2025 年度報告 Moon Inc. 恆月控股有限公司 :1723 (於開曼群島註冊成立的有限公司) 股份代號 (Incorporated in the Cayman Islands with limited liability) Stock Code :1723 Moon Inc. 恆月控股有限公司 2025 Annual Report Moon Inc. 恆月控股有限公司 ANNUAL REPORT 2025 年度報告 目錄 | 公 司 資 料 | 2 | | --- | --- | | 主 席 報 告 | 3 | | 管 理 層 討 論 析 及 分 | 5 | | 董 事 及 高 級 管 理 層 履 歷 詳 情 | 11 | | 企 業 管 治 報 告 | 16 | | 董 事 會 報 告 | 33 | | 獨 立 核 數 師 報 告 | 47 | | 綜 合 損 益 其 他 全 收 益 表 及 面 | 52 | | 綜 合 財 務 狀 況 表 | 53 | | 綜 合 權 益 變 動 表 | 54 | | 綜 合 現 金 流 量 表 | 55 | | 綜 合 財 務 報 表 附 註 | 56 | | ...

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責，對其準確性或完 整性亦不發表任何聲明，並明確表示，概不對因本公告全部或任何部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。 Prada S.p.A. （股份代號：1913） 截至二零二五年六月三十日止 六個月期間的 綜合業績公告 1 - Prada集團錄得收益淨額2,740百萬歐元，按固定匯率計，較二零二四年同期 增加9%； - 相比二零二四年同期，零售銷售淨額按固定匯率計增加10%； - 按固定匯率計，Prada品牌的零售銷售淨額減少2%，而Miu Miu的零售銷售 淨額增加49%； - 相比二零二四年同期，所有地區的零售銷售淨額按固定匯率計均錄得增長： 中東+26%、美洲+12%、亞太區+10%、歐洲+9%及日本+4%； - 經調整EBIT為619百萬歐元，相等於收益淨額的22.6%； - 本集團收入淨額為386百萬歐元； - 於二零二五年六月三十日，財務盈餘淨額為352百萬歐元。 Prada集團的資料 Prada S.p.A.（「Prada」或「本公司」），連同其附屬公司（統稱「本集團」或「Prada集 團」）於香港聯 ...

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責，對其準確性 或完整性亦不發表任何聲明，並明確表示概不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。 Contemporary Amperex Technology Co., Limited 寧德時代新能源科技股份有限公司 （於中華人民共和國註冊成立的股份有限公司） （股份代號：3750） 截至2025年6月30日止六個月的中期業績公告 寧德時代新能源科技股份有限公司（「本公司」）董事會（「董事會」）謹此公佈本公 司及其附屬公司截至2025年6月30日止六個月的未經審核中期業績。本公告載有 本公司2025年中期報告全文，符合香港聯合交易所有限公司證券上市規則有關中 期業績初步公告所附資料的相關規定。 刊發中期業績公告及中期報告 本業績公告將刊載於香港聯合交易所有限公司網站( www.hkexnews.hk )及本公司 網站( www.catl.com )。 2025年中期報告將刊載於上述香港聯合交易所有限公司及本公司網站，並將適時 寄發予已表示希望收取印刷本的本公司股東。 2025年中期股息及暫停辦理股份 ...

[Chairman Statement](index=3&type=section&id=Chairman%20Statement) [Chairman Statement](index=3&type=section&id=Chairman%20Statement) The company faced a challenging fiscal year 2025 with sharply declining revenue due to increased LNG supply and is currently undergoing business and debt restructuring | Metric | FY2025 | FY2024 | YoY Change | | :--- | :--- | :--- | :--- | | Total Operating Turnover | Approx. RMB 808 million | Approx. RMB 4.97 billion | -83.7% | | Loss after tax | Approx. RMB 1.993 billion | Approx. RMB 522 million | Loss widened by 281.8% | - The performance decline was primarily caused by increased imported LNG supply, which intensified market competition and led to a significant drop in LNG selling prices[4](index=4&type=chunk) - The company is currently undergoing **business and debt restructuring** to address market challenges and internal reorganization risks[6](index=6&type=chunk) - Looking ahead, the company will continue to expand its natural gas business, believing China's "dual carbon" policy will create growth opportunities[7](index=7&type=chunk)[9](index=9&type=chunk) [Management Discussion and Analysis](index=5&type=section&id=Management%20Discussion%20and%20Analysis%20of%20the%20Group%20Financial%20Review) [BUSINESS REVIEW](index=5&type=section&id=BUSINESS%20REVIEW) The Group's performance declined severely due to substantial impairment losses on prepayments to a supplier and trade receivables from customers - The poor performance this fiscal year was mainly attributable to two significant impairment provisions: - An impairment of **approximately RMB 1.34 billion** on prepayments to a supplier[16](index=16&type=chunk) - An impairment of **approximately RMB 446 million** on trade receivables from two customers[16](index=16&type=chunk) | Business Segment | FY2025 | FY2024 | YoY Change | | :--- | :--- | :--- | :--- | | **LNG Production and Sales** | | | | | Production Volume | 484 million m³ | 442 million m³ | +9.5% | | Revenue | RMB 525 million | RMB 983 million | -46.6% | | Gross Profit Margin | 7.8% | 5.4% | +2.4pp | | **Oil and Gas Trading** | | | | | Revenue | RMB 231 million | RMB 3.943 billion | -94.1% | | Gross Profit Margin | 0.4% | 0.6% | -0.2pp | - The piped gas business (Huaheng Energy) was classified as a discontinued operation and deconsolidated, resulting in a loss of **approximately RMB 35 million**, due to the non-renewal of its gas operating license and a dispute with its partner Guizhou Gas[23](index=23&type=chunk)[35](index=35&type=chunk)[36](index=36&type=chunk) - Despite intense market competition and ongoing restructuring, management believes China's low-carbon goals will support the long-term stable growth of the natural gas market[38](index=38&type=chunk)[39](index=39&type=chunk) [FINANCIAL REVIEW](index=9&type=section&id=FINANCIAL%20REVIEW) The Group's financial position deteriorated sharply, marked by a significant revenue drop, soaring impairment losses, and severe liquidity pressure with substantial loan defaults | Financial Metric | FY2025 | FY2024 | YoY Change | | :--- | :--- | :--- | :--- | | Turnover | RMB 808 million | RMB 4.97 billion | -83.7% | | Gross Profit | RMB 44 million | RMB 82 million | -46.3% | | Gross Profit Margin | 5.5% | 1.6% | +3.9pp | | Impairment losses under ECL model | RMB 1.866 billion | RMB 508 million | +267.3% | | Liquidity Metric | 31 