5月28日，截至港股收盘，恒生指数下跌0.53%，报23258.31点。佰悦集团（08545.HK）收报0.04港元/ 股，上涨8.11%，成交量12.8万股，成交额5024港元，振幅8.11%。 最近一个月来，佰悦集团累计跌幅5.13%，今年来累计涨幅42.31%，跑赢恒生指数16.56%的涨幅。 财务数据显示，截至2024年9月30日，佰悦集团实现营业总收入5323万元，同比减少42.86%；归母净利 润138.51万元，同比增长346.95%；毛利率19.42%，资产负债率15.8%。 来源：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。 行业估值方面，家庭电器及用品行业市盈率（TTM）平均值为13.64倍，行业中值3.61倍。佰悦集团市 盈率16.69倍，行业排名第32位；其他凯富善集团控股（08512.HK）为1.58倍、丽年国际（09918.HK） 为1.63倍、华讯（00833.HK）为3.22倍、盛诺集团（01418.HK）为3.61倍、旷世芳香（01925.HK）为 3.83倍。 资料显示，佰悦集团控股有限公司是香港玩具公司,从事设计、营销、分销及零售玩具及相关产品。公 司於往绩 ...

Financial Performance - The unaudited condensed consolidated results for the six months ended September 30, 2024, have been announced, with comparative figures for the same period in 2023[9]. - Revenue for the six months ended September 30, 2024, was HK$59,027,000, a decrease from HK$103,294,000 in the same period last year, representing a decline of approximately 42.8%[10]. - Gross profit for the same period was HK$11,461,000, down from HK$18,041,000, indicating a decrease of about 36.5%[10]. - The company reported a profit of HK$1,536,000 for the period, with a profit per share of HK$0.13[10]. - The consolidated profit before taxation for the six months ended September 30, 2024, was HK$2,290,000, compared to a loss of HK$ (428,000) in 2023, indicating a recovery in profitability[45]. - Other income for the period was HK$2,480,000, compared to a loss of HK$ (534,000) in the previous year, showing a positive turnaround[45]. - The Group's revenue decreased by approximately 42.9% to approximately HK$59,027,000 for the Period from approximately HK$103,294,000 for the Corresponding Period[113]. - Gross profit decreased by approximately 36.5% to approximately HK$11,461,000 for the Period from approximately HK$18,041,000 for the Corresponding Period, with a gross profit margin increase to 19.4%[114]. Cash Flow and Assets - Net cash generated from operating activities was HK$16,606,000, compared to a cash outflow of HK$10,349,000 in the previous year, showing a significant turnaround[16]. - Cash and cash equivalents at the end of the period increased to HK$89,707,000 from HK$23,514,000 at the beginning of the period, marking a substantial increase[16]. - Total assets as of September 30, 2024, were HK$198,725,000, slightly up from HK$196,656,000 as of March 31, 2024[11]. - The net current assets stood at HK$157,895,000, compared to HK$152,811,000 as of March 31, 2024, reflecting a positive trend[11]. - Cash at bank and on hand increased to HK$119,433,000 as of September 30, 2024, compared to HK$102,696,000 as of March 31, 2024[94]. - Bank deposits with maturities over three months rose to HK$89,707,000 as of September 30, 2024, from HK$23,514,000 as of March 31, 2024[94]. Expenses - The company incurred selling expenses of HK$10,223,000 and administrative expenses of HK$12,727,000 during the period[10]. - Selling expenses decreased sharply by approximately 44.0% to approximately HK$2,386,000 for the Period from approximately HK$4,260,000 for the Corresponding Period[121]. - Administrative expenses decreased by approximately 19.7% to approximately HK$10,223,000 from approximately HK$12,727,000 in the corresponding period[122]. - Staff costs, including directors' remuneration, totaled HK$6,510,000 for the period, down from HK$7,980,000 in the previous year, representing a reduction of approximately 18.4%[54]. Shareholder Information - As of September 30, 2024, the Company’s issued ordinary share capital was HK$11,923,077, divided into 1,192,307,692 shares[143]. - Mr. Li Wai Keung holds 204,640,000 shares, representing 17.16% of the Company’s issued share capital[142]. - Ms. Fong Wing Yan, as the spouse of Mr. Li, also holds 204,640,000 shares, equating to 17.16% of the issued share