Core Viewpoint - The company, Zhitong Telecommunications, has entered into an equipment purchase agreement to enhance its telecommunications operations, investing approximately HKD 5.89 million to upgrade its core network equipment and services [1] Group 1: Equipment Purchase Agreement - The buyer, Zhonggang Tong Telecommunications Limited, a wholly-owned subsidiary, has agreed to purchase telecommunications equipment and services from the seller, Hengyi International Limited [1] - The total consideration for the agreement is approximately HKD 5.89 million [1] Group 2: Equipment and Services Details - The telecommunications equipment and services include General Signal Platform (GSP), Home Subscriber Server (HSS), GTP routers, and PDN Gateway (PGW) [1] - The agreement also covers configuration, adaptation, connection to existing systems, training, and technical support for a specified period [1] Group 3: Operational Impact - The equipment purchase will replace outdated core network equipment to meet the growing demands for new product functionalities and capacities [1] - The upgraded equipment and services are expected to enhance the operational efficiency, reliability, and scalability of the company's mobile communications network [1] - The improvements will ensure better integration with existing networks and enhance overall service quality, aligning with the company's long-term business development and competitiveness in the telecommunications industry [1]

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不 負 責，對 其 準 確 性 或 完 整 性 亦 不 發 表 任 何 聲 明，並 明 確 表 示 概 不 就 因 本 公 告 全 部 或 任 何 部 分 內 容 而 產 生 或 因 倚 賴 該 等 內 容 而 引 致 的 任 何 損 失 承 擔 任 何 責 任。 須予披露交易 購買設備 於 二 零 二 五 年 八 月 二 十 六 日（交 易 時 段 後），買 方（本 公 司 間 接 全 資 附 屬 公 司） 與 賣 方 訂 立 設 備 購 買 協 議，據 此，買 方 同 意 購 買，而 賣 方 同 意 出 售 電 訊 設 備 及 服 務，總 代 價 約 為5.89百 萬 港 元，以 經 營 本 集 團 於 電 訊 業 務 分 部 的 主 要 業 務。 GEM上市規則的涵義 由 於 購 買 事 項 相 關 的 一 項 或 多 項 適 用 百 分 比 率（定 義 見GEM上 市 規 則）超 過 5%但均低於25%，因 此 購 買 事 項 構 成 本 公 司 的 須 予 披 露 交 易，並 須 遵 守GEM 上市規則第19章 項 下 的 申 報 及 ...

香 港 交 易 及 結 算 所 有 限 公 司 及 香 港 聯 合 交 易 所 有 限 公 司（「聯交所」）對 本 公 告 的 內 容 概 不 負 責，對 其 準 確 性 或 完 整 性 亦 不 發 表 任 何 聲 明，並 明 確 表 示 概 不 就 因本公告全部或任何部分內容而產生或因倚賴該等內容而引致的任何損失承 擔 任 何 責 任。 董事會會議通告 茲 通 告 直 通 電 訊 控 股 有 限 公 司（「本公司」）董 事（「董 事」）會（「董事會」）謹 定 於 二 零 二 五 年 八 月 二 十 九 日（星 期 五）上 午 十 時 三 十 分 於 香 港 干 諾 道 西188號香港商 業中心37樓1、2、14及15室 舉 行 董 事 會 會 議，藉 以 處 理 下 列 事 項： 承董事會命 直通電訊控股有限公司 執行董事 彭國洲 香 港，二 零 二 五 年 八 月 十 四 日 於 本 公 告 日 期，執 行 董 事 為 彭 國 洲 先 生；非 執 行 董 事 為 李 健 誠 先 生 及 黃 建 華 先 生；而 獨 立 非 執 行 董 事 則 為 陳 學 道 先 生、李 敏 怡 女 士 及 劉 克 鈞 先 ...

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) | 08337 | 說明 | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | 法定/註冊股本 | | | 上月底結存 | | | 500,000,000 | HKD | | 0.2 HKD | | 100,000,000 | | 增加 / 減少 (-) | | | 0 | | | HKD | | 0 | | 本月底結存 | | | 500,000,000 | HKD | | 0.2 HKD | | 100,000,000 | FF301 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7月31日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 直通電訊控股有限公司 (於開曼群島註冊成立的有限公司) 呈交日期: 2025年8月4日 本月底法定 ...

