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 第一季度業績 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 二零二一年六月三十日止三個月（「期內」）的未經審核業績連同二零二零年同期 的未經審核比較數字，載列如下： 第一季度 報告 2021 AESO HOLDING LIMITED 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， ...

AESO HOLDING LIMITED 年報 2021 ANNUAL REPORT 2021 年報 AESO HOLDING LIMITED 艾碩控股有限公司 香港聯合交易所有限公司（「聯交所」）GEM 之特色 | 公司資料 | 3 | | --- | --- | | 主席報告及管理層討論與分析 | 4 | | 董事及高級管理層履歷詳情 | 10 | | 企業管治報告 | 12 | | 董事會報告 | 24 | | 獨立核數師報告 | 31 | | 綜合損益及其他全面收益表 | 38 | | 綜合財務狀況表 | 39 | | 綜合權益變動表 | 41 | | 綜合現金流量表 | 42 | | 財務報表附註 | 44 | | 財務概要 | 102 | 二零二一年年報 2 目錄 公司資料 董事會 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GE ...

Financial Performance [Consolidated Statement of Profit or Loss](index=3&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss) In the first nine months of 2020, the company's revenue significantly decreased by **46.1%** to **HKD 80.81 million** year-on-year, with gross profit sharply falling by **87.5%** to **HKD 2.07 million**, leading to an expanded loss for the period of **HKD 10.50 million** compared to **HKD 8.61 million** in the prior year Summary of Statement of Profit or Loss for the Nine Months Ended December 31, 2020 | Indicator | For the Nine Months Ended December 31, 2020 (HKD thousands) | For the Nine Months Ended December 31, 2019 (HKD thousands) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Revenue | 80,808 | 149,904 | -46.1% | | Gross Profit | 2,073 | 16,629 | -87.5% | | Loss Before Tax | (10,500) | (8,608) | +22.0% | | Loss and Total Comprehensive Expenses for the Period | (10,500) | (8,608) | +22.0% | | Basic Loss Per Share (HK cents) | (4.11) | (4.30) | Narrowed 4.4% | [Consolidated Statement of Changes in Equity](index=4&type=section&id=Consolidated%20Statement%20of%20Changes%20in%20Equity) As of December 31, 2020, the company's total equity turned positive to **HKD 14.58 million** from a negative **HKD 21.14 million** at the beginning of the period, primarily due to **HKD 48.00 million** raised from new share issuance, offsetting the **HKD 10.50 million** loss for the period Summary of Changes in Equity (As of December 31, 2020) | Item | Amount (HKD thousands) | | :--- | :--- | | Total at March 31, 2020 (Beginning of Period) | (21,135) | | Loss for the Period | (10,500) | | Issuance of New Shares | 48,000 | | Share Issuance Transaction Costs | (1,787) | | **Total at December 31, 2020 (End of Period)** | **14,578** | [Notes to the Financial Statements](index=5&type=section&id=Notes%20to%20the%20Financial%20Statements) This section provides detailed notes to the financial statements, explaining the company's core business, accounting policies, segment revenue composition, key profit and loss item details, and the basis for calculating loss per share. The company's core business is fitting-out and renovation projects in Hong Kong, with a significant decrease in renovation project revenue during the period. Due to recorded losses, the company has not provided for taxation and does not recommend dividend distribution [Company Information and Basis of Preparation](index=5&type=section&id=Company%20Information%20and%20Basis%20of%20Preparation) The company is an investment holding company registered in the Cayman Islands, primarily engaged in housing improvement solutions in Hong Kong, including interior fitting-out for new projects and renovation and alteration works for existing buildings. Financial statements are presented in HKD and prepared in accordance with Hong Kong Financial Reporting Standards - The company's core business involves providing **contracting services** in Hong Kong, including interior fitting-out for new commercial and residential buildings, as well as renovation and alteration works for existing commercial buildings[8](index=8&type=chunk) - The financial statements are prepared in accordance with **Hong Kong Financial Reporting Standards** and presented in **Hong Kong Dollars**[8](index=8&type=chunk)[9](index=9&type=chunk) [Segment Information and Revenue](index=6&type=section&id=Segment%20Information%20and%20Revenue) The company's business is divided into 'Fitting-out Projects' and 'Renovation Projects' segments, with all revenue