To be valid, the whole of this Provisional Allotment Letter must be returned. 本暫定配額通知書必須整份交還，方為有效。 IMPORTANT 重要提示 Reference is made to the prospectus issued by China Information Technology Development Limited (the "Company") dated 11 September 2025 (the "Prospectus"). Terms defined in the Prospectus shall have the same meanings when used herein unless the context otherwise requires. 茲提述中國信息科技發展有限公司（「本公司」）於二零二五年九月十一日刊發的供股章程（「供股章程」）。除非文義另有所指，否則供股章程所界定的 詞彙與本通知書所採用者具有相同涵義。 THIS PROVISIONAL ALLOTMENT LETTER ("PA ...

此乃要件 請即處理 閣下如對本供股章程之任何內容或應採取之行動有任何疑問，應諮詢 閣下之股票經紀、其他持牌證券交易商或註冊證券 機構、銀行經理、律師、專業會計師或其他專業顧問。 閣下如已售出或轉讓所有名下之本公司股份，應立即將供股章程文件送交買主或承讓人，或送交經手買賣或轉讓之銀行經 理、持牌證券交易商或註冊證券機構或其他代理商，以便轉交買主或承讓人。然而，供股章程文件不得派發、轉發或傳送 至作出有關行為即構成違反當地證券法例或法規之任何地區或司法權區，亦不得自任何有關司法權區派發、轉發或傳送。 香港交易及結算所有限公司、香港聯合交易所有限公司及香港中央結算有限公司對供股章程文件的內容概不負責，對其準 確性或完整性亦不發表任何聲明，並明確表示，概不對因供股章程文件全部或任何部分內容而產生或因倚賴該等內容而引 致的任何損失承擔任何責任。 各供股章程文件及本供股章程附錄三「14.送呈香港公司註冊處處長之文件」一段所列明的其他文件已根據公司（清盤及雜 項條文）條例第342C條的規定送呈香港公司註冊處處長登記。香港證券及期貨事務監察委員會及香港公司註冊處處長概不 對任何該等文件的內容承擔任何責任。 未繳股款及繳足股款 ...

致：香港交易及結算所有限公司 公司名稱: 中國信息科技發展有限公司 股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2025年8月31日 狀態: 新提交 呈交日期: 2025年9月1日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 08178 | 說明 | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 12,000,000,000 | HKD | | 0.1 | HKD | | 1,200,000,000 | | 增加 / 減少 (-) | | | | | | | HKD | | | | 本月底結存 | | | 12,000,000,000 | HKD | | 0.1 | HKD | | 1,200,000,000 | 本月 ...

[Company Information](index=4&type=section&id=%E5%85%AC%E5%8F%B8%E8%B3%87%E6%96%99) Provides key details about the company's executive and independent non-executive directors, stock code, and official website - Executive Directors include **Wong King Cho** (Chairman and CEO), **Chu Kiu Wah**, and **So Han Meng Julian**[5](index=5&type=chunk) - Independent Non-Executive Directors include **Wong Hoi Kuen** (Audit Committee Chairman), **Dr. Chan Sing Yung**, and **Chu Woon Chiu**[5](index=5&type=chunk) - The company's GEM stock code is **8178**, and its website is **www.citd.com.hk**[6](index=6&type=chunk) [Summary](index=6&type=section&id=%E6%A6%82%E8%A6%81) Highlights key financial performance for the first half of 2025, showing increased loss primarily due to investment property fair value changes Key Financial Data for H1 2025 | Metric | H1 2025 (HK$ '000) | H1 2024 (HK$ '000) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Revenue | 20,846 | 20,068 | +3.9% | | Loss Attributable to Owners of the Company | (55,625) | (7,686) | Loss widened | | Loss Per Share | (75.92) HK cents | (12.44) HK cents | Loss widened | - The increase in loss is primarily due to a **decrease in fair value of investment properties by approximately HK$51,571,000** during the period[9](index=9&type=chunk) - The Board does not recommend the payment of an interim dividend for the six months ended **June 30, 2025**[9](index=9&type=chunk) [Management Discussion and Analysis](index=6&type=section&id=%E7%AE%A1%E7%90%86%E5%B1%A4%E8%A8%8E%E8%AB%96%E5%8F%8A%E5%88%86%E6%9E%90) Detailed discussion of the Group's business operations, financial performance, future strategies, and significant post-reporting period events, highlighting challenges from macroeconomic factors and a substantial decline in investment property fair value [Business Review](index=6&type=section&id=%E6%A5%AD%E5%8B%99%E5%9B%9E%E9%A1%A7) The company actively navigated geopolitical and macroeconomic challenges, strategically focusing on cloud computing, Web 3.0, and AI technologies, launching innovative products, but overall financial performance was impacted by investment property fair value changes [Overall Business Overview](index=6&type=section&id=%E6%95%B4%E9%AB%94%E6%A5%AD%E5%8B%99%E6%A6%82%E8%A6%BD) The company strategically focuses on advancements in cloud computing, Web 3.0, and artificial intelligence to meet evolving customer needs and launch cutting-edge products - The company strategically focuses on advancements in **cloud computing, Web 3.0, and artificial intelligence** to meet evolving customer needs and launch cutting-edge products[8](index=8&type=chunk) - The Group prudently navigates geopolitical instability and macroeconomic fluctuations, actively seeking potential business opportunities and new markets[8](index=8&type=chunk) [Subscription of New Shares Under General Mandate](index=7&type=section&id=%E6%A0%B9%E6%93%9A%E4%B8%80%E8%88%AC%E6%8E%88%E6%AC%8A%E8%AA%8D%E8%B3%BC%E6%96%B0%E8%82%A1) The company planned to issue **12,353,000 subscription shares** to **AMKM INVESTMENTS L.L.C** at **HK$6.31 per share** to raise approximately **HK$77,750,000** for working capital, but the subscriber's non-compliance led to termination and legal action - The company planned to allot and issue **12,353,000 subscription shares** to **AMKM INVESTMENTS L.L.C** at a subscription price of **HK$6.31 per share**[10](index=10&type=chunk) - The net proceeds from the subscription were estimated at approximately **HK$77,750,000**, with **70% allocated for general working capital in the UAE** and **30% for general working capital in Hong Kong**[12](index=12&type=chunk) - As the subscriber had not fulfilled its obligations by the announcement date, the company will not proceed with the subscription and is seeking legal advice[13](index=13&type=chunk) [Proposed Disposal of the Property](index=8&type=section&id=%E5%BB%BA%E8%AD%B0%E5%87%BA%E5%94%AE%E8%A9%B2%E7%89%A9%E6%A5%AD) The company planned to dispose of its Guangzhou property for **RMB150,000,000** (approximately **HK$163,800,000**) to reallocate resources, but the buyer withdrew, paying **RMB1,000,000** in compensation, with the Group continuing to seek new buyers - The company had planned to dispose of its Guangzhou property for **RMB150,000,000** (approximately **HK$163,800,000**)[14](index=14&type=chunk) - The disposal aimed to realize the property's value, reallocate financial resources to other business needs, and increase the Group's general working capital[14](index=14&type=chunk) - The buyer decided not to proceed with the sale, compensating the seller **RMB1,000,000**; the Group will continue to seek potential buyers for the property[15](index=15&type=chunk)[16](index=16&type=chunk) [Vanco Systems](index=9&type=section&id=%E8%90%AC%E9%AB%98%E8%A8%8A%E7%A7%91) **Vanco Systems** actively promotes digital transformation in the Hong Kong enterprise market, earning certifications from leading partners and showcasing smart office solutions, with revenue of approximately **HK$11,783,000** for the period, a **+2.7%** Y-o-Y growth - **Vanco Systems** actively promotes digital transformation in the Hong Kong enterprise market, earning certifications and accolades from world-class partners like **Nutanix, Sangfor Technology, IBM, and VMware**[17](index=17&type=chunk) - The Tsim Sha Tsui Experience Centre's situational business flexibility zone allows clients to experience setting up smart offices anywhere with high-speed connectivity[18](index=18&type=chunk) Vanco Systems Revenue | Metric | H1 2025 (HK$ '000) | H1 2024 (HK$ '000) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Revenue | 11,783 | 11,471 | +2.7% | [DataCube](index=10&type=section&id=%E6%95%B8%E7%AB%8B%E6%96%B9) **DataCube** utilizes **AI technology** to develop train bogie vibration prediction algorithms and partners with public transport companies, leveraging **AI Book, AI Manager, and BI Canvas** for data analytics and **AI Booster** solutions for smart cities, generating approximately **HK$2,214,000** in revenue, a