[Announcement Overview](index=1&type=section&id=%E5%85%AC%E5%91%8A%E6%A6%82%E8%A7%88) [Purpose and Background](index=1&type=section&id=%E7%9B%AE%E7%9A%84%E8%88%87%E8%83%8C%E6%99%AF) This section provides a quarterly update on the company's action plan addressing the auditor's going concern disclaimer for the FY2024 financial statements - This announcement provides a quarterly update on China Kangda Food Company Limited's action plan regarding the auditor's disclaimer of opinion on its going concern for the **FY2024 financial statements**[2](index=2&type=chunk) [Progress of Action Plan Implementation](index=2&type=section&id=%E8%A1%8C%E5%8B%95%E8%A8%88%E5%8A%83%E5%AF%A6%E6%96%BD%E9%80%B2%E5%B1%95) [Maintaining Close Relationships with Lenders](index=2&type=section&id=%E8%88%87%E8%B2%B8%E6%AC%BE%E4%BA%BA%E7%B6%AD%E6%8C%81%E7%B7%8A%E5%AF%86%E9%97%9C%E4%BF%82) The company secured a new loan post-reporting period, demonstrating strong relationships with lenders New Loan Information | Metric | Amount (RMB) | Date | | :--- | :--- | :--- | | Loan Amount | 95.5 million | June 30, 2025 | [Status of Related Party Loans](index=2&type=section&id=%E9%97%9C%E8%81%AF%E6%96%B9%E8%B2%B8%E6%AC%BE%E4%B9%8B%E7%8B%80%E6%B3%81) Two matured related party loans await renewal, with lenders intending extensions and a commitment to refrain from legal action during negotiations Related Party Loan Renewal Progress | Metric | Amount (RMB) | Maturity Date | Renewal Status | Tentative Extension Date | | :--- | :--- | :--- | :--- | :--- | | Loan 1 | 36.67 million | April 22, 2025 | Not yet renewed | On or about September 30, 2025 | | Loan 2 | 2.323 million | April 22, 2025 | Not yet renewed | On or about September 30, 2025 | - Related party lenders expressed intent to extend loan agreements, with key terms (interest rate and tenure) still under confirmation[3](index=3&type=chunk) - Lenders committed not to initiate any legal proceedings or winding-up petitions against the company during loan extension agreement negotiations[3](index=3&type=chunk) [Alternative Financing Sources](index=2&type=section&id=%E6%9B%BF%E4%BB%A3%E8%9E%8D%E8%B3%87%E4%BE%86%E6%BA%90) The company actively seeks alternative financing and will announce potential agreements in accordance with listing rules - The company is seeking alternative financing sources and will publish announcements in accordance with listing rules upon reaching any term sheets, letters of intent, or definitive agreements[3](index=3&type=chunk) [Enhancing Operational Efficiency](index=2&type=section&id=%E6%8F%90%E5%8D%87%E7%B6%93%E7%87%9F%E6%95%88%E7%8E%87) The Group actively enhances capacity and efficiency across segments through cold storage and food processing facility expansions [Processed Food Segment](index=2&type=section&id=%E5%8A%A0%E5%B7%A5%E9%A3%9F%E5%93%81%E5%88%86%E9%83%A8) Cold storage system expansion for the processed food segment is expected by September 2025 to resolve capacity bottlenecks - The cold storage system expansion plan for the processed food segment is expected to be completed by **September 2025**, aiming to address capacity bottleneck issues[3](index=3&type=chunk) [Chilled and Frozen Chicken Segment](index=3&type=section&id=%E5%86%B7%E8%97%8F%E5%8F%8A%E5%86%B7%E5%87%8D%E9%9B%9E%E8%82%89%E5%88%86%E9%83%A8) New cold storage facilities for chilled and frozen chicken were completed in May 2025 and operational by June, boosting processing capacity - New cold storage facilities for the chilled and frozen chicken segment were completed in **May 2025** and commenced operations from **June 2025**[7](index=7&type=chunk) [Chilled and Frozen Rabbit Meat Segment](index=3&type=section&id=%E5%86%B7%E8%97%8F%E5%8F%8A%E5%86%B7%E5%87%8D%E5%85%94%E8%82%89%E5%88%86%E9%83%A8) The company plans to invest in expanding rabbit meat food processing facilities in 2025, with completion expected by October - The chilled and frozen rabbit meat segment plans to invest in expanding food processing facilities in **2025**, with completion expected by **October 2025**[7](index=7&type=chunk) [Cost Control Measures](index=3&type=section&id=%E6%88%90%E6%9C%AC%E6%8E%A7%E5%88%B6%E6%8E%AA%E6%96%BD) The company saved approximately **RMB 4 million** since implementing budget evaluation and expenditure control systems in March 2025 Effectiveness of Cost Control | Metric | Amount (RMB) | Implementation Date | As of Date | | :--- | :--- | :--- | :--- | | Savings | 4 million | March 2025 | June 30, 2025 | [Subsequent Announcements and Board Information](index=3&type=section&id=%E5%BE%8C%E7%BA%8C%E5%85%AC%E5%91%8A%E8%88%87%E8%91%A3%E4%BA%8B%E6%9C%83%E4%BF%A1%E6%81%AF) [Commitment to Subsequent Announcements](index=3&type=section&id=%E5%BE%8C%E7%BA%8C%E5%85%AC%E5%91%8A%E6%89%BF%E8%AB%BE) The company commits to timely issuing further announcements to update stakeholders on the action plan and related party loan progress - The company will timely publish further announcements to inform shareholders and potential investors about the latest progress of the action plan and related party loans[4](index=4&type=chunk) [Board Members](index=3&type=section&id=%E8%91%A3%E4%BA%8B%E6%9C%83%E6%88%90%E5%93%A1) This section lists the executive and independent non-executive directors as of the announcement date - As of **July 30, 2025**, executive directors include Ms. Lang Ying, Mr. Gao Yanxu, and Mr. An Fengjun; independent non-executive directors include Mr. Hua Shi, Ms. Li Ying, and Mr. Wang Cheng[6](index=6&type=chunk)

Contents | 2 | Corporate Information | 公司資料 | | --- | --- | --- | | 4 | Management Discussion and Analysis | 管理層討論及分析 | | 13 | Biographical Details of Directors | 董事履歷詳情 | | 18 | Corporate Governance Report | 企業管治報告 | | 38 | Environmental, Social and Governance Report | 環境、社會及管治報告 | | 71 | Report of the Directors | 董事會報告 | | 86 | Independent Auditor's Report | 獨立核數師報告 | | 96 | Consolidated Statement of Profi t or Loss | 綜合損益表 | | 98 | Consolidated Statement of Comprehensive Income | 綜合全面收入報表 | | 99 | Consol ...

