本公告內容與上海證券交易所刊發的公告一致。本公告在香港及上海同步刊登。 重要提示 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，概不對因本公告全部或任何部份內容而產生或因倚 賴該等內容而引致的任何損失承擔任何責任。 長城汽車股份有限公司 GREAT WALL MOTOR COMPANY LIMITED* （於中華人民共和國註冊成立的股份有限公司） 股份代號：02333（港幣櫃台）及82333（人民幣櫃台） 2025年第3季度報告 董事會謹此公佈本公司2025年第3季度報告，本報告乃根據中國企業會計準則 而編製，未經審計。 本公告乃依據上市規則第13.09條及證券及期貨條例第XIVA部而作出。 長城汽車股份有限公司（「本公司」或「公司」）董事會（「董事會」）謹此公佈本公司 及其子公司（統稱「本集團」或「集團」）截至2025年9月30日止9個月未經審計業績 （「第3季度報告」），乃根據中國企業會計準則而編製。本公告乃依據香港聯合交 易所有限公司證券上市規則（「上市規則」）第13.09條及證券及期貨條例第XIVA部 而作出。 公司董事會及董 ...

Stock Options and Equity Plans - The total number of stock options available for grant under the stock option plan as of December 31, 2024, is 99,544,000 shares[2] - The total equity available for issuance under the Tianbao Electronics (Huizhou) share incentive plan is RMB 24,746,341, accounting for approximately 10% of the registered capital as of April 8, 2024[3] - The equity available for issuance under the Tianbao Electronics (Huizhou) share incentive plan as of December 31, 2024, is RMB 3,336,341, representing about 1.24% of the registered capital[3] - The percentage of registered capital that can be issued as rewards under all plans for Tianbao Electronics (Huizhou) for the year ending December 31, 2024, is 8.33%[3]

Revenue Performance - For the nine months ended September 30, 2025, the company's revenue was RMB 581.1 million, a decrease of 13% compared to RMB 667.87 million in the same period of 2024[7]. - The average daily toll revenue for the Guangzhou-Shenzhen Expressway decreased by 2% year-on-year to RMB 8.168 million, while the average daily mixed traffic volume remained stable at 685 thousand vehicles[3]. - The average daily toll revenue for the Guangzhou-Zhuhai West Line Expressway fell by 14% year-on-year to RMB 3.258 million, attributed to increased competition from nearby expressways[5]. - The average daily toll revenue for the Shenzhen section of the Jiangjiang Expressway increased by 11% year-on-year to RMB 2.283 million, benefiting from the opening of the second phase of the expressway in June 2024[5]. Profitability - The company's net profit for the nine months ended September 30, 2025, was RMB 476.79 million, slightly up from RMB 473.43 million in the same period of 2024[8]. - The basic earnings per share for the period was RMB 12.36, compared to RMB 12.07 in the previous year[7]. - The company reported a gross profit of RMB 242.01 million for the nine months ended September 30, 2025, down from RMB 255.47 million in the same period of 2024[7]. - The company’s other comprehensive income for the period was RMB 60.32 million, compared to RMB 31.99 million in the previous year[8]. Assets and Liabilities - The total assets of the company as of September 30, 2025, amounted to RMB 13.17 billion, an increase from RMB 12.80 billion as of December 31, 2024[9]. - As of September 30, 2025, the total liabilities amounted to RMB 5,446,179 thousand, an increase from RMB 5,163,167 thousand as of December 31, 2024, representing a growth of 5.5%[10]. - The total equity reached RMB 7,721,240 thousand as of September 30, 2025, compared to RMB 7,639,168 thousand at the end of 2024, indicating an increase of 1.1%[10]. - The company’s total assets reached RMB 13,167,419 thousand as of September 30, 2025, compared to RMB 12,802,335 thousand at the end of 2024, indicating an increase of 2.8%[10]. Cash Flow and Financing - Cash generated from operating activities for the nine months ended September 30, 2025, was RMB 462,615 thousand, up from RMB 437,551 thousand in the same period of 2024, reflecting a growth of 5.7%[11]. - The net cash generated from operating activities after tax payments was RMB 415,575 thousand for the nine months ended September 30, 2025, compared to RMB 437,489 thousand in 2024, showing a decrease of 5.0%[11]. - New bank loans amounted to RMB 3,920,297 thousand in the nine months ended September 30, 2025, significantly higher than RMB 1,522,012 thousand in the same period of 2024, marking an increase of 157.5%[11]. - The net increase in cash and cash equivalents was RMB 222,281 thousand for the nine months ended September 30, 2025, compared to RMB 228,560 thousand in 2024, indicating a slight decrease of 2.0%[11]. - The total cash and cash equivalents as of September 30, 2025, stood at RMB 953,860 thousand, up from RMB 704,250 thousand at the end of 2024, representing an increase of 35.4%[11]. - The company paid dividends of RMB 218,019 thousand to equity shareholders during the nine months ended September 30, 2025, compared to RMB 366,481 thousand in the same period of 2024, reflecting a decrease of 40.5%[11]. Real Estate Performance - The average contract sales amount for residential units was approximately RMB 1.127 billion, with an average selling price of about RMB 19,000 per square meter[6].