slight **-0.8%** decrease - **DataCube** utilizes **AI technology** to develop sophisticated algorithms that collect real-time vibration frequency data from train bogies and predict anomalies, collaborating with public transport companies[20](index=20&type=chunk) - Leveraging unique advanced core technologies like **AI Book, AI Manager, and BI Canvas** to promote data modeling and big data analytics, and developing **AI Booster** solutions (smart logistics and CRM systems)[20](index=20&type=chunk)[21](index=21&type=chunk) DataCube Revenue | Metric | H1 2025 (HK$ '000) | H1 2024 (HK$ '000) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Revenue | 2,214 | 2,232 | -0.8% | [Popsible](index=11&type=section&id=Popsible) **Popsible Limited** is a service provider specializing in cloud technology and digital marketing, offering cloud solutions for customer loyalty management and data analytics, contributing approximately **HK$574,000** in revenue during the period - **Popsible Limited** is a service provider specializing in **cloud technology and digital marketing**, offering cloud solutions for customer loyalty management and data analytics[22](index=22&type=chunk) Popsible Revenue | Metric | H1 2025 (HK$ '000) | | :--- | :--- | | Revenue | 574 | [Future Prospects](index=11&type=section&id=%E6%9C%AA%E4%BE%86%E5%89%8D%E6%99%AF) The Group will prudently navigate challenging market conditions by expanding into the UAE with localized **AI solutions and blockchain collaborations** to diversify revenue and mitigate domestic market risks, while leveraging **DataCube's AI predictive maintenance** expertise for applications in air traffic, airport train safety, vessel traffic, and agricultural monitoring - The Group will explore the UAE market through localized **AI solutions and blockchain collaborations** to diversify revenue streams and mitigate risks associated with domestic market fluctuations[24](index=24&type=chunk) - The company will leverage **DataCube's experience in AI predictive maintenance** to explore applications in air traffic management, airport train safety, and vessel traffic management systems[24](index=24&type=chunk) - The Group will also use **data analytics** to monitor crop size and health for predictive cultivation environment control, enhancing efficiency and productivity[24](index=24&type=chunk) [Post-Reporting Period Events](index=12&type=section&id=%

Core Viewpoint - China Information Technology (08178.HK) reported a revenue of approximately HKD 20.846 million for the six months ending June 30, 2025, representing a 3.9% increase compared to the same period last year [1] Financial Performance - The company recorded a loss attributable to shareholders of approximately HKD 55.625 million, compared to a loss of approximately HKD 7.686 million in 2024 [1] - The increase in loss is primarily attributed to a decrease in the fair value of investment properties amounting to approximately HKD 51.571 million [1]

Core Insights - China Information Technology (08178) reported a mid-year performance for 2025, with revenue approximately HKD 20.846 million, reflecting a year-on-year increase of 3.9% [1] - The company reported a loss attributable to shareholders of approximately HKD 55.625 million, which represents a year-on-year increase of about 6.24 times [1] - The loss per share was approximately HKD 0.7592 [1] - The increase in loss is primarily attributed to a decrease in the fair value of investment properties by approximately HKD 51.571 million during the period [1]

Core Insights - China Information Technology (08178) reported a mid-year performance for 2025, with revenue approximately HKD 20.846 million, representing a year-on-year increase of 3.9% [1] - The company recorded a loss attributable to shareholders of approximately HKD 55.625 million, which is a year-on-year increase of about 6.24 times; the loss per share is approximately HKD 0.7592 [1] - The increase in loss is primarily attributed to a decrease in the fair value of investment properties amounting to approximately HKD 51.571 million during the period [1]

[Company Information](index=4&type=section&id=Company%20Information) This section provides corporate details, including the board of directors, management, and other basic company information [Board of Directors and Management](index=4&type=section&id=Board%20of%20Directors%20and%20Management) This section lists the members of the Board and its main committees, including their respective roles and chairmanships - The Board of Directors includes Executive Directors Wong King Shiu (Chairman and CEO), Chu Kiu Wah, So Han Meng Julian; Non-executive Directors Li Sai Wing, Leung Ka Ming; and Independent Non-executive Directors Wong Hoi Kuen, Chan Shing Yung, and Chu Woon Chiu[10](index=10&type=chunk) - Mr Wong Hoi Kuen chairs the Nomination Committee, Remuneration Committee, and Audit Committee[10](index=10&type=chunk) [Corporate Information](index=4&type=section&id=Corporate%20Information) This section provides basic operational details such as the company's auditor, legal advisors, principal bankers, and stock code - The company's auditor is BDO Limited[10](index=10&type=chunk) - The company's principal bankers include The Hongkong and Shanghai Banking Corporation Limited, Public Bank (Hong Kong) Limited, DBS Bank (Hong Kong) Limited, and Bank of China (Hong Kong) Limited[10](index=10&type=chunk) - The GEM stock code is 8178, and the company website is www.citd.com.hk[11](index=11&type=chunk) [Summary](index=6&type=section&id=Summary) The Group's revenue slightly increased, but a significant loss attributable to owners was recorded due to a fair value loss on investment properties | Metric | H1 2025 (HK$'000) | H1 2024 (HK$'000) | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | 20,846 | 20,068 | +3.9% | | Loss attributable to owners of the Company | (55,625) | (7,686) | Loss widened | | Loss per share | (75.92) HK cents | (12.44) HK cents | Loss widened | - The increased loss was mainly attributable to a fair value decrease in investment properties of approximately **HK$51,571,000**[14](index=14&type=chunk) - The Board does not recommend the payment of an interim dividend for the six months ended 30 June 2025[14](index=14&type=chunk) [Management Discussion and Analysis](index=6&type=section&id=Management%20Discussion%20and%20Analysis) This section reviews business development, financial performance, and future strategies, focusing on cloud computing, Web 3.0, and AI initiatives [Business Review](index=6&type=section&id=Business%20Review) The Group focused on technological innovation in AI, Web 3.0, and cloud computing, with updates on major events like a share subscription and property disposal - The company strategically focuses on technological advancements in cloud computing, Web 3.0, and AI to meet evolving digital transformation needs[13](index=13&type=chunk) - The Group prudently navigates geopolitical and macroeconomic uncertainties while expanding its AI and IT businesses with cautious risk management[13](index=13&type=chunk) - The company will continue to explore the United Arab Emirates (UAE) market to diversify its revenue streams and mitigate risks from domestic market volatility[29](index=29&type=chunk) [Overall Business Strategy and Challenges](index=6&type=section&id=Overall%20Business%20Strategy%20and%20Challenges) The company strategically focuses on cloud computing, Web 3.0, and AI, while prudently managing risks amid macroeconomic