香港交易及結算所有限公司及香港聯合交易所有限公司對本公佈之內容概不負 責，對其準確性或完整性亦不發表任何聲明，並明確表示概不就因本公佈全部或任 何部份內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 CENTURY LEGEND (HOLDINGS) LIMITED 世紀建業（集團）有限公司* (於百慕達註冊成立的有限公司) (股份代號: 00079) 有關截至二零二四年十二月三十一日止之年報 之補充公佈 茲提述世紀建業（集團）有限公司（本公司）於二零二五年四月二十四日刊發之 截至二零二四年十二月三十一日止年度之年報（2024 年報）。除文義另有指明外， 本公佈所用詞彙與 2024 年報所界定及使用者具有相同涵義。 除載於 2024 年報董事會報告內標題為「股本及購股權」一節（第 22 至 24 頁）的披 露資料外，本公司擬提供額外資料，於二零二四年一月一日及二零二四年十二月三 十一日，該計劃授權項下可供發行的購股權數目為 29,347,742 股。 除本公佈所披露者外，2024 年報餘下內容維持不變。 承董事會命 世紀建業(集團)有限公司 執行董事 朱明德 香港，二零二五年七月三十日 於本公佈刊發日 ...

Revenue and Sales Performance - The Group's revenue from Hong Kong accounted for approximately 59%, with retail sales of wearing apparel dropping by about 10.6% to approximately HK$37.91 billion in 2024, contrasting sharply with a growth of about 43.5% in 2023[16][19]. - The total visitor arrivals in Hong Kong in 2024 rebounded to only about 79.59% of the pre-pandemic level in 2019, indicating that the supporting customer base has not yet recovered[19]. - Retail sales in Hong Kong experienced a year-on-year decline for thirteen consecutive months from March 2024 to March 2025, highlighting ongoing economic challenges[19]. - In Mainland China, the growth rate of retail sales for apparel, shoes, headwear, and knitted products slowed to 0.3% in 2024 from 12.9% in 2023, reflecting a deteriorating economic environment[21][22]. - The Group recorded an operating loss of approximately HK$46 million due to a 25% decline in turnover, with revenue from Hong Kong falling by 27% to approximately HK$61 million[27]. - Revenue from Mainland China decreased by 20% to approximately HK$25 million, while revenue from Macau dropped by 15% to approximately HK$10 million, and revenue from Taiwan decreased by 35% to approximately HK$7 million[27]. - The Group's revenue from operations in Hong Kong decreased by 27% to HK$61,005,000 due to economic downturns and changes in consumer behavior[54]. - The Group's turnover decreased by approximately 25% to approximately HK$102,722,000 for the year ended 31 March 2025, compared to HK$137,311,000 in 2024[83]. Operational Strategies and Adaptations - The company is adapting to fundamental trends in the industry, including the emergence of a younger generation of consumers who prioritize functionality and personal style over brand names[21][23]. - The Group is focusing on building its major house brand MOISELLE and enhancing customer relationships through online and offline marketing campaigns[32]. - The Group is rationalizing its retail networks, maintaining one store in each city in Mainland China, and expanding its retail presence in prime locations in Hong Kong[37]. - The Group is actively negotiating with landlords to lower shop rents in response to high rental pressures, with limited success in the first half of the Year[37]. - The Group is conducting more short-term promotional sales throughout the year to adapt to changes in consumer behavior, moving beyond reliance on public holidays[36]. - The Group is focusing on enhancing operational efficiency by increasing automation in apparel processing[47]. - The Group aims to maintain a competitive edge by regularly updating product displays and store decorations across all retail outlets[46]. - The Group is actively seeking to rationalize its retail network while exploring new locations with business potential[56]. Marketing and Customer Engagement - The Group is leveraging information technologies, such as e-commerce and social media, to promote and sell products effectively[23]. - The Group continues to enhance its electronic commerce business through alliances with local operators such as VIP.com, Tmall, and JD.com[40]. - The Group is leveraging social media for marketing campaigns to engage existing and potential customers[45]. - The Group hosted fashion shows and marketing campaigns to strengthen relationships with existing customers and attract new ones[68]. - The Group continued short-term cooperation with OnTheList, an online shopping website operator specializing in flash sales, to boost sales[67]. - A customer loyalty program has been implemented to enhance customer satisfaction, offering VIP customers special discounts and regular activities[108]. Financial Health and Governance - The gross profit margin for the Year was 80%, down from 81% in the previous financial year[28]. - Operating expenses decreased by approximately 6% to approximately HK$133,443,000, but the Group still recorded an operating loss of HK$45,811,000[85]. - The loss attributable to equity shareholders increased to approximately HK$56,546,000, up from HK$48,100,000 in 2024[86]. - As of 31 March 2025, the Group's cash and fixed deposits totaled approximately HK$5 million, down from HK$24 million in 2024[91]. - The Group's net current liabilities increased to HK$67 million, compared to HK$24 million in 2024[93]. - The gearing ratio as of 31 March 2025 was approximately 31.1%, up from 23.5% in 2024[93]. - The Group employed 271 employees as of 31 March 2025, down from 302 in 2024[98]. Corporate Governance and Management - The company emphasizes adherence to corporate governance principles, focusing on transparency, independence, accountability, responsibility, and fairness[142]. - The company has complied with the Corporate Governance Code throughout the year ended March 31, 2025, except for the separation of the roles of chairman and CEO[143]. - The current management structure is believed to ensure consistent leadership and optimal efficiency for the company's operations[144]. - The board is responsible for providing leadership and monitoring, formulating business strategies, and assessing risks to achieve the company's goals[146]. - The company has strengthened its corporate values, emphasizing ethical and responsible business practices[146]. - The board has established the company's purpose and values, aligning them with an ideal culture[146]. - The Board consists of seven directors, including three executive directors and four independent non-executive directors[148]. - The company has a nomination committee responsible for reviewing board structure and making recommendations on director appointments[166][167]. - The board diversity policy includes measurable objectives and is reviewed annually by the nomination committee[169]. - The company emphasizes conducting business in a lawful, ethical, and responsible manner, aligning corporate values with desired culture[149]. Risk Management and Compliance - The board is responsible for maintaining effective risk management and internal control systems, which are essential for the group's operations[192]. - The board conducted an annual review of the effectiveness of the risk management and internal control systems based on the COSO framework[196]. - The internal audit department reviewed continuing connected transactions and included findings in its annual review report submitted to the board[198]. - The group has established a whistleblowing policy and system for employees, clients, and suppliers to raise concerns confidentially and anonymously[199].

