GEM 的定位，乃為中小型公司提供一個上市的市場，此等公司相比起其他在聯 交所上市的公司帶有較高投資風險。有意投資的人士應了解投資於該等公司的 潛在風險，並應經過審慎周詳的考慮後方作出投資決定。 由於GEM 上市公司普遍為中小型公司，在GEM 買賣的證券可能會較於主板買賣 之證券承受較大的市場波動風險，同時無法保證在GEM 買賣的證券會有高流通 量的市場。 香港交易及結算所有限公司及香港聯合交易所有限公司對本報告之內容概不負 責，對其準確性或完整性亦不發表任何聲明，並明確表示概不就因本報告全部或 任何部分內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 本報告的資料乃遵照GEM 證券上市規則（「GEM 上市規則」）而刊載，旨在提供有 關艾碩控股有限公司（「本公司」）的資料。本公司董事（「董事」）願就本報告共同 及個別地承擔全部責任，並在作出一切合理查詢後確認，就彼等所深知及確信， 本報告所載資料在各重要方面均屬準確完備，並無誤導或欺詐成分，亦無遺漏其 他事項，足以令致本報告所載任何陳述產生誤導。 1 艾碩控股有限公司 財務摘要 AESO HOLDING LIMITED 中期報告 2020 香港聯合交易 ...

香港交易及結算所有限公司以及香港聯合交易所有限公司對本報告之內容概不 負責，對其準確性或完整性亦不發表任何聲明，並明確表示概不就因本報告全部 或任何部分內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 AESO HOLDING LIMITED 第一季度報告 2020 香港聯合交易所有限公司（「聯交所」）GEM 之特色 GEM 的定位，乃為中小型公司提供一個上市的市場，此等公司相比起其他在聯 交所上市的公司帶有較高投資風險。有意投資的人士應了解投資於該等公司的 潛在風險，並應經過審慎周詳的考慮後方作出投資決定。 由於GEM 上市公司普遍為中小型公司，在GEM 買賣的證券可能會較於主板買賣 之證券承受較大的市場波動風險，同時無法保證在GEM 買賣的證券會有高流通 量的市場。 本報告的資料乃遵照GEM 證券上市規則（「GEM 上市規則」）而刊載，旨在提供有 關艾碩控股有限公司（「本公司」）的資料。本公司董事（「董事」）願就本報告共同 及個別地承擔全部責任，並在作出一切合理查詢後確認，就彼等所深知及確信， 本報告所載資料在各重要方面均屬準確完備，並無誤導或欺詐成分，亦無遺漏其 他事項，足以令致本報告所載任何陳 ...

[Company Information](index=4&type=section&id=Company%20Information) This section provides essential corporate details including board composition, committee structures, registered office, principal business location, auditors, share registrars, and main bankers [Chairman's Statement and Management Discussion and Analysis](index=5&type=section&id=Chairman's%20Statement%20and%20Management%20Discussion%20and%20Analysis) This section presents the Chairman's overview and management's detailed analysis of the Group's business performance, financial results, future outlook, liquidity, and use of capital during the reporting period [Business Review](index=5&type=section&id=Business%20Review) The Group primarily engages in fitting-out and renovation projects for new and existing commercial buildings in Hong Kong, achieving **HK$199.9 million** in total revenue and securing 21 new projects worth **HK$184.4 million** during the reporting period - The Group's core business involves fitting-out and renovation projects in Hong Kong, serving new commercial and residential developments[15](index=15&type=chunk) - Total revenue for the reporting period was approximately **HK$199.9 million**, with approximately **HK$113.5 million** (about **56.8%**) from new clients, indicating enhanced market development capabilities[15](index=15&type=chunk) - During the reporting period, the company submitted tenders worth approximately **HK$1.901 billion** and successfully secured 21 projects with a total contract value of approximately **HK$184.4 million**, showing significant year-on-year growth[16](index=16&type=chunk) [Financial Review](index=5&type=section&id=Financial%20Review) The Group's total revenue significantly increased by **124.9%** year-on-year to **HK$199.9 million**, driven by new project revenue recognition, while administrative expenses rose by **57.9%** due to resumption-related professional fees and share-based payments, leading to an expanded loss attributable to owners of the company of **HK$27.4 million** 2020 Fiscal Year Key Financial Indicators | Indicator | 2020 Fiscal Year (HK$ Million) | 2019 Fiscal Year (HK$ Million) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Total Revenue | 199.9 | 88.9 | +124.9% | | - Fitting-out Project Revenue | 156.9 | 52.9 | +196.6% | | - Renovation Project Revenue | 43.0 | 36.0 | +19.5% | | Gross Profit | 14.5 | 7.5 | +93.3% | | Administrative Expenses | 28.1 | 17.8 | +57.9% | | Loss Attributable to Owners of the Company | (27.4) | (12.4) | +121.0% | - The increase in administrative expenses was primarily due to higher professional fees incurred for the resumption of trading on July 31, 2019, and approximately **HK$4.2 million** in share-based payment expenses during the reporting period[23](index=23&type=chunk) [Prospects and Outlook](index=6&type=section&id=Prospects%20and%20Outlook) The Group maintains a positive outlook for future business development, considering capital raising activities like rights issues or share placements to expand operations, while focusing on renovation and fitting-out projects in Hong Kong's entertainment and private club sectors, and closely monitoring economic uncertainties from social events and the COVID-19 pandemic - The Group is actively considering capital raising activities (including rights issues, open offers, and share placements) to raise new capital for business expansion[25](index=25&type=chunk)[30](index=30&type=chunk) - Business will continue to focus on the Hong Kong market, particularly renovation projects in the entertainment industry (cinemas, museums) and leisure facilities (private clubs), and actively bidding for new fitting-out projects from mainland property developers in Hong Kong[28](index=28&type=chunk) - Management acknowledges recent social events in Hong Kong and the COVID-19 pandemic as major uncertainties for future economic development, and is monitoring their potential impact on the supply chain[28](index=28&type=chunk) [Liquidity and Financial Resources](index=7&type=section&id=Liquidity%20and%20Financial%20Resources) As of March 31, 2020, the Group faced financial pressure with a net current liability of approximately **HK$24.6 million** and a net liability of approximately **HK$21.1 million**, addressed by financial support commitments from a major shareholder, active consideration of capital raising, cost reduction, and securing new profitable contracts, alongside available unutilized bank facilities Financial Position Summary (As of March 31, 2020) | Indicator | Amount (HK$ Million) | | :--- | :--- | | Net Current Liabilities | 24.6 | | Net Liabilities | 21.1 | | Bank Balances and Cash | 34.8 | | Pledged Bank Deposits | 1.8 | - To ensure continued operation, the company has adopted several measures, including: obtaining financial support commitments from a major shareholder, actively