时代集团控股(01023) - 2025 - 年度业绩

Company Announcements and Financial Highlights This section provides an overview of the company's annual results, including key financial statements and performance metrics Company Announcement Sitoy Group Holdings Limited announced its audited consolidated annual results for the year ended June 30, 2025 - Sitoy Group Holdings Limited (Stock Code: 1023) announced its audited consolidated annual results for the year ended June 30, 2025[2] Consolidated Statement of Profit or Loss For the year ended June 30, 2025, Sitoy Group Holdings Limited reported a loss before tax of HK$168,871 thousand, a significant turnaround from a profit of HK$128,165 thousand in FY2024, with a loss for the year of HK$178,074 thousand and basic loss per share of 18.50 HK cents Consolidated Statement of Profit or Loss Key Financial Data (HK$ thousand) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Revenue | 1,584,240 | 1,606,481 | | Cost of sales | (1,068,177) | (1,034,206) | | Gross profit | 516,063 | 572,275 | | Other income and gains | 17,331 | 18,255 | | Selling and distribution expenses | (273,723) | (212,269) | | Administrative expenses | (228,500) | (232,584) | | Other expenses | (197,889) | (15,876) | | Finance costs | (1,317) | (2,079) | | (Loss)/Profit before tax | (168,871) | 128,165 | | Income tax expense | (9,203) | (26,277) | | (Loss)/Profit for the year | (178,074) | 101,888 | | Basic (loss)/earnings per share (HK cents) | (18.50) | 10.58 | | Diluted (loss)/earnings per share (HK cents) | (18.50) | 10.45 | Consolidated Statement of Comprehensive Income In FY2025, the company recorded a total comprehensive loss for the year of HK$176,067 thousand, compared to a total comprehensive income of HK$108,960 thousand in FY2024, primarily due to the loss for the year Consolidated Statement of Comprehensive Income Key Data (HK$ thousand) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | (Loss)/Profit for the year | (178,074) | 101,888 | | Other comprehensive income (exchange differences) | 2,007 | 7,072 | | Total comprehensive (loss)/income for the year | (176,067) | 108,960 | Consolidated Statement of Financial Position As of June 30, 2025, the company's total net assets decreased to HK$1,570,731 thousand, approximately 13% lower than the same period in 2024, with declines in both non-current and current assets and a slight increase in current liabilities Consolidated Statement of Financial Position Key Data (HK$ thousand) | Indicator | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Total non-current assets | 948,476 | 1,060,144 | | Total current assets | 934,426 | 1,053,992 | | Total current liabilities | 296,399 | 284,306 | | Net current assets | 638,027 | 769,686 | | Net assets | 1,570,731 | 1,805,399 | | Total equity | 1,570,731 | 1,805,399 | Notes to the Consolidated Financial Statements This section details the company's background, accounting policies, segment information, and specific financial statement items Company and Group Information Sitoy Group Holdings Limited, incorporated in the Cayman Islands, is primarily engaged in the design, manufacturing, sales, and retail of handbags, small leather goods, travel products, and footwear, alongside advertising and property investment - The company was incorporated in the Cayman Islands on February 21, 2008, with Mr. Yeung Wah Keung and Dr. Yeung Wo Fai as controlling shareholders[7] - Principal activities include the design, research and development, manufacturing, sales, retail, and wholesale of handbags, small leather goods, travel products, and footwear, as well as advertising and marketing services and property investment[7] - The company's shares were listed on the Main Board of the Stock Exchange of Hong Kong on December 6, 2011[7] Significant Accounting Policies The consolidated financial statements are prepared in accordance with IFRS and Hong Kong Companies Ordinance, using the historical cost convention, with investment properties measured at fair value, and control assessed based on rights to variable returns and ability to influence those returns - The consolidated financial statements are prepared in accordance with International Financial Reporting Standards (IFRS) and the disclosure requirements of the Hong Kong Companies Ordinance, presented in HK