高奥士国际(08042) - 2025 - 中期业绩

Report Statement and GEM Characteristics GEM Characteristics This announcement presents KOS International Holdings Limited's interim results for the six months ended June 30, 2025, highlighting GEM as a listing platform for SMEs with higher investment risks requiring investor caution - The GEM market is positioned as a listing platform for small and medium-sized companies, but it carries higher investment risks[1] Disclaimer Hong Kong Exchanges and Clearing Limited and the Stock Exchange are not responsible for this announcement's content and accept no liability for any loss - HKEX and the Stock Exchange are not responsible for the announcement's content and bear no liability for any loss[2] - The company's directors confirm the accuracy and completeness of the announcement's information, its freedom from misleading or fraudulent content, and accept full responsibility[3] Financial Performance Overview Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income For the six months ended June 30, 2025, the company achieved HKD 136,290 thousand in revenue, a 46.5% increase, and turned a loss into a profit of HKD 2,326 thousand, with basic earnings per share of HKD 0.29 cents Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the six months ended June 30) | Indicator | 2025 (HKD Thousand) | 2024 (HKD Thousand) | Change (HKD Thousand) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Revenue | 136,290 | 93,037 | 43,253 | 46.5% | | Other income | 873 | 623 | 250 | 40.1% | | Staff costs | (121,271) | (80,511) | (40,760) | 50.6% | | Other expenses and losses | (12,435) | (15,579) | 3,144 | -20.2% | | Finance costs | (418) | (96) | (322) | 335.4% | | Profit (Loss) before tax | 3,295 | (2,555) | 5,850 | N/A | | Income tax (expense) credit | (969) | 89 | (1,058) | N/A | | Profit (Loss) for the period | 2,326 | (2,466) | 4,792 | N/A | | Basic and diluted earnings (loss) per share (HK Cents) | 0.29 | (0.31) | 0.60 | N/A | Condensed Consolidated Statement of Financial Position As of June 30, 2025, the company's net assets increased to HKD 60,754 thousand, a 4.45% rise from December 31, 2024, with net current assets remaining robust at HKD 52,577 thousand despite a slight decrease in the current ratio Condensed Consolidated Statement of Financial Position (As of June 30) | Indicator | 2025 (HKD Thousand) | 2024 (HKD Thousand) | Change (HKD Thousand) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Non-current assets | 13,234 | 15,148 | (1,914) | -12.6% | | Current assets | 76,923 | 68,554 | 8,369 | 12.2% | | Current liabilities | 24,346 | 18,836 | 5,510 | 29.3% | | Net current assets | 52,577 | 49,718 | 2,859 | 5.8% | | Non-current liabilities | 5,057 | 6,703 | (1,646) | -24.6% | | Net assets | 60,754 | 58,163 | 2,591 | 4.45% | Condensed Consolidated Statement of Changes in Equity For the six months ended June 30, 2025, the company's total equity increased from HKD 58,163 thousand to HKD 60,754 thousand, primarily driven by a profit for the period of HKD 2,326 thousand and other comprehensive income of HKD 265 thousand Condensed Consolidated Statement of Changes in Equity (For the six months ended June 30) | Indicator | 2025 (HKD Thousand) | 2024 (HKD Thousand) | | :--- | :--- | :--- | | Total equity at beginning of period | 58,163 | 61,229 | | Profit (Loss) for the period | 2,326 | (2,466) | | Other comprehensive income (expense) for the period | 265 | (227) | | Total equity at end of period | 60,754 | 58,536 | Condensed Consolidated Statement of Cash Flows For the six months ended June 30, 2025, net cash outflow from operating activities was HKD 8,186 thousand, net cash outflow from investing activities was HKD 162 thousand, and net cash inflow from financing activities was HKD 5,413 thousand, resulting in a net decrease of HKD 2,935 thousand in cash and cash equivalents Condensed Consolidated Statement of Cash Flows (For the six months ended June 30) | Indicator | 2025 (HKD Thousand) | 2024 (HKD Thousand) | | :--- | :--- | :--- | | Net cash used in operating activities | (8,186) | (7,994) | | Net cash from (used in) investing activities | (162) | 109 | | Net cash from (used in) financing activities | 5,413 | (3,217) | | Net decrease in cash and cash equivalents | (2,935) | (11,102) | | Cash and cash equivalents at end of period | 21,893 | 23,421 | Notes to the Financial Statements 1. General Information KOS International Holdings Limited, incorporated in the Cayman Islands and listed on GEM since October 12, 2018, primarily provides recruitment, secondment, and payroll services across Hong Kong, Macau, Mainland China, and Singapore - The company was incorporated in the Cayman Islands and listed on GEM of the Stock Exchange