction industry in Hong Kong[128](index=128&type=chunk) [Basis of Preparation and Principal Accounting Policies](index=19&type=section&id=Basis%20of%20Preparation%20and%20Principal%20Accounting%20Policies) The unaudited condensed consolidated third quarterly financial statements are prepared in accordance with HKAS **34** and GEM Listing Rules, consistent with annual audited consolidated financial statements; several new or revised HKFRSs were adopted during the period, with HKFRS **16** Leases significantly impacting lease accounting by requiring lessees to recognize right-of-use assets and corresponding liabilities - The financial statements are prepared in accordance with Hong Kong Accounting Standard **34** 'Interim Financial Reporting' issued by the HKICPA and the applicable disclosure requirements of the GEM Listing Rules[129](index=129&type=chunk) - New or revised Hong Kong Financial Reporting Standards, effective or early adopted by the HKICPA, including HKFRS **16** Leases, have been adopted during the period[134](index=134&type=chunk)[135](index=135&type=chunk) - HKFRS **16** Leases introduces a single lessee accounting model, eliminating the distinction between operating and finance leases, requiring lessees to recognize right-of-use assets and corresponding liabilities[137](index=137&type=chunk) - Following the application of HKFRS **16**, lease payments will be separated into principal and interest components and presented as financing cash flows[139](index=139&type=chunk) [Revenue](index=22&type=section&id=Revenue) Revenue represents amounts received and receivable for services provided during the period, net of fair value of discounts; the Group's operations and revenue are solely derived from providing mechanical rebar splicing services in Hong Kong, thus it has only a single operating segment - Revenue represents amounts received and receivable for services provided during the period, net of the fair value of discounts[143](index=143&type=chunk) - The Group's operations and revenue are solely derived from providing mechanical rebar splicing services in Hong Kong[143](index=143&type=chunk) - Consequently, the Group has only a single operating segment, and no further analysis of this single segment is presented[143](index=143&type=chunk) [Other Income and Other Losses](index=22&type=section&id=Other%20Income%20and%20Other%20Losses) For the nine months ended **March 31, 2022**, other income was **HK$4,513 thousand**, mainly comprising handling fees and insurance compensation; other losses for the same period were **HK$1,472 thousand**, primarily net exchange losses Other Income and Other Losses for the Nine Months Ended March 31, 2022 | Item | 2022 (HK$ '000) | 2021 (HK$ '000) | | :--- | :--- | :--- | | **Other Income** | | | | Handling Fees | **3,926** | **2,177** | | Insurance Compensation | **559** | - | | Employment Support Scheme | - | **2,296** | | Others | **28** | **6** | | **Total Other Income** | **4,513** | **4,485** | | **Other Losses** | | | | Net Exchange Loss | **1,472** | **1,356** | - For the three months ended **March 31, 2022**, other income was **HK$1,460 thousand**, and other losses were **HK$660 thousand**[144](index=144&type=chunk) [Profit Before Tax](index=23&type=section&id=Profit%20Before%20Tax) Profit before tax is derived after deducting various expenses, including cost of inventories, depreciation of plant and equipment, directors' emoluments, other staff costs (salaries and benefits, retirement benefit scheme contributions), research expenses, and depreciation of right-of-use assets Profit Before Tax Deductions for the Nine Months Ended March 31, 2022 | Item | 2022 (HK$ '000) | 2021 (HK$ '000) | | :--- | :--- | :--- | | Cost of Inventories Recognized as Expense | **29,944** | **26,132** | | Depreciation of Plant and Equipment | **2,526** | **2,646** | | Directors' Emoluments | **4,963** | **4,335** | | Total Other Staff Costs | **17,802** | **16,082** | | Research Expenses | **396** | **352** | | Depreciation of Right-of-Use Assets | **2,737** | **1,843** | - Total staff costs include salaries and other benefits of **HK$12,333 thousand** and retirement benefit scheme contributions of **HK$506 thousand**[158](index=158&type=chunk) [Taxation](index=24&type=section&id=Taxation) Hong Kong profits tax is levied under a two-tiered system, with the first **HK$2.0 million** of estimated assessable profits provisioned at **8.25%** and the remainder at **16.5%**; the Group anticipates no material unprovided deferred tax assets or liabilities in the foreseeable future - Hong Kong profits tax is provisioned at **8.25%** for the first **HK$2.0 million** of estimated assessable profits[163](index=163&type=chunk) - Estimated assessable profits exceeding **HK$2.0 million** are provisioned at **16.5%**[163](index=163&type=chunk) - The Group has no material unprovided deferred tax assets or liabilities expected to be realized in the foreseeable future[163](index=163&type=chunk) [Earnings Per Share](index=24&type=section&id=Earnings%20Per%20Share) For the nine months ended **March 31, 2022**, basic earnings per share increased to **2.02 HK cents** from **1.86 HK cents** in the prior year; calculation is based on profit attributable to owners of the company and the weighted average of **800,000 thousand** ordinary shares Basic Earnings Per Share Calculation Data for the Nine Months Ended March 31, 2022 | Item | 2022 (HK$ '000/ '000 shares) | 2021 (HK$ '000/ '000 shares) | | :--- | :--- | :--- | | Profit Attributable to Owners of the Company (HK$ '000) | **16,144** | **14,862** | | Weighted Average Number of Ordinary Shares ('000 shares) | **800,000** | **800,000** | | **Basic Earnings Per Share (HK cents)** | **2.02** | **1.86** | - For the three months ended **March 31, 2022**, basic earnings per share was **0.48 HK cents**, compared to **0.58 HK cents** for the same period last year[118](index=118&type=chunk)[164](index=164&type=chunk) [Other Information](index=25&type=section&id=Other%20Information) [Share Option Scheme](index=25&type=section&id=Share%20Option%20Scheme) The company conditionally adopted a share option scheme on **June 19, 2018**, which became unconditional on **July 12, 2018**; as of **March 31, 2022**, there were no outstanding, granted, cancelled, exercised, or lapsed share options - The share option scheme was adopted on **June 19, 2018**, and became unconditional on **July 12, 2018**[168](index=168&type=chunk) - The terms of the scheme are in accordance with Chapter **23** of the GEM Listing Rules[168](index=168&type=chunk) - As of **March 31, 2022**, there were no outstanding, granted, cancelled, exercised, or lapsed share options[168](index=168&type=chunk) [Directors' Rights to Acquire Shares or Debentures](index=25&type=section&id=Directors%27%20Rights%20to%20Acquire%20Shares%20or%20Debentures) Excluding the share option scheme, during the period, neither the company nor any associated company entered into arrangements enabling directors to acquire benefits through shares or debentures of the company or any other body corporate; no director, spouse, or child under **18** has rights to subscribe for company shares or debentures - Excluding the share option scheme, during the period, neither the company nor any associated company entered into arrangements enabling directors to acquire benefits through shares or debentures of the company or any other body corporate[169](index=169&type=chunk) - No director, spouse, or child under **18** has rights to subscribe for the company's shares or debentures[169](index=169&type=chunk) [Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares, and Debentures](index=25&type=section&id=Directors%27%20and%20Chief%20Executive%27s%20Interests%20and%20Short%20Positions%20in%20Shares%2C%20Underlying%20Shares%2C%20and%20Debentures) As of **March 31, 2022**, the company's directors and chief executive held long positions in the company's ordinary shares and underlying shares; Mr. Quet Yim Tak held **33.2%** through a controlled corporation, Mr. Lam Shu Yu held **12.4%**, Mr. Yeung Tim Lee held **8.0%**, and Mr. Paulino Lim held **5.1%** Directors' and Chief Executive's Long Positions in Ordinary Shares and Underlying Shares of the Company as of March 31, 2022 | Name | Capacity | Number of Shares Held | % of Company's Issued Voting Shares | | :--- | :--- | :--- | :--- | | Mr. Quet Yim Tak | Interest in Controlled Corporation | **265,163,415** | **33.2%** | | Mr. Lam Shu Yu | Beneficial Owner | **99,340,732** | **12.4%** | | Mr. Yeung Tim Lee | Beneficial Owner | **64,390,244** | **8.0%** | | Mr. Paulino Lim | Beneficial Owner | **40,975,610** | **5.1%** | - Mr. Quet Yim Tak beneficially owns **100%** of Kin Sun Creative Limited, and is therefore deemed to have an interest in the shares held by it[180](index=180&type=chunk) - Save as disclosed above, no other directors and chief executive had any interests and short positions in the shares, underlying shares, and debentures of the company and its associated corporations that were required to be recorded or notified[174](index=174&type=chunk) [Substantial Shareholders' Interests and/or Short Positions in Shares and Underlying Shares of the