目錄 2 公司資料 4 簡明綜合全面收益表 5 簡明綜合資產負債表 7 簡明綜合權益變動表 8 簡明綜合現金流量表 9 簡明綜合中期財務資料附註 15 管理層討論及分析 21 企業管治及其他資料 公司資料 董事會 執行董事 李舒野先生 （主席及行政總裁） 李晨女士 鄧淑儀女士 獨立非執行董事 廖啟宇先生 梁偉泉先生 文恩先生 審核委員會 廖啟宇先生 （主席） 梁偉泉先生 文恩先生 薪酬委員會 文恩先生 （主席） 李舒野先生 李晨女士 廖啟宇先生 梁偉泉先生 合規顧問 創陞融資有限公司 香港 灣仔 告士打道128號 祥豐大廈13樓B室 提名委員會 香港法律方面的法律顧問 梁偉泉先生 （主席） 廖啟宇先生 李舒野先生 鄧淑儀女士 文恩先生 授權代表 李晨女士 曾啟明先生 公司秘書 曾啟明先生 核數師 信永中和（香港）會計師事務所有限公司 香港 銅鑼灣 告士打道311號 皇室大廈17樓 麥振興律師事務所 香港 德輔道中259–265號 海外銀行大廈6樓 香港 新界葵涌 大連排道21–33號 宏達工業中心 1307室 中國 深圳市 光明區 馬田街道 石圍社區 將石路181號 A棟、B棟、G棟101及201單元 開曼群 ...

Financial Performance - Revenue for the six months ended September 30, 2025, was HK$1,022,822,000, an increase of 3.5% compared to HK$989,740,000 for the same period in 2024[14]. - Gross profit for the same period was HK$167,122,000, slightly down by 0.6% from HK$168,161,000 in 2024[14]. - Operating profit increased to HK$87,136,000, up 3.1% from HK$84,548,000 in the previous year[14]. - Profit before income tax rose to HK$54,102,000, a significant increase of 60.0% compared to HK$33,830,000 in 2024[14]. - Profit for the period was HK$50,431,000, showing a marginal increase from HK$50,139,000 in the prior year[14]. - Basic earnings per ordinary share attributable to owners of the Company for the period was HK8.31 cents, down from HK8.60 cents in 2024[14]. - Total comprehensive income for the period decreased to HK$76,725,000 in 2025 from HK$89,041,000 in 2024, a decline of 13.83%[17]. - Total expenses for the six months ended September 30, 2025, were HK$936,339,000, an increase of 4.1% from HK$899,406,000 in 2024[117]. Cash Flow and Liquidity - Net cash generated from operations for the six months ended September 30, 2025, was HK$141,514,000, down from HK$176,520,000 in the same period of 2024[27]. - The net cash inflow from operating activities was HK$114,965,000, compared to HK$137,436,000 in the previous year[27]. - The net cash outflow from financing activities was HK$88,671,000, reduced from HK$158,021,000 in the previous year[27]. - Cash and cash equivalents rose to HK$201,262,000 as of September 30, 2025, compared to HK$178,980,000 as of March 31, 2025, an increase of 12.45%[21]. - The Group's liquidity risk analysis shows total financial liabilities of HK$1,230,854,000 as of September 30, 2025[70]. Assets and Liabilities - Non-current assets totaled HK$1,642,621,000 as of September 30, 2025, slightly down from HK$1,644,958,000 as of March 31, 2025[19]. - Current assets decreased to HK$877,188,000 as of September 30, 2025, compared to HK$910,420,000 as of March 31, 2025, a reduction of 3.64%[19]. - Total liabilities decreased to HK$1,356,838,000 as of September 30, 2025, from HK$1,461,377,000 as of March 31, 2025, a decrease of 7.14%[21]. - Equity attributable to owners of the Company increased to HK$1,067,536,000 as of September 30, 2025, from HK$1,000,176,000 as of March 31, 2025, an increase of 6.71%[21]. Business Segments - The Group operates predominantly in three segments: Steels Distribution and Processing, Building Products Distribution, and Property Investment and Fund Management[103]. - The Steels Distribution and Processing Business contributed 79.4% to total selling and distribution costs, while the Building Products Distribution Business contributed 6.5%[108]. - Revenue from Hong Kong increased to HK$787,256,000, up 6.2% from HK$741,438,000 year-over-year, while revenue from Chinese Mainland decreased to HK$235,566,000, down 5.1% from HK$248,302,000[112]. Cost Management - Finance costs decreased significantly to HK$24,934,000 from HK$37,983,000, reflecting a reduction of 34.3%[14]. - Selling and distribution expenses were reduced to HK$6,797,000 from HK$8,989,000, indicating a decrease of 24.5%[14]. - General and administrative expenses increased to HK$73,397,000 from HK$67,627,000, representing an increase of 8.2%[14]. Market Conditions - The geopolitical tensions and supply chain disruptions have continued to impact the operating landscape in Hong Kong and the Chinese Mainland, affecting investment sentiment and infrastructure progress[197]. - The Group faced notable challenges in serving the regional construction and renovation market due to macro uncertainties and weak consumer confidence[197]. - Consumer confidence and private real estate market performance remain weak, leading to low transaction volumes[200]. Investments and Contributions - The Group's investment in the associate and joint venture decreased from HK$281,176,000 at the beginning of the period to HK$270,163,000 at the end of the period, a decline of approximately 3.9%[155]. - The share of loss from investments accounted for using the equity method was HK$8,871,000 for the six months ended 30th September 2025, compared to HK$13,032,000 for the same period in 2024, showing an improvement of approximately 31.5%[155]. - During the six months ended September 30, 2025, RECO and Plentiful contributed a total of US$2,927,000 (equivalent to HK$22,911,000) into HSO, compared to US$3,264,000 (equivalent to HK$25,493,000) in 2024[158]. Financial Risks - The Group's financial risk management includes exposure to market risk, credit risk, and liquidity risk, with no significant changes since the last annual financial statements[60]. - If interest rates on floating rate borrowings had been 100 basis points higher/lower, profit before income tax would have been approximately HK$10,460,000 lower/higher[72]. - The Group is subject to commodity price risk due to trading in steel products, with committed sales orders exceeding on-hand inventories[64].

