[Corporate Information](index=4&type=section&id=Corporate%20Information) [Corporate Overview](index=4&type=section&id=Corporate%20Information_Overview) This section lists the company's board members, committee compositions, company secretary, independent auditor, principal bankers, registered office, share registrar, Hong Kong head office, company website, and stock code. - The Board of Directors comprises two executive directors (Mr. Lo Ka Ming, Mr. Choi Pun Lap) and three independent non-executive directors (Mr. Leung Chun Yip, Mr. Foo Yan Ming, Ms. Lam Yuen Man)[10](index=10&type=chunk)[11](index=11&type=chunk) - The Audit Committee, Nomination Committee, and Remuneration Committee are all chaired by independent non-executive directors[10](index=10&type=chunk)[11](index=11&type=chunk) - The Company's stock code is **8366**, and it is listed on GEM of the HKEX[14](index=14&type=chunk) [Highlights](index=6&type=section&id=Highlights) [Financial Performance Highlights](index=6&type=section&id=Highlights_FinancialPerformance) This section summarizes the company's key financial indicators for the fiscal year ended April 30, 2025, including revenue, gross profit, earnings/(loss) per share, and net profit/(loss), with a comparison to the previous fiscal year. 2024/25 Fiscal Year Key Financial Data Comparison | Indicator | FY2024/25 (HK$ million) | FY2023/24 (HK$ million) | Change | | :--- | :--- | :--- | :--- | | Revenue | 279.93 | 302.10 | -7.34% | | Gross Profit | 6.11 | 5.76 | +5.90% | | Earnings/(Loss) Per Share | 0.06 HK cents | (0.02 HK cents) | Turned from loss to profit | | Net Profit/(Loss) | 1.01 | 0.35 | Turned from loss to profit | [Management Discussion and Analysis](index=7&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review and Outlook](index=7&type=section&id=Management%20Discussion%20and%20Analysis_BusinessReviewAndOutlook) The Group primarily engages in slope works, foundation works, and other general building works in Hong Kong, anticipating demand from the government's continuous increase in infrastructure projects despite a challenging competitive environment. - The Group's main business involves slope works, foundation works, and other general building works in Hong Kong, with its principal operating subsidiary, Fraser Construction Company Limited, being an approved specialist contractor for public works by the Hong Kong Government[17](index=17&type=chunk)[19](index=19&type=chunk) - Hong Kong construction companies face severe competition, slower approval of public works funding, and higher subcontracting fees and overall operating costs[18](index=18&type=chunk)[20](index=20&type=chunk) - The Board is cautiously optimistic about the Hong Kong slope works industry, expecting increased demand for slope works due to public safety concerns from the Hong Kong Government's continuous increase in construction and infrastructure projects[23](index=23&type=chunk)[26](index=26&type=chunk) [Financial Review](index=8&type=section&id=Management%20Discussion%20and%20Analysis_FinancialReview) For the year ended April 30, 2025, the Group's revenue decreased by 7.34% to HK$279.93 million, but net profit turned from loss to profit, primarily due to increased site supervision fee income and improved gross margin. Revenue and Gross Profit Changes | Indicator | FY2025 (HK$ million) | FY2024 (HK$ million) | Change (HK$ million) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Revenue | 279.93 | 302.10 | (22.17) | -7.34% | | Direct Costs | (273.83) | (296.34) | 22.51 | -7.60% | | Gross Profit | 6.10 | 5.76 | 0.34 | +5.90% | | Gross Profit Margin | 2.18% | 1.91% | +0.27% | - | - Slope works revenue decreased by approximately **7.33% to HK$279.67 million**, and foundation works revenue decreased by approximately **10.34% to HK$0.26 million**, mainly due to a reduction in total contract value and number of projects[30](index=30&type=chunk)[33](index=33&type=chunk) Other Income and Administrative Expenses Changes | Indicator | FY2025 (HK$ million) | FY2024 (HK$ million) | Change (HK$ million) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Other Income and Other Gains | 2.67 | 1.85 | 0.82 | +44.32% | | Administrative Expenses | (6.46) | (7.23) | 0.77 | -10.65% | | Finance Costs | (1.44) | (1.08) | (0.36) | +33.33% | - Net profit attributable to owners of the Company for the year ended April 30, 2025, was approximately **HK$1.01 million**, compared to a loss of HK$0.35 million in the same period of 2024, primarily due to increased site supervision fee income[15](index=15&type=chunk)[50](index=50&type=chunk) - The Board does not recommend the payment of a final dividend for the year ended April 30, 2025 (2024: nil)[46](index=46&type=chunk)[51](index=51&type=chunk) [Liquidity and Financial Resources](index=12&type=section&id=Management%20Discussion%20and%20Analysis_LiquidityAndFinancialResources) As of April 30, 2025, the Group's current assets were HK$62.32 million and current liabilities were HK$84.33 million, resulting in a current ratio of 0.74, with a negative debt-to-equity ratio due to equity in deficit. Liquidity and Financial Resources Overview | Indicator | April 30, 2025 (HK$ million) | April 30, 2024 (HK$ million) | Change (HK$ million) | | :--- | :--- | :--- | :--- | | Current Assets | 62.32 | 64.31 | (1.99) | | Of which: Cash and Cash Equivalents | 36.04 | 33.83 | 2.21 | | Of which: Trade and Other Receivables | 14.35 | 18.25 | (3.90) | | Current Liabilities | 84.33 | 87.52 | (3.19) | | Of which: Trade and Other Payables | 67.46 | 73.51 | (6.05) | | Current Ratio | 0.74 | 0.73 | +0.01 | - As of April 30, 2025, the Group's debt-to-equity ratio was approximately **negative 257.37%** (2024: approximately negative 220.67%), primarily due to the Group's equity being in deficit[56](index=56&type=chunk)[57](index=57&type=chunk)[61](index=61&type=chunk) - As of April 30, 2025, the Group had no pledged assets (2024: nil)[55](index=55&type=chunk)[60](index=60&type=chunk) [Foreign Exchange Exposure](index=13&type=section&id=Management%20Discussion%20and%20Analysis_ForeignExchangeExposure) The Group's majority of transactions, assets, and liabilities are denominated in Hong Kong Dollars, thus it did not face significant foreign exchange risk for the year ended April 30, 2025. - The Group's majority of transactions, assets, and liabilities are denominated in Hong Kong Dollars, and it did not face significant foreign exchange risk for the year ended April 30, 2025[63](index=63&type=chunk)[69](index=69&type=chunk) [Capital Commitments](index=13&type=section&id=Management%20Discussion%20and%20Analysis_CapitalCommitments) As of April 30, 2025, the Group had no significant capital commitments. - As of April 30, 2025, the Group had no significant capital commitments (2024: nil)[64](index=64&type=chunk)[70](index=70&type=chunk) [Employees and Remuneration Policy](index=13&type=section&id=Management%20Discussion%20and%20Analysis_EmployeesAndRemunerationPolicy) As of April 30, 2025, the Group had 70 employees, with staff costs of approximately HK$3.77 million, and reviews its remuneration policy annually based on individual performance. Employee Count and Staff Costs | Indicator | April 30, 2025 | April 30, 2024 | Change | | :--- | :--- | :--- | :--- | | Employee Count | 70 | 73 | -3 | | Staff Costs (HK$ million) | 3.77 | 4.09 | -0.32 | - The Group reviews its employee remuneration policy and benefits annually, granting salary increases and discretionary bonuses based on individual performance assessments[65](index=65&type=chunk)[71](index=71&type=chunk) [Significant Investments, Major Acquisitions or Disposals of Subsidiaries and Affiliates, and Plans for Major Investments or Capital Assets](index=13&type=section&id=Management%20Discussion%20and%20Analysis_SignificantInvestments) As of April 30, 2025, the Group had no other plans for significant investments or capital assets. - As of April 30, 2025, the Group had no other plans for significant investments or capital assets[67](index=67&type=chunk)[72](index=72&type=chunk) [Contingent Liabilities](index=13&type=section&id=Management%20Discussion%20and%20Analysis_ContingentLiabilities) As of April 30, 2025, the Group had no significant contingent liabilities. - As of April 30, 2025, the Group had no significant contingent liabilities (2024: nil)[68](index=68&type=chunk)[73](index=73&type=chunk) [Capital Structure](index=14&type=section&id=Management%20Discussion%20and%20Analysis_CapitalStructure) For the year ended April 30, 2025, there was no change in the Company's capital structure, with a total of 1,577,200,000 issued shares at a par value of HK$0.01 per share. - For the years ended April 30, 2025 and 2024, there was no change in the Company's capital structure[75](index=75&type=chunk)[77](index=77&type=chunk) Issued Share Capital | Indicator | April 30, 2025 | April 30, 2024 | | :--- | :--- | :--- | | Issued Share Capital (HK$ million) | 15.77 | 15.77 | | Number of Issued Ordinary Shares (shares) | 1,577,200,000 | 1,577,200,000 | | Par Value Per Share (HK$) | 0.01 | 0.01 | [Principal Risks and Uncertainties](index=14&type=section&id=Management%20Discussion%20and%20Analysis_PrincipalRisksAndUncertainties) The Group faces principal risks including reliance on non-recurring government contracts, challenges in retaining key personnel, and potential adverse impacts from project delays. - The Group's past revenue was largely generated from non-recurring contracts awarded by the Hong Kong Government and statutory bodies, and a reduction in government spending could significantly impact financial performance[79](index=79&type=chunk) - The Group relies on its senior management and in-house engineers, and failure to retain staff could adversely affect business operations[79](index=79&type=chunk) - Any delays in the Group's projects could affect cash flow and adversely impact business and reputation[79](index=79&type=chunk) [Compliance with Laws and Regulations](index=15&type=section&id=Management%20Discussion%20and%20Analysis_ComplianceWithLawsAndRegulations) The Group's business primarily operates in Hong Kong and complies with relevant Hong Kong laws and regulations, with no material breaches reported as of the report date. - The Group's business is primarily conducted by its Hong Kong subsidiaries and complies with relevant Hong Kong laws and regulations[81](index=81&type=chunk)[85](index=85&type=chunk) - For the year ended April 30, 2025, and up to