目錄 | 公司資料 | 2 | | --- | --- | | 主席報告書 | 3 | | 管理層討論及分析 | 5 | | 企業管治報告 | 11 | | 環境、社會及管治報告 | 28 | | 董事及高級管理層履歷詳情 | 74 | | 董事會報告 | 77 | | 獨立核數師報告 | 94 | | 綜合損益表 | 99 | | 綜合損益及其他全面收益表 | 100 | | 綜合財務狀況表 | 101 | | 綜合權益變動表 | 103 | | 綜合現金流量表 | 104 | | 綜合財務報表附註 | 105 | | 財務概要 | 186 | 年報 2025 百本醫護控股有限公司 1 公司資料 董事會 執行董事 奚曉珠小姐 （主席兼行政總裁） 鄭守崗先生（於二零二四年十二月一日獲委任） 獨立非執行董事 陳繼宇博士 王幹文先生 林國明先生（於二零二五年八月一日辭任） 鄧以海先生（於二零二五年八月一日獲委任） 董事委員會 審核委員會 王幹文先生 （主席） 陳繼宇博士 林國明先生（於二零二五年八月一日辭任） 鄧以海先生（於二零二五年八月一日獲委任） 薪酬委員會 林國明先生 （主席） （於二零二五年八月一日辭任） ...

Financial Performance - In Q3 2025, the group achieved a revenue of RMB 19.78 billion and an operating profit of RMB 1.03 billion[5] - For the first nine months of 2025, the group reported a total revenue of RMB 103 billion and an operating profit of RMB 13.15 billion[5] Property Sales and Acquisitions - The group recorded a contract property sales amount of RMB 170.5 billion, with a corresponding sales area of 7.58 million square meters for the first nine months of 2025[4] - In Q3 2025, the group acquired nine new land parcels in five cities in mainland China, with a total land reserve area of 1.49 million square meters and a total land cost of RMB 60.5 billion[4] Financial Stability and Market Outlook - The group maintains a strong financial position with a net gearing ratio and financing costs at the lowest range in the industry[5] - The real estate market in China is stabilizing, with a narrowing year-on-year decline in national commodity housing sales[3] - The group emphasizes its robust cash position and excellent asset quality, enhancing its resource aggregation capabilities[3] - The group is confident in maintaining sustainable high-quality development despite external risks and challenges[3] - The company continues to implement targeted macro policies to support housing demand and stabilize the real estate market[3] - The announcement contains forward-looking statements that may involve risks and uncertainties, and actual performance may differ[6]

Financial Performance - Group revenue decreased by approximately 26.3% to approximately HK$218.3 million for the year ended 30 June 2025, compared to HK$296.2 million in the previous year[8]. - The Group recorded a loss attributable to owners of the Company of approximately HK$88.6 million, a significant decline from a profit of approximately HK$17.1 million in the prior year[9]. - Gross profit dropped by approximately 26.4% from approximately HK$83.7 million for the year ended 30 June 2024 to approximately HK$61.6 million for the year ended 30 June 2025[28]. - The net loss for the year ended 30 June 2025 was approximately HK$88.6 million, a turnaround from a profit of approximately HK$17.1 million for the year ended 30 June 2024[29]. - The net profit margin decreased from approximately 5.8% for the year ended 30 June 2024 to a net loss margin of approximately 40.6% for the year ended 30 June 2025[29]. - Basic loss per share for the year ended 30 June 2025 was HK18.47 cents, compared to basic earnings per share of HK3.57 cents for the year ended 30 June 2024[30]. Asset and Liability Management - The total assets of the Group decreased to approximately HK$515.3 million as of 30 June 2025, down from HK$632.4 million in the previous year[5]. - Total liabilities decreased to approximately HK$143.9 million as of 30 June 2025, compared to HK$152.7 million in the previous year[5]. - Equity attributable to owners of the Company was approximately HK$371.4 million as of 30 June 2025, down from HK$479.7 million in the previous year[5]. - The Group's net assets decreased from approximately HK$479.7 million as of 30 June 2024 to approximately HK$371.4 million as of 30 June 2025, primarily due to impairment losses[71]. Cash Flow and Dividends - Cash and cash equivalents as of 30 June 2025 were approximately HK$276.7 million, down from approximately HK$317.0 million in the previous year[10]. - The Board recommended a special dividend of HK1.0 cent per share and a final dividend of HK2.5 cents per share, bringing the total dividend for the year to HK4.5 cents per share, up