derived from Hong Kong. Total revenue for the first nine months of 2020 was **HKD 80.81 million**, a **46.1%** year-on-year decrease. Fitting-out project revenue decreased by **10.1%**, while renovation project revenue saw a significant **75.2%** year-on-year decline Segment Revenue for the Nine Months Ended December 31 (HKD thousands) | Business Segment | 2020 | 2019 | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Fitting-out Projects | 60,288 | 67,096 | -10.1% | | Renovation Projects | 20,520 | 82,808 | -75.2% | | **Total** | **80,808** | **149,904** | **-46.1%** | [Key Profit & Loss Items](index=7&type=section&id=Key%20Profit%20%26%20Loss%20Items) Other income significantly increased to **HKD 1.84 million** during the period, mainly from other income items. Finance costs decreased by **45.6%** year-on-year to **HKD 1.72 million**, benefiting from reduced interest on other borrowings. Total staff costs within administrative expenses were **HKD 12.76 million**, a **13.2%** year-on-year decrease - For the nine months ended December 31, 2020, total **other income, gains or losses** amounted to **HKD 1.842 million**, a substantial increase from **HKD 53 thousand** in the prior year period[16](index=16&type=chunk) - **Finance costs** decreased by **45.6%** from **HKD 3.157 million** in the prior year period to **HKD 1.717 million**, primarily due to a reduction in interest on other borrowings[17](index=17&type=chunk) - Total **staff costs** decreased by **13.2%** from **HKD 14.706 million** in the prior year period to **HKD 12.761 million**[18](index=18&type=chunk) [Tax, Dividend, and Loss Per Share](index=9&type=section&id=Tax%2C%20Dividend%2C%20and%20Loss%20Per%20Share) No Hong Kong profits tax provision was made due to the taxable loss recorded during the period. The Board does not recommend any dividend payment. Basic loss per share narrowed from **4.30 HK cents** last year to **4.11 HK cents**, primarily due to an increase in the weighted average number of shares from the rights issue - No provision for **Hong Kong profits tax** was made as the Group had no assessable profits during the reporting period[20](index=20&type=chunk) - The Board does not recommend the payment of any **dividend** for the period[21](index=21&type=chunk) - For the nine months ended December 31, 2020, **basic loss per share** was **4.11 HK cents**, compared to **4.30 HK cents** in the prior year period, primarily due to an increase in the weighted average number of ordinary shares from **200 million** to approximately **255 million** used in the loss calculation[23](index=23&type=chunk) Management Discussion and Analysis [Business Review](index=10&type=section&id=Business%20Review) The company primarily engages in fitting-out and renovation projects in Hong Kong. During the period, the company tendered for approximately **HKD 2.28 billion** in projects, successfully securing 10 projects with a total contract value of approximately **HKD 129 million**, serving leading Hong Kong and renowned Chinese property developers. To improve its financial position, the company completed a rights issue in November 2020, raising net proceeds of approximately **HKD 46.2 million** - For the nine months ended December 31, 2020, the company tendered for approximately **HKD 2.277 billion** in projects and was awarded **10 projects** with a total contract value of approximately **HKD 129 million**[25](index=25&type=chunk) - The company completed a **rights issue** in November 2020, issuing **600 million shares** at **HKD 0.080 per share**, raising net proceeds of approximately **HKD 46.2 million**[26](index=26&type=chunk) [Financial Review](index=11&type=section&id=Financial%20Review) Impacted by the COVID-19 pandemic on Hong Kong's economy, the company's revenue for the first nine months of 2020 decreased by **46.1%** year-on-year to **HKD 80.8 million**. Gross profit sharply declined by **87.5%** to **HKD 2.1 million**. Administrative expenses decreased by **28.2%** due to reduced legal and professional fees. Ultimately, loss attributable to owners of the company expanded from **HKD 8.6 million** last year to **HKD 10.5 million** - **Revenue** decreased by **46.1%** from