Company Information This section outlines key corporate governance changes, including board appointments and resignations, and provides essential company identification details - Changes in board members include Ms. Liu Tanying's resignation as Executive Director on December 12, 2024, and Mr. Thanakon Kunna's appointment on January 1, 2025. Mr. Liu Hongli resigned as Independent Non-executive Director on December 1, 2023, and Mr. Lok Ho Wai was appointed on April 30, 20245 - Changes in authorized representative and company secretary: Mr. Xu Zhigang resigned on May 10, 2024, and Mr. Shen Ziliang was appointed on May 10, 20245 - The auditor is Zhongzheng Tianheng Certified Public Accountants Limited, the company stock code is 8321, and the company website is www.taikamholdings.com[5](index=5&type=chunk)6 Chairman's Report This report highlights the company's financial performance, including revenue growth and reduced net loss, and outlines future strategic directions and market outlook Key Financial Performance | Metric | 2025 (Million HKD) | 2024 (Million HKD) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Revenue | 40.6 | 38.1 | Increase 2.5 (6.6%) | | Net Loss | (5.9) | (11.4) | Decrease 5.5 (48.2%) | - The reduction in net loss is primarily due to decreased impairment losses (net of reversals) on trade and other receivables and contract assets, alongside an increase in other gains or losses9 - Looking ahead, significant government commitments to infrastructure development in Hong Kong are expected to improve market sentiment and attract more capital to the construction industry10 - The Group plans to expand and diversify its business scope, including property development design and construction, and investing in potential properties for capital appreciation and stable rental income10 - The Group will remain focused on site formation and fitting-out works within Hong Kong's construction industry, continuously enhancing its competitive advantages10 Management Discussion and Analysis This section analyzes the Group's operational performance, financial position, liquidity, and investment portfolio, highlighting key drivers of revenue, profitability, and expense changes - The Group primarily engages in construction business in Hong Kong, encompassing site formation and fitting-out works14 Revenue and Gross Profit Overview | Metric | 2025 (Million HKD) | 2024 (Million HKD) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Revenue | 40.6 | 38.1 | Increase 2.5 (6.6%) | | Gross Profit | 1.7 | 0.7 | Increase 1.0 (142.9%) | | Gross Profit Margin | 4.2% | 1.9% | Increase 2.3 percentage points | - The increase in gross profit margin is mainly attributable to higher contract revenue from projects with better margins during the reporting period17 - Administrative expenses increased by 53.8% to 6.0 million HKD, primarily due to higher legal and professional fees and staff costs18 - Other gains or losses increased by approximately 2.8 million HKD, mainly due to increased unrealized gains from fair value changes of financial assets at fair value through profit or loss19 Liquidity Position | Metric | 2025 (Million HKD) | 2024 (Million HKD) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Total Equity Attributable to Owners | 58.9 | 64.8 | Decrease 5.9 | | Cash and Bank Balances | 3.1 | 10.5 | Decrease 7.4 | - As at April 30, 2025, the Group's gearing ratio was zero (2024: zero)28 Significant Investment Portfolio (As at April 30, 2025) | Company Name | Fair Value Change (Thousand HKD) | Fair Value (Thousand HKD) | Approximate Percentage of Financial Assets at FVTPL | Approximate Percentage of Total Assets | | :--- | :--- | :--- | :--- | :--- | | Hao Wen Holdings Limited | 1,750 | 3,888 | 18.4% | 5.0% | | China Integrated Holdings Limited | 379 | 5,410 | 25.5% | 7.0% | | Other Securities | (2,198) | 11,878 | 56.1% | 15.3% | | Total | (69) | 21,176 | 100.0% | 27.3% | - The Group did not acquire any subsidiaries or associates during the reporting period, nor did it have other plans for significant investments or capital assets40 Directors and Senior Management This section lists the executive and independent non-executive directors, along with key senior management appointments and their professional backgrounds - Executive Directors include Mr. Lang Junhao (Chairman), Ms. Liu Tanying (resigned), and Mr. Thanakon Kunna (newly appointed)41 - Independent Non-executive Directors include Ms. Li Yixuan, Mr. Luo Zhiyong, and Mr. Lok Ho Wai (newly appointed)42 - Mr. Shen Ziliang, a member of senior management, was appointed Company Secretary and Authorized Representative on May 10, 2024, possessing accounting, auditing, and financial experience45 Corporate Governance Report This report details the company's commitment to maintaining high standards of corporate governance, adherence to GEM Listing Rules, and the structure and functions