Financial Performance - The company recorded revenue of approximately HKD 137,424,000 for the year ended December 31, 2024, a decrease of about 8.7% compared to the previous year[7]. - The loss attributable to equity shareholders for the year was approximately HKD 8,103,000, a reduction of about 18.4% from the previous year's loss of HKD 9,935,000[7]. - Revenue from telecommunications services increased significantly by approximately 47.3% to about HKD 10,852,000, compared to HKD 7,365,000 in the previous year[8]. - The distribution business revenue decreased by approximately 11.6% to about HKD 126,572,000, down from HKD 143,190,000 in the previous year[8]. - The group's revenue for the year ended December 31, 2024, was approximately HKD 137,424,000, a decrease of about 8.7% compared to HKD 150,555,000 in the previous year[21]. - The distribution business in Hong Kong generated revenue of approximately HKD 65,416,000, down about 27.3% from HKD 89,948,000 year-on-year[15]. - The distribution revenue from the group's subsidiary in China was approximately HKD 7,678,000, a decrease of about 19.6% from HKD 9,546,000 in the previous year[16]. - Revenue from mobile and data recharge distribution in Singapore increased by approximately 22.4% to about HKD 53,478,000, up from HKD 43,696,000 year-on-year[17]. - The group's gross profit for the year ended December 31, 2024, increased by approximately 21.8% to about HKD 5,161,000, compared to HKD 4,238,000 in the previous year[24]. Strategic Initiatives - The company anticipates significant growth in roaming products due to the recovery of global travel and an increase in visitor numbers to Hong Kong, with mainland and non-mainland travelers growing by 27% and 44% respectively[9]. - The company plans to launch an upgraded solution integrating AI real-time translation and eSIM technology to enhance user experience and strengthen competitive advantage[9]. - The company is exploring partnerships with the travel, hotel, airline, and insurance industries to utilize AI for precise design of roaming packages[9]. - The company is accelerating its strategic transformation towards Mobility as a Service (MaaS), integrating eSIM technology and dynamic pricing to enhance efficiency[10]. - The group plans to launch upgraded roaming plans integrating AI real-time translation and eSIM technology to enhance traveler experience[18]. - The group is exploring partnerships with hotels and airlines to capture incremental demand amid market challenges[19]. - The group aims to transform into a smart travel solution provider by integrating eSIM technology with insurance services[20]. Cost Management - The sales cost for the year ended December 31, 2024, was approximately HKD 132,263,000, a decrease of about 9.6% from HKD 146,317,000 in the previous year[23]. - The group is actively negotiating with service providers to lower unit costs for call time and mobile data, aiming to enhance competitiveness[13]. - Administrative and other operating expenses were approximately HKD 13,378,000 for the year ended December 31, 2024, a decrease of about 9.2% from HKD 14,729,000 in the previous year, mainly due to reduced auditor fees and depreciation[27]. Financial Position - The group's current assets net value was approximately HKD 33,607,000 as of December 31, 2024, compared to HKD 29,945,000 as of December 31, 2023, with cash and cash equivalents of approximately HKD 26,571,000[33]. - The group had no outstanding loans or borrowings as of December 31, 2024, and the total equity attributable to equity holders was approximately HKD 34,796,000, up from HKD 31,374,000 the previous year[32]. - Other income for the year ended December 31, 2024, was approximately HKD 569,000, an increase of about 152.9% compared to HKD 225,000 in the same period last year, primarily due to increased interest income[25]. - The group recorded a net other loss of approximately HKD 293,000 for the year ended December 31, 2024, compared to a net other income of approximately HKD 164,000 for the year ended December 31, 2023, mainly due to foreign exchange losses from currency fluctuations[26]. Risk Management - The group is exposed to various financial risks, including credit risk, interest rate risk, and foreign exchange risk[55]. - The group emphasizes the importance of information technology systems for operational stability and data security[52]. - The group recognizes the potential negative impact of global economic slowdowns on service demand[56]. - The group relies on skilled management and staff, with potential risks associated with employee turnover[57]. - The group has established long-term relationships with service providers to mitigate service disruptions[51]. Corporate Governance - The company has complied with the GEM Listing Rules and maintained high standards of corporate governance as of December 31, 2024[116]. - The board consists of one executive director, two non-executive directors, and three independent non-executive directors[119]. - The board held five meetings during the fiscal year ending December 31, 2024, with all directors attending all meetings[125]. - The company has established a compensation committee to review the compensation policy and structure for all directors and senior management based on operational performance and market practices[89]. - The company has adopted a whistleblowing policy to promote compliance and ethical conduct within the group, with no significant fraud or misconduct affecting financial statements reported as of December 31, 2024[162]. - The company has implemented an anti-corruption policy as part of its corporate governance framework, ensuring adherence to applicable anti-corruption laws and regulations[162]. - The board is responsible for overseeing the overall strategy and development of the company, including major acquisitions and financial performance[118]. Shareholder Relations - The company emphasizes transparency and timely disclosure of information to strengthen investor relations[164]. - The board is committed to reviewing and updating governance policies regularly to align with legal requirements and industry best practices[162]. - Shareholders can request a special general meeting if they hold at least 10% of the voting shares, ensuring their rights are upheld[170]. - Shareholders are encouraged to submit inquiries to the board and can do so through the company's main office in Hong Kong[171]. - The board members attended 100% of the annual general meeting and special general meeting held on June 6, 2024, and December 3, 2024, respectively, demonstrating commitment to shareholder engagement[168]. Audit and Compliance - The independent auditor's report confirms that the consolidated financial statements reflect the group's financial position accurately as of December 31, 2024[182]. - Key audit matters include revenue recognition, which is critical as it is a key performance indicator for the group[188]. - The audit committee oversees the design, implementation, and monitoring of risk management and internal control systems[160]. - The auditor communicates significant audit findings, including any major deficiencies in internal controls, to the audit committee[200]. - The company must disclose any matters related to its ability to continue as a going concern in the financial statements[195].

