2025 香港聯合交易所有限公司（「聯交所」）GEM之特色 GEM之定位，乃為中小型公司提供一個上市之市場，此等公司相比起其他在聯交所主板上市 之公司帶有較高投資風險。有意投資之人士應了解投資於該等公司之潛在風險，並應經過審 慎周詳之考慮後方作出投資決定。 由於GEM上市公司普遍為中小型公司，在GEM買賣之證券可能會較於聯交所主板買賣之證 券承受較大之市場波動風險，同時無法保證在GEM買賣之證券會有高流通量之市場。 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報告之內容概不負責，對其準確 性或完整性亦不發表任何聲明，並明確表示概不就因本報告全部或任何部分內容而產生或因 倚賴該等內容而引致之任何損失承擔任何責任。 本報告（修身堂控股有限公司（「本公司」）董事（「董事」）願共同及個別對此負全責）乃遵照 聯交所GEM證券上市規則（「GEM上市規則」）之規定而提供有關本公司之資料。本公司董事 經作出一切合理查詢後，確認就彼等所深知及所確信：(1)本報告所載資料在各重大方面均屬 準確及完整，且無誤導或欺詐成份；及(2)並無遺漏任何其他事項，致使本報告或其所載任何 陳述產生誤導。 | | | 截至九月三十日止六個 ...

Financial Performance - The Group's revenue for the six months ended September 30, 2025, was approximately HK$160.1 million, a decrease of approximately HK$40.0 million or 20.0% compared to HK$200.1 million for the same period in 2024[9] - Loss attributable to the owners of the Company was approximately HK$0.3 million for the six months ended September 30, 2025, compared to a loss of HK$0.6 million for the same period in 2024[9] - The Company reported a profit before tax of HK$0.96 million for the six months ended September 30, 2025, compared to a profit of HK$1.76 million for the same period in 2024[10] - The total comprehensive loss for the period ended September 30, 2025, was HK$189,000, compared to a total comprehensive loss of HK$156,000 for the same period in 2024, indicating a worsening of approximately 21.1%[13] - The Group reported a loss attributable to ordinary equity holders of HK$335,000 for the six months ended September 30, 2025, an improvement from a loss of HK$630,000 in the same period of 2024[42] Assets and Liabilities - Total non-current assets decreased from HK$156.3 million as of March 31, 2025, to HK$132.1 million as of September 30, 2025[11] - Current assets increased from HK$314.99 million as of March 31, 2025, to HK$322.59 million as of September 30, 2025[11] - The net current assets increased from HK$51.14 million as of March 31, 2025, to HK$59.92 million as of September 30, 2025[11] - As of September 30, 2025, total non-current liabilities decreased to HK$44,619,000 from HK$59,866,000 as of March 31, 2025, representing a reduction of approximately 25.5%[12] - The net assets as of September 30, 2025, were HK$147,373,000, slightly down from HK$147,562,000 as of March 31, 2025, indicating a decrease of about 0.13%[12] Revenue Breakdown - Revenue from treatment services was HK$141,592,000, down 17% from HK$170,722,000 in the previous year[33] - Revenue from skincare products decreased by 37% to HK$18,477,000 from HK$29,336,000[33] - Total revenue for the six months ended September 30, 2025, was HK$160,080,000, a decrease of 20% compared to HK$200,076,000 for the same period in 2024[33] Cash Flow and Liquidity - For the six months ended September 30, 2025, the net cash flows from operating activities were HK$31,763,000, a decrease of 13.4% compared to HK$36,601,000 for the same period in 2024[14] - Cash and cash equivalents at the end of the period were HK$81,923,000, down from HK$89,092,000 at the end of the same period in 2024, reflecting a decrease of about 8.1%[14] - Cash and cash equivalents as of September 30, 2025, were approximately HK$186.6 million, indicating a stable financial position[94] Operational Efficiency - Staff costs decreased by approximately HK$12.1 million or 16.3%, from approximately HK$74.2 million in the previous period to approximately HK$62.1 million[79] - Property rentals and related expenses decreased by approximately HK$4.1 million or 14.2%, from approximately HK$28.9 million in the previous period to approximately HK$24.8 million[80] - Other expenses, net decreased by approximately HK$12.4 million or 24.1%, from approximately HK$51.4 million in the previous period to approximately HK$39.0 million[82] Corporate Governance - The Company has complied with all applicable code provisions of the Corporate Governance Code during the six months ended 30 September 2025, except for the separation of the roles of chairman and chief executive officer[148] - The independent non-executive Directors have reviewed the implementation of the deed of non-competition and confirmed compliance by the Controlling Shareholders[140] - The Company has established an audit committee consisting of three independent non-executive Directors to oversee financial reporting[156] Market and Strategic Outlook - The Group aims to maintain profitability and core competitiveness through stable and prudent operating strategies amidst a relatively uncertain global economy[73] - The skincare brand XOVĒ is developing its e-commerce channels and sales platform in Mainland China while maintaining physical shops in four high-end shopping malls in Hong Kong[72] - The wellness beauty brand VITAE operates two treatment centres in Hong Kong's core business districts, focusing on creating a balanced aesthetic experience[71] Shareholder Information - As of September 30, 2025, Ms. LAI Ka Yee Gigi holds a long position of 275,000,000 shares, representing 68.75% of the Company's issued share capital[120] - Sunny Bright holds 275,000,000 shares of the Company, representing 68.75% of the issued share capital[127] - Meitu, Inc. is a beneficial owner of 20,000,000 shares, accounting for 5% of the issued share capital[127]