considering raising new capital, implementing cost control measures, and utilizing existing bank financing[29](index=29&type=chunk)[30](index=30&type=chunk)[31](index=31&type=chunk)[33](index=33&type=chunk) [Use of Proceeds from Placing](index=9&type=section&id=Use%20of%20Proceeds%20from%20Placing) The company listed in January 2017, with net proceeds from placing of approximately **HK$40.6 million**, of which **HK$35.7 million** was utilized by March 31, 2020, primarily for developing contracting business, expanding and renovating offices, purchasing vehicles, strengthening internal teams, and general working capital, with only **HK$0.8 million** used for property acquisition out of the planned **HK$5.7 million** Summary of Use of Proceeds from Placing (As of March 31, 2020) | Purpose | Adjusted Net Proceeds (HK$ Million) | Actual Use (HK$ Million) | | :--- | :--- | :--- | | Further Development of Contracting Business | 22.8 | 22.8 | | Acquisition of Hong Kong Property | 5.7 | 0.8 | | Expansion of Hong Kong Office | 1.7 | 1.7 | | Renovation of Hong Kong Office | 1.9 | 1.9 | | Purchase of Motor Vehicles | 1.2 | 1.2 | | Further Strengthening of Internal Team | 3.2 | 3.2 | | General Working Capital | 4.1 | 4.1 | | **Total** | **40.6** | **35.7** | [Biographical Details of Directors and Senior Management](index=11&type=section&id=Biographical%20Details%20of%20Directors%20and%20Senior%20Management) This section provides comprehensive biographical information for the company's executive and independent non-executive directors, as well as key senior management personnel and the company secretary [Profile of Directors and Senior Management](index=11&type=section&id=Profile%20of%20Directors%20and%20Senior%20Management) This section details the personal biographies, professional qualifications, and industry experience of the company's executive directors, independent non-executive directors, senior management, and company secretary, highlighting the core management team's extensive experience in construction, surveying, accounting, and business development - The executive director team is led by founder Mr. Chan Siu Chung, who has nearly **24 years** of experience in the construction and fitting-out sectors[50](index=50&type=chunk) - The independent non-executive director team members possess diverse backgrounds in accounting, multinational corporate management, and IT consulting[54](index=54&type=chunk) - Senior management includes Mr. Chiu Fu Keung, Financial Controller, and Ms. Cheng Nga Lai, Senior Sales Manager, both with over **20 years** of senior experience in their respective fields[55](index=55&type=chunk)[56](index=56&type=chunk) [Corporate Governance Report](index=13&type=section&id=Corporate%20Governance%20Report) This report details the company's adherence to corporate governance principles, outlining its practices, board and committee structures, and risk management and internal control frameworks [Corporate Governance Practices](index=13&type=section&id=Corporate%20Governance%20Practices) The company is committed to maintaining high standards of corporate governance, complying with the GEM Listing Rules' Corporate Governance Code during the reporting period, with disclosed deviations primarily concerning the non-separation of Chairman and CEO roles and flexible board meeting notice periods to ensure timely and effective decision-making - The company complied with most provisions of the Corporate Governance Code during the reporting period, but with some deviations[60](index=60&type=chunk) - Deviation from Code Provision A.2.1: Chairman Mr. Chan Siu Chung also performs the functions of Chief Executive Officer, and the company has not separately established a Chief Executive Officer position[60](index=60&type=chunk) - Deviations from Code Provisions A.1.3 and A.7.1: Board meeting notice periods adopted a more flexible approach than prescribed to ensure timely and effective management decisions[61](index=61&type=chunk) [Board and Committees](index=14&type=section&id=Board%20and%20Committees) The Board of Directors comprises three executive and three independent non-executive directors, ensuring a balanced structure, with remuneration, nomination, and audit and risk management committees established, where independent non-executive directors play key roles to ensure independence and effective oversight, and all committees held meetings and fulfilled their responsibilities during the reporting period - The Board of Directors consists of six directors, including three executive directors and three independent non-executive directors, meeting independence requirements[63](index=63&type=chunk) Committee Meeting Attendance | Committee | Number of Meetings (During Reporting Period) | Member Attendance | | :--- | :--- | :--- | | Remuneration Committee | 1 | All members attended | | Nomination Committee | 1 | All members attended | | Audit and Risk Management Committee | 4 | All members attended | - The Audit and Risk Management Committee comprises three independent non-executive directors, responsible for reviewing financial statements, internal controls, and risk management systems[91](index=91&type=chunk) [Risk Management and Internal Control](index=23&type=section&id=Risk%20Management%20and%20Internal%20Control) The Board is ultimately responsible for the Group's risk management and internal control systems, having established an enterprise risk management framework and appointed external professional institutions to assist in identifying, assessing, and independently reviewing the effectiveness of internal control systems, identifying three main risk categories—strategic, operational, and compliance—and establishing corresponding control mechanisms - The company has appointed an external professional firm, Evergreen Corporate Services Limited, to assist with risk identification, assessment, and independent review of internal controls[116](index=116&type=chunk) Identified