Company Operations and Services - The company operates 78 branches and professional laboratories worldwide, employing a total of 3,374 staff[13]. - The company provides services for over 50 types of commodities and natural resources, with 18 categories of professional qualification certifications[13]. - The clean energy sector includes quality inspection and re-inspection services for wind power systems and photovoltaic manufacturing, enhancing power generation stability[14]. - Environmental protection services include monitoring of water, wastewater, air, soil, and noise, supporting industrial enterprises and government-commissioned inspections[17]. - The company focuses on low-carbon emission reduction through Leakage Detection and Repair (LDAR) services, which are essential for accurate carbon emission reduction data[17]. - The company aims to expand its service coverage from the Asia-Pacific region to emerging markets in South America and Africa[13]. - The company emphasizes sustainable development and green low-carbon transition in its service offerings[13]. - The company provides witnessing supervision and joint inspection services to protect clients' interests during customs inspections[13]. - The company conducts environmental impact assessments and soil pollution investigations as part of its consulting services[17]. - The company enhances its environmental protection capabilities through integrated pipeline data platforms and risk assessment systems[17]. - The company provides comprehensive solutions in climate change, including carbon peak and neutrality advisory services, carbon asset development and trading services, ESG technical consulting, and low-carbon information-based integrated solutions[18]. - Key services include carbon emission checks, product carbon footprint assessments, and carbon emission reduction target setting, aimed at various industries such as power generation and petrochemicals[20]. - The company serves both domestic and international clients engaged in sustainable development projects across multiple sectors, including chemicals, iron and steel, and building materials[20]. - The company emphasizes the importance of its LDAR (Leak Detection and Repair) services, which help reduce pipeline accident rates and enhance environmental protection capabilities[19]. Management and Governance - The board consists of eight directors, including four executive directors, one non-executive director, and three independent non-executive directors, ensuring diverse governance[21]. - Mr. Li Xiangli, the chairman and CEO, has approximately 35 years of experience in the energy testing and inspection field, contributing to the company's strategic planning[25]. - Ms. Zhang Aiying, vice president and executive director, is responsible for procurement and human resources management within the group[28]. - The company has a strong management team with extensive experience in energy and inspection sectors, ensuring effective governance and operational efficiency[35]. - The acting-in-concert agreement among Mr. Li, Ms. Zhang, and Mr. Liu ensures unified decision-making in significant operational matters[34]. - The company is focused on maintaining compliance and internal control, which is critical for its long-term sustainability and growth[44]. - The management team includes professionals with advanced degrees and significant industry experience, strengthening the company's leadership[44]. - The substantial shareholding structure indicates a concentrated ownership, which may influence corporate governance and strategic decisions[34]. - The Company has adopted the CG Code to enhance corporate governance and align with shareholder interests[161]. - The Board ensures at least one-third of its members are independent non-executive Directors, with mechanisms in place for independent views and inputs[171]. - The Nomination Committee assesses the independence of independent non-executive Directors annually to ensure unbiased judgment[172]. - No equity-based remuneration with performance-related elements is granted to independent non-executive Directors to maintain their objectivity[173]. - The quality and efficiency of Board discussions are assessed by the chairman of the Board[175]. - Mr. Li Xiangli serves as both Chairman and CEO, which deviates from the CG Code's requirement for separation of these roles[181]. - The Board will review the effectiveness of the arrangement of Mr. Li holding both positions periodically[181]. - Newly appointed Directors receive formal induction to understand the Company's business and their responsibilities under the Listing Rules[188]. - Directors are required to submit details of their training received each financial year for proper training records maintenance[194]. - The Company ensures that each proposed Director obtains legal advice regarding their obligations under the Listing Rules before appointment[189]. - The Nomination Committee is responsible for identifying potential candidates for directorship according to the nomination criteria[182]. - One-third of Directors must retire by rotation at each annual general meeting, ensuring all Directors are subject to retirement at least once every three years[183]. - The Company will disclose in the next annual report the date when each proposed Director obtained legal advice[189]. - Directors participate in continuous professional training to comply with the CG Code[194]. - The Board considers recommendations from the Nomination Committee for the appointment, election, or re-election of Directors[182]. - All executive directors attended 100% of board meetings, with Mr. LI Xiangli, Ms. ZHANG Aiying, Mr. LIU Yi, and Mr. YANG Rongbing each attending 7 out of 7 meetings[198]. - Independent non-executive directors also attended all board meetings, with Mr. WANG Zichen, Mr. ZHAO Hong, and Mr. LIU Hoi Keung each attending 7 out of 7 meetings[198]. - The chairman of the Board held one meeting with independent non-executive directors without the presence of other directors during the year[198]. - The Company has adopted the Model Code for securities transactions to ensure compliance by directors and employees with inside information regulations[199]. - All directors confirmed compliance with the Model Code regarding securities transactions throughout the year ended 31 December 2024[200]. Financial Performance - The company has achieved a compound annual growth rate (CAGR) of 24.7% in revenue, 15.8% in company profit, and 9.9% in net profit attributable to the parent since its listing[70]. - The total return rate for the company's shareholders was 291.2% from 2016 to 2024[71]. - The company suspended cash dividends for the first time in 2024 to maximize shareholder value and initiated a share repurchase program, repurchasing 10,684,000 shares by February 28, 2025[71]. - The controlling shareholders increased their equity interest from approximately 52.7% at the time of listing to approximately 61.0% as of the current date[77]. - The company maintains a long-term stable dividend policy, delivering substantial cash dividends despite the pandemic's impact on the global economy[71]. - The company emphasizes a corporate strategy focused on sustainable development and long-term value creation for stakeholders[72]. - The Group recorded revenue of HK$1,263.1 million in 2024, representing a year-on-year increase of 12.9%[88]. - Profit for the Year reached HK$126.0 million, reflecting a year-on-year increase of 3.2%[88]. - Profit attributable to owners of the Company amounted to HK$82.7 million, marking a year-on-year increase of 3.4%[88]. - The Group's revenue increased by 12.9% from approximately HK$1,118.5 million in 2023 to approximately HK$1,263.1 million in 2024[121]. - Overseas revenue rose by 21.3% to HK$567.6 million in 2024, accounting for 44.9% of total Group revenue[121]. - The Group's profit attributable to owners increased by 3.4% to HK$82.7 million in 2024[120]. - The Group's ESG+ new businesses have experienced rapid growth, significantly broadening the customer base and exceeding expectations[121]. - Cash and cash equivalents rose from HK$227.3 million in 2023 to HK$267.2 million in 2024, indicating a strong cash position[124][128]. - Net cash inflows from operating activities were approximately HK$203.6 million in 2024, up from HK$175.1 million in 2023[125][129]. - Net cash outflows used in financing activities increased to approximately HK$93.0 million in 2024 from HK$40.1 million in 2023, primarily due to repayment of borrowings and dividend payments[126][130]. - The Group had a total capital commitment of approximately HK$3.4 million for contracted but not performed acquisition of property, plant, and equipment as of December 31, 2024[132][138]. - The Group maintained a healthy liquidity position throughout the year, ensuring sufficient cash and cash equivalents to support operations[133][139]. - The gearing ratio was zero in 2024, as cash and cash equivalents exceeded gross debt[144][145]. - Credit risk is managed by entering transactions only with recognized and creditworthy parties, and ongoing monitoring of receivable balances[146][148]. - The Group's other financial assets include cash and cash equivalents, with maximum exposure to credit risk equal to the carrying amounts of these assets[150]. - The Group was exposed to foreign currency risk primarily from Hong Kong dollar, Renminbi, United States dollar, and Singapore dollar[151]. - As of December 31, 2024, the Group had no investment properties pledged for banking facilities, while certain buildings valued at HK$26.0 million were pledged for facilities amounting to HK$29.8 million[153]. - During the year ended December 31, 2024, the Company repurchased 6,504,000 ordinary shares for approximately HK$12,982,560, which were subsequently cancelled[154]. - Following the reporting period, the Company repurchased an additional 4,180,000 shares for approximately HK$9,699,040, with 2,404,000 shares cancelled up to the report date[155]. Strategic Focus and Growth - The business scope