capital[148]. - Ms. Lam Hoi Yan is a beneficial owner of 65,000,000 shares, which is 5.45% of the issued share capital[148]. Corporate Governance - The Audit Committee reviewed the unaudited condensed consolidated financial statements for the six months ended 30 September 2024, confirming compliance with applicable accounting standards and GEM Listing Rules[156]. - The Company has complied with the Corporate Governance Code during the period, except for a deviation regarding the roles of the chairman and CEO[154]. - The Board composition includes Mr. Li Wai Keung as Chairman and Executive Director, with other executive and non-executive directors listed[158]. - The Company has not reported any conflicts of interest among its directors during the period[151]. Market and Operational Insights - The Group's principal activities include design, marketing, distribution, and retail sales of toys and related products, as well as providing agency services[32][35]. - The Group plans to expand its network beyond the ACG figure toys market to diversify income sources and enhance shareholder value[136]. - The Group's financial performance may be significantly impacted by the failure to obtain new orders[134]. - Ineffective quality control over suppliers and products could adversely affect the Group's business operations[135].

Financial Performance - For the six months ended September 30, 2024, the company reported revenue of HKD 59,027 thousand, an increase from HKD 47,566 thousand in the same period last year, representing a growth of approximately 24%[4] - The gross profit for the same period was HKD 11,461 thousand, down from HKD 18,041 thousand, indicating a decline of about 36%[4] - The company recorded a net profit of HKD 1,536 thousand for the period, compared to a loss of HKD 622 thousand in the previous year, marking a significant turnaround[4] - Basic and diluted earnings per share were HKD 0.13, compared to a loss per share of HKD 0.05 in the prior year[4] - The group reported a total revenue of HKD 59,027,000 for the six months ended September 30, 2024, compared to HKD 103,294,000 for the same period in 2023, reflecting a decrease of approximately 42.9%[18] - Revenue from ODM toy sales to licensed holders was HKD 27,789,000 for the six months ended September 30, 2024, down from HKD 51,738,000 in the same period last year, representing a decline of about 46.3%[18] - Revenue from self-branded licensed toys was HKD 9,588,000 for the six months ended September 30, 2024, compared to HKD 16,285,000 in the previous year, indicating a decrease of approximately 41.2%[18] - The group’s gross profit decreased by approximately 36.5% to about HKD 11,461,000, with a gross profit margin increasing from approximately 17.5% to 19.4%[59] Assets and Liabilities - Total assets as of September 30, 2024, were HKD 198,725 thousand, slightly up from HKD 196,656 thousand as of March 31, 2024[5] - The company’s total liabilities increased to HKD 36,578 thousand from HKD 25,225 thousand, representing a rise of approximately 45%[5] - As of September 30, 2024, total equity decreased to HKD 195,492 thousand from HKD 196,114 thousand as of April 1, 2023, reflecting a loss of HKD 622 thousand during the period[8] - The group’s total current assets, excluding financial instruments, amounted to HKD 17,263,000 as of September 30, 2024, compared to HKD 18,213,000 in the previous year[21] - Trade receivables decreased to HKD 11,647 thousand from HKD 21,892 thousand, indicating a reduction of about 47%[5] - The company’s retained earnings decreased to HKD 108,372 thousand from HKD 108,994 thousand, indicating a reduction in accumulated profits[8] Cash Flow - Net cash generated from operating activities was HKD 16,606 thousand, a significant improvement compared