dollars[8] - Consolidated accounts are based on the company's direct or indirect control over subsidiaries, with assessment criteria including rights to variable returns and the ability to influence those returns[9] - Revised IFRS 16 (Lease Liabilities in a Sale and Leaseback), IAS 1 (Classification of Liabilities as Current or Non-current, Non-current Liabilities with Covenants), and IAS 7/IFRS 7 (Supplier Finance Arrangements) were adopted for the first time this year, with no significant impact on the Group's financial position or performance[13][14][15] Operating Segment Information The Group has three reportable operating segments: retail, manufacturing, and property investment; in FY2025, retail revenue grew but incurred a loss, manufacturing revenue declined and turned to a loss, and property investment revenue decreased and recorded a loss due to fair value losses - The Group's three reportable operating segments are retail, manufacturing, and property investment, with management allocating resources and assessing performance based on each segment's results[16][20] - Inter-segment sales and transfers are conducted at prevailing market prices[19] FY2025 Segment Revenue and Results (HK$ thousand) | Segment | Sales to External Customers | Total Segment Revenue | Segment Results (Pre-tax) | | :--- | :--- | :--- | :--- | | Retail | 654,970 | 654,970 | (62,265) | | Manufacturing | 918,077 | 1,057,725 | (3,768) | | Property Investment | 11,193 | 14,385 | (101,787) | | Total | 1,584,240 | 1,727,080 | (167,820) | FY2024 Segment Revenue and Results (HK$ thousand) | Segment | Sales to External Customers | Total Segment Revenue | Segment Results (Pre-tax) | | :--- | :--- | :--- | :--- | | Retail | 527,741 | 527,741 | 26,755 | | Manufacturing | 1,066,341 | 1,200,042 | 110,234 | | Property Investment | 12,399 | 15,471 | (3,359) | | Total | 1,606,481 | 1,743,254 | 133,630 | Revenue from External Customers by Geographical Location (HK$ thousand) | Region | 2025 | 2024 | | :--- | :--- | :--- | | Mainland China, Hong Kong, Macau and Taiwan | 901,237 | 820,518 | | North America | 144,935 | 278,819 | | Europe | 269,242 | 262,384 | | Other Asian Countries | 245,384 | 224,166 | | Other Countries/Regions | 23,442 | 20,594 | | Total Revenue | 1,584,240 | 1,606,481 | Non-current Assets by Geographical Location (HK$ thousand) | Region | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Mainland China, Hong Kong | 853,961 | 1,005,550 | | Indonesia | 70,390 | 40,876 | | Total | 924,351 | 1,046,426 | Sales Revenue from Major Customers (HK$ thousand) | Year | Sales Revenue | % of Group Revenue | | :--- | :--- | :--- | | 2025 | 184,294 | >10% | | 2024 | 293,961 | >10% | - Sales revenue from a major customer in the manufacturing segment decreased by approximately 37.3% year-on-year in FY2025[25] Revenue, Other Income and Gains In FY2025, the Group's total revenue slightly decreased, primarily from goods sales, while other income and gains also slightly reduced, though net exchange gains offset some decline in interest income Revenue Sources Analysis (HK$ thousand) | Revenue Category | 2025 | 2024 | | :--- | :--- | :--- | | Sales of goods | 1,573,047 | 1,594,082 | | Gross rental income | 11,193 | 12,399 | | Total | 1,584,240 | 1,606,481 | - Revenue from goods sales is primarily recognized upon transfer of goods, with payment terms typically 30 to 150 days for the manufacturing segment and 60 days for the retail segment[29] Other Income and Gains Analysis (HK$ thousand) | Category | 2025 | 2024 | | :--- | :--- | :--- | | Interest income | 6,864 | 10,420 | | Compensation and disposal income | 2,069 | 3,346 | | Government grants | 1,680 | 2,809 | | Net exchange gains | 5,374 | – | | Others | 1,344 | 1,680 | | Total | 17,331 | 18,255 | Finance Costs Total finance costs in FY2025 amounted to HK$1,317 thousand, a decrease from FY2024, mainly due to reduced interest on lease liabilities Finance Costs Analysis (HK$ thousand) | Category | 2025 | 2024 | | :--- | :--- | :--- | | Interest on bank borrowings | 210 | – | | Interest on lease liabilities | 1,107 | 2,079 | | Total | 1,317 | 2,079 | (Loss)/Profit Before Tax The loss before tax in FY2025 was primarily impacted by the loss from the termination of the Cole Haan business and a significant increase in fair value losses on