the date of this announcement, the Group had no material breaches of relevant current Hong Kong laws and regulations[81](index=81&type=chunk)[85](index=85&type=chunk) [Relationship with Stakeholders](index=15&type=section&id=Management%20Discussion%20and%20Analysis_RelationshipWithStakeholders) The Group maintains long-term relationships with clients, selects suppliers and subcontractors from an approved list without major disputes, and values employees by offering competitive remuneration and training. - The Group's clients primarily include Hong Kong government departments (e.g., Civil Engineering and Development Department, Lands Department), public bodies like the Hong Kong Housing Authority, and private companies[82](index=82&type=chunk)[86](index=86&type=chunk) - The Group maintains business relationships ranging from one to over ten years with most of its major clients[83](index=83&type=chunk)[86](index=86&type=chunk) - The Group maintains an internal list of approved subcontractors and selects them based on experience, scheduling, and fee quotations; no significant difficulties or disputes were encountered in procuring materials or appointing subcontractors during the year[88](index=88&type=chunk)[89](index=89&type=chunk)[94](index=94&type=chunk) - The Group offers competitive remuneration to attract and retain employees, regularly reviews compensation, and emphasizes employee training and development[90](index=90&type=chunk)[95](index=95&type=chunk) [Projects During the Year](index=16&type=section&id=Management%20Discussion%20and%20Analysis_ProjectDuringTheYear) For the years ended April 30, 2025 and 2024, the Group had no new significant projects. - For the years ended April 30, 2025 and 2024, the Group had no new significant projects[91](index=91&type=chunk)[96](index=96&type=chunk) [Material Uncertainty Related to Going Concern](index=16&type=section&id=Management%20Discussion%20and%20Analysis_MaterialUncertaintyRelatedToGoingConcern) As of April 30, 2025, the Group's net current liabilities and net liabilities were approximately HK$22,007,000 and HK$21,633,000 respectively, indicating a material uncertainty regarding its ability to continue as a going concern. Net Liabilities Situation | Indicator | April 30, 2025 (HK$) | April 30, 2024 (HK$) | | :--- | :--- | :--- | | Net Current Liabilities | 22,007,000 | 23,201,000 | | Net Liabilities | 21,633,000 | 22,643,000 | - These conditions indicate a material uncertainty that may cast significant doubt on the Group's ability to continue as a going concern[92](index=92&type=chunk)[97](index=97&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=16&type=section&id=Management%20Discussion%20and%20Analysis_PurchaseSaleOrRedemptionOfListedSecurities) For the year ended April 30, 2025, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities. - For the year ended April 30, 2025, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[93](index=93&type=chunk)[98](index=98&type=chunk) [Biographical Details of Directors and Senior Management](index=17&type=section&id=Biographical%20Details%20of%20Directors%20and%20Senior%20Management) [Executive Directors](index=17&type=section&id=Biographical%20Details%20of%20Directors%20and%20Senior%20Management_ExecutiveDirectors) This section provides biographical details of the two executive directors, Mr. Lo Ka Ming and Mr. Choi Pun Lap, including their age, appointment date, professional experience, academic qualifications, and other listed company directorships. - Mr. Lo Ka Ming (64 years old) was appointed on July 5, 2022, possesses over thirty years of experience in construction and property development, holds an MBA from The Chinese University of Hong Kong and a Bachelor of Architecture from The University of Hong Kong, and is a Chartered Quantity Surveyor of the Royal Institution of Chartered Surveyors and a member of the Hong Kong Institute of Surveyors[101](index=101&type=chunk)[102](index=102&type=chunk)[104](index=104&type=chunk) - Mr. Choi Pun Lap (47 years old) was appointed on September 30, 2021, has extensive experience in corporate finance transactions in Hong Kong, is a Fellow of the Hong Kong Institute of Certified Public Accountants, a member of CPA Australia, and holds a Master of Laws (Chinese Business Law) from Hong Kong Metropolitan University[105](index=105&type=chunk)[106](index=106&type=chunk)[107](index=107&type=chunk)[108](index=108&type=chunk)[109](index=109&type=chunk) [Independent Non-Executive Directors](index=19&type=section&id=Biographical%20Details%20of%20Directors%20and%20Senior%20Management_IndependentNonExecutiveDirectors) This section provides biographical details of the three independent non-executive directors, Mr. Leung Chun Yip, Mr. Foo Yan Ming, and Ms. Lam Yuen Man, including their age, appointment date, professional experience, academic qualifications, and other listed company directorships. - Mr. Leung Chun Yip (42 years old) was appointed on October 21, 2021, has over 19 years of experience in finance and asset management, and is a Certified Financial Risk Manager (FRM) and a Certified ESG Analyst (CESGA)[112](index=112&type=chunk)[113](index=113&type=chunk)[115](index=115&type=chunk) - Mr. Foo Yan Ming (60 years old) was appointed on October 21, 2021, has over 30 years of experience in accounting, auditing, internal control, and financial management, and is a Fellow of the Association of Chartered Certified Accountants[116](index=116&type=chunk)[117](index=117&type=chunk)[119](index=119&type=chunk)[120](index=120&type=chunk) - Ms. Lam Yuen Man (55 years old) has over 20 years of experience in company secretarial matters, auditing, treasury, and finance, is a Fellow of the Association of Chartered Certified Accountants, and holds a Bachelor of Arts in Accountancy from The Hong Kong Polytechnic University[122](index=122&type=chunk)[124](index=124&type=chunk)[125](index=125&type=chunk)[126](index=126&type=chunk) [Senior Management](index=22&type=section&id=Biographical%20Details%20of%20Directors%20and%20Senior%20Management_SeniorManagement) This section provides biographical details of senior management members Mr. Yu Sik Man (Project Director) and Mr. Lee Ho Cheong (Senior Project Manager), including their professional experience, academic qualifications, and professional designations. - Mr. Yu Sik Man is the founder and Project Director of the Group, with over 40 years of experience in the Hong Kong construction industry, holds a Bachelor of Civil Engineering from McGill University, Canada, and is a Chartered Engineer of the Engineering Council, UK[127](index=127&type=chunk)[128](index=128&type=chunk)[129](index=129&type=chunk)[131](index=131&type=chunk)[132](index=132&type=chunk) - Mr. Lee Ho Cheong is a Senior Project Manager, joined the Group in July 2000, has over 28 years of experience in the Hong Kong construction industry, and holds a Certificate and Higher Certificate in Civil Engineering[135](index=135&type=chunk)[136](index=136&type=chunk)[137](index=137&type=chunk) [Corporate Governance Report](index=24&type=section&id=Corporate%20Governance%20Report) [Corporate Governance Practices](index=24&type=section&id=Corporate%20Governance%20Report_CorporateGovernancePractices) The Board is committed to maintaining and implementing stringent corporate governance, promoting effective internal controls, and upholding high standards of ethics, transparency, accountability, and integrity to safeguard shareholders' interests and enhance corporate value. - The Board is committed to maintaining and implementing stringent corporate governance, promoting effective internal controls, and upholding high standards of ethics, transparency, accountability, and integrity[138](index=138&type=chunk)[140](index=140&type=chunk) - Good corporate governance is an indispensable framework for the Company to safeguard shareholders' interests, enhance corporate value, and formulate its business strategies and policies[138](index=138&type=chunk)[140](index=140&type=chunk) [Code of Conduct Regarding Securities Transactions by Directors](index=24&type=section&id=Corporate%20Governance%20Report_CodeOfConductRegardingSecuritiesTransactionsByDirectors) The Company has adopted a code of conduct for securities transactions by directors, no less stringent than required by the GEM Listing Rules, and all directors have confirmed compliance for the year ended April 30, 2025. - The Company has adopted a code of conduct for securities transactions by directors, with terms no less stringent than the required standards under Rules 5.48 to 5.67 of the GEM Listing Rules[139](index=139&type=chunk)[141](index=141&type=chunk)[148](index=148&type=chunk)[152](index=152&type=chunk) - All directors have confirmed compliance with the code of conduct for the year ended April 30, 2025, and the Company found no instances of non-compliance by relevant employees with the securities dealing code[139](index=139&type=chunk)[141](index=141&type=chunk)[149](index=149&type=chunk)[152](index=152&type=chunk) [Corporate Governance Code](index=25&type=section&id=Corporate%20Governance%20Report_CorporateGovernanceCode) The Company complied with the applicable code provisions of the Corporate Governance Code during the year, with two deviations related to the separation of Chairman and Chief Executive roles and meetings with INEDs, due to no Chairman being appointed. - The Company complied with the applicable code provisions of the Corporate Governance Code during the year, except for deviations from Code Provisions A.2.1 and A2.7[143](index=143&type=chunk)[146](index=146&type=chunk) - Deviation from A.2.1: The Company has no Chairman and Chief Executive, with these roles currently jointly held by executive directors, but the Board believes this arrangement still ensures prompt decision-making[144](index=144&type=chunk)[146](index=146&type=chunk) - Deviation from A2.7: No Chairman was appointed during the year, thus no meetings were arranged between the Chairman and independent non-executive directors without other directors present[145](index=145&type=chunk)[147](index=147&type=chunk) [Board of Directors](index=26&type=section&id=Corporate%20Governance%20Report_BoardOfDirectors) The Board oversees the Group's business, strategic decisions, and performance, ensuring effective internal controls and risk management, and promoting integrity, with a balanced composition of executive and independent non-executive directors. - The