Financial Performance - For the six months ended September 30, 2025, the group recorded revenue of approximately HKD 315.6 million, a decrease of about HKD 64.1 million or 16.9% compared to HKD 379.7 million for the same period in 2024[10]. - The group reported a gross profit of approximately HKD 2.0 million, a significant decrease of about HKD 22.7 million or 91.9% compared to HKD 24.7 million for the same period in 2024, resulting in a gross profit margin of approximately 0.6%[11]. - The net loss attributable to the company's owners for the reporting period was approximately HKD 12.9 million, compared to a net profit of approximately HKD 4.6 million for the six months ended September 30, 2024[16]. - Revenue for the six months ended September 30, 2025, was HKD 326,183,000, a decrease of 17.7% compared to HKD 396,854,000 for the same period in 2024[39]. - Gross profit for the same period was HKD 1,953,000, down from HKD 24,669,000, indicating a significant decline in profitability[39]. - The company reported a loss before tax of HKD 16,485,000, compared to a profit of HKD 6,101,000 in the previous year[39]. - The net loss for the period was HKD 12,924,000, compared to a profit of HKD 4,574,000 in the prior year[39]. - Basic and diluted loss per share was HKD 1.4 cents, compared to earnings of HKD 0.5 cents per share in the previous year[39]. Project and Contract Activity - The group completed 15 projects with a total original contract value of approximately HKD 279.1 million during the reporting period, while 23 new contracts were awarded with a total original contract value of approximately HKD 357.6 million[8]. - The total amount of transaction prices allocated to unsatisfied performance obligations as of September 30, 2025, was approximately HKD 658.6 million, compared to HKD 509.8 million as of September 30, 2024[8]. - The group aims to enhance project management effectiveness and implement strict cost control measures in response to increasing economic pressures and competition in the foundation and site preparation engineering sector[7]. - The group is actively seeking opportunities to expand its scope of work in the construction industry, with aspirations to become a general contractor for foundation engineering in the future[6]. Income and Expenses - Other income and gains for the reporting period reached approximately HKD 2.1 million, an increase of about HKD 0.9 million or 75.0% compared to HKD 1.2 million for the same period in 2024[12]. - Administrative expenses for the reporting period amounted to approximately HKD 19.7 million, an increase of about HKD 0.7 million or 3.7% compared to HKD 19.0 million for the same period in 2024[13]. - Financial costs for the reporting period were approximately HKD 0.9 million, an increase of about HKD 0.1 million or 12.5% compared to HKD 0.8 million for the six months ended September 30, 2024[14]. - The income tax credit for the reporting period was approximately HKD 3.6 million, while the tax expense for the six months ended September 30, 2024, was approximately HKD 1.5 million[15]. Assets and Liabilities - As of September 30, 2025, total assets were approximately HKD 272.1 million, down from approximately HKD 329.3 million as of March 31, 2025[18]. - Total liabilities as of September 30, 2025, were approximately HKD 134.4 million, a decrease from approximately HKD 194.1 million as of March 31, 2025[18]. - The company's equity attributable to owners was approximately HKD 137.7 million as of September 30, 2025, compared to approximately HKD 135.2 million as of March 31, 2025[19]. - Non-current assets decreased to HKD 64,965,000 from HKD 75,000,000 as of March 31, 2025[41]. - Current assets decreased to HKD 207,099,000 from HKD 254,335,000, reflecting a decline in contract assets and trade receivables[41]. - Current liabilities decreased to HKD 128,157,000 from HKD 184,122,000, primarily due to a reduction in trade and other payables[41]. - The group recorded a total revenue of 2,119,000 HKD from government subsidies for the six months ended September 30, 2025, compared to 1,208,000 HKD in the same period of 2024, marking a 75% increase[56]. Share Capital and Financing - The company completed a placement of up to 186,600,000 shares at a price of HKD 0.085 per share, raising approximately HKD 15.9 million in total proceeds[35]. - The net proceeds from the share placement, after deducting commissions and expenses, were approximately HKD 15.2 million[35]. - The total issued and paid-up share capital increased to 1,120,350,000 