Key Risks | Risk Category | Key Risk Description | | :--- | :--- | | Strategic Risk | Increased competition in Hong Kong's fitting-out and renovation industry, with low entry barriers for new entrants, potentially leading to reduced profit margins | | Operational Risk | Reliance on subcontractors, posing risks related to project quality and worker safety, which may affect the Group's operations and financial position | | Compliance Risk | Need to ensure subcontractors comply with various engineering, safety, and environmental regulations; non-compliance may result in fines or remedial measures | - The company currently does not have an internal audit function, instead appointing external independent professionals to perform this role, which the Board considers more cost-effective, and will review its necessity annually[121](index=121&type=chunk) [Environmental, Social and Governance Report](index=25&type=section&id=Environmental%2C%20Social%20and%20Governance%20Report) This report outlines the company's commitment and performance across environmental, social, and governance aspects, detailing its policies and initiatives for sustainable operations [Environmental Aspect](index=28&type=section&id=Environmental%20Aspect) The company values the environmental impact of its business activities and has established an environmental policy, reporting total greenhouse gas emissions of **89.0 tonnes of CO2e**, a **12%** year-on-year increase, and total energy consumption of **196.5 MWh**, a **54%** year-on-year increase, primarily due to increased private car fuel consumption and office working hours, while implementing measures like dust control, waste segregation, and energy/water conservation to reduce its environmental footprint Key Environmental Performance Indicators (FY2020) | Indicator | 2020 Fiscal Year | 2019 Fiscal Year | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Total Greenhouse Gas Emissions (tonnes CO2e) | 89.0 | 79.6 | +12% | | Total Energy Consumption (MWh) | 196.5 | 127.3 | +54% | | Total Water Consumption (cubic meters) | 44.0 | - | - | | Non-Hazardous Waste Generated (tonnes) | 0.5 | - | - | - The primary source of greenhouse gas emissions was electricity consumption (Scope 2), accounting for **66.3%** of total emissions[145](index=145&type=chunk) - During the reporting period, the company complied with all relevant environmental laws and regulations, with no significant violations[159](index=159&type=chunk) [Social Aspect](index=31&type=section&id=Social%20Aspect) The company is committed to fostering a harmonious work environment for employees with comprehensive human resources policies, ensuring employee safety through regular health and safety meetings, training, and inspections, managing supply chains by annually evaluating suppliers for service quality, implementing strict anti-corruption policies, and engaging in community investment during the reporting period - As of March 31, 2020, the Group had **32 employees**, with no work-related fatalities or injuries reported during the period[43](index=43&type=chunk)[187](index=187&type=chunk) - The company has established a supplier evaluation system, annually assessing the service quality and safety performance of all suppliers/subcontractors[179](index=179&type=chunk) - The company has formulated a strict anti-corruption policy, prohibiting any form of bribery, extortion, fraud, and money laundering, with no related violations or legal cases during the reporting period[180](index=180&type=chunk) - During the reporting period, the company participated in community investment activities, contributing **HK$30,000**[184](index=184&type=chunk)[189](index=189&type=chunk) [Directors' Report](index=44&type=section&id=Directors%27%20Report) This report provides an overview of the company's business and financial performance, key operational aspects, and compliance with statutory and regulatory requirements for the reporting period [Business and Financial Overview](index=44&type=section&id=Business%20and%20Financial%20Overview) This report outlines the company's primary business as fitting-out and renovation projects in Hong Kong, with the Board recommending no dividend distribution for the reporting period, emphasizing the importance of maintaining good relationships with employees, suppliers, and customers, and adhering to relevant environmental regulations - The company's principal business is providing interior fitting-out and renovation engineering services in Hong Kong[207](index=207&type=chunk) - The Board recommends no dividend be paid for the year ended March 31, 2020[209](index=209&type=chunk) [Major Customers and Suppliers](index=48&type=section&id=Major%20Customers%20and%20Suppliers) The Group exhibits high customer and supplier concentration, with the top five customers accounting for **87.7%** of total turnover and the largest customer for **35.0%**, while the top five suppliers accounted for **54.2%** of total purchases and the largest supplier for **27.9%** during the reporting period - High customer concentration: The top five customers accounted for **87.7%** of total turnover, with the largest customer accounting for **35.0%**[232](index=232&type=chunk) - Relatively high supplier concentration: The top five suppliers accounted for **54.2%** of total purchases, with the largest supplier accounting for **27.9%**[232](index=232&type=chunk) [Share Option Scheme](index=48&type=section&id=Share%20Option%20Scheme) The company adopted a share option scheme on September 30, 2019, and granted **20,000,000** share options on November 15, 2019, at an exercise price of **HK$0.445** per share to executive directors and other employees during the reporting period Details of Share Options Granted (As of March 31, 2020) | Grantee | Grant Date | Number of Outstanding Share Options | Exercise Price Per Share (HK$) | | :--- | :--- | :--- | :--- | | Executive Director (Chan Siu Chung) | 