於開曼群島註冊成立的有限公 司 股份代號：00475 年 報 2024/25 目錄 | 公司資料 | 2 | | --- | --- | | 主席報告 | 3 | | 管理層討論及分析 | 4 | | 董事及公司秘書 | 15 | | 企業管治報告 | 18 | | 董事會報告 | 41 | | 獨立核數師報告 | 59 | | 綜合損益及其他全面收益表 | 64 | | 綜合財務狀況表 | 65 | | 綜合權益變動表 | 67 | | 綜合現金流量表 | 68 | | 綜合財務報表附註 | 70 | | 五年財務概要 | 156 | 1 中發展控股有限公司 公司資料 董事會 執行董事 吳浩先生 （主席） 胡楊俊先生 李維棋先生（於二零二五年一月二十四日調任） 陳永源先生 （行政總裁） （於二零二五年一月二十四日 辭任執行董事及行政總裁） 張兵先生 獨立非執行董事 靳慶軍先生 孫燑女士（於二零二五年一月二十四日辭任） 鍾穎洁女士 蘭亞東先生（於二零二五年一月二十四日獲委任） 審核委員會 鍾穎洁女士 （主席） 靳慶軍先生 孫燑女士（於二零二五年一月二十四日辭任） 蘭亞東先生（於二零二五年一月二十四日獲委任） ...

目錄 | 釋義 | 2 | | --- | --- | | 公司資料 | 4 | | 主席報告 | 5 | | 管理層討論及分析 | 6 | | 董事會報告 | 12 | | 企業管治報告 | 25 | | 環境、社會及管治報告 | 35 | | 獨立核數師報告 | 49 | | 綜合損益及其他全面收益表 | 55 | | 綜合財務狀況表 | 56 | | 綜合權益變動表 | 58 | | 綜合現金流量表 | 59 | | 綜合財務報表附註 | 61 | | 財務概要 | 122 | 釋義 於本年報內，除文義另有所指外，下列詞彙應具有以下涵義： | 「細則」 | 指 | 於二零二三年九月十一日舉行之股東週年大會上特別決議案獲批准後採納的本 | | --- | --- | --- | | | | 公司經第二次修訂及經重列組織章程細則 | | 「審核委員會」 | 指 | 董事會審核委員會 | | 「董事會」 | 指 | 董事會 | | 「英屬處女群島」 | 指 | 英屬處女群島 | | 「本公司」 | 指 | 恒益控股有限公司，於二零一八年三月六日在開曼群島註冊成立的獲豁免有限 | | | | 公司 | | 「董 ...