uncertainty - In response to rapid digital transformation across industries, the company strategically focuses on technological advancements in cloud computing, Web 3.0, and AI to meet evolving customer needs[13](index=13&type=chunk) - The Group prudently navigates geopolitical instability and macroeconomic fluctuations, seizing opportunities to strengthen and expand its AI and other IT businesses while adopting cautious risk management[13](index=13&type=chunk) [Subscription of New Shares under General Mandate](index=7&type=section&id=Subscription%20of%20New%20Shares%20under%20General%20Mandate) A planned share subscription with AMKM INVESTMENTS L.L.C. was terminated due to the subscriber's failure to fulfill obligations - The company had entered into a subscription agreement with AMKM INVESTMENTS L.L.C. to allot and issue **12,353,000 subscription shares** at a price of **HK$6.31 per share**[15](index=15&type=chunk) - Net proceeds of approximately **HK$77,750,000** were intended for general working capital, with **70% for the UAE** and **30% for Hong Kong**[17](index=17&type=chunk) - Due to the subscriber's non-compliance, the company will not proceed with the subscription and is seeking legal advice to protect its interests[18](index=18&type=chunk) [Proposed Disposal of the Property](index=8&type=section&id=Proposed%20Disposal%20of%20the%20Property) The planned disposal of an investment property in Guangzhou for RMB 150 million was terminated by the purchaser - The company planned to sell an investment property in Guangzhou for **RMB 150,000,000** (approximately HK$163,800,000) to realize its value and reallocate financial resources[19](index=19&type=chunk) - The purchaser decided not to proceed with the disposal and agreed to compensate the vendor **RMB 1,000,000**[20](index=20&type=chunk) - The Group believes the termination will not have a material adverse impact and will continue to seek potential buyers for the property[21](index=21&type=chunk) [Megasoft Limited](index=9&type=section&id=%E8%90%AC%E9%AB%98%E8%A8%8A%E7%A7%91) Megasoft Limited maintained stable business with a 2.7% revenue increase, driven by its digital transformation solutions and top-tier partnerships - Megasoft drives digital transformation in the Hong Kong enterprise market and showcases smart office solutions at its Tsim Sha Tsui experience center[22](index=22&type=chunk)[23](index=23&type=chunk) - Megasoft achieved Nutanix "Master Partner" status and continues to be a Sangfor Technology "Gold Partner," IBM "Silver Partner," and VMware "Advanced Partner"[22](index=22&type=chunk) - Megasoft recorded revenue of approximately **HK$11,783,000**, a **2.7% increase** from the same period in 2024, maintaining stable business operations[24](index=24&type=chunk) [DataCube](index=10&type=section&id=%E6%95%B8%E7%AB%8B%E6%96%B9) DataCube applied its AI algorithms for predictive maintenance with public transport companies and developed solutions for SMEs, with a slight revenue decrease - DataCube utilizes AI to develop sophisticated algorithms for collecting real-time vibration frequency data from train bogies, collaborating with public transport companies to enhance monitoring and maintenance efficiency[25](index=25&type=chunk) - Its AI Book and BI Canvas are serving clients in China, and it has developed smart logistics and CRM systems as part of its AI Booster solution for SMEs without AI experts[25](index=25&type=chunk)[26](index=26&type=chunk) - DataCube contributed revenue of approximately **HK$2,214,000**, a slight decrease of **0.8%** from the same period in 2024, primarily focusing on collaborations with mass transit companies[26](index=26&type=chunk) [Popsible](index=11&type=section&id=Popsible) Popsible Limited, a cloud technology and digital marketing service provider, contributed revenue of approximately HK$574,000 during the period - Popsible Limited is a service provider specializing in cloud technology and digital marketing, offering IT services for cloud-based solutions in customer loyalty management and data analytics[27](index=27&type=chunk) - During the period, Popsible contributed revenue of approximately **HK$574,000**[28](index=28&type=chunk) [Future Prospects](index=11&type=section&id=%E6%9C%AA%E4%BE%86%E5%89%8D%E6%99%AF) The Group will prudently explore the UAE market and leverage its AI capabilities to expand into new sectors like transportation and agriculture - The company will maintain a cautious approach while diversifying its revenue streams by exploring the United Arab Emirates (UAE) market to mitigate risks associated with domestic market volatility[29](index=29&type=chunk) - The company will leverage DataCube's experience in AI predictive maintenance to engage with business partners in regions like the UAE and Egypt for projects in air traffic management, airport train safety, and vessel traffic management systems[29](index=29&type=chunk) - The Group will also utilize data analytics to monitor crop scale and health, aiming to improve efficiency, productivity, and reduce operational costs for potential clients[29](index=29&type=chunk) [Events After the Reporting Period](index=12&type=section&id=%E5%A0%B1%E5%91%8A%E6%9C%9F%E5%BE%8C%E4%BA%8B%E9%A0%85) The company plans a rights issue to raise approximately HK$35.44 million to HK$38.04 million, fully underwritten by RaffAello Securities (HK) Limited - The company proposes to raise not less than approximately **HK$35,440,000** (before expenses) through a rights issue of up to **27,474,463 rights shares**[30](index=30&type=chunk) - The basis of the rights issue is three (3) rights shares for every eight (8) existing shares held by qualifying shareholders on the record date[30](index=30&type=chunk) - The rights issue will be fully underwritten by RaffAello Securities (HK) Limited[31](index=31&type=chunk) [Employees](index=13&type=section&id=%E5%83%B1%E5%93%A1) The Group's total number of full-time employees increased to 61, with total employee benefit expenses amounting to approximately HK$10,704,000 - As of 30 June 2025, the Group employed a total of **61 full-time employees** (2024: 58)[33](index=33&type=chunk) - Total employee benefit expenses for the six months ended 30 June 2025 were approximately **HK$10,704,000** (2024: approximately HK$10,391,000)[33](index=33&type=chunk) [Financial Review](index=13&type=section&id=%E8%B2%A1%E5%8B%99%E5%9B%9E%E9%A1%A7) Revenue grew 3.9% and gross profit increased 10.6%, but a significant fair value loss on investment properties led to a widened net loss - The Group's revenue increased by **3.9%** year-on-year to approximately **HK$20,846,000**, mainly due to a slight increase in the trading of computer hardware and software[34](index=34&type=chunk) - Cost of sales and services decreased by **3.7%** to **HK$9,079,000**, resulting in a **10.6%** increase in gross profit to **HK$11,767,000**[34](index=34&type=chunk) - A fair value decrease in investment properties of approximately **HK$51,571,000** led to a loss attributable to owners of the Company of approximately **HK$55,625,000**[36](index=36&type=chunk) - Administrative expenses decreased by **13.1%** to **HK$15,117,000**, primarily due to a reduction in legal and professional fees[35](index=35&type=chunk) [Financial Position](index=14&type=section&id=%E8%B2%A1%E5%8B%99%E7%8B%80%E6%B3%81) The Group's cash and bank balances decreased significantly, while total borrowings and the gearing ratio increased - As of 30 June 2025, the Group's cash and