shares as of September 30, 2025, from 933,750,000 shares as of March 31, 2025, following a placement of 186,600,000 shares[79]. - The group did not obtain new bank loans during the six months ended September 30, 2025, while repaying approximately HKD 2,950,000 in bank loans[76]. - The group had unutilized borrowing facilities of HKD 40,000,000 as of September 30, 2025, down from HKD 44,327,000 as of March 31, 2025[77]. - The group's bank borrowings amounted to HKD 25,261,000 as of September 30, 2025, down from HKD 28,211,000 as of March 31, 2025[93]. Management and Governance - The group has established a risk management and internal control system, with three independent non-executive directors appointed to ensure adequate checks and balances[99]. - The group has complied with the corporate governance code, except for the separation of the roles of chairman and CEO, which are held by the same individual[99]. - The group has confirmed that all directors have complied with the standards set out in the securities trading code during the reporting period[100]. - The Audit Committee, consisting of three independent non-executive directors, has reviewed the unaudited condensed consolidated financial statements for the reporting period[114]. Shareholding Structure - As of September 30, 2025, Mr. Li Zhuojin holds 484,998,000 shares, representing 43.29% of the total issued shares of the company[101]. - Ms. Zhou Wenzhen, as the spouse of Mr. Li, is also deemed to hold 484,998,000 shares, equivalent to 43.29% of the total issued shares[102]. - The company has a total of 90,000,000 share options available for grant under the share option scheme as of September 30, 2025, which accounts for approximately 10% of the total issued ordinary shares[109]. - The company has no knowledge of any other company or individual holding any interests or short positions in the company's shares that require disclosure under the Securities and Futures Ordinance as of September 30, 2025[107]. - The company did not purchase, sell, or redeem any of its listed securities during the reporting period[111].

Financial Performance - Revenue for the six months ended September 30, 2025, was HKD 18.9 million, an increase of 60.17% compared to HKD 11.8 million for the same period in 2024[7] - Gross profit decreased to HKD 0.4 million, down 83.33% from HKD 2.4 million year-on-year[7] - Operating loss for the period was HKD 8.4 million, compared to an operating profit of HKD 8.9 million in the previous year[7] - Net profit attributable to equity holders was HKD 25.8 million, a decrease of 29.41% from HKD 36.6 million in the same period last year[7] - Basic and diluted earnings per share were 4.2 cents, down from 5.9 cents year-on-year[7] - The company reported a total comprehensive income of HKD 25.8 million for the period, down from HKD 34.0 million in the previous year[8] - The gross income from property sales was HKD 11.6 million for the six months ended September 30, 2025, compared to HKD 0 for the same period in 2024[15] - The company reported a profit attributable to equity holders of HKD 25.8 million for the six months ended September 30, 2025, down from HKD 36.6 million in 2024, reflecting a decrease of 29.32%[26] Assets and Liabilities - Total assets as of September 30, 2025, were HKD 6,276.1 million, a slight decrease from HKD 6,370.0 million as of March 31, 2025[9] - Total assets as of September 30, 2025, amounted to HKD 6,614.8 million, a decrease from HKD 6,681.1 million as of March 31, 2025[18] - The company’s total liabilities were HKD 309.9 million as of September 30, 2025, compared to HKD 328.1 million as of March 31, 2025, indicating a reduction of 5.67%[18] - The total assets less current liabilities amounted to HKD 9,187.6 million as of September 30, 2025, slightly down from HKD 9,212.6 million as of March 31, 2025[43] - The group’s current assets were reported at HKD 6,276.1 million as of September 30, 2025, compared to HKD 6,370.0 million as of March 31, 2025[43] - The group’s liabilities decreased to HKD 289.5 million in current liabilities as of September 30, 2025, from HKD 323.9 million as of March 31, 2025[43] Cash Flow - Cash and cash equivalents decreased to HKD 603.7 million from HKD 1,004.1 million year-on-year[11] - The net cash outflow from operating activities was HKD 170.6 million, compared to HKD 122.7 million in the prior year[11] - The company has a strong balance sheet with a net cash position of HKD 632.8 million as of September 30, 2025, down from HKD 859.1 million on March 31, 2025, with all loans due within one year[48] Dividends - The company plans to maintain an interim dividend of HKD 0.12 per share, consistent with the previous year[7] - The group announced an interim dividend of HKD 0.12 per share, consistent with the dividend from the same period last year[39] Investments and Projects - The group is progressing with the development of the "Jing Nan" project in Ap Lei Chau, which has received occupancy permits and is preparing for sales[44] - The