NIU HOLDINGS(08619) - 2025 - 年度业绩

Annual Results Announcement The annual results announcement provides a comprehensive overview of the Group's financial performance and position for the year ended March 31, 2025 Consolidated Statement of Profit or Loss and Other Comprehensive Income The Group's consolidated statement of profit or loss for the year ended March 31, 2025, shows revenue growth, a decline in gross profit, and a significant increase in profit for the year, primarily driven by fair value changes in financial assets | Indicator | 2025 (Thousand HKD) | 2024 (Thousand HKD) | Change (Thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Revenue | 104,274 | 100,981 | 3,293 | 3.3% | | Cost of Services | (79,755) | (67,667) | (12,088) | 17.9% | | Gross Profit | 24,519 | 33,314 | (8,795) | (26.4%) | | Other Income | 1,410 | 1,906 | (496) | (26.0%) | | Fair Value Changes of Financial Assets at Fair Value Through Profit or Loss | 77,700 | 18,307 | 59,393 | 324.4% | | Profit Before Tax | 64,013 | 3,584 | 60,429 | 1686.2% | | Profit for the Year Attributable to Owners of the Company | 64,506 | 3,718 | 60,788 | 1634.9% | | Basic and Diluted Earnings Per Share (HK cents) | 47.50 | 3.19 | 44.31 | 1389.0% | Consolidated Statement of Financial Position As of March 31, 2025, the Group's total assets and net assets significantly increased, mainly due to a substantial rise in financial assets at fair value through profit or loss | Indicator | 2025 (Thousand HKD) | 2024 (Thousand HKD) | Change (Thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Non-current Assets | 112,230 | 38,604 | 73,626 | 190.7% | | Financial Assets at Fair Value Through Profit or Loss | 96,831 | 26,631 | 70,200 | 263.6% | | Current Assets | 131,189 | 116,377 | 14,812 | 12.7% | | Current Liabilities | 38,329 | 35,360 | 2,969 | 8.4% | | Net Current Assets | 92,860 | 81,017 | 11,843 | 14.6% | | Net Assets | 197,320 | 115,796 | 81,524 | 70.4% | Consolidated Statement of Changes in Equity For the year ended March 31, 2025, total equity attributable to owners of the Company significantly increased due to substantial profit for the year and capital increases from two share placements | Indicator | 2025 (Thousand HKD) | 2024 (Thousand HKD) | Change (Thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Total Equity at Beginning of Period | 115,796 | 91,956 | 23,840 | 25.9% | | Profit for the Year | 64,506 | 3,718 | 60,788 | 1634.9% | | Placement of New Shares | 18,000 | 20,168 | (2,168) | (10.7%) | | Transaction Costs Attributable to Placement of New Shares | (1,000) | (248) | (752) | 303.2% | | Total Equity at End of Period | 197,320 | 115,796 | 81,524 | 70.4% | Notes to the Consolidated Financial Statements These notes provide detailed information and explanations supporting the consolidated financial statements General Information NIU Holdings Limited, formerly King Of Catering (Global) Holdings Ltd., is an investment holding company listed on GEM since September 17, 2018, and officially changed its English name on June 5, 2025 - The company officially changed its English name from "King Of Catering (Global) Holdings Ltd." to "NIU Holdings Limited" on June 5, 2025, and removed its Chinese name[8] - The company is an investment holding company, with its shares listed on GEM of The Stock Exchange of Hong Kong Limited since September 17, 2018[9] Basis of Preparation The consolidated financial statements are prepared in accordance with applicable Hong Kong Financial Reporting Standards, presented in HKD, and measured on a historical cost basis - The consolidated financial statements are prepared in accordance with all applicable Hong Kong Financial Reporting Standards issued by the Hong Kong Institute of Certified Public Accountants[10] - The consolidated financial statements are presented in Hong Kong Dollars and rounded to the nearest thousand, with HKD being the functional currency of the Company and its Hong Kong subsidiaries[11] - The measurement basis used in preparing the consolidated financial statements is the historical cost basis, except for derivative financial assets measured at fair value[11] Adoption of New and Revised Hong Kong Financial Reporting Standards The Group has adopted new and revised HKFRSs with no material impact on current or prior period financial performance, while assessing the potential significant impact of HKFRS 18 on financial statement presentation and disclosure - The adoption of revised Hong Kong Financial Reporting Standards and interpretations for the current year had no material impact on the Group's financial performance, position, or disclosures for the current and prior years[13] - HKFRS 18 will replace HKAS 