approximately **HKD 150 million** in the prior year period to approximately **HKD 80.8 million**, primarily due to the adverse impact of the COVID-19 pandemic on Hong Kong's economy[29](index=29&type=chunk) - **Gross profit** decreased by **87.5%** from **HKD 16.6 million** in the prior year period to **HKD 2.1 million**[31](index=31&type=chunk) - **Administrative expenses** decreased by **28.2%** from **HKD 18.0 million** in the prior year period to **HKD 12.9 million**, mainly due to reduced legal and professional fees and tendering costs[32](index=32&type=chunk) - **Loss attributable to owners of the company** increased from **HKD 8.6 million** in the prior year period to **HKD 10.5 million**, primarily due to the decrease in gross profit[33](index=33&type=chunk) [Prospects and Outlook](index=12&type=section&id=Prospects%20and%20Outlook) The company will continue to focus on Hong Kong's fitting-out and renovation engineering market, particularly residential and commercial projects. From early 2021 to the reporting date, five new fitting-out projects have been awarded, with a total contract value of approximately **HKD 275 million**. Despite COVID-19 uncertainties, the rights issue completed in November 2020 improved the company's financial and cash position, supporting future project bidding - The company will continue to focus on **renovation and fitting-out engineering opportunities** in Hong Kong, particularly in residential development projects and commercial properties[34](index=34&type=chunk) - From January 1, 2021, to the reporting date, the Group has been awarded **five fitting-out projects** with a total contract value of approximately **HKD 275.3 million**[34](index=34&type=chunk) - The **rights issue** completed in November 2020 improved the company's financial and cash position, providing support for future development[35](index=35&type=chunk) Other Disclosures [Shareholding and Interests](index=13&type=section&id=Shareholding%20and%20Interests) This section discloses the shareholdings of directors and major shareholders. Director Mr. Chan Siu Chung is a major controlling shareholder, holding approximately **13.60%** of the shares. Additionally, the company has a share option scheme, and as of the period end, several executive directors and employees held unexercised share options [Directors' and Chief Executive's Interests](index=13&type=section&id=Directors%27%20and%20Chief%20Executive%27s%20Interests) As of December 31, 2020, Director Mr. Chan Siu Chung beneficially owned **108,838,709** ordinary shares of the company, representing approximately **13.60%** of the issued share capital. Additionally, Directors Mr. Cheung Hiu Tung and Mr. Cheung Hoi Wai each held **2,838,709** share options, each representing approximately **0.35%** Directors' Long Positions in Shares and Underlying Shares of the Company (As of December 31, 2020) | Name | Capacity | Number of Ordinary Shares Held | Approximate Percentage | | :--- | :--- | :--- | :--- | | Chan Siu Chung | Beneficial Owner | 108,838,709 | 13.60% | | Cheung Hiu Tung | Beneficial Owner (Share Options) | 2,838,709 | 0.35% | | Cheung Hoi Wai | Beneficial Owner (Share Options) | 2,838,709 | 0.35% | [Share Option Scheme](index=14&type=section&id=Share%20Option%20Scheme) The company adopted a share option scheme on September 30, 2019. As of December 31, 2020, there were **28,387,097** unexercised share options with an exercise price of **HKD 0.3135** per share, involving three executive directors and other employees - As of December 31, 2020, there were **28,387,097 unexercised share options** under the share option scheme[42](index=42&type=chunk) Details of Unexercised Share Options (As of December 31, 2020) | Grantees | Number | Exercise Price (HKD) | | :--- | :--- | :--- | | Executive Director Chan Siu Chung | 2,838,709 | 0.3135 | | Executive Director Cheung Hiu Tung | 2,838,709 | 0.3135 | | Executive Director Cheung Hoi Wai | 2,838,709 | 0.3135 | | Other Employees | 19,870,970 | 0.3135 | [Corporate Governance](index=16&type=section&id=Corporate%20Governance) The company is committed to maintaining a high level of corporate governance. During the reporting period, the company complied