of its board and committees - The Company is committed to achieving and maintaining a high level of corporate governance, applying the principles of the Corporate Governance Code set out in Appendix C1 of the GEM Listing Rules47 - During the reporting period, the Company complied with the Corporate Governance Code, with a deviation regarding board meeting notice periods being less than 14 days to facilitate timely decision-making47 - The Board comprises five directors, including two Executive Directors and three Independent Non-executive Directors, with Independent Non-executive Directors constituting more than one-third of the Board51 - The Company has adopted a Board Diversity Policy emphasizing a balance of skills, experience, and diverse perspectives, including gender, age, culture, and educational background53 - Seven Board meetings were held during the reporting period57 - The Board has established an Audit Committee, Remuneration Committee, and Nomination Committee to assist in fulfilling its responsibilities61 - The Audit Committee, composed of three Independent Non-executive Directors, is responsible for overseeing internal controls, risk management, and the integrity of financial statements62 - The Board is responsible for continuous oversight of the Group's risk management and internal control systems and reviewing their effectiveness84 - Audit service fees paid and payable to Zhongzheng Tianheng Certified Public Accountants Limited during the reporting period amounted to 380 thousand HKD87 - The Company has adopted a dividend policy where the Board considers various factors, including financial performance, working capital requirements, and liquidity position, when deciding on dividend distribution100101103 Directors' Report This report provides an overview of the Group's principal activities, compliance with regulations, business relationships, share capital, reserves, and environmental, social, and governance commitments - The Group's business is primarily conducted by its subsidiaries in Hong Kong, complying with relevant Hong Kong laws and regulations, with no material breaches during the reporting period106 - The Group maintains business relationships ranging from one to over seven years with most of its major customers, suppliers, and subcontractors108109 Major Customer and Supplier Contributions | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Total revenue from largest customer as % of total revenue | Approx. 71.6% | Approx. 51.5% | | Total revenue from top five customers as % of total revenue | 100.0% | 100.0% | | Purchases from largest supplier as % of total purchases | Approx. 48.3% | Approx. 40.6% | | Purchases from top five suppliers as % of total purchases | Approx. 80.9% | Approx. 87.1% | - The Group considers its construction engineering business in Hong Kong as a single operating segment and does not present separate segment information by geographical segment113 - No interim or final dividends were declared or paid during the reporting period116 - As at April 30, 2025, the total issued share capital of the Company was 246,400,000 ordinary shares of HKD0.05 each118 - As at April 30, 2025, the Company's distributable reserves amounted to approximately 20.2 million HKD (2024: approximately 19.5 million HKD)123 Directors' Interests in Shares and Underlying Shares of the Company (As at April 30, 2025) | Director Name | Personal Interests (Number of Unlisted Share Options) | Total (Number of Unlisted Share Options) | Percentage of Company's Issued Share Capital | | :--- | :--- | :--- | :--- | | Ms. Li Yixuan | 1,600,000 | 1,600,000 | 0.65% | - The total number of outstanding share options as at April 30, 2025, was 45,440,000 shares, representing 18.5% of the Company's issued shares (2024: 19.1%)139143 - The Group is committed to monitoring and minimizing its environmental impact, with an Environmental, Social and Governance Report to be disclosed separately147 Independent Auditor's Report The independent auditor, Zhongzheng Tianheng Certified Public Accountants Limited, issued an unmodified opinion on the consolidated financial statements, affirming their fair presentation of the Group's financial position, performance, and cash flows - Independent auditor Zhongzheng Tianheng Certified Public Accountants Limited issued an unmodified opinion on the consolidated financial statements, deeming them to present fairly the Group's financial position, performance, and cash flows151 - A key audit matter is the impairment assessment of trade and other receivables and contract assets, involving management's judgment and estimation of recoverability and the adequacy of credit loss provisions155 - Audit procedures included evaluating management's input data for impairment assessment, challenging judgment bases, and assessing disclosures159 - The 2024 financial statements were audited by another