[Corporate Information](index=4&type=section&id=Corporate%20Information) The report details core company information including board members, committee members, authorized representatives, company secretary, auditor, registered office, and principal place of business - The report details core company information including board members, committee members, authorized representatives, company secretary, auditor, registered office, and principal place of business[9](index=9&type=chunk)[10](index=10&type=chunk)[17](index=17&type=chunk) [Executive Director's Statement](index=7&type=section&id=Executive%20Director's%20Statement) [Economic Context and Market Performance](index=7&type=section&id=Economic%20Context%20and%20Market%20Performance) The report reviews Hong Kong's economic environment in 2024, noting its resilience despite global financial volatility, high interest rates, and geopolitical tensions - Despite challenges from US interest rate policies and geopolitical tensions, Hong Kong's capital market remained vibrant in 2024, with sustained investor confidence[24](index=24&type=chunk)[25](index=25&type=chunk) - Hong Kong solidified its position as a major IPO listing venue in Asia, with total IPO fundraising reaching **HK$67 billion**, and **80%** of the 76 new listings originating from mainland Chinese enterprises, particularly in healthcare, biotech, and technology sectors[25](index=25&type=chunk) [Company Developments and Outlook](index=7&type=section&id=Company%20Developments%20and%20Outlook) In 2024, the company strategically focused on securities distribution (bonds and equities) and asset management, achieving significant revenue growth through China offshore LGFV bond distribution and enhancing market reputation - The company's 2024 strategic focus on securities distribution and asset management led to significant revenue growth through the distribution of China offshore LGFV bonds, strengthening revenue streams and enhancing market reputation[26](index=26&type=chunk)[30](index=30&type=chunk) - The company is optimistic about future opportunities in China's equity and offshore bond markets, planning to create sustained growth and value for shareholders through innovation and diversification strategies[32](index=32&type=chunk) [Management Discussion and Analysis](index=9&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review](index=9&type=section&id=Business%20Review) In FY2024/25, despite a complex global economic environment, the Hong Kong stock market experienced a significant rebound, with the company's core businesses performing strongly, especially underwriting and placing [The Underwriting and Placing Business](index=10&type=section&id=The%20Underwriting%20and%20Placing%20Business) In FY2024/25, the company's underwriting and placing business became a primary revenue driver, successfully expanding from equity placing to offshore LGFV bond placing, contributing HK$134 million from 58 bond issuances | Business Type | Number of Transactions | Revenue Contribution (HKD) | | :--- | :--- | :--- | | Equity Placing | 3 | Approx. 1.6 million | | LGFV Bond Placing | 58 | 134 million | [The Brokerage Business](index=10&type=section&id=The%20Brokerage%20Business) In FY2024/25, the Group's brokerage business maintained stable operations, providing securities trading services for HKEX Main Board and GEM clients, with active accounts increasing to 617 and total transaction volume reaching approximately HK$373 million - As of March 31, 2025, the Group maintained **617 active securities trading accounts** with a total transaction volume of approximately **HK$373 million**[44](index=44&type=chunk) [The Asset Management Business](index=11&type=section&id=The%20Asset%20Management%20Business) The Group continued to expand its asset management business, providing investment advisory and custody services for five funds, with revenue primarily from management and performance fees, and total AUM for four active funds reaching approximately HK$544 million as of March 31, 2025 | Fund Name | Registration Place | AUM as of March 31, 2025 (HKD) | | :--- | :--- | :--- | | Orient Global Master SPC | Cayman Islands | Approx. 56.01 million | | Orient Global Master OFC | Hong Kong | Approx. 113.84 million | | Times Capital Global Master Fund SPC | Cayman Islands | 0 (Not yet launched) | | Flourish Growth Fund | Cayman Islands | Approx. 352.1 million | | YH Fund SPC | Cayman Islands | Approx. 21.69 million | [The Money Lending Business](index=12&type=section&id=The%20Money%20Lending%20Business) In FY2024/25, the Group's money lending business underwent significant adjustments, with a full impairment of approximately HK$378 million in loans due to high recovery uncertainty in mainland China, resulting in an additional impairment loss of HK$197 million, and a decision to scale down the business to focus solely on Hong Kong property-backed loans - Due to legal and practical difficulties in liquidating collateral in mainland China, legal advisors and independent valuers engaged by the Group deemed loan recovery risks extremely high[84](index=84&type=chunk)[85](index=85&type=chunk)[87](index=87&type=chunk) Loan Portfolio Impairment (FY2024/25) | Loan Portfolio Impairment (FY2024/25) | Amount (HKD Million) | | :--- | :--- | | Total Loans and Interest Receivable | 377.8 | | Accumulated Impairment Provision at Beginning of Period | 181.1 | | New Impairment Provision for the Year | 196.7 | | Accumulated Impairment Provision at End of Period | 377.8 | - To proactively manage risk, the Board decided to scale down the money lending business, focusing solely on loans secured by Hong Kong properties, and has ceased approving new loan applications since 2023[97](index=97&type=chunk)[98](index=98&type=chunk)[99](index=99&type=chunk) [Outlook](index=20&type=section&id=Outlook) For 2025, management remains cautiously optimistic about the Hong Kong market, driven by strong stock market trading and the Hang Seng Index recovery, planning to expand corporate finance advisory services through acquisitions to become a one-stop financial partner - Management maintains a cautiously optimistic outlook for the 2025 market, confident in Hong Kong's robust stock market trading