明樑控股(08152)公布，估计该集团截至 2025 年 6 月 30 日止六个月期间将取得约320万港元的税前亏 损， 而对比 2024 年同期税前亏损为850万港元。 董事会认为， 本期间的预期亏损主要因收入减少约 1050万港元或 35.0%导致， 而此主要归因于(i)海外主要项目于上年度已大致完成并本期间内只贡献少 量收入，而新承接项目仍处于早期阶段，本期间内仅进行少量量产前准备工作;及(ii)部分现有项目的生 产进度于本期间内出现延误。与此同时，本期间对比上期间的亏损有所下降，是由于本期间获汇兑收益 340万港元，相对上期间的汇兑亏损 190万港元所致。 ...

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告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。 M&L HOLDINGS GROUP LIMITED 明樑控股集團有限公司 (於開曼群島註冊成立的有限公司) (股份代號 ﹕8152) 盈利警告 本公告乃明樑控股集團有限公司(「本公司」， 連同其附屬公司統稱「本集 團」）根據香港聯合交易所有限公司 GEM 證券上市規則（「GEM 上市規 則」）第 17.10 條及香港法例第 571 章證券及期貨條例第 XIVA 部之內幕 消息條文（定義見 GEM 上市規則）而作出。 本公司董事會（「董事會」）謹此知會本公司股東及潛在投資者， 根據董事 會當前所獲資料， 估計本集團截至 2025 年 6 月 30 日止六個月期間（「本 期間」）將錄得約 3.2 百萬港元之稅前虧損， 而對比 2024 年同期（「上期 間」）稅前虧損為 8.5 百萬港元。 董事會認為， 本期間之預期虧損主要因 收入減少約 10.5 百萬港元或 35.0%導致， 而此主要歸因於(i)海外主要項 ...

Financial Performance - Revenue decreased by approximately HKD 86.0 million or 56.0% to about HKD 67.7 million for the year ended December 31, 2024, compared to approximately HKD 153.7 million in the previous year[13]. - Gross profit fell from HKD 55.5 million to HKD 23.5 million, with the gross margin slightly declining from 36.1% to 34.7%[14]. - The group reported a loss of HKD 13.0 million for the year, compared to a profit of HKD 7.3 million in the previous year, mainly due to a decline in gross profit of HKD 32.0 million[22]. - Basic and diluted loss per share for 2024 was HKD (2.14), compared to earnings of HKD 1.15 per share in 2023[124]. - Total revenue for 2024 was HKD 67,711,000, a decrease of 56.0% compared to HKD 153,748,000 in 2023[124]. - Gross profit for 2024 was HKD 23,466,000, down 57.8% from HKD 55,457,000 in 2023[124]. - Operating loss for 2024 was HKD 11,528,000, compared to an operating profit of HKD 12,151,000 in 2023[124]. - The company reported a foreign exchange loss of HKD 4,662,000 in 2024, compared to a loss of HKD 1,909,000 in 2023[124]. Cost Management - The sales cost decreased by about HKD 54.0 million or 55.0%, aligning closely with the revenue decline[14]. - Sales expenses decreased by approximately HKD 9.7 million to HKD 4.0 million due to a decline in sales in overseas markets, leading to lower freight and transportation costs[16]. - The total employee costs for the year amounted to approximately HKD 15.0 million, slightly down from HKD 15.1 million in the previous year, with a stable workforce of 41 employees[34]. Market and Business Strategy - The foundation business segment's performance remained relatively weak due to the uncertain real estate market, contributing to the overall revenue decline[10]. - The company is focusing on expanding its tunnel business segment by developing engineering solutions for tunnel boring machines in collaboration with major suppliers in Europe and China[6]. - The company anticipates improved performance in overseas markets, particularly in Australia and continental Europe, in the coming year[12]. - The company is adopting a cautious approach in the Chinese market, focusing on managing receivables and operational capital[11]. - The company plans to closely monitor potential opportunities related to the "Railway Development Strategy" and "Northern Metropolis" development in Hong Kong[10]. - The company expects overall performance in 2025 to improve compared to the current year, driven by new projects and overseas demand[6]. Risk Management - The company faces several risks, including competition for new contracts and reliance on a limited number of suppliers[37]. - Demand for the company's services may be adversely affected by a slowdown in the tunneling and foundation industries in Hong Kong, China, Singapore, and Australia[38]. - The company is actively monitoring credit risks associated with its customers[38]. - The management is committed to risk assessment and control, ensuring that acceptable risks are identified and managed effectively[37]. - The company has established emergency plans to address potential loss situations[37]. Corporate Governance - The company has adopted the Corporate Governance Code as per the GEM Listing Rules and has complied with it throughout the year ending December 31, 2024, with some exceptions noted[50]. - The board consists of seven members, including three executive directors and four independent non-executive directors, responsible for overall strategy and policy formulation[54]. - The company has implemented a board diversity policy to enhance gender balance, aiming to gradually improve gender diversity among board members[52]. - The company encourages continuous professional development for all directors to ensure informed decision-making[55]. - The company has established a director liability insurance policy for its board members[105]. Financial Position - As of December 31, 2024, the current ratio improved to 2.46 from 2.05 in the previous