auditor who also issued an unmodified opinion156 Consolidated Statement of Profit or Loss and Other Comprehensive Income This statement presents the Group's financial performance for the year, detailing revenue, costs, expenses, and the resulting net loss and total comprehensive expenses attributable to owners Consolidated Statement of Profit or Loss and Other Comprehensive Income Overview | Metric | 2025 (Thousand HKD) | 2024 (Thousand HKD) | | :--- | :--- | :--- | | Revenue | 40,550 | 38,132 | | Direct costs | (38,834) | (37,408) | | Gross Profit | 1,716 | 724 | | Other income and other gains or losses | 226 | (2,547) | | Impairment losses on trade and other receivables and contract assets, net of reversals | (1,877) | (5,649) | | Administrative expenses | (5,953) | (3,937) | | Operating Loss | (5,888) | (11,409) | | Loss Before Tax | (5,888) | (11,409) | | Income Tax Expense | – | – | | Loss and Total Comprehensive Expenses for the Year Attributable to Owners of the Company | (5,888) | (11,409) | Loss Per Share | Metric | 2025 (HK cents) | 2024 (HK cents) | | :--- | :--- | :--- | | Basic and Diluted Loss Per Share | (2.39) | (4.63) | Consolidated Statement of Financial Position This statement provides a snapshot of the Group's assets, liabilities, and equity as at the reporting date, reflecting its financial health and structure Consolidated Statement of Financial Position Overview | Metric | 2025 (Thousand HKD) | 2024 (Thousand HKD) | | :--- | :--- | :--- | | Non-current Assets - Other receivables | 3,776 | 3,836 | | Current Assets - Financial assets at fair value through profit or loss | 21,176 | 22,763 | | Current Assets - Trade and other receivables | 38,292 | 35,455 | | Current Assets - Contract assets | 9,785 | 9,845 | | Current Assets - Cash and bank balances | 3,074 | 10,487 | | Total Current Assets | 73,848 | 80,071 | | Current Liabilities - Trade and other payables | 18,698 | 19,043 | | Current Liabilities - Tax payable | 27 | 77 | | Total Current Liabilities | 18,725 | 19,120 | | Net Current Assets | 55,123 | 60,951 | | Total Assets Less Current Liabilities | 58,899 | 64,787 | | Total Equity Attributable to Owners of the Company | 58,899 | 64,787 | Consolidated Statement of Changes in Equity This statement illustrates the movements in each component of the Group's equity over the reporting period, including share capital, share premium, share option reserve, and accumulated losses Consolidated Statement of Changes in Equity Overview | Metric | Share Capital (Thousand HKD) | Share Premium (Thousand HKD) | Share Option Reserve (Thousand HKD) | Accumulated Losses (Thousand HKD) | Total (Thousand HKD) | | :--- | :--- | :--- | :--- | :--- | :--- | | May 1, 2023 | 12,320 | 65,244 | 13,395 | (14,763) | 76,196 | | Loss and total comprehensive expenses for the year | – | – | – | (11,409) | (11,409) | | April 30, 2024 and May 1, 2024 | 12,320 | 65,244 | 13,395 | (26,172) | 64,787 | | Loss and total comprehensive expenses for the year | – | – | – | (5,888) | (5,888) | | Lapsed share options | – | – | (124) | 124 | – | | April 30, 2025 | 12,320 | 65,244 | 13,271 | (31,936) | 58,899 | Consolidated Statement of Cash Flows This statement summarizes the cash inflows and outflows from operating, investing, and financing activities, providing insights into the Group's liquidity and solvency Consolidated Statement of Cash Flows Overview | Metric | 2025 (Thousand HKD) | 2024 (Thousand HKD) | | :--- | :--- | :--- | | Net cash (used in) / generated from operating activities | (10,715) | 8,941 | | Cash generated from investing activities | 3,302 | – | | Cash generated from financing activities | – | – | | Net (decrease) / increase in cash and cash equivalents | (7,413) | 8,941 | | Cash and cash equivalents at end of year | 3,074 | 10,487 | - Net cash outflow from operating activities was primarily influenced by loss before tax, changes in financial assets at fair value through profit or loss, trade and other receivables, contract assets, and trade and other payables173 - Net cash inflow from investing activities mainly resulted from proceeds of 3.25 million HKD from the redemption of convertible bonds receivable173 Notes to the Consolidated Financial Statements This section provides detailed explanations and disclosures supporting the consolidated financial statements, covering accounting policies, estimates, and specific financial statement line items 1. General Information Tai Kam Holdings Limited is an investment holding company primarily engaged in site formation and fitting-out works in Hong Kong, listed on GEM since October 28, 2016 - The Company is an investment holding company primarily engaged in site formation and fitting-out works in Hong Kong176 - The Company's shares have been listed on GEM of The Stock Exchange of Hong Kong Limited since October 28, 2016177 2. Application of New and Revised Hong Kong Financial