from HK3.5 cents in the previous year[11]. - The Directors recommended a total dividend of HK4.5 cents per share for the current year, up from HK3.5 cents per share in the previous year[83]. Operational Strategy - Strategic initiatives are in place to navigate uncertain market conditions and capture future opportunities in the 2025/2026 financial year[12]. - The Group is advancing the establishment of a manufacturing hub in Indonesia to enhance cost competitiveness and strengthen supply chain resilience[23]. - A strategic investment in ESG Print Limited is being completed to address the growing demand for ESG-related printing solutions[23]. - The Group plans to invest in advanced printing technologies and automation to enhance quality and turnaround times while expanding smart packaging and sustainable product offerings[50]. - The Group is evaluating Indonesia as a second manufacturing hub to diversify production and improve supply chain robustness[50]. Revenue Breakdown - The revenue contribution from packaging printing services was 42.2% for the year ended 30 June 2025, compared to 24.8% for the year ended 30 June 2024[36][38]. - The contribution from card printing services decreased significantly from 6.4% in 2024 to 5.3% in 2025, reflecting changing customer sentiment[36][38]. - Revenue from packaging printing increased by approximately 25.8% to approximately HK$92.2 million for the year ended 30 June 2025, compared to approximately HK$73.3 million for the year ended 30 June 2024[39]. - Revenue from paper gift set printing decreased by approximately 45.9% to approximately HK$102.0 million for the year ended 30 June 2025, down from approximately HK$188.4 million for the year ended 30 June 2024[40]. - Revenue from card printing services decreased by approximately 39.5% to approximately HK$11.5 million for the year ended 30 June 2025[41]. - Revenue from smart package printing dropped by approximately 45.3% to approximately HK$5.2 million for the year ended 30 June 2025[42]. - Revenue from other printing increased by approximately 23.3% to approximately HK$7.4 million for the year ended 30 June 2025[43]. Cost Management - Gross profit margin remained stable at approximately 28.2%, compared to approximately 28.3% in the previous year, indicating effective cost management[10]. - Administrative expenses decreased from approximately HK$72.1 million for the year ended 30 June 2024 to approximately HK$65.2 million for the year ended 30 June 2025, due to a deterioration in overall results and stricter cost control policies[65]. - Other operating income dropped from approximately HK$3.7 million for the year ended 30 June 2024 to approximately HK$0.6 million for the year ended 30 June 2025, primarily due to an impairment loss of trade receivables of approximately HK$2.0 million[66]. - Impairment losses of property, plant and equipment and right-of-use assets increased significantly from approximately HK$1.2 million for the year ended 30 June 2024 to approximately HK$87.7 million for the year ended 30 June 2025, reflecting worsened operating performance[67]. - Other income and government grants decreased from approximately HK$17.3 million for the year ended 30 June 2024 to approximately HK$14.3 million for the year ended 30 June 2025, attributed to lower time deposit balances[68]. - Finance costs reduced from approximately HK$7.9 million for the year ended 30 June 2024 to approximately HK$7.0 million for the year ended 30 June 2025, mainly due to continuous repayment of lease liabilities[69]. Corporate Governance - The Company emphasizes accountability and transparency in its corporate governance practices, aiming to continuously improve these practices[100]. - The board consists of 8 directors, including 4 executive directors, 3 independent non-executive directors, and 1 non-executive director, ensuring a balanced composition for effective management[102]. - All independent non-executive directors have confirmed their independence in accordance with the guidelines set out in the Listing Rules[104]. - The attendance record