1, introducing new requirements to enhance comparability, relevance, and transparency of financial performance, and will lead to significant changes in the structure of the statement of profit or loss, disclosure of management-defined performance measures, and disaggregation requirements[19] - The Company's directors are currently assessing the impact of applying HKFRS 18 on the presentation and disclosures in the consolidated financial statements[19] Revenue and Segment Information The Group's primary business is providing structural and geotechnical engineering consultancy services, with IT equipment installation services introduced this year, and revenue mainly generated in Hong Kong from a single operating segment - The Group's principal businesses include providing comprehensive structural and geotechnical engineering consultancy services, equipment leasing services in Hong Kong, and IT equipment installation services[20] - For the years ended March 31, 2025 and 2024, the Group operated only a single operating and reportable segment, namely comprehensive structural and geotechnical engineering consultancy services[25] - For the years ended March 31, 2025 and 2024, no individual external customer accounted for 10% or more of the Group's total revenue[28] Disaggregation of Revenue For the year ended March 31, 2025, the Group's revenue was HKD 104.27 million, primarily from engineering services for new property construction, with all revenue recognized over time | Revenue Source | 2025 (Thousand HKD) | 2024 (Thousand HKD) | Change (Thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Construction of New Properties | 89,316 | 79,593 | 9,723 | 12.2% | | Renovation/Maintenance of Existing Properties | 7,369 | 9,693 | (2,324) | (24.0%) | | Others | 7,589 | 11,695 | (4,106) | (35.1%) | | Total Revenue | 104,274 | 100,981 | 3,293 | 3.3% | - Revenue primarily refers to contract revenue from providing comprehensive structural and geotechnical engineering consultancy services, recognized over time as the Group constructs or renovates assets and transfers control to customers[22] Revenue Expected to be Recognized in the Future As of March 31, 2025, the Group's remaining performance obligations from existing customer contracts totaled approximately HKD 125.01 million, expected to be recognized over the next two years and beyond | Expected Recognition Time | 2025 (Thousand HKD) | 2024 (Thousand HKD) | Change (Thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Within 1 year | 63,331 | 57,981 | 5,350 | 9.2% | | Within 1 to 2 years | 34,877 | 29,961 | 4,916 | 16.4% | | After 2 years | 26,802 | 19,163 | 7,639 | 39.9% | | Total | 125,010 | 107,105 | 17,905 | 16.7% | Segment Reporting and Geographical Information The Group primarily operates in Hong Kong, treating comprehensive structural and geotechnical engineering consultancy services as a single operating segment, with non-current assets mainly located in Hong Kong and Mainland China - For the years ended March 31, 2025 and 2024, the Group operated only a single operating and reportable segment (i.e., comprehensive structural and geotechnical engineering consultancy services)[25] | Region | Revenue from External Customers (2025, Thousand HKD) | Revenue from External Customers (2024, Thousand HKD) | Non-current Assets (2025, Thousand HKD) | Non-current Assets (2024, Thousand HKD) | | :--- | :--- | :--- | :--- | :--- | | Hong Kong | 104,274 | 99,849 | 11,141 | 9,038 | | Mainland China | – | – | 515 | 950 | | Macau | – | 1,132 | – | – | | Total | 104,274 | 100,981 | 11,656 | 9,988 | Other Income and Other Gains/(Losses) – Net For the year ended March 31, 2025, the Group's net other income and other gains was HKD 1.32 million, a decrease from the prior year, primarily due to lower interest income | Indicator | 2025 (Thousand HKD) | 2024 (Thousand HKD) | Change (Thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Total Other Income | 1,410 | 1,906 | (496) | (26.0%) | | Total Other Losses – Net | (91) | (216) | 125 | (57.9%) | | Total Other Income and Other Gains – Net | 1,319 | 1,690 | (371) | (21.9%) | Finance Costs For the year ended March 31, 2025, the Group's finance costs were approximately HKD 0.39 million, mainly comprising interest on lease liabilities, remaining largely consistent with the prior year | Indicator | 2025 (Thousand HKD) | 2024 (Thousand HKD) | Change (Thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Interest on Bank Overdrafts | 1 | – | 1 | N/A | | Interest on Lease Liabilities | 387 | 417 | (30) | (7.2%) | | Total | 388 | 417 | (29) | (7.0%) | Profit Before Tax Profit before tax is primarily influenced by staff costs, depreciation, and R&D