Board is responsible for overseeing the Group's business, strategic decisions, and performance, making objective decisions in the best interests of the Company, and ensuring the establishment of sound internal control and risk management systems[150](index=150&type=chunk)[153](index=153&type=chunk)[177](index=177&type=chunk)[178](index=178&type=chunk) - Board members generally agree that the Board operates well and are satisfied with its composition and efficiency[151](index=151&type=chunk)[154](index=154&type=chunk) - The Group has adopted an anti-corruption and whistleblowing policy to uphold a tradition of integrity in its operations[156](index=156&type=chunk)[158](index=158&type=chunk) Board Composition | Category | Members | | :--- | :--- | | Executive Directors | Mr. Lo Ka Ming, Mr. Choi Pun Lap | | Independent Non-Executive Directors | Mr. Leung Chun Yip, Ms. Lam Yuen Man, Mr. Foo Yan Ming | [Independent Non-Executive Directors](index=29&type=section&id=Corporate%20Governance%20Report_IndependentNonExecutiveDirectors) Independent Non-Executive Directors (INEDs) ensure high standards of regulatory reporting and independent judgment, with their number and expertise meeting GEM Listing Rules requirements, and the Company provides mechanisms for independent advice. - Independent non-executive directors are responsible for ensuring the Company's regulatory reporting meets high standards and providing balance on the Board for effective independent judgment on company conduct and operations[179](index=179&type=chunk) - For the year ended April 30, 2025, the Board included three independent non-executive directors, constituting more than one-third of the Board, with at least one possessing appropriate professional qualifications or expertise in accounting or relevant financial management, meeting GEM Listing Rules requirements[165](index=165&type=chunk)[166](index=166&type=chunk)[168](index=168&type=chunk) - The Company has established mechanisms to ensure the Board has access to independent advice and information, including directors seeking professional advice from external independent parties such as legal advisors and auditors[167](index=167&type=chunk)[168](index=168&type=chunk)[179](index=179&type=chunk) [Confirmation of Independence](index=30&type=section&id=Corporate%20Governance%20Report_ConfirmationOfIndependence) The current independent non-executive directors have submitted annual confirmations of independence in accordance with Rule 5.09 of the GEM Listing Rules, and the Company considers all independent non-executive directors to be independent. - The current independent non-executive directors have submitted their annual confirmations of independence in accordance with Rule 5.09 of the GEM Listing Rules, and the Company considers all independent non-executive directors to be independent[170](index=170&type=chunk)[174](index=174&type=chunk) [Appointment/Re-election of Directors](index=30&type=section&id=Corporate%20Governance%20Report_AppointmentReElectionOfDirectors) All directors, including independent non-executive directors, are appointed for a three-year term and are subject to retirement by rotation and re-election in accordance with the Company's articles of association. - All directors, including independent non-executive directors, are appointed for a three-year term[171](index=171&type=chunk)[175](index=175&type=chunk) - In accordance with Article 108 of the Articles of Association, one-third of the directors shall retire by rotation at each annual general meeting, provided that each director shall retire by rotation at least once every three years and shall be eligible for re-election[172](index=172&type=chunk)[175](index=175&type=chunk) [Responsibilities and Accountabilities of Directors](index=31&type=section&id=Corporate%20Governance%20Report_ResponsibilitiesAndAccountabilitiesOfDirectors) The Board is collectively responsible for leading and controlling the Company's affairs, formulating strategy, monitoring performance, and ensuring sound internal control and risk management systems, with directors having access to information and independent advice, and covered by liability insurance. - The Board is responsible for leading and controlling the Company, and is collectively responsible for directing and supervising the Company's affairs, leading and guiding management by formulating strategy and overseeing its implementation, monitoring the Group's operational and financial performance, and ensuring the establishment of sound internal control and risk management systems[177](index=177&type=chunk)[178](index=178&type=chunk)[181](index=181&type=chunk)[183](index=183&type=chunk) - All directors have full and timely access to all Company information and may, when appropriate, seek independent professional advice at the Company's expense[179](index=179&type=chunk)[183](index=183&type=chunk) - The Company has arranged appropriate insurance for the liabilities of directors and senior officers for any legal actions taken against them due to company activities[182](index=182&type=chunk)[184](index=184&type=chunk) [Directors' Continuing Professional Development Programme](index=32&type=section&id=Corporate%20Governance%20Report_DirectorsContinuingProfessionalDevelopmentProgramme) Directors must stay informed of regulatory developments to effectively discharge their duties, with formal training for new appointees and encouragement for all to participate in ongoing professional development at the Company's expense. - Directors must stay informed of regulatory developments and changes to effectively discharge their duties and ensure their appropriate contribution to the Board[185](index=185&type=chunk)[189](index=189&type=chunk) - Each newly appointed director will receive formal, comprehensive, and tailored training, and all directors will be informed of the latest developments in statutory and regulatory requirements[186](index=186&type=chunk)[187](index=187&type=chunk)[189](index=189&type=chunk) - All directors should continuously participate in appropriate professional development to develop and update their knowledge and skills, and are encouraged to attend relevant training courses, with costs borne by the Company[188](index=188&type=chunk)[189](index=189&type=chunk) [Board Diversity Policy](index=32&type=section&id=Corporate%20Governance%20Report_BoardDiversityPolicy) The Company adopted a Board Diversity Policy since its listing date, aiming to enhance Board performance across various measurable aspects, with the Nomination Committee monitoring its implementation and confirming objectives achieved. - The Company adopted a Board Diversity Policy since its listing date, aiming to enhance the quality of Board performance across measurable aspects such as gender, age, cultural and educational background, professional experience, skills, knowledge, and length of service[191](index=191&type=chunk)[192](index=192&type=chunk)[194](index=194&type=chunk) - The Nomination Committee is responsible for monitoring the implementation of the Board Diversity Policy and believes the Group has achieved its policy objectives for the year ended April 30, 2025[193](index=193&type=chunk)[194](index=194&type=chunk) Board Composition Diversity Overview (as of the report date) | Indicator | Executive Directors | Independent Non-Executive Directors | Total | | :--- | :--- | :--- | :--- | | Gender: Male | 2 | 2 | 4 | | Gender: Female | 0 | 1 | 1 | | Ethnicity: Chinese | 2 | 3 | 5 | | Age Group: 41-50 years | 1 | 1 | 2 | | Age Group: 51-60 years | 0 | 2 | 2 | | Age Group: 61-70 years | 1 | 0 | 1 | | Board Service Tenure: 0-3 years | 2 | 3 | 5 | | Board Service Tenure: 3-6 years | 0 | 0 | 0 | [Corporate Governance Structure](index=34&type=section&id=Corporate%20Governance%20Report_CorporateGovernanceStructure) The Company has established a corporate governance structure comprising the Board, Audit Committee, Remuneration Committee, and Nomination Committee, each with written terms of reference to assist the Board in overseeing management functions. - The Company's corporate governance structure comprises the Board, Audit Committee, Remuneration Committee, and Nomination Committee[197](index=197&type=chunk)[198](index=198&type=chunk) - Each committee has established written terms of reference, published on the Group's website and the Stock Exchange's website[197](index=197&type=chunk)[198](index=198&type=chunk) [Board and General Meetings](index=35&type=section&id=Corporate%20Governance%20Report_BoardAndGeneralMeetings) The Board holds at least four regular meetings annually, with minutes detailing matters considered and decisions made, and an Annual General Meeting was held on October 18, 2024. - The Board shall hold at least four regular meetings annually, approximately once per quarter[203](index=203&type=chunk)[207](index=207&type=chunk) - Notices for certain regular Board meetings were issued less than fourteen days in advance, but were held with the consent of all directors at the time[203](index=203&type=chunk)[207](index=207&type=chunk) 2024 Board and Committee Meeting Attendance | Director | Annual General Meeting | Audit Committee Meetings | Board Meetings | Nomination Committee Meetings | Remuneration Committee Meetings | | :--- | :--- | :--- | :--- | :--- | :--- | | Number of Meetings | 1 | 3 | 4 | 2 | 1 | | Mr. Choi Pun Lap | 1/1 | Not Applicable | 4/4 | Not Applicable | Not Applicable | | Mr. Lo Ka Ming | 1/1 | Not Applicable | 4/4 | Not Applicable | Not Applicable | | Mr. Foo Yan Ming | 1/1 | 3/3 | 4/4 | 2/2 | 1/1 | | Mr. Leung Chun Yip | 1/1 | 3/3 | 4/4 | 2/2 | 1/1 | | Ms. Lam Yuen Man | 0/1 | 0/3 | 1/4 | 0/2 | 0/1 | - Minutes of Board meetings and Board committee meetings are drafted by the company secretary and fully record the details of matters considered and decisions reached[204](index=204&type=chunk)[207](index=207&type=chunk

| 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 08366 | 說明 | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 2,000,000,000 | HKD | | 0.01 | HKD | | 20,000,000 | | 增加 / 減少 (-) | | | | | | | HKD | | | | 本月底結存 | | | 2,000,000,000 | HKD | | 0.01 | HKD | | 20,000,000 | 致：香港交易及結算所有限公司 公司名稱: 浙江聯合投資控股集團有限公司 呈交日期: 2025年7月31日 I. 法定/註冊股本變動 股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2025年7月31日 狀態: 新提交 本月底法定 ...

公告称，收益减少乃主要来自承接斜坡工程的收益减少所致。 智通财经APP讯，浙江联合投资(08366)发布截至2025年4月30日止年度业绩,该集团收益2.8亿港元，同比 减少7.34%;净利润101万港元，同比扭亏为盈;每股基本盈利0.06港仙。 ...