year, with current assets amounting to HKD 147.9 million and current liabilities at HKD 60.2 million[24]. - The net capital debt ratio as of December 31, 2024, was 1.7%, down from 4.7% in the previous year, with total debts of HKD 1.6 million against equity of HKD 99.0 million[27]. - The group generated cash flow from operating activities of approximately HKD 6.2 million, resulting in a decrease in financial expenses to approximately HKD 2.1 million, a reduction of HKD 0.9 million from the previous year[20]. - The company reported a reserve of approximately HKD 81.8 million available for distribution as of December 31, 2024[84]. - The board does not recommend the payment of a final dividend for the year ending December 31, 2024[79]. Audit and Compliance - The independent auditor, BDO Limited, has audited the financial statements for the year ending December 31, 2024, confirming they present a true and fair view[110]. - The audit committee reviewed the financial statements and reports for the year ending December 31, 2024, ensuring their completeness and compliance with accounting standards[61]. - The company incurred an audit fee of HKD 650,000 for audit services and HKD 83,000 for non-audit services, totaling HKD 733,000 for the year ending December 31, 2024[68]. - The board believes that the risk management and internal control systems are effective and sufficient, although they are designed to manage rather than eliminate risks[67]. Accounting Policies - The company is currently evaluating the impact of new accounting standards that will take effect in future periods, which may affect financial reporting[140]. - The company adopted accounting policies in accordance with Hong Kong Financial Reporting Standards No. 9 and No. 7 (revised), clarifying the derecognition of financial assets and liabilities, which is not expected to have a significant impact on the financial statements[141]. - The group recognizes expected credit losses for trade receivables and other financial assets based on a simplified approach, calculating expected credit losses over the entire period[154]. - The group measures inventory at the lower of cost and net realizable value, using the FIFO method for cost determination[166]. - The group recognizes deferred tax liabilities based on taxable temporary differences arising from investments in subsidiaries, with a focus on controlling the timing of reversals[173].

Financial Performance - Revenue for the year ended December 31, 2024, was HKD 67,711,000, a decrease of 56.0% compared to HKD 153,748,000 in 2023[5] - Gross profit for the same period was HKD 23,466,000, down 57.7% from HKD 55,457,000 in the previous year[5] - The company reported a loss before tax of HKD 13,357,000, compared to a profit of HKD 9,446,000 in 2023[5] - Total comprehensive income for the year was a loss of HKD 4,551,000, compared to a profit of HKD 9,468,000 in the prior year[5] - Basic and diluted loss per share was HKD (2.14), compared to earnings of HKD 1.15 per share in 2023[8] - The operating loss for the group was HKD 11,528 thousand, with a pre-tax loss of HKD 13,357 thousand for the year[22] - The group recognized a tax credit of HKD 339 thousand, resulting in a net loss of HKD 13,018 thousand for the year[22] - The company reported a net profit of HKD 7,262,000 for the year, compared to a profit of HKD 6,888,000 in 2023, indicating a decline in profitability[33] - The company recorded a net loss of HKD 13.0 million for the year, compared to a profit of HKD 7.3 million in the previous year, primarily due to a decline in gross profit[55] Assets and Liabilities - The company's total assets decreased to HKD 147,947,000 in 2024 from HKD 139,522,000 in 2023[9] - Non-current assets were HKD 20,471,000, down from HKD 41,081,000 in the previous year[9] - The asset-liability ratio improved to 1.7% from 4.7% in 2023[5] - The company’s cash and cash equivalents decreased to HKD 23,390,000 from HKD 28,304,000 in the previous year[9] - Trade receivables decreased to HKD 67,372,000 in 2024 from HKD 75,661,000 in 2023, with a provision for losses of HKD 6,629,000[35] - Trade payables increased to HKD 28,507,000 in 2024 from HKD 25,922,000 in 2023, indicating a rise in liabilities[37] - The net capital debt ratio as of December 31, 2024, was 1.7%, a significant decrease from 4.7% in 2023, with total debts amounting to HKD 1.6 million against equity attributable to shareholders of HKD 99.0 million[60] Revenue Breakdown - The segment revenue from the Tunnel division was HKD 63,462 thousand, while the Foundation division contributed HKD 4,249 thousand, resulting in a combined segment performance of HKD 67,711 thousand[22] - Revenue from external customers in 2024 decreased to HKD 67,711,000, down 56% from HKD 153,748,000 in 2023[24] - Major customers contributed