investment properties, alongside rising cost of sales and selling and distribution expenses Key Items Affecting (Loss)/Profit Before Tax (HK$ thousand) | Item | 2025 | 2024 | | :--- | :--- | :--- | | Cost of inventories sold | 1,068,177 | 1,034,206 | | Total employee benefit expenses | 374,755 | 380,105 | | Loss from termination of Cole Haan business | 83,568 | – | | Fair value loss on investment properties | 109,216 | 9,400 | | Write-down/(reversal of write-down) of inventories to net realisable value | 5,546 | (4,146) | | Net exchange (gains)/losses | (5,374) | 2,385 | Income Tax Expense Income tax expense significantly decreased in FY2025, mainly due to reduced current income tax expenses in Mainland China and Hong Kong, and a deferred tax credit - The Group is not subject to income tax in the Cayman Islands and the British Virgin Islands[35] - Hong Kong profits tax is provided at 16.5%, and Mainland China corporate income tax at 25%[35][36] Income Tax Expense Analysis (HK$ thousand) | Category | 2025 | 2024 | | :--- | :--- | :--- | | Current – Hong Kong | 14,032 | 15,087 | | Adjustment in respect of current income tax of prior years | (12) | 2,043 | | Current – Mainland China | 5,153 | 11,119 | | Adjustment in respect of current income tax of prior years | 13 | (4,057) | | Deferred tax | (9,983) | 2,085 | | Total tax expense for the year | 9,203 | 26,277 | Dividends In FY2025, the company declared an interim dividend of 2 HK cents per share and proposed a special dividend of 4 HK cents per share, totaling HK$57,835 thousand in dividends Dividend Distribution (HK$ thousand) | Dividend Type | 2025 | 2024 | | :--- | :--- | :--- | | Interim dividend (2 HK cents per ordinary share) | 19,218 | 19,284 | | Proposed final dividend (4 HK cents per share) | – | 38,617 | | Proposed special dividend (4 HK cents per share) | 38,617 | – | | Total | 57,835 | 57,901 | - The Board proposed a special dividend of 4 HK cents per share for FY2025, compared to a final dividend of 4 HK cents per share in FY2024[38] (Loss)/Earnings Per Share Attributable to Ordinary Equity Holders of the Company In FY2025, the company's basic and diluted loss per share were both 18.50 HK cents, a significant shift from earnings per share of 10.58 HK cents (basic) and 10.45 HK cents (diluted) in FY2024 (Loss)/Earnings Per Share Calculation (HK$ thousand/share) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | (Loss)/Profit attributable to ordinary equity holders of the company for the purpose of basic and diluted (loss)/earnings per share | (178,074) | 101,888 | | Weighted average number of ordinary shares in issue for the purpose of basic (loss)/earnings per share | 962,639,000 | 963,383,000 | | Dilutive effect – weighted average number of ordinary shares | – | 11,612,000 | | Weighted average number of ordinary shares in issue for the purpose of diluted (loss)/earnings per share | 962,639,000 | 974,995,000 | | Basic (HK cents) | (18.50) | 10.58 | | Diluted (HK cents) | (18.50) | 10.45 | - In FY2025, no adjustment was made for the dilutive effect on basic loss per share as unexercised share options had an anti-dilutive impact on the presented basic loss per share amount[40] Trade Receivables As of June 30, 2025, total trade receivables amounted to HK$262,264 thousand, a decrease from 2024, with the company maintaining strict credit control policies and assessing expected credit losses based on overdue days and customer categories Trade Receivables and Impairment (HK$ thousand) | Indicator | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Gross trade receivables | 264,642 | 300,681 | | Impairment | (2,378) | (3,496) | | Total | 262,264 | 297,185 | - Trade receivables are unsecured and non-interest bearing, with regular reviews of overdue balances to mitigate credit risk[43] Ageing Analysis of Trade Receivables (HK$ thousand) | Ageing | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Within 90 days | 245,097 | 277,581 | | 91 to 180 days | 16,293 | 13,668 | | Over 180 days | 874 | 5,936 | | Total | 262,264 | 297,185 | - Expected credit loss rates significantly increase with overdue periods, for example, a 46.92% loss rate for over six months overdue in 2025[45] Trade Payables and Bills Payable As of June 30, 2025, total trade payables and bills payable amounted to HK$150,490 