Reporting Standards This year marks the first application of several revised Hong Kong Financial Reporting Standards, which have not materially impacted the Group's current or prior period financial position or performance, with HKFRS 18 potentially affecting future disclosures - Several revised Hong Kong Financial Reporting Standards were first applied this year, with no material impact on the Group's current and prior period financial position and performance and/or the disclosures contained in these consolidated financial statements178 - HKFRS 18 "Presentation and Disclosure in Financial Statements" will be effective for annual periods beginning on or after January 1, 2027, and the Group is currently assessing its detailed impact on the consolidated financial statements182 3. Significant Accounting Policies This section details the significant accounting policies followed by the Group in preparing its consolidated financial statements, including compliance, basis of preparation, consolidation, leases, financial instruments, revenue recognition, employee benefits, and taxation - These consolidated financial statements have been prepared in accordance with all applicable Hong Kong Financial Reporting Standards issued by the Hong Kong Institute of Certified Public Accountants, Hong Kong Generally Accepted Accounting Principles, and the disclosure requirements of the Hong Kong Companies Ordinance184 - The consolidated financial statements are prepared on the historical cost basis, except for certain financial instruments measured at fair value at the end of each reporting period185 - The Group assesses impairment for financial assets (including trade and other receivables and bank balances) and contract assets subject to impairment under HKFRS 9 using the expected credit loss model, recognizing lifetime expected credit losses for trade receivables and contract assets as per usual practice201202 - The Group recognizes revenue when performance obligations are satisfied (i.e., when "control" of services related to a specific performance obligation is transferred to the customer) and measures the stage of contract completion using the output method220229 4. Key Sources of Estimation Uncertainty In preparing financial statements, the Group makes judgments, estimates, and assumptions regarding the carrying amounts of assets and liabilities, with expected credit loss provisions for financial assets and contract assets measured at amortized cost being a primary source of estimation uncertainty - Expected credit loss provisions for financial assets and contract assets measured at amortized cost are key sources of estimation uncertainty, sensitive to changes in estimates253 5. Revenue The Group's revenue primarily derives from contract income for site formation and fitting-out works in Hong Kong, increasing to 40.55 million HKD in 2025 from 38.132 million HKD in 2024 Revenue from Contracts with Customers | Metric | 2025 (Thousand HKD) | 2024 (Thousand HKD) | | :--- | :--- | :--- | | Revenue from construction contracts | 40,550 | 38,132 | - The Group undertakes site formation and fitting-out works, with revenue recognized using the output method based on the stage of contract completion257 Transaction Price Allocated to Remaining Performance Obligations from Contracts with Customers | Metric | 2025 (Thousand HKD) | 2024 (Thousand HKD) | | :--- | :--- | :--- | | Within one year | 43,054 | 56,145 | 6. Segment Information The Group treats its construction engineering business in Hong Kong as a single operating segment, thus not reporting segment analysis information, but discloses revenue contributions from major customers, with Customer A contributing 29.048 million HKD in 2025 - The Group treats its construction engineering business in Hong Kong as a single operating segment and reviews the Group's overall performance to make resource allocation decisions, thus no segment analysis information is presented259 Revenue Contribution from Major Customers | Customer | 2025 (Thousand HKD) | 2024 (Thousand HKD) | | :--- | :--- | :--- | | Customer A | 29,048 | 19,655 | | Customer B | 4,827 | 18,477 | | Customer C | 6,675 | – | 7. Other Income and Other Gains or Losses In 2025, the Group's other income was 200 thousand HKD (primarily bond interest income), and other gains or losses amounted to 26 thousand HKD, mainly from fair value changes of financial assets at fair value through profit or loss Other Income and Other Gains or Losses | Metric | 2025 (Thousand HKD) | 2024 (Thousand HKD) | | :--- | :--- | :--- | | Bond interest income | 200 | 246 | | Gains / (losses) from fair value changes of financial assets at fair value through profit or loss | 26 | (2,793) | | Total | 226 | (2,547) | 8. Loss Before Tax The Group's loss before tax was 5.888 million HKD, primarily impacted by staff costs, subcontracting expenses, and impairment losses Loss