bank balances were approximately **HK$1,553,000** (31 December 2024: approximately HK$5,371,000)[37](index=37&type=chunk) - The Group's total borrowings were approximately **HK$64,137,000** (31 December 2024: approximately HK$60,740,000), with the gearing ratio increasing to **0.34** (31 December 2024: 0.25)[37](index=37&type=chunk) - The Group has minimal foreign exchange risk and therefore did not engage in any hedging activities[37](index=37&type=chunk) [Capital Expenditure](index=14&type=section&id=%E8%B3%87%E6%9C%AC%E6%94%AF%E5%87%BA) The Group's capital expenditure on property, plant, and equipment amounted to HK$16,000 during the reporting period - The Group incurred capital expenditure of **HK$16,000** for the acquisition of property, plant, and equipment (31 December 2024: approximately HK$39,000)[38](index=38&type=chunk) [Contingent Liabilities](index=14&type=section&id=%E6%88%96%E7%84%B6%E8%B2%A0%E5‚„) The Group had no significant contingent liabilities as of 30 June 2025 and 31 December 2024 - As at 30 June 2025 and 31 December 2024, the Group did not have any significant contingent liabilities[39](index=39&type=chunk) [Capital Commitments](index=14&type=section&id=%E8%B3%87%E6%9C%AC%E6%89%BF%E6%93%94) The Group had no significant capital commitments as of 30 June 2025 and 31 December 2024 - As at 30 June 2025 and 31 December 2024, the Group did not have any significant capital commitments[40](index=40&type=chunk) [Condensed Consolidated Statement of Profit or Loss](index=15&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E6%90%8D%E7%9B%8A%E8%A1%A8) This statement shows a slight revenue increase but a significantly wider loss for the period due to fair value changes in investment properties | Metric (HK$'000) | H1 2025 (Unaudited) | H1 2024 (Unaudited) | | :--- | :--- | :--- | | Revenue | 20,846 | 20,068 | | Cost of sales and services | (9,079) | (9,426) | | Gross profit | 11,767 | 10,642 | | Other income and gains | 490 | 793 | | Selling and distribution expenses | (368) | (360) | | Administrative expenses | (15,117) | (17,392) | | Change in fair value of investment properties | (51,571) | – | | Fair value loss on investments at FVTPL | (102) | (189) | | Finance costs | (1,108) | (1,347) | | Loss before tax | (56,009) | (7,853) | | Income tax credit | 67 | 3 | | Loss for the period | (55,942) | (7,850) | | Loss attributable to owners of the Company | (55,625) | (7,686) | | Non-controlling interests | (317) | (164) | | Basic and diluted loss per share | (75.92) HK cents | (12.44) HK cents | [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=16&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E6%90%8D%E7%9B%8A%E5%8F%8A%E5%85%B6%E4%BB%96%E5%85%A8%E9%9D%A2%E6%94%B6%E7%9B%8A%E8%A1%A8) This statement shows the total comprehensive loss for the period, widened by exchange differences and fair value changes in equity investments | Metric (HK$'000) | H1 2025 (Unaudited) | H1 2024 (Unaudited) | | :--- | :--- | :--- | | Loss for the period | (55,942) | (7,850) | | Other comprehensive loss for the period, net of tax | | | | －Exchange differences on translation of foreign operations | 3,527 | (4,131) | | －Fair value change of equity investments at FVTOCI | (2,496) | (997) | | Total comprehensive loss for the period | (54,911) | (12,978) | | Attributable to owners of the Company | (54,552) | (12,839) | | Non-controlling interests | (359) | (139) | [Condensed Consolidated Statement of Financial Position](index=17&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E7%8B%80%E6%B3%81%E8%A1%A8) This statement shows a decrease in total non-current assets, net current assets, and total equity, primarily due to a decline in investment property value | Metric (HK$'000) | 30 June 2025 (Unaudited) | 31 December 2024 (Audited) | | :--- | :--- | :--- | | **Non-current assets** | | | | Investment properties | 169,850 | 216,035 | | Total non-current assets | 220,695 | 267,142 | | **Current assets** | | | | Bank and cash balances | 1,553 | 5,371 | | Total current assets | 58,168 | 60,762 | | **Current liabilities** | | | | Bank and other loans | 33,422 | 35,651 | | Total current liabilities | 55,809 | 57,313 | | Net current assets | 2,359 | 3,449 | | Total assets less current liabilities | 223,054 | 270,591 | | **Non-current liabilities** | | | | Bank and other loans | 25,757 | 20,273 | | Total non-current liabilities | 32,965 | 25,591 | | Net assets | 190,089 | 245,000 | | Total equity | 190,089 | 245,000 | [Condensed Consolidated Statement of Changes in Equity](index=19&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E6%AC%8A%E7%9B%8A%E8%AE%8A%E5%8B%95%E8%A1%A8) This statement shows a significant reduction in equity attributable to owners, driven by the loss for the period and other comprehensive losses | Metric (HK$'000) | 30 June 2025 (Unaudited) | 1 January 2024 (Unaudited) | | :--- | :--- | :--- | | Share capital | 7,327 | 6,177 | | Share premium account | 192,707 | 178,462 | | Retained earnings/(Accumulated losses) | (2,245) | 97,806 | | Total attributable to owners of the Company | 200,979 | 270,759 | | Non-controlling interests | (10,890) | (9,819) | | Total equity | 190,089 | 260,940 | | Loss for the period (attributable to owners) | (55,625) | (7,686) | | Total comprehensive loss for the period (attributable to owners) | (54,552) | (12,839) | [Condensed Consolidated Statement of Cash Flows](index=20&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E7%8F%BE%E9%87%91%E6%B5%81%E9%87%8F%E8%A1%A8) This statement shows net cash outflows from operating, investing, and financing activities, leading to a significant decrease in cash and cash equivalents | Metric (HK$'000) | H1 2025 (Unaudited) | H1 2024 (Unaudited) | | :--- | :--- | :--- | | Net cash (used in)/from operating activities | (3,430) | 553 | | Net cash (used in)/from investing activities | (13) | 9 | | Net cash used in financing activities | (4,969) | (1,039) | | Net decrease in cash and cash equivalents | (8,412) | (477) | | Cash and cash equivalents at beginning of period | 5,371 | 11,595 | | Net effect of exchange rate changes | 4,594 | 318 | | Cash and cash equivalents at end of period | 1,553 | 11,436 | [Notes to the Condensed Consolidated Interim Financial Statements](index=21&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E4%B8%AD%E6%9C%9F%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8%E9%99%84%E8%A8%BB) This section provides detailed notes on accounting policies, segment information, revenue, expenses, assets, liabilities, and equity movements [Accounting Policies](index=21&type=section&id=%E6%9C%83%E8%A8%88%E6%94%BF%E7%AD%96) The financial statements are prepared in accordance with HKAS 34 and the GEM Listing Rules, consistent with the prior annual financial statements - The condensed consolidated interim 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[47](index=47&type=chunk) - The accounting policies and methods of computation used in preparing these unaudited condensed interim financial statements are consistent with those used in the annual consolidated financial statements for the year ended 31 December 2024[47](index=47&type=chunk) [Adoption of New and Revised Hong Kong Financial Reporting Standards](index=21&type=section&id=%E6%8E%A1%E7%B4%8D%E6%96%B0%E8%A8%82%E5%8F%8A%E7%B6%93%E4%BF%AE%E8%A8%82%E7%9A%84%E9%A6%99%E6%B8%AF%E8%B2%A1%E5%8B%99%E5%A0%B1%E5%91%8A%E6%BA%96%E5%89%87) The Group adopted all new and revised HKFRSs effective 1 January 2025, with no material impact on its