thousand, an increase from 2024 Ageing Analysis of Trade Payables and Bills Payable (HK$ thousand) | Ageing | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Within 90 days | 137,392 | 126,460 | | 91 to 180 days | 10,986 | 5,250 | | 181 to 365 days | 1,473 | 1,331 | | Over 365 days | 639 | 513 | | Total | 150,490 | 133,554 | - Trade payables are non-interest bearing and generally settled within 90 days[46] Management Discussion and Analysis This section reviews the Group's business performance across retail, manufacturing, and property investment segments, and analyzes key financial metrics and operational strategies Business Review In FY2025, retail revenue grew but incurred a one-off loss from terminating Cole Haan business; manufacturing revenue declined and turned to a loss due to global economic uncertainty; property investment recorded a loss from fair value adjustments, while the Group responded with market and product diversification, core competency maintenance, and production flexibility - The Group's internal creative and R&D centers provide one-stop design, research, development, and manufacturing solutions to adapt to changing consumer preferences and enhance industry competitiveness[53] - Future plans include sourcing competitive quality raw materials, improving production machinery, tools, and systems, and optimizing production processes to ensure product quality and reduce labor dependency[53] Retail Business In FY2025, retail business revenue increased by 24.1% to approximately HK$655.0 million, primarily driven by online and live streaming sales channels, but recorded a pre-tax loss of approximately HK$62.3 million due to a significant one-off loss from terminating the Cole Haan business - Retail business revenue increased by 24.1% year-on-year to approximately HK$655.0 million in FY2025, primarily driven by online and live streaming sales channels[47] - The segment recorded a loss before tax of approximately HK$62.3 million, compared to a profit of approximately HK$26.8 million in the prior year, mainly due to a significant one-off loss of approximately HK$83.6 million from terminating the Cole Haan business[47] - The Group operates three proprietary brands: TUSCAN'S, Fashion & Joy, and Duffy[48] Manufacturing Business In FY2025, manufacturing business received approximately 13.9% fewer purchase orders from external customers, with revenue of approximately HK$918.1 million, resulting in a pre-tax loss of approximately HK$3.8 million due to global economic uncertainty and inventory surplus - Manufacturing business received approximately 13.9% fewer purchase orders from external customers in FY2025, with revenue of approximately HK$918.1 million[49] - The segment recorded a loss before tax of approximately HK$3.8 million, compared to a profit of approximately HK$110.2 million in the prior year, primarily affected by global economic uncertainty and inventory surplus[49] - The Group adopts a market and product diversification strategy, balancing revenue across North America, Europe, and Asia markets, and producing handbags, small leather goods, and travel products[50] - The Group operates factories in Mainland China, Hong Kong, and Indonesia, providing production flexibility, with the Indonesian overseas factory contributing revenue since Q1 2025, offering an alternative for new customers[51] Property Investment Business In FY2025, property investment business generated revenue of approximately HK$11.2 million, with a pre-tax loss of approximately HK$101.8 million, primarily due to a net fair value loss on investment properties of approximately HK$109.2 million, reflecting intense competition and weak demand in the Hong Kong Grade A office market - Property investment business generated revenue of approximately HK$11.2 million in FY2025, with a segment loss before tax of approximately HK$101.8 million[52] - The loss was primarily driven by a net fair value loss on investment properties of approximately HK$109.2 million, reflecting intense competition, weak demand, and economic uncertainty in the Hong Kong Grade A office market[52] - The Group's investment properties include Sitoy Centre, Public Industrial Building, and parts of New Port Centre, aimed at generating rental income and capital appreciation[52] Product