Financial Performance - The group recorded a profit before tax of approximately HKD 6.9 million for the year ended March 31, 2021, a significant improvement compared to a loss of HKD 7.5 million for the year ended March 31, 2020[10]. - The profit attributable to shareholders of SCHL for the year was approximately HKD 8.5 million, a significant improvement from a loss of HKD 5.8 million in 2020, resulting in a basic earnings per share of HKD 0.0603 and diluted earnings per share of HKD 0.0583[17]. - The group reported a post-tax profit of approximately HKD 7.3 million for the year, a turnaround from a post-tax loss of approximately HKD 7.2 million in 2020, primarily due to reduced operating expenses and the fair value gain from the redemption of shares in CIAF[34]. - The group recorded a pre-tax profit of approximately HKD 6.9 million for the year, a significant improvement compared to a pre-tax loss of HKD 7.5 million in the previous year[29]. - The total revenue decreased by approximately 0.4% to about HKD 75.5 million from approximately HKD 75.8 million in the previous year[41]. Revenue Breakdown - Revenue from corporate finance consulting business was approximately HKD 75.0 million, slightly down from HKD 75.6 million in 2020, with a segment profit before tax of approximately HKD 5.9 million compared to HKD 5.3 million in 2020[11]. - Revenue from financial advisory and independent financial advisory services was approximately HKD 55.9 million, accounting for about 74.0% of total revenue, up from 70.4% in 2020[11]. - Compliance advisory services generated revenue of approximately HKD 19.1 million, representing about 25.3% of total revenue, compared to 23.6% in 2020[12]. - The asset management segment recorded revenue of approximately HKD 0.4 million, up from HKD 0.2 million in 2020, but incurred a pre-tax loss of approximately HKD 7.7 million, compared to a loss of HKD 5.9 million in 2020[33]. - Other income decreased from approximately HKD 1.7 million to about HKD 1.3 million, mainly due to reduced interest income from bank deposits[43]. Dividends and Shareholder Returns - The board proposed a final dividend of HKD 0.038 per share, an increase from HKD 0.025 per share in 2020, reflecting approximately two-thirds of the diluted earnings per share of HKD 0.0583[19]. - The board has proposed a final dividend of HKD 0.038 per share for the year, an increase from HKD 0.025 per share in 2020, pending shareholder approval[69]. - The company has adopted a dividend policy to distribute at least 40% of the annual consolidated net income attributable to shareholders as dividends[177]. - The company emphasizes maintaining a consistent and sustainable dividend level, even in adverse conditions, as long as financial health allows[173]. Operational Efficiency and Cost Management - Employee salaries and benefits decreased by approximately 1.8% to about HKD 53.1 million, primarily due to government subsidies of approximately HKD 2.5 million received under the employment support scheme[16]. - Depreciation and other operating expenses decreased by approximately 5.7% to about HKD 21.6 million from approximately HKD 22.9 million in the previous year[48]. - The group maintained a high level of liquidity, with no significant impact on liquidity risk from the COVID-19 pandemic[36]. - The group had no bank financing or borrowings as of March 31, 2021, maintaining a debt-free status[57]. Strategic Initiatives and Future Outlook - The company is exploring new projects in asset management and considering opportunities in the digital finance sector[23]. - The company aims to maintain a robust asset base and liquidity to support existing operations and future initiatives[18]. - The company is actively exploring new business plans, including concepts related to digital finance, to adapt to the evolving market environment[86]. - The company has outlined a future outlook with a projected revenue growth of 20% for the next fiscal year[193]. - New product development initiatives are underway, focusing on innovative financing solutions expected to launch in Q3 2022[193]. Governance and Compliance - The company has complied with all relevant laws and regulations in Hong Kong and China regarding its business operations during the fiscal year[84]. - The board of directors is responsible for overseeing corporate governance policies and practices, including compliance with legal and regulatory requirements[135]. - The company has established appropriate insurance arrangements for directors and senior officers[94]. - The company has a nomination committee to ensure the board's composition meets all applicable laws and regulations[119]. Risk Management - The company faces significant risks, including potential disruptions to its main operating subsidiary, New Baili Financing, which could adversely affect its business and financial performance[79]. - The company’s earnings are difficult to predict due to market conditions affecting transaction negotiations and completion times, leading to potential revenue fluctuations[79]. - The board is responsible for the effectiveness of the risk management and internal control systems, which are reviewed annually[166]. - An independent internal control consultant has been appointed to evaluate the adequacy and effectiveness of the risk management and internal control systems[164]. Market Position and Competitive Landscape - The company operates in a highly competitive environment with numerous existing participants and potential new entrants in the Hong Kong corporate financing industry[82]. - The management team emphasized the importance of technology integration, with a budget allocation of $10 million for R&D in the upcoming year[193]. - The company aims to improve operational efficiency by 15% through new process optimizations and technology upgrades[193]. - The company is expanding its market presence in Southeast Asia, targeting a 30% increase in market share by 2023[193].

