（於開曼群島註冊成立的有限公司） （股份代號：8501） 須予披露及關連交易 出售一間附屬公司 出售事項 於2025年8月29日，賣方（本公司之直接全資附屬公司）與買方（本公司附屬公司 層面的關連人士）訂立股份購買協議，據此，根據股份購買協議的條款及條件， 賣方有條件同意出售而買方有條件同意購買銷售股份，即目標公司（本公司之間 接全資附屬公司）的全部已發行股本，代價為1,800,000港元。 於出售事項完成後，本集團將不再於目標集團（即目標公司及中國附屬公司）中 擁有任何權益，而目標公司及中國附屬公司各自將不再入賬列為本集團之附屬 公司。因此，目標集團的財務業績、資產及負債將不再併入本公司的綜合財務報 表。 GEM上市規則之涵義 須予披露交易 香港交易及結算所有限公司及香港聯合交易所有限公司（「聯交所」）對本公告之 內容概不負責，對其準確性或完整性亦不發表任何聲明，並明確表示概不就因本 公告全部或任何部分內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 SANBASE CORPORATION LIMITED 莊 皇 集 團 公 司 由於與出售事項有關的一項或多項適用百分比率（定義見GEM上市規則第19 ...

FF003G 香港聯合交易所有限公司（香港交易及結算所有限公司的全資附屬公司） 監管表格 上市申請表格 G 表格 GEM 公司資料報表 香港交易及結算所有限公司及香港聯合交易所有限公司對本資料報表的內容概不負責，對其準 確性或完整性亦不發表任何聲明，並明確表示概不對因本資料報表全部或任何部分內容而產生 或因倚賴該等內容而引致的任何損失承擔任何責任。 公司名稱： 莊皇集團公司 證券代號（普通股）： 8501 Page 1 of 5 2023 年 12 月 G 表格 FF003G 本資料報表列載若干有關上述在香港聯合交易所有限公司（「交易所」）GEM上市的公司 （「該公司」）的資料。該等資料乃遵照香港聯合交易所有限公司《GEM證券上市規則》 （「《GEM上市規則》」）的規定而提供，旨在向公眾提供有關該公司的資料。該等資料將 會在互聯網的本交易所網頁展示。本資料報表不應視作有關該公司及╱或其證券的完整資料概 要。 本報表的資料乃於 2025 年 8 月 22 日 更新。 A. 一般資料 註冊成立地點: 開曼群島 在 GEM 首次上市日期: 2018 年 1 月 4 日 保薦人名稱: 中國光大融資有限公司 香港聯合交 ...

董事名單 與 其 角 色 及 職 能 莊皇集團公司董事會（「董事會」）成員（「董事」）載列如下： SANBASE CORPORATION LIMITED 莊 皇 集 團 公 司 （於開曼群島註冊成立的有限公司） （股份代號：8501） 執行董事： 王世存先生 (主席兼行政總裁) 許曼怡女士 附註： C 有關董事會委員會的主席 M 有關董事會委員會的成員 N/A 不適用 獨立非執行董事： 張志文先生 羅俊逸先生 蕭志偉先生 董事會已設立三個委員會，各委員會組成載列如下： | | 董事會委員會 | 審核委員會 | 薪酬委員會 | 提名委員會 | | --- | --- | --- | --- | --- | | 董事姓名 | | | | | | 王世存先生 | | N/A | N/A | C | | 許曼怡女士 | | N/A | N/A | M | | 張志文先生 | | C | C | M | | 羅俊逸先生 | | M | M | M | | 蕭志偉先生 | | M | M | M | 香港，2025 年 8 月 22 日 ...