Financial Performance - For the year ended December 31, 2024, the company's revenue was approximately HKD 137,424,000, a decrease of about 8.7% compared to 2023[6] - The loss attributable to shareholders for the year ended December 31, 2024, was approximately HKD 8,103,000, a reduction of about 18.4% from 2023[6] - Basic and diluted loss per share for the year ended December 31, 2024, was HKD 0.0431, compared to HKD 0.0537 for the year ended December 31, 2023[6] - Total comprehensive loss for the year ended December 31, 2024, was HKD 8,346,000, compared to HKD 9,601,000 in 2023[9] - The company reported a net loss of HKD 8,103,000 for 2024, an improvement from a net loss of HKD 9,935,000 in 2023, indicating a positive trend[47] - The group recorded a loss attributable to equity shareholders of approximately HKD 8,103,000, a decrease of about 18.4% from HKD 9,935,000 in the previous year[94] Revenue Breakdown - Revenue from telecommunications services increased to HKD 10,852,000 in 2024, up 47.5% from HKD 7,365,000 in 2023[25] - Distribution business revenue decreased to HKD 126,572,000 in 2024, down 11.6% from HKD 143,190,000 in 2023[25] - Revenue from telecommunications services for the year ended December 31, 2024, was approximately HKD 10,812,000, an increase of about 47.7% compared to HKD 7,318,000 in the previous year[75] - Distribution business in Hong Kong generated revenue of approximately HKD 65,416,000, a decrease of about 27.3% from HKD 89,948,000 in the previous year[77] - Revenue from the distribution business in China was approximately HKD 7,678,000, a decrease of about 19.6% from HKD 9,546,000 in the previous year[79] - Revenue from telecommunications services and distribution business was approximately HKD 10,852,000 and HKD 126,572,000, accounting for 7.9% and 92.1% of total revenue respectively[85] Assets and Liabilities - The company's total assets less current liabilities as of December 31, 2024, amounted to HKD 35,241,000, an increase from HKD 32,030,000 in 2023[11] - The company's net assets as of December 31, 2024, were HKD 34,796,000, compared to HKD 31,374,000 in 2023[11] - Cash and cash equivalents increased significantly to HKD 26,571,000 in 2024 from HKD 14,594,000 in 2023, marking an increase of approximately 82%[65] - Trade receivables from third parties decreased to HKD 30,919,000 in 2024 from HKD 36,071,000 in 2023, representing a decrease of about 14.5%[62] - Trade payables as of December 31, 2024, amounted to HKD 3,527,000, an increase from HKD 3,290,000 in the previous year[68] - Contract liabilities at the end of the reporting period were HKD 45,000, up from HKD 9,000 in the previous year[70] Cost and Expenses - The total cost of goods sold for 2024 was HKD 125,406,000, a decrease from HKD 141,608,000 in 2023, reflecting a reduction of 11.4%[40] - Employee costs decreased to HKD 4,416,000 in 2024 from HKD 4,552,000 in 2023, a reduction of 3%[39] - Administrative and other operating expenses decreased by approximately 9.2% to about HKD 13,378,000, mainly due to reduced auditor fees and depreciation[91] - Financial costs increased approximately 3.1 times to about HKD 208,000, primarily due to interest on shareholder loans[92] Dividends - The company did not recommend the payment of a final dividend for the year ended December 31, 2024[5] - The company did not declare a final dividend for the year ending December 31, 2024, consistent with the previous year[46] - The board did not recommend the payment of a final dividend for the year ended December 31, 2024, and no dividend was paid for the year ended December 31, 2023[105] Business Operations - The company operates two business segments: telecommunications services and distribution business, with no segments merged into reportable segments[29] - The company is actively negotiating with service providers to reduce unit costs of call time and mobile data, aiming to lower prices for prepaid products[76] - The company plans to expand its distribution network to overseas markets to attract overseas users traveling abroad[76] - The company has strengthened cost control measures and is vigilant in responding to various special circumstances[76] - The company continues to explore different suppliers to increase the variety of mobile phones and electronic products offered[77] - The company anticipates that several factories or businesses may need to transform due to challenges faced, impacting the distribution business in Hong Kong[77] Compliance and Governance - The company has complied with the GEM Listing Rules and corporate governance code for the fiscal year ending December 31, 2024[131] - The audit committee reviewed the interim results and confirmed the effectiveness of the risk management and internal control systems for the year ending December 31, 2024[136] - The annual performance announcement and report will be published on the Hong Kong Stock Exchange and the company's website, containing all required information as per GEM Listing Rules[137] Stock Options and Competition - The stock option plan allows for a maximum issuance of 15,562,500 shares, representing approximately 6.36% of the company's issued shares as of the report date[121] - The stock option plan aims to incentivize qualified participants to enhance their performance for the benefit of the group[119] - The maximum number of shares that can be issued to each participant under the stock option plan is capped at 1% of the company's issued shares within any twelve-month period[122] - The company is at risk of competition from Direct Telecom Limited, which holds RF-SIM licensing rights outside of China, Hong Kong, and Macau[115] - The company has a non-compete agreement with key stakeholders to mitigate competition risks in the RF-SIM business[117]