Financial Performance - Revenue for the six months ended September 30, 2025, reached $39.28 billion, a 17.5% increase compared to $33.30 billion for the same period in 2024[8]. - Gross profit for the six months ended September 30, 2025, was $5.92 billion, representing a gross margin of 15.1%, up from $5.36 billion and a gross margin of 16.1% in the previous year[8]. - Operating profit for the six months ended September 30, 2025, was $1.43 billion, a 24.7% increase from $1.15 billion in the same period of 2024[8]. - Net profit attributable to equity holders for the six months ended September 30, 2025, was $845.61 million, compared to $601.90 million for the same period in 2024, reflecting a 40.4% increase[8]. - Basic earnings per share for the six months ended September 30, 2025, was 6.89 cents, up from 4.91 cents in the same period of 2024[8]. - The company reported a total comprehensive income of $1,313,815 thousand for the period[14]. - The net profit for the period was $636,771 thousand, reflecting a significant increase compared to previous periods[14]. - The company reported a significant increase in trade payables to $16,132,424 thousand as of September 30, 2025, compared to $11,978,933 thousand as of March 31, 2025, representing a growth of approximately 34.5%[11]. Assets and Liabilities - Total assets as of September 30, 2025, amounted to $49.83 billion, an increase from $44.23 billion as of March 31, 2025[10]. - Total liabilities rose to $42,342,285 thousand as of September 30, 2025, compared to $37,570,895 thousand as of March 31, 2025, indicating an increase of approximately 12.5%[11]. - Total equity increased to $7,488,880 thousand as of September 30, 2025, up from $6,659,917 thousand as of March 31, 2025, representing a growth of approximately 12.4%[11]. - Cash and cash equivalents at the end of the period increased to $5,112,130 thousand from $4,178,915 thousand, marking a rise of 22.3%[13]. - The company reported a net cash outflow from investing activities of $778,878 thousand for the six months ended September 30, 2025, compared to $524,696 thousand for the same period in 2024, indicating a significant increase in investment expenditures[12]. Operational Highlights - The company has established a strategic partnership with MSG family businesses to enhance brand exposure in sports and entertainment sectors[3]. - Lenovo's ThinkSystem SE350 edge server has been deployed to support the operations of Médecins Sans Frontières, improving system performance and data security[5]. - The company plans to continue investing in research and development, with R&D expenses for the six months ended September 30, 2025, totaling $1.10 billion[8]. - The Smart Devices segment generated revenue of $28,566,558 thousand with an operating profit of $2,051,216 thousand, compared to $24,935,700 thousand and $1,818,363 thousand respectively in the previous year[19]. - The Infrastructure Solutions segment reported a revenue of $8,377,292 thousand but incurred an operating loss of $117,555 thousand, compared to a revenue of $6,465,167 thousand and a loss of $73,002 thousand in the prior year[19]. Cash Flow and Financing - Net cash generated from operating activities for the six months ended September 30, 2025, was $2,762,085 thousand, compared to $1,778,086 thousand for the same period in 2024, reflecting a year-over-year increase of 55.3%[12]. - Cash flow from financing activities resulted in a net outflow of $1,649,514 thousand for the six months ended September 30, 2025, compared to an outflow of $674,259 thousand for the same period in 2024, indicating increased financing activities[13]. - The company incurred interest payments of $317,738 thousand during the six months ended September 30, 2025, down from $384,652 thousand in the same period of 2024, showing a decrease of 17.4%[12]. Shareholder and Equity Information - The company declared an interim dividend of 8.5 HKD cents per share, totaling $135,417 thousand for the six