格隆汇7月30日丨浙江联合投资(08366.HK)公告，截至2025年4月30日止年度，集团收益约为2.8亿港 元，同比降幅为7.34%。年度的溢利约为101万港元，而截至2024年4月30日止年度的亏损约为35万港 元。集团录得每股基本盈利约为0.06港仙，而截至2024年4月30日止年度每股基本亏损约为0.02港仙。董 事会不建议派付截至2025年4月30日止年度末期股息(2024年：无)。 ...

[Financial Summary](index=2&type=section&id=Financial%20Summary) This section provides an overview of the Group's financial performance and position for the year ended April 30, 2025 [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=2&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) The Group achieved a profit of **HKD 1.01 million** for the year, reversing a prior-year loss, despite a **7.34% decrease in revenue** to **HKD 279.93 million** Consolidated Statement of Profit or Loss and Other Comprehensive Income (thousand HKD) | Indicator | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Revenue | 279,932 | 302,095 | (22,163) | -7.34% | | Direct Costs | (273,827) | (296,336) | 22,509 | -7.60% | | Gross Profit | 6,105 | 5,759 | 346 | 5.90% | | Other Income and Other Gains | 2,666 | 1,847 | 819 | 44.34% | | Administrative Expenses | (6,459) | (7,234) | 775 | -10.71% | | Reversal of Impairment Loss on Trade and Other Receivables | 64 | 361 | (297) | -82.27% | | Impairment Loss Recognized on Contract Assets | (154) | — | (154) | - | | Finance Costs | (1,440) | (1,082) | (358) | 33.09% | | Profit/(Loss) Before Tax | 782 | (349) | 1,131 | - | | Income Tax Credit | 228 | — | 228 | - | | Profit/(Loss) and Total Comprehensive Income/(Expense) for the Year | 1,010 | (349) | 1,359 | - | | Basic Earnings/(Loss) Per Share (HK cents) | 0.06 | (0.02) | 0.08 | - | - The Board does not recommend a final dividend for the year ended April 30, 2025 (2024: nil)[5](index=5&type=chunk) [Consolidated Statement of Financial Position](index=3&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of April 30, 2025, the Group reported **net current liabilities of HKD 22.01 million** and **net liabilities of HKD 21.63 million**, indicating significant going concern uncertainties Consolidated Statement of Financial Position (thousand HKD) | Indicator | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | **Assets** | | | | | | Non-current Assets | 374 | 558 | (184) | -32.98% | | Current Assets | 62,324 | 64,314 | (1,990) | -3.09% | | **Liabilities** | | | | | | Current Liabilities | 84,331 | 87,515 | (3,184) | -3.64% | | **Net Equity** | | | | | | Net Current Liabilities | (22,007) | (23,201) | 1,194 | -5.15% | | Net Liabilities | (21,633) | (22,643) | 1,010 | -4.46% | | Share Capital | 15,772 | 15,772 | 0 | 0.00% | | Reserves | (37,405) | (38,415) | 1,010 | -2.63% | | Accumulated Deficit | (21,633) | (22,643) | 1,010 | -4.46% | [Notes to the Consolidated Financial Statements](index=4&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) This section details the accounting policies, significant judgments, and explanatory information supporting the consolidated financial statements [1. General Information](index=4&type=section&id=1.%20General%20Information) Zhejiang United Investment Holdings Group Co., Ltd. was incorporated in the Cayman Islands in 2015 and listed on HKEX GEM, primarily engaging in slope, foundation, and general construction works in Hong Kong - The Company was incorporated in the Cayman Islands on May 20, 2015, and listed on GEM of The Stock Exchange of Hong Kong Limited ("Stock Exchange") on November 2, 2015[7](index=7&type=chunk) - The Company is an investment holding company, and the Company and its subsidiaries (collectively, the "Group") are principally engaged in undertaking slope works, foundation works, and other general building works in Hong Kong[8](index=8&type=chunk) - The Company's immediate holding company is Emperor Securities Limited, and its ultimate holding company is Albert Yeung Capital Holdings Limited[7](index=7&type=chunk) [2. Basis of Preparation](index=4&type=section&id=2.%20Basis%20of%20Preparation) The consolidated financial statements are prepared under HKFRS on a historical cost basis, with going concern uncertainties addressed by financial support from the direct holding company and cost control measures - The consolidated financial statements have been prepared in accordance with Hong Kong Financial Reporting Standards ("HKFRS") issued by the Hong Kong Institute of Certified Public Accountants ("HKICPA") and on a historical cost basis[9](index=9&type=chunk)[10](index=10&type=chunk) - As of April 30, 2025, the Group recorded **net current liabilities of approximately HKD 22,007,000** and **net liabilities of approximately HKD 21,633,000**, indicating a material uncertainty that may cast significant doubt on the Group's ability to continue as a going concern[12](index=12&type=chunk) - To improve working capital and liquidity, the Company has secured a financial support commitment of up to **HKD 36,000,000** from its immediate holding company, Emperor Securities Limited, and is actively considering new fundraising activities and implementing various cost control measures[13](index=13&type=chunk) [3. Application of New and Revised Hong Kong Financial Reporting Standards](index=6&type=section&id=3.%20Application%20of%20New%20and%20Revised%20Hong%20Kong%20Financial%20Reporting%20Standards) Newly applied HKFRS amendments had no material impact on the Group's current financial statements, while HKFRS 18, effective in 2027, is expected to alter profit or loss presentation and future disclosures - The application of the revised HKFRS in the current year had no material impact on the Group's financial position and performance for the current and prior years and/or the disclosures contained in these consolidated financial statements[15](index=15&type=chunk) - HKFRS 18 'Presentation and Disclosure in Financial Statements', effective for annual periods beginning on or after January 1, 2027, is expected to impact the presentation of the statement of profit or loss and disclosures in future financial statements, with the Group currently assessing its detailed effects[18](index=18&type=chunk) [4. Revenue and Segment Information](index=7&type=section&id=4.%20Revenue%20and%20Segment%20Information) The Group's 2025 revenue decreased by **7.34%** to **HKD 279.93 million**, predominantly from slope works, with customer B contributing over half of the total revenue Revenue by Service Category (thousand HKD) | Service Category | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Slope Works | 279,672 | 301,802 | (22,130) | -7.33% | | Foundation Works | 260 | 293 | (33) | -11.26% | | Revenue from Customer Contracts | 279,932 | 302,095 | (22,163) | -7.34% | - The Group considers its business of undertaking slope works and foundation works in Hong Kong as a single operating unit, thus no segment information is presented, and no separate analysis of geographical segment information is reported as revenue and non-current assets are primarily from a single geographical area (i.e., Hong Kong)[23](index=23&type=chunk)[24](index=24&type=chunk) Revenue from Major Customers (thousand HKD) | Major Customer | 2025 (thousand HKD) | 2024 (thousand HKD) | | :--- | :--- | :--- | | Customer A | 35,757 | 44,460 | | Customer B | 162,403 | 164,780 | | Customer C | 50,573 | 73,861 | [5. Other Income and Other Gains](index=9&type=section&id=5.%20Other%20Income%20and%20Other%20Gains) Total other income and other gains increased by **44.34%** to **HKD 2.67 million** in 2025, primarily driven by a significant rise in site supervision fee income Other Income and Other Gains (thousand HKD) | Item | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Bank Interest Income | 76 | 22 | 54 | 245.45% | | Site Supervision Fee Income | 2,590 | 1,093 | 1,497 | 137.00% | | Gain on Disposal of Motor Vehicles | — | 732 | (732) | -100.00% | | **Total** | **2,666** | **1,847** | **819** | **44.34%** | [6. Finance Costs](index=9&type=section&id=6.%20Finance%20Costs) Finance costs increased by **33.09%** to **HKD 1.44 million** in 2025, mainly attributable to interest on borrowings Finance Costs (thousand HKD) | Item | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Finance Costs | 1,440 | 1,082 | 358 | 33.09% | [7. Profit/(Loss) Before Tax](index=10&type=section&id=7.%20Profit%2F%28Loss%29%20Before%20Tax) The Group reported a **profit before tax of HKD 0.78 million** in 2025, a significant improvement from the **HKD 0.35 million loss** in 2024, supported by reduced staff and administrative expenses Profit/(Loss) Before Tax Components (thousand HKD) | Item | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Total Staff Costs | 3,766 | 4,091 | (325) | -7.94% | | Auditor's Remuneration | 400 | 400 | 0 | 0.00% | | Depreciation of Property, Plant and Equipment | 184 | 85 | 99 | 116.47% | | Legal and Professional Fees | 799 | 1,092 | (293) | -26.83% | | Expenses Relating to Short-term Leases | 531 | 548 | (17) | -3.10% | | Subcontracting Expenses | 273,827 | 296,336 | (22,509) | -7.60% | [8. Income Tax Credit](index=10&type=section&id=8.%20Income%20Tax%20Credit) The Group recorded an **income tax credit of HKD 0.23 million** in 2025, primarily from adjustments for over-provision in prior years, with Hong Kong profits tax calculated under a two-tiered system Income Tax Credit (thousand HKD) | Item | 2025 (thousand HKD) | 2024 (thousand HKD) | | :--- | :--- | :--- | | Hong Kong Profits Tax: Provision for the Year | (1) | — | | Over-provision in Prior Years | 229 | — | | **Income Tax Credit** | **228** | **—** | - Hong Kong profits tax is calculated under a two-tiered profits tax system, with the first **HKD 2 million** of assessable profits taxed at **8.25%** and the remaining profits at **16.5%** for eligible corporations[27](index=27&type=chunk) [9. Dividends](index=11&type=section&id=9.%20Dividends) No dividends were paid, declared, or proposed by the Company for the years ended April 30, 2025, and 2024 - No dividends were paid, declared, or proposed for the years ended April 30, 2025, and 2024, nor have any dividends been proposed since the end of the reporting period[29](index=29&type=chunk) [10. Earnings/(Loss) Per Share](index=11&type=section&id=10.%20Earnings%2F%28Loss%29%20Per%20Share) The Group achieved **basic earnings per share of HKD 0.06 cents** in 2025, a turnaround from the **basic loss per share of HKD 0.02 cents** in 2024, with diluted EPS being the same due to no potential ordinary shares Earnings/(Loss) Per Share | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Profit/(Loss) for the Year Attributable to Owners of the Company (thousand HKD) | 1,010 | (349) | | Weighted Average Number of Ordinary Shares (thousand shares) | 1,577,200 | 1,577,200 | | Basic Earnings/(Loss) Per Share (HK cents) | 0.06 | (0.02) | - Diluted earnings/(loss) per share for both years presented are the same as basic earnings/(loss) per share, as there were no potential ordinary shares outstanding during either year[30](index=30&type=chunk) [11. Trade and Other Receivables](index=12&type=section&id=11.