significantly to revenue, with Customer A generating HKD 20,316,000 and Customer B contributing HKD 17,452,000 in 2024[25] Comprehensive Income - Other comprehensive income increased significantly by 283.8% to HKD 8,467,000 from HKD 2,206,000 in 2023[5] - Other comprehensive income for the year was HKD 8.9 million, attributed to the increase in fair value of land and buildings located in Australia[56] Accounting Standards and Policies - The group is currently evaluating the impact of new or revised Hong Kong Financial Reporting Standards, with no significant effects anticipated on the financial statements[17] - The adoption of the revised Hong Kong Financial Reporting Standards effective from January 1, 2024, is not expected to have a major impact on the group's financial statements[18] - The group has implemented new accounting policies regarding the classification and measurement of financial instruments, which are expected to have minimal impact on the financial statements[19] - The group is analyzing the new requirements of the Hong Kong Financial Reporting Standards and assessing their impact on financial statement presentation and disclosure[18] Employee and Operational Costs - The total employee cost for the year ended December 31, 2024, was approximately HKD 15.0 million, slightly down from HKD 15.1 million in 2023, with a total workforce of 41 employees compared to 43 in the previous year[68] - The company incurred total expenses of HKD 98,291,000, with cost of sales accounting for HKD 95,652,000[23] Market Strategy - The company is focusing on expanding its overseas market presence, particularly in Australia and Europe, anticipating improved performance in the coming year[45] - The company plans to closely monitor potential opportunities related to major infrastructure projects in the Hong Kong market, while avoiding aggressive price competition[43] Investments and Financing - The company has entered into two conditional agreements to sell and purchase two industrial properties in Australia, with a sale price of AUD 6.0 million and a purchase price of AUD 2.75 million, expected to be completed by January 30, 2025[62] - The total bank borrowings as of December 31, 2024, were HKD 21.5 million, down from HKD 28.1 million in 2023, with short-term borrowings of HKD 19.7 million compared to HKD 24.6 million in the previous year[58] - The company maintained a close monitoring of its working capital and liquidity, with available bank and other financing totaling approximately HKD 33.5 million, of which HKD 21.5 million was utilized[57] Dividends and Securities - The company did not recommend the payment of interim and final dividends for the year ended December 31, 2024, consistent with the previous year[41] - No purchases, sales, or redemptions of the company's listed securities were made by the company or its subsidiaries during the year ended December 31, 2024[75] Audit and Compliance - The audit committee has reviewed the consolidated financial statements for the year ended December 31, 2024, and confirmed consistency with the audited financial statements[76] - The annual performance announcement will be published on the Stock Exchange and the company's website, containing all information required by the GEM Listing Rules[77]

Financial Performance - Revenue for the six months ended June 30, 2024, was HKD 29,950,000, a decrease of 60.2% compared to HKD 75,240,000 for the same period in 2023[6] - Gross profit for the period was HKD 10,787,000, down 55.2% from HKD 24,111,000 in the previous year[6] - The company reported a loss attributable to equity holders of HKD 7,638,000, compared to a profit of HKD 371,000 in the same period last year[7] - Basic and diluted loss per share was HKD (1.27), compared to earnings of HKD 0.06 per share in the prior year[7] - Total comprehensive loss for the period was HKD 8,042,000, compared to a total comprehensive income of HKD 539,000 in the previous year[7] - The company reported a net loss of HKD 7,914,000 for the six months ended June 30, 2024, compared to a profit of HKD 560,000 in the same period of 2023[21] - The group reported a loss attributable to equity holders of approximately HKD 7.6 million for the six months ended June 30, 2024, compared to a profit of approximately HKD 0.4 million for the same period last year[54] Assets and Liabilities - Non-current assets as of June 30, 2024, amounted to HKD 40,837,000, a decrease from HKD 43,777,000 as of December 31, 2023[8] - Current assets totaled HKD 123,108,000, slightly down from HKD 139,522,000 at the end of 2023[8] - Current liabilities decreased to HKD 60,896,000 from HKD 68,199,000 at the end of 2023[9] - The company's net assets as of June 30, 2024, were HKD 96,654,000, down from HKD 104,696,000 at the end of 2023[9] - Trade receivables decreased