March 2025 | 31 March 2024 | | :--- | :--- | :--- | | Bank Balances and Cash | RMB 10 million | RMB 11 million | | Net Current (Liabilities)/Assets | (RMB 1.634 billion) | RMB 293 million | | Current Ratio | 0.41 | 1.15 | | Gearing Ratio | -1.20 | 1.54 | - As of 31 March 2025, the Group had defaulted on bank borrowings of **approximately RMB 1.043 billion**, which triggered cross-defaults on other bank borrowings of **approximately RMB 72 million**[63](index=63&type=chunk) - To alleviate liquidity pressure, the Group is actively negotiating with lenders for renewals and extensions and seeking potential strategic investors[64](index=64&type=chunk) [Corporate Governance Report](index=13&type=section&id=Corporate%20Governance%20Report) [Board of Directors & Committees](index=14&type=section&id=Board%20of%20Directors%20%26%20Committees) The Board comprises six directors, meeting listing rule requirements, with a disclosed deviation where the Chairman and CEO roles are combined - The Board consists of 6 directors, including 2 executive directors and 4 independent non-executive directors, in compliance with the Listing Rules[90](index=90&type=chunk) - A deviation from the Corporate Governance Code was disclosed: the roles of **Chairman and Chief Executive Officer are both held by Mr. Wang Jianqing**, which the Board believes enhances efficiency[118](index=118&type=chunk)[119](index=119&type=chunk) - The Audit Committee, comprising four independent non-executive directors, held six meetings during the year to review financial reports and internal control systems[134](index=134&type=chunk)[142](index=142&type=chunk)[143](index=143&type=chunk) [Risk Management and Internal Controls](index=31&type=section&id=Risk%20Management%20and%20Internal%20Controls) The Group has an established risk management framework and conducted an annual review confirming the effectiveness of its internal control systems - The Board has conducted an annual review of the effectiveness of the Group's risk management and internal control systems, covering financial, operational, and compliance controls, and considers them **effective and adequate**[175](index=175&type=chunk)[176](index=176&type=chunk) - The Group has engaged an independent external professional firm to review its internal control systems periodically to provide an objective assessment[172](index=172&type=chunk) [Disclaimer of Opinion Regarding Going Concern](index=37&type=section&id=Disclaimer%20of%20Opinion%20Regarding%20Going%20Concern) The independent auditor issued a disclaimer of opinion on the Group's ability to continue as a going concern due to multiple material uncertainties - The auditor's **disclaimer of opinion** stems from multiple material uncertainties that cast significant doubt on the Group's ability to continue as a going concern[206](index=206&type=chunk) | Metric | Amount | | :--- | :--- | | Net loss from continuing operations | Approx. RMB 1.958 billion | | Bank borrowings and guaranteed notes due within 12 months | Approx. RMB 1.303 billion | | Cash and cash equivalents | Approx. RMB 10 million | | Defaulted or cross-defaulted borrowings and notes | Approx. RMB 1.30 billion | - To address going concern issues, the Group is implementing plans including: - **Debt restructuring** through a legal scheme of arrangement[217](index=217&type=chunk)[218](index=218&type=chunk) - Seeking new strategic investors and funding sources, and considering the disposal of certain pipeline assets[217](index=217&type=chunk)[218](index=218&type=chunk) - Communicating with creditors to resolve pending litigations and maintain the status quo[217](index=217&type=chunk)[218](index=218&type=chunk) - Optimizing operational strategies to improve cash generation[217](index=217&type=chunk)[218](index=218&type=chunk) - The company anticipates that the successful implementation of these measures will improve its financial position and lead to the removal of the disclaimer of opinion in the next auditor's report[219](index=219&type=chunk) [Biographical Details of Directors](index=41&type=section&id=Biographical%20Details%20of%20Directors) [Biographical Details of Directors](index=41&type=section&id=Biographical%20Details%20of%20Directors) This section provides detailed profiles of the company's directors, highlighting their professional experience and relationships - Executive Director **Mr. Wang Jianqing (aged 56)** has extensive experience in the energy and trading industries and serves as both Chairman and Chief Executive Officer[221](index=221&type=chunk) - Executive Director **Mr. Bao Jun (aged 57)** has over 20 years of experience in project investment, construction, and operational management[223](index=223&type=chunk) - Executive Directors **Mr. Wang Jianqing and Mr. Bao Jun are cousins**[227](index=227&type=chunk)[229](index=229&type=chunk) - The four independent non-executive directors possess deep professional backgrounds in finance, accounting, risk management, or commodity