accounting policies or reported amounts - During the current period, the Group has adopted all new and revised Hong Kong Financial Reporting Standards (HKFRSs) issued by the HKICPA that are relevant to its operations and effective for the annual period beginning on 1 January 2025[48](index=48&type=chunk) - The adoption of these new and revised HKFRSs has not resulted in any substantial changes to the Group's accounting policies, the presentation of the Group's financial statements, or the amounts reported for the current and prior periods[48](index=48&type=chunk) [Operating Segment Information](index=22&type=section&id=%E7%B6%93%E7%87%9F%E5%88%86%E9%83%A8%E8%B3%87%E6%96%99) The Group operates in three segments: IT solutions, securities investment, and property leasing, with the latter reporting a significant loss - The Group has three reportable segments: provision of IT infrastructure solutions and maintenance services, trading of securities, and property leasing[52](index=52&type=chunk) | Segment (HK$'000) | H1 2025 Revenue | H1 2024 Revenue | H1 2025 (Loss)/Profit | H1 2024 (Loss)/Profit | | :--- | :--- | :--- | :--- | :--- | | IT solutions and maintenance | 15,071 | 14,499 | (3,256) | (3,173) | | Securities investment | – | – | (123) | (222) | | Property leasing | 5,775 | 5,569 | (46,203) | 4,593 | | **Total** | **20,846** | **20,068** | **(49,582)** | **1,198** | | Region | H1 2025 Revenue (HK$'000) | H1 2024 Revenue (HK$'000) | | :--- | :--- | :--- | | Hong Kong | 14,972 | 14,202 | | The PRC (excluding Hong Kong) | 5,874 | 5,866 | | **Consolidated Total** | **20,846** | **20,068** | [Revenue, Other Income and Gains](index=24&type=section&id=%E6%94%B6%E7%9B%8A%E3%80%81%E5%85%B6%E4%BB%96%E6%94%B6%E5%85%A5%E5%8F%8A%E6%94%B6%E7%9B%8A) The Group's revenue is primarily derived from sales of computer hardware and software, technical support services, and rental income | Revenue Stream (HK$'000) | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Sales of computer hardware and software | 7,567 | 6,835 | | Provision of technical support and maintenance services | 7,504 | 7,664 | | Rental income | 5,775 | 5,569 | | **Total Revenue** | **20,846** | **20,068** | | Timing of Revenue Recognition (HK$'000) | H1 2025 | H1 2024 | | :--- | :--- | :--- | | At a point in time | 7,567 | 6,835 | | Over time | 7,504 | 7,664 | | **Total** | **15,071** | **14,499** | | Other Income and Gains (HK$'000) | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Other interest income | 3 | 9 | | Others | 487 | 784 | | **Total** | **490** | **793** | [Finance Costs](index=25&type=section&id=%E8%B2%A1%E5%8B%99%E6%88%90%E6%9C%AC) The Group's finance costs, comprising interest on various loans and leases, decreased compared to the prior period | Finance Costs (HK$'000) | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Interest on bank loans | 582 | 774 | | Interest on other loans | 368 | 372 | | Interest on bonds | 142 | 134 | | Interest on leases | 16 | 67 | | **Total** | **1,108** | **1,347** | [Loss Before Tax](index=25&type=section&id=%E7%A8%85%E5%89%8D%E8%99%A7%E6%90%8D) The Group's loss before tax widened significantly to HK$56,009,000, mainly due to the fair value loss on investment properties - For the six months ended 30 June 2025, the loss before tax was **HK$56,009,000** (2024: HK$7,853,000)[41](index=41&type=chunk) | Deductions (HK$'000) | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Amortisation of other intangible assets | 432 | 432 | | Depreciation of property, plant and equipment | 93 | 295 | | Depreciation of right-of-use assets | 1,112 | 1,171 | | Directors' remuneration | 1,190 | 1,224 | [Income Tax Credit](index=26&type=section&id=%E6%89%80%E5%BE%97%E7%A8%85%E6%8A%B5%E5%85%8D) The Group recorded an income tax credit of HK$67,000, with no provision for Hong Kong or PRC profits tax due to accumulated tax losses - For the six months ended 30 June 2025, the income tax credit was **HK$67,000** (2024: HK$3,000)[41](index=41&type=chunk) - No provision for Hong Kong Profits Tax has been made for the six months ended 30 June 2025 as the Group has accumulated tax losses brought forward from previous years[58](index=58&type=chunk) - No provision for PRC Enterprise Income Tax has been made for the period as the Group did not generate any assessable profits arising from the PRC[58](index=58&type=chunk) [Loss Per Share](index=26&type=section&id=%E6%AF%8F%E8%82%A1%E8%99%A7%E6%90%8D) Basic and diluted loss per share attributable to owners widened to 75.92 HK cents, with no dilutive effect from share options - The loss per share attributable to owners of the Company for the six months ended 30 June 2025 was approximately **75.92 HK cents** (2024: approximately 12.44 HK cents)[59](index=59&type=chunk) | Metric | H1 2025 (Unaudited) | H1 2024 (Unaudited) | | :--- | :--- | :--- | | Loss for the period attributable to owners of the Company (HK$'000) | (55,625) | (7,686) | | Weighted average number of ordinary shares for basic and diluted loss per share | 73,265,237 | 61,765,237 | - The diluted loss per share is the same as the basic loss per share as the exercise of the Company's share options would have an anti-dilutive effect on the loss per share[60](index=60&type=chunk) [Interim Dividend](index=27&type=section&id=%E4%B8%AD%E6%9C%9F%E8%82%A1%E6%81%AF) The Board of Directors does not recommend the payment of any interim dividend for the six months ended 30 June 2025 - The Board does not recommend the payment of any interim dividend for the six months ended 30 June 2025 (2024: Nil)[61](index=61&type=chunk) [Investment Properties](index=27&type=section&id=%E6%8A%95%E8%B3%87%E7%89%A9%E6%A5%AD) The carrying amount of investment properties decreased significantly to HK$169,850,000 due to a fair value loss of HK$51,571,000 | Metric (HK$'000) | Amount (Unaudited) | | :--- | :--- | | At 1 January 2025 | 216,035 | | Fair value loss | (51,571) | | Exchange difference | 5,386 | | **At 30 June 2025** | **169,850** | - As at 30 June 2025, investment properties with a carrying amount of approximately **HK$33,422,000** (31 December 2024: approximately HK$35,651,000) were pledged as security for the Group's bank loans[62](index=62&type=chunk) [Additions to Property, Plant and Equipment](index=27&type=section&id=%E6%B7%BB%E7%BD%AE%E7%89%A9%E6%A5%AD%E3%80%81%E5%BB%A0%E6%88%BF%E5%8F%8A%E8%A8%AD%E5%82%99) The Group's capital expenditure on additions to property, plant, and equipment was HK$16,000 for the period - During the six months ended 30 June 2025, the Group spent approximately **HK$16,000** (30 June 2024: HK$Nil) on additions to property, plant and equipment[63](index=63&type=chunk) [Prepayments, Deposits and Other Receivables](index=28&type=section&id=%E9%A0%90%E4%BB%98%E6%AC%BE%E9%A0%85%E3%80%81%E6%8C%89%E9%87%91%E5%8F%8A%E5%85%B6%E4%BB%96%E6%87%89%E6%94%B6%E6%AC%BE%E9%A0%85) Total prepayments, deposits, and other receivables stood at HK$33,293,000, primarily comprising consideration receivable from the disposal of a subsidiary | Metric (HK$'000) | 30 June 2025 (Unaudited) | 31 December 2024 (Audited) | | :--- | :--- | :--- | | Prepayments | 46 | 146 | | Consideration receivable from disposal of a subsidiary | 31,152 | 34,300 | | Deposits and other receivables | 2,321 | 2,249 | | **Subtotal** | **33,519** | **36,695** | | Less: Provision for credit losses | (226) | (226) | | **Adjusted Total** | **33,293** | **36,469** | - As of 30 June 2025, the provision for credit losses was **HK$226,000**[64](index=64&type=chunk) [Trade