to HKD 60,680 thousand as of June 30, 2024, down from HKD 75,661 thousand as of December 31, 2023, a decline of 20%[33] - The total non-current assets as of June 30, 2024, were HKD 38,886 thousand, slightly down from HKD 39,377 thousand as of December 31, 2023[23] - Trade payables were HKD 22,528 thousand as of June 30, 2024, compared to HKD 25,922 thousand as of December 31, 2023, a decrease of 13%[35] Cash Flow and Financing - For the six months ended June 30, 2024, the operating cash flow net amount was HKD 10,515,000, a significant increase from HKD 3,720,000 in the same period of 2023, representing a growth of 182.3%[12] - The financing activities resulted in a net cash outflow of HKD 9,144,000 for the six months ended June 30, 2024, compared to HKD 2,962,000 in the same period of 2023[12] - The total cash and cash equivalents at the end of the period were HKD 28,993,000, slightly up from HKD 28,655,000 at the end of June 2023[12] - As of June 30, 2024, the total bank borrowings amounted to approximately HKD 34,300,000, a slight decrease from HKD 35,100,000 as of December 31, 2023, with HKD 13,000,000 remaining undrawn[39] - The total available bank financing as of June 30, 2024, was approximately HKD 34.3 million, with HKD 21.3 million utilized and HKD 13.0 million available[55] Operational Insights - The company has not disclosed any new product developments or market expansion strategies during this reporting period[5] - The revenue from the tunneling business segment is expected to improve in the second half of 2024 due to the progress of major projects, despite a significant decrease in orders compared to the same period last year[47] - The foundation business segment's performance remained stagnant with minimal revenue, attributed to a lack of new project tenders and intense competition in the market[47] - The performance in the Singapore and other Asia-Pacific markets improved due to larger tunneling product orders received during the period[49] - Revenue from the Asia-Pacific region increased significantly to HKD 11,306 thousand in the first half of 2024, compared to HKD 2,216 thousand in the same period of 2023, representing a growth of 410%[22] Employee and Management - Employee benefit expenses increased to HKD 8,240 thousand in the first half of 2024 from HKD 7,595 thousand in the same period of 2023, an increase of 8.5%[24] - The company reported a total of HKD 1,576,000 in key management compensation for the six months ended June 30, 2024, compared to HKD 1,518,000 in the same period of 2023[45] Governance and Compliance - The company has adhered to the Corporate Governance Code and has not deviated from its provisions, except for the combined roles of Chairman and CEO held by Mr. Wu Li Ming[73] - The Audit Committee, chaired by Mr. Dai Wei Guo, has reviewed the report and provided recommendations[75] - There are no interests held by directors, major shareholders, or their associates in any competing businesses as of June 30, 2024[74] Dividends and Shareholder Information - The company did not declare any interim dividends for the six months ended June 30, 2024, consistent with the previous year[43] - As of June 30, 2024, JAT United holds 364,095,000 shares, representing 60.68% of the company's issued share capital[67] - The company has not granted, exercised, or cancelled any share options since the adoption of the share option plan on June 19, 2017[69] - No purchases, sales, or redemptions of the company's listed securities were made by the company or its subsidiaries in the six months ending June 30, 2024[70]

Financial Performance - For the six months ended June 30, 2024, the company reported revenue of HKD 29,950,000, a decrease of 60.2% compared to HKD 75,240,000 for the same period in 2023[6] - The gross profit for the period was HKD 10,787,000, down 55.2% from HKD 24,111,000 in the previous year[6] - The company incurred a loss before tax of HKD 8,547,000, compared to a profit of HKD 1,715,000 in the same period last year[6] - The total comprehensive loss for the period was HKD 8,042,000, compared to a gain of HKD 539,000 in the previous year[7] - Basic and diluted loss per share was HKD (1.27), compared to earnings of HKD 0.06 per share in the prior year[7] - The company reported a net loss of HKD 7,638,000 for the six months ended June 30, 2024, compared to a profit of HKD 371,000 in the same period of 2023, indicating a significant decline in performance[10] - Total comprehensive income for the period was HKD (7,766,000), down from HKD 351,000 in the previous year, reflecting a decrease of approximately 2,215%[10] Assets and Liabilities - Non-current assets as of June 30, 2024, amounted to HKD 40,337,000, a slight decrease from HKD 41,778,000 as of December 31, 2023[9] - Current assets totaled HKD 123,108,000, down