Financial Performance - The group recorded revenue of approximately HKD 150,555,000 for the year ended December 31, 2023, a decrease of about 0.9% compared to the previous year[7]. - The loss attributable to equity shareholders for the year was approximately HKD 9,935,000, a reduction of about 19.3% from the previous year's loss of HKD 12,317,000[7]. - Basic and diluted loss per share for the year was 5.37 HKD cents, compared to 6.66 HKD cents for the year ended December 31, 2022[7]. - Total revenue for the year ended December 31, 2023, was approximately HKD 150,555,000, a decrease of about 0.9% from HKD 151,976,000 in the previous year[26]. - The cost of sales for the year was approximately HKD 146,317,000, a decrease of about 1.0% from HKD 147,805,000 year-on-year[28]. - The group's gross profit increased by approximately 1.6% to about HKD 4,238,000 compared to approximately HKD 4,171,000 in the same period last year[30]. - Other income decreased by approximately 27.2% to about HKD 225,000 from approximately HKD 309,000 due to the absence of one-time government subsidies[31]. - Net other income increased approximately 4.1 times to about HKD 164,000 from approximately HKD 32,000, primarily due to increased foreign exchange gains[32]. - Administrative and other operating expenses decreased by approximately 13.5% to about HKD 14,729,000 from approximately HKD 17,021,000, mainly due to reduced operating lease expenses[33]. - Financial costs decreased by approximately 21.5% to about HKD 51,000 from approximately HKD 65,000, attributed to lower interest on lease liabilities[34]. Revenue Breakdown - Revenue from telecommunications services increased significantly by approximately 1.8 times to about HKD 7,365,000, compared to HKD 2,619,000 in the previous year[8]. - For the year ended December 31, 2023, revenue from telecommunications services was approximately HKD 7,318,000, an increase of about 190% compared to HKD 2,564,000 in the same period last year[14]. - Revenue from the distribution business decreased by approximately 4.1% to about HKD 143,190,000, down from HKD 149,357,000 in the previous year[8]. - The distribution business in Hong Kong generated revenue of approximately HKD 89,948,000, an increase of about 8.2% from HKD 83,114,000 year-on-year[17]. - Revenue from the distribution business in China decreased by approximately 21.4% to HKD 9,546,000, down from HKD 12,140,000 in the previous year[19]. - Revenue from mobile and data recharge distribution in Singapore decreased by approximately 19.2% to HKD 43,696,000, down from HKD 54,103,000 year-on-year[22]. Business Outlook and Strategy - The group is cautiously optimistic about medium to long-term business development, anticipating an increase in customer usage of roaming products and services as travel demand recovers[9]. - The group plans to continue focusing on Mobility as a Service (MaaS) and is actively seeking partnerships in the Greater Bay Area and Southeast Asia to provide mobile communication services[11]. - The adjustment of COVID-19 measures by the Hong Kong government and the resumption of cross-border travel are expected to positively impact the group's roaming services[9]. - The company is actively seeking distributors to expand into overseas markets, aiming to provide lower-priced mobile data services to overseas travelers[14]. - The company plans to continue focusing on core telecommunications services while exploring other 5G business development opportunities[18]. - The company maintains a cautiously optimistic outlook for medium to long-term business development, closely monitoring market trends and expanding market channels[23]. - The company aims to transform its business development model to create new synergies across various business segments, focusing on Mobility as a Service (MaaS)[25]. Competition and Market Challenges - The group continues to face intense competition in the mobile communications sector, particularly regarding prepaid products and similar roaming offerings[13]. - The group faces significant competition in the market, leading to price pressures and potential loss of market share[58]. - The group has established long-term relationships with service providers to minimize disruptions in service[61]. Corporate Governance and Compliance - The company is committed to high standards of corporate governance and has adhered to the GEM Listing Rules Corporate Governance Code for the fiscal year ended December 31, 2023[137]. - The independent non-executive directors' independence has been confirmed and is in compliance with GEM Listing Rules as of the report date[141]. - The company has implemented a code of conduct for securities trading by directors, ensuring compliance with the required standards[138]. - The company has a robust risk management and internal control system in place, overseen by the board of directors[139]. - The company has adopted a training program to reinforce ethical and integrity standards among employees[137]. - The board is responsible for overseeing compliance with legal and regulatory requirements, as well as corporate governance policies[187]. Shareholder Information - The company did not recommend the payment of a final dividend for the year ending December 31, 2023, and no dividend was paid for the year ending December 31, 2022[75]. - The total distributable reserves available to equity shareholders as of December 31, 2023, amounted to zero HKD, unchanged from the previous year[80]. - Shareholders can request a special general meeting if they hold at least 10% of the voting shares, with specific procedures outlined for such requests[197]. - Shareholders can submit inquiries to the board at any time, with a designated process for submitting proposals at the annual general meeting[199][200]. Employee and Management Information - The total employee compensation for 2023 was approximately HKD 4,552,000, compared to approximately HKD 4,480,000 in 2022[48]. - The company emphasizes the importance of employee development and regularly reviews compensation and benefits policies[73]. - The company has established a compensation committee to review the remuneration policies for all directors and senior management based on operational performance and market practices[103]. - The remuneration committee consists of one non-executive director and two independent non-executive directors, with the chairperson being an independent director[182]. Risk Management - The group is exposed to various financial risks, including credit risk, interest rate risk, and foreign exchange risk, with no current hedging policies in place for foreign exchange[66]. - The group emphasizes the importance of data security, as breaches could adversely affect its operations and reputation[65]. - The group recognizes the impact of macroeconomic conditions on its business, with global economic slowdowns potentially reducing demand for its services[67]. - The group relies on skilled management and technical personnel, with potential turnover posing risks to its operations[68]. Environmental and Social Responsibility - The group is committed to environmental sustainability, focusing on energy conservation and recycling initiatives[69].