on October 12, 2018[10] - Principal activities include providing recruitment and/or secondment and payroll services in Hong Kong, Macau, Mainland China, and Singapore[11] 2. Basis of Preparation and Principal Accounting Policies The condensed consolidated financial statements are prepared on a historical cost basis, adhering to HKAS 34 and GEM Listing Rules Chapter 18, with consistent accounting policies from the prior year and no significant impact from new or revised standards - Financial statements are prepared on a historical cost basis and in accordance with HKAS 34 and GEM Listing Rule Chapter 18[14] - Adopted accounting policies are consistent with the previous year, with no significant impact from new or revised standards[14] 3. Revenue Classification and Segment Information For the six months ended June 30, 2025, total revenue was HKD 136,290 thousand, with secondment and payroll services revenue significantly increasing by 76.5% to HKD 99,332 thousand, while recruitment services revenue slightly increased by 0.5% to HKD 36,958 thousand, and Hong Kong operations contributed 91.3% of total revenue Revenue Classification (For the six months ended June 30) | Service Type | Region | 2025 (HKD Thousand) | 2024 (HKD Thousand) | Change (HKD Thousand) | Change (%) | | :--- | :--- | :--- | :--- | :--- | :--- | | Recruitment Services | Hong Kong | 27,646 | 26,352 | 1,294 | 4.9% | | | Mainland China | 8,021 | 8,457 | (436) | -5.2% | | | Singapore | 1,291 | 1,954 | (663) | -33.9% | | Total Recruitment Services | | 36,958 | 36,763 | 195 | 0.5% | | Secondment and Payroll Services | Hong Kong | 96,840 | 54,803 | 42,037 | 76.7% | | | Macau | 1,882 | 1,471 | 411 | 27.9% | | | Mainland China | 610 | – | 610 | N/A | | Total Secondment and Payroll Services | | 99,332 | 56,274 | 43,058 | 76.5% | | Total | | 136,290 | 93,037 | 43,253 | 46.5% | - Hong Kong operations contributed 91.3% of the Group's total revenue (2024: 87.2%)[18] Revenue from Major Customers (For the six months ended June 30) | Customer | 2025 (HKD Thousand) | 2024 (HKD Thousand) | | :--- | :--- | :--- | | Customer A | 19,234 | 10,837 | | Customer B | 16,749 | – | 4. Finance Costs For the six months ended June 30, 2025, finance costs significantly increased to HKD 418 thousand, a 335.4% rise from HKD 96 thousand in the prior period, primarily due to interest on lease liabilities and new bank borrowings Finance Costs (For the six months ended June 30) | Item | 2025 (HKD Thousand) | 2024 (HKD Thousand) | Change (HKD Thousand) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Interest on lease liabilities | 289 | 85 | 204 | 240.0% | | Interest on bank borrowings | 114 | – | 114 | N/A | | Interest on provision for reinstatement costs | 15 | 11 | 4 | 36.4% | | Total | 418 | 96 | 322 | 335.4% | 5. Income Tax Expense (Credit) For the six months ended June 30, 2025, income tax expense was HKD 969 thousand, compared to a credit of HKD 89 thousand in the prior period, mainly due to increased taxable profit and an over-provision credit last year, with Hong Kong profits tax at 16.5% and 8.25% for the first HKD 2 million of profit for qualifying entities Income Tax Expense (Credit) (For the six months ended June 30) | Item | 2025 (HKD Thousand) | 2024 (HKD Thousand) | Change (HKD Thousand) | | :--- | :--- | :--- | :--- | | Hong Kong profits tax | 969 | 360 | 609 | | Singapore corporate income tax | – | 17 | (17) | | Over-provision in prior years | – | (466) | 466 | | Total | 969 | (89) | 1,058 | - Hong Kong profits tax is calculated at 16.5%, with the first HKD 2 million of profit for qualifying entities taxed at 8.25%[21][22] - Macau and Mainland China subsidiaries made no income tax provision due to no taxable profit or qualifying for small and micro-enterprise preferential policies[22][23][24] 6. Earnings (Loss) Per Share For the six months ended June 30, 2025, basic earnings per share were HKD 0.29 cents, compared to a loss per share of HKD 0.31 cents in the prior period, primarily due to the profit for the period turning positive, with no diluted earnings presented as no potential ordinary shares were outstanding Earnings (Loss) Per Share (For the six months ended June 30) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Profit (Loss) for the period (HKD Thousand) | 2,326 | (2,466) | | Weighted average number of ordinary shares (Thousand Shares) | 800,000 | 800,000 | | Basic earnings (loss) per share (HK Cents) | 0.29 | (0.31) | - No potential ordinary shares were outstanding during the current or prior period, thus no diluted earnings (loss) per share is presented[25] 7. Dividends The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025, consistent with the prior period - The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025 (2024: nil)[26] 8. Movements in Property, Plant and Equipment and Right-of-Use Assets For the six months ended June 30, 2025, the Group purchased approximately HKD 169 thousand in property, plant and equipment, and entered into new lease agreements for office properties in Singapore and Shanghai, recognizing corresponding right-of-use assets and lease liabilities - For the six months ended June 30, 2025, the Group purchased property, plant and equipment with a total cost of approximately HKD 169 thousand[27] - A new lease agreement for the Singapore office was entered into, recognizing approximately HKD 741 thousand in right-of-use assets and HKD 733 thousand in lease liabilities[28] - A new lease agreement for the Shanghai office was entered into, recognizing approximately HKD 465 thousand in right-of-use assets and HKD 463 thousand in lease liabilities[28] 9. Trade and Other Receivables As of June 30, 2025, total trade and other receivables amounted to HKD 53,583 thousand, an increase of 28.1% from December 31, 2024, with the largest portion of trade receivables, HKD 36,884 thousand, due within 30 days Trade and Other Receivables (As of June 30) | Item | 2025 (HKD Thousand) | 2024 (HKD Thousand) | Change (HKD Thousand) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Trade receivables | 50,637 | 40,116 | 10,521 | 26.2% | | Less: Provision for expected credit losses | (1,086) | (1,284) | 198 | -15.4% | | Other receivables | 4,032 | 3,099 | 933 | 30.1% | | Total trade and other receivables | 53,583 | 41,831 | 11,752 | 28.1% | - The Group grants credit terms of up to 60 days to its customers[29] Aging Analysis of Trade Receivables (As of June 30) | Aging | 2025 (HKD Thousand) | 2024 (HKD Thousand) | | :--- | :--- | :--- | | Within 30 days | 36,884 | 29,589 | | 31 to 60 days | 8,525 | 4,316 | | 61 to 90 days | 1,867 | 1,574 | | 91 to 180 days | 2,275 | 2,914 | | Over 180 days | – | 439 | | Total | 49,551 | 38,832 | 10. Financial Assets at Fair Value Through Profit or Loss As of June 30, 2025, financial assets at fair value through profit or loss increased to HKD 465 thousand from HKD 419 thousand as of December 31, 2024, primarily comprising listed securities Financial Assets at Fair Value Through Profit or Loss (As of June 30) | Item | 2025 (HKD Thousand) | 2024 (HKD Thousand) | | :--- | :--- | :--- | | Listed securities | 465 | 419 | - The fair value of listed securities is based on bid prices quoted in active markets in Hong Kong[33] 11. Other Payables and Accruals and Contract Liabilities As of June 30, 2025, total other payables and accruals decreased by 20.5% to HKD 11,481 thousand from December 31, 2024, while contract liabilities remained stable at HKD 193 thousand Other Payables and Accruals (As of June 30) | Item | 2025 (HKD Thousand) | 2024 (HKD Thousand) | Change (HKD Thousand) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Other payables | 1,795 | 2,467 | (672) | -27.2% | | Accrued expenses | 669 | 1,117 | (448) | -40.1% | | Accrued payroll expenses | 9,017 | 10,862 | (1,845) | -17.0% | | Total | 11,481 | 14,446 | (2,965) | -20.5% | Contract Liabilities (As of June 30) | Item | 2025 (HKD Thousand) | 2024 (HKD Thousand) | | :--- | :--- | :--- | | Secondment and payroll services | 193 | 193 | 12. Bank Borrowings As of June 30, 2025, the Group incurred new secured bank borrowings of HKD 8,000 thousand, bearing interest at HIBOR or cost of funds plus 1.7% to 3%, with an effective annual interest rate of 6.1% Bank Borrowings (As of June 30) | Item | 2025 (HKD Thousand) | 2024 (HKD Thousand) | | :--- | :--- | :--- | | Bank borrowings, secured | 8,000 | – | - Secured bank borrowings bear interest at HIBOR or cost of funds plus 1.7% to 3% per annum, with an effective annual interest rate of 6.1%[34] 13. Contingent Liabilities As of June 30, 2025, the Group had no significant contingent liabilities, consistent with the situation as of December 31, 2024 - As of June 30, 2025, the Group had no significant contingent liabilities[35] 14. Fair Value Measurement of Financial Instruments The Group measures certain financial instruments at fair value, including Level 1 listed equity securities at fair value through profit or loss and Level 3 unlisted equity investments at fair value through other comprehensive income, with the latter valued using the market approach Financial Assets Measured at Fair Value on a Recurring Basis (As of June 30) | Financial Assets | 2025 (HKD Thousand) | 2024 (HKD Thousand) | Fair Value Hierarchy | Valuation Technique and Key Inputs | | :--- | :--- | :--- | :--- | :--- | | Listed equity securities classified as equity instruments at fair value through profit or loss | 465 | 419 | Level 1 | Valued based on quotes available from the Stock Exchange | | Unlisted equity investments classified as equity instruments at fair value through other comprehensive income | 1,174 | 1,174 | Level 3 | Market approach, using comparable multiples of price-to-sales ratio and illiquidity discount | - For the six months ended June 30, 2025, and the year ended December 31, 2024, there were no transfers between Level 1 and Level 2, nor any transfers into or out of Level 3 fair value measurements[38] 15. Related Party Transactions For the six months ended June 30, 2025, total remuneration for key management personnel was HKD 3,336 thousand, a decrease from HKD 3,722 thousand in the prior period Remuneration of Key Management Personnel (For the six months ended June 30) | Item | 2025 (HKD Thousand) | 2024 (HKD Thousand) | Change (HKD Thousand) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Short-term benefits | 3,300 | 3,686 | (386) | -10.5% | | Post-employment benefits | 36 | 36 | – | 0.0% | | Total | 3,336 | 3,722 | (386) | -10.4% | Management Discussion and Analysis Business Review and Outlook Despite challenging market conditions and an uncertain economic outlook in the first half of 2025, the Group successfully turned a loss into a profit with a significant 46.5% increase in total revenue, driven by a focus on payroll and secondment services, with future plans including expanding into the Greater Bay Area and Southeast Asian markets, enhancing operational efficiency, and talent development - The Group is a leading human resources service provider in Hong Kong, offering recruitment, secondment, and payroll services, with offices in Hong Kong, Macau, Shenzhen, Guangzhou, Shanghai, and Singapore[42] - In the first half of 2025, the Group successfully turned a loss into a profit, recording a net profit of approximately HKD 2,326 thousand, compared to a net loss of approximately HKD 2,466 thousand in the same period last year[43] - The Group's total revenue grew significantly, primarily driven by the strong performance of secondment and payroll services, while traditional recruitment services in Hong Kong faced pressure from weak market demand and increased competition[43][44] - Future outlook includes: adhering to the Greater Bay Area development plan, increasing business in sectors like technology, consumer, and real estate; enhancing the quality of existing teams; and improving public awareness and brand recognition[55][56] - The Group will focus resources on sectors with strong recovery potential, continuously recruit, train, and retain top recruitment talent, and enhance productivity and profitability through stringent team composition, geographical deployment, and performance monitoring[57][59] Business Review In the first half of 2025, despite market volatility and an uncertain economic outlook leading to a cautious recruitment environment, the Group achieved a significant 46.5% increase in total revenue and successfully turned a loss into a profit by focusing on secondment and payroll services - In the first half of 2025, the Group's total revenue significantly increased by approximately HKD 43,253 thousand or 46.5% to HKD 136,290 thousand[47] - Hong Kong recruitment services revenue increased by 4.9%, secondment and payroll services revenue significantly increased by 76.5%, while Singapore recruitment services revenue decreased by 33.9%[47] - The Group continuously invests in experienced recruitment personnel and industry expert teams, and implements measures to enhance operational efficiency, including streamlining internal processes, leveraging technology, and data-driven decision-making[45][46] Revenue from Hong Kong Operations Despite an unfavorable economic environment in Hong Kong affecting recruitment service demand, secondment and payroll services became a key growth driver, with revenue significantly increasing by 76.7%, reflecting the company's ability to adapt to changing client needs, while recruitment services revenue slightly increased by 4.9% but faced challenges from candidates' reluctance to change jobs and extended recruitment processes - Hong Kong secondment and payroll services revenue significantly increased by HKD 42,037 thousand or 76.7% from HKD 54,803 thousand to HKD 96,840 thousand, primarily due to an increase in client numbers[50] - Hong Kong recruitment services revenue slightly increased by HKD 1,294 thousand or 4.9% to HKD 27,646 thousand, but faced challenges from market caution, candidates' reluctance to change jobs, and extended recruitment timelines[49] - The Group supports clients in navigating economic uncertainties by offering value-added services such as talent mapping and