for board meetings shows a 100% attendance rate for all directors since June 30, 2024[118]. - The Company Secretary ensures compliance with procedures and regulations, maintaining minutes of board meetings available for inspection[119]. - Directors have full access to Group information and can obtain independent professional advice when necessary[120]. - Newly appointed directors receive comprehensive induction and ongoing professional development to understand the Company's operations and responsibilities[121]. - The Company has engaged AE Majoris Corporate Services Company Limited for compliance and company secretarial services to adapt to regulatory changes[127]. - The Company Secretary completed no less than 15 hours of relevant professional training for the year ended June 30, 2025, as required by the Listing Rules[128]. Audit and Remuneration - The auditors received approximately HK$1,398,000 for audit services for the year ended June 30, 2025, compared to HK$1,358,000 in 2024[145]. - Non-audit services provided to the Group amounted to approximately HK$65,500 for the year, down from HK$80,000 in 2024[145]. - The Remuneration Committee reviewed the remuneration policy and structure for all directors and senior management, which includes basic salary and performance bonuses[153]. - The Remuneration Committee held two meetings since June 30, 2024, with a 100% attendance rate by all members[155]. Shareholder Engagement - The Company emphasizes the importance of communication with shareholders and has adopted a Shareholders Communication Policy to provide timely information[189]. - Voting at general meetings will be conducted by poll, with detailed procedures explained to shareholders at the start of the meeting[191]. - The Company has established procedures for shareholders to move resolutions at general meetings through requisitioning an EGM[200]. - The Company’s governance report highlights the importance of shareholder engagement and the presence of external auditors at the AGM to address shareholder inquiries[190].

Stock Option Plan - The company provided additional information regarding its stock option plan in the annual report[3] - The exercise period for stock options can be determined at the discretion of the board, not exceeding ten years from the grant date[4] - The annual report remains unchanged except for the disclosed information in this announcement[4]

Financial Performance - For the fiscal year ending June 30, 2025, the company demonstrated resilience with stable performance despite external challenges, maintaining a strong cash flow for future investments[10]. - The company's attributable operating profit increased by 7% year-on-year to HKD 4,466.2 million for the fiscal year 2025[43]. - Attributable profit to shareholders rose by 4% to HKD 2,162.0 million, reflecting the company's ability to create value for shareholders in a challenging environment[44]. - Total revenue for 2025 was HKD 24,285.3 million, compared to HKD 26,421.6 million in 2024[26]. - Adjusted EBITDA for 2025 was HKD 7,315.8 million, slightly up from HKD 7,240.5 million in 2024[26]. - The company's total assets increased to HKD 172,895.6 million in 2025 from HKD 155,083.7 million in 2024[26]. - Cash and bank balances rose to HKD 20,210.7 million in 2025, compared to HKD 14,788.0 million in 2024[26]. - The net debt ratio increased to 37% in 2025 from 35% in 2024[26]. - The company's overall financial performance was impacted by non-operating items, resulting in a net profit attributable to shareholders of HKD 2,162.0 million, a slight decrease from HKD 2,084.2 million in 2024[57]. Dividends and Shareholder Returns - The company has maintained a sustainable and progressive dividend policy, having distributed dividends for 22 consecutive years[17]. - The board proposed a final ordinary dividend of HKD 0.35 per share for fiscal year 2025, consistent with the previous year, resulting in a total dividend of HKD 0.95 per share for the fiscal year[54]. Strategic Investments and Acquisitions - The company is actively seeking