2019/11/15 | 2,000,000 | 0.445 | | Executive Director (Cheung Hiu Tung) | 2019/11/15 | 2,000,000 | 0.445 | | Executive Director (Cheung Hoi Wai) | 2019/11/15 | 2,000,000 | 0.445 | | Other Employees | 2019/11/15 | 14,000,000 | 0.445 | | **Total** | | **20,000,000** | | [Independent Auditor's Report](index=51&type=section&id=Independent%20Auditor%27s%20Report) This report presents the independent auditor's opinion on the consolidated financial statements, highlighting key audit matters and material uncertainties related to the company's going concern assumption [Auditor's Opinion and Material Uncertainty Related to Going Concern](index=51&type=section&id=Auditor's%20Opinion%20and%20Material%20Uncertainty%20Related%20to%20Going%20Concern) Auditor Crowe (HK) CPA Limited issued an unmodified opinion on the consolidated financial statements, but highlighted a 'material uncertainty related to going concern' due to the Group's annual loss, net current liabilities, and net liabilities, which may cast significant doubt on its ability to continue as a going concern, noting this does not modify the opinion - The auditor issued a true and fair unmodified opinion on the financial statements[247](index=247&type=chunk) - The report highlighted a 'material uncertainty related to going concern,' primarily due to the Group recording a loss of approximately **HK$27.422 million** and having net current liabilities of approximately **HK$24.592 million** and net liabilities of **HK$21.135 million** at the end of the reporting period[249](index=249&type=chunk) [Key Audit Matters](index=52&type=section&id=Key%20Audit%20Matters) The auditor identified two key audit matters: the assessment of expected credit losses for trade receivables and contract assets, involving significant management judgment and estimation, and the revenue recognition and accounting treatment for construction contracts, which relies on estimates of completion progress and total costs, posing uncertainties - Key Audit Matter One: Assessment of expected credit losses for trade receivables and contract assets. The auditor, by evaluating credit risk controls, sampling and verifying aging and subsequent settlements, and inquiring about overdue amounts, concluded that management's judgments and estimates were supported by objective evidence[252](index=252&type=chunk)[253](index=253&type=chunk) - Key Audit Matter Two: Revenue recognition and accounting treatment for construction contracts. The auditor, by evaluating revenue recognition practices, sampling project contracts, reconciling costs, and recalculating completion progress, concluded that management's estimates for construction contract revenue were reasonable[256](index=256&type=chunk)[257](index=257&type=chunk)[259](index=259&type=chunk) [Consolidated Financial Statements](index=57&type=section&id=Consolidated%20Financial%20Statements) This section presents the Group's complete consolidated financial statements, including the statement of profit or loss, statement of financial position, and statement of cash flows, providing a comprehensive view of its financial performance and position [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=57&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the year ended March 31, 2020, the Group's revenue was **HK$199.9 million**, a **124.9%** increase from **HK$88.91 million** last year, but due to increased cost of services, administrative expenses, and expected credit loss provisions, the loss for the year expanded to **HK$27.42 million** from **HK$12.44 million** in the prior year, with basic loss per share of **HK$0.1371** Consolidated Statement of Profit or Loss Summary | Item (HK$ Thousand) | 2020 | 2019 | | :--- | :--- | :--- | | Revenue | 199,939 | 88,913 | | Gross Profit | 14,549 | 7,499 | | Loss Before Tax | (27,422) | (12,496) | | Loss for the Year and Total Comprehensive Loss | (27,422) | (12,439) | | Basic and Diluted Loss Per Share (HK Cents) | (13.71) | (6.22) | [Consolidated Statement of Financial Position](index=58&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of March 31, 2020, the Group's total assets were **HK$119.6 million** and total liabilities were **HK$140.8 million**, resulting in a total equity of negative **HK$21.14 million** (net liabilities), compared to net assets of **HK$2.11 million** in the prior year, with current assets of **HK$113.2 million** unable to cover current liabilities of **HK$137.8 million**, showing a net current liability of **HK$24.59 million** Consolidated Statement of Financial Position Summary | Item (HK$ Thousand) | March 31, 2020 | March 31, 2019 | | :--- | :--- | :--- | | **Assets** | | | | Non-Current Assets | 6,458 | 1,370 | | Current Assets | 113,187 | 73,892 | | **Total Assets** | **119,645** | **75,262** | | **Liabilities and Equity** | | | | Current Liabilities | 137,779 | 73,056 | | Non-Current Liabilities | 3,001 | 101 | | **Total Liabilities** | **140,780** | **73,157** | | **(Net Liabilities) / Net Assets** | **(21,135)** | **2,105** | | **Total Equity** | **(21,135)** | **2,105** | [Consolidated Statement of Cash Flows](index=61&type=section&id=Consolidated%20Statement%20of%20Cash%20Flows) During the reporting period, net cash generated from operating activities was **HK$0.608 million**, a significant decrease from **HK$8.356 million** last year, while net cash from investing activities was **HK$17.085 million**, primarily from withdrawal of pledged bank deposits, and net cash from financing activities was **HK$7.82 million**, with cash and cash equivalents at year-end significantly increasing to **HK$34.782 million** from **HK$9.269 million** at the beginning of the year Consolidated Statement of Cash Flows Summary | Item (HK$ Thousand) | 2020 | 2019 | | :--- | :--- | :--- | | Net Cash From Operating Activities | 608 | 8,356 | | Net Cash From Investing Activities | 17,085 | 5,066 | | Net Cash From / (Used In) Financing Activities | 7,820 | (4,103) | | Net Increase in Cash and Cash Equivalents | 25,513 | 9,319 | | Cash and Cash Equivalents at Year-End | 34,782 | 9,269 | [Notes to the Financial Statements](index=64&type=section&id=Notes%20to%20the%20Financial%20Statements) This section provides detailed explanations and breakdowns of the figures presented in the consolidated financial statements, outlining significant accounting policies, estimates, and specific financial disclosures [Selected Notes](index=64&type=section&id=Selected%20Notes) The notes to the financial statements detail accounting policies, significant accounting estimates and judgments, and provide breakdowns and explanations for various financial statement items, including explanations on the going concern assumption, application of new accounting standards (especially HKFRS 16 Leases), revenue recognition methods, financial instrument risk management, impairment assessment of trade receivables and contract assets, and related party transactions - Note 3 (Going Concern Basis): Details management's measures to address going concern uncertainties, including obtaining financial support from a major shareholder, considering capital raising, controlling costs, and securing new contracts[308](index=308&type=chunk)[309](index=309&type=chunk)[310](index=310&type=chunk)[311](index=311&type=chunk) - Note 4 (Significant Accounting Estimates and Judgments): Identifies revenue recognition for construction contracts and expected credit loss provisions for trade receivables as areas involving significant management estimates and judgments[407](index=407&type=chunk)[408](index=408&type=chunk) - Note 6 (Financial Instruments): Trade receivables exhibit high credit risk concentration, with the top five customers accounting for **92%** of total trade receivables; the company has made expected credit loss provisions based on aging and customer circumstances[425](index=425&type=chunk)[429](index=429&type=chunk) - Note 7 (Revenue and Segment Information): Revenue primarily derived from fitting-out projects (**HK$156.9 million**) and renovation projects (**HK$43.03 million**), with all revenue and non-current assets located in Hong Kong[445](index=445&type=chunk)[448](index=448&type=chunk)[451](index=451&type=chunk) [Financial Summary](index=125&type=section&id=Financial%20Summary) This section offers a concise overview of the Group's financial performance and position over the past five fiscal years, highlighting key trends and financial health indicators [Five-Year Financial Data Summary](index=125&type=section&id=Five-Year%20Financial%20Data%20Summary) This section provides a summary of the Group's key financial data for the past five fiscal years, showing a significant rebound in revenue in FY2020 but continuous pre-tax losses since FY2017, with net assets turning into net liabilities in FY2020, reflecting the company's financial challenges Five-Year Financial Summary (Years Ended March 31) | Item (HK$ Thousand) | 2020 | 2019 | 2018 | 2017 | 2016 | | :--- | :--- | :--- | :--- | :--- | :--- | | Revenue | 199,939 | 88,913 | 96,306 | 114,685 | 180,391 | | Profit / (Loss) Before Tax | (27,422) | (12,496) | (35,300) | (25,794) | 17,003 | | Profit / (Loss) for the Year | (27,422) | (12,439) | (35,245) | (26,739) | 13,722 | | (Net Liabilities) / Net Assets | (21,135) | 2,105 | 17,196 | 52,441 | 23,419 |

由於GEM 上市公司普遍為中小型公司，在GEM 買賣的證券可能會較於主板買賣之證券承 受較大的市場波動風險，同時無法保證在GEM 買賣的證券會有高流通量的市場。 香港交易及結算所有限公司以及香港聯合交易所有限公司對本報告之內容概不負責，對其 準確性或完整性亦不發表任何聲明，並明確表示概不就因本報告全部或任何部分內容而產 生或因倚賴該等內容而引致之任何損失承擔任何責任。 AESO HOLDING LIMITED 第三季度報告 2019 香港聯合交易所有限公司（「聯交所」）GEM 之特色 GEM 的定位，乃為中小型公司提供一個上市的市場，此等公司相比起其他在聯交所上市的 公司帶有較高投資風險。有意投資的人士應了解投資於該等公司的潛在風險，並應經過審 慎周詳的考慮後方作出投資決定。 本報告的資料乃遵照GEM 證券上市規則（「GEM 上市規則」）而刊載，旨在提供有關艾碩控 股有限公司（「本公司」）的資料。本公司董事（「董事」）願就本報告共同及個別地承擔全部 責任，並在作出一切合理查詢後確認，就彼等所深知及確信，本報告所載資料在各重要方 面均屬準確完備，並無誤導或欺詐成分，亦無遺漏其他事項，足以令致本報告所載任何陳 述 ...

[Financial Highlights](index=3&type=section&id=Financial%20Highlights) [Performance Overview](index=3&type=section&id=Performance%20Overview) For the six months ended September 30, 2019, the Group's revenue grew by 90.7% to HKD 103 million, while loss attributable to owners slightly increased to HKD 5.5 million, with no interim dividend recommended 2019 Interim Results Summary | Metric | For the six months ended Sep 30, 2019 | For the six months ended Sep 30, 2018 | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Revenue (HKD Million) | 103.0 | 54.0 | +90.7% | | Loss Attributable to Owners (HKD Million) | 5.5 | 5.3 | +3.8% | | Loss Per Share (HKD Cents) | 2.76 | 2.63 | +4.9% | | Proposed Dividend | Not Distributed | N/A | - | [Unaudited Condensed Consolidated Financial Statements](index=4&type=section&id=Unaudited%20Condensed%20Consolidated%20Financial%20Statements) [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=4&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the six months ended September 30, 2019, revenue grew 90.7% to HKD 103 million and gross profit by 81.9%, but increased administrative expenses led to a period loss of HKD 5.514 million, similar to prior year Consolidated Statement of Profit or Loss Summary (For the six months ended September 30) | Item | 2019 (HKD Thousand) | 2018 (HKD Thousand) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Revenue | 102,973 | 53,975 | +90.7% | | Gross Profit | 9,214 | 5,066 | +81.9% | | Administrative Expenses | (12,710) | (8,359) | +52.1% | | Loss Before Tax | (5,514) | (5,263) | +4.8% | | Loss for the Period | (5,514) | (5,263) | +4.8% | | Basic Loss Per Share (HKD Cents) | (2.76) | (2.63) | +4.9% | [Consolidated Statement of Financial Position](index=5&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of September 30, 2019, the Group shifted from net current assets to net current liabilities of HKD 5.848 million, with total equity turning into net liabilities of HKD 3.409 million due to increased receivables and contract liabilities Consolidated Statement of Financial Position