months ended September 30, 2025[35]. - The company has a long-term incentive plan that includes both stock options and restricted stock units, aligning executive compensation with shareholder interests[144]. - The total number of shares available for borrowing is 5,829,625,271, reflecting liquidity in the market[158]. - The company has granted stock options to executives, with a total of 79,451,149 shares awarded to Mr. Yang Yuanqing, with a fair value of HKD 23,531,073 for options granted on June 2, 2025[144]. Market and Regional Performance - Revenue from the Asia-Pacific region increased to $7,922,699 thousand, up 30% from $6,095,125 thousand in the previous year[20]. - The Americas region generated revenue of $12,786,743 thousand, reflecting a growth from $11,363,642 thousand in the previous year[20]. - The company aims to enhance its vision around the "Hybrid AI for All" framework, integrating device intelligence and enterprise AI across its business portfolio[137]. - The company plans to continue focusing on developing scalable AI-driven solutions through digital workplace solutions and hybrid cloud initiatives[137]. Compliance and Governance - The company has complied with the corporate governance code during the six months ending September 30, 2025, except for the roles of Chairman and CEO not being separated[170]. - The Audit Committee reviewed the unaudited financial performance for the six months ending September 30, 2025[169]. - John Lawson Thornton has been appointed as the Chief Independent Director with extensive powers and responsibilities[171].

Financial Performance - For the six months ended September 30, 2025, the company reported total revenue of ¥15,453 million, an increase of ¥1,295 million compared to ¥14,158 million for the same period in 2024, representing a growth of approximately 9.2%[10] - The company's pre-tax profit for the six months ended September 30, 2025, was ¥1,236 million, with a net profit attributable to shareholders of ¥698 million, an increase of ¥247 million from the previous year[10] - The revenue from the Japanese-style pachinko and slot machine business was ¥12,630 million, compared to ¥12,374 million in the previous year, indicating a growth of 2.1%[7] - The company achieved an overall revenue rate of 17.0% for the six months ended September 30, 2025, slightly down from 17.3% in the previous year[7] - The company recorded other income of ¥1,164 million for the six months ended September 30, 2025, compared to ¥888 million in the previous year, reflecting a growth of 31%[7] - The earnings per share for the six months ended September 30, 2025, was ¥0.58, up from ¥0.38 in the same period last year, representing a growth of 52.6%[7] - The company reported a profit of ¥713 million for the six months ended September 30, 2025, compared to ¥451 million for the same period in 2024, representing a 58% increase[65] - Total comprehensive income for the period was ¥750 million, up from ¥432 million in the previous year, indicating a 73.8% growth[65] Revenue Breakdown - Japanese pachinko business revenue increased by 2,523 million yen, from 71,653 million yen for the six months ended September 30, 2024, to 74,176 million yen for the current period[11] - The amusement park business revenue grew by 3.2%, from 896 million yen to 925 million yen, driven by strong family and leisure spending in Southeast Asia[12] - The restaurant business revenue surged by 28.3%, from 501 million yen to 643 million yen, attributed to the popularity of cafes and bubble tea among the younger generation[13] - The real estate investment segment reported revenue of ¥734 million, with no revenue recorded in the previous year, marking a new revenue stream for the company[86] Expenses and Liabilities - Operating expenses for gaming, hotels, and restaurants rose to 11,172 million yen, a 4.1% increase from 10,733 million yen, primarily due to increased costs from smart gaming machines and inflation[28] - Administrative expenses increased by 11.1% to 2,328 million yen, attributed to higher employee salaries and promotional activities[29] - The company incurred operating expenses of ¥11,172 million for gaming, hotel, and restaurant operations, an increase from ¥10,733 million in the previous year[63] - The total liabilities increased to ¥44,634 million from ¥44,418 million, reflecting a slight increase of 0.5%[68] Assets and Equity - The company’s total assets as of September 30, 2025, were ¥64,475 million, an increase from ¥63,653 million as of March 31, 2025[7] - The company's equity attributable to shareholders increased to ¥20,996 