trading[225](index=225&type=chunk)[233](index=233&type=chunk)[238](index=238&type=chunk)[244](index=244&type=chunk) [Directors' Report](index=45&type=section&id=Directors'%20Report) [Directors' Report](index=45&type=section&id=Directors'%20Report) The report outlines the company's principal activities, discloses customer and supplier concentration, and confirms compliance with public float requirements | Concentration Metric | Percentage of Total | | :--- | :--- | | Sales to largest customer | 23% | | Sales to five largest customers | 60% | | Purchases from largest supplier | 32% | | Purchases from five largest suppliers | 67% | - The company adopted a share option scheme on 4 October 2021, but **no options have been granted** since its adoption[334](index=334&type=chunk)[348](index=348&type=chunk) - The company maintained a sufficient public float of **not less than 25%** during the fiscal year, in compliance with the Listing Rules[356](index=356&type=chunk) - There was a change of auditor, with SHINEWING (HK) CPA Limited resigning on 22 January 2025 and **Parker Randall CF (H.K.) CPA Limited** being appointed on 28 January 2025[357](index=357&type=chunk) [Independent Auditor's Report](index=62&type=section&id=Independent%20Auditor's%20Report) [Independent Auditor's Report](index=62&type=section&id=Independent%20Auditor's%20Report) The auditor issued a disclaimer of opinion on the financial statements due to material uncertainties regarding going concern and insufficient evidence on opening balances - The auditor **does not express an opinion** on the consolidated financial statements for the fiscal year[365](index=365&type=chunk) - **Basis for Disclaimer of Opinion 1: Material Uncertainty Related to Going Concern** - The Group recorded a significant loss, has substantial short-term maturing debts and defaulted loans, against minimal cash reserves, and the auditor could not obtain sufficient evidence regarding the success of the company's mitigation plans[367](index=367&type=chunk)[368](index=368&type=chunk) - **Basis for Disclaimer of Opinion 2: Opening Balances of Other Receivables** - The auditor was unable to obtain sufficient appropriate audit evidence regarding the potential impairment of prepayments of **approximately RMB 1.557 billion** to a supplier as of 31 March 2024, affecting the financial results of both FY2024 and FY2025[372](index=372&type=chunk) - The report notes that the prior year's financial statements were audited by another auditor who also issued a disclaimer of opinion due to multiple uncertainties related to going concern[373](index=373&type=chunk) [Consolidated Financial Statements](index=66&type=section&id=Consolidated%20Financial%20Statements) [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=66&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) The Group's loss widened significantly in FY2025, driven by a sharp revenue decline and massive impairment losses under the expected credit loss model | Item | FY2025 (RMB'000) | FY2024 (RMB'000, Restated) | | :--- | :--- | :--- | | Total operating turnover | 807,820 | 4,969,826 | | Gross profit | 44,036 | 81,595 | | Impairment losses under ECL model | (1,865,601) | (507,777) | | Loss before tax | (1,965,074) | (513,877) | | Loss for the year | (1,992,981) | (522,274) | | Loss for the year attributable to owners of the Company | (1,916,096) | (497,270) | | Basic loss per share (RMB cents) | (29.27) | (7.60) | [Consolidated Statement of Financial Position](index=69&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) The Group's balance sheet shows a severe deterioration, shifting from a net asset position to a significant capital deficiency of RMB 1.08 billion | Item | 31 March 2025 (RMB'000) | 31 March 2024 (RMB'000, Restated) | | :--- | :--- | :--- | | Total assets | 1,697,994 | 2,861,776 | | Total liabilities | 2,780,570 | 1,975,441 | | Net current (liabilities)/assets | (1,633,984) | 292,837 | | Total (capital deficiency)/equity | (1,082,576) | 886,335 | [Consolidated Statement of Cash Flows](index=73&type=section&id=Consolidated%20Statement%20of%20Cash%20Flows) The Group's net cash used in operating activities improved significantly, but its overall cash position remains extremely tight with only RMB 10.5 million at year-end | Item | FY2025 (RMB'000) | FY2024 (RMB'000, Restated) | | :--- | :--- | :--- | | Net cash used in operating activities | (7,443) | (406,395) | | Net cash (used in)/from investing activities | (330) | 308,508 | | Net cash from financing activities | 5,322 | 35,861 | | Net decrease in cash and cash equivalents | (2,451) | (62,026) | | Cash and cash equivalents at end of year | 10,498 | 10,688 | [Notes to the Consolidated Financial Statements](index=75&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) The notes highlight material uncertainties regarding going concern, prior year restatements, and massive impairments on receivables that drove the annual loss - **Material Uncertainty Related to Going Concern (Note 2.1)**: The