to a net cash outflow of HKD 10,349 thousand in the same period last year[9] - Cash and cash equivalents increased to HKD 89,707 thousand at the end of the period, up from HKD 23,514 thousand at the beginning of the period[9] - The company reported a net cash inflow from investing activities of HKD 51,377 thousand, compared to HKD 15,803 thousand in the previous year[9] - Interest income received during the period was HKD 1,984 thousand, an increase from HKD 830 thousand in the same period last year[9] Business Strategy and Operations - The company plans to continue focusing on market expansion and new product development to drive future growth[4] - The company continues to focus on its core business of designing, marketing, distributing, and retailing toys and related products[10] - The group is currently evaluating the impact of newly issued but not yet effective Hong Kong Financial Reporting Standards on its financial statements[16] - The group aims to leverage its advantages, particularly its diverse high-end toy product range, to achieve further business breakthroughs in the future[74] Governance and Compliance - The company’s board has approved the financial results after reasonable inquiries, ensuring the accuracy and completeness of the information provided[2] - The financial report indicates that the company is adhering to the same accounting policies as in the previous fiscal year, with no significant changes expected[12] - The board believes that the dual role of the chairman and CEO is beneficial for the management and business development of the group[85] - The audit committee has reviewed the unaudited condensed consolidated financial statements and believes they comply with applicable accounting standards and GEM listing rules[86] - The company has adhered to the corporate governance code and has not encountered any non-compliance issues during the reporting period[85] Employee and Customer Information - The group employed 33 employees in Hong Kong as of September 30, 2024, down from 35 employees on March 31, 2024[70] - Major customer A generated revenue of HKD 28,298 million for the six months ended September 30, 2024, down from HKD 53,712 million in the same period in 2023[25] - The group’s top five customers accounted for approximately 60% of total revenue, a slight decrease from 62% in the same period last year[18] Share Capital and Dividends - As of September 30, 2024, the issued share capital of the company is HKD 11,923,077, divided into 1,192,307,692 shares[77] - The board does not recommend the payment of an interim dividend for the period, consistent with the previous year[71] - The company has not declared or paid any dividends as of September 30, 2024, and September 30, 2023[51]

Amuse Group Holding Limited 佰悅集團控股有限公司 CHARACTERISTICS OF GEM OF THE STOCK EXCHANGE OF HONG KONG LIMITED (THE "STOCK EXCHANGE") 告的內容概不負責，對其準確性或完整性亦 本報告將於聯交所網站www.hkexnews.hk， Given the emerging nature of companies listed on GEM, there is a risk that securities traded on GEM may be more susceptible to high market volatility than securities traded on the main board of the Stock Exchange and no assurance is given that there will be a liquid market in the securities traded on GEM. This report, for which the dir ...

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 公 佈 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 對 因 本 公 佈 全 部 或 任 何 部 份 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。 Amuse Group Holding Limited 佰 䜣 集團控股有限公司 （於開曼群島註冊成立之有限公司） （股份代號：8545） GEM乃 為 較 於 聯 交 所 上 市 的 其 他 公 司 帶 有 更 高 投 資 風 險 的 公 司 提 供 上 市 的 市 場。有 意 投 資 者 應 瞭 解 投 資 於 該 等 公 司 的 潛 在 風 險，並 應 經 過 審 慎 周 詳 考 慮 後 方 作 出 投 資 決 定。GEM的 較 高 風 險 及 其 他 特 色 表 示GEM較 適 合 專 業 及 其 他 資 深 投 資 者。 由 於GEM上 市 公 司 新 興 的 性 質 使 然，在GEM買 賣 的 證 券 可 能 ...