has expanded from traditional energy to clean energy, environmental protection, and climate change sectors[89]. - The Group is actively focusing on mergers and acquisitions to enhance its international service network and leverage global growth opportunities[83]. - The Group's strategic focus includes the development of AI capabilities and integration of AI resources to drive innovation[81]. - The "3+X" development strategy prioritizes ESG-oriented growth, contributing to the green and low-carbon transition of the industry[90]. - The Group is advancing its third development strategy, increasing investment in clean energy and low-carbon transition initiatives[80]. - The Group has successfully expanded its presence in emerging markets, including Africa and the Middle East[89]. - The Group operates 78 service outlets and holds 18 categories of professional qualification certifications globally, covering over 50 types of commodities and natural resources[93]. - On January 22, 2024, the Group was designated as the inspection institution for alumina futures by the Shanghai Futures Exchange, enhancing its brand recognition in non-ferrous metals[94]. - The Group has established inspection qualifications across four major futures exchanges, including copper, aluminum, zinc, and ferroalloys, significantly strengthening its brand credibility[96]. - The Group has become the leading quality inspection institution for lithium carbonate, ferroalloys, and industrial silicon, contributing to the sustainable development of the new energy industry[100]. - The Group plans to complete the global deployment of its AI system by 2025, focusing on technological innovations such as AI-powered carbon emission accounting and quality prediction models for bulk energy commodities[106]. - The Group actively participates in the formulation of industry standards, including the national standard for recycled steel raw materials, which was issued on November 28, 2024[101]. - The Group's ESG+ business focuses on clean energy, environmental protection, and climate change, supporting clients in their transition to green and low-carbon operations[109]. - The Group continues to enhance its R&D investments, driving technological innovation and industry advancement through AI applications and automated systems[105]. - The Group aims to ensure the quality and safety of futures deliveries while supporting the stable operation of commodity futures and options markets[102]. - The Group's strategic focus on ESG development is a core part of its "3+X" strategy, promoting long-term sustainable growth and corporate social responsibility[92]. - The Group is focusing on expanding its clean energy business, particularly in wind and solar power generation[111]. - The climate change business has positioned the Group as a leading carbon asset trader in the Beijing carbon market, enhancing global operational capabilities[112]. - The Group aims to accelerate investment plans aligned with its ESG strategy, targeting mergers and acquisitions in emerging markets[115]. - The integration of AI and cutting-edge technology is expected to enhance service efficiency and customer satisfaction across the entire service process[116]. - The Group's environmental protection services, including LDAR, are crucial for reducing carbon emissions and achieving green low-carbon goals[111]. - The Group is committed to providing comprehensive carbon neutrality solutions to assist clients in meeting their corporate carbon neutrality commitments[112].

Financial Performance - In 2024, First Service Holding Limited achieved total revenue of RMB 1,327.0 million, representing a year-on-year growth of approximately 9.6%[20] - The gross profit for 2024 was RMB 309.7 million, reflecting a year-on-year increase of about 1.6%[20] - The company reported a net loss of RMB 6.3 million for the year, but core profit, excluding impairment losses, was RMB 141.9 million[20] - Revenue increased from RMB 1,210.9 million for the year ended December 31, 2023, to RMB 1,327.0 million for the year ended December 31, 2024, marking an increase of approximately 9.6%[31] - Property management service revenue rose from RMB 869.5 million to RMB 956.4 million, an increase of approximately 10.0% due to the growth in managed building area[32] - Revenue from value-added services increased by approximately 14.7% to RMB 235.8 million for the year ended December 31, 2024, compared to RMB 205.5 million for the previous year[39] - The net profit for the year turned into a loss of RMB 6.3 million for the year ending December 31, 2024, compared to a profit of RMB 70.1 million for the year ending December 31, 2023, representing a decrease of approximately 108.9%[54] Asset and Liability Management - Non-current assets increased to RMB 374.9 million in 2024 from RMB 305.5 million in 2023, marking a significant growth[9] - Current assets rose to RMB 1,309.5 million in 2024, up from RMB 1,166.4 million in 2023[9] - Total assets reached RMB 1,684.4 million in 2024, compared to RMB 1,471.9 million in 2023, indicating a robust asset growth[9] - Total liabilities increased from RMB 758.1 million to RMB 1,013.1 million, resulting in an increase in the debt-to-asset ratio from 51.5% to 60.1%[60] - Trade and other receivables decreased by approximately 3.0% from RMB 571.2 million as of December 31, 2023, to RMB 554.3 million as of December 31, 2024, due to increased impairment provisions[55] - Trade and other payables increased by approximately 13.3% from RMB 404.6 million as of December 31, 2023, to RMB 458.3 million as of December 31, 2024, mainly due to business expansion[56] Strategic Goals and Initiatives - The company aims to enhance service quality and customer experience through standardized and intelligent management practices[21] - First Service Holding Limited is focusing on expanding its "green technology" capabilities and service standards to improve customer living experiences[20] - The strategic goal for 2024 includes "building quality, expanding scale, and creating operations" to ensure stable overall business performance[20] - The company aims to enhance service quality and efficiency, targeting improved customer satisfaction and establishing industry service benchmarks[28] - The company plans to continue innovating service models and expanding community value-added services to drive community life circle construction[28] Operational Growth - The total contracted building area of the group reached approximately 86.9 million square meters as of December 31, 2024, representing a year-on-year growth of about 11.6%[24] - The total managed building area increased to approximately 74.1 million square meters, reflecting a year-on-year growth of about 17.3%[24] - Non-residential property managed area increased by approximately 25.1% year-on-year, adding about 5.6 million square meters[24] - The company completed 100 third-party expansion projects in 2024, with a total contract value of approximately RMB 170 million, laying a solid foundation for sustainable development[24] Corporate Governance - The company is committed to high standards of corporate governance to protect shareholder interests and enhance corporate value[116] - The board consists of 3 executive directors, 3 non-executive directors, and 3 independent non-executive directors, ensuring compliance with listing rules[122] - The company aims to maintain at least 20% female representation on the board, currently meeting this target with one female executive director and one female independent non-executive director[125] - The company has adopted a board diversity policy to enhance governance and efficiency, considering factors such as gender, skills, and professional experience in board member selection[124] - The board consists of nine members, with two female directors, resulting in a female representation of approximately 22%, meeting the policy requirement of at least 20%[126] Talent Development and Employee Engagement - As of December 31, 2024, the company had 3,827 employees, all based in China, with a focus on attracting and retaining qualified personnel[83] - The company has implemented various talent development programs, including the "Craftsman Talent" recruitment plan and the "Star Training Program" for internal employee promotion[84] - The company has implemented various talent development programs, including a recruitment plan for fresh graduates and a training program for internal employees[195] Financial Management and Internal Controls - The company has a structured internal control system with clear responsibilities and regular reviews to ensure effectiveness in financial, operational, and compliance monitoring[170] - The board is responsible for maintaining effective internal controls and risk management systems to protect shareholder interests[170] - The audit committee is responsible for monitoring compliance with legal and regulatory requirements[144] - The company has established a whistleblowing policy and hotline to report actual or suspected fraud cases, ensuring confidentiality and avoidance of conflicts of interest[171] Shareholder Communication and Dividends - The company aims to provide stable and sustainable returns to shareholders, with dividend declarations subject to board discretion and shareholder approval[180] - The company proposed a final dividend of HKD 0.034 per share, totaling HKD 43.0 million for the year ending December 31, 2024, compared to HKD 41.7 million for the previous year[67] - A final dividend of HKD 0.034 per share is proposed for the year ended December 31, 2024[200]