Group's ability to continue as a going concern is in significant doubt due to substantial losses, large short-term maturing debts, and loan defaults, with management outlining various mitigating measures[404](index=404&type=chunk)[405](index=405&type=chunk) - **Prior Year Restatement (Note 2.2)**: Due to a change in the ECL assessment method for two major customers, the **impairment loss for FY2024 was increased by RMB 351 million**, restating the FY2024 loss from RMB 171 million to RMB 522 million[422](index=422&type=chunk)[428](index=428&type=chunk) - **Discontinued Operation (Note 12)**: The piped gas business (Huaheng Energy) was deconsolidated due to a loss of control following a dispute with partner Guizhou Gas, resulting in a confirmed loss of **approximately RMB 34.74 million**[761](index=761&type=chunk)[767](index=767&type=chunk) - **Impairment of Trade and Other Receivables (Note 26)**: An impairment loss of **RMB 1.34 billion** was recognized on prepayments to a supplier, while the credit loss allowance for trade receivables increased sharply from RMB 594 million to **RMB 1.09 billion**[863](index=863&type=chunk)[870](index=870&type=chunk) - **Default on Bank Borrowings and Guaranteed Notes (Notes 34, 36)**: As of 31 March 2025, the Group had defaulted on bank borrowings of **approximately RMB 1.043 billion**, triggering cross-defaults of **approximately RMB 72 million**, and guaranteed notes of **RMB 185 million** were overdue[889](index=889&type=chunk)[908](index=908&type=chunk) [Financial Information of Five Years](index=208&type=section&id=Financial%20Information%20of%20Five%20Years) [Financial Information of Five Years](index=208&type=section&id=Financial%20Information%20of%20Five%20Years) The five-year summary shows a trend of declining turnover after a 2022 peak and a sharp deterioration in financial health in the last two years | Item (RMB'000) | 2021 | 2022 | 2023 | 2024 (Restated) | 2025 | | :--- | :--- | :--- | :--- | :--- | :--- | | Total operating turnover | 7,188,589 | 7,902,036 | 7,446,796 | 4,969,879 | 807,820 | | Profit (loss) for the year | 52,472 | 95,705 | (28,267) | (510,942) | (1,958,240) | | Total assets | 3,558,475 | 3,434,555 | 3,733,792 | 2,861,776 | 1,697,994 | | Total liabilities | (2,137,333) | (1,917,105) | (2,319,612) | (1,975,441) | (2,780,570) | | Net assets (liabilities) | 1,421,142 | 1,517,450 | 1,414,180 | 886,335 | (1,082,576) | [Corporate Information](index=209&type=section&id=Corporate%20Information) [Corporate Information](index=209&type=section&id=Corporate%20Information) This section provides the company's basic registration details, a list of directors, and key professional advisors - The company's auditor is **Parker Randall CF (H.K.) CPA Limited**[1034](index=1034&type=chunk) - The company is incorporated in Bermuda, with its principal place of business in Hong Kong located in North Point[1035](index=1035&type=chunk)

���� 年報 2025 年報 本年報的中、英文本已登載於本公司網站 www.mexanhk.com（「本公司網 站」）。 股東可透過本公司網站收取本公司的公司通訊（「公司通訊」），如因 任何理由在收取或獲取於本公司網站登載的年報時有困難，只要提出要 求，均可立刻獲免費發送年報的印刷本。 股東可隨時更改收取公司通訊的方式的選擇（即收取公司通訊的印刷本， 或透過本公司網站取得公司通訊），及╱或語言版本的選擇（即英文本 或中文本或中、英文本）。 股東可以書面通知本公司的香港股份過戶登記分處卓佳證券登記有限公 司（地址為香港夏愨道 16 號遠東金融中心 17 樓），或以電郵致本公司 的香港股份過戶登記分處（電郵地址為 is-ecom@vistra.com）提出收取年報 印刷本的要求，及╱或更改收取公司通訊的方式及╱或語言版本的選擇。 目錄 二零二五年年報 01 公司資料 2 主席報告書 3 管理層討論及分析 6 企業管治報告書 12 董事會報告書 33 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 57 綜合權益變動表 59 綜合現金流量表 60 綜合財務報表附註 62 五年財務概要 131 ...

NEW CONCEPTS HOLDINGS LIMITED Stock Code 股份代 號 : 2221 (Incorporated in the Cayman Islands with limited liability) （於開曼群島註冊成立的有限公司 ） 年報 NEW CO N C E P T S HO L DING S LIMITE D ANNUAL REPO R T 2025 年報 NEW CONCEPTS HOLDINGS LIMITED www.primeworld-china.com CONTENTS 目錄 | Corporate Information | 2 | | --- | --- | | 公司資料 | | | Chairman's Statement | 4 | | 主席報告 | | | Management Discussion and Analysis | 7 | | 管理層討論及分析 | | | Biographical Details of the Directors and | 38 | | Senior Management | | | 董事及高級管理人員的履歷詳情 | ...

2024-2025 年度報告 ANNUAL REPORT 2024-2025 ANNUAL REP O R T 2024-2025 年度報 告 目 錄 2 公司資料 4 主席報告 5 管理層討論與分析 12 環境、社會及管治報告 38 企業管治及其他資料 51 董事及高級管理層履歷 55 董事報告 67 獨立核數師報告 75 綜合損益及其他全面收益表 76 綜合財務狀況表 78 綜合權益變動表 79 綜合現金流量表 81 綜合財務報表附註 144 財務資料概要 VICON HOLDINGS LIMITED 2024-2025 年度報告 公司資料 董事會 執行董事 鄒國俊先生 （主席及行政總裁） 梁慶威先生 獨立非執行董事 葉家麒先生 謝嘉政先生 陳偉傑先生 譚鈺渝女士（於二零二四年十一月二十八日獲委任） 董事委員會 審核委員會 謝嘉政先生 （主席） 葉家麒先生 陳偉傑先生 譚鈺渝女士（於二零二四年十一月二十八日獲委任） 提名委員會 鄒國俊先生 （主席） 葉家麒先生 謝嘉政先生 薪酬委員會 葉家麒先生 （主席） 鄒國俊先生 陳偉傑先生 譚鈺渝女士（於二零二四年十一月二十八日獲委任） 公司秘書 梁卓禧先生 （香港 ...

2025 Annual Report 年報 2025 ANNUAL REPORT 年 報 C M Y CM MY CY CMY K Captial Realm Financial AR2025 Cover V02A 11.5mm OP.pdf 1 29/7/2025 上午10:54 CONTENTS 目錄 | Corporate Information | 2 | | --- | --- | | 公司資料 | | | Financial Highlights | 6 | | 財務摘要 | | | Management Discussion and Analysis | 7 | | 管理層討論與分析 | | | Biographical Details of Directors and Senior Management | 11 | | 董事及高級管理層履歷 | | | Report of the Directors | 16 | | 董事報告 | | | Environmental, Social and Governance Report | 39 | | 環境、社會及管治報告 | | | Corpora ...