with most provisions of the Corporate Governance Code, but there was a deviation where the roles of Chairman and Chief Executive Officer were not separated. The Audit and Risk Management Committee, comprising three independent non-executive directors, has reviewed the quarterly financial report [Compliance Status](index=16&type=section&id=Compliance%20Status) The company complied with the Corporate Governance Code during the reporting period, with one deviation: the roles of Chairman and Chief Executive Officer were not held by different individuals. The company explained that Chairman Mr. Chan Siu Chung, along with the executive director team, performs the Chief Executive Officer functions to avoid duplication of duties - For the nine months ended December 31, 2020, the company complied with the **Corporate Governance Code** set out in Appendix 15 to the GEM Listing Rules, with one deviation[51](index=51&type=chunk) - The deviation is that the roles of Chairman and Chief Executive Officer are not performed by different individuals, as required by Code Provision A.2.1. The company's Chairman, Mr. Chan Siu Chung, oversees the Group's management in conjunction with other executive directors, thus no separate Chief Executive Officer has been appointed[51](index=51&type=chunk) [Audit and Risk Management Committee](index=16&type=section&id=Audit%20and%20Risk%20Management%20Committee) The Audit and Risk Management Committee comprises three independent non-executive directors, with Mr. Yeung Chun Yu as Chairman. The committee's primary responsibilities include reviewing financial statements, monitoring internal controls, and risk management systems. The committee has reviewed the unaudited condensed consolidated financial statements for the quarter - The **Audit and Risk Management Committee** consists of independent non-executive directors Mr. Yeung Chun Yu (Chairman), Ms. Lai Wing Sze, and Ms. Yu Wan Ki[52](index=52&type=chunk) - The committee has reviewed the Group's **unaudited condensed consolidated financial statements** for the nine months ended December 31, 2020[54](index=54&type=chunk)

Financial Performance - The group's revenue for the six months ended September 30, 2020, was approximately HKD 42.7 million, a decrease of about 58.5% compared to the same period in 2019[5] - The loss attributable to equity holders of the company was approximately HKD 7.3 million, compared to a loss of HKD 5.5 million in 2019[5] - The basic and diluted loss per share was approximately HKD 3.63, compared to HKD 2.76 in 2019[5] - The company reported a loss before tax of HKD 7,264,000 for the six months ended September 30, 2020, compared to a loss of HKD 5,514,000 for the same period in 2019[21] - Total revenue decreased by approximately 58.5%, from about HKD 103.0 million in the six months ended September 30, 2019, to about HKD 42.7 million in the same period of 2020[40] - Revenue from renovation projects dropped approximately 93.5%, from about HKD 77.4 million in 2019 to about HKD 5.0 million in 2020[40] - Revenue from decoration projects increased by approximately 47.2%, from about HKD 25.6 million in 2019 to about HKD 37.7 million in 2020[40] Cash Flow and Assets - Cash and cash equivalents decreased by HKD 27.531 million during the period, ending at HKD 7.251 million[12] - The net cash used in operating activities was HKD 4.034 million, compared to HKD 7.772 million in 2019[12] - The company reported a net cash inflow from investing activities of HKD 1.771 million, compared to HKD 0.774 million in 2019[12] - The total assets less current liabilities amounted to a negative HKD 26.675 million as of September 30, 2020[7] - The total equity attributable to equity holders was negative HKD 28.399 million as of September 30, 2020[8] - The group's cash and bank balances decreased to approximately HKD 5.4 million as of September 30, 2020, down from HKD 34.8 million as of March 31, 2020[51] Expenses and Liabilities - The company's administrative expenses for the six months were HKD 9.353 million, down from HKD 12.710 million in 2019[6] - Direct costs decreased by approximately 56.0%, from about HKD 93.8 million in 2019 to about HKD 41.2 million in 2020[42] - Administrative