workforce planning[49] Revenue from Mainland China Operations Mainland China operations faced complex challenges, with recruitment revenue decreasing by 5.2% to HKD 8,021 thousand; however, the Group, through its new Shanghai office and existing Shenzhen and Guangzhou offices, is committed to strengthening client relationships, enhancing service quality, and prioritizing talent development and quality operations, maintaining confidence in future growth potential - Mainland China recruitment revenue decreased by HKD 436 thousand or 5.2% from HKD 8,457 thousand to HKD 8,021 thousand[52] - The Group established a new office in Shanghai and continues to provide services in Shenzhen and Guangzhou, committed to strengthening client relationships and enhancing service quality[51] - The Group is confident in the growth potential of its Mainland China operations, focusing on diversified development, client-centric solutions, and geographical expansion strategies[53] Revenue from Singapore Operations Singapore recruitment business revenue decreased by 33.9% to HKD 1,291 thousand, but the Group remains committed to providing excellent recruitment services, leveraging expertise to identify top talent, and views this as part of its strategic expansion into Southeast Asia - Singapore recruitment business revenue decreased by HKD 663 thousand or 33.9% from HKD 1,954 thousand to HKD 1,291 thousand[54] - Despite the revenue decline, Singapore operations demonstrated resilience, and the Group is committed to providing excellent recruitment services, viewing it as part of its strategic expansion into Southeast Asia[54] Outlook The Group remains optimistic about the long-term growth prospects of the HR industry in Hong Kong, Mainland China, and Southeast Asia, focusing resources on sectors with strong recovery potential, continuously investing in talent development, and enhancing productivity and profitability through operational optimization, while exploring new market opportunities and potential investments - The Group will focus resources on sectors with strong recovery potential and continuously recruit, train, and retain top recruitment talent[57] - It will focus on enhancing productivity and profitability through stringent team composition, geographical deployment, and performance monitoring measures[57][59] - The Group will continue to evaluate opportunities for geographical expansion and service diversification, and closely monitor potential investment opportunities that offer good returns and/or generate synergies with its core business[57][59] Financial Review The Group's revenue for the first half of 2025 significantly increased by 46.5% to HKD 136,290 thousand, primarily driven by a strong 76.5% growth in secondment and payroll services, successfully turning a loss into a net profit of HKD 2,326 thousand, with staff costs increasing due to business expansion but other expenses decreasing, and the Group maintaining robust liquidity with a gearing ratio of 27.4% - The Group's revenue increased by 46.5% from HKD 93,037 thousand to HKD 136,290 thousand, primarily due to increased revenue from secondment and payroll services[60] - Profit for the period and total comprehensive income amounted to HKD 2,326 thousand, successfully reversing the loss incurred in the same period last year[70] - As of June 30, 2025, the current ratio was approximately 3.2 times, and the gearing ratio was 27.4%, with directors believing the Group has sufficient liquidity[72][73] Revenue The Group's total revenue significantly increased by 46.5% to HKD 136,290 thousand, primarily driven by a 76.5% growth in secondment and payroll services revenue, while recruitment services revenue slightly increased by 0.5%, with Hong Kong recruitment services growing by 4.9%, but Mainland China and Singapore recruitment services decreasing by 5.2% and 33.9% respectively - Total revenue increased by HKD 43,253 thousand or 46.5% from HKD 93,037 thousand to HKD 136,290 thousand[60] - Secondment and payroll services revenue significantly increased by HKD 43,058 thousand or 76.5% to HKD 99,332 thousand, primarily due to the expansion of the Hong Kong secondment team and implementation of new strategies[63] - Recruitment services revenue slightly increased by HKD 195 thousand or 0.5% to HKD 36,958 thousand, with Hong Kong recruitment services growing by 4.9%, while Mainland China and Singapore recruitment services decreased by 5.2% and 33.9% respectively[61] Other Income Other income increased by 40.1% to HKD 873 thousand, primarily due to increased revenue from visa application services and seminar and training services - Other income increased by HKD 250 thousand or 40.1% from HKD 623 thousand to HKD 873 