activity (average daily turnover exceeding **HK$200 billion**) and the strong performance of the Hang Seng Index[101](index=101&type=chunk)[102](index=102&type=chunk) - The Group plans to expand its corporate finance advisory business by acquiring companies holding Type 6 (advising on corporate finance) licenses, aiming to enhance service capabilities and strengthen client relationships[104](index=104&type=chunk)[106](index=106&type=chunk) [Financial Review](index=21&type=section&id=Financial%20Review) In FY2024/25, the Group's total revenue increased by 46.25% to HK$138.8 million, primarily from LGFV bond placing, but a full impairment of approximately HK$196.7 million on money lending receivables led to a net loss of HK$214.2 million, a reversal from last year's profit of HK$3.4 million, alongside a significant increase in marketing and business development expenses to HK$134.8 million Financial Indicators (HKD Thousand) | Financial Indicator (HKD Thousand) | FY2024/25 | FY2023/24 | YoY Change | | :--- | :--- | :--- | :--- | | **Total Revenue** | **138,761** | **94,878** | **+46.25%** | | Of which: Underwriting and Placing Income | 136,041 | 70,349 | +93.38% | | Of which: Interest Income from Lending Services | 0 | 21,241 | -100% | | **Marketing and Business Development Expenses** | **(134,779)** | **(8,467)** | **+1492%** | | **Impairment Loss on Loans and Interest Receivable** | **(196,732)** | **(38,127)** | **+416%** | | **(Loss)/Profit for the Year** | **(214,206)** | **3,392** | **Turned from Profit to Loss** | - Revenue growth was primarily driven by the new LGFV bond placing business, contributing revenue of approximately **HK$134 million**[117](index=117&type=chunk)[120](index=120&type=chunk) - The shift from profit to loss was mainly due to the recognition of approximately **HK$196.7 million** in impairment losses on loans and interest receivable[141](index=141&type=chunk)[146](index=146&type=chunk) Balance Sheet Indicators (HKD Thousand) | Balance Sheet Indicator (HKD Thousand) | March 31, 2025 | March 31, 2024 | | :--- | :--- | :--- | | Total Assets | 83,759 | 273,660 | | Total Liabilities | 58,768 | 34,463 | | Total Equity | 24,991 | 239,197 | | Current Ratio | 1.2x | 7.5x | | Debt-to-Asset Ratio | 8.4% | 0% | [Corporate Governance Report](index=31&type=section&id=Corporate%20Governance%20Report) [Corporate Governance Practices](index=31&type=section&id=Corporate%20Governance%20Practices) The company is committed to high corporate governance standards, complying with GEM Listing Rules' Corporate Governance Code, with two deviations noted during the reporting period: an independent non-executive director's absence from an EGM and the lack of a Chairman or CEO position - The company complied with most provisions of the Corporate Governance Code during the reporting period, but with two deviations: - **C.1.6**: An independent non-executive director was unable to attend the EGM on September 20, 2024 - **C.2.1**: The company currently has no Chairman or Chief Executive Officer position[178](index=178&type=chunk)[179](index=179&type=chunk) [Board of Directors](index=32&type=section&id=Board%20of%20Directors) As of the reporting date, the Board comprises six directors (three executive, three independent non-executive), meeting the one-third independent director requirement, with several changes during the period, responsible for leadership and oversight, and adopting a board diversity policy - The Board consists of **6 directors**, including **3 independent non-executive directors**, meeting Listing Rule requirements, with frequent changes in board members during the reporting period[185](index=185&type=chunk) - The company adopted a board diversity policy, achieving diversity in gender, professional background, and skills, with **two female directors** currently on the Board[227](index=227&type=chunk)[228](index=228&type=chunk) - During the reporting period, the Board held **11 meetings** to discuss the Group's overall strategic direction, financial performance, and other significant matters[203](index=203&type=chunk) [Board Committees](index=40&type=section&id=Board%20Committees) The Board has an Audit Committee, Nomination Committee, and Remuneration Committee, all composed of independent non-executive directors, responsible for overseeing financial reporting, internal controls, director nominations, and executive remuneration policies, respectively, with each committee holding meetings during the period | Committee | Chairman | Composition | Number of Meetings During Reporting Period | | :--- | :--- | :--- | :--- | | Audit Committee | Mr. Chan Chi Fai | 3 Independent Non-executive Directors | 2 | | Nomination Committee | Mr. Chan Chi Fai | 3 Independent Non-executive Directors | 5 | | Remuneration Committee | Mr. Chan Chi Fai | 3 Independent Non-executive Directors | 5 | [Risk Management and Internal Control](index=45&type=section&id=Risk%20Management%20and%20Internal%20Control) The Board is responsible for establishing and maintaining effective risk management and internal control systems, engaging external professional consultants for annual independent reviews covering financial, operational, compliance, and ESG matters, and deems the existing systems effective and sufficient given the Group's size - The Board holds overall responsibility for the Group's risk management and internal control systems, aiming to safeguard assets, maintain accurate accounting records, and ensure regulatory compliance[265](index=265&type=chunk) - The Group engages external professional consultants for annual independent internal control reviews, and the Board and Audit Committee have reviewed and deemed the Group's internal control systems (including financial, operational, compliance, and risk management functions) effective and sufficient during the reporting period[270](index=270&type=chunk)[271](index=271&type=chunk) [Environmental, Social and Governance Report](index=54&type=section&id=Environmental%2C%20Social%20and%20Governance%20Report) [ESG Strategy and Management](index=57&type=section&id=ESG%20Strategy%20and%20Management) The Group views ESG management as crucial for long-term value and operational resilience, integrating it into