Receivables](index=29&type=section&id=%E6%87%89%E6%94%B6%E8%B2%BF%E6%98%93%E8%B3%AC%E6%AC%BE) Trade receivables totaled HK$23,410,000, with the largest portion aged over 3 months, and credit terms range from 30 to 90 days | Ageing | 30 June 2025 (HK$'000) | 31 December 2024 (HK$'000) | | :--- | :--- | :--- | | Within 1 month | 2,143 | 12,779 | | 1 to 2 months | 1,074 | 1,694 | | 2 to 3 months | 972 | 1,553 | | Over 3 months | 19,221 | 2,912 | | **Total** | **23,410** | **18,938** | - The Group grants credit terms ranging from 30 to 90 days to its customers and does not hold any collateral or other credit enhancements over its trade receivable balances[65](index=65&type=chunk) [Trade Payables](index=29&type=section&id=%E6%87%89%E4%BB%98%E8%B2%BF%E6%98%93%E8%B3%AC%E6%AC%BE) Trade payables decreased to HK$2,153,000 as of 30 June 2025 | Ageing | 30 June 2025 (HK$'000) | 31 December 2024 (HK$'000) | | :--- | :--- | :--- | | Within 1 month | 427 | 581 | | 1 to 2 months | 557 | 1,320 | | 2 to 3 months | 1,133 | 905 | | Over 3 months | 36 | 181 | | **Total** | **2,153** | **2,987** | [Other Payables and Accrued Charges](index=30&type=section&id=%E5%85%B6%E4%BB%96%E6%87%89%E4%BB%98%E6%AC%BE%E9%A0%85%E5%8F%8A%E6%87%89%E8%A8%88%E9%96%8B%E6%94%AF) Other payables and accrued charges totaled HK$16,722,000, mainly consisting of accrued charges and other payables | Metric (HK$'000) | 30 June 2025 (Unaudited) | 31 December 2024 (Audited) | | :--- | :--- | :--- | | Accrued charges | 8,201 | 5,401 | | Other payables | 8,521 | 7,261 | | Deposits received | – | 1,682 | | Value-added tax payable | – | 646 | | **Total** | **16,722** | **14,990** | [Bank and Other Loans](index=30&type=section&id=%E9%8A%80%E8%A1%8C%E5%8F%8A%E5%85%B6%E4%BB%96%E8%B2%B8%E6%AC%BE) Total bank and other loans amounted to HK$59,179,000, comprising secured mortgage loans and various other unsecured loans | Loan Type (HK$'000) | 30 June 2025 (Unaudited) | 31 December 2024 (Audited) | | :--- | :--- | :--- | | Bank loans: Mortgage loans | 33,422 | 35,651 | | Other loans: Loans from independent third parties | 25,757 | 20,273 | | **Total** | **59,179** | **55,924** | - The mortgage loan of approximately **HK$33,422,000** has a term of 8 years until March 2030, carries an average interest rate of **3.75%**, and is secured by the Group's investment properties and a corporate guarantee from the Company[70](index=70&type=chunk) - Loans from independent third parties include unsecured loans bearing interest at **13.8%** per annum (approx. HK$493k, HK$274k, HK$1,096k) and interest-free unsecured loans (approx. HK$10,290k, HK$6,860k, HK$3,457k), with repayment terms extending to 2027-2028[68](index=68&type=chunk)[69](index=69&type=chunk)[70](index=70&type=chunk) [Bonds](index=32&type=section&id=%E5‚‚%E5%88%B8) The Group issued zero-coupon bonds with a principal amount of HK$100 million, with a portion sold at a discount to a third party - The Group completed the issuance of zero-coupon bonds with an aggregate principal amount of **HK$100,000,000** on 12 July 2023[71](index=71&type=chunk) - Bonds with a principal amount of **HK$24,750,000** were purchased by a third party at a discount of approximately **66.66%** to the face value, with an effective yield to maturity of **3.73%** per annum[71](index=71&type=chunk) - The bonds will mature on 27 June 2053[71](index=71&type=chunk) [Share Capital](index=33&type=section&id=%E8%82%A1%E6%9C%AC) The Company's issued and fully paid share capital was HK$7,327,000, comprising 73,265,237 ordinary shares of HK$0.1 each - As of 30 June 2025, the authorised share capital was **12,000,000,000** ordinary shares of HK$0.1 each, totaling **HK$1,200,000,000**[74](index=74&type=chunk) - As of 30 June 2025, the issued and fully paid share capital was **73,265,237** ordinary shares of HK$0.1 each, totaling **HK$7,327,000**[74](index=74&type=chunk) [Fair Value Measurement](index=33&type=section&id=%E5%85%AC%E5%B9%B3%E5%80%BC%E8%A8%88%E9%87%8F) This section details the fair value measurement of the Group's assets, including investments and investment properties valued using the direct income method - Fair value measurement inputs are categorized into three levels: Level 1 for quoted prices in active markets, Level 2 for directly or indirectly observable inputs, and Level 3 for unobservable inputs[75](index=75&type=chunk)[76](index=76&type=chunk) | Description | Total at 30 June 2025 (HK$'000) | Total at 31 December 2024 (HK$'000) | | :--- | :--- | :--- | | Investments at FVTPL (Equity securities) | 218 | 320 | | Equity investments at FVTOCI (Equity securities) | 19,094 | 21,590 | | Investment properties (Commercial - The PRC) | 169,850 | 216,035 | | **Total recurring fair value measurements** | **189,162** | **237,945** | - Investment properties are valued using the direct income method, with a fair value of **HK$169,850,000** as of 30 June 2025, after recognizing a fair value loss of **HK$51,571,000** during the period[78](index=78&type=chunk)[80](index=80&type=chunk) [Share Option Schemes](index=37&type=section&id=%E8%B3%BC%E8%82%A1%E6%AC%8A%E8%A8%88%E5%8A%83) The Group operates two share option schemes (2012 and 2023) to incentivize eligible participants, with 5,373,213 options outstanding - The Company adopted a share option scheme on 2 August 2012 and a new scheme on 15 May 2023 to provide incentives and rewards to eligible participants who contribute to the Group's success[82](index=82&type=chunk) | Metric | 30 June 2025 (Unaudited) | 30 June 2024 (Unaudited) | | :--- | :--- | :--- | | Number of share options (outstanding) | 5,373,213 | 5,440,775 | | Weighted average exercise price (HK$) | 2.33 | 2.32 | - The estimated fair value of the share options is calculated using the Binomial option pricing model, with inputs including share price, exercise price, expected volatility, expected term, risk-free rate, expected dividend yield, and expected early exercise multiple[87](index=87&type=chunk) [Contingent Liabilities](index=40&type=section&id=%E6%88%96%E7%84%B6%E8%B2%A0%E5‚„) The Group had no significant contingent liabilities as of 30 June 2025 - As at 30 June 2025, the Group did not have any significant contingent liabilities (31 December 2024: Nil)[88](index=88&type=chunk) [Approval of the Condensed Consolidated Interim Financial Statements](index=40&type=section&id=%E6%89%B9%E5%87%86%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E4%B8%AD%E6%9C%9F%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8) The condensed consolidated interim financial statements were approved and authorized for issue by the Board of Directors on 26 August 2025 - These condensed consolidated interim financial statements were approved and authorised for issue by the Board of Directors on 26 August 2025[89](index=89&type=chunk) [General Information](index=41&type=section&id=%E4%B8%80%E8%88%AC%E8%B3%87%E6%96%99) This section provides details on directors' interests, share option schemes, and major shareholdings [Directors' Service Contracts](index=41&type=section&id=%E8%91%A3%E4%BA%8B%E6%9C%8D%E5%8B%99%E5%90%88%E7%B4%84) No director has a service contract with the Company that is not terminable within one year without payment of compensation - As at 30 June 2025, none of the Directors had entered into or proposed to enter into a service contract with the Company which is not determinable by the Company within one year without payment of compensation (other than statutory compensation)[90](index=90&type=chunk) [Directors' Interests