thousand[64] - The increase primarily stemmed from visa application services and seminar and training services, generating approximately HKD 621 thousand in revenue[64] Staff Costs Staff costs significantly increased by 50.6% to HKD 121,271 thousand, primarily due to a substantial increase in seconded employees from 671 to 2,650, aligning with the growth in secondment and payroll services revenue, with seconded employee costs accounting for 74.0% of total staff costs - Staff costs increased by HKD 40,760 thousand or 50.6% from HKD 80,511 thousand to HKD 121,271 thousand[65] - The increase in staff costs was primarily due to a significant rise in the number of seconded employees, from 671 as of June 30, 2024, to 2,650 as of June 30, 2025[65] - Seconded employee costs amounted to HKD 89,696 thousand, representing 74.0% of total staff costs, while in-house staff costs were HKD 31,575 thousand, accounting for 26.0%[66] Other Expenses and Losses Other expenses and losses decreased by 20.2% to HKD 12,435 thousand, primarily including rent and rates, depreciation, marketing and advertising expenses, and insurance expenses - Other expenses and losses decreased by HKD 3,144 thousand or 20.2% from HKD 15,579 thousand to HKD 12,435 thousand[67] Finance Costs Finance costs significantly increased to HKD 418 thousand, primarily comprising interest on lease liabilities (HKD 289 thousand) and interest on new bank borrowings (HKD 114 thousand) - Finance costs primarily refer to interest on lease liabilities of HKD 289 thousand and interest on bank borrowings of HKD 114 thousand[68] Income Tax (Expense) Credit Income tax expense shifted from a credit of HKD 89 thousand in the prior period to an expense of HKD 969 thousand, an increase of HKD 1,058 thousand, primarily due to increased taxable profit from operating subsidiaries and an over-provision credit last year - Income tax expense increased by HKD 1,058 thousand from a credit of HKD 89 thousand for the six months ended June 30, 2024, to an expense of HKD 969 thousand for the six months ended June 30, 2025[69] - The increase was primarily due to higher estimated taxable profits from operating subsidiaries and the income tax credit from prior years in 2024[69] Profit for the Period and Total Comprehensive Income (Expense) The Group recorded a net profit of HKD 2,326 thousand and total comprehensive income of HKD 2,591 thousand for the period, successfully reversing the net loss of HKD 2,466 thousand and total comprehensive expense of HKD 2,693 thousand in the same period last year, primarily due to significant growth in secondment and payroll services revenue - The Group recorded a net profit of HKD 2,326 thousand and total comprehensive income of HKD 2,591 thousand, compared to a net loss of HKD 2,466 thousand and total comprehensive expense of HKD 2,693 thousand in the same period last year[70] - The net profit was primarily attributable to increased revenue from secondment and payroll services, benefiting from effective business development strategies and client expansion[70] Dividends The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025, consistent with the prior period - The Directors do not recommend the payment of an interim dividend for the six months ended June 30, 2025 (2024: nil)[71] Liquidity, Financial Resources and Gearing Ratio As of June 30, 2025, the Group had HKD 2,400 thousand in pledged bank deposits and HKD 21,893 thousand in bank balances and cash, with a current ratio of 3.2 times and a gearing ratio of 27.4%, and directors deeming liquidity sufficient - As of June 30, 2025, the Group had pledged bank deposits of HKD 2,400 thousand and bank balances and cash of approximately HKD 21,893 thousand[72] - The current ratio was approximately 3.2 times (December 31, 2024: approximately 3.6 times), and the gearing ratio was 27.4% (December 31, 2024: 17.6%)[72][73] - The Directors believe the Group has sufficient liquidity to meet its funding requirements[73] Foreign Exchange Risk Most of the Group's revenue-generating operations are denominated in Hong Kong Dollars, so foreign exchange rate fluctuation risk is not significant, and no hedging or other arrangements have been made - Most of the Group's revenue-generating operations are denominated in Hong Kong Dollars, thus foreign exchange rate fluctuation risk is not significant, and no hedging or other arrangements have been made[74] Share Capital Structure For the six months ended June 30, 2025, there was no change in the company's share capital structure, with a total of 800,000,000 ordinary shares issued, each with a par value of HKD 0.01 - For the six months ended June 30, 2025, there was no change in the company's share capital