from HKD 139,522,000 at the end of 2023[9] - Current liabilities decreased to HKD 60,896,000 from HKD 68,199,000 as of December 31, 2023[9] - The company's net asset value as of June 30, 2024, was HKD 96,654,000, down from HKD 104,696,000 at the end of 2023[9] - The company’s total equity decreased to HKD 95,555,000 as of June 30, 2024, down from HKD 104,696,000 at the beginning of the year, reflecting a decline of approximately 9%[10] - Trade receivables decreased to 60,680,000 thousand HKD as of June 30, 2024, from 75,661,000 thousand HKD as of December 31, 2023, a decline of about 19.8%[33] - The net trade receivables amounted to 52,929,000 thousand HKD as of June 30, 2024, down from 67,744,000 thousand HKD as of December 31, 2023, indicating a decrease of approximately 21.8%[34] - Trade payables were reported at 22,528,000 thousand HKD as of June 30, 2024, compared to 25,922,000 thousand HKD as of December 31, 2023, reflecting a reduction of about 13.8%[35] - The total bank borrowings amounted to approximately 34,300,000 thousand HKD as of June 30, 2024, slightly down from 35,100,000 thousand HKD as of December 31, 2023[39] Revenue Breakdown - Revenue from sales of goods decreased to HKD 29,305,000, a decline of 59% from HKD 71,634,000 in the prior year[17] - Maintenance and repair service revenue dropped to HKD 401,000, down 88% from HKD 3,381,000 in the same period last year[17] - Revenue from the Asia-Pacific region significantly increased to HKD 11,306,000 in the first half of 2024, compared to HKD 2,216,000 in the same period of 2023[22] - For the six months ended June 30, 2024, total revenue from external customers was HKD 75,240,000, a decrease from HKD 75,240,000 in the same period of 2023[20] Cash Flow and Expenses - The company generated net cash from operating activities of HKD 10,515,000, a significant increase from HKD 3,720,000 in the previous year, representing an increase of approximately 183%[12] - Cash and cash equivalents at the end of the period stood at HKD 28,993,000, compared to HKD 28,655,000 at the end of June 2023, showing a slight increase[12] - The company incurred financing cash outflows of HKD 9,144,000, compared to HKD 2,962,000 in the previous year, indicating a rise in financing costs[12] - The company reported a significant reduction in administrative expenses to HKD 2,920,000 from HKD 13,624,000 in the previous year[6] - Employee benefit expenses increased to HKD 8,240,000 in the first half of 2024, compared to HKD 7,595,000 in the same period of 2023[24] - The total employee cost for the six months ended June 30, 2024, was approximately HKD 8.2 million, compared to HKD 7.6 million for the same period in 2023, representing an increase of about 7.9%[63] Foreign Exchange and Tax - The company incurred a foreign exchange loss of HKD 3,183,000 during the first half of 2024[24] - The company experienced a foreign exchange loss of approximately HKD 1.9 million due to the depreciation of the Renminbi and Australian Dollar[51] - The company has a tax credit of HKD 633,000 for the first half of 2024, compared to a tax expense of HKD 1,155,000 in the same period of 2023[26] Corporate Governance and Shareholding - The company did not declare any interim dividends for the six months ended June 30, 2024, consistent with the previous year[43] - The board did not declare an interim dividend for the six months ended June 30, 2024[62] - As of June 30, 2024, Mr. Wu Li Ming held 364,095,000 shares, representing 60.68% of the company's issued share capital[64] - JAT United Company Limited, wholly owned by Mr. Wu Li Ming, also held 364,095,000 shares, accounting for 60.68% of the issued share capital[67] - The company has adopted a share option scheme since June 19, 2017, with no options granted, exercised, or cancelled up to the report date[69] - The company has maintained compliance with the Corporate Governance Code, except for the combined roles of Chairman and CEO held by Mr. Wu Li Ming[73] - The audit committee consists of independent non-executive directors, including Mr. Dai Weiguo as the chairman[75] - The executive directors are Mr. Wu Liming, Mr. Wu Litang, and Mr. Wu Libao[75] Operational Focus and Strategy - The company plans to focus on projects with significant profit margins and favorable settlement terms in the China market[48] - The company aims to monitor potential opportunities related to major infrastructure projects in the Hong Kong market while avoiding aggressive price competition[47] - The company did not engage in any significant acquisitions or disposals of subsidiaries, associates, or joint ventures during the six months ended June 30, 2024[59] - As of June 30, 2024, the group had no significant investments[60] - The company’s cash flow management appears stable, with a significant portion of bank borrowings remaining undrawn at 13,000,000 thousand HKD as of June 30, 2024[39] Employee and Workforce - As of June 30, 2024, the group had 46 employees, an increase from 43 employees as of December 31, 2023[63] - The company recorded interest expenses paid to a director amounting to 31,000 thousand HKD for the six months ended June 30, 2024, down from 46,000 thousand HKD in the previous year[44] Contingent Liabilities - There were no significant contingent liabilities as of June 30, 2024[62]