Summary | Item | As at Sep 30, 2019 (HKD Thousand) | As at Mar 31, 2019 (HKD Thousand) | | :--- | :--- | :--- | | **Assets** | | | | Non-current Assets | 7,839 | 1,370 | | Current Assets | 87,776 | 73,892 | | **Liabilities and Equity** | | | | Current Liabilities | 93,624 | 73,056 | | Non-current Liabilities | 5,400 | 101 | | **Net Position** | | | | Net Current (Liabilities)/Assets | (5,848) | 836 | | Net (Liabilities)/Assets | (3,409) | 2,105 | | Total Equity | (3,409) | 2,105 | [Consolidated Statement of Changes in Equity](index=7&type=section&id=Consolidated%20Statement%20of%20Changes%20in%20Equity) For the six months ended September 30, 2019, the Group's total equity decreased from HKD 2.105 million to negative HKD 3.409 million due to a HKD 5.514 million loss for the period - Loss for the period and total comprehensive expenses amounted to **HKD 5.514 million**, leading to a decrease in total equity from **HKD 2.105 million** to **negative HKD 3.409 million**[11](index=11&type=chunk) [Consolidated Statement of Cash Flows](index=8&type=section&id=Consolidated%20Statement%20of%20Cash%20Flows) For the six months ended September 30, 2019, cash from operating activities shifted from a HKD 10.108 million net inflow to a HKD 7.772 million net outflow, with period-end cash decreasing to HKD 7.658 million Consolidated Statement of Cash Flows Summary (For the six months ended September 30) | Item | 2019 (HKD Thousand) | 2018 (HKD Thousand) | | :--- | :--- | :--- | | Net Cash (Used in)/Generated from Operating Activities | (7,772) | 10,108 | | Net Cash Generated from Investing Activities | 774 | 5,066 | | Net Cash Generated from/(Used in) Financing Activities | 5,387 | (2,057) | | Net (Decrease)/Increase in Cash and Cash Equivalents | (1,611) | 13,117 | | Cash and Cash Equivalents at End of Period | 7,658 | 13,067 | [Notes to the Condensed Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) [Company Information and Basis of Preparation](index=9&type=section&id=Company%20Information%20and%20Basis%20of%20Preparation) The Company, an investment holding firm providing housing improvement services in Hong Kong, prepares financial statements on a going concern basis despite losses and net current liabilities, supported by liquidity improvement measures and the adoption of HKFRS 16 - The Company is an investment holding company, with its subsidiaries primarily engaged in interior fitting-out, renovation, and alteration and addition works in Hong Kong[15](index=15&type=chunk) - Despite recording a net loss and net current liabilities, the directors deem it appropriate to prepare financial statements on a going concern basis, supported by **bank financing**, **potential fundraising activities**, and **cost control plans**[19](index=19&type=chunk)[20](index=20&type=chunk)[21](index=21&type=chunk) - The Group adopted **Hong Kong Financial Reporting Standard 16 "Leases"** effective April 1, 2019, recognizing right-of-use assets and corresponding lease liabilities, without restating comparative information[24](index=24&type=chunk)[26](index=26&type=chunk) [Revenue and Segment Information](index=12&type=section&id=Revenue%20and%20Segment%20Information) All Group revenue originates from Hong Kong, primarily from renovation projects which surged, while fitting-out projects declined; customer concentration is high, with Client 2 contributing approximately 65% of total revenue Segment Revenue (For the six months ended September 30, 2019) | Segment | 2019 (HKD Thousand) | 2018 (HKD Thousand) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Fitting-out Projects | 25,612 | 37,184 | -31.1% | | Renovation Projects | 77,361 | 16,791 | +360.7% | | **Total** | **102,973** | **53,975** | **+90.7%** | - All of the Group's revenue is derived from **Hong Kong operations**, and all non-current assets are located in Hong Kong[31](index=31&type=chunk)[35](index=35&type=chunk) - During the period, reliance on major clients was high, with revenue from **Client 2** accounting for **over 60% of total revenue**[36](index=36&type=chunk) [Management Discussion and Analysis](index=21&type=section&id=Management%20Discussion%20and%20Analysis) [Business and Financial Review](index=21&type=section&id=Business%20and%20Financial%20Review) During the period, revenue grew 90.7% to HKD 103 million, driven by renovation projects, but increased administrative expenses from shareholder disputes offset gross profit growth, keeping loss attributable to owners at HKD 5.5 million - During the period, the Group was awarded **9 projects** with a total contract value of approximately **HKD 143.8 million**, and successfully acquired new clients including renowned developers[51](index=51&type=chunk) - Revenue growth was primarily driven by renovation projects, with their income increasing by **360.7%** year-on-year, while fitting-out project income decreased by **31.2%**[52](index=52&type=chunk)[54](index=54&type=chunk) - Administrative expenses increased by **51.2%** year-on-year, primarily due to increased professional fees incurred from shareholder disputes[57](index=57&type=chunk) - Due to increased administrative expenses offsetting gross profit growth, loss attributable to owners of the Company remained largely flat compared to the prior year, at approximately **HKD 5.5 million**[59](index=59&type=chunk) [Prospects and Outlook](index=23&type=section&id=Prospects%20and%20Outlook) The Group will continue focusing on Hong Kong renovation and fitting-out projects, especially in entertainment and leisure, and seek mainland collaborations, while monitoring economic uncertainties from recent social protests - The Group's competitive advantages include **stable relationships with key clients and suppliers**, **integrated project execution capabilities**, and an **experienced management team**[60](index=60&type=chunk) - Future focus will remain on the **Hong Kong market**, particularly **renovation projects for