expenses decreased by approximately 26.4%, from about HKD 12.7 million in 2019 to about HKD 9.4 million in 2020[44] - The company’s total liabilities as of September 30, 2020, included bank borrowings of HKD 1,301,000, a decrease from HKD 2,059,000 in the same period of 2019[26] - As of September 30, 2020, the group had a net current liability of approximately HKD 31.7 million, an increase from HKD 24.6 million as of March 31, 2020[51] Share Capital and Rights Issue - The company plans to raise up to approximately HKD 48.0 million through a rights issue, which is expected to significantly improve its financial and cash position[39] - The group raised approximately HKD 48.0 million through a rights issue, issuing 600,000,000 shares at HKD 0.080 per share, expected to complete in November 2020[49] - The company proposed a rights issue on September 3, 2020, to issue 600,000,000 shares at a subscription price of HKD 0.080 per share, aiming to raise approximately HKD 48.0 million[80] - As of September 30, 2020, the company had a total issued share capital of 200,000,000 shares, with Chen Shaozhong holding 28,500,000 shares, representing 14.25%[67] Employee and Operational Information - The total employee costs for the six months ended September 30, 2020, amounted to HKD 8,391,000, an increase of 14.9% from HKD 7,302,000 in the same period of 2019[27] - The group employed 36 staff members as of September 30, 2020, with a compensation policy based on experience and qualifications[60] - The company submitted tenders amounting to approximately HKD 1,387.9 million and secured 9 projects totaling approximately HKD 111.9 million during the reporting period[37] Compliance and Governance - The company has complied with the GEM Listing Rules and corporate governance code, with no significant deviations reported[82] - The audit and risk management committee, chaired by independent non-executive director Yang Zhenyu, is responsible for reviewing the financial statements and risk management systems[84] - The company confirmed compliance with the GEM Listing Rules regarding securities trading by directors during the reporting period[74] Market and Strategic Focus - The group will continue to focus on renovation and decoration opportunities in Hong Kong, particularly in residential development and commercial entertainment complexes[48] - The company has not made any acquisitions or disposals of subsidiaries during the reporting period[58] - The board is closely monitoring the liquidity position to ensure the group can meet its funding needs amid market uncertainties due to the COVID-19 pandemic[52]

Financial Performance - The company reported unaudited revenue of HKD 24,618,000 for the three months ended June 30, 2020, a decrease of 51.0% compared to HKD 50,109,000 in the same period of 2019[5] - Gross profit for the same period was HKD 1,186,000, down 33.9% from HKD 1,793,000 year-on-year[5] - The company recorded a loss before tax of HKD 3,396,000, an improvement of 43.0% compared to a loss of HKD 5,958,000 in the previous year[5] - Basic and diluted loss per share was HKD 1.70, compared to HKD 2.98 in the same period last year[5] - Total revenue decreased by approximately 50.9% from about HKD 50.1 million in the three months ended June 30, 2019, to about HKD 24.6 million in the same period of 2020[41] - The group reported a pre-tax loss of approximately HKD 3.4 million for the three months ended June 30, 2020, compared to a loss of approximately HKD 6.0 million in 2019[36] - The company reported a loss attributable to owners of approximately HKD 3.4 million and HKD 6.0 million for the three months ended June 30, 2020, and 2019, respectively[46] Revenue Breakdown - Revenue from renovation projects dropped by approximately 98.5%, from about HKD 39.5 million in 2019 to approximately HKD 0.6 million in 2020[41] - Revenue from decoration projects increased by approximately 126.2%, from about HKD 10.6 million in 2019 to approximately HKD 24.0 million in 2020[41] Liabilities and Financial Support - The group’s net current liabilities and total liabilities were approximately HKD 27.9 million and HKD 24.5 million, respectively, as of June 30, 2020[13] - The