%20Trade%20and%20Other%20Receivables) As of April 30, 2025, total trade and other receivables decreased to **HKD 14.35 million**, with trade receivables typically having a credit period of 7 to 60 days and most maturing within 30 days Trade and Other Receivables (thousand HKD) | Item | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Trade Receivables from Customer Contracts | 11,910 | 16,012 | (4,102) | -25.62% | | Deposits and Other Receivables | 1,452 | 1,041 | 411 | 39.48% | | Prepayments | 992 | 1,199 | (207) | -17.26% | | **Total** | **14,354** | **18,252** | **(3,898)** | **-21.36%** | Ageing Analysis of Trade Receivables (thousand HKD) | Ageing | 2025 (thousand HKD) | 2024 (thousand HKD) | | :--- | :--- | :--- | | 0 to 30 days | 11,841 | 16,012 | | Over 90 days | 69 | — | - The Group grants credit terms of **7 to 60 days** to its customers[31](index=31&type=chunk) [12. Trade and Other Payables](index=13&type=section&id=12.%20Trade%20and%20Other%20Payables) Total trade and other payables decreased to **HKD 67.46 million** as of April 30, 2025, with accrued expenses and other payables, including amounts due to directors, forming the largest component Trade and Other Payables (thousand HKD) | Item | 2025 (thousand HKD) | 2024 (thousand HKD) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Trade Payables | 20,984 | 27,800 | (6,816) | -24.52% | | Retention Payables | 3,480 | 3,645 | (165) | -4.53% | | Accrued Expenses and Other Payables | 42,994 | 42,062 | 932 | 2.22% | | **Total** | **67,458** | **73,507** | **(6,949)** | **-9.45%** | - Accrued expenses and other payables include amounts due to a director of a subsidiary of approximately **HKD 34,500,000** (2024: approximately **HKD 33,100,000**), and amounts due to former directors Mr. Zhou Ying and Ms. Meng Ying[34](index=34&type=chunk) - Payment terms granted by suppliers range from **7 to 60 days** from the invoice date[33](index=33&type=chunk) [Management Discussion and Analysis](index=14&type=section&id=Management%20Discussion%20and%20Analysis) This section provides a comprehensive review of the Group's operational performance, financial position, and future outlook, highlighting key trends and strategic initiatives [Business Review and Outlook](index=14&type=section&id=Business%20Review%20and%20Outlook) The Group, a Hong Kong-based contractor for slope, foundation, and general construction works, achieved net profit growth despite revenue decline, maintaining a cautiously optimistic outlook on the slope engineering sector due to government infrastructure projects - The Group is a contractor primarily engaged in slope works, foundation works, and other general building works in Hong Kong, holding qualifications as an approved specialist contractor on the Development Bureau's list of approved public works contractors[35](index=35&type=chunk) - Compared to a net loss in the year ended April 30, 2024, the Group recorded an increase in net profit for the year ended April 30, 2025, driven by reduced revenue and improved gross profit margin[36](index=36&type=chunk) - The Directors remain cautiously optimistic about the Hong Kong slope engineering industry, believing that the government's continued increase in major construction and infrastructure projects will drive demand for slope works[37](index=37&type=chunk) [Financial Review](index=15&type=section&id=Financial%20Review) The Group's 2025 revenue decreased by **7.34%** to **HKD 279.93 million**, but gross profit increased by **5.90%** to **HKD 6.10 million** due to reduced subcontracting costs, leading to a net profit of **HKD 1.01 million** [Revenue](index=15&type=section&id=Revenue) Total Group revenue decreased by **7.34%** to **HKD 279.93 million** in 2025, primarily due to a reduction in slope engineering revenue - The Group's total revenue decreased by approximately **HKD 22.17 million** from approximately **HKD 302.10 million** for the year ended April 30, 2024, to approximately **HKD 279.93 million** for the year ended April 30, 2025, representing a **7.34%** decrease[38](index=38&type=chunk) - Revenue from undertaking slope works decreased by approximately **7.33%** to **HKD 279.67 million**, and revenue from foundation works decreased by approximately **10.34%** to **HKD 0.26 million**[38](index=38&type=chunk)[39](index=39&type=chunk) [Direct Costs](index=16&type=section&id=Direct%20Costs) Direct costs decreased by **7.60%** to **HKD 273.83 million** in 2025, mainly attributable to reduced subcontracting fees due to fewer projects - The Group's direct costs decreased by approximately **HKD 22.51 million** from approximately **HKD 296.34 million** for the year ended April 30, 2024, to approximately **HKD 273.83 million** for the year ended April 30, 2025, representing a **7.60%** decrease[40](index=40&type=chunk) - This reduction was primarily due to a decrease in the number of projects undertaken, leading to lower subcontracting fees[40](index=40&type=chunk) [Gross Profit](index=16&type=section&id=Gross%20Profit) Gross profit increased by **5.90%** to **HKD 6.10 million** in 2025, with the gross profit margin slightly rising to **2.18%**, mainly due to a slight reduction in subcontracting and overall construction costs - The Group's gross profit increased by approximately **HKD 0.34 million** from approximately **HKD 5.76 million** for the year ended April 30, 2024, to approximately **HKD 6.10 million** for the year ended April 30, 2025, representing a **5.90%** increase[40](index=40&type=chunk) - The gross profit margin slightly increased from approximately **1.91%** for the year ended April 30, 2024, to approximately **2.18%** for the year ended April 30, 2025, primarily due to a slight reduction in subcontracting fees and overall construction costs[40](index=40&type=chunk) [Other Income and Other Gains](index=16&type=section&id=Other%20Income%20and%20Other%20Gains) Other income and other gains increased to approximately **HKD 2.67 million** in 2025, primarily driven by higher site supervision fee income - The Group's other income and other gains were approximately **HKD 2.67 million** and **HKD 1.85 million** for the years ended April 30, 2025, and 2024, respectively, with the increase mainly attributable to higher site supervision fee income in 2025[41](index=41&type=chunk) [Administrative Expenses](index=16&type=section&id=Administrative%20Expenses) Administrative expenses decreased by **10.65%** to **HKD 6.46 million** in 2025, primarily due to a reduction in total staff costs - The Group's administrative expenses decreased by approximately **HKD 0.77 million** from approximately **HKD 7.23 million** for the year ended April 30, 2024, to approximately **HKD 6.46 million** for the year ended April 30, 2025, representing a decrease of approximately **10.65%**[42](index=42&type=chunk) - The reduction in administrative expenses was primarily due to a decrease in total staff costs[42](index=42&type=chunk) [Reversal of Impairment Loss on Trade and Other Receivables](index=16&type=section&id=Reversal%20of%20Impairment%20Loss%20on%20Trade%20and%20Other%20Receivables) The reversal of impairment loss on trade and other receivables significantly decreased to approximately **HKD 0.064 million** in 2025, compared to **HKD 0.361 million** in 2024, due to a reduction in impairment loss reversals - Reversal of impairment loss on trade and other receivables recorded approximately **HKD 0.064 million** and **HKD 0.361 million** for the years ended April 30, 2025, and 2024, respectively, due to a decrease in impairment loss reversals[43](index=43&type=chunk) [Impairment Loss Recognized on Contract Assets](index=17&type=section&id=Impairment%20Loss%20Recognized%20on%20Contract%20Assets) Impairment loss recognized on contract assets increased significantly by **275.00%** to approximately **HKD 0.15 million** in 2025, primarily due to higher expected credit losses - Impairment loss recognized on contract assets increased by approximately **HKD 0.11 million** from approximately **HKD 0.04 million** for the year ended April 30, 2024, to approximately **HKD 0.15 million** for the year ended April 30, 2025, representing an increase of approximately **275.00%**[44](index=44&type=chunk) - The increase in impairment loss recognized on contract assets was primarily due to higher expected credit losses[44](index=44&type=chunk) [Finance Costs](index=17&type=section&id=Finance%20Costs) Finance costs incurred from interest on borrowings increased to approximately **HKD 1.44 million** in 2025, compared to **HKD 1.08 million** in 2024 - For the year ended April 30, 2025, the Group incurred finance costs of approximately **HKD 1.44 million** (2024: **HKD 1.08 million**) from interest on borrowings[45](index=45&type=chunk) [Net Profit](index=17&type=section&id=Net%20Profit) The Group achieved a net profit attributable to owners of approximately **HKD 1.01 million** in 2025, reversing a **HKD 0.35 million loss** in 2024, mainly due to increased site supervision fee income - Profit attributable to owners of the Company for the year ended April 30, 2025, was approximately **HKD 1.01 million**, compared to a loss attributable to owners of the Company of approximately **HKD 0.35 million** for the year ended April 30, 2024[46](index=46&type=chunk) - The increase in net profit for the year was primarily due to the aforementioned increase in site supervision fee income for the year ended April 30, 2025[46](index=46&type=chunk) [Final Dividend](index=17&type=section&id=Final%20Dividend) The Board does not recommend the payment of a final dividend for the year ended April 30, 2025 - The Board does not recommend a final dividend for the year ended April 30, 2025 (2024: nil)[47](index=47&type=chunk) [Liquidity and Financial Resources](index=17&type=section&id=Liquidity%20and%20Financial%20Resources) As of April 30, 2025, the Group's liquidity ratio was **0.74**, with **HKD 62.32 million** in current assets and **HKD 84.33 million** in current liabilities, and a negative gearing ratio reflecting an accumulated deficit [Liquidity Position](index=17&type=section&id=Liquidity%20Position) As of April 30, 2025, the Group's current assets were **HKD 62.32 million**, current liabilities were **HKD 84.33 million**, resulting in a liquidity ratio of **0.74** - As of April 30, 2025, current assets were **HKD 62.32 million** (2024: **HKD 64.31 million**), and current liabilities were **HKD 84.33 million** (2024: **HKD 87.52 million**)[48](index=48&type=chunk) - The liquidity ratio was **0.74** (2024: **0.73**)[48](index=48&type=chunk) [Cash Position](index=17&type=section&id=Cash%20Position) As of April 30, 2025, the Group's cash and cash equivalents increased by approximately **HKD 2.21 million** to