股東週年大會於2025年8月22日（星期五）下午二時三十分假座香港皇后大道中99 號中環中心12樓2室召開及舉行。於股東週年大會上，載於股東週年大會通告內的 全部建議決議案均已以投票方式進行表決。本公司的香港股份過戶及登記分處卓 佳證券登記有限公司已獲委任為於股東週年大會上進行點票工作的監票人。 SANBASE CORPORATION LIMITED 莊 皇 集 團 公 司 （於開曼群島註冊成立的有限公司） （股份代號：8501） 於股東週年大會日期，已發行股份數目為200,000,000股股份，其為賦予股東權利出 席股東週年大會並就所有於會上提呈的決議案投票贊成或反對的股份總數。概無 股東須根據GEM 上市規則於股東週年大會上就決議案放棄投票或根據GEM 上市 規則第17.47A 條所載於股東週年大會上就決議案放棄投贊成票。亦概無股東於股 東週年大會通函中表示有意於股東週年大會上就任何決議案投反對票或放棄投票。 1 香港交易及結算所有限公司及香港聯合交易所有限公司（「聯交所」）對本公告之 內容概不負責，對其準確性或完整性亦不發表任何聲明，並明確表示概不就因本 公告全部或任何部分內容而產生或因倚賴該等內容而引 ...

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 FF301 公司名稱: 莊皇集團公司 (於開曼群島註冊成立的有限公司) 致：香港交易及結算所有限公司 本月底法定/註冊股本總額： USD 5,000,000 第 1 頁 共 10 頁 v 1.1.1 FF301 II. 已發行股份及/或庫存股份變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 (註1) | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 08501 | 說明 | 莊皇集團公司 | | | | | | | | 已發行股份（不包括庫存股份）數目 | | 庫存股份數目 | | 已發行股份總數 | | | 上月底結存 | | | 200,000,000 | | 0 | | 200,000,000 | | 增加 / 減少 (-) | | | 0 | | 0 | | | | 本月底結存 | | | 200,000,000 | | 0 | | 20 ...

SANBASE CORPORATION LIMITED 莊皇集團公 司 (Incorporated in the Cayman Islands with limited liability) （於開曼群島註冊成立的有限公司） Stock code 股份代號：8501 年 報 ANNUAL REPORT 2025 CHARACTERISTICS OF GEM OF THE STOCK EXCHANGE OF HONG KONG LIMITED (THE "STOCK EXCHANGE") GEM has been positioned as a market designed to accommodate small and mid-sized companies to which a higher investment risk may be attached than other companies listed on the Stock Exchange. Prospective investors should be aware of the potential risks of investing i ...

7月4日，截至港股收盘，恒生指数下跌0.64%，报23916.06点。庄皇集团公司（08501.HK）收报0.42港 元/股，上涨27.27%，成交量5.6万股，成交额2.32万港元，振幅18.18%。 行业估值方面，建筑行业市盈率（TTM）平均值为8.55倍，行业中值0.42倍。庄皇集团公司市盈率-16.6 倍，行业排名第135位；其他浦江国际（02060.HK）为1.01倍、HPC HOLDINGS（01742.HK）为1.05 倍、饮食天王环球-新（08619.HK）为1.09倍、饮食天王环球-旧（08561.HK）为1.45倍、靛蓝星 （08373.HK）为1.58倍。 财务数据显示，截至2025年3月31日，庄皇集团公司实现营业总收入3.86亿元，同比减少2.17%；归母净 利润-366.92万元，同比减少190.43%；毛利率4.72%，资产负债率50.31%。 本文源自：金融界 机构评级方面，目前暂无机构对该股做出投资评级建议。 作者：行情君 资料显示，庄皇集团公司成立于2009年,总部位于香港,于2018年在香港联合交易所有限公司的GEM成功 上市,股份代码为8501。多年来,本集团以'承传康 ...