company’s major shareholder has agreed to provide ongoing financial support to meet its liabilities and continue operations for the next twelve months[13] Capital Raising and Fundraising Activities - The group is actively seeking new capital through fundraising activities, including rights issues and public offerings[15] - The group is seeking to raise new capital through fundraising activities to support upcoming projects and improve its overall financial position[39] - The company is seeking to raise new capital through fundraising activities, including rights issues, public offerings, and placements of new shares, to support project prepayment needs and expand business scale[47] Cost Management and Project Acquisition - Cost reduction measures and efforts to secure new profitable contracts for renovation projects are being implemented[15] - The group has secured five projects worth approximately HKD 111.3 million during the period, compared to HKD 76.2 million in the same period of 2019[38] - The group submitted tenders amounting to approximately HKD 709 million during the period, compared to approximately HKD 533.1 million in the same period of 2019[38] - The group has an outstanding contract amount of HKD 119.3 million as of June 30, 2020, down from HKD 196.4 million in 2019[22] Administrative Expenses - Administrative expenses decreased by approximately 41.5%, from about HKD 6.8 million in 2019 to about HKD 4.0 million in 2020[44] Economic Environment - Economic uncertainties due to recent protests in Hong Kong and the COVID-19 pandemic may impact future economic development and project progress[48] Corporate Governance - The company has complied with the GEM Listing Rules regarding corporate governance, with some deviations noted in the roles of the chairman and CEO[64] - The Audit and Risk Management Committee is responsible for ensuring the accuracy of financial statements and reviewing the company's financial controls and risk management systems[67] - The board of directors includes executive directors Mr. Chen Shaozhong, Mr. Zhang Xiaodong, and Mr. Zhang Haiwei, along with independent non-executive directors Mr. Yang Zhenyu, Ms. Li Yingsi, and Ms. Yu Yunqi[68] Shareholder Information - As of June 30, 2020, the company’s director, Mr. Chan, holds 28,500,000 shares, representing approximately 14.25% of the issued share capital[50] - The company has a stock option plan adopted on September 30, 2019, with a total of 20,000,000 options granted, all of which remain unexercised as of June 30, 2020[54] Other Income - Other income increased to HKD 42,000 from HKD 29,000 year-on-year, reflecting a growth of 44.8%[5] - The fair value change of financial assets recognized in profit or loss was HKD 77,000, indicating a positive adjustment[5] Earnings Report Reference - The first quarter earnings report for 2020 is referenced, indicating a focus on financial performance during this period[69]

[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 |

Financial Performance - For the nine months ended December 31, 2019, the company reported total revenue of HKD 149.9 million, a significant increase of 134% compared to HKD 64.0 million in the same period of 2018[5] - The gross profit for the nine months was HKD 16.6 million, up from HKD 5.8 million in the previous year, reflecting a gross margin improvement[5] - The company incurred a loss before tax of HKD 8.6 million for the nine months, slightly improved from a loss of HKD 8.9 million in the same period of 2018[5] - Basic and diluted loss per share for the nine months was HKD 4.30, compared to HKD 4.44 in the previous year[5] - The company reported a total comprehensive loss of HKD 8.6 million for the nine months, compared to HKD 8.9 million in the same period of 2018[5] - The company’s total equity decreased to HKD 2.3 million from HKD 17.2 million in the previous year, reflecting the impact of accumulated losses[6] - The company reported a pre-tax loss of HKD 3,094,000 for the three months ended December 31, 2019, compared to a loss of HKD 3,607,000 for the same period in 2018[27] - Loss attributable to owners of the company was approximately HKD 8.6 million for the nine months ended