entertainment and leisure facilities**, while seeking collaboration opportunities with mainland developers[60](index=60&type=chunk) - Management views recent protest activities in Hong Kong as a major uncertainty factor for future economic development and will closely monitor them[60](index=60&type=chunk) [Liquidity, Financial Resources and Capital Management](index=24&type=section&id=Liquidity%2C%20Financial%20Resources%20and%20Capital%20Management) As of September 30, 2019, the Group faced liquidity pressure with net current liabilities of HKD 5.8 million and a gearing ratio of 13.6 times, relying on operations, bank borrowings, and shareholder contributions for working capital Liquidity Position | Metric | As at Sep 30, 2019 | As at Mar 31, 2019 | | :--- | :--- | :--- | | Net Current (Liabilities)/Assets (HKD Million) | (5.8) | 0.1 | | Bank Balances and Cash (HKD Million) | 7.7 | 9.3 | | Gearing Ratio (Times) | 13.6 | 17.7 | - The Group has adopted a **prudent financial management approach**, managing risks through **continuous credit assessment** and **close monitoring of liquidity position**[63](index=63&type=chunk) [Business Objectives and Use of Proceeds](index=26&type=section&id=Business%20Objectives%20and%20Use%20of%20Proceeds) Of the HKD 40.6 million net listing proceeds, HKD 35.7 million was utilized for business development and office expansion; however, property acquisition was delayed due to shareholder disputes, resulting in a HKD 0.8 million deposit forfeiture - The original plan to acquire Hong Kong property was delayed due to shareholder disputes, and approximately **HKD 0.8 million** in deposit paid has been forfeited[73](index=73&type=chunk) Use of Placing Proceeds (HKD Million) | Purpose | Adjusted Net Proceeds Utilized | Actual Utilization | | :--- | :--- | :--- | | Further Development of the Group's Contracting Business | 22.8 | 22.8 | | Acquisition of Hong Kong Property | 5.7 | 0.8 | | Expansion of Hong Kong Office | 1.7 | 1.7 | | Renovation of Hong Kong Office | 1.9 | 1.9 | | Purchase of Motor Vehicles | 1.2 | 1.2 | | Further Strengthening of the Group's Internal Team | 3.2 | 3.2 | | General Working Capital | 4.1 | 4.1 | | **Total** | **40.6** | **35.7** | [Other Disclosures](index=28&type=section&id=Other%20Disclosures) [Directors' and Shareholders' Interests](index=28&type=section&id=Directors%27%20and%20Shareholders%27%20Interests) As of September 30, 2019, Executive Director Mr. Chan Siu Chung beneficially owned 13.25% of shares, while major shareholder W & Q Investment Limited (controlled by Mr. Liu Cheung Kin) held 26.25% - Director Mr. Chan Siu Chung holds **13.25%** of the Company's shares[76](index=76&type=chunk) - Major shareholder Mr. Liu Cheung Kin (through W & Q Investment Limited) holds **26.25%** of the Company's shares[78](index=78&type=chunk) [Corporate Governance](index=30&type=section&id=Corporate%20Governance) The Company adopted a share option scheme but granted no options, largely complying with corporate governance, though deviations exist in Chairman/CEO roles and board meeting notices; the Audit and Risk Management Committee reviewed the interim financial statements - The Company has adopted a **share option scheme**, but no share options have been granted since its adoption[80](index=80&type=chunk) - The Company has deviations in corporate governance, including the **non-separation of Chairman and Chief Executive Officer roles**, and board meeting notice periods not strictly adhering to the Code's recommended **14 days**[89](index=89&type=chunk)[90](index=90&type=chunk) - The Audit and Risk Management Committee has reviewed the Group's accounting principles, practices, and the **unaudited condensed consolidated financial statements** for the six months ended September 30, 2019[93](index=93&type=chunk)

AESO HOLDING LIMITED 第一季度報告 2019 香港聯合交易所有限公司（「聯交所」）GEM 之特色 GEM 的定位，乃為中小型公司提供一個上市的市場，此等公司相比起其他在聯 交所上市的公司帶有較高投資風險。有意投資的人士應了解投資於該等公司的 潛在風險，並應經過審慎周詳的考慮後方作出投資決定。 由於GEM 上市公司普遍為中小型公司，在GEM 買賣的證券可能會較於主板買賣 之證券承受較大的市場波動風險，同時無法保證在GEM 買賣的證券會有高流通 量的市場。 香港交易及結算所有限公司以及香港聯合交易所有限公司對本報告之內容概不 負責，對其準確性或完整性亦不發表任何聲明，並明確表示概不就因本報告全部 或任何部分內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 本報告的資料乃遵照GEM 證券上市規則（「GEM 上市規則」）而刊載，旨在提供有 關艾碩控股有限公司（「本公司」）的資料。本公司董事（「董事」）願就本報告共同 及個別地承擔全部責任，並在作出一切合理查詢後確認，就彼等所深知及確信， 本報告所載資料在各重要方面均屬準確完備，並無誤導或欺詐成分，亦無遺漏其 他事項，足以令致本報告所載任何陳 ...

AESO HOLDING LIMITED 第三季度報告 2018 香港聯合交易所有限公司（「聯交所」）GEM 之特色 GEM 的定位，乃為中小型公司提供一個上市的市場，此等公司相比起其他在聯 交所上市的公司帶有較高投資風險。有意投資的人士應了解投資於該等公司的 潛在風險，並應經過審慎周詳的考慮後方作出投資決定。 由於GEM 上市公司普遍為中小型公司，在GEM 買賣的證券可能會較於主板買賣 之證券承受較大的市場波動風險，同時無法保證在GEM 買賣的證券會有高流通 量的市場。 未經審核簡明綜合損益及其他全面收益表 截至二零一八年十二月三十一日止三個月及九個月 | | | 截至十二月三十一日止 | | 截至十二月三十一日止 | | | --- | --- | --- | --- | --- | --- | | | | 三個月 | | 九個月 | | | | | 二零一八年 | 二零一七年 | 二零一八年 | 二零一七年 | | | 附註 | 千港元 | 千港元 | 千港元 | 千港元 | | | | （未經審核） | （未經審核） | （未經審核） | （未經審核） | | 收益 | 4 | 10,054 | 30 ...

AESO HOLDING LIMITED 董事會（「董事會」）欣然公佈本公司及其附屬公司（統稱「本集團」）於截至二零 一八年六月三十日止三個月（「期內」）的未經審核業績連同二零一七年同期的未 經審核比較數字，載列如下： 未經審核簡明綜合損益及其他全面收益表 截至二零一八年六月三十日止三個月 第一季度報告 2018 香港聯合交易所有限公司（「聯交所」）GEM 之特色 GEM 的定位，乃為中小型公司提供一個上市的市場，此等公司相比起其他在聯 交所上市的公司帶有較高投資風險。有意投資的人士應了解投資於該等公司的 潛在風險，並應經過審慎周詳的考慮後方作出投資決定。 由於GEM 上市公司普遍為中小型公司，在GEM 買賣的證券可能會較於主板買賣 之證券承受較大的市場波動風險，同時無法保證在GEM 買賣的證券會有高流通 量的市場。 香港交易及結算所有限公司以及香港聯合交易所有限公司對本報告之內容概不 負責，對其準確性或完整性亦不發表任何聲明，並明確表示概不就因本報告全部 或任何部分內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 本報告的資料乃遵照GEM 證券上市規則（「GEM 上市規則」）而刊載，旨在提供有 關艾 ...

香港聯合交易所有限公司（「聯交所」）GEM 之特色 GEM 的定位，乃為中小型公司提供一個上市的市場，此等公司相比起其他在聯 交所上市的公司帶有較高投資風險。有意投資的人士應了解投資於該等公司的 潛在風險，並應經過審慎周詳的考慮後方作出投資決定。 由於GEM 上市公司普遍為中小型公司，在GEM 買賣的證券可能會較於主板買賣 之證券承受較大的市場波動風險，同時無法保證在GEM 買賣的證券會有高流通 量的市場。 香港交易及結算所有限公司以及香港聯合交易所有限公司對本報告之內容概不 負責，對其準確性或完整性亦不發表任何聲明，並明確表示概不就因本報告全部 或任何部分內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 本報告的資料乃遵照GEM 證券上市規則（「GEM 上市規則」）而刊載，旨在提供有 關艾碩控股有限公司（「本公司」）的資料。本公司董事（「董事」）願就本報告共同 及個別地承擔全部責任，並在作出一切合理查詢後確認，就彼等所深知及確信， 本報告所載資料在各重要方面均屬準確完備，並無誤導或欺詐成分，亦無遺漏其 他事項，足以令致本報告所載任何陳述產生誤導。 1 艾碩控股有限公司 第三季度業績 AESO HOL ...