Financial Results - The unaudited consolidated results for the six months ended September 30, 2023, have been announced, with comparative figures for the same period in 2022 provided[17]. - The report includes the unaudited condensed consolidated statement of profit or loss and other comprehensive income for the period[18]. - The financial results have not been audited but have been reviewed and approved by the audit committee of the Company[17]. - Revenue for the six months ended September 30, 2023, was HK$103,294,000, a decrease of 14.5% compared to HK$120,838,000 in the same period of 2022[19]. - Gross profit increased to HK$18,041,000, up 6.5% from HK$16,940,000 year-over-year[19]. - Loss before taxation improved to HK$428,000, significantly better than the loss of HK$2,900,000 in the prior year[19]. - Total comprehensive loss for the period was HK$622,000, a reduction of 82.8% compared to HK$3,620,000 in the previous year[19]. - The interim financial report for the six months ended September 30, 2023, has been prepared in accordance with the accounting policies adopted in the Group's annual financial statements for the year ended March 31, 2023[40]. - The Group's unaudited condensed consolidated interim financial statements do not include all information required for a full set of financial statements prepared in accordance with Hong Kong Financial Reporting Standards (HKFRSs)[34]. Revenue Breakdown - Revenue from sales of ODM toys to license holders decreased to HK$51,738,000, down 30% from HK$73,990,000 year-on-year[54]. - Distribution of imported toys and related products generated revenue of HK$32,271,000, an increase of 14.5% compared to HK$28,118,000 in the previous year[54]. - Revenue from sales of own licensed toys and related products rose to HK$16,285,000, up 7.4% from HK$15,155,000 in the same period last year[54]. - The Group's five largest customers contributed approximately 62% of total revenue, down from 78% in the corresponding period last year[55]. - Overall revenue decreased by approximately 14.5% to approximately HK$103,294,000 from HK$120,838,000, primarily due to a decrease in revenue from sales of ODM toys to license holders[150]. Cash Flow and Assets - Cash and cash equivalents at the end of the period were HK$120,184,000, compared to HK$107,109,000 at the end of the same period last year, reflecting a net increase[25]. - Net cash used in operating activities was HK$10,349,000, an improvement from HK$14,560,000 in the previous year[25]. - The company reported a net cash inflow from investing activities of HK$15,803,000, contrasting with a net outflow of HK$28,724,000 in the prior year[25]. - Trade receivables increased to HK$35,477,000 from HK$13,296,000, indicating a significant rise in outstanding customer payments[20]. - Non-current assets decreased to HK$51,713,000 from HK$57,049,000, primarily due to a reduction in property, plant, and equipment[20]. - Total equity as of September 30, 2023, was HK$195,492,000, slightly down from HK$196,114,000 at the end of March 2023[20]. Operational Changes - The Company has undergone changes in its board of directors, with several appointments and resignations noted[10]. - The Group's main business activities include the design, marketing, distribution, and retail sale of toys and related products, as well as providing agency services[31]. - The Group employed 35 staff in Hong Kong as of September 30, 2023, down from 40 as of March 31, 2023[191]. Risks and Compliance - The Company is positioned on the GEM market, which is designed for small and mid-sized companies, indicating a higher investment risk compared to other listings[2]. - There is a risk of high market volatility for securities traded on GEM, and no assurance is given regarding the liquidity of these securities[2]. - The Company has a responsibility to provide information in compliance with the GEM Listing Rules[4]. - The Group faces risks such as failure to obtain new orders, ineffective quality control, and potential delays in customer payments, which could adversely affect financial performance[196]. Future Outlook - The Board aims to expand the Group's network beyond the ACG figure toys market to broaden income sources and enhance shareholder value[197]. - The Group believes it will achieve a breakthrough in business performance by leveraging its wide variety of high-end toy products[198].

香港交易及結算所有限公司及聯交所對本公佈的內容概不負責，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公佈全部或任 何部分內容而產生或因依賴該等內容而引致的任何損失承擔任何責任。 Amuse Group Holding Limited 佰 集 團 控 股 有 限 公 司 (cid:18211) （於開曼群島註冊成立之有限公司） （股份代號：8545） 截 至 二 零 二 三 年 九 月 三 十 日 止 六 個 月 之 中 期 業 績 公 佈 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 其 他 在聯交所上市的公司帶有較高投資風險。有意投資者應了解投資於該等 公司的潛在風險，並應經過審慎周詳的考慮後方作出投資決定。 由於GEM上市公司普遍為中小型公司，在GEM買賣的證券可能會較於聯 交所主板買賣的證券承受較大的市場波動風險，同時無法保證在GEM 買 賣的證券會有高流通量的市場。 本公告乃遵照聯交所GEM 證券上市規則（「GEM上市規則」）而刊載，旨在 提供有關佰悅集團控股有限公司（「本公司」 ...