Financial Performance - The group achieved a turnaround from loss to profit in the fiscal year ending December 31, 2023, driven by increased demand for tunnel boring machine-related solutions[8]. - Revenue increased by approximately HKD 66.7 million or 76.6% to about HKD 153.7 million for the year ended December 31, 2023, compared to approximately HKD 87.0 million in the previous year[16]. - Gross profit rose by HKD 26.2 million to HKD 55.5 million, with gross margin improving from 33.6% in the previous year to 36.1%[17]. - The company reported a profit attributable to equity holders of approximately HKD 6.9 million, compared to a loss of HKD 8.5 million in the previous year[26]. Market Performance - Revenue from the Hong Kong market increased by approximately HKD 12.1 million or 20.1%, attributed to a rebound in construction activities and a large tunnel project[12]. - Sales in the Chinese market improved significantly, with an increase of approximately HKD 15.3 million or 113.4%, following the lifting of travel restrictions[13]. - Sales in the Asia-Pacific market increased by approximately HKD 7.7 million or 98.8%, while sales to other overseas countries surged by approximately HKD 31.7 million, exceeding five times the previous year[15]. Operational Challenges - The group noted that the operating environment in the foundation construction sector remains challenging due to uncertainties in the real estate market[8]. - The group remains cautious in negotiations with Chinese clients, focusing on projects with favorable profit margins and settlement terms[13]. Strategic Plans - The group plans to closely monitor potential opportunities related to major infrastructure projects in Hong Kong, including the "Railway Development Strategy" and "Northern Metropolis" initiatives[12]. - The group will continue to develop engineering solutions to enhance competitiveness and customer base while avoiding excessive competition[8]. - The group will prudently assess logistics arrangements and negotiate with clients to minimize costs and liabilities associated with overseas sales[15]. Financial Position - Current assets as of December 31, 2023, were approximately HKD 139.5 million, while current liabilities were approximately HKD 68.2 million, resulting in a current ratio of 2.05[27]. - The net capital debt ratio as of December 31, 2023, was 4.7%, down from 11.7% in the previous year[31]. - The total available bank and other financing amounted to approximately HKD 35.1 million, with HKD 28.1 million utilized and HKD 7.0 million available[29]. Employee and Management - The total employee cost was approximately HKD 15.1 million, a slight decrease from HKD 15.4 million in 2022[43]. - The total number of employees decreased from 44 in 2022 to 43 in 2023, with a notable reduction in the sales and engineering solutions department from 10 to 8 employees[43]. - The company encourages continuous professional development for all directors to ensure informed decision-making[68]. Governance and Compliance - The company has established four committees to oversee various aspects of its operations, including audit, remuneration, nomination, and corporate governance[72]. - The audit committee, chaired by Mr. Dai Weiguo, reviewed the financial statements and internal control systems for the year 2023[75]. - The company has established an effective risk management and internal control system, with an external independent consultant conducting a review in 2023[82]. Environmental, Social, and Governance (ESG) - The company aims to peak emissions by 2030 and achieve net-zero emissions by 2060, aligning its environmental goals with national targets[149]. - Total nitrogen oxides emissions decreased by 58% from 45,234 grams in 2022 to 19,165 grams in 2023[156]. - The company has implemented strict compliance with environmental laws in Hong Kong, China, Singapore, and Australia, with no known violations reported[150]. Supplier Relations - The company maintains a strong relationship with suppliers, emphasizing the importance of stable and sustainable partnerships for quality product supply[45]. - The supplier evaluation form assesses suppliers' past performance from various dimensions[199]. - The company plans to incorporate sustainability considerations into procurement practices moving forward[199].

