Financial Performance - For the fiscal year ending June 30, 2025, the company reported total revenue of HKD 160,732,000, an increase of 12.7% compared to HKD 142,910,000 for the previous year[2] - The gross profit for the same period was HKD 5,943,000, down 39.1% from HKD 9,775,000 in the prior year[2] - The company incurred a loss before tax of HKD 42,552,000, compared to a loss of HKD 19,461,000 in the previous year, indicating a significant increase in losses[2] - The net loss attributable to the owners of the company was HKD 21,761,000, compared to a loss of HKD 47,260,000 in the previous year, showing an improvement in net loss[3] - The total customer contract revenue for 2025 was HKD 142,910,000, a decrease of 11% from HKD 160,732,000 in 2024[25] - The adjusted pre-tax profit/loss for the solar energy business was HKD 4,367, while the power distribution systems reported a loss of HKD 589, and the beauty and health business incurred a loss of HKD 8,863, resulting in a total adjusted pre-tax loss of HKD 5,085[19] - The pre-tax loss attributable to the equity holders of the parent company was HKD 21,761,000 in 2025, compared to a loss of HKD 47,260,000 in 2024, showing an improvement of approximately 54%[32] - Basic loss per share improved to HKD 15.5 in 2025 from HKD 52.8 in 2024[32] Assets and Liabilities - Total assets as of June 30, 2025, amounted to HKD 146,286,000, a decrease from HKD 153,199,000 in the previous year[4] - Current assets decreased to HKD 212,146,000 from HKD 219,500,000, reflecting a decline in liquidity[4] - The company’s cash and cash equivalents dropped significantly to HKD 5,317,000 from HKD 24,309,000, indicating a liquidity challenge[4] - Non-current liabilities decreased to HKD 1,248,000 from HKD 1,455,000, suggesting a reduction in long-term financial obligations[5] - The company’s equity attributable to owners decreased to HKD 108,133,000 from HKD 120,344,000, reflecting a decline in shareholder value[5] - The total liabilities as of June 30, 2025, were HKD 75,870, with segment liabilities for solar energy at HKD 12,878, power distribution at HKD 33,403, and beauty and health at HKD 3,242[19] - The total overdue trade receivables amounted to HKD 146,890,000, an increase from HKD 112,226,000 in the previous year[35] - As of June 30, 2025, the total liabilities of the group amounted to approximately HKD 75,900,000, an increase of 0.5% compared to HKD 75,500,000 as of June 30, 2024[64] Revenue Segmentation - For the fiscal year ending June 30, 2025, the total revenue from external customers was HKD 142,910, with contributions from solar energy business (HKD 52,585), power distribution systems (HKD 88,730), and beauty and health business (HKD 1,595)[19] - The company began trading in beauty and health products as a new reportable segment starting from the fiscal year ending June 30, 2025[15] - Solar energy business revenue was approximately HKD 52,600,000, a decrease of 15.0% from HKD 61,900,000 in the previous year[52] - The distribution system business reported revenue of approximately HKD 88,700,000, down 10.3% from HKD 98,900,000 in the prior year[53] - The total customer contract revenue for 2025 was HKD 142,910,000, a decrease of 11% from HKD 160,732,000 in 2024[25] Financial Reporting and Compliance - The financial statements are prepared in accordance with International Financial Reporting Standards (IFRS) and comply with the relevant disclosure requirements of the Hong Kong Stock Exchange[8] - The company has adopted new IFRS accounting standards effective from July 1, 2024, which include changes related to lease liabilities and classification of liabilities[10] - The application of the new IFRS standards is not expected to have a significant impact on the financial position and performance of the group for the current and prior years[10] - The consolidated financial statements for the fiscal year ending June 30, 2025, have been agreed upon by the auditors, but they do not constitute a certification engagement[92] - An audit committee has been established to review and supervise the financial reporting process and internal control procedures of the group[90] Capital and Financing Activities - The company completed a rights issue on May 8, 2024, raising approximately HKD 16,000,000 net from the issuance of 41,708,400 shares[67] - The proceeds from the rights issue were allocated to develop the cosmetics sales business and solar power systems, with a total of HKD 16,000,000 planned for use[68] - A placement agreement was signed on November 28, 2024, to issue up to 16,680,000 new shares at a placement price of HKD 0.2 per share, completed on December 9, 2024[69] - The net proceeds from the 2024 placement amounted to approximately HKD 3,100,000, fully allocated for general working capital[70] - A new placement agreement was established on March 18, 2025, to issue up to 25,025,000 new shares at a price of HKD 0.2 per share, completed on April 8, 2025[71] Operational Insights - The company is primarily engaged in the supply of solar photovoltaic components and equipment, as well as trading in beauty and health products[6] - The group remains confident in the potential of the Chinese market and will continue to focus on solar energy and distribution systems while seeking new developments[50] - The company has incurred a total of HKD 13,430 in unallocated expenses