Financial Performance - Revenue from continuing operations decreased from approximately HK$491.6 million in 2023 to approximately HK$479.3 million in 2024, representing a decline of about 2.3%[14]. - Profit for the year from continuing operations increased from HK$4.9 million in 2023 to HK$6.5 million in 2024, a growth of approximately 32.7%[7]. - Profit attributable to owners of the Company rose from HK$5.3 million in 2023 to HK$8.0 million in 2024, marking an increase of approximately 50.9%[7]. - For the year ended December 31, 2024, the Group recorded total revenue of HK$479.3 million, a decrease from HK$491.6 million in 2023[74]. - Gross profit decreased by 6.2% from HK$131.8 million to HK$123.6 million, with a slight decline in gross profit margin by 1.0% due to changes in product mix[83]. - Other income rose from approximately HK$13.1 million in 2023 to approximately HK$17.9 million in 2024, primarily due to increased interest income and compensation related to intangible assets[89]. Revenue Segmentation - The Group generated approximately HK$11.9 million in revenue from real estate supply chain services and energy storage products segments in 2024[15]. - The EMS segment revenue increased by approximately HK$10.9 million in 2024, primarily due to growth in the European market[22]. - For the year ended December 31, 2024, the revenue from the Electronic Manufacturing Services (EMS) segment increased by 2.5% to HK$455.1 million, compared to HK$444.2 million in 2023[27]. - Revenue from the Distribution segment decreased by 98.0% to HK$0.2 million, down from HK$10.4 million in 2023, due to declining demand for business telephone systems in North America[27]. - Revenue from the Real Estate Supply Chain Services and Energy Storage Products (RES and ESP) segment decreased by approximately 40.1% to HK$11.9 million, down from HK$19.8 million in 2023, primarily due to a decrease in the energy storage business[32]. Financial Position - As of December 31, 2024, the Group had bank and cash balances totaling approximately HK$312.1 million, up from HK$271.6 million in 2023[24]. - Total assets increased from HK$776.4 million in 2023 to HK$880.1 million in 2024, reflecting a growth of approximately 13.3%[7]. - Total liabilities rose from HK$287.7 million in 2023 to HK$343.3 million in 2024, an increase of approximately 19.4%[7]. - The current ratio remained healthy at 2.7 times as of December 31, 2024, compared to 2.6 times in 2023[103]. Cash Flow and Investments - The Group's securities and other assets investment contributed revenue of approximately HK$19.0 million, down from HK$27.3 million in 2023[33]. - The Group plans to actively seek investment opportunities to broaden its revenue base and enhance future financial performance[120]. - Capital expenditure for 2024 was HK$2.5 million, with capital commitments of HK$1.0 million as of December 31, 2024, primarily related to the acquisition of plant and machinery[109]. Credit and Loan Management - The Group's money lending operations generated revenue of approximately HK$0.2 million, accounting for approximately 0.03% of overall revenue, with an operating profit of approximately HK$0.5 million[36]. - The Group's money lending business is focused on unsecured loans, with all loans collected during the year at an interest rate of 10% per annum[35]. - The Group maintains strict credit policies and controls to mitigate credit risks, including thorough credit assessments and compliance with anti-money laundering regulations[45]. - The Group's impairment loss assessments are based on expected credit loss (ECL) requirements under HKFRS 9, regularly evaluating loans and interest receivables[54]. - The management continuously monitors the credit quality of each borrower to minimize exposure to credit risk[60]. Share Options and Equity - The 2020 Share Option Scheme was adopted on March 10, 2020, replacing the 2010 Share Option Scheme[123]. - On January 28, 2021, 35,671,850 share options were granted to certain Directors and employees under the 2020 Share Option Scheme[128]. - The company proposed the adoption of the 2023 Share Option Scheme and 2023 Share Award Plan at the 2023 AGM, which was approved by shareholders[130]. - The maximum entitlement for each participant under the 2023 Share Award Plan is capped at 1% of the issued share capital of the Company within any 12-month period[145]. - The company terminated the 2020 Share Option Scheme during the 2023 AGM[130]. Corporate Governance - The Board of Directors consists of five executive directors and three independent non-executive directors, with independent directors accounting for over one-third of the Board[198]. - The company has complied with the Corporate Governance Code throughout the year ended December 31, 2024, except for deviations in code provisions C.2.1 and C.1.6[190]. - The company does not have a designated chief executive officer, which deviates from code provision C.2.1[191]. - The company has adopted the Model Code for Securities Transactions by Directors and confirmed compliance by all directors for the year ended December 31, 2024[197].

Financial Performance - The revenue for the year ended December 31, 2024, was approximately HK$120.5 million, a significant decrease of 43.1% compared to HK$211.8 million for the year ended December 31, 2023[21]. - The loss before tax for the year was approximately HK$905.3 million, a decrease of 33.8% from the loss of HK$1,366.6 million in the previous year[21]. - The income tax credit for the year was approximately HK$145.6 million, down from HK$197.4 million in 2023[22]. - The loss attributable to owners of the Company decreased from approximately HK$1,168.0 million in 2023 to approximately HK$760.3 million in 2024[22]. - The company recorded a net loss of HK$30.2 million from the sale of UK Investment Properties, with revenue from these properties decreasing by 32.4% to approximately HK$2.3 million compared to HK$3.4 million in the previous year[70][73]. - The overall segment results, excluding the loss from the sale of UK Investment Properties, showed a loss of approximately HK$798.1 million, a decrease of 39.2% from a loss of approximately HK$1,312.9 million in the previous year[74][77]. Business Strategy and Operations - The Group plans to optimize shopping mall facilities and management to increase consumer flow and support tenants amid the ongoing tariffs trade war[13]. - The flooring materials trading business has faced pressure due to tariffs, prompting the Group to explore markets in China and outside the United States[14]. - The Group will provide support to tenants with overseas market orientations to mitigate the negative impacts of international tariffs[13]. - The Group is implementing a diversified business strategy to enhance the effectiveness and cost-efficiency of its promotional and marketing activities[33]. - The company plans to leverage synergies with its shopping mall business in China to expand domestic sales of flooring and other decorative materials[75][78]. - The Group will engage in debt restructuring for the Guangzhou and Jinzhou Shopping Malls to reduce debt and ensure normal operations[147]. - The Group's actions are aimed at improving its overall asset structure and ensuring sustainable operations in the long term[149]. Legal and Compliance Issues - The company is facing multiple litigation claims that may impact its financial position and operational capabilities[38]. - The Group has engaged PRC legal counsel to advise on the litigation claims and reserves all rights against the sellers of Jinzhou Jiachi, Guangzhou Rongzhi, and Longain[50]. - The enforcement process for the litigation claims is ongoing, and the defendants must report their financial conditions to the relevant PRC court[54]. - Legal counsel has advised that failure to comply with the enforcement notices may result in additional consequences, including travel bans and restrictions on high spending[55]. - The Group became aware of the financial guarantee contracts upon receiving court notices regarding legal claims during the year ended December 31, 2023[110]. Financial Position and Liabilities - As of December 31, 2024, the consolidated net liabilities of the Group increased to approximately HK$1,736.4 million, up by approximately HK$769.6 million from HK$966.8 million as of December 31, 2023[88]. - The Group's bank balances and cash as of December 31, 2024, were approximately HK$364.3 million, compared to approximately HK$147.3 million as of December 31, 2023[89]. - The total debt financing of the Group decreased to approximately HK$1,435.3 million as of December 31, 2024, down from approximately HK$1,673.5 million as of December 31, 2023[90]. - The total deficit attributable to owners of the Company was approximately HK$1,737.2 million as of December 31, 2024, compared to approximately HK$967.0 million as of December 31, 2023[93]. - The Group recognized impairment losses on financial guarantee contracts amounting to RMB1,116,798,000 for the year, compared to RMB854,262,000 for the year ended December 31, 2023, equivalent to approximately HK$1,187,380,000 and HK$939,688,000 respectively[110]. Management and Governance - Mr. Su Shigong was appointed as the executive director and chairman of the company, bringing extensive experience from Sino-Conflux Insurance and HK Bellawings[169]. - Ms. Yang Yuhua was appointed as the CEO and has a strong background in finance, having served as CFO at Saizhi (Tianjin) Properties and HK Bellawings[170]. - The company is focused on enhancing its corporate governance and financial management practices to improve overall performance[167]. - The leadership changes are expected to bring fresh perspectives and strategies to the company's operations and growth initiatives[169][170]. Environmental, Social, and Governance (ESG) Initiatives - The company emphasizes sustainable development in its corporate planning and operations, as outlined in its Environmental, Social and Governance (ESG) Report[198]. - The ESG report covers the Group's business segments including properties investment, flooring and medical equipment trading, mining and exploitation of natural resources, and financial services and assets management for the reporting period from January 1, 2024, to December 31, 2024[199]. - The Group aims to enhance transparency regarding its environmental, social, and governance policies and performance[200]. - The report includes a comprehensive review of the Group's operations during the reporting period[199].