Financial Performance - Revenue for the year ended December 31, 2023, was HKD 153,748,000, representing a 76.6% increase from HKD 87,047,000 in 2022[5] - Gross profit increased by 89.5% to HKD 55,457,000 compared to HKD 29,259,000 in the previous year[5] - The company reported a profit before tax of HKD 9,446,000, a significant turnaround from a loss of HKD 8,701,000 in 2022[5] - Total comprehensive income for the year was HKD 9,468,000, compared to a loss of HKD 8,190,000 in the prior year[5] - Basic earnings per share improved to HKD 1.15 from a loss of HKD 1.41 in 2022[9] - Operating profit for the year was HKD 12,151,000, with a profit before tax of HKD 9,446,000[30] - The company reported a net profit of HKD 7,262,000 for the year, after accounting for income tax expenses of HKD 2,184,000[30] - The group recorded a net exchange loss of approximately HKD 1.9 million, an improvement from a loss of HKD 5.5 million in the previous year[62] - The group reported a profit attributable to equity holders of HKD 6.9 million, a turnaround from a loss of HKD 8.5 million in the previous year[66] Revenue Breakdown - Revenue from tunnel segment was HKD 149,911,000, while the foundation segment generated HKD 3,837,000, contributing to the overall revenue[30] - The company’s financial performance was supported by a significant increase in sales of goods, which accounted for HKD 149,184,000 of the total revenue[28] - Revenue from major clients accounted for over 10% of total revenue, with Client A generating HKD 70,852,000 and Client B contributing HKD 32,225,000 in 2023[34] - Revenue from the Hong Kong market grew by approximately HKD 12.1 million or 20.1%, supported by increased demand from a large tunnel project[51] - In the Chinese market, revenue surged by approximately HKD 15.3 million or 113.4%, attributed to improved sales of tunnel equipment parts since March 2023[53] - Sales in the Asia-Pacific market increased by approximately HKD 7.7 million or 98.8%, while sales to other overseas countries rose by approximately HKD 31.7 million, over five times the previous year[54] Asset and Liability Management - The company's asset-liability ratio decreased to 4.7% from 11.7% in the previous year, indicating improved financial stability[5] - Non-current assets increased to HKD 41,081,000 from HKD 41,361,000, while current assets decreased to HKD 139,522,000 from HKD 153,469,000[11] - The company’s net asset value rose to HKD 104,696,000 from HKD 95,228,000 in 2022, reflecting a stronger equity position[13] - Trade receivables decreased to HKD 75,661,000 in 2023 from HKD 81,137,000 in 2022, with a provision for impairment increasing to HKD 7,917,000 from HKD 7,003,000[42] - The company’s trade payables decreased to HKD 25,922,000 in 2023 from HKD 34,977,000 in 2022, reflecting improved cash flow management[44] - The current liabilities decreased to HKD 68.2 million in 2023 from HKD 90.9 million in 2022, resulting in a current ratio of 2.05, up from 1.69 in the previous year[68] - The net capital debt ratio improved to 4.7% as of December 31, 2023, compared to 11.7% in 2022, indicating a stronger financial position[70] Compliance and Reporting - The financial statements were prepared in accordance with Hong Kong Financial Reporting Standards, ensuring compliance and transparency[17] - The adoption of new or revised Hong Kong Financial Reporting Standards did not have a significant impact on the financial statements of the company[20] - The company is currently evaluating the potential impact of newly issued but not yet effective accounting standards on its financial position and performance[24] - The audit committee has reviewed the consolidated financial statements for the year ended December 31, 2023, confirming consistency with the audited financial reports[94] - The annual report for the year ended December 31, 2023, will be distributed to shareholders and published on the stock exchange and the company's website[95] Operational Insights - The company is engaged in the trading and leasing of construction machinery and parts, indicating a focus on the construction sector[16] - The group has established a comprehensive customer network in China and other overseas markets, positioning itself to seize opportunities in the construction industry[85] - The group emphasizes long-term mutually beneficial relationships with suppliers, ensuring a stable supply of quality products[85] - The group has implemented environmental management policies to enhance energy and resource efficiency while complying with relevant environmental regulations in Hong Kong, China, Singapore, and Australia[87] - The company plans to continue using major foreign currencies for contract settlements to manage foreign exchange risks[71] Employee and Community Relations - The company has maintained a good relationship with employees, with no significant labor disputes reported[84] - The total employee costs for the year ended December 31, 2023, were approximately HKD 15.1 million, slightly down from HKD 15.4 million in 2022[84] - The company received government subsidies totaling HKD 87,000 in 2023, down from HKD 589,000 in 2022, aimed at supporting employee retention[35] Dividends and Shareholder Returns - The board did not recommend a final dividend for the year ending December 31, 2023, compared to zero in 2022[48] - The group did not purchase, sell, or redeem any of its listed securities during the year ended December 31, 2023[93]