Research, Development and Design The Group's internal creative and R&D centers provide comprehensive design, research, development, and manufacturing solutions to adapt to evolving consumer preferences and enhance industry competitiveness - The Group's internal creative center and R&D center provide one-stop design, research, development, and manufacturing solutions to respond to changes in consumer preferences and enhance industry competitiveness[53] - Future efforts will focus on identifying competitive quality raw materials, improving production machinery, tools, and systems, and optimizing production processes to ensure product quality and reduce labor dependency[53] Financial Review In FY2025, the Group's revenue slightly decreased, while cost of sales increased, leading to a decline in gross profit and margin; selling and distribution expenses rose due to brand promotion, and other expenses significantly increased due to fair value losses on investment properties and the termination of Cole Haan business, ultimately resulting in a net loss for the year - The Group recorded a loss for the year of HK$178.1 million, primarily due to a significant decrease in the fair value of investment properties of approximately HK$109.2 million and a one-off significant loss of approximately HK$83.6 million from the termination of the Cole Haan business[63] Revenue Revenue decreased by 1.4% to HK$1,584.2 million in FY2025, primarily due to the downturn in the manufacturing business Revenue (HK$ thousand) | Year | Revenue | Change | | :--- | :--- | :--- | | 2025 | 1,584,200 | -1.4% | | 2024 | 1,606,500 | | - The decrease in revenue was primarily due to the sluggish manufacturing business[54] Cost of Sales Cost of sales increased by 3.3% to HK$1,068.2 million in FY2025, mainly due to the lower sensitivity of fixed costs to sales volume Cost of Sales (HK$ thousand) | Year | Cost of Sales | Change | | :--- | :--- | :--- | | 2025 | 1,068,200 | +3.3% | | 2024 | 1,034,200 | | - The increase in cost of sales was primarily due to the lower sensitivity of fixed costs to sales volume[55] Gross Profit and Gross Margin Gross profit decreased by 9.8% to HK$516.1 million, and gross margin declined by 3.0 percentage points to 32.6% in FY2025, mainly due to geopolitical tensions and changes in customer base Gross Profit and Gross Margin (HK$ thousand) | Indicator | 2025 | 2024 | Change | | :--- | :--- | :--- | :--- | | Gross Profit | 516,100 | 572,300 | -9.8% | | Gross Margin | 32.6% | 35.6% | -3.0pp | - The decline in gross profit and gross margin was primarily due to uncertainties in the global economy caused by geopolitical tensions and changes in the customer base[56] Other Income and Gains Other income and gains decreased by 5.1% to HK$17.3 million in FY2025, as a reduction in interest income was offset by net exchange gains from the depreciation of RMB against USD Other Income and Gains (HK$ thousand) | Year | Other Income and Gains | Change | | :--- | :--- | :--- | | 2025 | 17,300 | -5.1% | | 2024 | 18,300 | | - The decrease in interest income was offset by net exchange gains of approximately HK$5.4 million from the depreciation of RMB against USD, whereas FY2024 incurred a net foreign exchange loss of approximately HK$2.4 million[57] Selling and Distribution Expenses Selling and distribution expenses increased by 29.0% to HK$273.7 million in FY2025, primarily due to costs associated with expanding brand market influence, building brand image, and various retail marketing activities Selling and Distribution Expenses (HK$ thousand) | Year | Selling and Distribution Expenses | Change | | :--- | :--- | :--- | | 2025 | 273,700 | +29.0% | | 2024 | 212,300 | | - The increase was primarily due to costs associated with expanding brand market influence, building brand image, and undertaking certain retail business marketing activities[58] Administrative Expenses Administrative expenses slightly decreased by 1.8% to HK$228.5 million in FY2025 Administrative Expenses (HK$ thousand) | Year | Administrative Expenses | Change | | :--- | :--- | :--- | | 2025 | 228,500 | -1.8% | | 2024 | 232,600 | | Other Expenses Other expenses significantly increased by 1146.5% to HK$197.9 million in FY2025, mainly due to increased fair value losses on investment properties and a one-off loss from