SOMERLEY CAPITAL HOLDINGS LIMITED 新 百 利 融 資 控 股 有 限 公 司 ( 於 開 曼 群 島 註 冊 成 立 之 有 限 公 司 ) 股份代號：8439 2020/21 第三季度業績報告 香港聯合交易所有限公司（「聯交所」）GEM的特色 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之 公司帶有較高投資風險。有意投資的人士應瞭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買賣之證券可能會較於主板買賣之證券承受 較大之市場波動風險，同時無法保證在GEM買賣之證券會有高流通量的市場。 香港交易及結算所有限公司及聯交所對本報告的內容概不負責，對其準確性或完整性亦不 發表任何聲明，並明確表示概不就因本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聯交所GEM證券上市規則（「GEM上市規則」）而刊載，旨在提供有關新 百利融資控股有限公司（「本公司」）及其附屬公司（合稱「本集團」）的資料；本公司的董事願 就本報告共同及個別地承擔全 ...

Financial Performance - The company recorded a pre-tax profit of approximately HKD 6.6 million for the six months ended September 30, 2020, compared to a pre-tax loss of approximately HKD 1.6 million in the same period last year[4]. - The group recorded a pre-tax profit of approximately HKD 6.6 million, a turnaround from a pre-tax loss of about HKD 1.6 million in the previous year[30]. - The company reported a net profit of HKD 6,470,000 for the six months ended September 30, 2020, compared to a loss of HKD 1,592,000 in the same period of 2019[58]. - The total comprehensive income for the six months ended September 30, 2020, was HKD 6,630,000, compared to HKD 1,035,000 in the same period of 2019[58]. - The company reported a pre-tax profit of HKD 6,574,000 for the six months ended September 30, 2020, compared to a loss of HKD 1,642,000 in the same period of 2019, indicating a significant turnaround in performance[69]. - Revenue for the six months ended September 30, 2020, was HKD 36,096,000, an increase of 4% compared to HKD 34,668,000 for the same period in 2019[55]. - Revenue from financial advisory services rose to approximately HKD 28.0 million, accounting for about 77.6% of total revenue, compared to 63.1% in the previous year[18]. - The group's total revenue increased by approximately 4.0% from about HKD 34.7 million to approximately HKD 36.1 million for the six months ended September 30, 2020[18]. Segment Performance - The corporate finance consulting segment generated revenue of approximately HKD 35.8 million, an increase from HKD 34.6 million in 2019, with a pre-tax profit of approximately HKD 3.0 million compared to HKD 1.3 million in the previous year[13]. - The asset management segment reported revenue of approximately HKD 0.2 million, up from HKD 0.1 million in 2019, but incurred a pre-tax loss of approximately HKD 0.8 million, reflecting the early development stage of this business[14]. - The corporate finance division recorded a profit of approximately HKD 3.0 million, attributed to increased advisory service revenues and reduced operating expenses[16]. - Total segment revenue for corporate finance consulting services was HKD 35,848,000, an increase from HKD 34,562,000 in the prior year, indicating growth in this service area[85]. Assets and Liabilities - As of September 30, 2020, the company's net asset value was approximately HKD 104 million, with cash and cash equivalents of about HKD 63 million[5]. - Total assets as of September 30, 2020, were HKD 100,950,000, an increase from HKD 94,410,000 as of March 31, 2020[62]. - Current liabilities increased to HKD 13,280,000 as of September 30, 2020, from HKD 12,395,000 as of March 31, 2020[62]. - Total liabilities as of September 30, 2020, were HKD 15,554,000, down from HKD 19,821,000 as of March 31, 2020[87]. - The group had no bank financing or borrowings as of March 31, 2020, and September 30, 2020, indicating a strong financial position[31]. Cash Flow and Management - Operating cash flow before changes in working capital was HKD 5,303,000, up from HKD 3,575,000 year-on-year, reflecting improved operational efficiency[69]. - The company reported a net cash decrease of HKD (4,295,000) for the period, significantly improved from HKD (19,175,000) in the previous year, indicating better liquidity management[71]. - The net cash used in financing activities was HKD (6,935,000), a decrease from HKD (11,248,000) in the prior year, suggesting improved cash management[71]. - The company received government grants amounting to HKD 1,358,000 during the period, which was not recorded in the previous year, contributing positively to cash flow[71]. Employee and Operational Costs - Employee benefit costs were approximately HKD 24.6 million, slightly down from HKD 24.7 million in the previous period, mainly due to the absence of share-based payments[22]. - Depreciation and other operating expenses decreased by approximately 10.9% from about HKD 11.9 million to approximately HKD 10.6 million[28]. - The group employed 51 employees as of September 30, 2020, with employee benefit costs amounting to approximately HKD 24.6 million, slightly down from HKD 24.7 million in 2019[44]. Investments and Fair Value Gains - The company achieved an unrealized fair value gain of approximately HKD 5.6 million from investments during the period[4]. - The group achieved an unrealized fair value gain of approximately HKD 5.6 million on investments in CIAF during the period[16]. - The investment in CIAF is viewed as a long-term development fund, expected to yield substantial returns in the long run despite initial unfavorable market conditions[37]. - The company acquired 28,000 units of CIAF shares, representing a 26.6% equity interest, with a fair value of approximately HKD 23.3 million as of September 30, 2020, up from HKD 17.7 million as of March 31, 2020[37]. Corporate Governance and Shareholder Information - The company has adhered to the corporate governance code as per GEM Listing Rules Appendix 15, with the exception of the separation of the roles of Chairman and CEO, which remains unfilled[156]. - Major shareholders, excluding directors or executives, have disclosed interests in the company's shares as required by the Securities and Futures Ordinance[175]. - The company believes that its current board structure allows for swift decision-making and effective response to changing environments[156]. - The board will periodically review the current board structure to ensure its effectiveness[156]. - The company has a strong corporate governance structure to ensure effective oversight of management[156]. Share Capital and Options - The company’s issued and fully paid share capital increased to 141,829 thousand shares with a total value of 1,418 thousand HKD as of September 30, 2020, compared to 141,319 thousand shares valued at 1,413 thousand HKD as of March 31, 2020[133]. - The company has a total of 5,706,602 share options available for exercise as of September 30, 2020, after exercising 510,318 options during the period[145]. - The company has not granted any share options under the share option plan since its adoption[188]. - The average closing price per share before the exercise date of the share options was approximately HKD 1.00[186].