group’s investment in the Sheraton Hotel in Hong Kong is accounted for using the equity method, with improvements in hotel performance partially offsetting declines in interest income[41] - The Hong Kong Sheraton Hotel, owned 35% by the company, has maintained a strong market reputation with high occupancy rates as group and business travelers return, contributing to significant growth in inbound tourist numbers expected by 2025[45] - The company is implementing new tourism strategies targeting high-end travelers, including yacht, horse racing, cruise, and eco-tourism experiences[45] - The company has announced a series of investment stimulus measures aimed at enhancing demand for high-end residential properties, including lowering the transaction price threshold for the "New Capital Investor Scheme" from HKD 50 million to HKD 30 million[46] Economic Outlook - The local economy is showing positive momentum, with a steady increase in inbound travelers and major events expected to support recovery through the remainder of this year and into 2026[46] - The luxury residential market in Hong Kong is showing signs of optimism, with record transactions in August 2025, indicating potential growth in the super luxury segment[46] Governance and Compliance - The board of directors will continue to review and monitor the company's corporate governance practices to maintain high standards of governance[58] - All directors have confirmed compliance with the securities trading standards during the specified period[59] - The company believes that the current arrangement of having the chairman and CEO remain in office is beneficial for the overall interests of the company and its shareholders[57] Employee and Operational Management - Employee expenses for the first half of the fiscal year reached HKD 30.8 million, excluding director remuneration, reflecting the company's commitment to its workforce[49] - The company is actively monitoring geopolitical and trade policy uncertainties that may impact its operations, maintaining a cautious risk management approach[47] - The company has not engaged in any purchases, sales, or redemptions of its listed securities during the first half of the fiscal year[54] Financial Income - Bank interest income for the six months ended September 30, 2025, was HKD 8.5 million, a decrease from HKD 23.7 million in the same period of 2024, representing a decline of 64.15%[21] - The fair value changes of financial investments recognized through profit or loss were HKD 11.7 million for the six months ended September 30, 2025, slightly up from HKD 11.1 million in 2024[22] - The fair value of financial investments as of September 30, 2025, was HKD 59.6 million, an increase from HKD 48.6 million as of March 31, 2025[33]

Financial Performance - Revenue for the six months ended September 30, 2025, was HK$2,711,814, a decrease of 9.6% from HK$3,001,360 in the same period of 2024[13] - Gross profit increased to HK$749,445, representing a gross margin of 27.6%, compared to HK$719,529 and a margin of 24.0% in 2024[13] - Profit for the period was HK$111,244, up 9.0% from HK$101,429 in the previous year[16] - Basic and diluted earnings per share increased to 8.1 HK cents, compared to 7.3 HK cents in the same period last year[13] - Total comprehensive income for the period was HK$160,637, down from HK$181,369 in 2024[16] - Other income and gains decreased to HK$79,996 from HK$110,371, reflecting a decline of 27.5%[13] - Selling and distribution expenses reduced to HK$266,510, down 20.0% from HK$333,425 in the previous year[13] - Administrative expenses decreased slightly to HK$391,326 from HK$406,949, a reduction of 3.9%[13] - Finance costs significantly decreased to HK$20,832, down 50.3% from HK$41,981 in the previous year[13] Assets and Liabilities - As of September 30, 2025, total assets less current liabilities amounted to HK$5,403,455,000, a slight decrease from HK$5,429,917,000 as of March 31, 2025[17] - Net current assets increased to HK$2,777,966,000 from HK$2,670,549,000, reflecting a growth of approximately 4%[17] - Non-current assets totaled HK$2,625,489,000, down from HK$2,759,368,000, indicating a decrease of about 5%[17] - Trade receivables rose significantly to HK$819,139,000, up from HK$662,790,000, representing an increase of approximately 24%[17] - Cash and bank balances slightly decreased to HK$1,607,123,000 from HK$1,633,407,000, a decline of about 2%[17] - Total equity increased to HK$4,846,904,000 from HK$4,769,169,000, marking an increase of approximately 2%[19] - Interest-bearing bank borrowings decreased to HK$245,745,000 from HK$539,424,000, a reduction of about 54%[17] - Lease liabilities increased to HK$140,387,000 from HK$118,519,000, reflecting an increase of approximately 18%[17] Dividends and Share Capital - Dividends declared decreased to HK$55,268,000 from HK$82,902,000, a decline of approximately 33%[19] - The interim dividend per ordinary share was declared at HK4.0 cents for the six months ended September 30, 