expenses; total staff costs for the year ended March 31, 2025, were HKD 75.51 million, with HKD 64.09 million included in cost of services | Indicator | 2025 (Thousand HKD) | 2024 (Thousand HKD) | Change (Thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Total Staff Costs | 75,506 | 78,215 | (2,709) | (3.5%) | | Auditor's Remuneration | 730 | 720 | 10 | 1.4% | | Depreciation of Property, Plant and Equipment | 1,402 | 1,431 | (29) | (2.0%) | | Depreciation of Right-of-use Assets | 3,360 | 3,091 | 269 | 8.7% | | Research and Development Expenses | – | 500 | (500) | (100.0%) | Income Tax Credit For the year ended March 31, 2025, the Group recorded an income tax credit of HKD 0.49 million, mainly due to deferred tax credits, with Hong Kong profits tax levied under a two-tiered system and Mainland China subsidiaries benefiting from preferential tax policies | Indicator | 2025 (Thousand HKD) | 2024 (Thousand HKD) | Change (Thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Current Tax (Hong Kong Profits Tax) | 185 | – | 185 | N/A | | Deferred Tax Credit | (678) | (134) | (544) | 406.0% | | Income Tax Credit | (493) | (134) | (359) | 267.9% | - A Hong Kong subsidiary of the Company is subject to a two-tiered profits tax system, with the first HKD 2 million taxed at 8.25% and the remainder at 16.5%[32] - Mainland China enterprise income tax is provisioned at a 25% rate, with some subsidiaries qualifying for preferential tax policies for small and micro-enterprises[33] Earnings Per Share For the year ended March 31, 2025, basic and diluted earnings per share attributable to owners of the Company significantly increased to 47.50 HK cents, primarily due to higher profit for the year, with the weighted average number of ordinary shares retrospectively adjusted for share consolidation | Indicator | 2025 | 2024 (Restated) | Change | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Profit for the Year Attributable to Owners of the Company (Thousand HKD) | 64,506 | 3,718 | 60,788 | 1634.9% | | Weighted Average Number of Ordinary Shares (Thousands) | 135,816 | 116,511 | 19,305 | 16.6% | | Basic and Diluted Earnings Per Share (HK cents) | 47.50 | 3.19 | 44.31 | 1389.0% | - The weighted average number of ordinary shares for current and prior years has been retrospectively adjusted to reflect the share consolidation on June 9, 2025[35] Income Tax in the Consolidated Statement of Financial Position As of March 31, 2025, the Group's income tax payable was HKD 0.19 million, compared to a recoverable tax in the prior year; deferred tax assets increased to HKD 1.50 million, and deferred tax liabilities were eliminated | Indicator | 2025 (Thousand HKD) | 2024 (Thousand HKD) | Change (Thousand HKD) | | :--- | :--- | :--- | :--- | | Tax Payable/(Recoverable) at End of Period | 185 | (1,066) | 1,251 | | Deferred Tax Assets Recognized in Consolidated Statement of Financial Position | 1,500 | 1,056 | 444 | | Deferred Tax Liabilities Recognized in Consolidated Statement of Financial Position | – | (234) | 234 | | Net Deferred Tax | 1,500 | 822 | 678 | Trade and Other Receivables As of March 31, 2025, total trade and other receivables increased to HKD 86.49 million, primarily due to higher trade receivables; the Group closely monitors credit quality and has a policy for expected credit loss provisions | Indicator | 2025 (Thousand HKD) | 2024 (Thousand HKD) | Change (Thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Trade Receivables (net of allowance for expected credit losses) | 48,099 | 36,568 | 11,531 | 31.5% | | Deposits, Prepayments and Other Receivables (net of allowance for expected credit losses) | 38,388 | 12,189 | 26,199 | 214.9% | | Total Trade and Other Receivables | 86,487 | 48,757 | 37,730 | 77.4% | - The Group's management closely monitors the credit quality of trade receivables and assesses credit quality and sets credit limits before accepting new customers[40] - The Group has a policy for expected credit loss provisions, based on an assessment of account recoverability, aging analysis, and management judgment[40] Trade and Other Payables As of March 31, 2025, total trade and other payables increased to HKD 9.75 million, mainly due to higher accrued expenses and other payables, with an increase in long service payment provisions | Indicator | 2025 (Thousand HKD) | 2024 (Thousand HKD) | Change (Thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Trade Payables | 1,171 | 1,495 | (324) | (21.7%) | | Provision for Annual Leave and Long Service Payments | 2,768 | 2,632 | 136 | 5.2% | | Accrued Expenses and Other Payables | 5,809 | 4,444 | 1,365 | 30.7% | | Total Trade and Other Payables | 9,748 | 8,571 | 1,177 | 