[Company Information](index=3&type=section&id=公司資料) This section provides an overview of the company's fundamental details, including board composition, committee structures, auditors, and principal business locations, highlighting significant personnel changes during the period - The report outlines the company's basic information, including board members, committee compositions, auditors, and principal places of business, noting significant personnel changes, such as resignations, retirements, and new appointments of multiple directors, committee members, and the company secretary during the reporting period[5](index=5&type=chunk)[6](index=6&type=chunk)[117](index=117&type=chunk) [Management Discussion and Analysis](index=5&type=section&id=管理層討論及分析) [Financial Performance](index=6&type=section&id=財務表現) For the year ended March 31, 2025, the Group's revenue decreased by 20.6% to HKD 17.6 million, with a significant 99.0% reduction in other income and gains, leading to an expanded loss attributable to owners of HKD 14.9 million Financial Performance Summary | Indicator | Year Ended March 31, 2025 (HKD thousands) | Year Ended March 31, 2024 (HKD thousands) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Revenue | 17,600 | 22,100 | -20.6% | | Other Income and Gains | 100 | 8,600 | -99.0% | | Subcontractor Costs | (13,200) | (16,300) | -18.6% | | Finance Costs | (2,100) | (5,000) | -58.4% | | Loss Attributable to Owners of the Company | (14,900) | (6,800) | +119.1% | - The primary reasons for the expanded annual loss were (i) decreased revenue and (ii) a substantial reduction in other income and gains[11](index=11&type=chunk) [Business Performance and Prospects](index=6&type=section&id=業務表現及前景) The Group's core OTT service revenue declined to HKD 17.6 million due to increased market competition and shifting consumer behavior, yet the Group remains optimistic, planning to leverage its platform for content development and pursue strategic investments - Annual revenue from OTT services was approximately **HKD 17.6 million**, a decrease from HKD 22.1 million last year, primarily due to reduced subscriptions caused by intensified market competition and changes in consumer entertainment habits[12](index=12&type=chunk) - The Group plans to leverage its OTT platform advantages to continue developing media content and will seek investments or acquisitions of promising companies or projects to achieve business expansion and shareholder value creation in the future[13](index=13&type=chunk) [Liquidity, Financial Resources and Capital Structure](index=7&type=section&id=流動資金、財務資源及資本結構) As of March 31, 2025, the Group was in a net deficit position of HKD 65.7 million attributable to owners, with current liabilities of HKD 59.5 million significantly exceeding current assets of HKD 3.0 million, indicating severe liquidity pressure and total borrowings of approximately HKD 24.0 million Financial Position Indicators | Financial Position Indicator | March 31, 2025 (HKD thousands) | March 31, 2024 (HKD thousands) | | :--- | :--- | :--- | | Deficit Attributable to Owners | (65,700) | (50,900) | | Current Assets | 3,000 | 18,400 | | - Of which Bank Balances and Cash | 300 | 13,900 | | Current Liabilities | 59,500 | 42,300 | | Total Borrowings | 24,000 | 31,200 | - The debt-to-equity ratio is not applicable as the company recorded a deficit attributable to owners for both March 31, 2024, and March 31, 2025[19](index=19&type=chunk) [Employees and Remuneration Policy](index=7&type=section&id=僱員及薪酬政策) As of March 31, 2025, the Group employed 20 staff, an increase of 5 from the previous year, with total annual staff costs of approximately HKD 6.6 million, while maintaining its remuneration policy and share option scheme - As of March 31, 2025, the Group had **20 employees** (2024: 15 employees), with total annual staff costs (including directors' emoluments) of approximately **HKD 6.6 million** (2024: HKD 7.7 million)[23](index=23&type=chunk) [Use of Proceeds](index=8&type=section&id=所得款項用途) The Group completed a placement in October 2023, raising net proceeds of approximately HKD 23.01 million, which as of March 31, 2025, have been fully utilized as planned for OTT content acquisition, general working capital, and staff and administrative expenses Use of Net Proceeds from Placement | Use of Net Proceeds from Placement | Original Allocation (HKD millions) | Total Utilized as of March 31, 2025 (HKD millions) | Unutilized Amount (HKD millions) | | :--- | :--- | :--- | :--- | | Purchase of OTT Service Content | 5 | 5 | – | | Production of Concerts | 7 | 0 | – | | General Working Capital | 11 | 18 | – | | Payment of Staff Costs and Administrative Expenses | – | 2.6 | – | | **Total** | **23** | **23** | **–** | [Biographies of Directors and Senior Management](index=8&type=section&id=董事及高級管理層履歷) This section details the personal biographies of the company's executive directors, independent non-executive directors, and senior management, including their age, educational background, professional qualifications, and extensive industry experience - This section details the personal biographies of the company's executive directors, independent non-executive directors, and senior management, including their age, educational background, professional qualifications, and extensive experience in relevant industries[32](index=32&type=chunk)[33](index=33&type=chunk)[36](index=36&type=chunk) [Corporate Governance Report](index=10&type=section&id=企業管治報告) [Corporate Governance Practices](index=11&type=section&id=企業管治常規) The company is committed to maintaining high corporate governance standards, adopting the GEM Listing Rules' Corporate Governance Code, and largely complied with its provisions during the reporting period, with one deviation regarding the absence of a Board Chairman - The company has not appointed a Board Chairman, with some of the functions jointly performed by three executive directors, Ms. Wang Ziqi, Mr. Zhuang Dongxin, and Mr. Gao Zhiqiao, which deviates from the Corporate Governance Code's recommendation for separation of Chairman and Chief Executive Officer roles[40](index=40&type=chunk) [Board of