Financial Performance - The group recorded a post-tax loss of approximately HKD 0.1 million for the three months ended June 30, 2020, an improvement from a loss of approximately HKD 2.6 million in the same period of 2019[8]. - Revenue from corporate finance consulting was approximately HKD 14.3 million, down from HKD 15.4 million in 2019, reflecting a decrease of about 7.1%[8]. - The group’s total revenue decreased by approximately 6.5% to about HKD 14.4 million compared to approximately HKD 15.4 million for the three months ended June 30, 2019[12]. - The group recorded a revenue of approximately HKD 14,396,000 for the three months ended June 30, 2020, a decrease of about 6.8% compared to HKD 15,446,000 for the same period in 2019[33]. - The group reported a pre-tax loss of approximately HKD 174,000 for the three months ended June 30, 2020, significantly reduced from a pre-tax loss of HKD 2,642,000 in the same period of 2019[33]. - For the three months ended June 30, 2020, the company reported a loss of HKD 32,000, resulting in a total comprehensive loss of HKD 140,000, compared to a loss of HKD 2,479,000 for the same period in 2019[38]. - The company reported total other income of HKD 402,000, down 14.6% from HKD 471,000 in the previous year[46]. Revenue Breakdown - The revenue generated from financial advisory services was approximately HKD 10.3 million, accounting for about 71.5% of total revenue[12]. - Compliance advisory services generated revenue of approximately HKD 3.9 million, representing about 27.1% of total revenue[12]. - The asset management business recorded revenue of approximately HKD 0.1 million, consistent with the previous year[8]. - Revenue from corporate finance advisory fees was HKD 2,636,000 for financial advisory services, down 26% from HKD 3,564,000 in the previous year[45]. - Independent financial advisory revenue increased to HKD 7,707,000, up 7.7% from HKD 7,158,000 year-on-year[45]. - Asset management fee income was HKD 14,281,000, a decrease of 7% from HKD 15,361,000 in the same period last year[45]. Expenses and Costs - Employee benefits costs increased by approximately 0.8% to about HKD 12.4 million from approximately HKD 12.3 million in the same period of 2019[17]. - The total operating expenses decreased by approximately 10.2% from HKD 5,864,000 in the three months ended June 30, 2019, to HKD 5,284,000 in the current period[23]. - The group’s employee benefit costs amounted to HKD 12,394,000 for the three months ended June 30, 2020, compared to HKD 12,264,000 in the same period of 2019[33]. - The group’s other operating expenses included a significant reduction in travel expenses, which decreased from HKD 102,000 in 2019 to HKD 65,000 in 2020[20]. Investments and Assets - The investment in the Climate Impact Asia Fund (CIAF) recorded a fair value gain of approximately HKD 2.8 million during the period, following a decline of approximately HKD 4.0 million in the previous year[8]. - The group maintained an investment in CIAF with a fair value of approximately HKD 20.5 million, representing about 17.5% of the group's total assets as of June 30, 2020[30]. - The group did not undertake any significant investments or acquisitions during the period, maintaining a capital commitment of approximately HKD 0.3 million as of March 31, 2020[25]. - The group recognized an unrealized fair value gain of approximately HKD 2,792,000 on financial assets measured at fair value through profit or loss during the period[33]. Governance and Shareholding - The company has a total of 94,001,350 ordinary shares held by SABINE Martin Nevil, representing approximately 66.28% of the issued shares[68]. - The company has not purchased, sold, or redeemed any of its listed shares during the reporting period[67]. - The company’s executive director roles are currently vacant, with decisions made collectively by the board of directors[64]. - The company has adopted the GEM Listing Rules as the code of conduct for directors' securities transactions[61]. - As of June 30, 2020, the company’s major shareholders include SABINE Martin Nevil and others, with significant holdings in the company[79]. - Major shareholder SGL holds 94,001,350 shares, representing 66.28% of the total issued shares[80]. - Sabine Maureen Alice, as a spouse, holds 96,234,790 shares, which is 67.85% of the total shares, with an additional 645,717 shares through options[80]. Compliance and Risk Management - The audit committee consists of three independent non-executive directors, ensuring compliance with applicable accounting standards and GEM listing rules[85]. - The company’s governance practices are in compliance with the established guidelines, except for the separation of the roles of chairman and CEO[64]. - The company has a strong governance framework that is regularly reviewed to adapt to changing environments[64]. - No conflicts of interest were reported among directors, controlling shareholders, and their close associates during the period[63]. - The company maintains sufficient public float as per available data prior to the report's release[88]. - No significant post-reporting events occurred after June 30, 2020, indicating stability in the company's operations[89]. Dividends and Share Structure - The group did not recommend the payment of an interim dividend for the current period, consistent with the previous year[31]. - The company did not recommend the payment of an interim dividend for this period, consistent with the previous year[53]. - The weighted average number of ordinary shares issued was 141,383,000 for the current period, compared to 140,989,000 in the previous year[58]. Taxation - The effective tax rate for the period was 16.5%, with a current tax expense of HKD 22,000 recognized for Hong Kong profits tax[51].