Economic Performance - The year 2024 was marked by significant economic challenges, including persistent inflation and geopolitical conflicts impacting global supply chains and trade flows[16]. - For FY2024, the Group recorded revenue of approximately HK$515.9 million, representing a decrease of approximately 1.4% compared to FY2023 revenue of approximately HK$523.3 million[25]. - The Toys Division's revenue decreased by approximately 1.7% to HK$514 million, with gross profit dropping to approximately HK$13.8 million, a decrease of approximately 64.8% from HK$39.2 million in FY2023[29]. - The Group's net loss for FY2024 amounted to approximately HK$73.8 million, compared to a net loss of approximately HK$29.4 million in FY2023, primarily due to a reduction in gross profit and increased impairment losses[27]. - The Agricultural Products Division improved its revenue to approximately HK$1.9 million in FY2024, up from approximately HK$0.4 million in FY2023, but still recorded a segment loss before taxation of approximately HK$3.5 million[34]. - The Toys Division faced tremendous pressure on product margins and turnover in FY2025, indicating a challenging market environment ahead[18]. Financial Position - The Group's net current liabilities at the end of FY2024 were approximately HK$220.3 million, an increase from HK$185.2 million in FY2023, with cash and cash equivalents of approximately HK$55.3 million[35]. - Capital deficiencies attributable to owners of the Company increased to approximately HK$139 million as of December 31, 2024, compared to approximately HK$80.1 million as of December 31, 2023[36]. - The Group's gearing ratio as of December 31, 2024, was approximately 136.7%, up from 131% in 2023, indicating a high level of debt relative to equity[36]. - The Group's current liabilities net amount to approximately HKD 220,257,000, while total liabilities net amount to approximately HKD 140,487,000, indicating significant uncertainty regarding the Group's ability to continue as a going concern[45]. - The Group's bank balance is approximately HKD 55,258,000, against loans of approximately HKD 217,089,000 that are due within the next twelve months[45]. Management Plans and Strategies - The Group is cautiously optimistic about the performance improvements in both the Toys Division and Agricultural Products Division, with plans to explore new business opportunities[19]. - The management plans to extend the plantation and sales of agricultural products in Japan, which are currently in the development stage[34]. - The Group has proposed to issue shares under the general mandate on January 28, 2025, to support ongoing business operations despite the current financial challenges[37]. - Management believes that the Group will have sufficient working capital for at least 12 months from December 31, 2024, based on successful measures such as share issuance and loan maturity extensions[47]. - The management plans to raise equity funds through new share placements and/or rights issues to address auditor concerns regarding going concern issues, aiming to complete this by the end of 2025[53]. - The audit committee agrees with management's action plan to address the audit qualification and supports the Group's ability to continue as a going concern[49]. ESG Commitment and Governance - The Group's ESG management structure and processes remained unchanged from the previous reporting period, indicating a consistent approach to environmental, social, and governance issues[67]. - The Group is committed to providing strong returns to investors while ensuring a healthy and safe working environment for employees and contributing to sustainable local community developments[68]. - The reporting scope of the ESG Report focuses on the primary business of manufacturing and trading toys, with the Zhongshan division being financially significant and operationally important[71]. - The Board regularly approves and updates strategies related to environmental and social issues, ensuring that all departments implement ESG policies according to their operations[68]. - The Group continues to invest substantial resources to monitor ESG issues, policies, and practices, reflecting its commitment to sustainability and compliance with legal requirements[67]. - The Group's governance structure emphasizes the importance of risk management and compliance with relevant laws and regulations to enhance competitiveness and promote sustainable business development[63]. Environmental Performance - The Group's environmental performance is overseen by the Board, ensuring compliance with all relevant environmental laws and regulations[85]. - The Group has complied with the Environmental Protection Law of the PRC and other relevant regulations to minimize environmental risks[85]. - The Group has established an environmental management system in accordance with ISO 14001 standards to enhance its environmental performance[92]. - The Group's indirect CO2 emissions increased by 3.00% from 5,129 tonnes in 2023 to 5,283 tonnes in 2024, while CO2 emissions per employee decreased by 6.05% from 3.47 tonnes to 3.26 tonnes[98]. - The Group aims to reduce air pollutant emissions, specifically hazardous SOx, NOx, and PM, by 2-3% in the coming year[106]. - The Group has not reported any confirmed cases of breaching environmental legislation regarding emissions and waste discharge during the 2024 Reporting Period[93]. Climate Change and Risk Management - The Board oversees climate-related risks, recognizing them as material risks that could impact strategic objectives and financial performance[149]. - The Group has identified energy and water as immediate areas to address climate change and reduce future costs[150]. - The Group recognizes climate change as a strategic business risk and integrates climate-related risks and opportunities into its overall business strategy[175]. - The Group has identified extreme weather events such as typhoons, heavy rain, and flooding as physical acute risks, which could lead to delivery delays and increased operational costs[158]. - Legal and policy risks related to stricter carbon emission reduction policies may increase operational costs and litigation risks for the Group[166]. - The Group acknowledges that climate change presents opportunities for cost savings through improved energy efficiency and the adoption of green technologies[169]. Employee Welfare and Practices - The Group employed 1,654 full-time employees as of December 31, 2024, in Zhongshan and Hong Kong[197]. - The employee gender distribution shows 971 males and 683 females in 2024, compared to 952 males and 566 females in 2023, indicating a growth in both male and female employees[199]. - The Group has established an updated employment policy in compliance with the National Labour Law, with no reported cases of non-compliance regarding employment practices during the 2024 reporting period[192]. - The Group contributes to "Five social insurance and one housing fund," ensuring employees receive endowment, medical, unemployment, employment injury, maternity insurance, and housing provident fund[194]. - All employees are entitled to various statutory holidays and paid leave, including paternity and maternity leave, as part of the Group's commitment to employee welfare[194]. - The Group has been certified by the ICTI CARE Foundation, demonstrating its commitment to promoting safe and fair working conditions[192].