million from ¥20,406 million, a rise of 2.9%[68] - Cash and cash equivalents stood at 10,618 million yen, with total borrowings and lease liabilities amounting to 36,269 million yen[34] - Current assets rose to ¥14,176 million from ¥12,806 million, marking an increase of 10.7%[67] Cash Flow and Financing - Operating cash flow (before changes in working capital) was 4,008 million yen, up from 3,601 million yen in the previous year[34] - The company incurred a net cash outflow from investing activities of ¥1,092 million, compared to ¥2,292 million in the prior year, indicating a reduction in cash outflow by 52.3%[71] - The company raised ¥4,587 million through borrowings, compared to ¥2,796 million in the previous year, representing a 64.1% increase[71] Corporate Governance and Compliance - The company has complied with all applicable corporate governance codes except for the separation of roles between the Chairman and CEO[45] - The company’s board has appointed a new non-executive director effective June 30, 2025[53] Strategic Plans and Future Outlook - The company plans to continue leveraging new opportunities, advancing digitalization, and cost-saving measures to ensure stable returns[10] - The company plans to open two new Spanish restaurants in the third and fourth quarters of the fiscal year to capitalize on the growing tourism industry in Japan[17] - The company plans to adjust the payout rate from an average of 82% to 83% to enhance revenue and customer flow in pachinko parlors[11] Impairment and Asset Management - The company recognized impairment losses of approximately 84 million JPY for property, plant, and equipment for the six months ended September 30, 2025, compared to 42 million JPY in the same period of 2024, marking a 100% increase in impairment losses[113] - The additional impairment loss for the Japanese pachinko and slot machine business is estimated at 125 million yen if the revenue growth rate for the first 18 months decreases by 2%[114] Employee and Management Compensation - Total compensation for key management personnel increased to ¥220 million for the six months ended September 30, 2025, compared to ¥163 million for the same period in 2024, representing a 35% increase[136]

Financial Management - The net proceeds of approximately HKD 26.8 million from the placement completed on March 15, 2024, were used to repay the company's interest-bearing loans and accrued interest[5] - The company negotiated with its lenders to extend the repayment period of its interest-bearing loans to October 2025, allowing for more interest income[5] - The net proceeds from the placement will be retained in the company's bank account until August 2025, with no changes to the intended use of the proceeds[5] Share Options - As of December 31, 2024, the number of share options available for grant under the share option scheme was 25,000,000, representing 1.4% of the total shares issued as of the annual report date[4] Operational Strategy - The company aims to maintain a high cash level to enhance operational stability and secure better trading terms or larger discounts from customers and suppliers[5]

Business Operations - As of September 30, 2025, the company operates the largest network of Japanese-style pachinko halls with a total of 423 locations[15]. - The company aims to manage approximately 30 aircraft in its aviation leasing business to contribute to sustainable growth[21]. - The aviation leasing segment is expected to provide stable revenue due to the increasing demand for passenger aircraft in the long term[21]. - The company has acquired Yume Corporation, which operates 29 game halls under the Yumeya brand, enhancing its market presence[9]. - The gaming business includes both Japanese-style pachinko and slot machines, with betting amounts ranging from 0.5 to 4 yen per pachinko and 5 to 20 yen per slot machine[17]. - The company has renovated 78 game halls to increase the number of Japanese-style slot machines, aiming to enhance player engagement[27]. - The company plans to acquire other Japanese-style pachinko operators to expand its network and market presence[36]. - The company is focusing on low-cost operations and multi-hall development to enhance profitability and maintain competitive pricing for customers[30]. - The strategy includes standardizing game hall specifications to reduce initial investment costs and construction time[34]. - The introduction of smart Japanese pachinko machines is expected to enhance user experience by eliminating the need to touch the balls, which could reduce fraud and prevent the spread of