Financial Performance - For the year ended December 31, 2023, the company's revenue was approximately HKD 150,555,000, a decrease of about 0.9% compared to 2022[6] - The loss attributable to shareholders for the year ended December 31, 2023, was approximately HKD 9,935,000, a reduction of about 19.3% from 2022[6] - Basic and diluted loss per share for the year ended December 31, 2023, was HKD 0.0537, compared to HKD 0.0666 for the year ended December 31, 2022[6] - The gross profit for the year ended December 31, 2023, was HKD 4,238,000, slightly up from HKD 4,171,000 in 2022[7] - The company's operating loss for the year ended December 31, 2023, was HKD 10,102,000, an improvement from HKD 12,509,000 in 2022[7] - The total comprehensive loss for the year ended December 31, 2023, was HKD 9,601,000, compared to HKD 14,990,000 in 2022[9] - The report indicates a consolidated loss before tax of HKD 10,153,000 for the year ended December 31, 2023[31] - The company reported a segment profit of HKD 4,238,000, with telecommunications services contributing HKD 2,452,000 and distribution business contributing HKD 1,786,000[31] - The company reported a pre-tax loss of HKD 12,574,000 for 2022, which improved to a loss of HKD 9,935,000 in 2023, representing a reduction of approximately 20.5%[45] Revenue Breakdown - Revenue from telecommunications services increased significantly to HKD 7,365,000 in 2023 from HKD 2,619,000 in 2022, representing a growth of 181%[24] - Distribution business revenue decreased to HKD 143,190,000 in 2023 from HKD 149,357,000 in 2022, a decline of 4.5%[24] - The company's external revenue from Hong Kong increased to HKD 97,266,000 in 2023, up 13.5% from HKD 85,678,000 in 2022[35] - Revenue from telecommunications services for the year ended December 31, 2023, was approximately HKD 7,318,000, an increase of about 90% compared to HKD 2,564,000 in the previous year[70] - The distribution business generated revenue of approximately HKD 89,948,000 for the year ended December 31, 2023, an increase of about 8.2% from HKD 83,114,000 in the previous year[71] Assets and Liabilities - The company's total assets less current liabilities as of December 31, 2023, amounted to HKD 32,030,000, down from HKD 41,716,000 in 2022[11] - The net asset value as of December 31, 2023, was HKD 31,374,000, compared to HKD 41,034,000 in 2022[11] - Trade receivables decreased to HKD 36,071,000 in 2023 from HKD 40,470,000 in 2022, representing a decline of approximately 10.5%[57] - The total inventory decreased to HKD 1,405,000 in 2023 from HKD 2,397,000 in 2022, reflecting a reduction of about 41.5%[56] - The cash and cash equivalents decreased to HKD 14,594,000 in 2023 from HKD 15,858,000 in 2022, a decline of approximately 8%[61] - As of December 31, 2023, the group's net current assets were approximately HKD 29,945,000, down from HKD 36,426,000 as of December 31, 2022[91] - The current ratio as of December 31, 2023, was 5.2, a decrease from 6.3 as of December 31, 2022[91] Dividends - The company did not recommend the payment of a final dividend for the year ended December 31, 2023[5] - The company did not declare a final dividend for the year ending December 31, 2023, consistent with the previous year[44] - The board of directors did not recommend the payment of a final dividend for the year ended December 31, 2023[98] Cost Management - The company incurred total employee costs of HKD 4,552,000 in 2023, up from HKD 4,480,000 in 2022, indicating a 1.6% increase[37] - Depreciation expenses for owned properties, plants, and equipment decreased from HKD 1,537,000 in 2022 to HKD 1,448,000 in 2023, a reduction of 5.8%[39] - Administrative and other operating expenses decreased by approximately 13.5% to HKD 14,729,000 from HKD 17,021,000 in the previous year[85] - The company continues to enhance cost control and extend credit terms for distributors to maintain operational efficiency[70] Corporate Governance - The company has complied with the GEM Listing Rules and the Corporate Governance Code applicable for the financial year ended December 31, 2023[123] - The Audit Committee has reviewed the audited results for the year ended December 31, 2023, and found them to be in accordance with applicable accounting standards[131] - The Audit Committee consists of three independent non-executive directors, ensuring oversight of financial reporting and internal controls[128] - The company has established a strong corporate culture emphasizing integrity and ethical conduct across all business activities[125] Shareholder Information - The major shareholder, New Everich, holds 56.49% of the company's shares, with Mr. Li Jiancheng owning a controlling interest[102] - As of December 31, 2023, the company has a total of 104,437,500 shares owned by New Everich, with Mr. Li Jiancheng and Ms. Guo Jinghua holding 54% and 46% respectively[107] - The company has confirmed that there are no other individuals with significant shareholdings that require disclosure under the Securities and Futures Ordinance as of December 31, 2023[108] Stock Option Plan - The stock option plan allows for a maximum of 18,487,500 shares to be issued, representing 10% of the company's issued shares as of December 31, 2023[115] - Each participant in the stock option plan can receive options up to 1% of the company's