approximately **HKD 36.04 million** - As of April 30, 2025, the Group's cash and cash equivalents at banks and other financial institutions and cash on hand were approximately **HKD 36.04 million** (2024: approximately **HKD 33.83 million**), representing an increase of approximately **HKD 2.21 million** from April 30, 2024[49](index=49&type=chunk) [Pledge of the Group's Assets](index=18&type=section&id=Pledge%20of%20the%20Group%27s%20Assets) As of April 30, 2025, the Group had no assets pledged - As of April 30, 2025, the Group had no assets pledged (2024: nil)[50](index=50&type=chunk) [Gearing Ratio](index=18&type=section&id=Gearing%20Ratio) As of April 30, 2025, the Group's gearing ratio was approximately **negative 257.37%**, reflecting an accumulated deficit in equity - As of April 30, 2025, the Group's gearing ratio was approximately **negative 257.37%** (2024: approximately **negative 220.67%**)[51](index=51&type=chunk) - The Group's equity was in a deficit position as of April 30, 2025, resulting in a negative gearing ratio[51](index=51&type=chunk) [Foreign Exchange Risk](index=18&type=section&id=Foreign%20Exchange%20Risk) The Group did not face significant foreign exchange risk for the year ended April 30, 2025, as most transactions, assets, and liabilities are denominated in HKD - Most of the Group's transactions, assets, and liabilities are denominated in HKD, and the Group did not face significant foreign exchange risk for the year ended April 30, 2025[52](index=52&type=chunk) [Capital Commitments](index=18&type=section&id=Capital%20Commitments) As of April 30, 2025, the Group had no significant capital commitments - As of April 30, 2025, the Group had no significant capital commitments (2024: nil)[53](index=53&type=chunk) [Employees and Remuneration Policy](index=18&type=section&id=Employees%20and%20Remuneration%20Policy) As of April 30, 2025, the Group had **70 employees** with total staff costs of approximately **HKD 3.77 million**, offering competitive remuneration and performance-based increments and bonuses - As of April 30, 2025, the Group had **70** (2024: **73**) employees (including directors)[54](index=54&type=chunk) - Staff costs (including directors' emoluments) for the year ended April 30, 2025, were approximately **HKD 3.77 million**, compared to approximately **HKD 4.09 million** for the year ended April 30, 2024[54](index=54&type=chunk) - The Group annually reviews its employee remuneration policy and benefits, providing salary increments and discretionary bonuses based on individual performance appraisals[54](index=54&type=chunk) [Key Risks and Uncertainties](index=19&type=section&id=Key%20Risks%20and%20Uncertainties) Key risks include reliance on non-recurrent government contracts, potential loss of senior management and internal engineers, and adverse impacts from project delays on cash flow, business, and reputation - A significant portion of the Group's past revenue has been generated from non-recurrent contracts awarded by the Hong Kong Government and statutory bodies, and a reduction in government spending on construction projects, particularly slope works, could materially impact the Group's financial performance[59](index=59&type=chunk) - The Group relies on its senior management and internal engineers, and failure to retain these employees could adversely affect the Group's business operations[59](index=59&type=chunk) - Any delays in the Group's projects could impact its cash flow and potentially have an adverse effect on its business and reputation[59](index=59&type=chunk) [Compliance with Laws and Regulations](index=20&type=section&id=Compliance%20with%20Laws%20and%20Regulations) The Group operates primarily in Hong Kong, adhering to local laws and regulations, employing external advisors, and reported no material breaches for the year ended April 30, 2025 - The Group's business is primarily conducted by its subsidiaries in Hong Kong and complies with relevant Hong Kong laws and regulations[60](index=60&type=chunk) - The Group has engaged external compliance and legal advisors to ensure its operations adhere to the applicable legal framework[60](index=60&type=chunk) - For the year ended April 30, 2025, and up to the date of this announcement, the Group had no material breaches of relevant current laws and regulations in Hong Kong[60](index=60&type=chunk) [Relationships with Customers, Suppliers, Subcontractors, and Employees](index=20&type=section&id=Relationships%20with%20Customers%2C%20Suppliers%2C%20Subcontractors%2C%20and%20Employees) The Group maintains long-term relationships with diverse clients, manages an approved list of subcontractors without significant issues, and values employees by offering competitive remuneration and development opportunities - The Group's customers primarily include Hong Kong government departments (such as the Civil Engineering and Development Department, Lands Department), statutory bodies (such as the Hong Kong Housing Authority), and private companies[61](index=61&type=chunk) - The Group maintains an internal list of approved subcontractors, selecting them based on experience, scheduling, and fee quotations, and encountered no significant difficulties or disputes in procuring materials or appointing subcontractors during the year[62](index=62&type=chunk) - The Group offers competitive remuneration packages to attract and retain employees, regularly reviewing compensation based on industry benchmarks, financial performance, and individual employee performance, while also emphasizing employee training and development[63](index=63&type=chunk) [Other Information](index=21&type=section&id=Other%20Information) This section covers independent auditor's findings, corporate governance practices, and other mandatory disclosures, including compliance with listing rules and post-reporting period events [Excerpt from Independent Auditor's Report](index=21&type=section&id=Excerpt%20from%20Independent%20Auditor%27s%20Report) The independent auditor affirmed the fair presentation of the consolidated financial statements but highlighted significant going concern uncertainties due to net current and total liabilities, despite the Board's mitigation efforts - The independent auditor believes that the consolidated financial statements truly and fairly reflect the Group's consolidated financial position as of April 30, 2025, and its consolidated financial performance and cash flows for the year then ended, and have been properly prepared in compliance with the disclosure requirements of the Hong Kong Companies Ordinance[65](index=65&type=chunk) - The auditor draws attention to a material uncertainty related to going concern, specifically the Group's net current liabilities and net liabilities as of April 30, 2025, although the Board believes the Group will be able to continue as a going concern[66](index=66&type=chunk) [Corporate Governance](index=22&type=section&id=Corporate%20Governance) The Company complied with GEM Listing Rules' Corporate Governance Code for the year ended April 30, 2025, except for the Chairman not meeting with independent non-executive directors, and maintained a share option scheme with no outstanding options - For the year ended April 30, 2025, the Company complied with the applicable code provisions of the Corporate Governance Code set out in Appendix 15 to the GEM Listing Rules, except that the Chairman did not hold meetings with independent non-executive Directors[68](index=68&type=chunk) - All Directors confirmed their compliance with the required standards set out in the Model Code for Securities Transactions by Directors for the year ended April 30, 2025[69](index=69&type=chunk) - The Company conditionally adopted a share option scheme on October 15, 2015, with no outstanding share options as of April 30, 2025[71](index=71&type=chunk) [Other Disclosures](index=21&type=section&id=Other%20Disclosures) This section confirms no new significant projects or post-reporting events, no purchases/sales/redemptions of listed securities, maintenance of public float, absence of management contracts, and audit committee review of annual results - There were no new significant projects for the years ended April 30, 2025, and 2024[64](index=64&type=chunk) - No significant events occurred after the reporting period for the year ended April 30, 2025[72](index=72&type=chunk) - Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the year ended April 30, 2025[67](index=67&type=chunk) - As of the date of this announcement, at least **25%** of the Company's issued share capital is held by the public[73](index=73&type=chunk) - The Company's Audit Committee has reviewed the Group's audited consolidated financial statements and annual results for the year ended April 30, 2025[76](index=76&type=chunk)

Market Performance - The Hong Kong stock market showed mixed performance with the Hang Seng Index rising by 0.68% to 25,562.13 points, while the Tech Index fell by 0.24% to 5,664.02 points, and the National Enterprises Index increased by 0.29% to 9,177.15 points [2][3]. Hang Seng Index Movement - The Hang Seng Index reached a high of 25,660.54 points in the morning but maintained a volatile pattern before closing slightly higher [4]. Sector Performance - Insurance, pharmaceuticals, and brokerage stocks saw collective strength, while coal, shipping, and photovoltaic stocks experienced adjustments [5]. Insurance Sector Strength - Major insurance stocks like AIA Group (up 4.96%), China Pacific Insurance (up 3.91%), and Ping An Insurance (up 3.49%) saw significant gains due to a favorable assessment of life insurance reserve interest rates, which are expected to lower the new business liability costs for insurers [6][7]. Pharmaceutical Sector Boost - Pharmaceutical stocks surged, with companies like Fonda Holdings (up 10.39%), Zhaoyan New Drug (up 6.76%), and Via Biotechnology (up 5.45%) benefiting from overseas licensing deals, including a notable $12.5 billion collaboration between Hengrui Medicine and GlaxoSmithKline [8][9]. Brokerage Sector Gains - Brokerage stocks such as Guotai Junan International (up 9.45%), Shenwan Hongyuan Hong Kong (up 7.32%), and Xingzheng International (up 5.08%) experienced strong performance, likely influenced by the upcoming implementation of the Stablecoin Regulation in Hong Kong [11][13]. Weakness in Cyclical Stocks - Coal, shipping, and photovoltaic stocks faced declines, with companies like Feishang Non-Ferrous Coal (down 15.28%) and COSCO Shipping Ports (down 10.99%) leading the downturn due to falling commodity prices in the futures market [14][18]. Individual Stock Movements - Xuanwu Cloud saw a significant increase of 28% following a strategic partnership with LG Uplus, while Zhejiang United Investment surged by 116.67% on expectations of turning a profit by April 2025 [23][24].