diseases[198]. - The smart Japanese slot machines will also store payout information electronically, aiming to alleviate the burden on staff and customers by not requiring physical tokens[198]. Financial Performance - Total revenue for the six months ended September 30, 2025, was ¥61,718 million (HK$3,226 million), a decrease from ¥63,753 million (HK$3,469 million) in the same period of 2024, representing a decline of approximately 3.2%[23]. - Net profit for the period was ¥3,071 million (HK$161 million), an increase of 40.3% compared to ¥2,190 million (HK$119 million) in the previous year[23]. - EBITDA for the six months ended September 30, 2025, was ¥32,073 million (HK$1,677 million), down from ¥34,160 million (HK$1,859 million) in the same period of 2024, reflecting a decrease of about 6.1%[23]. - Operating profit for the same period was 6,913 million JPY (approximately 361 million HKD), which is 114.4% of the previous year's operating profit[50]. - Total revenue for the six months ended September 30, 2025, was 61,718 million JPY (approximately 3,226 million HKD), representing 96.8% of the previous year's figure[50]. - Total bets for the six months ended September 30, 2025, were 277,452 million JPY (approximately 14,504 million HKD), a 0.2% increase from 276,861 million JPY (approximately 15,062 million HKD) in the previous year[47][53]. - Total payouts for the same period were 219,179 million JPY (approximately 11,458 million HKD), reflecting a 1.2% increase from 216,684 million JPY (approximately 11,788 million HKD) in the previous year[47]. - Revenue from the Japanese pachinko business for high-stakes venues was 27,095 million JPY (approximately 1,416 million HKD), a decrease of 2.6% from the previous year[47]. - Revenue from the Japanese pachinko business for low-stakes venues was 31,178 million JPY (approximately 1,630 million HKD), a decrease of 3.7% from the previous year[47]. - The company reported a total comprehensive income of ¥1,757 million for the period, compared to a loss of ¥1,459 million in the previous year[122]. - The company reported a net profit of ¥3,072 million, compared to ¥2,190 million for the same period in 2024, representing an increase of 40.4%[127]. - The company incurred capital expenditures of ¥19,013 million for property, plant, and equipment, a decrease from ¥22,341 million in the previous year, indicating a reduction of 14.3%[131]. Assets and Liabilities - Non-current assets as of September 30, 2025, were ¥305,843 million (HK$15,987 million), an increase from ¥301,344 million (HK$15,679 million) as of March 31, 2025[24]. - Total equity as of September 30, 2025, was ¥131,352 million (HK$6,866 million), slightly up from ¥131,336 million (HK$6,833 million) as of March 31, 2025[24]. - Total assets as of September 30, 2025, amounted to ¥359,283 million, an increase from ¥349,386 million as of March 31, 2025[124]. - The total liabilities as of September 30, 2025, were ¥227,931 million, with ¥110,619 million from the Japanese pachinko segment and ¥73,834 million from aircraft leasing[150]. - The current liabilities as of September 30, 2025, were ¥56,209 million (approximately HK$2,938 million), up from ¥51,961 million (approximately HK$2,703 million) as of March 31, 2025, representing an increase of 8.6%[79]. - The net current liabilities decreased to ¥2,769 million (approximately HK$144 million) as of September 30, 2025, from ¥3,919 million (approximately HK$204 million) as of March 31, 2025, indicating an improvement of 29.3%[80]. - The company’s total liabilities decreased to ¥3,012 million as of September 30, 2025, down from ¥3,200 million in the previous period, indicating a reduction of 5.9%[127]. Cash Flow and Financing - For the six months ended September 30, 2025, net cash generated from operating activities was ¥28,659 million (approximately HK$1,498 million), an increase from ¥24,335 million (approximately HK$1,325 million) in the same period of 2024, representing a growth of 17.5%[75]. - The net cash used in investing activities for the six months ended September 30, 2025, was ¥19,026 million (approximately HK$994 million), a decrease from ¥22,355 million (approximately HK$1,217 million) in the previous year, indicating a reduction of 14.5%[76]. - The net cash used in financing activities for the six months ended September 30, 2025, was ¥3,992 million (approximately HK$209 million), significantly lower than ¥12,940 million (approximately HK$704 million) in the same period of 2024, reflecting a decrease of 69.0%[78]. - The primary sources of funding for the company include cash generated from