issued shares within any 12-month period[116] - The exercise price for options granted under the stock option plan will be determined by the board but cannot be lower than the highest of the closing price on the offer date or the average closing price over the preceding five trading days[118] - The company aims to incentivize eligible participants through the stock option plan to enhance performance and retain talent[113] - The stock option plan was adopted on May 11, 2016, to reward contributions to the group and provide opportunities for personal equity ownership[113] - The maximum number of shares that can be issued under the stock option plan and any other plans cannot exceed 30% of the total issued shares[115] - The stock option plan is valid for 10 years from May 11, 2016, with no stock options granted or canceled during the year, and no unexercised options as of December 31, 2023[120] - As of December 31, 2023, the number of stock options available for grant under the plan remains at 18,487,500[120] Market Strategy - The company is actively negotiating with service providers to further reduce unit costs of call time and mobile data, aiming to lower prepaid product prices and enhance competitiveness[70] - The company plans to expand its distribution of mobile phones and electronic products, which has become a major revenue source, despite challenges in the post-pandemic recovery phase[71] - The company is actively seeking distributors to expand into overseas markets, targeting lower-priced mobile data services for outbound travelers[70] - The group is optimistic about medium to long-term business development and is actively exploring new market channels[77] - The group aims to transition its business model towards "Mobility as a Service" (MaaS) to expand into higher-value information services[78] Risk Management - The company has conducted regular reviews of its risk management and internal control systems, confirming their effectiveness as of December 31, 2023[129] - The company has not adopted any new standards or interpretations that have a significant impact on the financial statements for the current or prior periods[20] - The accounting policy change regarding long service payments did not have a significant impact on the financial position as of January 1, 2022, or on the cash flows and loss per share for the year ended December 31, 2022[22]

Financial Performance - For the nine months ended September 30, 2023, the company's revenue was approximately HKD 106,861,000, a decrease of about 12.3% compared to the same period in 2022[4]. - The loss attributable to shareholders for the nine months ended September 30, 2023, was approximately HKD 7,795,000, a reduction of about 41.6% compared to the same period in 2022[4]. - For the three months ended September 30, 2023, the revenue was HKD 30,553,000, down from HKD 46,296,000 in the same period of 2022[5]. - The gross profit for the nine months ended September 30, 2023, was HKD 2,284,000, compared to HKD 1,059,000 for the same period in 2022[5]. - The company reported a basic and diluted loss per share of HKD 4.22 for the nine months ended September 30, 2023, compared to HKD 7.22 for the same period in 2022[5]. - The total comprehensive loss for the nine months ended September 30, 2023, was HKD 7,592,000, compared to HKD 15,937,000 for the same period in 2022[5]. - The company reported a net loss attributable to ordinary equity shareholders of HKD 7,795,000 for the nine months ended September 30, 2023, compared to a loss of HKD 13,356,000 for the same period in 2022, representing a 42.5% improvement[27]. - The group's revenue for the nine months ended September 30, 2023, decreased to approximately HKD 106,861,000, a decline of about 12.3% compared to HKD 121,788,000 in the same period last year[45]. - The group's gross profit for the nine months ended September 30, 2023, was approximately HKD 2,284,000, an increase of about 120% compared to HKD 1,059,000 in the same period last year, mainly due to improved gross margin from telecommunications services in Hong Kong[45]. - The group recorded a loss attributable to equity shareholders of approximately HKD 7,795,000, a decrease of about 41.6% from HKD 13,356,000 in the same period last year, primarily due to reduced trade receivables impairment losses and improved gross margin from telecommunications services[48]. Revenue Breakdown - Revenue from telecommunications services for the nine months ended September 30, 2023, was HKD 4,505,000, compared to HKD 1,090,000 in the same period of 2022[12]. - Revenue from distribution business for the nine months ended September 30, 2023, was HKD 102,356,000, down from HKD 120,698,000 in the same period of 2022[12]. - Revenue from telecommunications services for the nine months ended September 30, 2023, was approximately HKD 4,469,000, an increase of about 3.3 times compared to approximately HKD 1,046,000 in the same period last year[34]. - Distribution business in Hong Kong generated revenue of approximately HKD 62,457,000 for the nine months ended September 30, 2023, a 2.9% increase from approximately HKD 60,670,000 in the same period last year[36]. - Revenue from the distribution business in China was approximately HKD 7,597,000 for the nine months ended September 30, 2023, a decrease of about 6.3% from