Core Insights - A total of 173 stocks reached a 52-week high as of July 28, with notable performers including Shenghua Lande (08106), Zhejiang United Investment (08366), and Black Mountain Mining (00159), achieving increases of 119.51%, 113.79%, and 111.68% respectively [1] Summary by Category 52-Week High Performers - Shenghua Lande (08106) closed at 0.265 with a peak of 0.360, marking a 119.51% increase - Zhejiang United Investment (08366) closed at 0.039 with a peak of 0.062, marking a 113.79% increase - Black Mountain Mining (00159) closed at 0.153 with a peak of 0.290, marking a 111.68% increase - Other notable stocks include: - Zhong An Smart Life (02271) with a 90.12% increase - Xuanwu Cloud (02392) with a 36.67% increase - LFG Investment Holdings (03938) with a 29.27% increase [1] Additional High Performers - Tokyo Central Auction (01939) achieved a 24.04% increase - Great Wall Micro Light (08286) achieved a 23.83% increase - Tianrun Cloud (02167) achieved a 20.61% increase - Wan Shun Rui Qiang Group (08427) achieved a 20.00% increase - Datong Group (02904) achieved a 17.86% increase [1] Other Notable Stocks - Li Nian International (09918) with a 15.34% increase - Wutong International (00613) with a 14.92% increase - Liangqing Holdings (08603) with a 13.10% increase - China Huaxing (00485) with a 12.73% increase - Weichuang Medical (00853) with a 12.24% increase [1]

Revenue and Profitability - Revenue for the six months ended 31 October 2024 amounted to approximately HK$161.44 million, representing an increase of approximately 18.31% compared to HK$136.46 million for the same period in 2023[9]. - Revenue from slope works increased from approximately HK$136.46 million for the six months ended 31 October 2023 to approximately HK$161.15 million for the six months ended 31 October 2024, representing an increase of approximately 18.09%[18]. - Revenue from foundation works increased from approximately HK$0.0 million for the six months ended 31 October 2023 to approximately HK$0.29 million for the six months ended 31 October 2024[19]. - The Group's overall revenue increase of approximately HK$24.98 million was primarily due to the rise in slope works projects[17]. - Total revenue for the six months ended October 31, 2024, was HK$161,439,000, up from HK$136,455,000 in 2023, marking an increase of approximately 18%[124]. - Gross profit increased by approximately HK$1.09 million from approximately HK$2.42 million to approximately HK$3.51 million, with gross profit margin rising from approximately 1.8% to approximately 2.2%[23]. - Gross profit for the same period was HK$3,512,000, up 44.9% from HK$2,424,000 in 2023[90]. - The total comprehensive loss for the period was HK$46,000, compared to a loss of HK$1,487,000 in the same period last year[90]. - The loss attributable to owners of the Company for the Reporting Period was approximately HK$0.046 million, a significant improvement from a loss of HK$1.49 million in 2023[9]. - For the six months ended 31 October 2024, the company reported a loss attributable to owners of HK$46,000, compared to a loss of HK$1,487,000 for the same period in 2023[146]. Costs and Expenses - Direct costs increased by approximately HK$23.9 million or approximately 17.83% from approximately HK$134.03 million to approximately HK$157.93 million, mainly due to the increase in the number of slope works projects[25]. - Administrative expenses decreased by approximately HK$0.59 million or approximately 14.82% from approximately HK$3.98 million to approximately HK$3.39 million[27]. - Total employee costs for the period amounted to HKD 1.88 million, determined based on market levels and individual performance[56]. - Total staff costs decreased to HK$1,881,000 from HK$2,068,000, a reduction of approximately 9%[138]. - Finance costs increased to HK$775,000 in 2024 from HK$492,000 in 2023, indicating a rise of approximately 57%[135]. - Subcontracting charges included in direct costs rose to HK$157,927,000 from HK$134,031,000, an increase of approximately 18%[138]. Cash Flow and Financial Position - As of 31 October 2024, the Group's cash at banks and in hand amounted to approximately HK$37.64 million, an increase of approximately HK$3.81 million compared to HK$33.83 million as of 30 April 2024[36]. - Cash and cash equivalents increased to HK$37,637,000 as of 31 October 2024, up from HK$33,834,000 as of 30 April 2024[93]. - Net cash generated from operating activities was HK$1,278,000, a decrease from HK$1,467,000 in the same period of 2023[116]. - The Group had net current liabilities of approximately HK$23,156,000 and net liabilities of approximately HK$22,689,000 as at 31 October 2024[116]. - Cash and cash equivalents at the end of the reporting period increased to HK$37,637,000 from HK$31,270,000[116]. - The Group implemented measures to improve working capital, liquidity, and cash flow position[116]. - The Group's cash and cash equivalents at the beginning of the reporting period were HK$33,834,000[116]. - New borrowings raised amounted to HK$1,125,000, down from HK$2,857,000 in the previous year[116]. - The company’s borrowings are classified as current liabilities, with all borrowings repayable within one year or on demand[161]. Market Outlook and Industry Conditions - The Group anticipates that the Hong Kong construction market will remain challenging due to rising subcontracting costs and intense competition, which may pressure profit margins[16]. - The Directors remain cautiously optimistic about the slope works industry in Hong Kong, driven by the government's ongoing infrastructure projects[13]. - The operating environment remains challenging due to increasing operational costs, particularly higher subcontracting rates[12]. Corporate Governance and Compliance - The company complied with the Corporate Governance Code, except for the absence of a chairman to hold meetings with independent non-executive directors[72]. - All directors confirmed compliance with the required standards of conduct regarding securities transactions during the period[78]. - The Audit Committee reviewed the unaudited financial results and confirmed compliance with applicable accounting standards and GEM Listing Rules[86]. - The company did not purchase, sell, or redeem any of its listed securities during the period[70]. - The company did not recommend any payment of dividends for the six months ended October 31, 2024, consistent with the previous year[79]. Shareholder Information - As of October 31, 2024, Emperor Securities Limited held 792 million shares, representing approximately 50.21% of the company's shareholding[66]. - The issued and fully paid ordinary shares remained unchanged at 1,577,200, with a carrying amount of HK$15,772,000 as of both October 31, 2024, and April 30, 2024[166]. - The company has not reported any significant events occurring after the reporting period, indicating stability in operations[173].