2025, up from HK1.0 cent in 2024[54] - The issued capital remains stable at HK$69,085,000, indicating no changes in share issuance[20] - The issued share capital of the Company is 1,381,696,104 shares as of September 30, 2025[156] Cash Flow and Operations - Cash generated from operations increased significantly to HK$467,728,000 for the six months ended September 30, 2025, compared to HK$157,030,000 in the same period of 2024, representing a growth of 197%[22] - Net cash flows from operating activities reached HK$468,247,000, up from HK$147,910,000, indicating a substantial increase of 216% year-over-year[22] - The net cash flows used in investing activities were HK$944,878,000, compared to HK$343,891,000 in the previous year, reflecting an increase of 175%[22] - Cash and cash equivalents at the end of the period decreased to HK$679,666,000 from HK$1,564,742,000, a decline of 57%[22] Segment Performance - Segment revenue for textile and garment was HK$2,265,919,000, a decrease of 8.5% from HK$2,476,315,000 in the previous year[37] - Retailing and distribution segment revenue decreased to HK$445,693,000, down 15% from HK$523,893,000[37] - Total consolidated revenue for the six months ended September 30, 2025, was HK$2,764,557,000, a decline of 10.2% compared to HK$3,079,205,000 in the same period last year[37] - Profit before tax increased to HK$147,709,000, up 9.5% from HK$134,690,000 year-over-year[37] Taxation - Current tax for the six months ended 30 September 2025 was HK$26,023,000, a decrease from HK$29,753,000 in the same period of 2024[48] - Deferred tax increased to HK$10,442,000 for the six months ended 30 September 2025, compared to HK$3,508,000 in 2024[48] - The Group's effective tax rate for Hong Kong profits tax remained at 16.5% for both periods ended 30 September 2025 and 2024[49] Strategic Initiatives - The Group's strategic "China + Vietnam" dual-location manufacturing model has helped mitigate regional risks and reduce dependency on single-location production[97] - The Group is actively expanding its domestic sales footprint in Mainland China while strengthening customer bases in Japan, Korea, Europe, and the United States[148] - The Group plans to implement stringent controls on procurement, labor costs, and energy consumption to enhance operational efficiency[142] - The Group will prioritize the expansion of its e-commerce business by leveraging direct sales and strategic partnerships with leading online shopping platforms[149] Governance and Compliance - The company complied with all code provisions of the Corporate Governance Code throughout the accounting period, except for a deviation regarding the attendance of the chairman at the annual general meeting[174][175] - The Audit Committee, consisting of three independent non-executive directors, reviewed the interim report and risk management processes during the review period[166][167] Future Outlook - Future outlook remains positive with projected revenue growth of 15% year-over-year for the next fiscal year[181] - The company has set a performance guidance of $200 million in net income for the next fiscal year[181] - Cost management initiatives are expected to reduce operational expenses by 5%[181]

Executive Compensation - The company reported a total compensation of RMB 565,000 for the CEO in the fiscal year 2024, which includes a salary of RMB 400,000 and other benefits[5] - In the fiscal year 2023, the CEO's total compensation was RMB 416,000, with no additional benefits reported[5] - The company is committed to transparency regarding executive compensation as per the listing rules[3] Leadership Changes - The company has appointed Mr. Zhou Zhiwei as CEO on August 1, 2023, and he will resign on December 1, 2024[4] Financial Reporting - The financial reports for the fiscal years 2023 and 2024 have been published, detailing the company's performance and future outlook[3] - The board of directors has confirmed that all other information in the annual reports remains unchanged[5] - The company is focused on maintaining compliance with regulatory requirements in its financial disclosures[3] - The fiscal year 2023 ended on December 31, 2023, and the fiscal year 2024 will end on December 31, 2024[3] - The company emphasizes the importance of accurate and complete financial reporting to stakeholders[1] Governance Structure - The board consists of both executive and non-executive directors, ensuring a diverse governance structure[6]

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告之內容概不負責，對其準確性 或完整性亦不發表任何聲明，並明確表示，概不對因本公告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。 JF SmartInvest Holdings Ltd 九方智投控股有限公司 （於開曼群島註冊成立的有限公司） （股份代號：9636） 完成更改每手買賣單位及 有關2024年年度報告 的補充公告 完成更改每手買賣單位 茲提述九方智投控股有限公司（「本公司」）日期為2025年11月17日的公告，內容 有關建議將本公司普通股（「股份」）於香港聯合交易所有限公司（「聯交所」）買賣 之每手買賣單位由500股股份更改為100股股份（「更改每手買賣單位」）。本公司董 事（「董事」）會（「董事會」）謹此宣佈，更改每手買賣單位已於2025年12月8日（星 期一）生效。 有關2024年年度報告的補充公告 2024年股份激勵計劃 茲亦提述本公司日期為2024年9月27日的公告，內容有關採納2024年股份激勵計 劃。根據2024年股份激勵計劃的條款，受限制股份單位參與者毋須就接納據此授 出的獎勵支付任何款項。 1 2023年 ...