approximately HKD 8,107,000 in the same period last year[39]. - Revenue from mobile and data recharge distribution business in Singapore decreased by approximately 37.8% to about HKD 32,302,000 for the nine months ended September 30, 2023, compared to approximately HKD 51,921,000 in the same period last year[40]. Dividend and Shareholder Information - The company did not recommend any dividend payment for the nine months ended September 30, 2023[4]. - The company did not recommend any dividend for the nine months ended September 30, 2023, consistent with the previous year[24]. - The board did not recommend any dividend payment for the nine months ended September 30, 2023, consistent with the previous year[51]. - As of September 30, 2023, the company had a total of 104,437,500 shares owned by New Everich, with Mr. Li Jiancheng and Ms. Guo Jinghua holding 54% and 46% respectively[18]. - The weighted average number of ordinary shares outstanding remained constant at 184,875,000 shares for both the nine months ended September 30, 2023, and 2022[28]. Cost Management and Expenses - The company incurred a total employee cost of HKD 3,375,000 for the nine months ended September 30, 2023, slightly down from HKD 3,388,000 in the previous year[19]. - The total depreciation expense for property, plant, and equipment was HKD 1,128,000 for the nine months ended September 30, 2023, compared to HKD 1,165,000 for the same period in 2022[20]. - The group's administrative and other operating expenses were approximately HKD 10,148,000, a decrease of about 28.1% from HKD 14,119,000 in the previous year, mainly due to a significant reduction in trade receivables impairment losses[46]. - Financial costs for the nine months ended September 30, 2023, were approximately HKD 39,000, a decrease of about 7.1% from HKD 42,000 in the previous year, due to reduced interest on lease liabilities[48]. Corporate Governance and Compliance - The company has not adopted any new standards or interpretations that have not yet come into effect during the current accounting period[11]. - The audit committee, consisting of three independent non-executive directors, reviewed the unaudited results for the nine months ending September 30, 2023, and confirmed compliance with applicable accounting standards[73]. - The company maintains a high level of corporate governance and has complied with the GEM Listing Rules during the review period[64]. - The company has established a code of conduct for securities trading, which has been confirmed as adhered to by all directors[66]. Business Development and Strategy - The company is actively negotiating with service providers to further reduce the unit cost of call time and mobile data, aiming to lower the selling price of prepaid products and enhance competitiveness[36]. - The company plans to expand its distribution of mobile phones and electronic products in Hong Kong, which has become a major source of revenue[36]. - The company has decided to discontinue the collaboration agreement related to 5G infrastructure development due to challenges in product commercialization and the early stage of 5G development in Hong Kong[37]. - The company is optimistic about medium to long-term business development and is closely monitoring market developments while expanding market channels[42]. - The company aims to transform its business development model to create new synergies across different business segments, focusing on Mobility as a Service (MaaS)[43]. - The company will continue to implement strict cost control measures to improve its business and financial performance while exploring new revenue sources[42]. Miscellaneous - The company recorded a net foreign exchange loss of HKD 712,000 for the nine months ended September 30, 2023, compared to a loss of HKD 131,000 for the same period in 2022[18]. - Other income for the nine months ended September 30, 2023, was approximately HKD 52,000, a decrease of about 80.6% from HKD 268,000 in the previous year, primarily due to a reduction in miscellaneous income from the government's employment support scheme[46]. - The company confirmed that its wholly-owned subsidiary has obtained exclusive licensing rights for RF-SIM intellectual property in Hong Kong and Macau[71]. - The company is involved in the research, development, production, and sale of RF-SIM products, as well as the licensing of RF-SIM rights outside of Hong Kong and Macau[70]. - There are no other individuals, apart from the directors and key executives, who hold 10% or more of the company's shares that require disclosure under the Securities and Futures Ordinance[60]. - The company did not grant or cancel any stock options under the stock option plan during the nine months ending September 30, 2023, and there were no unexercised stock options as of that date[62]. - The number of stock options available for grant at the beginning and end of the review period remained at 18,487,500[63]. - The company has not purchased, sold, or redeemed any of its shares during the nine months ending September 30, 2023[67]. - There were no significant acquisitions, disposals, or major investments during the review period[52]. - The group has provided a performance guarantee of HKD 200,000 to the Communications Authority, with bank deposits pledged as collateral[49][50].