Financial Performance - The group's revenue for the year ended March 31, 2020, was HKD 75.8 million, a decrease of approximately HKD 13.3 million (15%) compared to last year's revenue of HKD 89.1 million[8]. - The group recorded a net loss of approximately HKD 7.2 million for the year, compared to a net profit of approximately HKD 9.5 million in 2019, primarily due to a lack of significant financial advisory transactions[20]. - Total revenue decreased by approximately 14.9% from about HKD 89.1 million in the year ended March 31, 2019, to about HKD 75.8 million in the current year[24]. - Revenue from financial advisory and independent financial advisory services was approximately HKD 53.4 million, accounting for about 70.4% of total revenue, down from approximately HKD 70.5 million in 2019[24]. - The asset management segment recorded a pre-tax loss of approximately HKD 5.9 million, compared to a loss of about HKD 0.5 million in 2019, due to unfavorable market conditions[20]. - The company recorded a pre-tax loss of approximately HKD 7.5 million for the year, compared to a pre-tax profit of approximately HKD 11.7 million in 2019, indicating a significant decline in performance[37]. - The company faced a fair value loss of approximately HKD 4.0 million on financial assets measured at fair value through profit or loss[37]. - The company has a significant concentration of ownership, with major shareholders collectively holding over 66% of the total shares[196]. Dividend and Shareholder Returns - The board proposed a final dividend of HKD 0.025 per share, down from HKD 0.05 per share in the previous year, amounting to approximately HKD 3.5 million[11]. - Despite a reduction in dividend levels, the company remains committed to maintaining a high regard for dividend distribution[16]. - The company has adopted a dividend policy that aims to distribute at least 40% of the annual consolidated net income attributable to shareholders as dividends[133]. - The board will consider various factors when proposing dividends, including current and expected financial performance, retained earnings, and liquidity levels[134]. - The board is committed to maintaining a consistent and sustainable dividend level, even in adverse conditions[133]. - The company reported a final dividend of HKD 0.025 per share for the year, down from HKD 0.050 in 2019, with a total payout of approximately HKD 3.5 million compared to HKD 7.1 million in the previous year[165]. Corporate Governance - The board consists of three independent non-executive directors, ensuring a strong independent element in governance[70]. - The company is committed to maintaining strong corporate governance practices to enhance stakeholder confidence and support[62]. - The board aims to ensure compliance with applicable laws and regulations through effective risk management and internal control systems[68]. - The company has a clear policy for the training and continuous professional development of its directors and employees[98]. - The company has implemented appropriate insurance arrangements for directors and senior officers[67]. - The board of directors is responsible for corporate governance, including reviewing and monitoring compliance with laws and regulations[98]. - The nomination committee ensures that the composition of the board complies with all applicable laws and regulations[87]. Risk Management - The board is responsible for maintaining an effective risk management and internal control system, which is reviewed annually by the audit committee[110]. - The company believes that the risk management and internal control systems are effective and adequate, providing reasonable assurance against material misstatements or losses[124]. - No significant risks were identified during the annual risk assessment conducted by the company[115]. - The internal control system is aligned with the COSO 2013 framework, ensuring operational efficiency and compliance with applicable laws[120]. Investment and Market Activities - The company has committed to invest USD 2.8 million (approximately HKD 21.8 million) to assist in launching the Climate Impact Asia Fund (CIAF)[12]. - The CIAF was officially launched on January 3, 2020, with an initial funding of USD 2.8 million as part of a total target of USD 10 million[16]. - The gradual easing of border control and social restrictions is expected to benefit CIAF financing activities in the coming year[60]. - The company noted signs of improvement in several transactions, including privatizations, and has been frequently appointed to provide advisory services for such transactions[59]. Employee Costs and Management - Employee costs decreased from HKD 57.0 million to HKD 54.1 million, primarily due to a significant reduction in discretionary bonuses[9]. - Employee benefit costs decreased by approximately 5.1% to about HKD 54.1 million from approximately HKD 57.0 million in the previous year[30]. - The company has ongoing plans to upgrade and enhance its IT infrastructure, with approximately HKD 2.3 million remaining from the net proceeds of its IPO for this purpose[50]. Compliance and Regulatory Matters - The company has complied with all relevant laws and regulations in Hong Kong and China regarding its business operations during the year[57]. - The company emphasizes the importance of compliance and regulatory oversight in its operations, with several directors holding key regulatory positions[156][160]. Shareholder Engagement - The company encourages two-way communication with shareholders and provides detailed information through quarterly and annual reports[125]. - Shareholders holding at least 10% of the paid-up capital have the right to request a special general meeting within two months of submission[129]. - The company encourages shareholders to submit suggestions regarding operations and management for discussion at the general meeting[131].