December 31, 2019, compared to approximately HKD 8.9 million for the same period in 2018, primarily due to share-based payment expenses of approximately HKD 4.2 million recognized in November 2019[35] Revenue Breakdown - Revenue from renovation projects for the nine months ended December 31, 2019, was approximately HKD 82.8 million, a significant increase of approximately 326.5% compared to approximately HKD 19.4 million for the same period in 2018[30] - Revenue from decoration projects for the nine months ended December 31, 2019, was approximately HKD 67.1 million, an increase of approximately 50.4% from approximately HKD 44.6 million for the same period in 2018[30] - The company's total revenue increased from approximately HKD 64.0 million for the nine months ended December 31, 2018, to approximately HKD 149.9 million for the nine months ended December 31, 2019, representing an increase of approximately 134.1%[30] Expenses and Liabilities - Administrative expenses for the nine months increased to HKD 17.9 million from HKD 11.7 million in the previous year, indicating a rise in operational costs[5] - The total employee costs for the nine months ended December 31, 2019, amounted to HKD 14,706,000, an increase from HKD 12,218,000 for the same period in 2018[23] - Direct costs increased from approximately HKD 58.2 million for the nine months ended December 31, 2018, to approximately HKD 133.3 million for the nine months ended December 31, 2019, representing an increase of about 129.0%[32] - Administrative expenses increased from approximately HKD 11.7 million for the nine months ended December 31, 2018, to approximately HKD 18.0 million for the nine months ended December 31, 2019, reflecting an increase of about 52.8%[34] - The company’s net current liabilities were approximately HKD 5.6 million as of December 31, 2019[11] Financing and Capital - The company has secured bank financing totaling HKD 17.0 million, of which HKD 5.1 million had been utilized as of December 31, 2019[11] - The company is actively considering fundraising activities to raise new capital, including rights issues and public offerings[12] - The company did not recommend the payment of dividends for the period, consistent with the previous year[26] - The company has not made any provisions for Hong Kong profits tax due to the absence of taxable profits for the nine months ended December 31, 2019[25] Business Outlook and Strategy - The company remains confident in the prospects for renovation and refurbishment services in Hong Kong, driven by increased land supply for private residential and commercial buildings[38] - The management is cautious about potential economic uncertainties due to recent protests and the outbreak of the coronavirus, which may affect contract completion timelines and project revenue recognition[38] - The company plans to continue focusing on renovation opportunities in Hong Kong, particularly in the entertainment and leisure sectors, including projects related to cinemas and museums[36] Corporate Governance - The company has adhered to the GEM Listing Rules Appendix 15 Corporate Governance Code, with some deviations noted[52] - The Audit and Risk Management Committee is chaired by an independent non-executive director, ensuring the integrity of financial reporting and risk management systems[55] - The company has not appointed a CEO to avoid overlapping responsibilities, with the chairman also fulfilling executive functions[52] - The company has implemented a flexible approach to board meetings, ensuring timely decision-making[53] - The financial statements for the nine months ending December 31, 2019, were reviewed by the Audit and Risk Management Committee[55] Shareholder Information - As of December 31, 2019, the beneficial owner Chen Shaozhong held 28,500,000 shares, representing approximately 14.25% of the issued share capital[39] - The company adopted a share option scheme on September 30, 2019, allowing for the granting of options to directors and employees[43] Events After Reporting Period - No significant events occurred after the reporting period up to the date of this report[51]

[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 ...