Before Tax Adjustments | Metric | 2025 (Thousand HKD) | 2024 (Thousand HKD) | | :--- | :--- | :--- | | Staff costs (including directors' emoluments) | 2,698 | 2,150 | | Auditor's remuneration: audit services | 380 | 400 | | Subcontracting expenses (included in direct costs) | 38,834 | 37,408 | | Impairment losses recognized (reversal of impairment losses) on: trade receivables | 1,248 | 5,637 | | Impairment losses recognized (reversal of impairment losses) on: contract assets | 448 | 52 | | Impairment losses recognized (reversal of impairment losses) on: other receivables | 181 | (40) | | Total Impairment Losses | 1,877 | 5,649 | 9. Income Tax Expense The Group incurred no assessable profits in Hong Kong for both 2025 and 2024, resulting in zero income tax expense for those years - As the Group did not generate any assessable profits in Hong Kong for both years, no provision for Hong Kong profits tax was made for those years265 Reconciliation of Income Tax to Loss Before Tax | Metric | 2025 (Thousand HKD) | 2024 (Thousand HKD) | | :--- | :--- | :--- | | Loss Before Tax | (5,888) | (11,409) | | Tax at Hong Kong profits tax rate of 16.5% | (972) | (1,883) | | Non-taxable income | (37) | (41) | | Non-deductible expenses | 520 | 1,599 | | Unrecognized estimated tax losses | 489 | 325 | | Income Tax Expense | – | – | 10. Dividends No dividends were declared or paid to shareholders by the Company during or after the reporting period - No dividends were declared or paid by the Company to its shareholders during the year (2024: nil), nor were any dividends declared after the end of the reporting period267 11. Loss Per Share Basic and diluted loss per share for 2025 was 2.39 HK cents, a reduction from 4.63 HK cents in 2024 Loss Per Share | Metric | 2025 (HK cents) | 2024 (HK cents) | | :--- | :--- | :--- | | Basic and Diluted Loss Per Share | (2.39) | (4.63) | - Diluted loss per share for both years is the same as basic loss per share because the Company's outstanding share options (if applicable) had an anti-dilutive effect on basic loss per share268 12. Directors' and Chief Executive's Emoluments and Five Highest Paid Individuals Total emoluments for directors and the chief executive amounted to 1.110 million HKD in 2025, with Chairman and Chief Executive Mr. Lang Junhao receiving 543 thousand HKD, and four directors among the five highest-paid individuals Directors' and Chief Executive's Emoluments (2025) | Director Name | Directors' Fees (Thousand HKD) | Salaries, Allowances & Benefits in Kind (Thousand HKD) | Discretionary Bonuses (Thousand HKD) | Retirement Benefit Scheme Contributions (Thousand HKD) | Total (Thousand HKD) | | :--- | :--- | :--- | :--- | :--- | :--- | | Mr. Lang Junhao | 543 | – | – | – | 543 | | Ms. Liu Tanying | – | 111 | – | – | 111 | | Mr. Thanakon Kunna | 96 | – | – | – | 96 | | Mr. Luo Zhiyong | 96 | – | – | – | 96 | | Ms. Li Yixuan | 120 | – | – | – | 120 | | Mr. Lok Ho Wai | 144 | – | – | – | 144 | | Total | 999 | 111 | – | – | 1,110 | Directors' and Chief Executive's Emoluments (2024) | Director Name | Directors' Fees (Thousand HKD) | Salaries, Allowances & Benefits in Kind (Thousand HKD) | Discretionary Bonuses (Thousand HKD) | Retirement Benefit Scheme Contributions (Thousand HKD) | Total (Thousand HKD) | | :--- | :--- | :--- | :--- | :--- | :--- | | Mr. Lang Junhao | 177 | – | – | – | 177 | | Ms. Liu Tanying | – | 180 | – | – | 180 | | Mr. Luo Zhiyong | 96 | – | – | – | 96 | | Ms. Li Yixuan | 120 | – | – | – | 120 | | Mr. Liu Hongli | 105 | – | – | – | 105 | | Mr. Lok Ho Wai | – | – | – | – | – | | Total | 498 | 180 | – | – | 678 | - For the year ended April 30, 2025, the Group's five highest-paid individuals included four directors, with the remaining highest-paid individual receiving emoluments of 141 thousand HKD (2024: 177 thousand HKD)272 13. Financial Assets at Fair Value Through Profit or Loss As at April 30, 2025, the Group's financial assets at fair value through profit or loss totaled 21.176 million HKD, entirely comprising equity securities listed in Hong Kong, while 2024 also included redeemed convertible bonds receivable Financial Assets at Fair Value Through Profit or Loss | Metric | 2025 (Thousand HKD) | 2024 (Thousand HKD) | | :--- | :--- | :--- | | Convertible bonds receivable designated as financial assets at fair value through profit or loss | – | 3,155 | | Listed equity securities classified as held for trading: equity securities listed in Hong Kong | 21,176 | 19,608 | | Total | 21,176 | 22,763 | - For the year ended April 30, 2025, convertible bonds were redeemed, and a fair value gain of approximately 95 thousand HKD was recognized273 14. Trade and Other Receivables As at April 30, 2025, the Group's total trade and other receivables amounted to 42.068 million HKD (net of non-current portion: 38.292 million HKD), including trade receivables (net of provision) of 16.412 