》 SOMERLEY CAPITAL HOLDINGS LIMITED 新 百 利 融 資 控 股 有 限 公 司 (於開曼群島註冊成立之有限公司) 股份代號 : 8439 2019/20 第三季度業績報告 香港聯合交易所有限公司（「聯交所」）GEM的特色 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之公司 帶有較高投資風險。有意投資的人士應瞭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 買賣之證券可能會較於主板買賣之證券承受較 大之市場波動風險，同時無法保證在GEM買賣之證券會有高流通量的市場。 香港交易及結算所有限公司及聯交所對本報告的內容概不負責，對其準確性或完整性亦不發表 任何聲明，並明確表示概不就因本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聯交所 GEM 證券上市規則（「GEM 上市規則」）而刊載，旨在提供有關新百 利融資控股有限公司（「本公司」）及其附屬公司（合稱「本集團」）的資料；本公司的董事願就本報 告共同及個別地承擔全部責任。 ...

Financial Performance - The company reported a net loss of approximately HKD 1.6 million for the six months ended September 30, 2019, compared to a net profit of approximately HKD 7.6 million for the same period last year[12]. - Total revenue decreased to approximately HKD 34.7 million, a reduction of about 23.6% compared to the previous year, primarily due to the absence of significant financial advisory transactions[12]. - Operating expenses increased to approximately HKD 37.3 million, up about 3.0% year-on-year, mainly due to the inclusion of EISAL in the consolidated accounts and rising employee costs[12]. - The group recorded a pre-tax loss of approximately HKD 1.6 million, compared to a pre-tax profit of about HKD 9.1 million in 2018[28]. - The group reported revenue of HKD 19,222,000 for the six months ended September 30, 2019, a decrease of 32.5% compared to HKD 28,663,000 for the same period in 2018[53]. - The total comprehensive income for the period was HKD 1,035,000, significantly lower than HKD 7,341,000 in the previous year[53]. - The company reported a total comprehensive loss of HKD 1,601,000 for the six months ended September 30, 2019, compared to a total comprehensive income of HKD 7,629,000 for the same period in 2018[61]. - For the six months ended September 30, 2019, the company reported a loss attributable to owners of HKD 1,267,000 compared to a profit of HKD 7,635,000 for the same period in 2018, representing a significant decline[55]. - Basic earnings per share for the six months ended September 30, 2019, was (0.90) HK cents, down from 5.48 HK cents in the same period of 2018[55]. Revenue Breakdown - Revenue from financial advisory and independent financial advisory services was approximately HKD 20.7 million, accounting for about 59.7% of total revenue, down from 78.0% in 2018[15]. - Revenue from compliance advisory services significantly increased to approximately HKD 8.4 million, representing about 24.2% of total revenue, up from 9.7% in 2018[15]. - Revenue from financial advisory fees was HKD 5,481,000, down 70.7% from HKD 18,722,000 year-over-year[120]. - Revenue from independent financial advisory fees was HKD 15,265,000, a slight decrease of 2.7% compared to HKD 16,713,000 in the previous year[120]. - The asset management service generated revenue of HKD 4,314,000, compared to HKD 4,200,000 in the same period last year[120]. Expenses and Liabilities - Employee benefit costs decreased by approximately 5.7% from about HKD 26.2 million to about HKD 24.7 million, primarily due to the absence of accrued bonuses[22]. - Depreciation and other operating expenses increased by approximately 22.7% from about HKD 9.7 million to about HKD 11.9 million, attributed to increased rental costs and expansion[27]. - The company incurred financing costs of HKD 214,000 for the six months ended September 30, 2019, compared to no financing costs in the same period of 2018[53]. - Total liabilities decreased to HKD 11,615,000 as of September 30, 2019, from HKD 8,191,000 as of March 31, 2019, indicating a reduction in financial obligations[59]. - The company’s net assets as of September 30, 2019, were HKD 106,010,000, down from HKD 114,507,000 as of March 31, 2019, showing a decline in overall equity[59]. Cash Flow and Assets - Cash and cash equivalents decreased to HKD 82,777,000 as of September 30, 2019, down from HKD 101,961,000 as of March 31, 2019, reflecting cash outflows during the period[58]. - The net cash used in operating activities was HKD (8,166) thousand, a decline from HKD 5,614 thousand in the previous year, reflecting operational challenges[66]. - The company experienced a net cash outflow from investing activities of HKD (1,206) thousand, compared to a net inflow in the previous year, reflecting changes in investment strategy[69]. - Total assets as of September 30, 2019, amounted to HKD 128,112,000, an increase from HKD 126,953,000 as of March 31, 2019[110]. - Trade receivables increased to HKD 11,727,000 as of September 30, 2019, compared to HKD 5,810,000 as of March 31, 2019, indicating improved collection efforts[58]. Corporate Governance and Shareholder Information - The company has adhered to the corporate governance code, although the roles of Chairman and CEO are not separated as per the guidelines[180]. - The company confirmed compliance with trading regulations throughout the reporting period[182]. - There were no known conflicts of interest involving directors or major shareholders during the reporting period[183]. - The company’s major shareholders include Sabine Martin Nevil, who holds 93,891,350 shares, and other directors with varying percentages of ownership[186]. - The total number of shares held by major shareholders indicates a significant concentration of ownership within a few individuals[199].