governance, risk management, and business strategy, with the Board committed to climate action, value chain optimization, and capacity building, and conducting materiality assessments through stakeholder engagement - The Board considers ESG a core strategy, committed to systematically integrating ESG standards into investment decisions, advancing measurable environmental goals, and enhancing enterprise-wide ESG capabilities[338](index=338&type=chunk)[343](index=343&type=chunk) - Through communication with key stakeholders including shareholders, employees, government, customers, and communities, the Group identified their primary concerns such as financial stability, employee development, and compliant operations[352](index=352&type=chunk)[356](index=356&type=chunk) [Environmental Performance](index=62&type=section&id=Environmental%20Performance) The Group is committed to environmental protection, with a net-zero emissions roadmap by 2050 and climate change management policies, showing reduced total GHG emissions and electricity consumption in FY2025 through green office initiatives, with no environmental regulatory violations - The Group has set a target to achieve net-zero emissions by **2050** and actively manages climate-related transition risks (e.g., policy changes) and physical risks (e.g., extreme weather)[364](index=364&type=chunk)[366](index=366&type=chunk) Environmental Performance Indicators | Environmental Performance Indicator | Unit | FY2025 | FY2024 | | :--- | :--- | :--- | :--- | | Total Greenhouse Gas Emissions | CO2e (kg) | 12,448.0 | 14,397.8 | | Total Energy Consumption (Electricity) | kWh | 15,189.0 | 18,710.0 | | Paper Consumption | kg | 346.6 | 232.0 | [Our People](index=71&type=section&id=Our%20People) The Group values employees as its most valuable asset, providing a healthy employment environment, equal opportunities, and continuous training, with 20 employees in Hong Kong as of March 31, 2025, reduced turnover, 4.1 average training hours per employee, and strict compliance with labor regulations - As of March 31, 2025, the Group had **20 employees**, with **60% male** and **40% female**, and employee turnover rates by gender were **14.3% for males** and **0% for females**[417](index=417&type=chunk)[424](index=424&type=chunk)[427](index=427&type=chunk) - During the reporting period, each employee received an average of **4.1 hours** of development and training, with senior and middle management receiving higher training hours at **5.0 hours**[439](index=439&type=chunk)[443](index=443&type=chunk) - The Group reported no work-related fatalities or injuries during the period and strictly adhered to labor standards, with no issues concerning child or forced labor[430](index=430&type=chunk)[433](index=433&type=chunk)[445](index=445&type=chunk) [Operating Responsibly](index=78&type=section&id=Operating%20Responsibly) The Group emphasizes responsible operations, covering supply chain management, product responsibility, customer privacy protection, and anti-corruption, prioritizing environmentally and socially responsible suppliers, maintaining emergency plans, strictly complying with data privacy regulations, and implementing comprehensive anti-corruption and whistleblowing policies - The Group prioritizes environmentally and socially responsible suppliers in its supply chain management and encourages business partners to adopt sustainable practices[447](index=447&type=chunk)[453](index=453&type=chunk) - The Group strictly complies with data privacy regulations, protecting customer personal data, with no related violations or significant complaints reported during the period[463](index=463&type=chunk)[464](index=464&type=chunk) - The Group is committed to anti-corruption and anti-money laundering, providing **61.5 hours** of related training to employees and maintaining a whistleblowing policy, with no concluded corruption or money laundering cases during the reporting period[465](index=465&type=chunk)[468](index=468&type=chunk)[469](index=469&type=chunk) [Biographical Details of Directors and Senior Management](index=96&type=section&id=Biographical%20Details%20of%20Directors%20and%20Senior%20Management) This section details the personal biographies of the company's executive directors, independent non-executive directors, and senior management, including their age, academic background, professional qualifications, and extensive experience in finance, accounting, and asset management - This section details the personal biographies of the company's executive directors, independent non-executive directors, and senior management, including their age, academic background, professional qualifications, and extensive experience in finance, accounting, and asset management[503](index=503&type=chunk)[510](index=510&type=chunk)[517](index=517&type=chunk) [Report of Directors](index=99&type=section&id=Report%20of%20Directors) [Principal Activities and Business Review](index=99&type=section&id=Principal%20Activities%20and%20Business%20Review) The Board's report outlines the Group's main businesses, including brokerage, underwriting, securities financing, money lending, and asset management services, noting that detailed reviews are in other sections, with no significant compliance breaches and no final dividend recommended - The Group primarily engages in five core businesses: brokerage services, underwriting and placing services, securities and IPO financing services, money lending services, and asset management services[525](index=525&type=chunk) - The directors do not recommend the payment of a final dividend for the year ended March 31, 2025[528](index=528&type=chunk) [Directors' and Shareholders' Interests](index=101&type=section&id=Directors'%20and%20Shareholders'%20Interests) The report discloses directors' and major shareholders' interests in the company's shares as of March 31, 2025, with Executive Director Mr. Shiu Shu Ming holding or deemed to hold 11,316,800 shares, representing 9.10% of the total share capital, and confirms the status of the share option scheme | Director/Shareholder | Nature of Interest | Number of Shares Held | Approximate Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Mr. Shiu Shu Ming | Interest