acquisition opportunities that align with its long-term vision, focusing on sustainable and risk-adjusted returns[11]. - The group announced the acquisition of a 43.93% stake in uSMART, a leading tech-driven financial services company, to enhance its wealth management offerings, with the deal expected to accelerate the development of the financial services segment[47]. - The company strategically optimized its business portfolio, completing the sale of its duty-free business in December 2024[45]. - The group completed the sale of its entire stake in Hyva Group, with an enterprise value of USD 425 million, resulting in a net gain of approximately HKD 1.2 billion[95]. - The group announced the acquisition of a 65% stake in external asset management company Junling, enhancing its wealth management capabilities[97]. Operational Performance - The company operates 13 toll road projects in mainland China, with a total length of approximately 880 kilometers, showcasing its extensive infrastructure involvement[15]. - For the fiscal year 2025, Hong Kong operations contributed 58% to the group's operating profit, while mainland China contributed 40%, with adjusted EBITDA increasing by 1% to HKD 7.3158 billion[48]. - The logistics segment's attributable operating profit increased by 3% to HKD 740.4 million, while the construction segment saw a 2% increase to HKD 719.3 million[60]. - The facilities management segment's attributable operating profit decreased by 61% to HKD 88.5 million, but excluding the sold duty-free store business, it showed a 16% year-on-year growth[60]. - The average remaining concession period for the company's road portfolio is approximately 12 years as of June 30, 2025[66]. Sustainability and Environmental Initiatives - The company has received SBTi certification for its short-term greenhouse gas reduction targets, marking significant progress towards its net-zero emissions goal[11]. - The group’s sustainable finance initiatives reached approximately HKD 18.6 billion as of June 30, 2025, up from about HKD 14.1 billion a year earlier[52]. - The company integrates ESG due diligence into investment analysis and decision-making processes to address sustainability and governance challenges[181]. - The company is committed to operational optimization and delivering superior products as part of its sustainability initiatives[184]. Governance and Board Composition - The company has complied with all applicable provisions of the Corporate Governance Code as of the fiscal year 2025, reflecting its commitment to good corporate governance principles[164]. - The board consists of 13 members, including 5 executive directors, 2 non-executive directors, and 6 independent non-executive directors, reflecting a balanced tenure among directors[185]. - The company has implemented a Board Diversity Policy, revised in September 2022, to enhance decision-making by considering diverse backgrounds and experiences[188]. - The board promotes a culture that supports diversity and strong business performance while avoiding excessive risk-taking[178]. - The company emphasizes the importance of ESG responsibilities, with 7 board members possessing relevant expertise to drive sustainability initiatives[195]. Market Position and Future Outlook - The company is focused on expanding its strategic investments and enhancing its governance structure through experienced board members[130][131][134][135][138][139]. - The group is focusing on operational efficiency and prudent cost control to maintain competitiveness in key logistics hubs[101]. - The group is optimistic about the long-term prospects of its facilities management segment, leveraging government incentives and expanding into emerging fields[107]. - The construction group is poised to benefit from the expected recovery of the Hong Kong construction market, with opportunities in various sectors including residential and infrastructure projects[105]. - The expansion of e-commerce is anticipated to drive long-term demand for efficient logistics services, particularly in prime locations[103].