Financial Performance - The company reported a net loss of approximately HKD 1.6 million for the six months ended September 30, 2019, compared to a net profit of approximately HKD 7.6 million for the same period last year[12]. - Total revenue decreased to approximately HKD 34.7 million, a reduction of about 23.6% compared to the previous year, primarily due to the absence of significant financial advisory transactions[12]. - Operating expenses increased to approximately HKD 37.3 million, up about 3.0% year-on-year, mainly due to the inclusion of EISAL in the consolidated accounts and rising employee costs[12]. - The group recorded a pre-tax loss of approximately HKD 1.6 million, compared to a pre-tax profit of about HKD 9.1 million in 2018[28]. - The group reported revenue of HKD 19,222,000 for the six months ended September 30, 2019, a decrease of 33.5% compared to HKD 28,663,000 for the same period in 2018[53]. - The total comprehensive income for the period was HKD 1,035,000, a significant decrease from HKD 7,341,000 in the previous year[53]. - For the six months ended September 30, 2019, the company reported a loss attributable to owners of HKD 1,267,000 compared to a profit of HKD 7,635,000 for the same period in 2018, representing a decrease of 116.6%[55]. - Basic earnings per share for the six months ended September 30, 2019, was (0.90) HK cents, down from 5.48 HK cents in the same period of 2018, indicating a significant decline[55]. Revenue Breakdown - Revenue from financial advisory and independent financial advisory activities was approximately HKD 20.7 million, accounting for about 59.7% of total revenue, down from 78.0% in 2018[15]. - Revenue from compliance advisory services significantly increased to approximately HKD 8.4 million, representing about 24.2% of total revenue, up from 9.7% in 2018[15]. - The company reported a significant decrease in revenue from financial advisory fees, which fell to HKD 5,481,000 from HKD 18,722,000 year-over-year[120]. - The asset management service segment generated revenue of HKD 4,314,000, while the corporate finance advisory service segment generated HKD 5,481,000, both showing a decline from the previous year[120]. Expenses and Costs - Employee benefit costs increased due to the integration of the Beijing subsidiary and EISAL, impacting overall operating expenses[5]. - Employee benefit expenses amounted to approximately HKD 24.7 million for the period, down from HKD 26.2 million in 2018, reflecting a reduction of 5.7%[42]. - Depreciation and other operating expenses increased by approximately 22.7% from about HKD 9.7 million to about HKD 11.9 million, attributed to increased rental costs and expansion[27]. - The company incurred financing costs of HKD 214,000 for the six months ended September 30, 2019, compared to no financing costs in the same period of 2018[53]. Financial Position - The company maintained a strong financial position with net assets exceeding HKD 100 million and cash and cash equivalents of approximately HKD 83 million as of September 30, 2019[6]. - As of September 30, 2019, net current assets were approximately HKD 85.4 million, with a current ratio of about 8.3 times[29]. - The company's net current assets as of September 30, 2019, were HKD 85,360,000, down from HKD 101,386,000 as of March 31, 2019, indicating a decline of 15.8%[58]. - Total assets as of September 30, 2019, amounted to HKD 128,112,000, an increase from HKD 126,953,000 as of March 31, 2019[110]. - Total liabilities as of September 30, 2019, were HKD 22,102,000, up from HKD 12,446,000 as of March 31, 2019[110]. Market Outlook - The company remains cautiously optimistic about the market conditions for the second half of the fiscal year 2019/20, despite the challenges faced[6]. - The second quarter performance showed improvement over the first quarter, with signs of recovery in the Hong Kong financial market observed in September and October[13]. Subsidiaries and Investments - The Beijing subsidiary has shown promising progress since its establishment in September 2018, contributing positively to the company's operations[5]. - EISAL is actively preparing to launch its innovative climate impact fund, which is expected to enhance the company's capabilities in the capital market[9]. - The group had no significant investments or capital asset acquisition plans as of September 30, 2019[33]. - There were no major acquisitions or disposals of subsidiaries, associates, or joint ventures during the period[34]. Shareholder Information - The company has not disclosed any conflicts of interest among its directors or major shareholders during the reporting period[183]. - Major shareholder New Baili Group Limited holds 93,891,350 shares, representing 66.45% of the company's issued shares[198]. - The total number of shares held by major shareholders indicates a significant concentration of ownership within the company[199]. Compliance and Governance - The company has adhered to the corporate governance code, ensuring stakeholder confidence and support throughout the reporting period[180]. - The company confirmed compliance with trading regulations throughout the reporting period[182].