Financial Performance - The group's revenue increased by approximately 17.57% from about HKD 270.28 million in the previous year to approximately HKD 317.76 million for the fiscal year ending December 31, 2024[9]. - The loss attributable to shareholders was approximately HKD 6.37 million, compared to a loss of approximately HKD 10.92 million in the previous year, resulting in a loss per share of HKD 0.0118[9]. - The company's revenue for the year increased by approximately 17.57% to about HKD 317.76 million, up from approximately HKD 270.28 million in the previous year[21]. - Revenue from cylindrical batteries rose by about 21.39% to approximately HKD 219.71 million, driven by increased demand in China, the Americas, and Europe[19]. - Revenue from button cell batteries increased by approximately 9.37% to about HKD 93.75 million, while revenue from rechargeable batteries and other related products grew by about 20.11% to approximately HKD 4.30 million, mainly due to demand in the European market[20]. - The gross profit for the year was approximately HKD 79.45 million, representing an increase of about 12.30% compared to HKD 70.75 million in the previous year[24]. - The gross margin decreased from approximately 26.18% to about 25.00%, a decline of about 1.18 percentage points, influenced by the depreciation of the RMB against the HKD and fluctuations in raw material prices[34][35]. - Sales expenses increased by approximately 24.52% to about HKD 21.28 million, primarily due to increased travel expenses[25]. - The company had cash and bank balances of approximately HKD 31.49 million as of December 31, 2024, an increase of about HKD 2.82 million from HKD 28.67 million the previous year[30]. - The company utilized bank financing of approximately HKD 206.49 million, representing about 92.75% of the available bank financing, a slight decrease from HKD 209.18 million the previous year[30]. - The net loss margin decreased by approximately 1.97 percentage points to about (2.07)% from (4.04)% in the previous year, primarily due to increased revenue and rental income from investment properties[36]. - The debt-to-equity ratio increased from 0.79 to 0.80 compared to the previous year[37]. - As of December 31, 2024, the total equity of the group was approximately HKD 286.85 million, down from approximately HKD 294.84 million in 2023[39]. Operational Strategy - The company plans to enhance its focus on developing batteries for healthcare and medical facilities to sustain traditional battery business growth and potential expansion[10]. - The group aims to simplify its operational structure in China to maintain competitiveness and control sales costs through subsidiary restructuring[14]. - The company expects a positive outlook for revenue from the healthcare and medical facilities market due to increasing customer inquiries[14]. - The group will continue to invest in production facilities and automation to improve cost efficiency and productivity[11]. - The company anticipates steady growth in demand for disposable batteries as market demand increases overall[14]. - The board will explore other energy business opportunities and potential investment avenues to diversify revenue sources[15]. - The company plans to continue investing in production facilities and upgrading production lines to improve capacity and efficiency by 2025[57]. - New automated production lines for disposable button batteries are set to commence commercial production in 2024, aimed at enhancing capacity and efficiency[57]. Environmental, Social, and Governance (ESG) Commitment - The group is committed to reducing carbon emissions, water, and energy consumption as part of its environmental, social, and governance (ESG) responsibilities[10]. - The company has established several service contracts with professional waste disposal service companies to ensure compliance with environmental regulations in China[50]. - The company emphasizes its commitment to sustainable practices, producing eco-friendly products without harmful substances like mercury, cadmium, and lead[144]. - The group has invested in upgrading machinery to improve energy efficiency as part of its low-carbon economy strategy[144]. - The company adheres to local laws and regulations regarding environmental protection, labor practices, and anti-corruption measures[145]. - The company is committed to enhancing its sustainability strategy and actively engages with diverse stakeholders to gather insights on key ESG issues[149]. - The board of directors oversees ESG risks and evaluates the company's sustainability goals and initiatives annually, focusing particularly on climate change and decarbonization[154]. - The company recognizes its responsibility to lead industry and societal change by launching innovative products for a greener and more sustainable future[151]. - The company is focused on integrating sustainability into its operations and is committed to providing reliable eco-friendly products[150]. Corporate Governance - The company has adopted corporate governance codes and believes it has complied with all applicable provisions during the year[54]. - The company has implemented a standard code for securities trading by directors, confirming compliance by all directors during the year[76]. - The board's composition reflects a necessary balance of skills and experience for effective leadership and independent decision-making[77]. - The company has a commitment to equal employment opportunities and prohibits discrimination of any kind[83]. - The chairman and CEO roles are held by different individuals, ensuring a clear separation of responsibilities[84]. - The board consists of three independent non-executive directors, meeting the requirement of at least one-third independence[85]. - The board held four meetings during the year, with full attendance from all directors[89]. - The company secretary attended all board meetings to report on corporate governance and compliance matters[89]. - The board has reviewed the implementation of independence mechanisms and found it satisfactory[98]. - The company has adopted a nomination policy outlining the methods and procedures for nominating and selecting directors, including the appointment of additional directors and the re-election of existing directors[109]. Employee and Management Information - Employee costs for the year amounted to approximately HKD 42.49 million, an increase of about 0.53% from HKD 42.27 million in the previous year[49]. - The total number of employees as of December 31, 2024, was 409, down from 421 in 2023[49]. - The company has a strong management team with over 29 years of experience in the battery industry, led by Mr. Liang Tao, the general manager of Jiangmen King Power[68]. - The company has a diverse team with expertise in human resources management, finance, and corporate advisory services[67]. - The company emphasizes compliance and corporate governance, with board members receiving training on legal obligations[66]. - The company has appointed a general manager to oversee compliance with environmental regulations and internal guidelines[50]. Shareholder Engagement - The company is committed to maintaining open and effective communication with shareholders, particularly through annual general meetings[128]. - The annual general meeting serves as a primary communication platform between the company and its shareholders[136]. - The company provides a platform for shareholders to communicate with the board and management, ensuring transparency and engagement[139]. - The company encourages shareholders to actively check its website for company communications and updates[137]. Sustainability Goals and Performance - The company aims to reduce energy density by 10% by 2030 compared to the 2018 baseline[178]. - Water consumption density is targeted to decrease by 25% by 2030 relative to the 2018 baseline[183]. - The group aims to reduce overall waste generation by 20% from 2023 to 2030, shifting focus from waste recycling to waste reduction management[189]. - The total nitrogen oxides emissions decreased to 161.38 kg in 2024 from 194.46 kg in 2023, reflecting a reduction of approximately 17%[177]. - Sulfur oxides emissions reduced to 0.32 kg in 2024 from 0.40 kg in 2023, a decrease of 20%[177]. - Particulate matter emissions fell to 15.81 kg in 2024 from 17.97 kg in 2023, representing a decline of about 12%[177]. - Total energy consumption increased by 1.53% in 2024 compared to 2023, driven by a 2.4% rise in electricity consumption[179]. - Greenhouse gas emissions rose by 3.79% in 2024 compared to 2023, primarily due to increased operational activities and energy demand[181].