13.7% | - The provision for long service payments refers to the obligation to pay long service payments in accordance with the Hong Kong Employment Ordinance (Cap. 57)[42] Capital The Company's authorized share capital is HKD 15.00 million, with 1,382,000,000 ordinary shares issued as of March 31, 2025; share capital and share premium increased during the year through two share placements - The Company's authorized share capital is HKD 15,000,000, divided into 1,500,000,000 shares of HKD 0.01 each[44] - As of March 31, 2025, the number of issued ordinary shares was 1,382,000,000[44] Share Capital Two share placements completed on January 31, 2024, and May 29, 2024, issued 80,000,000 and 150,000,000 new shares respectively, raising net proceeds of approximately HKD 19.92 million and HKD 17.00 million to increase share capital and share premium - A placement of 80,000,000 new shares was completed on January 31, 2024, raising net proceeds of approximately HKD 19.92 million, increasing share capital by HKD 800,000 and share premium by HKD 19.12 million[44] - A placement of 150,000,000 new shares was completed on May 29, 2024, raising net proceeds of approximately HKD 17.00 million, increasing share capital by HKD 1,500,000 and share premium by HKD 15.50 million, with proceeds to be used for developing food and beverage and IT business segments and general working capital[46] Dividends The Company's directors did not recommend the payment of a final dividend for the year ended March 31, 2025 - The Company's directors did not recommend the payment of a final dividend for the year ended March 31, 2025 (2024: nil)[47] Events After the Reporting Period Significant post-reporting period events include three share placements, a share consolidation, and the dilution of the Group's equity interest in OPS, which may impact the valuation of financial assets at fair value through profit or loss - A placement of up to 118,000,000 placing shares was completed on May 30, 2025, with net proceeds of approximately HKD 2.42 million[48] - On June 9, 2025, the Company consolidated every 10 issued and unissued ordinary shares of HKD 0.01 each into 1 ordinary share of HKD 0.10[49] - On June 9, 2025, the Group's equity interest in OPS was diluted from 15.22% to 2.56%, which may affect the valuation of financial assets at fair value through profit or loss[50] Management Discussion and Analysis This section provides an overview of the Group's business performance, financial position, and future outlook Business Review and Outlook The Group, primarily an engineering consultancy, successfully introduced IT business, achieving revenue growth, and has rebranded to NIU Holdings Limited to reflect its diversified business strategy and future expansion plans - The Group is a construction engineering consultant specializing in comprehensive structural and geotechnical engineering design, and successfully introduced IT business in Hong Kong and the People's Republic of China during the current financial year[51] - For the year ended March 31, 2025, the Group's revenue increased by approximately 3.3% to approximately HKD 104.3 million, mainly due to a slight increase in project volume and revenue contribution from structural and geotechnical engineering consulting services, as well as approximately HKD 0.8 million from IT solution services[51] - The Group changed its name to NIU Holdings Limited during the year, marking a new era for the Group to not only provide construction engineering consultancy services but also to actively explore new business segments, including the information technology industry[52] Financial Review The Group's revenue grew by 3.3%, but increased cost of services led to a 26.4% decline in gross profit; profit for the year surged by 1634.9%, primarily driven by HKD 77.7 million in fair value gains from financial assets at fair value through profit or loss - The Group's revenue increased by approximately 3.3% from approximately HKD 101.0 million to approximately HKD 104.3 million[54] - Gross profit decreased by 26.4% to approximately HKD 24.5 million, with the gross profit margin falling from 33.0% to 23.5%, mainly due to a reduction in the number of smaller projects which typically have higher gross profit margins[56] - For the year ended March 31, 2025, the Group recorded a profit for the year of approximately HKD 64.5 million, primarily attributable to fair value changes of financial assets at fair value through profit or loss of approximately HKD 77.7 million[62] Revenue Revenue increased by 3.3% year-on-year to HKD 104.3 million, driven by an increase in new property construction projects, structural and geotechnical engineering