[Financial Performance](index=3&type=section&id=First%20Quarter%20Results) [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=3&type=section&id=Unaudited%20Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) The Group's revenue grew significantly, but increased costs led to a wider net loss for the period Summary of Q1 Consolidated Statement of Profit or Loss | Indicator | For the three months ended June 30, 2017 (HK$ '000) | For the three months ended June 30, 2016 (HK$ '000) | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | 28,607 | 18,918 | +51.2% | | Gross Profit | 1,028 | 2,911 | -64.7% | | Administrative Expenses | (10,018) | (5,411) | +85.1% | | Loss Before Tax | (9,055) | (8,592) | +5.4% | | Loss for the Period | (9,055) | (8,315) | +8.9% | | Basic Loss Per Share (HK cents) | (4.53) | (5.76) | -21.4% | [Consolidated Statement of Changes in Equity](index=4&type=section&id=Unaudited%20Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) The Group's total equity decreased during the period primarily due to the recorded loss Summary of Changes in Equity | Item | As at April 1, 2017 (HK$ '000) | Loss for the period (HK$ '000) | As at June 30, 2017 (HK$ '000) | | :--- | :--- | :--- | :--- | | Total | 52,441 | (9,055) | 43,386 | [Notes to the Financial Statements](index=5&type=section&id=Notes%20to%20the%20Financial%20Statements) The notes detail the company's business, revenue composition, and a significant post-period litigation - The company is an investment holding company whose subsidiaries are principally engaged in providing house improvement solution services in Hong Kong, including interior fitting-out for new buildings and renovation for existing buildings[9](index=9&type=chunk) Segment Revenue Breakdown (For the three months ended June 30) | Business Segment | 2017 (HK$ '000) | 2016 (HK$ '000) | YoY Change | | :--- | :--- | :--- | :--- | | Fitting-out projects | 19,669 | 3,446 | +470.8% | | Renovation projects | 8,938 | 15,472 | -42.2% | | **Total** | **28,607** | **18,918** | **+51.2%** | - The Board of Directors does not recommend the payment of any dividend for the period[27](index=27&type=chunk) - A controlling shareholder filed a winding-up petition against the company in July 2017, leading to the appointment of provisional liquidators; **the action was subsequently withdrawn by consent in April 2019**[32](index=32&type=chunk)[34](index=34&type=chunk) [Management Discussion and Analysis](index=12&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review](index=12&type=section&id=Business%20Review) The company secured four new projects during the quarter, demonstrating its market competitiveness - During the quarter, the company submitted tenders with a total value of approximately HK$214.6 million and was **successfully awarded 4 projects with a total contract sum of approximately HK$59.4 million**[36](index=36&type=chunk) - The awarded projects include a fitting-out project for a large-scale residential development in Shatin with a **contract sum of approximately HK$58.0 million**[36](index=36&type=chunk) [Financial Review](index=12&type=section&id=Financial%20Review) Revenue growth was offset by higher costs and expenses stemming from a shareholder dispute, resulting in a wider loss - **Overall revenue increased by 51.3% YoY**, primarily driven by a significant 470.8% increase in revenue from fitting-out projects[37](index=37&type=chunk) - **Cost of services increased by 72.3% YoY**, outpacing revenue growth due to additional project rectification costs arising from the freezing of bank accounts amid a shareholder dispute[40](index=40&type=chunk) - **Administrative expenses rose by 85.1% YoY**, mainly due to approximately HK$2.9 million in professional fees incurred in relation to the shareholder dispute[42](index=42&type=chunk) - Impacted by rising costs, **gross profit decreased by 64.7%**, and loss attributable to owners widened from HK$8.3 million to HK$9.0 million[41](index=41&type=chunk)[43](index=43&type=chunk) [Prospects and Outlook](index=14&type=section&id=Prospects%20and%20Outlook) Management remains confident in the market and will leverage its competitive strengths to pursue new opportunities - The company's competitive advantages include long-term relationships with major customers, a robust supplier network, integrated project execution capabilities, and an experienced management team[45](index=45&type=chunk) - The Group will continue to focus on renovation and fitting-out works in Hong Kong, particularly opportunities from Mainland property developers[45](index=45&type=chunk) [Other Disclosures](index=14&type=section&id=Other%20Disclosures) [Directors' and Shareholders' Interests](index=14&type=section&id=Directors'%20and%20Shareholders'%20Interests) The company was controlled by two major shareholders holding a combined 75% interest Major Shareholders' Interests (as of June 30, 2017) | Shareholder Name | Holding Entity | Number of Shares | Approximate Shareholding Percentage | | :--- | :--- | :--- | :--- | | Chan Siu Chung | Acropolis Limited | 76,500,000 | 38% | | Liu Zhangqian | W & Q Investment Limited | 73,500,000 | 37% | [Shareholder Dispute and Suspension of Trading](index=16&type=section&id=Shareholder%20Dispute%20and%20Suspension%20of%20Trading) A shareholder dispute led to a prolonged trading suspension, with resumption subject to fulfilling several conditions - Controlling shareholder Acropolis Limited initiated legal action and filed a winding-up petition against the company and other shareholders in July 2017[51](index=51&type=chunk) - The shareholder dispute was **settled in March 2019**, the winding-up petition was withdrawn in April 2019, and the provisional liquidators were discharged[51](index=51&type=chunk) - Trading in the company's shares has been **suspended since June 12, 2017**; the Stock Exchange has set five resumption conditions, two of which (a validly appointed board, withdrawal of the petition) have been met[67](index=67&type=chunk)[68](index=68&type=chunk)[69](index=69&type=chunk) [Corporate Governance](index=18&type=section&id=Corporate%20Governance%20Practices) The company deviated from several Corporate Governance Code provisions during the reporting period - The company had deviations from the Corporate Governance Code, including: - The roles of chairman and chief executive officer were not separate (Code A.2.1) - The chairman did not hold meetings with the independent non-executive directors without the presence of other executive directors (Code A.2.7) - A 14-day notice for regular board meetings was not guaranteed (Code A.1.3) - No annual general meeting was held during the period (Code E.1.2)[60](index=60&type=chunk)[62](index=62&type=chunk)[63](index=63&type=chunk)[64](index=64&type=chunk)