in Contracts](index=41&type=section&id=%E8%91%A3%E4%BA%8B%E6%96%BC%E5%90%88%E7%B4%84%E7%9A%84%E6%AC%8A%E7%9B%8A) No director had a material interest in any significant contract to which the Group was a party during the period - For the six months ended 30 June 2025, no Director had a material interest, either directly or indirectly, in any contract of significance to the business of the Group to which the Company, any of its subsidiaries or fellow subsidiaries was a party[91](index=91&type=chunk) [Directors' Interests and Short Positions in Shares and Underlying Shares](index=41&type=section&id=Directors'%20Interests%20and%20Short%20Positions%20in%20Shares%20and%20Underlying%20Shares) Several directors held long positions in the Company's ordinary shares and share options as of 30 June 2025 | Director's Name | Capacity | Registered Shareholder (Shares) | Associated Interest (Shares) | Approx. % of Issued Share Capital | | :--- | :--- | :--- | :--- | :--- | | Wong King Shiu | Beneficial owner | 665,550 | 615,000 (Share Options) | 0.91% (Registered) / 0.84% (Associated) | | Li Sai Wing, MH, JP | Beneficial owner | – | 200,000 | 0.27% | | Wong Hoi Kuen | Beneficial owner | – | 34,000 | 0.05% | | Chan Shing Yung | Beneficial owner | – | 34,000 | 0.05% | | Cheung Kei Sum (Former Executive Director) | Beneficial owner | – | 614,374 | 0.84% | - Save as disclosed above and in the "Share Options" section, as at 30 June 2025, none of the Directors or chief executive had any interests or short positions in the shares, underlying shares or debentures of the Company or any of its associated corporations that were required to be recorded in the register[93](index=93&type=chunk) [Directors' Rights to Acquire Shares or Debentures](index=43&type=section&id=Directors'%20Rights%20to%20Acquire%20Shares%20or%20Debentures) No rights were granted to any director or their families to acquire shares or debentures of the Company during the period - Save as disclosed under the sections "Directors' Interests and Short Positions in Shares and Underlying Shares" and "Share Options", at no time during the six months ended 30 June 2025 were rights to acquire benefits by means of the acquisition of shares in or debentures of the Company granted to any Director or their respective spouse or children under 18 years of age, nor were any such rights exercised by them[95](index=95&type=chunk) [Share Option Schemes](index=43&type=section&id=%E8%B3%BC%E8%82%A1%E6%AC%8A%E8%A8%88%E5%8A%83) This section details the Company's 2012 and 2023 share option schemes, including their purpose, limits, and terms - The Company has adopted the 2012 Share Option Scheme and the 2023 Share Option Scheme to grant options to selected eligible participants as a reward or return for their contributions or potential contributions to the Group[96](index=96&type=chunk)[97](index=97&type=chunk)[112](index=112&type=chunk) - The schemes aim to attract and retain the best available personnel and provide additional incentives to employees, directors, consultants, professional advisers, customers, business partners, and suppliers of the Group[98](index=98&type=chunk)[112](index=112&type=chunk) - The total number of shares which may be issued upon exercise of all options to be granted to each participant in any 12-month period is limited to **1%** of the shares of the Company in issue as at the date of grant[100](index=100&type=chunk)[115](index=115&type=chunk) [2012 Share Option Scheme](index=43&type=section&id=%E4%BA%8C%E9%9B%B6%E4%B8%80%E4%BA%8C%E5%B9%B4%E8%B3%BC%E8%82%A1%E6%AC%8A%E8%A8%88%E5%8A%83) The 2012 scheme expired in 2022, but 3,835,213 previously granted options remain outstanding and exercisable - The 2012 Share Option Scheme expired on 1 August 2022, but the outstanding options granted thereunder shall continue to be exercisable[99](index=99&type=chunk)[105](index=105&type=chunk) - During the period and as at the date of this report, **3,835,213 share options** were outstanding, representing **5.23%** of the issued shares as at the date of this report[99](index=99&type=chunk) - The exercise period for each granted option is 10 years from the date of grant, from 13 May 2021 to 12 May 2031 and from 16 June 2022 to 15 June 2032, with no vesting period[101](index=101&type=chunk)[102](index=102&type=chunk)[109](index=109&type=chunk) | Category | Balance at 1 Jan 2025 (No. of Options) | Outstanding at 30 June 2025 (No. of Options) | | :--- | :--- | :--- | | Substantial Shareholders | 25,730 | 25,730 | | Directors | 411,000 | 411,000 | | Former Directors | 751,374 | 751,374 | | Employees | 2,483,773 | 2,483,773 | | Consultants | 574,336 | 574,336 | | **Total** | **3,835,213** | **3,835,213** | [2023 Share Option Scheme](index=48&type=section&id=%E4%BA%8C%E9%9B%B6%E4%BA%8C%E4%B8%89%E5%B9%B4%E8%B3%BC%E8%82%A1%E6%AC%8A%E8%A8%88%E5%8A%83) The 2023 scheme, effective since May 2023, has 1,538,000 options outstanding, representing 2.10% of issued shares - The 2023 Share Option Scheme became effective on 15 May 2023, authorising the Company to grant options for up to **6,176,523 shares**[111](index=111&type=chunk)[113](index=113&type=chunk) - As at the date of this report, **1,538,000 share options** were outstanding, representing approximately **2.10%** of the issued shares[114](index=114&type=chunk) - Options granted under the 2023 Share Option Scheme are exercisable within 10 years from the date of grant, with a minimum vesting period of not less than 12 months[116](index=116&type=chunk)[117](index=117&type=chunk) | Category | Balance at 1 Jan 2025 (No. of Options) | Outstanding at 30 June 2025 (No. of Options) | | :--- | :--- | :--- | | Directors | 472,000 | 472,000 | | Former Directors | 274,000 | 274,000 | | Employees | 822,000 | 792,000 | | **Total** | **1,538,000** | **1,538,000** | [Substantial Shareholders' and Other Persons' Interests in Shares and Underlying Shares](index=51&type=section&id=%E4%B8%BB%E8%A6%81%E8%82%A1%E6%9D%B1%E5%8F%8A%E5%85%B6%E4%BB%96%E4%BA%BA%E5%A3%AB%E6%96%BC%E8%82%A1%E4%BB%BD%E5%8F%8A%E7%9B%B8%E9%97%9C%E8%82%A1%E4%BB%BD%E7%9A%84%E6%AC%8A%E7%9B%8A) This section discloses the interests of substantial shareholders, including Mr. Zhang Rong, JStage Technology Limited, and Mr. Lam Shu Song | Name | Capacity & Nature of Interest | Number of Ordinary Shares Held | Approx. % of Issued Share Capital | | :--- | :--- | :--- | :--- | | Mr. Zhang Rong | Beneficial owner (Registered Shareholder) | 15,949,499 | 21.77% | | | Beneficial owner (Associated Interest) | 25,730 | 0.04% | | | Interest through a controlled corporation | 3,134,800 | 4.28% | | JStage Technology Limited | Beneficial owner (Registered Shareholder) | 11,500,000 | 15.70% | | Mr. Lam Shu Song | Beneficial owner (Registered Shareholder) | 3,801,300 | 5.19% | | Ms. Choi Hing Lin | Interest of spouse | 3,801,300 | 5.19% | - Save as disclosed above, as at 30 June 2025, no other person had an interest or short position in the shares or underlying shares of the Company which would fall to be disclosed to the Company under the provisions of Divisions 2 and 3 of Part XV of the SFO[123](index=123&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=52&type=section&id=%E8%B3%BC%E8%B2%B7%E3%80%81%E5%87%BA%E5%94%AE%E6%88%96%E8%B4%96%E5%9B%9E%E6%9C%AC%E5%85%AC%E5%8F%B8%E4%B8%8A%E5%B8%82%E8%AD%89%E5%88%B8) 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 had purchased, sold or redeemed any of the Company's listed securities (including the sale of treasury