million HKD and retention money of 22.500 million HKD Trade and Other Receivables | Metric | 2025 (Thousand HKD) | 2024 (Thousand HKD) | | :--- | :--- | :--- | | Trade receivables from contracts with customers (net of credit loss provision) | 16,412 | 13,781 | | Retention money | 22,500 | 22,500 | | Bonds receivable | 4,000 | 4,000 | | Interest receivable on bonds | 552 | 352 | | Other receivables (net of credit loss provision) | 49 | – | | Prepayments | 166 | 7 | | Total | 42,068 | 39,291 | | Less: Non-current portion | (3,776) | (3,836) | | Current portion | 38,292 | 35,455 | Ageing Analysis of Trade Receivables (Net of Credit Loss Provision) | Ageing | 2025 (Thousand HKD) | 2024 (Thousand HKD) | | :--- | :--- | :--- | | 0 to 60 days | 6,293 | 1,650 | | 61 to 180 days | 2,852 | 846 | | 181 to 365 days | 605 | 1,758 | | Over 365 days | 6,662 | 9,527 | | Total | 16,412 | 13,781 | - As at the end of the reporting period, trade receivables with a carrying amount of approximately 10.135 million HKD (2024: 12.250 million HKD) (net of credit loss provision) were overdue, of which 7.267 million HKD (2024: 11.285 million HKD) were overdue for 180 days or more and not considered to be in default277 15. Contract Assets, Contract Costs and Contract Liabilities As at April 30, 2025, the Group's contract assets amounted to 9.785 million HKD (net of provision), primarily representing retention money receivable for construction contracts, while contract costs were 1.521 million HKD, mainly deposits paid to subcontractors Contract Assets | Metric | 2025 (Thousand HKD) | 2024 (Thousand HKD) | | :--- | :--- | :--- | | Retention money receivable for construction contracts | 10,498 | 10,110 | | Less: Provision for credit losses | (713) | (265) | | Net Contract Assets | 9,785 | 9,845 | - Contract assets primarily relate to the Group's right to receive consideration for unbilled completed work, as these rights are conditional on the Group's future performance281 - Contract costs of approximately 1.521 million HKD (2024: 1.521 million HKD) represent deposits paid to subcontractors for contract fulfillment costs285 16. Cash and Bank Balances As at April 30, 2025, the Group's cash and bank balances significantly decreased to 3.074 million HKD from 10.487 million HKD in 2024 Cash and Bank Balances | Metric | 2025 (Thousand HKD) | 2024 (Thousand HKD) | | :--- | :--- | :--- | | Bank deposits and cash on hand | 3,074 | 10,487 | 17. Trade and Other Payables As at April 30, 2025, the Group's total trade and other payables amounted to 18.698 million HKD, including trade payables of 2.864 million HKD and retention money payable of 11.501 million HKD Trade and Other Payables | Metric | 2025 (Thousand HKD) | 2024 (Thousand HKD) | | :--- | :--- | :--- | | Trade payables | 2,864 | 5,661 | | Accrued expenses and other payables | 4,333 | 2,269 | | Retention money payable | 11,501 | 11,113 | | Total | 18,698 | 19,043 | Ageing Analysis of Trade Payables | Ageing | 2025 (Thousand HKD) | 2024 (Thousand HKD) | | :--- | :--- | :--- | | 0 to 30 days | – | 1,549 | | 31 to 60 days | – | 744 | | 61 to 90 days | – | 726 | | Over 90 days | 2,864 | 2,642 | | Total | 2,864 | 5,661 | 18. Deferred Taxation The Group has not recognized deferred tax assets for estimated tax losses of approximately 13.466 million HKD, and all unrecognized tax losses can be carried forward indefinitely - Due to the unpredictability of future profit streams, no deferred tax assets were recognized for estimated tax losses of approximately 13,466 thousand HKD (2024: 10,466 thousand HKD) for both years290 - All unrecognized tax losses can be carried forward indefinitely290 19. Share Capital As at April 30, 2025, the Company's total issued and fully paid share capital comprised 246,400,000 ordinary shares of HKD0.05 each, amounting to 12.320 million HKD Share Capital Details | Metric | 2025 (Thousand Shares) | 2024 (Thousand Shares) | 2025 (Thousand HKD) | 2024 (Thousand HKD) | | :--- | :--- | :--- | :--- | :--- | | Authorized: ordinary shares of HKD0.05 each | 400,000 | 400,000 | 20,000 | 20,000 | | Issued and fully paid: at beginning and end of year | 246,400 | 246,400 | 12,320 | 12,320 | 20. Reserves The Group's reserves include share premium, share option reserve, and accumulated losses, with share premium available for distribution or dividends to shareholders provided the company can pay its debts as they fall due - Share premium represents the difference between the par value of the Company's shares and the net proceeds received from their issuance293 - In accordance with the Companies Law of the Cayman Islands, the Company's share premium account may be applied to pay distributions or dividends to shareholders, provided that immediately following the date on which the distribution or dividend is proposed to be paid, the Company shall be able to pay its debts as they fall due in the ordinary