Directors](index=12&type=section&id=董事會) The Board of Directors is responsible for the Group's strategy and policies, comprising three executive and three independent non-executive directors as of March 31, 2025, with frequent changes and high attendance at 15 meetings during the year, and all directors participated in continuous professional development training - During the reporting year, there were frequent changes in the Board's personnel, including the resignation/re-designation of **2 executive directors**, the resignation/retirement of **3 independent non-executive directors**, and the appointment of **3 new independent non-executive directors**[50](index=50&type=chunk)[51](index=51&type=chunk)[52](index=52&type=chunk)[56](index=56&type=chunk) - For the financial year ended March 31, 2025, the Board held **15 meetings**, with all incumbent directors maintaining a very high attendance rate[57](index=57&type=chunk) [Material Uncertainties Related to Going Concern and Action Plans and Measures](index=15&type=section&id=有關持續經營的重大不明朗因素以及行動計劃及措施) The auditor issued a "disclaimer of opinion" on the consolidated financial statements due to insufficient audit evidence regarding significant uncertainties about the company's going concern, yet management and the audit committee deem the going concern assumption appropriate, having formulated a comprehensive action plan to address liquidity issues - The auditor issued a "disclaimer of opinion" on the consolidated financial statements for the 2025 financial year due to an inability to obtain sufficient audit evidence regarding the appropriateness of the going concern assumption[69](index=69&type=chunk) - Management has formulated and implemented a series of measures to address the disclaimer of opinion, including actively responding to winding-up petitions (one of which has been settled and withdrawn), negotiating extensions with existing lenders, exploring various fundraising options including advances from major shareholders, and enhancing operational efficiency through cost control[73](index=73&type=chunk)[74](index=74&type=chunk) - The Audit Committee has reviewed and concurred with management's view that preparing the financial statements on a going concern basis is appropriate, understanding the auditor's inability to express an opinion due to scope limitations[71](index=71&type=chunk) [Risk Management and Internal Control](index=17&type=section&id=風險管理及內部監控) The Board is responsible for maintaining effective risk management and internal control systems, reviewed annually, with the Audit Committee overseeing the process; the Group has established a comprehensive risk management framework, and no significant deficiencies were found in the internal audit this year - The Group has undertaken internal audit functions, and no significant deficiencies or weaknesses were identified in the internal control system for the year ended March 31, 2025[80](index=80&type=chunk) [Board Committees](index=18&type=section&id=董事會委員會) The company has established Remuneration, Nomination, and Audit Committees to assist the Board, each chaired by an independent non-executive director with clear written terms of reference, and all committees held meetings during the reporting period to fulfill their review and recommendation functions - The company has three committees: Remuneration, Nomination, and Audit, all chaired by independent non-executive directors, and they held meetings during the reporting period to fulfill their responsibilities[84](index=84&type=chunk)[88](index=88&type=chunk)[94](index=94&type=chunk) [Shareholders' Rights](index=26&type=section&id=股東權利) The company safeguards shareholders' rights, allowing shareholders holding at least 10% of the paid-up capital to requisition an extraordinary general meeting, and provides various channels for shareholder inquiries and communication - Shareholders holding not less than one-tenth of the company's paid-up capital have the right to issue a written request to the Board to convene an extraordinary general meeting[119](index=119&type=chunk) [Directors' Report](index=26&type=section&id=董事會報告) [Principal Activities and Segment Information](index=27&type=section&id=主要業務及分部資料) The company primarily engages in investment holding, with its subsidiaries mainly providing OTT internet entertainment video services in Hong Kong, constituting a single business segment, thus no further detailed segment analysis is provided - The company is an investment holding company, and its subsidiaries' principal business is providing OTT services[126](index=126&type=chunk) [Major Customers and Suppliers](index=28&type=section&id=主要客戶及供應商) For the year ended March 31, 2025, the Group's top five suppliers accounted for 22.89% of total purchases, with the largest supplier accounting for 7.63%; major customer information was not disclosed as revenue from the top five customers was less than 30% of total revenue - The top five suppliers accounted for approximately **22.89%** of total purchases, with the largest supplier accounting for approximately **7.63%**[136](index=136&type=chunk) - Revenue attributable to the top five customers was less than **30%** of total revenue, thus no disclosure was made[137](index=137&type=chunk) [Major Shareholders](index=30&type=section&id=主要股東) Based on disclosures of interests as of March 31, 2025, Mr. Lui Yu Kin, Mr. Cheng Chi Hang, and Ms. Chan Chui Ping are the company's major shareholders, holding 17.29%, 6.67%, and 5.00% of the issued share capital, respectively Major Shareholders as of March 31, 2025 | Shareholder Name | Capacity | Number of Shares Held | Approximate Percentage of Issued Share Capital | | :--- | :--- | :--- | :--- | | Lui Yu Kin | Beneficial Owner | 22,376,000 | 17.29% | | Cheng Chi Hang | Beneficial Owner | 8,628,500 | 6.67% | | Chan Chui Ping | Beneficial Owner | 6,472,500 | 5.00% | [Share Option Scheme](index=31&type=section&id=購股權計劃) The company adopted a share option scheme in 2014 to incentivize contributors, with an authorized limit of 10% of issued share capital and a 1% individual participant cap within 12 months; as of March 31, 2025, no outstanding share options remained unexercised - There