in controlled corporation and beneficial owner | 11,316,800 | 9.10% | | Wealthbase Global Limited | Beneficial owner | 10,280,000 | 8.26% | - The company's share option scheme expired on December 19, 2023, with no new options granted, but previously granted options remain valid, with **3,192,000 unexercised share options** as of March 31, 2025[602](index=602&type=chunk)[607](index=607&type=chunk) [Independent Auditor's Report](index=113&type=section&id=Independent%20Auditor's%20Report) [Auditor's Opinion and Key Audit Matters](index=113&type=section&id=Auditor's%20Opinion%20and%20Key%20Audit%20Matters) RSM Hong Kong Certified Public Accountants Limited issued an unmodified opinion on the Group's consolidated financial statements for the year ended March 31, 2025, affirming their true and fair view, with "Impairment Assessment of Loans and Interest Receivable" identified as a key audit matter - The auditor issued an **unmodified opinion** on the consolidated financial statements, deeming them to present a true and fair view of the company's financial position[640](index=640&type=chunk) - The key audit matter is the impairment assessment of loans and interest receivable, which involves significant judgment and estimation, leading the auditor to conduct detailed reviews including testing credit risk classification, reviewing repayment history, and evaluating the Expected Credit Loss (ECL) model[645](index=645&type=chunk)[646](index=646&type=chunk)[654](index=654&type=chunk) [Consolidated Financial Statements](index=119&type=section&id=Consolidated%20Financial%20Statements) [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=119&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the fiscal year ended March 31, 2025, the Group reported a net loss of HK$214.2 million, a significant reversal from the previous year's profit of HK$3.39 million, primarily due to a substantial impairment loss of HK$196.7 million on loans and interest receivable, despite total revenue growth to HK$138.8 million Consolidated Statement of Profit or Loss and Other Comprehensive Income (HKD Thousand) | Item (HKD Thousand) | FY2025 | FY2024 | | :--- | :--- | :--- | | Revenue | 138,761 | 94,878 | | Impairment Loss on Loans and Interest Receivable | (196,732) | (38,127) | | Marketing and Business Development Expenses | (134,779) | (8,467) | | **(Loss)/Profit Before Income Tax** | **(214,220)** | **7,577** | | **(Loss)/Profit for the Year** | **(214,206)** | **3,392** | | **(Loss)/Earnings Per Share (HK Cents)** | **(172.17)** | **2.73** | [Consolidated Statement of Financial Position](index=120&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of March 31, 2025, the Group's total assets significantly decreased to HK$83.76 million (2024: HK$273.7 million), total liabilities increased to HK$58.77 million (2024: HK$34.46 million), and total equity plummeted from HK$239.2 million to HK$24.99 million, mainly due to the full impairment of loans and interest receivable Consolidated Statement of Financial Position (HKD Thousand) | Balance Sheet Item (HKD Thousand) | March 31, 2025 | March 31, 2024 | | :--- | :--- | :--- | | **Total Assets** | **83,759** | **273,660** | | Non-current Assets | 11,029 | 15,121 | | Current Assets | 72,730 | 258,539 | | Of which: Loans and Interest Receivable | 0 | 196,732 | | **Total Liabilities** | **58,768** | **34,463** | | **Net Assets (Total Equity)** | **24,991** | **239,197** | [Consolidated Statement of Cash Flows](index=122&type=section&id=Consolidated%20Statement%20of%20Cash%20Flows) In FY2024/25, the Group experienced a net cash outflow from operating activities of HK$4.03 million (compared to a net inflow of HK$36.64 million last year), a net cash outflow from investing activities of HK$9.76 million, and a net cash inflow from financing activities of HK$1.94 million, resulting in a year-end cash and cash equivalents balance of HK$29.8 million Consolidated Statement of Cash Flows (HKD Thousand) | Cash Flow Item (HKD Thousand) | FY2025 | FY2024 | | :--- | :--- | :--- | | Net Cash from Operating Activities | (4,031) | 36,640 | | Net Cash from Investing Activities | (9,762) | 0 | | Net Cash from Financing Activities | 1,939 | (755) | | **Net (Decrease)/Increase in Cash and Cash Equivalents** | **(11,854)** | **35,885** | | Cash and Cash Equivalents at End of Year | 29,800 | 41,654 | [Financial Summary](index=209&type=section&id=Financial%20Summary) This section provides a five-year financial summary, highlighting key metrics such as revenue, profit/loss, total assets, total liabilities, and net assets, offering a concise overview of the Group's financial performance and position over time Financial Summary (HKD Thousand) | Financial Summary (HKD Thousand) | FY2025 | FY2024 | FY2023 (15 months) | FY2021 | FY2020 | | :--- | :--- | :--- | :--- | :--- | :--- | | **Revenue** | 138,761 | 94,878 | 49,125 | 46,704 | 59,292 | | **(Loss)/Profit for the Year/Period** | (214,206) | 3,392 | (125,702) | 17,975 | 16,860 | | **Total Assets** | 83,759 | 273,660 | 259,257 | 381,906 | 354,023 | | **Total Liabilities** | (58,768) | (34,463) | (23,452) | (33,250) | (23,342) | | **Net Assets** | 24,991 | 239,197 | 235,805 | 348,656 | 330,681 |

香港交易及結算所有限公司及香港聯合交易所有限公司（「香港聯交所」）對本公告的內容概不負責，對其準確性 或完整性亦不發表任何聲明，並明確表示概不會就本公告全部或任何部分內容而產生或因倚賴該等內容而引致 的任何損失承擔任何責任。 截 至 2025 年 5 月 3 1 日止第四季度及年度的 未經審核財務業績 我們謹此公佈截至2025年5月31日止第四個財政季度及財政年度的未經審核業績（「財 務業績」）。財務業績在香港聯交所網站( www.hkexnews.hk )及我們的網站(http://investor. neworiental.org/)可供查閱。 承董事會命 New Oriental Education & Technology Group Inc. 新東方教育科技（集團）有限公司* 主席 俞敏洪先生 中國北京，2025年7月30日 於本公告日期，本公司董事會包括董事俞敏洪先生、周成剛先生及謝東螢先生；以及獨立董事李彥宏先生、 李廷斌先生及諸葛越博士。 * 僅供識別 1 NEW ORIENTAL EDUCATION & TECHNOLOGY GROUP INC. 新 東 方 教 育 科 技（ 集 團 ）有 ...

(Incorporated in the Cayman Islands with limited liability) 於開曼群島註冊成立的有限公司 STOCK CODE 股份代號 : 2080 ANNUAL REPORT 年度報告 Contents 目錄 2 Corporate Information 公司資料 4 Chairman's Statement 主席報告 8 Management Discussion and Analysis 管理層討論與分析 15 Biographical Details of Directors and Senior Management 董事及高級管理層之簡歷 19 Corporate Governance Report 企業管治報告 37 Environmental, Social and Governance Report 環境、社會及管治報告 98 Report of the Directors 董事會報告 114 Independent Auditor's Report 獨立核數師報告 122 Consolidated Statement of Profit or ...