目錄 本中期報告以環保紙張印刷 2 公司資料 3 財務摘要 4 主席報告 6 管理層討論及分析 13 綜合損益表 14 綜合全面收益表 15 綜合財務狀況表 17 綜合權益變動表 18 綜合現金流量表 19 中期財務報表附註 27 企業管治及其他資料 公司資料 董事局 執行董事 李遠康先生 （主席） 李堃綸先生 （集團行政總裁） 李易舫女士 非執行董事 鄭仲勳先生 黃志堅先生 李遠康先生 郭兆文先生 董事委員會 審核委員會 蘇智文先生 （主席） 黃志堅先生 蔡嘉祐女士* 薪酬委員會 鄧文慈先生 （主席） 李遠康先生 蘇智文先生 提名委員會 獨立非執行董事 鄧文慈先生 蘇智文先生 蔡嘉祐女士* 授權代表 李遠康先生 （主席） 鄧文慈先生 蘇智文先生 蔡嘉祐女士* 公司秘書 郭兆文先生 法律顧問 有關香港法律 程彥棋律師樓 公司網址 www.tsuiwah.com * 於2025年6月28日獲委任 獨立核數師 畢馬威會計師事務所 執業會計師 於香港法例第588章會計及財務匯報局條例下的 註冊公眾利益實體核數師 主要往來銀行 渣打銀行（香港）有限公司 華僑銀行（香港）有限公司 恒生銀行有限公司 上市資料 註冊辦事處 ...

Financial Performance - The group's revenue for the six months ended September 30, 2025, was HKD 1,925.5 million, a 125.9% increase from HKD 852.5 million in the same period last year, primarily due to the completion of new projects in mainland China generating sales revenue of HKD 1,125.8 million[11]. - The group recorded a basic loss attributable to shareholders of HKD 478.6 million, a slight increase of HKD 4.3 million compared to a loss of HKD 474.3 million in the same period last year[11]. - Revenue for the six months ended September 30, 2025, was HKD 1,925.5 million, a significant increase of 126.5% compared to HKD 852.5 million in the same period of 2024[87]. - Gross profit for the same period was HKD 364.3 million, up 21.7% from HKD 299.4 million year-on-year[87]. - The company reported a loss before tax of HKD 454.5 million, a slight improvement from a loss of HKD 490.3 million in the previous year[87]. - Total comprehensive loss for the period was HKD 307.8 million, compared to HKD 220.1 million in the same period last year[88]. - The group's attributable loss for the period was HKD 478.6 million, compared to a loss of HKD 474.3 million in the previous year, indicating a slight increase in losses[106]. - The company reported a basic and diluted loss per share of HKD 32.2, compared to HKD 31.9 in the previous year[87]. - The company reported a total comprehensive loss of HKD (266.8) million for the period, reflecting the impact of market conditions on financial performance[93]. Assets and Liabilities - The total assets of the group as of September 30, 2025, were HKD 43,264.0 million, compared to HKD 43,029.2 million as of March 31, 2024[8]. - The group’s total liabilities increased to HKD 18,290.1 million from HKD 17,097.1 million as of March 31, 2024[8]. - As of September 30, 2025, the company's non-current liabilities totaled HKD 11,360.6 million, a decrease from HKD 13,090.3 million as of March 31, 2025, representing a reduction of approximately 13.2%[91]. - The company's total equity attributable to owners was HKD 22,210.9 million as of September 30, 2025, down from HKD 22,475.9 million as of March 31, 2025, indicating a decline of about 1.2%[91]. - The company's total assets were reported at HKD 24,973.9 million as of September 30, 2025, compared to HKD 25,279.9 million as of March 31, 2025, reflecting a decrease of approximately 1.2%[91]. - The net debt as of September 30, 2025, was HKD 10,721.8 million, compared to HKD 10,141.3 million as of March 31, 2025[42]. - The capital debt ratio as of September 30, 2025, was 48.3%, an increase from 45.1% as of March 31, 2025[45]. Property Development and Sales - The flagship project, Discovery Bay, continues to advance the "Discovery Bay 2.0 Blueprint," which will add over 1.3 million square feet of gross floor area and provide over 1,400 residential units[14]. - The luxury residential