course of business293 - The share option reserve represents the fair value of the actual or estimated number of share options granted to grantees that are unexercised or have lapsed, recognized in accordance with the accounting policy for share-based payments294 21. Details of Subsidiaries The Group's principal subsidiaries include Chuang Shing Engineering Limited (construction engineering in Hong Kong) and Prosperous Express Investment Limited (investment holding in BVI), both 100% owned by the Company Principal Subsidiaries Details | Company Name | Place of Incorporation and Business | Principal Business | Proportion of Ownership and Voting Rights Held by the Company | | :--- | :--- | :--- | :--- | | Chuang Shing Engineering Limited | Hong Kong | Undertaking fitting-out works and site formation works | 100% | | Prosperous Express Investment Limited | British Virgin Islands | Investment holding | 100% | 22. Share Option Scheme The Company's share option scheme, adopted on September 26, 2016, aims to incentivize directors, eligible employees, and consultants, with 45,440,000 outstanding options as at April 30, 2025, representing 18.5% of issued shares - The Company's share option scheme was adopted on September 26, 2016, primarily to provide incentives to directors, eligible employees, and consultants, with a validity period of ten years297 - The total number of shares involved in share options shall not exceed 10% of the Company's issued shares, and options granted to any individual shall not exceed 1% of the issued shares297 Share Option Movement Overview | Grant Date | Outstanding as at May 1, 2024 (Thousand Options) | Lapsed during the year (Thousand Options) | Outstanding as at April 30, 2025 (Thousand Options) | | :--- | :--- | :--- | :--- | | September 30, 2020 | 4,800 | (1,600) | 3,200 | | April 8, 2021 | 19,200 | – | 19,200 | | May 12, 2022 | 23,040 | – | 23,040 | | Total | 47,040 | (1,600) | 45,440 | - As at April 30, 2025, the number of shares involved in outstanding share options granted under the scheme was 45,440,000 (2024: 47,040,000), representing 18.5% of the Company's issued shares on that date (2024: 19.1%)298143 23. Company Statement of Financial Position As at April 30, 2025, the Company's total assets less current liabilities and total equity amounted to 5.465 million HKD, representing a decrease from the previous year Company Statement of Financial Position Overview | Metric | 2025 (Thousand HKD) | 2024 (Thousand HKD) | | :--- | :--- | :--- | | Non-current Assets - Other receivables | 3,776 | 3,761 | | Current Assets - Prepayments and other receivables | 537 | 337 | | Current Assets - Bank balances | 2,841 | 3,171 | | Current Liabilities - Other payables | 1,689 | 1,015 | | Total Equity | 5,465 | 6,254 | Company Reserves Movement | Metric | Share Premium (Thousand HKD) | Share Option Reserve (Thousand HKD) | Accumulated Losses (Thousand HKD) | Total Reserves (Thousand HKD) | | :--- | :--- | :--- | :--- | :--- | | May 1, 2024 | 65,244 | 13,395 | (84,705) | (6,066) | | Loss and total comprehensive expenses for the year | – | – | (789) | (789) | | Lapsed share options | – | (124) | 124 | – | | April 30, 2025 | 65,244 | 13,271 | (85,370) | (6,855) | 24. Related Party Transactions Key management personnel (directors and senior management) emoluments constitute related party transactions, totaling 1.256 million HKD in 2025 Key Management Personnel Emoluments | Metric | 2025 (Thousand HKD) | 2024 (Thousand HKD) | | :--- | :--- | :--- | | Salaries, allowances and benefits in kind | 1,256 | 858 | | Retirement benefit scheme contributions | – | – | | Total | 1,256 | 858 | 25. Financial Risk Management and Fair Value Measurement The Group faces market risks (equity price risk, interest rate risk), credit risk, and liquidity risk in its ordinary course of business, managed through diversified investments, credit monitoring, and liquidity assessment, with detailed disclosures on financial instrument classification, credit risk assessment, and fair value hierarchy Financial Instrument Categories | Metric | 2025 (Thousand HKD) | 2024 (Thousand HKD) | | :--- | :--- | :--- | | Financial assets - at fair value through profit or loss | 21,176 | 22,763 | | Financial assets - at amortized cost | 54,761 | 59,616 | | Financial liabilities - at amortized cost | 18,698 | 19,043 | - The Group is exposed to financial risks in the ordinary course of business from using financial instruments, including market risk (equity price risk and interest rate risk), credit risk, and liquidity risk304305 - If the prices of each financial asset at fair value through profit or loss had increased/decreased by 5%, loss after tax for the year ended April 30, 2025, would have decreased/increased by 885 thousand HKD (2024: 819 thousand HKD)307 - The credit risk faced by the Group is primarily influenced by the individual characteristics