structure[75] - The total number of ordinary shares issued was 800,000,000, with a par value of HKD 0.01 per share[75] Treasury Policy The Directors will continue to follow a prudent policy in managing cash balances and maintaining a strong and healthy liquidity position to capitalize on future growth opportunities - The Directors will adhere to a prudent policy in managing cash balances, maintaining a strong and healthy liquidity position to capitalize on future growth opportunities[76] Other Information Material Investments and Future Plans for Material Investments or Capital Assets As of June 30, 2025, the Group held no material investments and had no plans for any material investments or additions of other capital assets - As of June 30, 2025, the Group held no material investments and had no plans for any material investments or additions of other capital assets[77] Material Acquisitions and Disposals of Subsidiaries, Associates and Joint Ventures For the six months ended June 30, 2025, the Group had no material acquisitions or disposals of subsidiaries, associates, or joint ventures - For the six months ended June 30, 2025, the Group had no material acquisitions or disposals of subsidiaries, associates, or joint ventures[78] Charge on the Group's Assets As of June 30, 2025, bank deposits of HKD 2,400 thousand were pledged as security for the Group's bank facilities - As of June 30, 2025, bank deposits of HKD 2,400 thousand were pledged as security for the Group's bank facilities[79] Contingent Liabilities As of June 30, 2025, the Group had no significant contingent liabilities - As of June 30, 2025, the Group had no significant contingent liabilities[80] Events After the Reporting Period As of the date of this announcement, no significant events affecting the Company or the Group have occurred after June 30, 2025 - As of the date of this announcement, no significant events affecting the Company or the Group have occurred after June 30, 2025[81] Employees and Remuneration Policy As of June 30, 2025, the Group had 130 in-house employees and 2,650 seconded employees, with staff costs of approximately HKD 121,271 thousand, and remuneration is determined based on performance, qualifications, experience, and industry practice, with commissions and discretionary bonuses offered to attract and retain talent - As of June 30, 2025, the Group had 130 in-house employees and 2,650 seconded employees[82] - Staff costs (including directors' emoluments) amounted to approximately HKD 121,271 thousand[82] - Remuneration is determined based on performance, qualifications, experience, and industry practice, with commissions and discretionary bonuses offered to attract and retain talent[82] Directors' and Major Shareholders' Interests Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares and Debentures of the Company or any Associated Corporation As of June 30, 2025, Mr. Chan Ka Kin, Mr. Chan Ka On, and Mr. Chan Ka Shing each held long positions in 600,000,000 shares of the Company, representing 75% of the issued share capital, through controlled corporations and concert party arrangements Directors' Long Positions in Shares of the Company (As of June 30) | Name of Director | Capacity/Nature of Interest | Number of Shares Held | Approximate Percentage of Issued Share Capital | | :--- | :--- | :--- | :--- | | Mr. Chan Ka Kin | Interest in controlled corporation and concert party | 600,000,000 | 75% | | Mr. Chan Ka On | Interest in controlled corporation and concert party | 600,000,000 | 75% | | Mr. Chan Ka Shing | Interest in controlled corporation and concert party | 600,000,000 | 75% | - Of the 600,000,000 shares, 450,000,000 shares are registered in the name of KJE Limited, and 150,000,000 shares are registered in the name of Caiden Holdings Limited[84] - Mr. Chan Ka Kin, Mr. Chan Ka On, Mr. Chan Ka Shing, and Mr. Chow Ka Wai entered into a deed of concert party arrangement on January 18, 2018[84] Major Shareholders' Interests and Short Positions in Shares, Debentures and Underlying Shares of the Company As of June 30, 2025, KJE Limited, Caiden Holdings Limited, and Mr. Chow Ka Wai each held long positions in 600,000,000 shares of the Company, representing 75% of the issued share capital, consistent with the directors' disclosure Major Shareholders' Long Positions in Shares of the Company (As of June 30) | Name/Designation of Major Shareholder | Capacity/Nature of Interest | Number of Shares Held | Approximate Percentage of Issued Share Capital | | :--- | :--- | :--- | :--- | | KJE Limited | Beneficial owner and concert party | 600,000,000 | 75% | | Caiden Holdings Limited | Beneficial owner and concert party | 600,000,000 | 75% | | Mr. Chow Ka Wai | Interest in controlled corporation and concert party | 600,000,000 | 75% | - KJE Limited is approximately 33.33% owned by Mr. Chan Ka Kin, Mr. Chan Ka On, and Mr. Chan Ka Shing respectively, while Caiden Holdings Limited is wholly owned by Mr. Chow Ka Wai[86] Share Option Scheme The Company adopted a share option scheme on September 13, 2018, to reward participants, valid for ten years, with the maximum number of shares to be issued upon exercise of options not exceeding 10% of the total issued shares at the time of adoption, and as of June 30, 2025, no share options were granted, exercised, cancelled, or lapsed - The Company adopted a share option scheme on September 13, 2018, valid for ten years, aiming to reward or incentivize selected participants[88][89] - The maximum number of shares to be issued upon exercise of options shall not exceed 10% of the total issued shares on the date of adoption of the scheme[90] - As of June 30, 2025, no share options under the scheme were granted, exercised, cancelled, or lapsed, and there were no outstanding share options[90] Corporate Governance and Other Matters Directors' Rights to Acquire Shares or Debentures For the six months ended June 30, 2025, neither the Company, its subsidiaries, nor any associated corporations entered into any arrangements enabling directors (including their spouses and minor children) to acquire benefits by acquiring shares, underlying shares, or debentures of the Company or any associated corporation, and as of the date of this announcement, no share options have been granted to directors - For the six months ended June 30, 2025, the Company did not enter into any arrangements enabling directors to profit from acquiring shares or debentures[91] - As of the date of this announcement, the Company has not granted any share options to directors[91] Purchase, Sale or Redemption of the Company's Listed Securities For the six months ended June 30, 2025, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities - For the six months ended June 30, 2025, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[92] Competing Interests For the six months ended June 30, 2025, none of the directors, controlling shareholders, or their close associates held any interests in businesses that compete or are likely to compete with the Group's business - For the six months ended June 30, 2025, none of the directors, controlling shareholders, or their close associates held any interests in businesses that compete or are likely to compete with the Group's business[93] Corporate Governance Practices The Company has complied with the code provisions of the Corporate Governance Code as set out in Appendix C1 Part 2 of the GEM Listing Rules for the six months ended June 30, 2025 - The Company complied with the code provisions of the Corporate Governance Code in Appendix C1 Part 2 of the GEM Listing Rules for the six months ended June 30, 2025[94] Directors' Securities Transactions The Company adopted the required standard of dealings as set out in Rules 5.48 to 5.67 of the GEM Listing Rules for directors' securities transactions, and all directors confirmed compliance during the reporting period - The Company adopted the required standard of dealings as set out in Rules 5.48 to 5.67 of the GEM Listing Rules for directors' securities transactions[95] - All directors confirmed compliance with this standard for the six months ended June 30, 2025[95] Audit Committee The Board's Audit Committee comprises three independent non-executive directors, with Mr. Poon Kai Kin as chairman, and the committee reviewed the unaudited condensed consolidated financial statements for the six months ended June 30, 2025, providing advice and recommendations - The Audit Committee comprises three independent non-executive directors, with Mr. Poon Kai Kin as chairman[96] - The committee's primary responsibilities include recommending the appointment and removal of external auditors, reviewing and overseeing financial statements, and supervising internal control procedures and risk management systems[97] - The Audit Committee reviewed the unaudited condensed consolidated financial statements for the six months ended June 30, 2025[97] By Order of the Board This announcement was issued by Mr. Chan Ka Kin, Chairman of the Board, on August 22, 2025, and the Board comprises four executive directors and three independent non-executive directors - This announcement was issued by Mr. Chan Ka Kin, Chairman of the Board, on August 22, 2025[98][99] - The Board comprises four executive directors (Chan Ka Kin, Chan Ka On, Chan Ka Shing, Yeung Shek Shek) and three independent non-executive directors (Poon Kai Kin, Lau Kin Shing, Cheung Wang Ki)[99]