project Linhai Mountain City in Tai Po continues to see robust local demand, with significant interest from mainland and overseas buyers[16]. - The total number of units for the residential project Yu Jing Wan Yi Ti is 196, with all units sold, generating sales revenue of HKD 34 million during the period[17]. - For the residential project Yu Jing Wan Yi Feng, 11 out of 21 garden houses have been sold, resulting in sales revenue of HKD 49 million[17]. - The residential project Tai Po Lin Hai Shan Cheng has 262 units, with 139 sold, contributing sales revenue of HKD 815 million during the period[17]. - The total cumulative sales revenue for the Hangzhou low-density residential project Ou Xian Li is approximately RMB 216 million, with all units sold starting occupancy in April 2024[20]. - The Shanghai low-density residential project Xing Yun Jian has cumulative sales revenue of approximately RMB 1,238 million, with all sold units delivered by August 2025[20]. - The property development segment generated revenue of HKD 1,273.5 million, compared to HKD 187.1 million in the previous year, indicating a growth of about 581.5%[104]. Investment and Financial Management - The average financing cost for the period was 3.5%, down from 5.7% in the same period last year[47]. - The company engaged in significant investment activities, with net cash outflow from investment activities amounting to HKD (70.7) million, compared to HKD (59.6) million in the previous year[98]. - The company reported a foreign exchange gain of HKD 87.4 million from joint ventures during the period, contributing positively to other comprehensive income[93]. - The company recognized a total comprehensive loss of HKD (266.8) million for the period, reflecting the impact of market conditions on financial performance[93]. - The company has provided an unsecured and interest-free loan of HKD 4,440.3 million to the Dazhongli Group for development expenses, holding a 50% interest in the group[76]. - The group has also provided a loan of HKD 2,040.9 million to the joint venture company, Jiafeng, for residential property development, with HKD 69.1 million allocated for operating capital[73]. Operational Developments - The group plans to upgrade the Discovery Bay Golf Club and the waterfront clubhouse, with major construction expected to commence in Q4 2025[15]. - The group has successfully hosted several large-scale events, including the largest beach music festival in Hong Kong, enhancing community engagement and vibrancy[15]. - The group plans to introduce new electric buses and has initiated a pilot for autonomous buses, expected to be operational by Q1 2026[25]. - The group has implemented strict cost control measures and streamlined operations to enhance resilience and operational efficiency in response to market changes[35]. Shareholder Information - The largest shareholder, CCM Trust (Cayman) Limited, holds 715,617,969 shares, representing 48.17% of the issued share capital[61]. - The total number of share options available for issuance under the 2021 plan is 148,530,180 shares, accounting for 10% of the company's issued share capital as of November 19, 2025[56]. - The company has not granted or exercised any share options under the 2011 plan during the period, with 220,000 options lapsing[58]. - The company has a total of 1,485,301,803 shares issued as of the mid-term report date[57].