Financial Performance - For the six months ended October 31, 2024, the Group reported a loss attributable to owners of the Company of HK$1,487,000 compared to a loss of HK$46,000 for the same period in 2023[10]. - Revenue for the six months ended 31 October 2024 amounted to approximately HK$161.44 million, representing an increase of approximately 18.31% compared to HK$136.46 million for the same period in 2023[32]. - Loss attributable to owners of the Company for the Reporting Period was approximately HK$0.046 million, a significant decrease from HK$1.49 million in 2023[32]. - Basic loss per share for the Reporting Period was approximately HK0.003 cents, down from HK0.09 cents in 2023[32]. - The Group experienced an increase in gross profit margin despite a decrease in net loss for the six months ended 31 October 2024 compared to the same period in 2023[34]. - The Group's gross profit increased by approximately HK$1.09 million from approximately HK$2.42 million for the six months ended 31 October 2023 to approximately HK$3.51 million for the six months ended 31 October 2024[60]. - The Group's gross profit margin increased from approximately 1.8% for the six months ended 31 October 2023 to approximately 2.2% for the six months ended 31 October 2024[60]. - Total comprehensive expense for the period was a loss of HK$46,000, significantly reduced from HK$1,487,000 in the previous year[100]. - Profit before taxation was HK$353,000, a turnaround from a loss of HK$1,487,000 in the previous year[100]. Revenue and Costs - Direct costs increased by approximately HK$23.9 million or approximately 17.83%, from approximately HK$134.03 million in 2023 to approximately HK$157.93 million in 2024, mainly due to an increase in the number of slope works projects[38]. - The increase in revenue was primarily attributable to the increase in the number of slope works projects[60]. - Revenue from slope works increased from approximately HK$136.46 million for the six months ended 31 October 2023 to approximately HK$161.15 million for the six months ended 31 October 2024, representing an increase of approximately 18.09%[60]. - Revenue from foundation works was HK$291,000 for the six months ended 31 October 2024, with no revenue reported for the same period in 2023[114]. - Subcontracting charges increased to HK$157,927,000 from HK$134,031,000, an increase of 17.8%[168]. Borrowings and Financial Position - The Group borrowed a principal amount of approximately HK$12,918,000 under a loan facility with a maximum limit of HK$36,000,000, with an annual interest rate of 12%[13]. - The total borrowings as of 31 October 2024 were HK$13,693,000, up from HK$12,568,000 as of 30 April 2024, reflecting an increase of 9%[78]. - The borrowings bear an interest rate of 12% per annum and are repayable on 31 October 2025[80]. - The Group's cash at banks and in hand was approximately HK$37.64 million as of 31 October 2024, representing an increase of approximately HK$3.81 million from HK$33.83 million as of 30 April 2024[81]. - The gearing ratio of the Group was approximately negative 231.32% as of 31 October 2024, compared to negative approximately 220.67% as of 30 April 2024[81]. - The Group had net current liabilities of approximately HK$23,156,000 and net liabilities of approximately HK$22,689,000 as of 31 October 2024[111]. Administrative and Other Expenses - The Group's administrative expenses decreased by approximately HK$0.59 million or approximately 14.82% from approximately HK$3.98 million for the six months ended 31 October 2023 to approximately HK$3.39 million for the six months ended 31 October 2024[60]. - Finance costs increased from HK$0.49 million in 2023 to approximately HK$0.78 million in 2024 due to a loan provided by a financial institution[60]. - Total staff costs for the Group during the Period was HK$1.88 million, determined based on market terms and individual performance[83]. - Other income rose to HK$1,001,000, compared to HK$558,000 in the prior period, indicating enhanced revenue streams[100]. Share Capital and Dividends - The number of ordinary shares remained constant at 1,577,200, with a carrying amount of HK$15,772,000 as of October 31, 2024[15]. - The total authorized ordinary shares remained at 2,000,000, with a carrying amount of HK$20,000[15]. - The Board does not recommend the payment of an interim dividend for the Reporting Period[32]. - The Board did not recommend any payment of dividends for the six months ended 31 October 2024, consistent with the previous year where no dividends were paid[96]. Market Outlook and Industry Conditions - The competitive environment in the Hong Kong construction market remains tough, with rising subcontracting costs and intense competition expected to pressure profit margins[35]. - The Hong Kong Government's ongoing increase in major construction and infrastructure projects is anticipated to boost demand for slope works related to public safety[34]. - The Directors remain cautiously optimistic about the slope works industry in Hong Kong, despite the challenging operating environment[33]. - Future outlook remains positive with ongoing efforts in product development and market expansion strategies[108]. Compliance and Governance - The Group's financial statements are unaudited for the period ending October 31, 2024[10]. - The Audit Committee reviewed the unaudited condensed consolidated results and confirmed compliance with applicable accounting standards and GEM Listing Rules[97]. - The Group has adopted a code of conduct regarding securities transactions by Directors, ensuring compliance with GEM Listing Rules[96]. - The Group has complied with the Corporate Governance Code provisions, with a noted deviation regarding the appointment of a chairman[93].

Financial Performance - Revenue for FY2023/24 increased to HK$302.10 million, up from HK$199.17 million in FY2022/23, representing a growth of approximately 51.9%[14] - Gross profit for FY2023/24 was HK$5.76 million, compared to HK$3.91 million in FY2022/23, indicating a rise of about 47.3%[14] - Net loss decreased to HK$0.35 million in FY2023/24 from HK$3.08 million in FY2022/23, reflecting a reduction of approximately 88.6%[14] - Loss per share improved to HK$0.02 cents in FY2023/24 from HK$0.20 cents in FY2022/23[14] - The Group's overall revenue increased by approximately HK$102.93 million or 51.68%, from approximately HK$199.17 million for the year ended April 30, 2023, to approximately HK$302.10 million for the year ended April 30, 2024[24] - Revenue from slope works increased from approximately HK$199.01 million for the year ended April 30, 2023, to approximately HK$301.80 million for the year ended April 30, 2024, representing an increase of approximately 51.65%[29] - Revenue from foundation works increased from approximately HK$0.16 million for the year ended April 30, 2023, to approximately HK$0.29 million for the year ended April 30, 2024, representing an increase of approximately 81.25%[30] - The Group's gross profit increased by approximately HK$1.85 million or 47.31%, from approximately HK$3.91 million for the year ended April 30, 2023, to approximately HK$5.76 million for the year ended April 30, 2024[34] - The Group's gross profit margin slightly decreased from approximately 1.96% for the year ended April 30, 2023, to approximately 1.91% for the year ended April 30, 2024[34] - Other income and other gain amounted to approximately HK$1.85 million for the year ended April 30, 2024, compared to HK$2.17 million for the year ended April 30, 2023[35] - Administrative expenses decreased by approximately HK$0.88 million or approximately 10.85%, from approximately HK$8.11 million for the year ended April 30, 2023, to approximately HK$7.23 million for the year ended April 30, 2024[36] - For the year ended 30 April 2024, the net loss attributable to owners of the Company was approximately HK$0.35 million, a significant decrease from HK$3.08 million for the year ended 30 April 2023, primarily due to an increase in gross profit and a decrease in administrative expenses[42][45] Operational Environment - The Group's operating environment remains challenging due to rising operational costs and intense market competition[17] - The construction sector in Hong Kong is facing tougher competitive conditions and slower progress in public works funding scrutiny[17] - The Directors noted that the competition in the market has remained intense due to economic slowdowns[17] - The Group remains cautiously optimistic about the slope works industry in Hong Kong due to the government's ongoing infrastructure projects[22] - The Group has obtained public projects from the Civil Engineering and Development Department and Lands Department of the Hong Kong Government, expected to be completed in the coming years[23] Financial Position - As of 30 April 2024, current assets amounted to HK$64.31 million, up from HK$52.48 million in 2023, with cash and cash equivalents increasing to HK$33.83 million from HK$1.15 million[48][53] - The Group's current liabilities increased to HK$87.52 million as of 30 April 2024, compared to HK$74.81 million in 2023, resulting in a current ratio of 0.73, slightly up from 0.70[48][53] - The gearing ratio as of 30 April 2024 was approximately negative 220.67%, compared to negative 95.69% in 2023, indicating a significant increase in total debts to HK$49.96 million from HK$21.33 million[51][52][56] - The Group had no material capital commitments or contingent liabilities as of 30 April 2024, maintaining a stable financial position[59][63] - The Group's cash position improved significantly, with cash at banks and in hand amounting to approximately HK$33.83 million, an increase of approximately HK$32.68 million compared to the previous year[49][54] - There were no charges over the Group's assets as of 30 April 2024, indicating a clean balance sheet[50][55] - The Group incurred a loss of approximately HK$349,000 for the year ended 30 April 2024, with net current liabilities of approximately HK$23,201,000 and net liabilities of approximately HK$22,643,000[88] Corporate Governance - The Group's management emphasizes the importance of sound corporate governance for long-term success and development[130] - The Group has complied with the applicable code provisions of the Corporate Governance Code, with a noted deviation regarding the appointment of a chairman[131] - The Board recognizes the balance of power with three independent non-executive directors representing half of the Board[132] - The Group has adopted a code of conduct regarding securities transactions by directors, ensuring compliance with required standards[135] - The Board consists of five Directors, including two executive Directors and three independent non-executive Directors, ensuring a balanced governance structure[141] - Independent non-executive Directors represent more than one-third of the Board, with at least one possessing professional qualifications in accounting or financial management[148] - The Board is responsible for formulating overall strategies, setting management targets, and supervising management performance[143] - The Company has implemented a code of conduct and compliance manual applicable to Directors and employees to ensure adherence to legal and regulatory requirements[146] - The Board monitors the Group's operational and financial performance, ensuring sound internal control and risk management systems are in place[158] - The Company aims to enhance its corporate governance structure to ensure effective oversight and decision-making processes[191][194] Board Composition and Diversity - The company has a diverse board with members experienced in finance, accounting, and corporate governance, enhancing its strategic decision-making capabilities[112] - The independent non-executive directors bring a wealth of experience from various sectors, including TMT and pharmaceuticals, contributing to the company's growth strategy[112] - The board includes members with international qualifications, such as ACCA and CPA Australia, ensuring compliance with global standards[113] - The Board Diversity Policy was adopted from the date of Listing and amended effective January 1, 2019, to enhance the quality of performance through diverse board composition[169] - The Board Diversity Policy aims to consider measurable aspects such as gender, age, and professional experience in Board appointments[170] - The Company is actively seeking to appoint at least one director of a different gender by December 31, 2024, in compliance with GEM Listing Rules[177] - As of the report date, the Board's composition includes 5 male Executive Directors and 3 Independent Non-Executive Directors, with a focus on gender diversity[179] Meetings and Committees - The Board held five meetings during the year ended April 30, 2024, with the annual general meeting taking place on September 28, 2023[187][189] - The Audit Committee conducted five meetings during the year, focusing on financial reporting matters including quarterly, interim, and annual results[200] - The Audit Committee is responsible for evaluating the effectiveness of internal control and risk management systems, ensuring compliance with accounting standards and GEM Listing Rules[193][197] - The Company has established three functional committees: Audit Committee, Remuneration Committee, and Nomination Committee, to assist the Board in fulfilling its duties[192][195] - The Audit Committee supervises internal investigations and reviews anti-corruption and whistleblowing policies to address employee concerns[199] Employee and Operational Practices - The Group emphasizes employee training and development, viewing excellent employees as a key factor in its competitiveness[86] - The Group did not experience any material difficulties in sourcing materials or assigning subcontractors during the year ended 30 April 2024[83] - Staff costs for the year ended 30 April 2024 were approximately HK$4.09 million, a decrease from approximately HK$4.75 million in 2023, with the number of employees reduced to 73 from 94[60][67]