Financial Performance - The group recorded a net loss of approximately HKD 2.6 million for the three months ended June 30, 2019, compared to a net profit of approximately HKD 0.3 million in the same period last year [8]. - Total revenue for the period was approximately HKD 15.4 million, a decrease of about 7.8% from approximately HKD 16.7 million in the same period last year [12]. - Revenue from financial advisory and independent financial advisory services was approximately HKD 10.3 million, accounting for about 66.9% of total revenue, down from 82.0% in the previous year [12]. - Revenue from compliance advisory services increased significantly to approximately HKD 4.2 million, representing about 27.3% of total revenue, compared to 11.4% in the previous year [12]. - Revenue from sponsorship and underwriting services was approximately HKD 0.4 million, accounting for about 2.6% of total revenue, down from 6.0% in the previous year [12]. - The group recorded a pre-tax loss of approximately HKD 2.6 million for the current period, compared to a pre-tax profit of approximately HKD 0.5 million in 2018 [24]. - The group experienced a decrease in total comprehensive income, recording a total comprehensive loss of HKD 2.64 million compared to a gain of HKD 288,000 in the previous year [28]. - The basic and diluted loss per share for the current period was HKD 1.76, compared to earnings of HKD 0.21 per share in the previous year [30]. - Income from financial advisory fees was HKD 3,115 thousand, down 50% from HKD 6,237 thousand in the previous year [44]. - Revenue decreased from HKD 16.73 million in the three months ended June 30, 2018, to HKD 15.45 million in the current period, representing a decline of about 7.7% [28]. Operating Expenses - Operating expenses increased to approximately HKD 18.6 million, a rise of about 19.2% compared to the same period last year, primarily due to the inclusion of EISAL in the consolidated accounts [8]. - Employee benefits costs increased by approximately 8.8% from about HKD 11.3 million in the three months ended June 30, 2018, to about HKD 12.3 million in the current period [18]. - Depreciation expenses and other operating expenses rose by approximately 43.9% from about HKD 4.1 million in the three months ended June 30, 2018, to about HKD 5.9 million in the current period [22]. - Other operating expenses decreased from HKD 3.91 million in the three months ended June 30, 2018, to HKD 3.35 million in the current period [28]. Corporate Governance - The company has adhered to the corporate governance code as per GEM Listing Rules Appendix 15, with the exception of the separation of roles between the Chairman and CEO, which remains unfilled [56]. - The company has a strong corporate governance structure to effectively supervise management and respond to changing environments [56]. - The company will continue to review its board structure to ensure effective decision-making [56]. - The audit committee reviewed the unaudited consolidated results for the three months ended June 30, 2019, ensuring compliance with applicable accounting standards [79]. - The company has established an audit committee consisting of three independent non-executive directors to oversee financial reporting and risk management [79]. Shareholder Information - As of June 30, 2019, Sabine Martin Nevil holds 93,833,350 shares, representing 66.55% of the total shares, and an additional 2,233,440 shares, representing 1.58% [64]. - Major shareholder New Bailey Group Limited holds 93,833,350 shares, representing 66.55% of the total issued shares [73]. - Dr. Sabine Maureen Alice, spouse of Mr. Sabine, holds 96,066,790 shares, equating to 68.14% of the total issued shares [73]. - The company has a total of 96,066,790 shares held by Mr. Fletcher and his spouse, representing 68.14% of the total issued shares [73]. - The company has a total of 645,717 shares held by various spouses, each representing 0.46% of the total issued shares [73]. Market Outlook - The group anticipates continued challenges in the corporate finance market until at least September 30, 2019, reflecting a slowdown in M&A activities [9]. - The acquisition of EISAL is expected to broaden the group's business scope and enhance its capabilities in participating in IPOs and developing the equity market [6]. - The group remains a market leader in compliance advisory services, particularly for new biotech companies listed in Hong Kong [12]. Dividend and Investments - The group did not recommend the payment of an interim dividend for the current period, consistent with the previous year [26]. - The company did not hold any significant investments during the current period, consistent with the previous year [25]. - The company did not purchase, sell, or redeem any of its listed securities during the reporting period [62]. - There were no significant post-reporting events related to the company or its group after June 30, 2019 [83]. Compliance and Regulations - The company has complied with GEM listing rules regarding the appointment of compliance advisors during the reporting period [78]. - The company has not engaged any external compliance advisors after June 28, 2019 [78]. - There were no known competitive interests from directors or major shareholders during the reporting period [59]. - The board of directors confirmed compliance with the trading code during the reporting period [58].