Financial Performance - The company's revenue for the fiscal year 2025 reached RMB 193,546,000, representing a 39.0% increase compared to RMB 139,203,000 in 2024[5] - Operating profit turned positive at RMB 17,592,000, a significant improvement from an operating loss of RMB 33,236,000 in the previous year, marking a 152.9% increase[5] - The net profit attributable to shareholders was RMB 17,445,000, recovering from a loss of RMB 32,735,000 in 2024, reflecting a 153.3% turnaround[5] - Gross profit increased by 86.9% to RMB 65,469,000, indicating strong sales growth in automation instruments and technology products[8] - The sales revenue from high-precision industrial automation instruments and technology products accounted for 100.0% of total revenue, with a reported profit of RMB 18,189,000 compared to a loss of RMB 14,009,000 in 2024[13] - Basic and diluted earnings per share for the year were RMB 1.68, a recovery from a loss of RMB 3.16 per share in the previous year[24] - The profit attributable to shareholders was approximately RMB 17,445,000, compared to a loss of RMB 32,735,000 in the previous year[23] Assets and Liabilities - The company maintained a net asset value of RMB 1,708,309,000, a slight increase of 1.0% from RMB 1,690,688,000 in the previous year[5] - The company's debt-to-equity ratio as of June 30, 2025, was approximately 0.06, compared to 0.05 in the previous year[30] - The company maintained a healthy liquidity position, with cash and cash equivalents amounting to approximately RMB 1,456,416,000 as of June 30, 2025[26] - The company has no bank borrowings as of June 30, 2025, consistent with the previous year[28] Research and Development - The company continues to focus on R&D and innovation to enhance its core competitive capabilities and adapt to market demands[9] - The company plans to utilize the net proceeds from its listing for research and development, with RMB 24 million expected to be used by the end of 2030[31] Corporate Governance - The company has maintained compliance with the corporate governance code as per the listing rules, with most provisions adhered to, except for specific deviations noted in section B.7 and D.1.2[52] - The board of directors consists of four executive directors and four independent non-executive directors, ensuring a balanced composition with relevant knowledge and experience[55] - The board held six meetings during the fiscal year ending June 30, 2025, with full attendance from all executive and independent non-executive directors[59] - The company emphasizes accountability, transparency, independence, fairness, and responsibility in its corporate governance practices[52] - The independent non-executive directors attended the annual general meeting, ensuring they understood shareholder opinions[60] Environmental and Social Responsibility - The company has received ISO certifications including ISO 9001:2015, ISO 14001:2015, and ISO 45001:2018, valid until January 2028[95] - The company aims to maintain a harmless emission environment and has set a goal to minimize all necessary harmless emissions[99] - The company has established a waste emission management system to comply with national laws and regulations[99] - The board conducts at least one annual meeting to assess environmental, social, and governance (ESG) risks and strategies[93] - The company emphasizes the integration of social responsibility measures into its corporate culture for sustainable development[93] Employee Management - The workforce increased to 448 employees as of June 30, 2025, up from 436 in the previous year, with employee costs amounting to approximately RMB 40,070,000[35] - Employee turnover rate for 2025 is 11.2%, with male turnover at 9.2% and female turnover at 2.0%[118] - The company has implemented a comprehensive training program for employees, including safety training and professional skills enhancement[123][124] - The company has not reported any work-related injuries or fatalities in the past three years, maintaining a safe working environment[122] Supply Chain and Production - The company has established relationships with over 100 independent suppliers located in China, ensuring a stable supply of raw materials and components[130] - The company has not faced any significant difficulties in obtaining sufficient supplies for production, indicating a robust supply chain[130] - All products have undergone internal production monitoring and quality assurance testing, with compliance to health and safety regulations[134] Shareholder Communication - The company maintains a proactive shareholder communication policy to strengthen relationships with investors and enhance confidence[92] - Shareholders have the right to submit inquiries to the board in writing, which must be addressed to the investor relations department[90] Audit and Compliance - The independent auditor's report indicates that the audit was conducted in compliance with Hong Kong auditing standards, ensuring the reliability of the financial statements[195] - The audit committee has held three meetings in the year ending June 30, 2025, to review the board's structure, composition, and diversity[82] - The company has obtained appropriate insurance coverage for potential legal claims against directors, demonstrating risk management practices[191] Risk Management - The company