Financial Performance - Revenue increased modestly by HK$2.0 million or 2.3% from HK$87.9 million in FY2023 to HK$89.9 million in FY2024[15]. - Net profit for FY2024 decreased by HK$4.5 million or 9.0% to HK$45.8 million compared to HK$50.3 million in FY2023[15]. - Impairment losses on loans and interest receivables rose to HK$10.0 million in FY2024 from HK$4.7 million in the prior year, impacting profitability[15]. - Profit and total comprehensive income decreased by 9.0% from HK$50.3 million in FY2023 to HK$45.8 million in FY2024[52][58]. - Administrative expenses increased from HK$22.7 million in FY2023 to HK$25.1 million in FY2024, representing an increase of HK$2.4 million or 10.6%[36]. - Employee benefit expenses rose by HK$1.4 million or 13.1% from HK$10.7 million in FY2023 to HK$12.1 million in FY2024[37]. - Other income increased by HK$0.5 million from HK$1.8 million in FY2023 to HK$2.3 million in FY2024, mainly due to an increase in bank interest income[34]. - Finance costs decreased by 25.0% from HK$0.4 million in FY2023 to HK$0.3 million in FY2024 due to a reduction in average borrowings[48][54]. - The effective tax rate increased from 16.4% in FY2023 to 16.9% in FY2024[51][57]. Loan Portfolio and Credit Risk - The Group's gross loans receivable and repossessed assets declined by HK$91.5 million or 10.8% from HK$845.0 million as of December 31, 2023, to HK$753.5 million as of December 31, 2024[15]. - The Group's gross loans receivable decreased by approximately HK$88.6 million or 10.6% from HK$834.7 million as of December 31, 2023, to HK$746.1 million as of December 31, 2024[26]. - The overall weighted average loan-to-value ratio was managed at 60.7% as of December 31, 2024, indicating a cautious credit policy[18]. - The overall weighted average loan-to-value ratio was maintained at 60.7% as of December 31, 2024, up from 60.0% in 2023[29]. - As of December 31, 2024, approximately 97% of remaining credit impaired loans and interest receivables were first mortgage loans[46]. - The Group's principal loan products include first mortgage loans and subordinated mortgage loans, with approximately 70% of the portfolio secured by residential properties[79]. - The standard annual interest rates for mortgage loans during FY2024 ranged from 8% to 25.0%[80]. - The Group will focus on enhancing its loan portfolio by minimizing exposure to high-risk segments and adjusting pricing strategies[64]. - The management will continue to conduct its loan business cautiously and actively manage credit risks amid upcoming challenges[18]. Market Conditions - The Hong Kong property market saw a decline in residential property prices by 7.2% during the year, influenced by high-interest rates and reduced investor confidence[13]. - The Private Domestic Property Price Index in Hong Kong fell by 7.2% from 311.3 in December 2023 to 288.9 in December 2024[25]. - The economic outlook for 2025 indicates potential loan growth supported by moderating geopolitical tensions and interest rate reductions, although the property market remains a concern[59]. Corporate Governance - The company has adopted and complied with the relevant code provisions under the Corporate Governance Code as of December 31, 2024, with the exception of the roles of chairman and chief executive being held by the same individual, Ms. Wang Yao[124]. - The Board currently comprises six Directors, including three executive Directors and three independent non-executive Directors, ensuring a balance of skills and experience in various fields[128]. - The independent non-executive Directors have confirmed their independence in accordance with the Listing Rules, and the company considers them to be independent[131]. - The company emphasizes high-quality governance, sound internal controls, and transparency to all shareholders[123]. - The Board has established three committees: Audit, Remuneration, and Nomination, each with defined written terms of reference[170]. - The Audit Committee, consisting of independent non-executive Directors, was established on November 22, 2014, to oversee the Company's financial reporting and audit processes[171][176]. - The Audit Committee's primary duties include reviewing the Group's financial policies, ensuring coordination between internal and external auditors, and monitoring the effectiveness of internal controls[178]. - The Board will continue to review the appropriateness of the current structure regarding the roles of chairman and chief executive[124]. - The company will propose amendments to its corporate governance policies as necessary to ensure compliance with the Code Provisions[125]. Employee and Management - The Group employed 19 full-time employees as of December 31, 2024, compared to 18 in the previous year[100]. - Total employee benefit expenses for FY2024 were HK$12.1 million, an increase from HK$10.7 million in FY2023[100]. - Continuous professional development (CPD) is arranged for all Directors to update their knowledge on relevant statutes and corporate governance practices[158]. - The remuneration policy for Directors is linked to their performance and the profitability of the Company during the year[188]. - The Group maintains strong relationships with employees and customers to ensure sustainable development[94]. Risk Management - The Group has implemented policies for continuous monitoring of the property market and collateral values to mitigate market risks[88]. - The Group's operational risk management is guided by standard operating procedures and regular assessments of key operational exposures[87]. - The company has effective risk management and internal control systems in place to provide adequate checks and balances[124].

Financial Performance - For the fiscal year ending December 31, 2024, the group reported total revenue of approximately HKD 99 million, an increase of about HKD 1.8 million compared to the previous fiscal year[9]. - The group recorded a net loss of approximately HKD 4.2 million for the fiscal year ending December 31, 2024, a significant improvement from a net loss of approximately HKD 20.3 million in the previous year[9][13]. - The company's revenue increased from approximately HKD 97.2 million for the year ended December 31, 2023, to approximately HKD 99.0 million for the year ended December 31, 2024, representing a growth of about 1.9%[21]. - The cost of sales rose from approximately HKD 83.8 million to approximately HKD 98.7 million, an increase of about 17.7%[22]. - The gross profit decreased significantly to approximately HKD 0.3 million, down about 97.8% from approximately HKD 13.3 million, with the gross margin dropping to approximately 0.3% from about 13.7%[23]. - Other income and gains increased from approximately HKD 0.3 million to approximately HKD 3.7 million, primarily due to machinery rental income[24]. - Administrative and other operating expenses rose to approximately HKD 17.5 million, an increase of about 19.9% from approximately HKD 14.6 million, mainly due to higher employee costs[25]. - The company recorded a loss attributable to owners of approximately HKD 4.2 million for the year ended December 31, 2024, compared to a loss of approximately HKD 20.3 million for the previous year[28]. - As of December 31, 2024, the company's cash and bank balances were approximately HKD 2.7 million, down from approximately HKD 4.8 million as of December 31, 2023[30]. - The total debt, including borrowings and lease liabilities, was approximately HKD 9.9 million as of December 31, 2024, significantly reduced from approximately HKD 25.6 million[31]. - The capital debt ratio was approximately 19.9% as of December 31, 2024, a decrease from approximately 60.9% in the previous year[32]. Business Strategy and Operations - The group plans to adopt a prudent and strategic approach to leverage industry expertise and resources to strengthen core business and explore new growth opportunities[10]. - The construction industry continues to face challenges such as rising costs and supply chain disruptions, yet the group has managed to consolidate its market position[9]. - The company aims to provide sustainable value to shareholders by adapting to the changing market environment[10]. - The group focuses on optimizing business operations and improving efficiency as part of its forward-looking strategy[9]. - The company is involved in foundation engineering contracting, site preparation subcontracting, and alcohol beverage trading in China[12]. - The company is focusing on maintaining stable operations in its core business in Hong Kong while actively adjusting its business strategy to adapt to the growing demand in the mainland China's beverage trade market[14]. Corporate Governance - The board expresses gratitude to shareholders, customers, business partners, and employees for their support and trust[10]. - The board does not recommend the distribution of a final dividend for the year ending December 31, 2024, similar to the previous year[43]. - The company has established a remuneration committee to review the remuneration policy and structure for directors and senior management based on the group's performance and market practices[97]. - The board consists of seven members, with three independent non-executive directors, exceeding the requirement of at least one-third independence as per GEM Listing Rules[119]. - The company has implemented a board diversity policy to enhance performance quality, considering various factors such as gender, age, and professional experience[120][123]. - The nomination policy ensures that the board possesses the necessary skills, experience, and diverse perspectives relevant to the company's business[130]. - The independent non-executive directors have confirmed their independence, complying with GEM Listing Rules[119]. - The company has purchased liability insurance for directors and senior management to cover potential legal liabilities arising from their duties[116]. - The roles of the chairman and CEO are maintained separately to enhance independence and accountability[142]. - The board's composition includes one female executive director, contributing to gender diversity[128]. Environmental, Social, and Governance (ESG) Initiatives - The company remains committed to corporate social responsibility, emphasizing safety, health, and environmental sustainability as integral to its operations[9]. - The group emphasizes the importance of combining economic goals with social and environmental responsibilities for long-term value creation[9]. - The ESG report reflects the company's performance in environmental management and social responsibility for the period from January 1, 2024, to December 31, 2024[169]. - The company has identified key ESG issues and performance indicators relevant to its main business activities in Hong Kong[170]. - The board is responsible for ensuring the effectiveness of the company's ESG policies and has established a dedicated team to manage ESG matters[171]. - The company aims to create sustainable value for stakeholders while minimizing its negative environmental impact[171]. - The company is committed to reducing greenhouse gas emissions through various environmental policies and measures[179]. - The company has implemented procedures to manage wastewater in compliance with the Water Pollution Control Ordinance[181]. - The company aims to minimize emissions from construction sites, including air pollutants, noise, wastewater, and waste[180]. - The company is closely monitoring changes in environmental laws and regulations to ensure compliance and mitigate legal risks[179]. Employee and Workforce Management - The total employee cost for the year ending December 31, 2024, is approximately HKD 37.1 million, compared to HKD 28.5 million for the previous year, reflecting an increase of about 30%[44]. - The total number of full-time employees in Hong Kong and China is 32, down from 80 in the previous year[44]. - The company has not reported any significant violations of environmental laws during the reporting period[184]. - The company has implemented measures to educate employees on reducing emissions, including avoiding vehicle use during peak hours and encouraging public transport[183]. Risk Management - The company has established risk management procedures, including annual risk identification and assessment, to provide reasonable assurance against significant errors or fraud[157]. - The company aims to manage, rather than eliminate, risks that may prevent achieving business objectives, providing reasonable assurance against material misstatements or losses[158]. - The company has a structured approach to risk management, including risk identification, assessment, and mitigation strategies[158]. - The board is responsible for overseeing the internal control and risk management systems, conducting annual reviews of their effectiveness[156]. - The company has established an internal control system that has been reviewed and deemed effective by the audit committee and independent consultants[159]. - The company does not have an internal audit function due to the effectiveness of its internal control system, which is regularly reviewed by the audit committee and board[159].