operations, various short-term and long-term bank borrowings, and credit facilities[89]. - As of September 30, 2025, the company's outstanding short-term and long-term borrowings amounted to ¥20,492 million (approximately HK$1,071 million) and ¥70,870 million (approximately HK$3,705 million) respectively[90]. - The total available bank financing and installment financing as of September 30, 2025, was approximately ¥36,000 million (approximately HK$1,882 million), with about ¥32,441 million (approximately HK$1,696 million) remaining undrawn[91]. - The company has signed new commitment loan agreements to address funding concerns related to potential earthquake disasters, allowing for rapid access to funds even in such events, with a revolving loan facility of up to ¥15,000 million (approximately HK$784 million)[92]. Corporate Governance and Compliance - The company has complied with all applicable corporate governance code provisions, except for the deviation regarding the roles of Chairman and CEO being held by the same individual[106]. - The interim financial statements were reviewed by PricewaterhouseCoopers Japan LLC, confirming compliance with International Accounting Standards[111]. - The company has adopted a standard code for securities trading by directors and has confirmed compliance during the reporting period[108]. - The board believes that having the same person serve as both Chairman and CEO provides strong leadership for the company's development[107]. - As of the reporting period, there were no changes in director information that required disclosure under listing rules[112]. Shareholder Information - As of the reporting period, the company had issued a total of 696,443,096 shares[102]. - The company’s major shareholders include Mr. Sato Yoji, who holds a total of 393,572,360 shares, representing 56.51% of the company[100]. - Major shareholders include SAC with a 40.68% stake, Rich-O with 13.76%, and Eurasia Foundation with 11.49%[104]. - The company declared an interim dividend of 2.5 JPY per ordinary share, amounting to approximately 1,741 million JPY (about 87 million HKD) based on 696,443,096 shares issued[113]. Risk Management - The company has implemented policies to ensure sales are made to customers with appropriate credit records, significantly reducing credit risk[98]. - The company’s financial risk management plan focuses on minimizing potential adverse impacts on financial performance due to market unpredictability[93]. - The company faces foreign currency risk due to transactions, assets, and liabilities denominated in HKD, USD, and EUR, and has established foreign currency hedging policies[94]. - The company’s interest rate risk primarily arises from bank deposits and borrowings, which are subject to floating interest rates based on market conditions[96]. - The company has a policy to regularly monitor its current and expected liquidity needs to ensure sufficient cash reserves and access to committed financing[99]. Accounting and Reporting - The company has not adopted new or revised International Financial Reporting Standards that were issued but not yet effective as of the reporting date, which may impact future financial statements[137]. - The company continues to evaluate the impact of new accounting standards on its financial reporting, particularly those related to financial instruments and performance reporting[139]. - The company’s financial director is responsible for the fair value measurement of assets and liabilities, reporting directly to the board[190].

2025 中期報告 股份代號: 8160 (於開曼群島註冊成立的有限公司) (Incorporated in the Cayman Islands with limited liability) 2025 INTERIM REPORT Stock Code: 8160 香港聯合交易所有限公司（「聯交所」）GEM的特色 GEM乃為投資風險可能較聯交所其他上市公司為高的中小型公司而設的上市市場。有意 投資者應了解投資該等公司的潛在風險，並應經過審慎周詳考慮後方可作出投資決定。 由於GEM上市公司一般為中小型公司，在GEM買賣的證券可能會較於主板買賣的證券承 受較高的市場波動風險，且無法保證在GEM買賣的證券會有高流通量的市場。 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報告的內容概不負責，對其 準確性或完整性亦不發表任何聲明，並明確表示概不對因本報告全部或任何部分內容而 產生或因倚賴該等內容而引致的任何損失承擔任何責任。 本報告乃遵照聯交所GEM證券上市規則（「GEM上市規則」）之規定提供有關金滙教育集團 有限公司（「本公司」，連同其附屬公司統稱為「本集團」）的資料。本公司各董事（「董事」） 願共同及個 ...

CONTENTS 目錄 MISSION STATEMENT 企業使命 We contribute to the advancement of society by providing people with quality products and employing advanced technology, with protecting the environment always in mind. We hire and nurture professionals and, together, we march towards our goals in pace with time. Putting customers first, we provide them with the best products and services, assuring win-win results. 創新科技 倡導環保 培育英才 共創理想 以客為本 互惠雙贏 CORPORATE OBJECTIVE 企業目標 To become a technologically advanced and innovative co ...