consulting services, and approximately HKD 0.8 million from IT solution services - Revenue increased by approximately HKD 3.3 million or 3.3% from approximately HKD 101.0 million for the year ended March 31, 2024, to approximately HKD 104.3 million for the year ended March 31, 2025[54] Cost of Services Cost of services increased by 17.9% year-on-year to HKD 79.8 million, mainly due to higher subcontracting consultant fees and increased staff costs and benefits for structural and geotechnical engineering consulting services - Cost of services increased by approximately HKD 12.1 million or 17.9% from approximately HKD 67.7 million to approximately HKD 79.8 million[55] Gross Profit Gross profit decreased by 26.4% to HKD 24.5 million, with the gross profit margin falling from 33.0% to 23.5%, primarily due to a reduction in the number of smaller, higher-margin projects - The Group's gross profit decreased by approximately HKD 8.8 million or 26.4% to approximately HKD 24.5 million, with the gross profit margin decreasing from 33.0% to 23.5%[56] Other Income and Other Gains or Losses Net other income and other gains or losses decreased by approximately HKD 0.4 million, primarily due to a reduction in interest income - The Group's other income and other gains or losses were approximately HKD 1.3 million and HKD 1.7 million respectively, a decrease of approximately HKD 0.4 million, mainly due to a reduction in interest income[57] Fair Value Changes of Financial Assets at Fair Value Through Profit or Loss The Group recorded a gain of approximately HKD 77.7 million from fair value changes of financial assets at fair value through profit or loss, mainly due to an increase in the fair value of its OPS shares, driven by the market capitalization increase of OPS's subsidiary, Super X AI Technology Limited, after its NASDAQ listing - The Group recorded a gain of approximately HKD 77.7 million from fair value changes of financial assets at fair value through profit or loss, representing an increase in the fair value of the Group's shares in OPS as of March 31, 2025[58] General and Administrative Expenses General and administrative expenses decreased by 12.3% year-on-year to HKD 35.1 million, primarily including staff costs, bonuses, training, and legal professional fees - The Group's general and administrative expenses decreased by approximately HKD 4.9 million or 12.3% to approximately HKD 35.1 million from approximately HKD 40.0 million[59] Finance Costs Finance costs were approximately HKD 0.4 million, mainly comprising interest expenses on lease liabilities and bank borrowings, consistent with the prior year - Finance costs for the years ended March 31, 2025 and 2024, were approximately HKD 0.4 million, consisting of interest expenses on lease liabilities and bank borrowings[60] Income Tax Expense Income tax expense increased to approximately HKD 0.5 million, primarily due to a decrease in taxable profit of a key operating subsidiary of the Company - For the year ended March 31, 2025, the Group incurred income tax of approximately HKD 0.5 million, compared to an income tax expense of approximately HKD 0.1 million for the year ended March 31, 2024[61] Profit for the Year Profit for the year significantly increased to HKD 64.5 million, primarily attributable to fair value changes of financial assets at fair value through profit or loss of approximately HKD 77.7 million - For the year ended March 31, 2025, the Group recorded a profit for the year of approximately HKD 64.5 million, primarily attributable to fair value changes of financial assets at fair value through profit or loss of approximately HKD 77.7 million[62] Liquidity and Financial Resources The Group primarily meets its liquidity needs through operating cash flow, with a current ratio improving from 3.3 times to 3.4 times, indicating a sound financial position; the Group had no borrowings as of March 31, 2025 - The current ratio increased from approximately 3.3 times as of March 31, 2024, to 3.4 times as of March 31, 2025, mainly due to an increase in contract liabilities[63] - As of March 31, 2025, the Group had no borrowings, thus the gearing ratio is not applicable[63] - The Directors believe that the Group's financial position is sound and strong, and its liquidity is sufficient to meet funding requirements, supported by available bank and cash balances and bank credit facilities[63] Treasury Policy The Group adopts prudent financial management principles, maintaining a sound liquidity position and closely monitoring customer credit and liquidity risks - The Group adopts prudent financial management principles, maintaining a sound liquidity position and continuously