Financial Performance - The revenue for the six months ended February 28, 2025, was RMB 1,278,104, representing a 7.2% increase compared to RMB 1,191,796 for the same period in 2024[4]. - Gross profit for the same period was RMB 597,927, which is a 50.5% increase from RMB 397,225 in the previous year[4]. - Adjusted gross profit reached RMB 617,397, up 48.3% from RMB 416,252 in the prior year[4]. - Adjusted net profit attributable to equity holders was RMB 434,529, reflecting a significant increase of 108.7% compared to RMB 208,161 in the previous year[4]. - Operating profit for the six months was RMB 397,308, compared to RMB 184,509 in the same period last year[9]. - The company reported a net profit of RMB 407,366 for the period, up from RMB 195,338 in the previous year[9]. - The profit attributable to equity holders for the six months ended February 28, 2025, was RMB 405,788,000, a significant increase from RMB 193,255,000 in the same period of 2024, representing a growth of approximately 109.9%[10]. - The total comprehensive income attributable to equity holders for the same period was RMB 141,524,000, down from RMB 182,708,000 in 2024, indicating a decrease of about 22.6%[12]. - The basic earnings per share for the six months ended February 28, 2025, was RMB 0.11, compared to RMB 0.05 in the same period of 2024, representing a growth of 120%[10]. Cost Management - The cost of revenue decreased to RMB 680,177 from RMB 794,571, indicating improved cost management[9]. - Administrative expenses increased slightly to RMB 158,544 from RMB 152,528, showing a controlled rise in operational costs[9]. - The company’s revenue cost decreased by RMB 114.8 million or 14.8% to RMB 660.7 million compared to RMB 775.5 million in 2024[89]. - Employee benefits expenses for the six months ended February 28, 2025, were RMB 319,266 thousand, down from RMB 357,595 thousand in the same period of 2024, a decrease of approximately 10.7%[38]. - Adjusted administrative expenses for the period were RMB 153.7 million, an increase of RMB 5.8 million from RMB 147.9 million in 2024, primarily due to normal business growth and inflation[93]. Cash Flow and Assets - The net cash flow from operating activities for the six months ended February 28, 2025, was RMB 1,068,086,000, slightly lower than RMB 1,091,962,000 in 2024, reflecting a decrease of approximately 2.2%[15]. - The company reported a decrease in cash and cash equivalents to RMB 1,294,436,000 as of February 28, 2025, down from RMB 2,090,467,000 in the previous year, a decline of approximately 38.1%[13]. - The company’s total assets as of February 28, 2025, were RMB 12,224,289,000, compared to RMB 12,539,531,000 as of August 31, 2024, showing a decline of about 2.5%[13]. - The company’s non-current assets totaled RMB 10,318,592,000 as of February 28, 2025, slightly down from RMB 10,381,686,000 in the previous year, a decrease of about 0.6%[13]. - The company’s total liabilities decreased from RMB 1,193,805,000 as of August 31, 2024, to RMB 1,062,154,000 as of February 28, 2025[56]. Financing Activities - As of February 28, 2025, the group reported a net cash outflow from financing activities of RMB 1,306,892,000, compared to RMB 213,838,000 in the previous year[16]. - The company issued convertible bonds totaling RMB 1,876,402,000, with a coupon rate of 0.90% per annum[60]. - The company repurchased and canceled convertible bonds with a principal amount of HKD 614,000,000, resulting in other income of approximately HKD 186,000,000[62]. - The remaining principal amount of convertible bonds is HKD 974,000,000, which will be fully repaid by December 27, 2024, at an interest rate of 0.9% per annum[64]. - The company plans to redeem HKD 430,000,000 to bondholders on the fifth business day after the special resolution is passed[71]. Operational Focus and Strategy - The company plans to continue focusing on market expansion and new product development to sustain growth in the upcoming periods[6]. - The company plans to enhance educational infrastructure and increase investment in vocational education, focusing on high-potential higher education investment opportunities[84]. - The company aims to continuously improve educational infrastructure and expand its school network[79]. - The group operates primarily in the private education sector in mainland China and Thailand, focusing on high school to university education services[27]. Discontinued Operations - The group is in the process of selling its subsidiary in Thailand, classifying it as a discontinued operation[30]. - Revenue from discontinued operations for the six months ended February 28, 2025, was RMB 64,062,000, compared to RMB 61,511,000 for the same period in 2024[78]. - The total assets of the discontinued operations group amount to RMB 381,895,000[77]. - The net assets of the discontinued operations group are valued at RMB 109,301,000[77]. Regulatory and Compliance - The group has adopted new accounting standards effective from September 1, 2024, with no significant impact expected on current or future periods[24]. - The company continues to control consolidated subsidiaries through contractual agreements, in compliance with relevant Chinese laws and regulations[18]. - The board of directors has reviewed management's assessment of the group's financial resources and believes it will have sufficient funds to meet its financial obligations for the next twelve months[22]. Employee and Workforce - The number of employees decreased to 7,806 as of February 28, 2025, from 8,125 as of February 29, 2024[109]. - Total salary costs for the six months ended February 28, 2025, amounted to RMB 319.3 million, a decrease from RMB 357.6 million for the same period in 2024[110].