Financial Performance - Revenue for the six months ended September 30, 2025, was HKD 228,330,000, a decrease of 26.5% compared to HKD 310,905,000 for the same period in 2024[6] - Gross profit for the same period was HKD 13,563,000, down 47.5% from HKD 25,782,000 in 2024[6] - Operating loss for the six months was HKD 10,123,000, compared to an operating profit of HKD 1,577,000 in the previous year[6] - The company reported a loss attributable to owners of HKD 11,523,000 for the six months, compared to a profit of HKD 70,000 in the same period last year[6] - Revenue for air freight forwarding services decreased to HKD 121,768,000, down 42.5% from HKD 212,082,000 in the previous year[19] - Revenue from air cargo station operation services increased to HKD 106,562,000, up 7.0% from HKD 98,823,000 in the previous year[19] - Total revenue for the six months ended September 30, 2025, was HKD 228,330,000, a decrease of 26.5% compared to HKD 310,905,000 in the same period last year[19] - The company reported a loss attributable to shareholders of HKD 11,523,000 for the six months ended September 30, 2025, compared to a profit of HKD 70,000 for the same period in 2024, resulting in a basic loss per share of HKD (0.12) compared to HKD 0.01 in the previous year[34] Cash Flow and Financing - The net cash used in financing activities was HKD 21,255,000, an improvement from HKD 28,438,000 in the prior year[12] - Cash and cash equivalents at the end of the period were HKD 58,428,000, down from HKD 79,225,000 at the beginning of the period[12] - The company reported no bank borrowing interest for the current period, compared to HKD 26,000 in the previous year[28] - The company has incurred operational funding of approximately HKD 0.2 million for initial operations during the review period[85] Assets and Liabilities - Total assets decreased to HKD 281,620,000 as of September 30, 2025, from HKD 319,981,000 as of March 31, 2025[8] - The company's equity attributable to owners decreased to HKD 172,801,000 from HKD 184,324,000[8] - Trade receivables increased to HKD 119,576,000 from HKD 116,533,000[8] - Trade payables were reported at HKD 21,566,000 as of September 30, 2025, compared to HKD 24,661,000 as of March 31, 2025[46] - The company's current assets net value was approximately HKD 121.1 million as of September 30, 2025, down from approximately HKD 132.6 million as of March 31, 2025[66] - The debt-to-equity ratio was approximately 30.0% as of September 30, 2025, down from 38.8% as of March 31, 2025, primarily due to a reduction in lease liabilities[68] Operational Highlights - Direct labor costs were HKD 51,393,000, down 17.2% from HKD 62,021,000 in the previous year[26] - Total administrative and other operating expenses included property, plant, and equipment depreciation of HKD 3,055,000, up from HKD 640,000 in the previous year[26] - The company maintained stable administrative and operating expenses at approximately HKD 25.4 million for the review period[61] - The financial costs remained stable at approximately HKD 1.5 million for both the review period and the previous period[63] - As of September 30, 2025, the group employed 324 staff, a decrease from 363 staff as of March 31, 2025, with total employee costs amounting to approximately HKD 59.2 million[71] Strategic Initiatives - The company is cautiously optimistic about the medium to long-term development of the industry, anticipating a gradual recovery in international logistics demand[57] - The company plans to diversify its business model, including value-added services and integrated logistics solutions, to enhance revenue sources and profitability[57] - The group has established a new warehouse property of approximately 130,000 square feet in Tuen Mun, with ongoing renovations and installations of security systems[80] - The group has purchased an additional 13 units of 16-ton trucks and one unit of 5.5-ton truck, enhancing its logistics capabilities[82] - The warehouse management system has been upgraded to improve data accuracy and transparency in freight operations[83] Corporate Governance - The company has adhered to the corporate governance code during the review period and up to the report date[111] - The Audit Committee, established on February 21, 2018, includes independent non-executive directors and is responsible for reviewing financial information and overseeing the financial reporting system[112] - The interim financial statements for the review period were not audited but were reviewed by the Audit Committee, which found them compliant with applicable accounting standards and listing rules[112] - The board of directors includes both executive and independent non-executive members, ensuring a diverse governance structure[115] Shareholder Information - The company has a significant shareholder structure, with Mr. Luo Guoliang and Mr. Luo Guohao each holding 75% of the company's shares through Dynamic Victor, totaling 750 million shares[90][91] - Dynamic Victor, as a beneficial owner, holds 75% of the company's shares, equivalent to 750 million shares[94] - Zhao Datting sold 10% of Dynamic Victor's shares, resulting in ownership of 65% and 35% for Luo Guoliang and Luo Guohao respectively[99] - The company has a stock option plan with a maximum issuance limit of 100,000,000 shares, representing 10% of all issued shares at the time of listing[103] - The stock option plan aims to attract and retain top talent, providing additional incentives to employees, directors, and business partners[102]