assessing customers' creditworthiness and financial standing to mitigate credit risk[64] Capital Structure The Company's shares were listed on GEM on September 17, 2018, with its capital structure primarily comprising ordinary shares; as of the announcement date, 1,445,450,000 ordinary shares were issued - The Company's shares were listed on GEM of The Stock Exchange of Hong Kong Limited on September 17, 2018, and there have been no changes in the Group's capital structure since then, with share capital comprising only ordinary shares[65] - As of the date of this announcement, after the completion of the placement of new shares on May 30, 2025, the number of issued ordinary shares was 1,445,450,000[65] Commitments, Material Investments and Contingent Liabilities As of March 31, 2025, the Group had no capital commitments, material investment plans, or significant contingent liabilities - As of March 31, 2025, the Group had no capital commitments (March 31, 2024: nil)[66] - As of March 31, 2025, the Group had no plans involving material investments and capital assets[67] - As of March 31, 2025, the Group had no significant contingent liabilities (March 31, 2024: nil)[69] Exposure to Fluctuations in Exchange Rates The Group's business primarily transacts in HKD, and bank balances are denominated in HKD, leading directors to believe that foreign exchange exposure is minimal, with no hedging contracts in place - The Group's revenue-generating business primarily transacts in Hong Kong Dollars, and bank balances are mainly denominated in Hong Kong Dollars; the Directors believe that foreign exchange exposure has a minimal impact on the Group, and no forward foreign exchange contracts or other hedging instruments for exchange rate fluctuations have been entered into[70] Pledge of the Group's Assets As of March 31, 2025, the Group's bank facilities were secured by HKD 2.1 million in bank deposits and a corporate guarantee from the Company - As of March 31, 2025, the Company and its subsidiaries were granted general banking facilities secured by bank deposits of HKD 2.1 million and a corporate guarantee from the Company[71] Events After the Reporting Period Subsequent to the reporting period, the Company completed a placement of new shares on May 30, 2025, issuing 63,450,000 new shares with net proceeds of approximately HKD 2.4 million - On May 30, 2025, the Company completed a placement of new shares under general mandate, issuing 63,450,000 shares at HKD 0.039 per share, with net proceeds of approximately HKD 2.4 million[73] Segment Information The Group's segment information is comprehensively disclosed in Note 4 to the consolidated financial statements - The Group's segment information is disclosed in Note 4 to the consolidated financial statements[74] Employees and Remuneration Policy As of March 31, 2025, the Group employed 161 individuals, with total staff costs of approximately HKD 75.5 million; remuneration policy is determined by market trends, operating results, and individual performance - As of March 31, 2025, the Group employed a total of 161 employees (March 31, 2024: 164 employees)[75] - For the year ended March 31, 2025, the Group's staff costs (including directors' emoluments) were approximately HKD 75.5 million[75] - Remuneration is primarily determined by reference to market trends, the Group's operating results, and individual employees' performance, qualifications, and experience[75] Use of Proceeds The Company has fully utilized the IPO net proceeds; net proceeds from three share placements, totaling HKD 19.9 million, HKD 17.0 million, and HKD 2.4 million, were primarily allocated to general working capital, new business development (including F&B, catering, entertainment, medical beauty, and IT), and engineering consulting services - The net proceeds of approximately HKD 26.9 million received by the Company from the share offer have been fully utilized[76] - Net proceeds from three placements of new shares amounted to approximately HKD 19.9 million (first), HKD 17.0 million (second), and HKD 2.4 million (third), respectively[76] - Proceeds from the first placement were used for general working capital and developing new businesses (food and beverage, catering, entertainment, and medical beauty); the second placement's proceeds were for general working capital and developing food and beverage and IT business segments; the third placement's proceeds are planned for general working capital, business development and equipment supply for engineering consulting services, and expansion and improvement of the IT business department, with a portion yet to be utilized[77] Key Risks and Uncertainties The