emphasizes the importance of risk management and internal control systems, which have been reviewed annually for effectiveness[87] - The audit committee has received confirmation from management regarding the effectiveness of the risk management and internal control systems for the year[87] Stock Options and Share Capital - The company has adopted a share option scheme on February 13, 2025, allowing for the issuance of up to 10% of the total issued shares[171] - A total of 33,474,000 stock options were granted during the year, representing approximately 3.23% of the company's issued share capital as of June 30, 2025[178] - The exercise price for the stock options is set at HKD 0.255, which is the highest of the closing price on the grant date, the average closing price over the five trading days prior, and the par value of the shares[181]

Financial Performance - The Group's consolidated revenue decreased by 1.4% to HKD 1,584.2 million for the fiscal year ending June 30, 2025[30]. - The Group reported a net loss of HKD 178.1 million for the fiscal year 2025, compared to a profit of HKD 101.9 million in 2024[32]. - The gross profit for the fiscal year 2025 was HKD 516.1 million, down from HKD 572.3 million in 2024[32]. - The total assets of the Group decreased to HKD 1,882.9 million in 2025 from HKD 2,114.1 million in 2024[32]. - The Group's equity return was -11.34% for the fiscal year 2025, compared to 5.64% in 2024[32]. - The current ratio for the Group was 3.15 times in 2025, down from 3.71 times in 2024[32]. - The Group's diluted loss per share for 2025 was HKD 0.185, compared to earnings of HKD 0.106 in 2024[32]. - Total revenue decreased by approximately 1.4% from about HKD 1,606.5 million in FY2024 to about HKD 1,584.2 million in FY2025, primarily due to the downturn in the manufacturing business[53]. - Cost of sales increased by approximately 3.3% to about HKD 1,068.2 million, reflecting the sensitivity of fixed costs to sales volume[54]. - Gross profit decreased by approximately 9.8% to about HKD 516.1 million, with the gross margin declining from approximately 35.6% to about 32.6% due to geopolitical tensions and changes in customer demographics[55]. Segment Performance - The retail segment's revenue increased by 24.1% to approximately HKD 655.0 million, although it faced a pre-tax segment loss of approximately HKD 62.3 million due to a one-time loss of approximately HKD 83.6 million from the termination of the Cole Haan business[42]. - The manufacturing segment reported revenue of approximately HKD 918.1 million, with a pre-tax segment loss of approximately HKD 3.8 million[43]. - The property investment segment generated revenue of approximately HKD 11.2 million but incurred a pre-tax segment loss of approximately HKD 101.8 million due to a revaluation loss of HKD 109.2 million[44]. - Manufacturing segment revenue decreased by approximately 13.9% to about HKD 918.1 million, with a pre-tax loss of approximately HKD 3.8 million compared to a pre-tax profit of about HKD 110.2 million in the previous year, attributed to global economic uncertainty and inventory surplus[49]. - Property investment segment generated revenue of approximately HKD 11.2 million but incurred a pre-tax loss of approximately HKD 101.8 million due to a fair value loss of about HKD 109.2 million, driven by competitive office market conditions and weak demand[51]. Operational Strategies - The company plans to continue optimizing existing store operations and enhancing customer experience to adapt to changing market conditions[45]. - The company is actively forming a home product development team to expand its product categories and increase revenue sources[45]. - The company aims to strengthen its core business by enhancing product design capabilities and production efficiency while expanding collaborations with existing and new brand clients[45]. - The company has successfully established a fully operational e-commerce center with over 30 live streaming studios, contributing to satisfactory growth in its retail business[38][39]. - The company is open to opportunities for mergers and acquisitions to expand overseas production capacity to meet client demands[45]. Employee and Management - The group employed approximately 5,000 employees as of June 30, 2025, providing competitive compensation and various employee benefits[77]. - The group has implemented stock option and share award plans to recognize employee contributions, approved on November 15, 2011, and July 12, 2018, respectively[77]. - The group continues to enhance the working environment and living standards for employees, emphasizing the importance of human resource management in maintaining expertise in handbags and leather goods[77]. - The group is committed to ongoing employee training programs to improve skills and productivity before and during employment[77]. - The group’s executive director and CEO has over 45 years of experience in the handbag and leather goods industry, focusing on luxury brand manufacturing for over 20 years[79]. - The CFO has over 15 years of experience in finance, accounting, and auditing, with a strong understanding of regulatory requirements for listed companies[81]. - The independent non-executive director has extensive experience in auditing, corporate restructuring, and corporate finance, having served in various