Company](index=27&type=section&id=Substantial%20Shareholders%27%20Interests%20and%2For%20Short%20Positions%20in%20Shares%20and%20Underlying%20Shares%20of%20the%20Company) As of **March 31, 2022**, excluding directors, Kin Sun Creative Limited was the largest shareholder with **33.2%** of shares; other substantial shareholders included Mr. Wong Man Po (**6.4%**) and Ms. Chiu Yin Mei (**5.1%**), with several directors' spouses also deemed to hold shares due to spousal interests Substantial Shareholders' Long Positions in Ordinary Shares and Underlying Shares of the Company as of March 31, 2022 | Shareholder Name/Entity | Capacity | Number of Shares Held | % of Company's Issued Voting Shares | | :--- | :--- | :--- | :--- | | Kin Sun Creative Limited | Beneficial Owner | **265,163,415** | **33.2%** | | Mr. Wong Man Po | Beneficial Owner | **51,230,244** | **6.4%** | | Ms. Chiu Yin Mei | Beneficial Owner | **40,975,610** | **5.1%** | | Ms. Ha Jasmine Nim Chi | Spousal Interest (Spouse of Mr. Quet Yim Tak) | **265,163,415** | **33.2%** | | Ms. Chan Ching | Spousal Interest (Spouse of Mr. Lam Shu Yu) | **99,340,732** | **12.4%** | | Ms. Lau Lee Kit | Spousal Interest (Spouse of Mr. Yeung Tim Lee) | **64,390,244** | **8.0%** | | Ms. Wong Yuk Yu | Spousal Interest (Spouse of Mr. Wong Man Po) | **51,230,244** | **6.4%** | | Ms. Ng Pei Ying | Spousal Interest (Spouse of Mr. Paulino Lim) | **40,975,610** | **5.1%** | - Ms. Chiu Yin Mei is the company's administrative manager[181](index=181&type=chunk) - Spouses of several directors are deemed or taken to be interested in the shares owned by their spouses under the Securities and Futures Ordinance[182](index=182&type=chunk)[183](index=183&type=chunk)[184](index=184&type=chunk)[185](index=185&type=chunk)[186](index=186&type=chunk) [Dividends](index=28&type=section&id=Dividends) The board does not recommend paying any dividends for the current period, consistent with the prior year's corresponding period - The board does not recommend paying any dividends for the current period[187](index=187&type=chunk) - No dividends were paid for the nine months ended **March 31, 2021**[187](index=187&type=chunk) [Purchase, Sale, or Redemption of the Company's Listed Securities](index=29&type=section&id=Purchase%2C%20Sale%2C%20or%20Redemption%20of%20the%20Company%27s%20Listed%20Securities) During the period, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities - During the period, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities[189](index=189&type=chunk) [Directors' Material Interests in Transactions, Arrangements, and Contracts Significant to the Company's Business](index=29&type=section&id=Directors%27%20Material%20Interests%20in%20Transactions%2C%20Arrangements%2C%20and%20Contracts%20Significant%20to%20the%20Company%27s%20Business) Except for disclosed service contracts/letters of appointment, as of the period-end or during the period, there were no other subsisting transactions, arrangements, or contracts entered into by the company or its subsidiaries in which a director or an entity connected with a director had a material direct or indirect interest significant to the Group's business - Except for those disclosed and service contracts/letters of appointment entered into with directors, there were no other subsisting transactions, arrangements, or contracts entered into by the company or its subsidiaries in which a director or an entity connected with a director had a material direct or indirect interest significant to the Group's business[190](index=190&type=chunk) [Non-Competition Undertaking](index=29&type=section&id=Non-Competition%20Undertaking) Kin Sun Creative Limited, Mr. Quet Yim Tak, and Mr. Yeung Tim Lee have each given an irrevocable and unconditional non-competition undertaking to the company, pledging not to directly or indirectly engage in any business competing with the Group's operations; as of the year ended **June 30, 2021**, they all confirmed compliance with this undertaking - Kin Sun Creative Limited, Mr. Quet Yim Tak, and Mr. Yeung Tim Lee have each given an irrevocable and unconditional non-competition undertaking to the company[191](index=191&type=chunk)[196](index=196&type=chunk) - The undertaking states that they will not directly or indirectly participate in, acquire, or hold any business that competes with or is similar to the Group's business[191](index=191&type=chunk)[196](index=196&type=chunk) - For the year ended **June 30, 2021**, Kin Sun Creative Limited, Mr. Quet Yim Tak, and Mr. Yeung Tim Lee all confirmed compliance with the terms of the non-competition undertaking[196](index=196&type=chunk) - The