Financial Results - The unaudited consolidated results for the three months ended June 30, 2023, have been announced, with comparative figures for the same period in 2022 provided[16]. - The report includes a condensed consolidated statement of profit or loss and other comprehensive income for the period[16]. - The financial results have not been audited but have been reviewed and approved by the audit committee of the company[16]. - Revenue for the three months ended June 30, 2023, was HK$52,372,000, representing a 21.5% increase from HK$43,142,000 in the same period of 2022[18]. - Gross profit for the same period was HK$10,391,000, up 35.3% from HK$7,681,000 year-over-year[18]. - Profit for the period was HK$529,000, a significant recovery from a loss of HK$713,000 in the previous year[18]. - Basic and diluted earnings per share improved to HK$0.04 compared to a loss of HK$0.06 per share in the prior year[18]. - Total comprehensive income for the period was HK$529,000, contrasting with a total comprehensive loss of HK$713,000 in the same period last year[18]. - Profit before taxation for the period was approximately HK$529,000, a recovery from a loss of approximately HK$713,000 in the corresponding period[44]. Revenue Breakdown - Total revenue for the period reached HK$52,372,000, a rise from HK$43,142,000 in the same period last year, representing an increase of approximately 21.5%[39]. - Revenue from ODM toy sales to license holders increased by approximately 10.7% to HK$26,569,000 compared to HK$24,002,000 in the corresponding period[53]. - Revenue from the distribution of imported toys and related products surged by approximately 59.9% to HK$13,477,000, up from HK$8,429,000 in the previous year[54]. - The Group's five largest customers contributed approximately 68.9% of total revenue, down from 80.6% in the corresponding period[36]. - The Group's largest customer generated sales of HK$28,300,000, compared to HK$24,704,000 in the previous year[39]. Expenses and Costs - Administrative expenses increased to HK$5,966,000 from HK$4,957,000, reflecting a 20.4% rise[18]. - Selling expenses decreased slightly to HK$1,735,000 from HK$1,924,000, indicating a 9.8% reduction[18]. - Cost of sales increased by approximately 18.4% to approximately HK$41,981,000 from approximately HK$35,461,000 in the corresponding period[65]. - Staff costs rose slightly to HK$3,541,000 from HK$3,439,000 in the previous year[41]. - Other net expenses decreased by approximately 1,069.4% to approximately HK$1,076,000 from other income of approximately HK$111,000 in the corresponding period[73]. Corporate Governance and Compliance - The company emphasizes the importance of accurate and complete information in compliance with GEM Listing Rules[4]. - The company has confirmed that there are no misleading or deceptive statements in the report[4]. - The company is committed to transparency and accountability in its financial reporting[4]. - The Board does not recommend the payment of dividends for the period, consistent with the previous period where no dividends were paid[102]. - The Company has complied with the Corporate Governance Code during the period, except for a deviation regarding the roles of the chairman and CEO[134]. - The Audit Committee reviewed the unaudited condensed consolidated financial statements for the three months ended June 30, 2023, confirming compliance with applicable accounting standards[139]. Risks and Future Plans - The company has a higher risk profile, making it more suitable for professional and sophisticated investors[1]. - There is a risk of high market volatility for securities traded on GEM compared to those on the main board[2]. - The Group faces risks including the inability to secure new orders, which could significantly impact financial performance, and reliance on the senior management team's effectiveness[110]. - The Group plans to expand its network beyond the ACG figure toys market to diversify income sources and enhance shareholder value[111]. - The Board believes that leveraging its wide product portfolio of high-end toys will lead to a breakthrough in business performance in the future[112]. Share Capital and Ownership - As of June 30, 2023, Mr. Li Wai Keung holds a long position of 180,800,000 shares, representing 15.16% of the issued share capital of the Company[117]. - Infinite Force holds 180,800,000 shares, representing 15.16% of the Company's issued share capital[122]. - Ms. Fong Wing Yan, as the spouse of Mr. Li, also holds 180,800,000 shares, equating to 15.16% of the Company's issued share capital[122]. - Ms. Lam Hoi Yan is a beneficial owner of 65,000,000 shares, which is 5.45% of the Company's issued share capital[122]. - The Company's issued ordinary share capital was HK$11,923,077, divided into 1,192,307,692 shares of HK$0.01 each[130]. - The Company did not redeem any of its ordinary shares during the period, nor did it or its subsidiaries purchase or sell any ordinary shares[124]. - There were no options granted, exercised, lapsed, or cancelled under the Share Option Scheme as of June 30, 2023[133]. Audit and Review - The report will be available on the Stock Exchange's website for at least seven days from the posting date[5]. - The unaudited condensed consolidated financial statements for the three months ended June 30, 2023, have been reviewed by the audit committee and management, confirming compliance with applicable accounting standards and GEM listing rules[141]. - The Group has made sufficient disclosures in its financial reporting as of the report date[141].