senior financial roles[84]. Corporate Governance - The company has established a strong commitment to corporate governance, ensuring transparency and accountability to shareholders[91]. - The board consists of seven directors, including four executive directors and three independent non-executive directors[97]. - The company has complied with the corporate governance code as stipulated in the Hong Kong Stock Exchange listing rules for the fiscal year 2025[92]. - The board held four regular meetings during the year to discuss key matters, including annual and quarterly performance reports[100]. - The company has a robust internal control and risk management framework in place to oversee business development and financial performance[99]. - The company has appointed independent non-executive directors with extensive experience in legal, accounting, and corporate finance[88]. - The company has a clear strategy for business operations, with management responsible for implementing board decisions and reporting overall performance[99]. - The company has established a network with key market participants in the luxury goods and accessories industry, enhancing its market position[89]. - The company has adopted a standard code for securities trading by directors, ensuring compliance with regulatory requirements[93]. - The company has not identified any instances of non-compliance with the established guidelines for employees holding insider information during the fiscal year 2025[96]. - All independent non-executive directors confirmed their independence according to Listing Rule 3.13, and the board considers them independent[103]. Risk Management - The company has established a risk management and internal control system in compliance with the corporate governance code, with a focus on identifying and managing risks related to its operations[137]. - No significant risks were identified during the annual risk assessment conducted by the company[139]. - The internal control system is aligned with the COSO 2013 framework, ensuring operational efficiency, reliable financial reporting, and compliance with applicable laws[140]. - The board is responsible for reviewing the effectiveness of the risk management and internal control systems at least annually[143]. - The company has engaged a third-party firm to conduct internal audits, assessing the adequacy and effectiveness of its risk management and internal control systems twice during the year[143]. Shareholder Communication and Dividends - The company maintains effective communication with shareholders through various channels, including annual and special meetings, reports, and announcements[146]. - The group reported a mid-term dividend of HKD 0.02 per share paid on April 28, 2025, and proposed a special dividend of HKD 0.04 per share for the fiscal year 2025, pending shareholder approval on November 17, 2025[154]. - The board has adopted a dividend policy prioritizing cash dividends and profit sharing with shareholders, with decisions based on financial performance and other relevant factors[147]. - The company encourages shareholders to attend all general meetings and has established procedures for shareholders to propose agenda items[149]. Compliance and Training - The company has conducted regular compliance training for senior management and employees to maintain a healthy corporate culture[168]. - The company has established a whistleblowing policy to allow employees and stakeholders to report misconduct confidentially[168]. - The company has complied with the disclosure requirements regarding related party transactions for the fiscal year 2025[197]. Share Options and Awards - The company has a share option plan approved on November 15, 2011, allowing for the issuance of up to 95,340,000 shares, which represents approximately 9.88% of the current issued shares[182]. - The total number of shares that may be issued upon the exercise of all options granted under the share option plan is capped at 30% of the total issued shares[181]. - A total of 4,500,000 shares (approximately 0.47% of the current issued shares) may be issued from options granted but not yet exercised under the share option plan[182]. - The share award plan allows for a maximum of 10% of the total issued shares, which amounts to 96,543,000 shares based on the current total of 965,430,000 shares[188]. - A total of 3,260,848 share awards were granted on March 10, 2023, representing approximately 0.34% of the total issued shares[189]. - The fair value of the share awards granted on June 26, 2023, is approximately HKD 11,561,000, with 6,430,000 shares vesting by June 26, 2024[190]. - As of June 30, 2025, there are no unvested share awards remaining, and 4,776,000 shares have vested while 2,384,000 shares have lapsed[191]. - The fair value of each share granted under the share incentive plan on June 26, 2023, was HKD 0.85[195]. - A total of 4,776,000 shares will vest in the fiscal year 2025, with a weighted average closing price of HKD 0.50 prior to the vesting date[195]. - 2,384,000 shares under the share incentive plan will lapse in fiscal year 2025 due to failure to meet vesting conditions[195]. - As of June 30, 2025, the number of shares available for grant under the share incentive plan is 70,681,152, representing approximately 7.32% of the company's total issued shares[195].