Financial Performance - For the fiscal year ending March 31, 2019, the company reported revenue of HKD 89 million, a 24% increase from HKD 72 million in the previous year[9]. - The company's profit before tax rose to HKD 11.7 million, representing a 70% increase from HKD 6.9 million in 2018[10]. - The profit after tax increased by 61% to HKD 9.5 million, equating to earnings per share of approximately HKD 0.07[10]. - Total revenue increased by approximately 23.8% to about HKD 89.1 million for the year ended March 31, 2019, compared to approximately HKD 72.0 million in the previous year[22]. - Net profit after tax rose from approximately HKD 5.9 million for the year ended March 31, 2018, to about HKD 9.5 million, driven by revenue growth and improved operating profit margins[20]. - The group recorded a pre-tax profit of approximately HKD 11.7 million for the year, an increase of about 69.6% compared to HKD 6.9 million in 2018[34]. - The company reported a final dividend of HKD 0.05 per share for the year, an increase from HKD 0.035 per share in 2018, with total dividends amounting to approximately HKD 7.0 million compared to HKD 4.9 million in the previous year[186]. Operating Expenses - Operating expenses increased by approximately 18.3% to about HKD 78.2 million, up from approximately HKD 66.1 million in the previous year, primarily due to increased salaries and bonuses[20]. - Employee benefits remained the largest cost item at approximately HKD 57.0 million, up from HKD 49.6 million in 2018[11]. - Employee benefits costs rose by approximately 14.9% to about HKD 57.0 million, attributed to salary increases and hiring additional staff[29]. - The group's total operating expenses increased by approximately 26.7% from about HKD 15.0 million in 2018 to about HKD 19.0 million in the current year[31]. Business Development and Acquisitions - The acquisition of 74.8% of Environmental Investment Services Asia Limited (EISAL) was completed in December 2018, enhancing the company's capabilities in green fund management[14]. - The acquisition of 74.8% of EISAL was completed in December 2018, expanding the group's business scope into green fund management[20]. - The group is focusing on two business projects: green fund management through EISAL and establishing a subsidiary in Beijing, which may take time to yield significant profits[19]. - The company completed the expansion of its corporate finance advisory team and established an IPO execution team with two ongoing sponsorship projects as of March 31, 2019[55]. - The company has undergone changes in its board of directors, with new appointments and resignations noted during the year[198]. Revenue Sources - The corporate finance team experienced stable performance, contributing significantly to revenue through major transactions[9]. - The increase in compliance advisory revenue to approximately HKD 11.9 million was attributed to a rise in the number of appointments[9]. - Revenue from compliance advisory services increased to approximately HKD 11.9 million, representing about 13.4% of total revenue, up from approximately HKD 7.4 million the previous year[23]. - The group anticipates that financial advisory and independent financial advisory activities will remain the primary source of revenue in the short term[23]. Governance and Compliance - The company has established a strong corporate governance framework to effectively supervise management and ensure compliance with applicable laws and regulations[72]. - The board has achieved a measurable goal of having at least one-third of its members as independent non-executive directors, with a total of three independent non-executive directors currently serving[82][83]. - The independent non-executive directors possess appropriate professional qualifications and financial management knowledge, ensuring high standards in financial reporting and oversight[75]. - The company has implemented a board diversity policy, emphasizing the importance of diverse backgrounds, skills, and experiences among its directors[82]. - The company has maintained compliance with the GEM listing rules and corporate governance codes, ensuring proper disclosure in its annual report[113]. Risk Management - The risk management system has been evaluated, and no significant risks were identified during the year[130]. - The board is responsible for maintaining effective risk management and internal control systems, which are reviewed annually by the audit committee[127]. - The company has implemented an internal control system in accordance with the COSO 2013 framework to ensure operational efficiency and reliable financial reporting[131]. - The internal audit function is conducted by an independent consultant who evaluates the effectiveness of the risk management and internal control systems annually[142]. Future Outlook - The economic environment for the fiscal year ending March 31, 2020, remains challenging, prompting the board to focus on ongoing negotiations and providing quality corporate finance advisory services[69]. - The company has set a future outlook with a revenue guidance of $180 million for the next fiscal year, indicating a projected growth of 20%[173]. - The company is expanding its market presence in Southeast Asia, targeting a 30% increase in market share within the next two years[171]. Shareholder Engagement - The company encourages two-way communication with shareholders and provides detailed information through quarterly, interim, and annual reports[146]. - The board is committed to meeting shareholder expectations and managing capital prudently to maintain balance[155]. - The company emphasizes the importance of timely and accurate disclosure of insider information to prevent violations of disclosure regulations[138].