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公佈的內容 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 因本公佈全部或任何部分內容而產生或因依賴該等內容而引致的任何損 失承擔任何責任。 Amuse Group Holding Limited 佰 集 團 控 股 有 限 公 司 (cid:18211) （於開曼群島註冊成立之有限公司） （股份代號：8545） 截 至 二 零 二 三 年 六 月 三 十 日 止 三 個 月 之 第 一 季 度 業 績 公 佈 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 其 他 在聯交所上市的公司帶有較高投資風險。有意投資者應了解投資於該等 公司的潛在風險，並應經過審慎周詳的考慮後方作出投資決定。 由於GEM上市公司普遍為中小型公司，在GEM買賣的證券可能會較於聯 交所主板買賣的證券承受較大的市場波動風險，同時無法保證在GEM買 賣的證券會有高流通量的市場。 本公佈乃遵照聯交所GEM證券上市規則（「GEM上市規則」）而刊載，旨在 提供有關佰悅集團控 ...

Economic Impact - The past year was significantly impacted by the fifth wave of the COVID-19 pandemic, particularly affecting industries in Hong Kong and leading to a downturn in the Chinese economy [18]. - The lockdown in Shanghai for over two months severely affected the local economy, marking a turning point for economic deterioration in China [18]. - Rising global interest rates and rapid price increases contributed to a further decline in the sluggish Chinese economy, impacting consumer purchasing desire [18]. Revenue and Profitability - Revenue increased by approximately 9.0% to approximately HK$235,963,000 for the Year from approximately HK$216,485,000 for the Prior Year [37]. - Revenue from sales of ODM toys increased by approximately 6.6% to approximately HK$114,835,000 (2022: approximately HK$107,749,000) [26]. - Revenue from the distribution of imported toys and related products increased sharply by approximately 36.6% to HK$68,645,000 (2022: approximately HK$50,264,000) [28]. - Gross profit increased by approximately 31.2% to approximately HK$45,736,000 for the Year from approximately HK$34,873,000 for the Prior Year [39]. - The profit margin of the sales of ODM toys declined by approximately 29.7%, from 11.1% for the Prior Year to 7.8% for the Year [27]. - Revenue from sales of own licensed toys and related products dropped by 16.0% to approximately HK$49,099,000 (2022: approximately HK$58,472,000) [29]. - New revenue stream from agency services related to engineering projects contributed approximately HK$3,384,000 for the Year [36]. Costs and Expenses - Cost of sales increased by approximately 4.7% to approximately HK$190,227,000 for the Year from approximately HK$181,612,000 for the Prior Year [38]. - Sales cost increased by approximately 4.7% from HK$181,612,000 last year to approximately HK$190,227,000 this year, consistent with revenue growth [42]. - Other income, net decreased by approximately 83.3% to approximately HK$651,000 from approximately HK$3,898,000 last year, primarily due to foreign exchange losses [45]. - Selling expenses increased by approximately 12.0% from HK$8,200,000 last year to approximately HK$9,187,000 this year, mainly due to increased online marketing expenses [46]. - Administrative expenses rose approximately 3.5% from HK$27,036,000 last year to approximately HK$27,993,000 this year [48]. - Finance costs increased by approximately 116.7% to approximately HK$234,000 from approximately HK$108,000 last year, driven by higher mortgage interest and lease liabilities [49]. - Income tax expenses increased by approximately 13.8% to approximately HK$1,861,000 from approximately HK$1,636,000 last year [57]. Investments and Acquisitions - The Group has no definite future plans for material investments and capital assets, aside from those disclosed in the prospectus dated May 18, 2018 [58]. - The Group holds a 30% investment in a joint venture with Grand View Protective Products Limited, with a total investment of HK$10 million for setting up medical face mask production lines [59][60]. - The Group acquired 30% of DongYiQuan Network Technology Co., Ltd. for HK$10,000,000 and 100% of Forever Profits Development Limited for HK$7,000,000, with profit guarantees in place [65][67]. - The profit guarantee for the first year ending on June 30, 2023, remains unconfirmed, with disclosure expected in the first quarterly report [71]. - The company acquired approximately 45% of M.I.P. International Limited for HK$7,950,000, completed on October 26, 2022 [73]. Financial Position - As of March 31, 2023, the Group's gearing ratio was approximately 0.02 times, indicating a sound financial position [78]. - The total staff cost for the year amounted to approximately HK$17,266,000, an increase from approximately HK$15,884,000 in 2022 [81]. - The Group had no significant contingent liabilities as of March 31, 2023 [89]. - The Group's building, with a carrying value of HK$5,892,000, was mortgaged to secure banking facilities as of March 31, 2023 [80]. Corporate Governance - The company is committed to maintaining high standards of corporate governance, complying with all applicable code provisions of the Corporate Governance Code during the year [155]. - The Board will continuously review and improve corporate governance practices to safeguard shareholder interests and enhance group performance [156]. - The company adopted a code of conduct regarding securities transactions by directors, confirming compliance with the required standards during the year [156]. - The Board has appointed non-executive Directors with appropriate management experience to enhance the collective knowledge and skills of the Board [159]. - Independent Non-executive Directors (INEDs) account for 33% of the Board, ensuring independent judgment on strategic issues [166]. - The Group has adopted a Board diversity policy, considering factors like gender, age, and professional experience to enhance performance quality [159]. - The Board has established mechanisms for Directors to seek external independent advice to enhance decision-making credibility [170]. - The Board has delegated appropriate management and administrative functions to management while retaining clear oversight responsibilities [181]. Management and Leadership - The Chairman and Chief Executive Officer roles are held by Mr. Li, who has been managing the Group since 2004, providing strong leadership [173]. - All directors participated in ongoing professional development as per code provision A.6.5, ensuring they remain updated on significant changes affecting the Group [177]. - The Board held a total of ten meetings during the year, with attendance rates for executive directors ranging from 87.5% to 100% [190]. - The Board has established three committees: Audit Committee, Remuneration Committee, and Nomination Committee, to assist in fulfilling its duties [182]. Audit and Remuneration Committees - The Audit Committee consists of three independent non-executive Directors, including Ms. Chow Chi Ling Janice as Chairlady, Mr. Yu Pui Hang, and Mr. Tung Man [195]. - The Audit Committee held a meeting on June 30, 2023, to review and approve the annual financial results for the year ended March 31, 2023 [197]. - The Audit Committee is required to meet at least four times a year, and the attendance record shows Mr. Yu Pui Hang attended all four meetings [199]. - The Remuneration Committee also consists of three independent non-executive Directors, with Mr. Yu Pui Hang as Chairman [200]. - The Audit Committee's main duties include overseeing the Group's financial reporting system and internal control systems [195].