were no changes in share options during the year ended March 31, 2025, and no share options remained unexercised as of March 31, 2024, and March 31, 2025[158](index=158&type=chunk) [Environmental, Social and Governance Report](index=34&type=section&id=環境、社會及管治報告) [ESG Governance and Materiality Assessment](index=37&type=section&id=ESG管治與重要性評估) The Board is responsible for the Group's ESG strategy and reporting, identifying key ESG issues through stakeholder engagement, with 10 highly material issues identified this year, including intellectual property, cybersecurity, talent management, supply chain, and customer satisfaction - The Board is responsible for assessing and determining the Group's ESG-related risks and ensuring that appropriate and effective ESG risk management and internal control systems are in place[190](index=190&type=chunk) - Through the materiality assessment, the Group identified **10 highly material ESG issues**, including: intellectual property, cybersecurity, talent acquisition and retention, supply chain management, changes in consumer preferences, impact of technological innovation, anti-corruption compliance, customer satisfaction, employee development and training, and occupational health and safety[204](index=204&type=chunk)[206](index=206&type=chunk) [A. Environment](index=41&type=section&id=A.%20環境) The Group is committed to environmental protection and compliance, with minimal direct environmental impact due to its business nature; reported Scope 3 GHG emissions were 2.18 tonnes of CO2e, and green office practices along with climate change policies are in place Environmental Performance Data | Emission Category | Unit | Year Ended March 31, 2025 | Year Ended March 31, 2024 | | :--- | :--- | :--- | :--- | | Greenhouse Gas Emissions (Scope 3) | tonnes of CO2 equivalent | 2.18 | 2.19 | | Non-hazardous Waste (General Office Waste) | tonnes | 0.11 | 0.12 | - The Group has identified climate-related physical risks (e.g., extreme weather) and transition risks (e.g., market, technological risks) and has developed response measures, including data backup, emergency management plans, and strengthening business resilience[226](index=226&type=chunk)[227](index=227&type=chunk)[229](index=229&type=chunk) [B. Society](index=46&type=section&id=B.%20社會) On the social front, the Group focuses on employee well-being, health and safety, supply chain management, product responsibility, and anti-corruption; as of the reporting period end, the Group had 20 full-time employees with a 35% turnover rate, no work-related injuries in three years, and strict policies on labor standards, data protection, and anti-corruption Employment Indicators | Employment Indicator | March 31, 2025 | March 31, 2024 | | :--- | :--- | :--- | | Total Employees | 20 | 15 | | Employee Turnover Rate | 35% | 47% | - There were no work-related injuries or fatalities in the past three years, including the reporting period[240](index=240&type=chunk) - The Group has established strict data protection and privacy policies and complies with the Personal Data (Privacy) Ordinance; no significant complaints regarding customer privacy infringement or loss of customer data were received during the reporting period[249](index=249&type=chunk) - The Group maintains a zero-tolerance stance on corruption and bribery, has established a code of conduct, and provides anti-corruption training to employees; no corruption lawsuits were filed against the Group or its employees during the reporting period[256](index=256&type=chunk)[260](index=260&type=chunk)[262](index=262&type=chunk) [Independent Auditor's Report](index=59&type=section&id=獨立核數師報告) The auditor issued a "disclaimer of opinion" on the Group's consolidated financial statements for the year ended March 31, 2025, primarily due to significant uncertainties regarding the Group's ability to continue as a going concern - The auditor issued a "disclaimer of opinion" on the Group's consolidated financial statements for the year ended March 31, 2025[281](index=281&type=chunk) - The basis for the "disclaimer of opinion" is the auditor's inability to obtain sufficient appropriate audit evidence to assess the effectiveness of management's measures (such as negotiating with lenders, obtaining new financing, shareholder support, and improving profitability) to address liquidity pressures, given significant uncertainties that may cast substantial doubt on the Group's ability to continue as a going concern, including net losses, current liabilities exceeding current assets, loan defaults, and winding-up petitions[282](index=282&type=chunk)[283](index=283&type=chunk)[286](index=286&type=chunk) [Consolidated Financial Statements](index=62&type=section&id=綜合財務報表) [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=63&type=section&id=綜合損益及其他全面收益表) For the year ended March 31, 2025, the Group's revenue was HKD 17.55 million, a year-on-year decrease, with the annual loss expanding to HKD 15.22 million due to increased impairment loss on goodwill and reduced other income, resulting in a loss attributable to owners of HKD 14.88 million and basic loss per share of HKD 11.49 cents Consolidated Statement of Profit or Loss and Other Comprehensive Income Summary | Indicator (HKD thousands) | 2025 | 2024 | | :--- | :--- | :--- | | Revenue | 17,551 | 22,110 | | Loss Before Income Tax | (15,224) | (5,928) | | Loss for the Year | (15,224) | (5,928) | | Loss Attributable to Owners of the Company | (14,876) | (6,763) | | Basic Loss Per Share (HKD cents) | (11.49) | (5.77) | [Consolidated Statement of Financial Position](index=64&type=section&id=綜合財務狀況表) As of March 31, 2025, the Group's financial position deteriorated further, with total assets significantly reduced to HKD 3.54 million and total liabilities at HKD 73.61 million; net current liabilities expanded to HKD 56.52 million, and total deficit increased to HKD 70.07 million, indicating severe insolvency Consolidated Statement of Financial Position Summary | Indicator (HKD thousands) | March 31, 2025 | March 31, 2024 | | :--- | :--- | :--- | | Non-current Assets | 575 | 6,541 | | Current Assets | 2,964 | 18,444 | | **Total Assets** | **3,539** | **24,985** | | Current