shares) during the six months ended 30 June 2025[124](index=124&type=chunk) [Competing Interests of Directors and Controlling Shareholders](index=52&type=section&id=%E8%91%A3%E4%BA%8B%E5%8F%8A%E6%8E%A7%E8%82%A1%E8%82%A1%E6%9D%B1%E7%9A%84%E7%AB%B6%E7%88%AD%E6%AC%8A%E7%9B%8A) No director or controlling shareholder had any interest in a business that competes or is likely to compete with the Group's business - During the six months ended 30 June 2025 and up to the date of this report, none of the Directors or the controlling shareholders of the Company was considered to have an interest in a business which competes or is likely to compete, either directly or indirectly, with the business of the Group[125](index=125&type=chunk) [Corporate Governance](index=52&type=section&id=%E4%BC%81%E6%A5%AD%E7%AE%A1%E6%B2%BB) This section outlines the Company's corporate governance practices, compliance with the GEM Listing Rules, and internal control systems [Corporate Governance Practices](index=52&type=section&id=%E4%BC%81%E6%A5%AD%E7%AE%A1%E6%B2%BB%E5%B8%B8%E8%A6%8F) The Company complied with the Corporate Governance Code with two deviations regarding director attendance and the combined role of Chairman and CEO - For the six months ended 30 June 2025, the Company has complied with the code provisions of the Corporate Governance Code as set out in Appendix C1 to the GEM Listing Rules, except for the deviations described below[126](index=126&type=chunk) - Code provision C.1.5 requires non-executive directors to attend general meetings, but Ms. Leung Ka Ming and Mr. Chu Woon Chiu were unable to attend the AGM on 24 June 2025 due to other business engagements[126](index=126&type=chunk) - Code provision C.2.1 stipulates that the roles of chairman and chief executive should be separate, but Mr. Wong King Shiu currently holds both positions, which the Board believes is beneficial for policy continuity and business stability[127](index=127&type=chunk)[129](index=129&type=chunk) [Code of Conduct for Securities Transactions by Directors](index=53&type=section&id=%E6%9C%89%E9%97%9C%E8%91%A3%E4%BA%8B%E9%80%B2%E8%A1%8C%E8%AD%89%E5%88%B8%E4%BA%A4%E6%98%93%E7%9A%84%E6%93%8D%E5%AE%88%E5%AE%88%E5%89%87) The Company has adopted a code of conduct for directors' securities transactions, and all directors have complied with it - The Company has adopted a code of conduct regarding securities transactions by Directors on terms no less exacting than the required standard of dealings set out in Rules 5.48 to 5.67 of the GEM Listing Rules[130](index=130&type=chunk) - Having made specific enquiry of all Directors, the Directors have complied with the required standard of dealings and the code of conduct throughout the six months ended 30 June 2025[130](index=130&type=chunk) [Audit Committee](index=53&type=section&id=%E5%AF%A9%E6%A0%B8%E5%A7%94%E5%93%A1%E6%9C%83) The Audit Committee, comprising three independent non-executive directors, oversees financial reporting, risk management, and internal controls - The Company has established an audit committee with written terms of reference in compliance with Rules 5.28 and 5.29 of the GEM Listing Rules[131](index=131&type=chunk) - The Audit Committee consists of three independent non-executive Directors, namely Mr. Wong Hoi Kuen (Chairman), Dr. Chan Shing Yung, and Mr. Chu Woon Chiu[131](index=131&type=chunk) - The role and function of the Audit Committee include overseeing the Group's financial reporting process, reviewing the consolidated financial statements, and monitoring the Company's financial reporting system, risk management, and internal control systems[131](index=131&type=chunk) [Change of Information of Directors](index=53&type=section&id=%E8%91%A3%E4%BA%8B%E8%B3%87%E6%96%99%E8%AE%8A%E5%8B%95) This section notes the updated roles of Executive Director Mr. Chu Kiu Wah - Mr. Chu Kiu Wah is an Executive Director of the Company, the current Co-Chairman of the Hong Kong Web3 Association, Legal Advisor of Hong Kong Web3 Women, and a Director of the Hong Kong Corporate Counsel Association[132](index=132&type=chunk) [Continuing Disclosure Obligations under the GEM Listing Rules](index=54&type=section&id=%E6%A0%B9%E6%93%9AGEM%E4%B8%8A%E5%B8%82%E8%A6%8F%E5%89%87%E6%89%BF%E6%93%94%E7%9A%84%E6%8C%81%E7%BA%8C%E6%8A%AB%E9%9C%B2%E8%B2%AC%E4%BB%BB) The Company confirms it has no other disclosure obligations under GEM Listing Rules 17.22, 17.23, and 17.24 - The Company does not have any other disclosure obligations under Rules 17.22, 17.23 and 17.24 of the GEM Listing Rules[133](index=133&type=chunk) [Internal Control and Risk Management](index=54&type=section&id=%E5%85%A7%E9%83%A8%E7%9B%A3%E6%8E%A7%E5%8F%8A%E9%A2%A8%E9%9A%AA%E7%AE%A1%E7%90%86) The Board is responsible for maintaining effective internal control and risk management systems, which are reviewed at least annually - The Board has the ultimate responsibility for ensuring that the Group maintains sound and effective internal control and risk management systems to safeguard shareholders' investments and the Group's assets[134](index=134&type=chunk) - The Group has established a risk management organisational framework, which consists of the Board, the Audit Committee and the senior management of the Group[134](index=134&type=chunk) - The Board, through the Audit Committee, reviews the effectiveness of these systems at least annually, covering all material control areas[134](index=134&type=chunk) [Interim Dividend](index=54&type=section&id=%E4%B8%AD%E6%9C%9F%E8%82%A1%E6%81%AF) The Board of Directors does not recommend the payment of any interim dividend for the six months ended 30 June 2025 - The Board does not recommend the payment of any interim dividend for the six months ended 30 June 2025 (2024: Nil)[135](index=135&type=chunk) [Events After the Reporting Period](index=54&type=section&id=%E5%A0%B1%E5%91%8A%E6%9C%9F%E5%BE%8C%E4%BA%8B%E9%A0%85) No other significant events occurred after the reporting period other than those already disclosed in this report - Save as disclosed in this report, there are no other significant events after the reporting period[136](index=136&type=chunk)

Group 1 - The company plans to conduct a rights issue based on an "8 for 3" ratio, issuing up to approximately 27.47 million shares, or up to approximately 29.49 million shares considering the exercise of options [1] - The subscription price is set at HKD 1.29 per share, representing a discount of about 55.05% compared to the last closing price of HKD 2.87 [1] - The rights issue is expected to raise approximately HKD 35.44 million to HKD 38.04 million before expenses, with the net proceeds intended for general working capital over the next 18 months [1]

Group 1 - The company, China Information Technology (08178), plans to issue up to approximately 27.47 million shares through a rights issue at a ratio of "8 for 3" to raise no less than approximately 35.44 million HKD before expenses [1] - The company also intends to issue up to approximately 29.49 million shares through the rights issue to raise no more than approximately 38.04 million HKD, assuming no changes in the number of shares issued prior to the record date [1] - The subscription price for each rights issue share is set at 1.29 HKD, representing a discount of approximately 55.05% compared to the last closing price of 2.87 HKD on the Hong Kong Stock Exchange [1] - The net proceeds from the rights issue will be used for the company's general working capital over the next 18 months [1]