independent non-executive directors have reviewed and confirmed their compliance with the non-competition undertaking[196](index=196&type=chunk) [Conflicts of Interest](index=31&type=section&id=Conflicts%20of%20Interest) During the period, none of the company's directors, substantial shareholders, or management shareholders, or their respective associates, engaged in any business directly or indirectly competing or potentially competing with the Group's business, or had any other conflicts of interest with the Group - During the period, none of the company's directors, substantial shareholders, or management shareholders, or their respective associates, engaged in any business directly or indirectly competing or potentially competing with the Group's business, or had any other conflicts of interest with the Group[198](index=198&type=chunk) [Audit Committee](index=31&type=section&id=Audit%20Committee) The company established an Audit Committee on **June 19, 2018**, comprising three independent non-executive directors, with Mr. Ng Ming Hon as Chairman; the Audit Committee has reviewed the Group's unaudited condensed consolidated financial results for the period and deemed them compliant with applicable accounting standards - The Audit Committee was established on **June 19, 2018**, and operates in accordance with its terms of reference approved by the board[199](index=199&type=chunk) - The committee comprises three independent non-executive directors: Mr. Ng Ming Hon (Chairman), Mr. Quet Yim Tak, and Mr. Lo Chung Ching[199](index=199&type=chunk) - The Audit Committee has reviewed the Group's unaudited condensed consolidated financial results for the period and is of the opinion that they were prepared in accordance with applicable accounting standards and adequately disclosed[199](index=199&type=chunk) [Corporate Governance Code](index=31&type=section&id=Corporate%20Governance%20Code) The board and management are committed to maintaining high standards of corporate governance and transparency in the interests of all stakeholders; during the period, the company complied with all provisions of the Corporate Governance Code and Corporate Governance Report set out in Appendix **15** to the GEM Listing Rules - The board and management are committed to maintaining high standards of corporate governance and transparency in the interests of all stakeholders[200](index=200&type=chunk) - During the period, the company complied with all provisions of the Corporate Governance Code and Corporate Governance Report set out in Appendix **15** to the GEM Listing Rules[200](index=200&type=chunk) [Model Code for Securities Transactions by Directors](index=32&type=section&id=Model%20Code%20for%20Securities%20Transactions%20by%20Directors) The company has adopted a model code for securities transactions by its directors and employees, whose terms are no less exacting than those in the GEM Listing Rules; upon enquiry, all directors confirmed compliance with this code for the nine months ended **March 31, 2021** - The company has adopted a model code for securities transactions by its directors, employees, and directors and employees of its subsidiaries and holding companies[204](index=204&type=chunk) - The terms of this model code are no less exacting than the required standards of dealing set out in Rules **5.48** to **5.67** of the GEM Listing Rules[204](index=204&type=chunk) - All directors confirmed that they had complied with the model code for the nine months ended **March 31, 2021**[204](index=204&type=chunk) [Publication of Third Quarterly Report](index=32&type=section&id=Publication%20of%20Third%20Quarterly%20Report) The company's Third Quarterly Report for **2021/2022** will be dispatched to the company's shareholders and published on the company's website www.hklistco.com/**8140** and the HKEXnews website www.hkexnews.hk - The company's Third Quarterly Report for **2021/2022** will be dispatched to the company's shareholders[205](index=205&type=chunk) - The report will also be published on the company's website www.hklistco.com/**8140** and the HKEXnews website www.hkexnews.hk[205](index=205&type=chunk)

BOSA TECHNOLOGY HOLDINGS LIMITED 人和科技控股有限公司 (於開曼群島註冊成立的有限公司) (股份代號：8140) 中期報告 2021/22 香港聯合交易所有限公司(「聯交所」) GEM 的特色 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聯交所主板買 寶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。 香港交易及结算所有限公司及聯交所對本報告的內容概不負責,對其準確性或完整性 亦不發表任何聲明,且明確表示概不就因本報告全部或任何部分內容而產生或因依賴 該等內容而引致的任何損失承擔任何責任。 本報告乃遵照疇交所GEM證券上市規則([GEM上市規則])之規定而提供有關人和科 技控股有限公司(「本公司」及其附屬公司(統稱(「本集團」)之資料。本公司各董事(「董 事)) 顧就本報告共同及個別承擔全部責任。董事在作出一切合理查詢後確 ...