terminating the Cole Haan business Other Expenses (HK$ thousand) | Year | Other Expenses | Change | | :--- | :--- | :--- | | 2025 | 197,900 | +1146.5% | | 2024 | 15,900 | | - The increase primarily stemmed from an increased fair value loss on investment properties of approximately HK$109.2 million (FY2024: HK$9.4 million) and a significant one-off loss of approximately HK$83.6 million from the termination of the Cole Haan business[60] Income Tax Expense The Group is exempt from income tax in the Cayman Islands and British Virgin Islands, with Hong Kong profits tax at 16.5% and Mainland China corporate income tax at 25% - The Group is not subject to income tax in the Cayman Islands and the British Virgin Islands[61][62] - Hong Kong profits tax rate is 16.5%, and Mainland China corporate income tax rate is 25%[61][62] (Loss)/Profit for the Year The Group recorded a loss for the year of HK$178.1 million in FY2025, a turnaround from profit, primarily due to a significant decrease in investment property fair value and a one-off loss from terminating the Cole Haan business (Loss)/Profit for the Year (HK$ thousand) | Year | (Loss)/Profit for the Year | Change | | :--- | :--- | :--- | | 2025 | (178,100) | Turnaround to loss | | 2024 | 101,900 | | - Primarily due to a significant decrease in the fair value of investment properties of approximately HK$109.2 million and a one-off significant loss of approximately HK$83.6 million from the termination of the Cole Haan business[63] Investment Properties As of June 30, 2025, the carrying value of investment properties decreased to HK$558.4 million, primarily comprising Sitoy Centre, Public Industrial Building, and parts of New Port Centre, held for rental income and capital appreciation Carrying Value of Investment Properties (HK$ thousand) | Year | Carrying Value of Investment Properties | | :--- | :--- | | June 30, 2025 | 558,400 | | June 30, 2024 | 683,100 | - Investment properties include Sitoy Centre (partial floors), 4th to 5th floors of Public Industrial Building, and Unit 1011, 10th Floor, Tower 1, New Port Centre[64][65][67] - Sitoy Centre has a total gross floor area of approximately 70,000 square feet, with some floors for the Group's own use and others for lease[64] Cash and Cash Equivalents As of June 30, 2025, cash and cash equivalents decreased by 5.0% to HK$437.4 million, primarily due to reduced net cash flow from operating activities Cash and Cash Equivalents (HK$ thousand) | Year | Cash and Cash Equivalents | | :--- | :--- | | June 30, 2025 | 437,400 | | June 30, 2024 | 460,600 | Capital Expenditure Capital expenditure reached HK$40.3 million in FY2025, primarily allocated to expanding retail operations and upgrading and expanding manufacturing facilities in China and Indonesia Capital Expenditure (HK$ thousand) | Year | Capital Expenditure | | :--- | :--- | | 2025 | 40,300 | - Capital expenditure primarily involved expanding retail operations and upgrading and expanding manufacturing facilities in China and Indonesia[69] Material Investments The Group held no material investments in FY2025 - The Group held no material investments in FY2025[70] Material Acquisitions and Disposals of Subsidiaries, Associates and Joint Ventures The Group did not undertake any other material acquisitions or disposals of subsidiaries, associates, or joint ventures in FY2025 - The Group did not undertake any other material acquisitions or disposals of subsidiaries, associates, or joint ventures in FY2025[71] Treasury Policy The Group adopts a prudent treasury policy to effectively control treasury operations, reduce borrowing costs, and maintain sufficient cash and cash equivalents for short-term financing needs, with the Board regularly reviewing the policy for effectiveness - The treasury policy aims to effectively control treasury operations, reduce borrowing costs, and maintain sufficient cash to meet short-term financing needs[72] - The Board regularly reviews and evaluates the treasury policy to ensure financial resources are utilized in the most cost-effective and efficient manner[72] Liquidity and Financial Resources The Group maintains a robust liquidity and financial resources position with sufficient cash, bank balances, and bank facilities to meet business development, operating, and capital expenditure