Financial Performance - The company's revenue for the year ended March 31, 2025, was HKD 418,769,000, a decrease of 2.9% compared to HKD 428,077,000 in 2024[5] - Gross profit for the same period was HKD 19,760,000, down 21.5% from HKD 25,192,000 in 2024[5] - The operating loss increased to HKD 4,137,000 from a loss of HKD 1,519,000 in the previous year[5] - The net loss attributable to the owners of the company was HKD 3,976,000, compared to a loss of HKD 1,369,000 in 2024[6] - The basic and diluted loss per share for the year was HKD 1.99, compared to HKD 0.69 in 2024[6] - The total revenue for the fiscal year ending March 31, 2025, was HKD 418,769,000, a decrease of 2.4% from HKD 428,077,000 in 2024[19] - Revenue from the core business of bare-shell decoration was HKD 357,099,000, down from HKD 375,240,000 in the previous year, representing a decline of 4.5%[19] - Revenue from design services increased significantly to HKD 12,295,000, up from HKD 5,201,000, marking an increase of 135.5%[19] - Revenue from maintenance and other services rose to HKD 1,929,000, compared to HKD 973,000, reflecting a growth of 98.5%[19] - The gross profit decreased by 21.6% to HKD 19.8 million for the year ending March 31, 2025, compared to HKD 25.2 million for the previous year[43] - The loss attributable to the company's owners for the year ending March 31, 2025, was HKD 4.0 million, compared to a loss of HKD 1.4 million for the previous year[49] Assets and Liabilities - Total assets as of March 31, 2025, amounted to HKD 281,788,000, an increase from HKD 266,360,000 in 2024[7] - Total liabilities increased to HKD 141,781,000 from HKD 122,376,000, indicating a rise of 15.9%[8] - The company's equity attributable to owners decreased to HKD 132,877,000 from HKD 136,925,000, a decline of 3.0%[8] - Cash and cash equivalents decreased to HKD 103,618,000 from HKD 139,638,000, a decline of 25.8%[7] - Trade receivables increased to HKD 74,958,000 in 2025 from HKD 53,606,000 in 2024, marking an increase of 39.8%[33] - The total trade and warranty receivables, net of impairment losses, amounted to HKD 73,794,000 in 2025, up from HKD 54,550,000 in 2024, an increase of 35.2%[33] - Trade payables rose to HKD 120,658,000 in 2025 from HKD 110,562,000 in 2024, reflecting a growth of 9.8%[36] Expenses and Costs - The total sales and administrative expenses for the year ended March 31, 2025, amounted to HKD 418,231,000, a decrease of 2.9% from HKD 429,536,000 in 2024[25] - Employee costs decreased to HKD 42,959,000 in 2025 from HKD 49,257,000 in 2024, representing a reduction of 13.1%[26] - The net financial income for 2025 was HKD 2,858,000, down from HKD 3,268,000 in 2024, reflecting a decline of 12.5%[25] - The sales cost for the year ending March 31, 2025, was HKD 399.0 million, a decrease of 1.0% from HKD 402.9 million the previous year[42] - The administrative expenses for the year were HKD 19.2 million, a decrease of 27.9% from HKD 26.7 million the previous year[45] Dividends and Shareholder Information - The company did not recommend any final dividend for the year ended March 31, 2025, consistent with the previous year[32] - The company has no plans to declare a final dividend for the year ending March 31, 2025, consistent with the previous year[83] - As of March 31, 2025, the company has a total of 112,500,000 shares owned by Mr. Wang Shicun, representing 56.25% of the issued ordinary shares[74] - Ms. Xu Manyi, as the spouse of Mr. Wang, is also deemed to own 112,500,000 shares, equivalent to 56.25% of the issued ordinary shares[76] - The major shareholder, Shiman Limited, holds 112,500,000 shares, accounting for 56.25% of the company's ordinary shares[78] Corporate Governance and Compliance - The company is committed to high standards of corporate governance, ensuring a balance of power and authority between the board and management[69] - The audit committee, consisting of three independent non-executive directors, has reviewed the accounting principles and financial statements for the year ending March 31, 2025[86] - The company has confirmed compliance with the trading standards as per GEM Listing Rules throughout the financial year[73] - No interests or conflicts of interest were reported by directors or controlling shareholders in competing businesses during the year[82] - The company did not purchase, sell, or redeem any of its listed securities during the year[81] - No arrangements were made that would benefit directors or their close associates from acquiring shares or bonds of the company[80] Market Conditions and Future Outlook - The overall vacancy rate for office spaces in Hong Kong rose to 13.7% by the end of March 2025, with Kowloon East's vacancy rate increasing from 18.6% to 21.3%[71] - Central's vacancy