Group faces various risks, including reliance on professional personnel, deviations in project cost estimates, potential non-payment of service fees, and credit risk associated with trade receivables - The Group's business operations are highly dependent on professional personnel, especially the management team[78] - Estimated time and costs involved in projects may deviate from actual time and costs, leading to risks in tender price determination[78] - Service fees may not be fully paid if client projects are not completed as scheduled; the Group is exposed to credit risk from trade receivables and may face increased outstanding balances and longer trade receivable turnover days[82] Other Information This section covers additional disclosures regarding the Company's governance, securities, and post-reporting events Purchase, Sale or Redemption of the Company's Listed Securities During the year, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities - During the year, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[80] Compliance with Corporate Governance Code The Company has complied with the Corporate Governance Code, with a deviation from code provision C.1.7 regarding not purchasing appropriate insurance for directors' potential legal actions, as the Board considers the Company's business and financial position stable with robust internal control systems - The Company has complied with the Corporate Governance Code, except for a deviation from code provision C.1.7 regarding not arranging insurance for directors' liabilities, as the Board considers the Company's current industry, business, and financial position to be relatively stable, and a robust internal control system has been established[81] Audit Committee and Auditor's Scope of Work The Audit Committee has reviewed the Group's annual results, and the auditor, Evergreen (Hong Kong) CPA Limited, confirmed the preliminary results announcement data aligns with the draft consolidated financial statements, though their work was limited and not an audit or review - The Audit Committee has reviewed the Group's annual results for the year ended March 31, 2025, with the Company's management and external auditor[83] - The Company's auditor, Evergreen (Hong Kong) CPA Limited, has confirmed that the data in the preliminary results announcement for the year ended March 31, 2025, is consistent with the amounts in the Group's draft consolidated financial statements for the year, but their work was limited and does not constitute an audit, review, or other assurance engagement[84] Change of Company Name and Stock Short Name The Company officially changed its English name to "NIU Holdings Limited" and will change its stock short name effective August 7, 2025, while the stock code remains unchanged; the name change will not affect shareholders' rights or daily operations - The Company's English name has been changed from "King Of Catering (Global) Holdings Ltd." to "NIU Holdings Limited", and the dual foreign Chinese name is no longer used, effective June 19, 2025[85] - The English stock short name will change from "KINGOFCATER" to "NIU HOLDINGS", and the Chinese stock short name will change from "飲食天王（環球）" to "NIU HOLDINGS", effective from 9:00 a.m. on August 7, 2025, while the stock code remains "8619"[86] - The change of company name will not affect any rights of shareholders or the Company's daily business operations or its financial position[87] Resumption of Trading and Revised Share Consolidation Timetable The Company has applied to the Stock Exchange for the resumption of share trading on August 1, 2025, and has revised the share consolidation timetable - The Company has applied to The Stock Exchange for the resumption of trading in the Company's shares from 9:00 a.m. on Friday, August 1, 2025[89] - As the Company's shares have been suspended from trading on The Stock Exchange from 9:00 a.m. on Tuesday, July 1, 2025, the timetable for the share consolidation has been revised[89] Board of Directors As of the announcement date, the Board of Directors includes executive directors Mr. Tsang Wing Ki, Mr. Man Kwok Hing, Ms. Leung Suet Yiu, and Mr. Leung Chun Yu; non-executive directors Mr. Yuen Chi Ping and Mr. Takeda Masahiro; and independent non-executive directors Ms. Siu Yuk Ming, Ms. Lung Wing Yee, and Mr. Leung Man Chun - As of the date of this announcement, the Board of Directors comprises executive directors Mr. Tsang Wing Ki, Mr. Man Kwok Hing, Ms. Leung Suet Yiu, and Mr. Leung Chun Yu; non-executive directors Mr. Yuen Chi Ping and Mr. Takeda Masahiro; and independent non-executive directors Ms. Siu Yuk Ming, Ms. Lung Wing Yee, and Mr. Leung Man Chun[92]