Financial Performance - For the six months ended June 30, 2023, the company's revenue was approximately HKD 76,308,000, an increase of about 1.1% compared to the same period in 2022[4]. - The loss attributable to shareholders for the six months ended June 30, 2023, was approximately HKD 5,521,000, a decrease of about 26.8% from the same period in 2022[4]. - Gross profit for the six months ended June 30, 2023, was HKD 1,336,000, compared to HKD 910,000 for the same period in 2022[5]. - Operating loss for the six months ended June 30, 2023, was HKD 5,621,000, improved from HKD 7,618,000 in the same period of 2022[5]. - The company reported a total comprehensive loss of HKD 5,740,000 for the six months ended June 30, 2023, compared to HKD 8,497,000 for the same period in 2022[7]. - The company reported a consolidated loss before tax of HKD 5,647,000 for the six months ended June 30, 2023, compared to a loss of HKD 7,648,000 for the same period in 2022, indicating an improvement of 26.1%[34]. - The company reported a net foreign exchange loss of HKD 44,000 for the six months ended June 30, 2023, compared to a loss of HKD 335,000 in 2022, showing a reduction of 86.9%[38]. - The group recorded a net other loss of approximately HKD 44,000, a decrease of about 86.9% from HKD 335,000 year-on-year, primarily due to reduced foreign exchange losses[88]. Revenue Breakdown - Revenue from telecommunications services for the six months ended June 30, 2023, was HKD 2,131,000, up from HKD 818,000 in 2022, reflecting a growth of approximately 160.5%[26]. - Revenue from distribution business for the six months ended June 30, 2023, was HKD 74,177,000, slightly down from HKD 74,674,000 in 2022, showing a decrease of about 0.7%[26]. - Revenue from Hong Kong for the six months ended June 30, 2023, was HKD 45,886,000, up from HKD 38,324,000 in 2022, reflecting a growth of 19.5%[37]. - The group's distribution business in Hong Kong generated revenue of approximately HKD 43,779,000 for the six months ended June 30, 2023, an increase of about 16.6% compared to HKD 37,536,000 in the same period last year[78]. - Guangzhou Zhitong Telecommunications Co., Ltd. (GZDT) reported distribution revenue of approximately HKD 5,514,000 for the six months ended June 30, 2023, a 1.5 times increase from HKD 2,250,000 year-on-year, driven by increased customer purchases of mobile phones and electronic products[79]. - South Data Communication Pte. Ltd. in Singapore experienced a revenue decline of approximately 28.7%, with revenue falling to about HKD 24,884,000 from HKD 34,889,000 in the same period last year[81]. Cash Flow and Assets - The company's cash and cash equivalents decreased to HKD 8,929,000 as of June 30, 2023, from HKD 15,858,000 as of December 31, 2022[9]. - The net cash used in operating activities for the six months ended June 30, 2023, was HKD 5,999,000, a decrease from HKD 12,635,000 in the same period of 2022, indicating an improvement of approximately 52.5%[14]. - The company's total assets less current liabilities as of June 30, 2023, were HKD 35,862,000, down from HKD 41,716,000 as of December 31, 2022[10]. - The net assets as of June 30, 2023, were HKD 35,294,000, a decrease from HKD 41,034,000 as of December 31, 2022[10]. - The total inventory as of June 30, 2023, was HKD 2,254,000, a decrease from HKD 2,397,000 as of December 31, 2022[53]. - Trade receivables increased to HKD 41,391,000 as of June 30, 2023, from HKD 40,470,000 as of December 31, 2022, with a provision for impairment of HKD 19,155,000[53]. - The company's current assets net amount was approximately HKD 31,068,000 as of June 30, 2023, compared to approximately HKD 36,426,000 as of December 31, 2022[92]. - The current ratio as of June 30, 2023, was 4.8 times, down from 6.3 times as of December 31, 2022[92]. Cost Management and Expenses - Administrative and other operating expenses decreased by approximately 17.3% to about HKD 6,954,000 for the six months ended June 30, 2023, down from HKD 8,406,000 in the same period last year[88]. - The company's employee costs for the six months ended June 30, 2023, were HKD 2,192,000, slightly down from HKD 2,263,000 in the same period of 2022, a decrease of 3.1%[39]. - The group's financial costs for the six months ended June 30, 2023, were approximately HKD 26,000, a decrease of about 13.3% compared to approximately HKD 30,000 in the same period last year[90]. Corporate Governance and Compliance - The audit committee confirmed the effectiveness of the risk management and internal control systems as of June 30, 2023[120]. - The company has complied with the corporate governance code as per GEM listing rules during the review period[113]. - The company is committed to maintaining high levels of corporate governance to protect shareholder interests[113]. - The company has established a non-competition agreement with key stakeholders to mitigate potential competition in the RF-SIM business[119]. Strategic Initiatives and Market Expansion - The company is actively negotiating with service providers to further reduce the unit cost of call time and mobile data, aiming to lower the selling price of prepaid products and enhance competitiveness[76]. - The company is exploring overseas markets to allow outbound travelers to enjoy mobile data services at lower prices, which is expected to expand the user base and increase total usage of call time and mobile data[76]. - The company continues to strengthen cost control and extend credit terms for distributors while remaining vigilant and responsive to various special circumstances[76]. - The group aims to expand its telecommunications business into other Asia-Pacific regions while enhancing its product and service offerings to improve market competitiveness[82]. - The group is actively exploring opportunities in the 5G infrastructure sector and continues to conduct internal research for various application scenarios despite slower-than-expected progress[84]. - The group is implementing strict cost control measures to improve its business and financial performance while seeking new revenue sources[84].