rate slightly decreased from 11.6% to 11.5%, while the vacancy rates in Wan Chai/Causeway Bay and Tsim Sha Tsui improved to 9.5% and 8.3% respectively[71] - The overall rental rates in Hong Kong have recorded a decline for three consecutive months, with significant adjustments in traditional Grade A office rents in Central[72] - The group aims to enhance service quality and adapt flexibly to market changes to capture a larger market share[72] - The group plans to strengthen cost control and optimize subcontractor portfolios to improve profitability while providing higher quality decoration solutions[72] - The company continues to focus on providing interior decoration solutions primarily in Hong Kong and China, with a single operating segment approach[20] Other Information - The company has not held any treasury shares as of March 31, 2025[81] - The 2025 annual report will be sent to shareholders and published on the company's website at an appropriate time[87] - The announcement will be published on the Hong Kong Stock Exchange website for at least 7 days from the date of publication[89]

Financial Performance - For the first half of 2024, the Group's revenue decreased by 47.2% year-on-year to HK$146 million[26] - The Group recorded a slight loss of HK$606,000 during the same period[26] - Revenue for the six months ended September 30, 2024, decreased by 47.2% to HK$146.1 million compared to HK$276.6 million in the same period of 2023[38] - Gross profit fell by 65.9% to HK$6.6 million, with a gross profit margin of 4.5%, down from 7.0% in the previous year[38] - The company recorded a loss attributable to owners of HK$2.2 million, compared to a profit of HK$6.9 million in the same period last year[38] - Total comprehensive loss for the period amounted to HK$376,000, compared to a total comprehensive income of HK$8.7 million in the same period last year[40] - The company reported a loss attributable to owners of the Company of HK$2,235,000 for the six months ended September 30, 2024, compared to a profit of HK$6,880,000 in the same period of 2023, representing a significant decline[42] - Basic and diluted loss per share for the period was HK$1.12, compared to earnings of HK$3.48 per share in the previous year[38] - The Group recorded a revenue of approximately HK$146.1 million for the six months ended 30 September 2024, a decrease of approximately 47.2% compared to HK$276.6 million for the same period in 2023[154] - The gross profit for the Current Period was approximately HK$6.6 million, representing a decrease of approximately 65.9% from approximately HK$19.5 million in the Previous Period[154] - The loss attributable to owners of the Company was approximately HK$2.2 million for the Current Period, compared to a profit of approximately HK$6.9 million for the Previous Period[155] Market Conditions - The vacancy rate in the Hong Kong office market reached a record high of 14.8% in Q2 2024, surpassing levels during the SARS downturn in 2003 and the global financial crisis in 2009[25] - In Central, the vacancy rate increased sharply from approximately 9.7% to approximately 14% in the first half of 2024, marking a new high since June 2004[25] - The vacancy rate of high-quality office buildings in Shenzhen was reported at 27% as of June 2024[25] - The occupancy rate of Grade A offices in Hong Kong is expected to rebound as the U.S. enters a period of interest rate cuts and capital returns to the market[31] - The long-term outlook for the fit-out market is positive, driven by large-scale development projects and increased interest from mainland companies to establish a presence in Hong Kong[33] - The demand for renovation services is expected to increase as more businesses relocate to newer and larger Grade A commercial properties[163] Business Strategy - The Group is actively expanding its business beyond Grade A commercial properties to include retail branches and government-related organizations[26] - The company aims to expand its business beyond Grade A offices by targeting new clients from retail stores, government agencies, and non-profit organizations[29] - The Group aims to provide more diversified and higher quality one-stop fit-out solutions while controlling costs as market confidence gradually recovers[163] - The Group has been awarded a total of 20 new bare shell fit-out projects with a total project sum of approximately HK$214.2 million since April 1, 2024[175] Financial Position - Total assets decreased to HK$247,604,000 as of September 30, 2024, from HK$266,360,000 as of March 31, 2024, indicating a reduction of approximately 7%[44] - Current assets fell to HK$219,114,000 from HK$236,593,000, reflecting a decrease of about 7.4%[44] - Total liabilities decreased to HK$103,996,000 from