Financial Performance - Revenue for the six months ended 30 September 2025 was approximately HK$270.9 million, representing a decrease of approximately 5% compared to the corresponding period in 2024[9]. - Gross profit for the same period was approximately HK$42.4 million, reflecting a decrease of approximately 16% compared to the prior year[9]. - The loss attributable to owners of the Company for the period was approximately HK$29.3 million, an increase of approximately 537% compared to the same period in 2024[9]. - Loss per share for the period was HK Cents 2.6, compared to HK Cents 0.40 in 2024[9]. - Total comprehensive loss for the period was approximately HK$28,402,000, compared to a loss of HK$3,699,000 in the previous period[18]. - The Group reported a total comprehensive expense for the period of approximately HK$29.2 million, compared to HK$3.68 million in 2024[13]. - The Group's reportable segment loss for the six months ended September 30, 2025, was HK$27,589,000, compared to a profit of HK$4,000 in the same period of 2024[45]. Revenue Breakdown - Revenue from property management and related services was HK$270,908,000, down from HK$284,369,000, reflecting a decline of 4.7%[32]. - Revenue from Hong Kong was HK$265,171,000, a decrease of 3.7% compared to HK$275,361,000 in 2024[33]. - Revenue from the People's Republic of China (PRC) dropped to HK$5,737,000, down 36.5% from HK$9,008,000 in the previous year[33]. - Revenue from property management services contracts decreased by approximately 3.8% to approximately HK$243.7 million for the six months ended 30 September 2025[86]. - Revenue from stand-alone security services contracts was approximately HK$27.2 million for the six months ended 30 September 2025, representing approximately 10.0% of total revenue[81]. - The group did not report any rental income from investment properties during the period, compared to HK$802,000 in 2024[32]. Expenses and Costs - Administrative expenses increased to approximately HK$59.6 million, up from HK$39.9 million in the corresponding period of 2024[12]. - Loss from operations for the period was approximately HK$30.5 million, compared to a loss of HK$3.97 million in the same period last year[12]. - Other operating expenses decreased by approximately 8.8% to HK$14.5 million for the six months ended 30 September 2025, compared to HK$15.9 million in 2024[92][95]. - Staff costs for the six months ended September 30, 2025, amounted to HK$231,647,000, an increase from HK$227,747,000 in the same period of 2024[49]. - Depreciation of property, plant, and equipment for the six months ended September 30, 2025, was HK$7,037,000, compared to HK$5,895,000 in the same period of 2024[49]. Assets and Liabilities - As of September 30, 2025, total assets less current liabilities amounted to HK$170,154,000, a decrease from HK$197,941,000 as of March 31, 2025, representing a decline of approximately 14%[15]. - Net current assets decreased to HK$66,875,000 from HK$97,720,000, indicating a reduction of about 32%[15]. - Total assets as of September 30, 2025, were HK$240,363,000, down from HK$270,731,000 as of March 31, 2025[45]. - Total liabilities as of September 30, 2025, were HK$72,500,000, a slight decrease from HK$73,661,000 as of March 31, 2025[45]. - Current liabilities decreased slightly to HK$70,209,000 from HK$72,790,000, a reduction of about 4%[15]. Cash Flow and Financing - The net cash generated from operating activities for the six months ended September 30, 2025, was HK$15,429,000, a significant improvement compared to a cash outflow of HK$6,803,000 in the same period of 2024[20]. - Cash and cash equivalents at the end of the period increased to HK$38,596,000 from HK$30,764,000, reflecting a rise of approximately 25%[20]. - The group’s total debt, including bank and other loans and lease liabilities, was approximately HK$4 million as of September 30, 2025, down from HK$5.8 million as of March 31, 2025[114]. - The group’s gearing ratio as of September 30, 2025, was approximately 2.4%, a decrease from 2.9% as of March 31, 2025[125]. Corporate Governance - The company has complied with all Corporate Governance Code provisions except for the separation of roles between the chairman and chief executive, which has not been established since there has been no CEO since September 8, 2015[143][144][147]. - The board emphasizes its commitment to strengthening the governance framework and ensuring compliance with GEM Listing Rules in all transactions and disclosures[151]. - The company acknowledges the importance of strict adherence to GEM Listing Rules and regrets the oversights that led to delays in disclosure[149][154]. - The board believes that the current arrangement without a CEO is adequate for effective management and control of the company's operations[144][146]. Share Award Plan - The Share Award Plan was adopted on August 6, 2021, to recognize and reward contributions from eligible participants[169]. - The total maximum number of shares that may be awarded under the Share Award Plan is capped at 10% of the shares in issue, which amounts to 102,635,151 shares based on 1,026,351,515 shares in issue at the adoption date[182]. - For the six months ended 30 September 2025, there were no Awards granted under the Plan, and no Awards were vested, cancelled, or lapsed during this period[198]. - The Share Award Plan aims to attract suitable personnel for the Group's development and retain existing employees[170].