Company Announcement Information [Announcement Statement and Company Basic Information](index=1&type=section&id=Announcement%20Statement%20and%20Company%20Basic%20Information) Hisense Home Appliances Group Co, Ltd (00921) released its 2025 interim results announcement for the six months ended June 30, 2025, with unaudited results reviewed by the audit committee - Company Name: Hisense Home Appliances Group Co, Ltd (00921)[2](index=2&type=chunk) - Reporting Period: Six months ended June 30, 2025[3](index=3&type=chunk) - Review Status: Unaudited interim results reviewed by the Board's Audit Committee[3](index=3&type=chunk) Financial Statements [Consolidated Balance Sheet](index=1&type=section&id=Consolidated%20Balance%20Sheet) As of June 30, 2025, the company's total assets reached 74.81 billion RMB, a 7.33% increase from January 1, 2025, with current assets accounting for approximately 77.27% of the total, while total liabilities were 55.30 billion RMB and owner's equity was 19.52 billion RMB Consolidated Balance Sheet Key Data (As of June 30, 2025) | Indicator | June 30, 2025 (RMB) | January 1, 2025 (RMB) | Change | | :--- | :--- | :--- | :--- | | Total Assets | 74,812,977,278.50 | 69,701,939,817.33 | 7.33% Increase | | Total Current Assets | 57,805,446,745.90 | 52,507,910,456.50 | 10.09% Increase | | Total Non-Current Assets | 17,007,530,532.60 | 17,194,029,360.83 | 1.08% Decrease | | Total Liabilities | 55,297,948,921.09 | 50,327,415,106.20 | 9.88% Increase | | Total Owner's Equity | 19,515,028,357.41 | 19,374,524,711.13 | 0.72% Increase | [Consolidated Income Statement](index=3&type=section&id=Consolidated%20Income%20Statement) In the first half of 2025, the company achieved total operating revenue of 49.34 billion RMB, a 1.44% year-on-year increase, with net profit at 2.99 billion RMB, a 1.37% year-on-year decrease, and net profit attributable to owners of the parent company at 2.08 billion RMB, a 3.01% year-on-year increase Consolidated Income Statement Key Data (January-June 2025) | Indicator | January-June 2025 (RMB) | January-June 2024 (RMB) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Total Operating Revenue | 49,340,344,981.85 | 48,641,673,374.79 | 1.44% Increase | | Total Operating Costs | 46,785,652,816.07 | 46,206,400,614.00 | 1.25% Increase | | Operating Profit | 3,378,926,755.43 | 3,358,753,563.53 | 0.60% Increase | | Total Profit | 3,425,345,316.42 | 3,499,349,611.74 | 2.11% Decrease | | Net Profit | 2,988,665,863.17 | 3,030,152,740.60 | 1.37% Decrease | | Net Profit Attributable to Owners of the Parent Company | 2,076,581,358.73 | 2,015,831,383.14 | 3.01% Increase | | Minority Interests | 912,084,504.44 | 1,014,321,357.46 | 10.08% Decrease | Notes to Financial Statements [General Information (Company Background)](index=5&type=section&id=1.%20General%20Information) The company was incorporated in China on December 16, 1992, with H-shares and A-shares listed in 1996 and 1999, respectively, and as of June 30, 2025, its total share capital was 1,385,616,805 shares, with Hisense Air Conditioning as the controlling shareholder holding 37.29%, primarily engaged in R&D, manufacturing, and marketing of various home appliances and automotive air conditioning compressors - Company Incorporation Date: December 16, 1992[10](index=10&type=chunk) - H-share Listing Date: July 23, 1996 (HKEX); A-share Listing Date: July 13, 1999 (SZSE)[10](index=10&type=chunk) - Total Share Capital as of June 30, 2025: 1,385,616,805 shares, with Hisense Air Conditioning as the controlling shareholder holding **37.29%**[12](index=12&type=chunk) - Main Business: R&D, manufacturing, and marketing of refrigerators, household air conditioners, central air conditioners, freezers, washing machines, kitchen appliances, molds, automotive air conditioning compressors, and integrated thermal management systems[12](index=12&type=chunk) [Basis of Preparation of Financial Statements](index=6&type=section&id=2.%20Basis%20of%20Preparation%20of%20Financial%20Statements) The company's financial statements are prepared on a going concern basis in accordance with Chinese Enterprise Accounting Standards and relevant regulations from the China Securities Regulatory Commission, Shenzhen Stock Exchange, and Hong Kong Stock Exchange, using the accrual basis and historical cost as measurement bases - Basis of Preparation: Going concern assumption, adhering to Chinese Enterprise Accounting Standards and relevant disclosure requirements[13](index=13&type=chunk) - Accounting Basis: Accrual basis, measured at historical cost except for certain financial instruments[13](index=13&type=chunk) [Significant Accounting Policy Changes](index=6&type=section&id=3.%20Significant%20Accounting%20Policy%20Changes) There were no significant accounting policy changes in the current period, but the company retrospectively adjusted "Operating Costs" and "Selling Expenses" for 2024 based on Interpretation No 18 of the Accounting Standards for Business Enterprises, reclassifying warranty provisions to operating costs, which increased operating costs by 240 million RMB and decreased selling expenses by 240 million RMB in the first half of 2024 - No significant accounting policy changes in the current period[14](index=14&type=chunk) - 2024 Accounting Policy Change: Warranty provisions reclassified from "Selling Expenses" to "Cost of Sales" and "Other Operating Costs" based on Interpretation No 18 of the Accounting Standards for Business Enterprises[14](index=14&type=chunk) Impact of Accounting Policy Change on Consolidated Income Statement Items for H1 2024 | Item | Before Adjustment (RMB) | Adjustment (RMB) | After Adjustment (RMB) | | :--- | :--- | :--- | :--- | | Operating Costs | 38,291,675,401.05 | 240,034,724.24 | 38,531,710,125.29 | | Selling Expenses | 4,959,752,440.46 | -240,034,724.24 | 4,719,717,716.22 | [Segment Information](index=7&type=section&id=4.%20Segment%20Information) The company segments its operations by HVAC, refrigeration/washing, and other businesses, with external revenue in the first half of 2025 at 23.69 billion RMB for HVAC, 15.39 billion RMB for refrigeration/washing, and 6.61 billion RMB for other businesses, while overseas transaction revenue increased by 12.34% year-on-year to 20.45 billion RMB External Transaction Revenue by Business Segment for H1 2025 | Segment | External Transaction Revenue (RMB) | | :--- | :--- | | HVAC | 23,694,226,316.45 | | Refrigeration & Washing | 15,392,341,672.05 | | Other | 6,613,204,473.42 | | Total | 45,699,772,461.92 | Regional Transaction Revenue for H1 2025 | Region | January-June 2025 (RMB) | January-June 2024 (RMB) | | :--- | :--- | :--- | | Domestic Transaction Revenue | 25,248,768,513.67 | 25,328,122,655.20 | | Overseas Transaction Revenue | 20,451,003,948.25 | 18,205,328,605.92 | | Total | 45,699,772,461.92 | 43,533,451,261.12 | - Overseas transaction revenue increased by **12.34%** year-on-year[20](index=20&type=chunk) [Accounts Receivable](index=8&type=section&id=5.%20Accounts%20Receivable) As of June 30, 2025, the carrying value of accounts receivable was 12