Project Management - As of September 30, 2025, the Group had six major projects on hand, each with an awarded contract sum of HK$10.0 million or above[11] - During the six months ended September 30, 2025, the Group successfully completed two major projects, each with an awarded contract sum of HK$10.0 million or above[11] - The Group was awarded two sizeable contracts during the same period, with an aggregate contract sum exceeding HK$1 billion[12] - The Group aims to diversify its customer base and enhance its reputation by ensuring timely project completion with high quality and implementing cost-effective measures[12] Financial Performance - The Group's revenue increased by approximately HK$67.7 million or approximately 11.7%, from approximately HK$580.3 million for the six months ended 30 September 2024 to approximately HK$648.0 million for the six months ended 30 September 2025[20][24] - Revenue from building construction services increased by approximately HK$198.0 million or approximately 44.4%, from approximately HK$446.3 million to approximately HK$644.3 million during the same period[21][25] - Revenue from RMAA works services significantly decreased by approximately HK$130.3 million or approximately 97.2%, from approximately HK$134.0 million to approximately HK$3.7 million[22][26] - The gross profit increased by approximately HK$6.2 million or approximately 36.7%, from approximately HK$16.9 million to approximately HK$23.1 million, with a gross profit margin increase from approximately 2.9% to approximately 3.6%[28][31] - The gross profit from building construction services increased by approximately HK$7.6 million or approximately 49.7%, with a gross profit margin increase from approximately 3.4% to approximately 3.6%[29][32] - The gross profit from RMAA works services decreased by approximately HK$1.4 million or approximately 87.5%, but the gross profit margin increased from approximately 1.2% to approximately 5.4%[33][36] - The Group's net profit increased by approximately HK$1.3 million or 26.0%, from approximately HK$5.0 million for the six months ended 30 September 2024 to approximately HK$6.3 million for the six months ended 30 September 2025[41] - The net profit margin improved to approximately 1.0% for the six months ended 30 September 2025, up from 0.9% in the previous period, representing an increase of 0.1 percentage point[41] Costs and Expenses - The cost of sales increased by approximately HK$61.5 million or approximately 10.9%, from approximately HK$563.4 million to approximately HK$624.9 million[27][30] - Other income, other gains and losses decreased by approximately HK$4.6 million or approximately 60.5%, from approximately HK$7.6 million to approximately HK$3.0 million[34][37] - Administrative expenses remained stable at approximately HK$18.7 million for both periods[35][38] - Finance costs decreased by approximately HK$45,000 or approximately 16.8%, from approximately HK$268,000 to approximately HK$223,000[39] Taxation and Compliance - The income tax expense rose by approximately HK$0.2 million or 33.3%, from approximately HK$0.6 million for the six months ended 30 September 2024 to approximately HK$0.8 million for the six months ended 30 September 2025[43] - The effective tax rate increased to approximately 11.5% for the six months ended 30 September 2025, compared to 10.0% for the same period in 2024[43] - The Group has complied with all applicable code provisions of the Corporate Governance Code during the six months ended September 30, 2025[69] - The group has complied with all relevant laws and regulations that significantly impact its business and operations during the reporting period[79] Shareholder Information - The shares of the Company were listed on the Main Board of The Stock Exchange of Hong Kong Limited on February 27, 2019[10] - The group has resolved not to declare any interim dividend for the six months ended September 30, 2025, consistent with the previous year[80] - The company adopted a share option plan on January 21, 2019, with 80,000,000 options available for grant, representing 10% of the issued shares as of April 1, 2025, and September 30, 2025[84] - As of September 30, 2025, no share options have been granted, exercised, or expired under the share option plan[84] - The share award plan was adopted on July 31, 2020, involving existing shares only, with no new shares to be issued[85] - As of September 30, 2025, 6,796,000 shares were held by the trustee under the share award plan, representing approximately 0.8% of the issued shares[86] - No shares have been granted to eligible participants under the share award plan since its adoption[86] Assets and Liabilities - Total assets as of September 30, 2025, were HK$887,318,000, an increase from HK$785,329,000 as of March 31, 2025[127] - Current assets increased to HK$610,211,000 from HK$505,137,000, reflecting a growth of 20.8%[127] - Current liabilities rose to HK$375,110,000, up from HK$260,715,000, indicating a 43.7% increase[127] - The Group's total trade payables rose to HK$131,620,000 as of September 30, 2025, from HK$76,820,000 as of March 31, 2025[178] - Retention payables increased to HK$81,072,000 as of September 30, 2025, compared to HK$71,713,000 as of March 31, 2025[178] Cash Flow and Financing - The company reported a decrease in cash generated from operations, which fell to HK$83,439 from HK$86,947 year-over-year[133] - Net cash from operating activities for the six months ended September 30, 2025, was HK$83,175, a decrease of 0.7% from HK$86,787 in 2024[133] - New bank borrowings raised amounted to HK$13,000, significantly higher than HK$5,000 in the previous year[134] - The Group fully drew a banking facility of HK$3,000,000 during the interim period, which was used to finance the acquisition of land and buildings[182] Management and Governance - The board of directors consists of seven members, including three executive directors, one non-executive director, and three independent non-executive directors[75] - Mr. KY Tsang ceased to be a member of the nomination committee, and Ms. Chan Lok Man was appointed as a member effective June 27, 2025[112] - The condensed consolidated financial statements for the six months ended September 30, 2025, were reviewed by the audit committee of the Board[113] - Deloitte Touche Tohmatsu conducted the review of the condensed consolidated financial statements[125] Related Party Transactions - Significant related party transactions were disclosed in note 15 of the condensed consolidated financial statements, but none constituted connected transactions[104] - No connected transactions were entered into by the Group during the six months ended September 30, 2025[103] Employee Information - Key management personnel compensation for the six months ended September 30, 2025, totaled HK$2,599,000, an increase from HK$2,494,000 in the same period of 2024[192] - Employee benefit expenses (excluding directors' remuneration) for the six months ended September 30, 2025, were HK$42,131,000, down from HK$45,485,000 in 2024, a decrease of 7.3%[158]