requirements, reporting net debt less than zero as of June 30, 2025, thus no gearing ratio is presented Cash and Cash Equivalents (HK$ thousand) | Year | Cash and Cash Equivalents | | :--- | :--- | | June 30, 2025 | 437,400 | | June 30, 2024 | 460,600 | - Cash is primarily denominated in HKD, RMB, EUR, USD, and IDR[73] - As of June 30, 2025, the Group's net debt was less than zero, hence no gearing ratio is presented[73] Foreign Exchange Risk The Group faces foreign exchange risk from USD, EUR, RMB, and IDR against HKD, which it mitigates through centralized foreign exchange management, matching income and expense currencies, and using forward contracts when natural hedging is not possible - In FY2025, 56.5% of the Group's sales were denominated in currencies other than the functional currency of the business unit, while approximately 86.8% of costs were denominated in the functional currency of the unit[74] - Major transaction currencies include HKD, USD, EUR, RMB, and IDR[74] - The Group mitigates foreign exchange risk through centralized foreign exchange management, matching income and expense currencies, and using foreign exchange forward contracts when natural hedging is not possible[75] - As of June 30, 2025, and 2024, the Group had no outstanding foreign exchange forward contracts or other unexercised financial derivative instruments[75] Pledged Assets As of June 30, 2025, approximately HK$26.6 million in fixed deposits were pledged as security for bank facilities Pledged Deposits (HK$ thousand) | Year | Pledged Deposits | | :--- | :--- | | June 30, 2025 | 26,600 | | June 30, 2024 | 25,900 | Inventory Turnover Days Inventory turnover days decreased to 70 days in FY2025, primarily due to a lower average inventory level after the termination of the Cole Haan business Inventory Turnover Days (Days) | Year | Inventory Turnover Days | | :--- | :--- | | 2025 | 70 | | 2024 | 79 | Trade Receivables Turnover Days Trade receivables turnover days decreased to 65 days in FY2025, reflecting the Group's strict credit control policies Trade Receivables Turnover Days (Days) | Year | Trade Receivables Turnover Days | | :--- | :--- | | 2025 | 65 | | 2024 | 78 | - The Group implements strict credit control policies and has not encountered any significant credit risks[78] Trade Payables and Bills Payable Turnover Days Trade payables and bills payable turnover days decreased to 63 days in FY2025 Trade Payables and Bills Payable Turnover Days (Days) | Year | Trade Payables and Bills Payable Turnover Days | | :--- | :--- | | 2025 | 63 | | 2024 | 66 | - Trade payables are non-interest bearing and generally settled within 90 days[79] Off-Balance Sheet Commitments and Arrangements and Contingent Liabilities As of June 30, 2025, the Group had no material off-balance sheet commitments, arrangements, or contingent liabilities - As of June 30, 2025, the Group had no material off-balance sheet commitments, arrangements, or contingent liabilities[80] Employees As of June 30, 2025, the Group employed approximately 5,000 staff, offering competitive remuneration, benefits, accommodation, recreational facilities, and training programs, alongside share option and share award schemes to recognize contributions - As of June 30, 2025, the Group had approximately 5,000 employees[81] - The Group provides basic salaries, performance bonuses, social insurance, housing provident funds, staff accommodation, recreational facilities, and training programs[81] - Share option scheme (approved in 2011) and share award scheme (approved in 2018) have been adopted to recognize employee contributions[82] Proposed Dividends An interim dividend of 2 HK cents per share was paid in FY2025, and a special dividend of 4 HK cents per share is proposed, payable on or before December 22, 2025, subject to shareholder approval - An interim dividend of 2 HK cents per share was paid on April 28, 2025[83] - The Board proposed a special dividend of 4 HK cents per share for FY2025, subject to approval at the Annual General Meeting on November 17, 2025[83] Closure of Register of Members The company will suspend its register of members from November 11 to November 17, 2025, to determine eligibility for attending the AGM, and from November 25 to November 28, 2025, to determine eligibility for receiving the