Financial Performance - For the nine months ended December 31, 2018, the company reported total revenue of HKD 64,029,000, a decrease of 23% compared to HKD 83,269,000 for the same period in 2017[5]. - The gross profit for the nine months was HKD 5,834,000, compared to a gross loss of HKD 6,012,000 in the previous year, indicating a significant improvement[5]. - The company incurred a loss before tax of HKD 8,870,000 for the nine months, a reduction from a loss of HKD 25,890,000 in the same period of 2017, reflecting a 66% improvement[5]. - The basic and diluted loss per share for the nine months was HKD 4.44, compared to HKD 12.95 in the previous year, showing a 66% decrease in loss per share[5]. - The total comprehensive loss for the nine months was HKD 8,870,000, compared to HKD 25,890,000 in the previous year, indicating a significant reduction in overall losses[7]. - The company reported a loss attributable to owners of approximately HKD 8.9 million for the nine months ended December 31, 2018, compared to a loss of approximately HKD 25.9 million for the same period in 2017[39]. Revenue Breakdown - Revenue from renovation projects for the nine months was HKD 19,416,000, an increase of 18% from HKD 16,426,000 in the same period of 2017[15]. - Revenue from new project renovation for the nine months was HKD 44,613,000, a decrease of 33% from HKD 66,843,000 in the previous year[15]. - The company's overall revenue decreased from approximately HKD 83.3 million for the nine months ended December 31, 2017, to approximately HKD 64.0 million for the same period in 2018, a decline of about 23.1%[32]. - Revenue from renovation projects increased to approximately HKD 19.4 million for the nine months ended December 31, 2018, up about 18.2% from approximately HKD 16.4 million in the same period of 2017[34]. Cost Management - Direct costs decreased from approximately HKD 89.3 million for the nine months ended December 31, 2017, to approximately HKD 58.2 million for the same period in 2018, a reduction of about 34.8%[35]. - Administrative expenses decreased from approximately HKD 19.7 million for the nine months ended December 31, 2017, to approximately HKD 11.7 million for the same period in 2018, a reduction of about 40.5%[37]. - The total employee costs for the nine months ended December 31, 2018, were approximately HKD 12.2 million, down from HKD 15.7 million in the same period of 2017[20]. Shareholder Information - As of December 31, 2018, the company’s major shareholder, Chen Shaozhong, holds approximately 38% of the issued share capital, with 76,500,000 shares[42]. - W & Q Investment Limited, another major shareholder, also holds approximately 37% of the issued share capital, with 73,500,000 shares[44]. Corporate Governance - The company has complied with the corporate governance code, with some deviations noted regarding the roles of the chairman and CEO[53][54]. - The Audit and Risk Management Committee is chaired by an independent non-executive director, ensuring the integrity of financial reporting and risk management systems[59]. - The company has provided sufficient resources to the Audit and Risk Management Committee to fulfill its responsibilities[59]. - The company is focused on ensuring effective management decisions through flexible board meeting arrangements[57]. Future Outlook - The company maintains a positive outlook for business growth, focusing on renovation opportunities in Hong Kong, particularly in the entertainment and leisure sectors[40]. - The board is optimistic about the prospects for renovation and refurbishment services in Hong Kong, driven by increased land supply for private residential and commercial buildings[40]. Trading and Compliance - The company has been suspended from trading since June 12, 2017, as per the instructions of the Stock Exchange[61]. - The company is working to meet the remaining conditions for resuming trading, including establishing a valid board of directors and resolving the liquidation petition[61]. - The company aims to resolve issues related to the absence of public market requirements as per GEM Listing Rules[63]. - The company will inform shareholders and potential investors about progress towards meeting the resumption conditions[61]. Miscellaneous - The company has not reported any new products or technologies in the current quarter, focusing instead on existing service offerings[12]. - There are no indications of market expansion or acquisitions mentioned in the report, suggesting a focus on stabilizing current operations[12]. - The company did not recommend any dividend payment for the period, consistent with the previous year[23]. - The company has not entered into any management or administrative contracts involving a significant portion of its business during the nine months ended December 31, 2018[49]. - There were no purchases, sales, or redemptions of the company's listed securities during the nine months ended December 31, 2018[51]. - The company has not held an annual general meeting as of December 31, 2018, and plans to arrange one in due course[58]. - The company is committed to timely communication with shareholders regarding significant developments[61]. - The company has reviewed its accounting principles and compliance matters for the nine months ending December 31, 2018[59]. - The company resolved a shareholder dispute on March 27, 2019, which involved its major shareholders and was settled amicably[46].