Revenue and Financial Performance - The revenue from the provision of wet trades works and related ancillary works amounted to approximately HK$110.0 million, representing an increase of approximately HK$23.2 million or 26.8% compared to HK$86.7 million for the year ended December 31, 2023[17]. - The Group's revenue increased by approximately HK$23.3 million or approximately 26.8%, from approximately HK$86.7 million for the year ended 31 December 2023 to approximately HK$110.0 million for the Year[39]. - The gross loss reported for the year was approximately HK$12.9 million, primarily due to competitive project pricing, delays in certification of works, and increased direct costs[17]. - The gross loss for the Year was approximately HK$12.9 million, a decrease of approximately 40.0% from approximately HK$21.5 million for the year ended 31 December 2023, with a gross loss margin of approximately 11.7% compared to 24.8% in the previous year[43]. - Other gains for the Year amounted to a net gain of approximately HK$0.1 million, representing a decrease of approximately 97.3% from a net gain of approximately HK$3.4 million for the year ended 31 December 2023[41]. - Impairment losses under the expected credit loss model for the Year were approximately HK$21.5 million, a decrease of approximately 11.6% from HK$24.3 million for the year ended 31 December 2023[45]. - The net loss attributable to owners of the Company decreased by approximately HK$8.3 million or 16.0% to approximately HK$43.3 million for the Year, mainly due to improvements in gross loss margin and impairment loss allowances[48]. - Administrative expenses for the Year were approximately HK$8.9 million, a decrease of approximately 2.0% from approximately HK$9.1 million for the year ended 31 December 2023, maintaining a stable level[46]. - Finance costs for the Year were approximately HK$214,000, a decrease of approximately 36.3% from approximately HK$336,000 for the year ended 31 December 2023, primarily due to repayment of borrowings[47]. Business Strategy and Expansion - The Group intends to commence a new beauty business, providing high-quality beauty services and nutritional healthcare products, to diversify its income sources[20]. - The Group's strategic focus includes capitalizing on emerging opportunities in the beauty industry due to changing consumer lifestyles and health awareness[20]. - The Group aims to provide better returns to shareholders through diversification of its business operations[21]. - The Group is exploring business opportunities and expanding geographical coverage beyond the Hong Kong market to enhance future development and strengthen revenue bases[21]. - The Group's proactive approach in expanding its service offerings and exploring new business opportunities is aimed at strengthening its revenue base and ensuring long-term growth[32]. - The Group intends to commence a new beauty business focused on comprehensive consumer services, including cosmetics, beauty and skin care products, and health management, with plans to establish joint ventures and physical stores in first- and second-tier cities in China[36]. Market Conditions and Challenges - The Group is facing challenges in the Hong Kong construction market due to a decrease in new construction projects, intense market competition, and increased direct costs impacting gross margin[31]. - The ongoing economic slowdown and slower-than-expected recovery have increased credit risk in the construction industry, leading to potential financial constraints for construction companies[31]. - The Group will continue to monitor market conditions and seek opportunities to expand its customer base and market share in the wet trades works industry[32]. - The Group plans to increase involvement in private sector projects to mitigate reliance on government infrastructure projects[199]. - Demand for residential and commercial buildings is expected to sustain growth in the construction industry, prompting the Group to acquire new machinery[200]. Operational Efficiency and Management - The gross loss margin decreased compared to the previous year, indicating potential improvements in operational efficiency despite the loss[17]. - The Group's management is confident in its competitive position due to its reputation and experienced management team in the wet trades works industry[32]. - The establishment of an online platform to provide information on wet trade services aims to assist customers in reviewing contractor payment requests, leveraging the Group's expertise in construction information technology[35]. - The Group has implemented safety measures, including recruiting safety officers and conducting semi-annual safety audits, to minimize industrial accidents[197]. - The Group conducts regular aging analysis of receivables to manage financial liquidity and understand customer solvency[198]. Shareholder and Corporate Governance - The Board has resolved not to recommend the declaration of a final dividend to shareholders for the year[77]. - The Company has adopted a Dividend Policy to allow shareholders to participate in profits while retaining adequate reserves for future growth[139]. - The Board will consider various factors, including the Group's financial condition and market conditions, when deciding on dividend proposals[147]. - The Company considers all independent non-executive Directors to be independent under the Listing Rules, with annual confirmations of independence received[131]. - Each controlling shareholder has complied with non-competition undertakings during the year[151]. - The Company has arranged for appropriate insurance coverage for Directors' and officers' liabilities arising from corporate activities[156]. Employee and Management Contracts - The total staff costs for the year were approximately HK$5.0 million, down from approximately HK$5.6 million for the year ended December 31, 2023[74]. - The Group employed a total of 13 employees as of December 31, 2024, compared to 14 employees as of December 31, 2023[74]. - The service contracts for executive Directors are typically for a term of three years, with a notice period of not less than three months for termination[132]. - Ms. Zhang Lingke has entered into a service contract for an initial term of 2 years starting from October 21, 2024, with automatic renewal for 1 year[133]. - Mr. Zhu Qi has a service contract for an initial term of 2 years starting from November 29, 2024, also with automatic renewal for 1 year[133]. - Ms. Ding Xin has a letter of appointment for a term of 1 year, subject to termination with one month's notice[133]. Share Option Scheme - The Company adopted a share option scheme on July 22, 2019, to incentivize directors and employees[107]. - The total number of shares available for issue under the Share Option Scheme is 26,000,000 Shares, representing approximately 8.33% of the Shares in issue after the ten-to-one Share Consolidation effective on August 15, 2023[113]. - No options have been granted under the Share Option Scheme since its adoption, resulting in no options being exercised, cancelled, or lapsed during the year, and no options outstanding as of December 31, 2024[118]. - The maximum entitlement of each participant under the Share Option Scheme is limited to 1% of the Shares in issue as at the date of grant, requiring shareholder approval for any further grants exceeding this limit[114]. - The remaining life of the Share Option Scheme is approximately 4 years and 4 months as of the date of the annual report[123]. - Each eligible participant must accept the offer of the grant of a share option within 21 days, with a consideration of HK$1.00 for each option[116]. - The subscription price for any share option granted must not be less than the highest of the closing price on the date of grant, the average closing price for the five trading days preceding the grant, or the nominal value of a Share[117]. Shareholding Structure - As of December 31, 2024, Mr. Adam Cheung holds a long position of 195,000,000 shares, representing 62.5% of the company's shareholding[163]. - Wonderful Renown Limited, a corporation beneficially owned by Mr. Adam Cheung (84%) and Ms. LC Cheung (16%), holds 195,000,000 shares, equating to 62.5% of the total issued share capital[171]. - Ms. LC Cheung and Ms. Chan Shui King also have interests in the same 195,000,000 shares, each representing 62.5% of the company's shareholding[171]. - No other directors or chief executives reported interests or short positions in the shares or underlying shares of the company as of the report date[166]. - The company did not purchase, sell, or redeem any of its listed securities during the year[173]. - There were no arrangements for directors to acquire benefits through the acquisition of shares or debentures of the company during the year[174]. - No substantial shareholders other than those disclosed hold interests or short positions in the shares or underlying shares of the company as of December 31, 2024[172]. - The company has not been notified of any additional interests or short positions in its shares that would require disclosure under the SFO provisions[172]. Customer and Revenue Concentration - The largest customer accounted for 24.1% of total revenue for the year ended December 31, 2024, down from 80.8% in the previous year[179]. - The five largest customers collectively represented 59.8% of total revenue for the year ended December 31, 2024, compared to 97.7% in 2023[179]. - The largest cost of services incurred accounted for 53.4% of total service costs for the year ended December 31, 2024, a decrease from 85.9% in 2023[179]. - The five largest costs of services collectively represented 90.8% of total service costs for the year ended December 31, 2024, compared to 81.8% in 2023[179]. Compliance and Regulatory Matters - The Group has maintained a sufficient amount of public float for its shares as required under the Listing Rules during the year[188]. - The Group's operational results may vary significantly due to factors such as political and economic environment, competitiveness, and subcontractor performance[192].