Financial Performance - Revenue for the third quarter of 2023 reached HKD 43,900,000, a significant increase of 192.5% compared to HKD 15,020,000 in the same period of 2022[4] - Gross profit for the third quarter was HKD 15,686,000, representing a gross margin of approximately 35.7%, up from HKD 5,160,000 in the previous year[4] - The company reported a net profit of HKD 1,548,000 for the third quarter, compared to a net loss of HKD 7,299,000 in the same quarter of 2022[5] - For the nine months ended September 30, 2023, total revenue was HKD 119,140,000, an increase of 168.5% from HKD 44,420,000 in the same period of 2022[4] - The basic and diluted earnings per share for the third quarter were HKD 0.25, compared to a loss per share of HKD 1.18 in the same quarter of 2022[5] - Operating profit for the third quarter was HKD 2,684,000, a turnaround from an operating loss of HKD 6,917,000 in the previous year[4] - Total comprehensive income for the third quarter was HKD 1,535,000, compared to a loss of HKD 7,609,000 in the same quarter of 2022[5] - Basic earnings per share for the nine months ended September 30, 2023, was HKD 0.31, recovering from a loss of HKD 2.59 per share in the same period of 2022[23] - The total operating profit for the nine months ended September 30, 2023, was HKD 5,631,000, reflecting a recovery from the operating loss of HKD 14,838,000 in the same period of 2022[15] - Net profit attributable to equity holders was approximately HKD 1.9 million, compared to a loss of HKD 15.5 million in the comparative period[41] Market and Revenue Growth - The company’s revenue from external customers in Hong Kong for the nine months ended September 30, 2023, was HKD 67,283,000, up from HKD 29,114,000 in 2022, indicating a growth of 131.1%[18] - The company's revenue increased approximately 168% to HKD 119.1 million for the nine months ended September 30, 2023, driven primarily by sales growth in the Hong Kong market, which contributed about HKD 67.3 million or 56.5% of total revenue[32] - Sales from overseas markets recorded significant improvement, generating approximately HKD 33.4 million during the period, compared to HKD 5.9 million in the comparative period[32] - Revenue from the Chinese market improved by 95.7% to approximately HKD 18.4 million, up from HKD 9.4 million in the comparative period[32] Expenses and Losses - The company incurred a foreign exchange loss of HKD 1,303,000 in the third quarter, compared to a loss of HKD 4,309,000 in the same period of 2022[4] - The company incurred a foreign exchange loss of HKD 4,486,000 during the nine months ended September 30, 2023[15] - The total sales cost for the nine months ended September 30, 2023, was HKD 79,343,000, compared to HKD 29,884,000 in the same period of 2022, reflecting an increase of 165.5%[15] - Selling expenses rose from HKD 2.1 million in the comparative period to approximately HKD 8.7 million, primarily due to a more than fourfold increase in sales to overseas markets[35] - Administrative expenses increased by HKD 1.0 million to approximately HKD 20.1 million, mainly due to increased depreciation and travel expenses[36] - The company recorded a foreign exchange loss of approximately HKD 4.5 million, primarily due to the depreciation of the Renminbi and Australian dollar[38] Dividends and Shareholder Information - The company did not declare any interim dividends for the nine months ended September 30, 2023, consistent with the previous year[25] - The board decided not to declare any dividends for the nine months ended September 30, 2023[42] - As of September 30, 2023, JAT United holds 364,095,000 shares, representing 60.68% of the issued share capital[53] - Mr. Zhang Jing and Ms. Wu Yushuang each hold 31,005,000 shares, accounting for 5.17% of the issued share capital[53] - No share options have been granted, exercised, or cancelled since the adoption of the share option plan on June 19, 2017[56] - The company did not purchase, sell, or redeem any of its listed securities during the reporting period[58] - There are no interests held by directors or major shareholders in any competing businesses as of the report date[59] Future Outlook - The company plans to continue expanding its market presence and investing in new technologies to drive future growth[9] - The company will continue to monitor potential business opportunities in the Hong Kong market while avoiding aggressive price competition[28] Audit and Review - The audit committee, consisting of independent non-executive directors, has reviewed the report and provided recommendations[61]

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告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。 M&L HOLDINGS GROUP LIMITED 明 樑 控 股 集 團 有 限 公 司 （於開曼群島註冊成立的有限公司） （股份代號：8152） 截至2023年9月30日止九個月之第三季度業績公告 明樑控股集團有限公司（「本公司」）董事會（「董事會」）謹此宣布截至2023年9月30日止九 個月本公司及其附屬公司之第三季度業績。本公告載有本公司的2023年第三季度報告全 文，並符合香港聯合交易所有限公司《GEM證券上市規則》（「《GEM上市規則》」）有關季 度業績初步公告附載的資料的相關規定。 承董事會命 明樑控股集團有限公司 主席、行政總裁兼執行董事 吳麗明 香港，2023年11月8日 本公告乃遵照《GEM上市規則》之規定提供有關本公司的資料。本公司各董事（「董事」）共同及個別就本公 告承擔全部責任，並在作出一切合理查詢後確認，就彼等所深知及確信，本公告所載資料在所有重大方面 均屬準確及完整，且無誤 ...