proposed dividend - The register of members will be closed from Tuesday, November 11, 2025, to Monday, November 17, 2025, to determine shareholders' eligibility to attend the 2025 Annual General Meeting[84] - The register of members will be closed from Tuesday, November 25, 2025, to Friday, November 28, 2025, to determine shareholders' eligibility to receive the proposed dividend[85] Corporate Governance and Others This section outlines the company's commitment to corporate governance, including securities trading by directors, audit committee functions, auditor re-appointment, and publication of financial reports Securities Transactions by Directors and Relevant Employees The company adopted the Model Code for Securities Transactions by Directors of Listed Issuers and requires relevant employees to adhere to no less exacting written guidelines, with all directors confirming full compliance in FY2025 and no non-compliance by relevant employees - The company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix C3 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited[86] - All directors confirmed full compliance with the Model Code in FY2025, and no non-compliance by relevant employees with these guidelines was noted[86][87] Corporate Governance The company is committed to establishing sound corporate governance practices and procedures to achieve transparency, accountability, and value creation for shareholders, with the Board adopting practices that meet or exceed the Corporate Governance Code and confirming compliance in FY2025 - The company is committed to establishing sound corporate governance practices and procedures to be a transparent and accountable enterprise, focusing on risk management, internal controls, fair disclosure, and accountability to all shareholders[88] - The Board has adopted a set of corporate governance practices that comply with or are no less exacting than the requirements of the Corporate Governance Code set out in Appendix C1 of the Listing Rules, and confirmed compliance with the Code provisions in FY2025[89] Audit Committee The Audit Committee, established in accordance with the Corporate Governance Code, is responsible for reviewing and overseeing the Group's financial reporting process, risk management, and internal control systems, and has reviewed the FY2025 annual results - The Audit Committee comprises three independent non-executive directors: Mr. Yeung Chi Tat (Chairman), Mr. Kwan Po Chuen, and Ms. Li Po Yuk[90] - The Committee's primary responsibilities include reviewing and overseeing the Group's financial reporting process, risk management, and internal control systems related to financial reporting, and has reviewed and discussed the Group's annual results for FY2025[90] Auditor A resolution will be proposed at the upcoming Annual General Meeting to re-appoint Ernst & Young as the company's auditor - A resolution will be proposed to re-appoint Ernst & Young as the company's auditor until the conclusion of the next Annual General Meeting[91] Purchase, Sale or Redemption of the Company's Listed Securities Neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities during FY2025 - Neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities during FY2025[92] Publication of Annual Results Announcement and Annual Report This annual results announcement has been published on the company's and Stock Exchange's websites, with the annual report to be dispatched to shareholders and posted on the same websites in due course - This annual results announcement has been published on the company's website (www.sitoy.com) and the Stock Exchange's website (www.hkexnews.hk)[93](index=93&type=chunk) - The company's annual report for FY2025 will be dispatched to shareholders and posted on the aforementioned websites in due course[93] Board of Directors As of the announcement date, the Board of Directors includes executive directors Mr. Yeung Wah Keung, Dr. Yeung Wo Fai, Mr. Yeung Kin, and Mr. Chan Tung Chit, along with independent non-executive directors Mr. Yeung Chi Tat, Mr. Kwan Po Chuen, and Ms. Li Po Yuk - Executive Directors are Mr. Yeung Wah Keung, Dr. Yeung Wo Fai, Mr. Yeung Kin, and Mr. Chan Tung Chit[95] - Independent Non-executive Directors are Mr. Yeung Chi Tat, Mr. Kwan Po Chuen, and Ms. Li Po Yuk[95]