of each customer; at the end of the reporting period, amounts due from the Group's largest debtor and top five debtors accounted for 39% (2024: 33%) and 100% (2024: 100%) of total trade receivables and contract assets, respectively314 Movement in Lifetime Expected Credit Losses for Trade Receivables | Metric | May 1, 2023 (Thousand HKD) | Impairment Losses Recognized (Thousand HKD) | April 30, 2024 (Thousand HKD) | Transferred to Lifetime ECL (Credit Impaired) (Thousand HKD) | Impairment Losses Recognized / (Reversed) (Thousand HKD) | April 30, 2025 (Thousand HKD) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Not credit impaired | 16,908 | 5,637 | 22,545 | (21,737) | 5,196 | 6,004 | | Credit impaired | 4,557 | – | 4,557 | 21,737 | (3,948) | 22,346 | | Total | 21,465 | 5,637 | 27,102 | – | 1,248 | 28,350 | Movement in Lifetime Expected Credit Losses for Contract Assets | Metric | Beginning of 2024 (Thousand HKD) | Impairment Losses Recognized (Thousand HKD) | End of 2024 (Thousand HKD) | Beginning of 2025 (Thousand HKD) | Impairment Losses Recognized (Thousand HKD) | End of 2025 (Thousand HKD) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Loss allowance | 213 | 52 | 265 | 265 | 448 | 713 | Liquidity Risk - Maturity Analysis of Non-Derivative Financial Liabilities (As at April 30, 2025) | Metric | Within One Year or On Demand (Thousand HKD) | Total (Thousand HKD) | Carrying Amount (Thousand HKD) | | :--- | :--- | :--- | :--- | | Trade and other payables | 18,698 | 18,698 | 18,698 | Fair Value Hierarchy of Financial Instruments (As at April 30, 2025) | Metric | Level 1 (Thousand HKD) | Level 2 (Thousand HKD) | Level 3 (Thousand HKD) | Total (Thousand HKD) | | :--- | :--- | :--- | :--- | :--- | | Financial assets at fair value through profit or loss - equity securities listed in Hong Kong | 21,176 | – | – | 21,176 | Fair Value Hierarchy of Financial Instruments (As at April 30, 2024) | Metric | Level 1 (Thousand HKD) | Level 2 (Thousand HKD) | Level 3 (Thousand HKD) | Total (Thousand HKD) | | :--- | :--- | :--- | :--- | :--- | | Financial assets at fair value through profit or loss - convertible bonds receivable | – | – | 3,155 | 3,155 | | Financial assets at fair value through profit or loss - equity securities listed in Hong Kong | 19,608 | – | – | 19,608 | | Total | 19,608 | – | 3,155 | 22,763 | 26. Capital Management The Group's capital management aims to ensure continuous operation, maintain a capital structure that minimizes funding costs, supports business, and maximizes shareholder value, regulated by adjusting dividends, issuing new shares, or repurchasing shares and raising new debt - The Group's capital management objective is to ensure its ability to continue as a going concern and to maintain a capital structure that aims to minimize the cost of capital, support its business, and maximize shareholder value330 - The Group manages its capital structure by adjusting the amount of dividends paid to shareholders, issuing new shares or repurchasing existing shares, and raising new debt330 27. Retirement Benefit Scheme Contributions The Group operates a Mandatory Provident Fund (MPF) scheme in Hong Kong, where both employers and employees make mandatory contributions of 5% of monthly relevant income, with contributions vesting immediately - The Group operates a Mandatory Provident Fund Scheme in Hong Kong under the Mandatory Provident Fund Schemes Ordinance, where both employers and employees are required to contribute 5% of the employee's monthly relevant income or a maximum of HKD1,500 each331 - MPF scheme contributions vest immediately, and employees are entitled to 100% of the employer's mandatory contributions upon retirement at age 65, death, or total incapacity331332 Financial Summary This section provides a five-year overview of the Group's key financial performance metrics, including revenue, loss before tax, and total comprehensive expenses, as well as a summary of assets, liabilities, and equity Five-Year Performance Overview | Metric | 2025 (Thousand HKD) | 2024 (Thousand HKD) | 2023 (Thousand HKD) | 2022 (Thousand HKD) | 2021 (Thousand HKD) | | :--- | :--- | :--- | :--- | :--- | :--- | | Revenue | 40,550 | 38,132 | 97,332 | 58,344 | 137,781 | | Loss Before Tax | (5,888) | (11,409) | (31,749) | (18,834) | (11,833) | | Loss and Total Comprehensive Expenses for the Year Attributable to Owners of the Company | (5,888) | (11,409) | (31,749) | (18,778) | (11,566) | Five-Year Assets and Liabilities Overview | Metric | 2025 (Thousand HKD) | 2024 (Thousand HKD) | 2023 (Thousand HKD) | 2022 (Thousand HKD) | 2021 (Thousand HKD) | | :--- | :--- | :--- | :--- | :--- | :--- | | Total Assets | 77,624 | 83,907 | 93,990 | 133,262 | 156,128 | | Total Liabilities | (18,725) | (19,120) | (17,794) | (32,129) | (38,559) | | Total Equity | 58,899 | 64,787 | 76,196 | 101,133 | 117,569 |
泰锦控股(08321) - 2025 - 年度财报