HK$122,376,000, a reduction of approximately 15%[46] - The company’s retained earnings decreased to HK$75,666,000 from HK$77,836,000, a decline of approximately 2.8%[44] - The total equity of the company as of September 30, 2024, was HK$143,608,000, a slight decrease from HK$150,889,000 as of September 30, 2023[48] - As of September 30, 2024, the Group had net current assets of approximately HK$116.0 million, unchanged from March 31, 2024[199] - The current ratio was approximately 2.1 times as of September 30, 2024, compared to 2.0 times on March 31, 2024[199] - The gearing ratio decreased to 2.0% as of September 30, 2024, from 2.9% on March 31, 2024[199] Cash Flow and Expenses - For the six months ended September 30, 2024, the company reported a net cash outflow from operating activities of HK$12,817,000, compared to an inflow of HK$23,391,000 in the same period last year[50] - The company experienced a significant decrease in cash generated from operations, which was a negative HK$14,608,000 compared to a positive HK$21,755,000 in the previous year[50] - The Group's administrative expenses for the period were HK$10,857,000, a decrease of 0.4% from HK$10,897,000[78] - The Group's staff costs for the Current Period were approximately HK$14.7 million, a decrease from approximately HK$15.3 million for the Previous Period[196] - Finance costs increased to approximately HK$75,000 for the Current Period, representing an increase of approximately 114.3% compared to approximately HK$35,000 for the Previous Period[185] Accounting and Compliance - The unaudited condensed consolidated financial information for the six months ended September 30, 2024, has been prepared on a historical cost basis, except for certain financial instruments measured at fair value[60] - The Group's significant accounting policies for the six months ended September 30, 2024, are consistent with those used in the preparation of the consolidated financial statements for the year ended March 31, 2024[63] - The Group has not applied any new and revised HKFRSs that are not yet effective for the current period[68] - A change in accounting policy regarding the offsetting arrangement in the long service payment scheme in Hong Kong will take effect from May 1, 2025, impacting the calculation of long service payment obligations[64] - The change in accounting policy has resulted in a catch-up adjustment for past service costs and an increase in the Group's long service payment obligations as of April 1, 2022[73] Customer and Revenue Breakdown - Revenue from Hong Kong was HK$139,920,000, down 47.5% from HK$266,220,000 in 2023, while revenue from the PRC was HK$6,207,000, down 40.0% from HK$10,367,000[99] - Major customers contributing over 10% of total revenue included Customer A with HK$41,200,000, Customer B with HK$20,659,000, and Customer C with HK$15,839,000[101] - The Group's revenue from maintenance and other services was HK$553,000, an increase of 118% from HK$253,000 in the previous year[94] - The Group's revenue from restacking services was HK$5,585,000, down 73% from HK$20,935,000 in the previous year[94]

Financial Performance - The Group's revenue decreased by 17.3% year-on-year to HK$428 million for the year ended 31 March 2024[24]. - The Group's revenue for the year ended March 31, 2024, decreased by 17.3% to HKD 428.1 million from HKD 517.6 million in the previous year[33]. - Gross profit for the same period fell by 24.0% to HKD 25.2 million, down from HKD 33.2 million[33]. - The gross profit margin decreased to 5.9% from 6.4%, representing a decline of 0.5 percentage points[33]. - Loss attributable to owners of the Company was HKD 1.4 million, compared to a profit of HKD 0.8 million in the previous year[38]. - The decrease in revenue was primarily attributed to a decline in the restacking business segment[43]. - For the year ended 31 March 2024, the total revenue was HKD428.1 million, a decrease from HKD517.6 million in the previous year, representing a decline of 17.3%[46][48]. - Revenue from bare shell fit-out projects was HKD375.2 million, contributing 87.7% of total revenue, and increased by 8.5% compared to HKD346.0 million in the previous year[46][48]. - The overall direct margin for the year was HKD60.4 million, a decrease of 9.7% from HKD66.9 million, with a direct margin ratio of 14.1%, up 1.2 percentage points from 12.9%[53][54]. - Other income significantly dropped to HKD5,000, a decrease of 99.7% from HKD1.7 million in the previous year due to the absence of government subsidies[56][63]. - Net profit for the year was HKD0.7 million, a decline from HKD2.6 million in the previous year, with a loss attributable to owners of HKD1.4 million compared to a profit of HKD0.8 million last year[60][61]. Market Conditions - Hong Kong's overall Grade A commercial property vacancy rate was 12.2% in Q1 2024, an increase of 0.7 percentage points from Q4 2023[23]. - The high interest rate environment and unstable geopolitical situation have slowed down corporate expansion, impacting demand for Grade A commercial properties[23]. - The vacancy rate for Grade A commercial buildings in Hong Kong reached 12.2% in Q1 2024, an increase of 0.7 percentage points from Q4 2023[26]. - The Group remains confident in the Grade A commercial property fit-out industry, anticipating a recovery in demand as new commercial properties are completed in the next one to two years[29]. - The Hong Kong Grade A office market is expected to stabilize, driven by competitive rental levels and government measures promoting new industries[94]. Business Strategy - The Group continued to acquire additional projects despite the challenging market conditions, partially offsetting the negative macroeconomic impact[24]. - The Group is focusing on improving its subcontractor portfolio to secure higher profit margins while ensuring construction quality[25]. - The Group is diversifying its business by developing decoration projects outside Grade A commercial buildings, including services for schools and NGOs[25]. - The Group plans to strengthen cost control and improve its sub-contractor portfolio to lay a solid foundation for future profitability[95]. - The Group has a focus on expanding its business operations and enhancing its market presence through strategic initiatives[121]. Financial Position - The current ratio improved to 2.0 times as at 31 March 2024, up from 1.6 times in the previous year, indicating better liquidity[72]. - The gearing ratio increased to 2.9% as at 31 March 2024, compared to 1.4% in the previous year, reflecting a slight increase in financial leverage[72]. - As of March 31, 2024, the group's net current assets amounted to HKD 116.0 million, a slight decrease from HKD 116.8 million as of March 31, 2023[78]. - The group's cash and cash equivalents were HKD 139.6 million as of March 31, 2024, compared to HKD 109.7 million as of March 31, 2023[78]. - The debt-to-equity ratio was 2.9% as of March 31, 2024, compared to 1.4% as of March 31, 2023[78]. Employee and Management Information - The total staff cost for the year ended March 31, 2024, was approximately HKD 49.3 million, slightly down from HKD 49.4 million in the previous year[87]. - The group had a total of 67 employees as of March 31, 2024, down from 75 employees as of March 31, 2023[87]. - The Group focuses on providing competitive remuneration packages to employees to recognize their contributions[137][141]. - Ms. Hui has been an executive director since January 4, 2018, responsible for daily operations and business development[102]. - Mr. Wong has served as the Chairman and CEO since January 4, 2018, overseeing strategic planning and major decisions[105]. - Mr. Cheung has over 20 years of experience in financial management and has been an independent non-executive director since January 21, 2020[109]. - Mr. Siu, appointed on November 9, 2023, has over 15 years of experience in valuation consulting and investment management[116]. - The Group's directors have diverse backgrounds in finance, management, and industry experience, contributing to its strategic direction[121]. Compliance and Governance - The Company is committed to maintaining transparency and compliance with the Securities and Futures Ordinance regarding directors' interests[104]. - The Company has complied with relevant laws and regulations, including the Companies Act and GEM Listing Rules[139][142]. - The Group's consolidated financial statements for the year ended March 31, 2024, have been audited and presented[121]. - The Directors proposed for re-election at the AGM do not have service contracts that are not determinable within one year without compensation[171]. - The interests and short positions of directors and chief executives in the shares and debentures of the company are recorded in compliance with the SFO[185]. Shareholder Information - The principal goal of the Group is to maximize returns to shareholders while ensuring sustainable profit growth[138]. - The Group is committed to a proactive, stable, and sustainable dividend policy, subject to shareholder approval[145]. - The Board does not recommend the payment of a final dividend for the year ended 31 March 2024, consistent with the previous year where no dividend was declared[150]. - As of 31 March 2024, the distributable reserves of the Company amounted to HKD 66.4 million, a decrease from HKD 69.3 million in 2023[154]. - The company adopted a Share Option Scheme on December 8, 2017, aimed at attracting and retaining employees and directors[199].