Liabilities | 59,483 | 42,342 | | Non-current Liabilities | 14,124 | 37,493 | | **Total Liabilities** | **73,607** | **79,835** | | **Net Current Liabilities** | **(56,519)** | **(23,898)** | | **Total Deficit** | **(70,068)** | **(54,850)** | [Consolidated Statement of Cash Flows](index=67&type=section&id=綜合現金流量表) For the year ended March 31, 2025, the Group experienced a net cash outflow from operating activities of HKD 4.67 million and from financing activities of HKD 8.82 million, primarily for loan repayments, resulting in a net decrease in cash and cash equivalents of HKD 13.54 million, with an ending balance of only HKD 0.325 million, indicating extremely tight cash liquidity Consolidated Statement of Cash Flows Summary | Indicator (HKD thousands) | 2025 | 2024 | | :--- | :--- | :--- | | Net Cash Used in Operating Activities | (4,666) | (5,812) | | Net Cash (Used in)/From Investing Activities | (54) | 73 | | Net Cash (Used in)/From Financing Activities | (8,821) | 17,195 | | Net (Decrease)/Increase in Cash and Cash Equivalents | (13,541) | 11,456 | | Cash and Cash Equivalents at Year End | 325 | 13,860 | [Notes to the Consolidated Financial Statements](index=67&type=section&id=綜合財務報表附註) [Going Concern Assessment](index=69&type=section&id=持續經營評估) The notes reiterate significant doubts about the company's going concern ability, citing net losses, severe insolvency, loan defaults, and winding-up petitions; the Board has formulated measures including debt extensions, new financing, shareholder support, and cost control, believing the company can continue as a going concern, though success remains highly uncertain - As of March 31, 2025, the Group recorded a net loss of approximately **HKD 15.22 million**, with current liabilities exceeding current assets by approximately **HKD 56.52 million**, and total liabilities exceeding total assets by approximately **HKD 70.07 million**[313](index=313&type=chunk) - The Group defaulted on approximately **HKD 9.98 million** in borrowings and faces a winding-up petition for failing to settle a judgment sum of approximately **HKD 11.60 million**, indicating material uncertainties that may cast significant doubt on its ability to continue as a going concern[313](index=313&type=chunk) - The Board has formulated measures (negotiating with lenders, seeking new financing, obtaining major shareholder support, tightening costs) to address liquidity pressures and believes the Group will have sufficient financial resources to continue as a going concern, but the success of these measures depends on future events and involves inherent uncertainties[317](index=317&type=chunk)[318](index=318&type=chunk) [Impairment of Goodwill](index=97&type=section&id=商譽減值) Due to decreased OTT service revenue, the Group recognized an additional impairment loss of HKD 6.27 million on goodwill related to OTT services this year, fully impairing it to a carrying amount of zero - An impairment loss on goodwill of **HKD 6.27 million** was recognized this year (2024: HKD 2.264 million) due to reduced OTT service revenue[442](index=442&type=chunk) - As of March 31, 2025, the carrying amount of goodwill has been reduced to **zero**[441](index=441&type=chunk) [Borrowings and Litigation](index=101&type=section&id=借貸與訴訟) As of the reporting period end, the Group's total borrowings were approximately HKD 24.0 million, with about HKD 9.98 million in default; the Group faces two significant legal actions: a winding-up petition for an unpaid judgment sum of HKD 11.60 million, which the company is appealing, and another winding-up petition for HKD 6.10 million debt, which was settled and withdrawn post-reporting period - As of March 31, 2025, the company was in default on three borrowings totaling approximately **HKD 9.98 million**[459](index=459&type=chunk) - Ms. Yu Yining filed a winding-up petition against the company on June 13, 2025, for failure to settle a judgment sum of approximately **HKD 11.60 million**; the company is appealing this judgment[504](index=504&type=chunk)[506](index=506&type=chunk) - Grand Harbour Limited had filed a winding-up petition for approximately **HKD 6.10 million** in debt, but a settlement agreement was reached in May 2025, and the petition has since been withdrawn[507](index=507&type=chunk)[508](index=508&type=chunk)[509](index=509&type=chunk) [Five-Year Financial Summary](index=116&type=section&id=五年財務摘要) The five-year financial summary indicates a continuous decline in the Group's revenue since 2022, with the company recording losses for five consecutive years and its total deficit expanding from HKD 67.16 million in 2021 to HKD 70.07 million in 2025, reflecting a continuous deterioration in financial health - The five-year financial summary shows a continuous decline in the Group's revenue since 2022; the company has recorded losses for **five consecutive years**, and its total deficit (degree of insolvency) expanded from **HKD 67.16 million** in 2021 to **HKD 70.07 million** in 2025, indicating a continuous deterioration in financial health[522](index=522&type=chunk) Five-Year Financial Summary | Indicator (HKD thousands) | 2025 | 2024 | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | :--- | :--- | | **Results** | | | | | | | Revenue | 17,551 | 22,110 | 23,993 | 36,184 | 32,837 | | Loss for the Year | (15,224) | (5,928) | (12,492) | (27,867) | (7,137) | | **Assets and Liabilities** | | | | | | | Total Assets | 3,539 | 24,985 | 17,939 | 24,789 | 34,617 | | Total Liabilities | (73,607) | (79,835) | (89,880) | (87,539) | (101,774) | | **Total Deficit** | **(70,068)** | **(54,850)** | **(71,941)** | **(62,750)** | **(67,157)** |

| GLOSSARY | 詞彙 | 2 | | --- | --- | --- | | CORPORATE INFORMATION | 公司資料 | 6 | | FINANCIAL HIGHLIGHTS | 財務摘要 | 8 | | CHAIRMAN'S STATEMENT | 主席報告 | 9 | | MANAGEMENT DISCUSSION AND ANALYSIS | 管理層討論與分析 | 12 | | DIRECTORS' REPORT | 董事會報告 | 24 | | CORPORATE GOVERNANCE REPORT | 企業管治報告 | 38 | | ENVIRONMENTAL, SOCIAL AND | 環境、社會及管治報告 | 65 | | GOVERNANCE REPORT | | | | BIOGRAPHICAL INFORMATION OF DIRECTORS | 董事及高級管理層之 | 115 | | AND SENIOR MANAGEMENT | 履歷詳情 | | | INDEPENDENT AUDITOR'S REPORT | 獨立核數師報告 | 124 | | CONSO ...