for the fiscal year ending June 30, 2025[19] - The warranty provision is estimated at 2.5% of revenue from the distribution system and solar energy business[44] Governance and Compliance - The company has achieved gender diversity on its board following the appointment of Ms. Chen Xianghua as an independent non-executive director on December 27, 2024, thus complying with Listing Rule 13.92[86] - All directors have fully complied with the standards set out in the Listing Rules regarding securities trading as of the fiscal year ending June 30, 2025[88] - The board does not recommend the payment of a final dividend for the fiscal year ending June 30, 2025[93] - The company does not have a dividend policy, and any future dividend declaration will be based on various factors including future operations, profitability, and overall financial condition[89]

Cover and Disclaimer [Announcement Overview and GEM Characteristics](index=1&type=section&id=1.1%20Announcement%20Overview%20and%20GEM%20Characteristics) This announcement presents the annual results of WAPS Metaverse Limited for the year ended June 30, 2025, highlighting the higher investment risks associated with GEM-listed companies - This announcement is the annual results announcement of WAPS Metaverse Limited (Stock Code: 8093) for the year ended June 30, 2025[1](index=1&type=chunk) - The GEM market provides a listing platform for small and medium-sized companies with higher investment risks compared to other listed companies on the Stock Exchange, and investors should understand the potential risks[1](index=1&type=chunk) - Securities of GEM-listed companies may be subject to greater market volatility risks, and high liquidity cannot be guaranteed[2](index=2&type=chunk) [Directors' Responsibility Statement](index=1&type=section&id=1.2%20Directors%27%20Responsibility%20Statement) The Company's directors jointly and individually assume full responsibility for the information in this announcement, confirming its accuracy, completeness, and absence of misleading or fraudulent content - The Company's directors jointly and individually assume full responsibility for the information contained in this announcement[3](index=3&type=chunk) - The directors confirm that the information in the announcement is accurate and complete in all material respects, without misleading or fraudulent content, and without any omissions[3](index=3&type=chunk) Financial Results [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=2&type=section&id=2.1%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the year ended June 30, 2025, the Group's revenue significantly decreased by 64.3% to HK$44,450 thousand, gross profit turned from loss to a profit of HK$1,302 thousand, and the year's profit of HK$17,535 thousand turned into a loss of HK$20,300 thousand, resulting in a basic loss per share of 2.76 HK cents | Indicator | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Revenue | 44,450 | 124,541 | | Cost of goods and services sold | (43,148) | (136,911) | | Gross profit/(loss) | 1,302 | (12,370) | | Other income, gains and losses, net | (14,392) | 39,084 | | Selling and distribution expenses | (1,110) | (864) | | Administrative expenses | (6,046) | (8,135) | | Finance costs | (30) | (1,283) | | (Loss)/profit before tax | (20,276) | 16,432 | | Income tax expense/(credit) | (24) | 1,103 | | (Loss)/profit for the year attributable to owners of the Company | (20,300) | 17,535 | | Basic (loss)/earnings per share (HK cents) | (2.76) | 3.06 | - Total other comprehensive (expense)/income for the year turned from a gain of HK$6,351 thousand in 2024 to an expense of **(HK$2,950) thousand** in 2025, primarily due to exchange differences on foreign operations[5](index=5&type=chunk) [Consolidated Statement of Financial Position](index=4&type=section&id=2.2%20Consolidated%20Statement%20of%20Financial%20Position) As at June 30, 2025, the Group's total assets less current liabilities were HK$45,826 thousand, a decrease from 2024; net current assets were HK$45,631 thousand, and total equity decreased to HK$45,766 thousand despite an increase in share capital | Indicator | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | **Non-current assets** | | | | Property, plant and equipment | 6 | – | | Right-of-use assets | – | 195 | | Total non-current assets | 6 | 195 | | **Current assets** | | | | Trade receivables | 21,811 | 5,655 | | Prepayments and other receivables | 79,281 | 87,306 | | Cryptocurrencies | – | 10 | | Restricted bank deposits | – | 101 | | Bank balances and cash | 8,104 | 4,146 | | Total current assets | 109,196 | 97,218 | | **Current liabilities** | | | | Trade payables | 24,569 | 6,577 | | Accruals and other payables | 27,707 | 23,248 | | Borrowings | 7,402 | 1,856 | | Loan from a shareholder and a director | 114 | 705 | | Loan from a shareholder | – | 716 | | Loan from directors | 1,816 | 219 | | Loan from a ultimate beneficial owner | 1,793 | 4,508 | | Lease liabilities | – | 139 | | Current tax liabilities | 25 | – | | Total current liabilities | 63,565 | 37,829 | | Net current assets | 45,631 | 59,389 | | Total assets less current liabilities | 45,826 | 59,395 | | **Non-current liabilities** | | | | Lease liabilities | 60 | – | | Total non-current liabilities | 60 | – | | Net assets | 45,766 | 59,395 | | **Capital and reserves** | | | | Share capital | 8,246 | 6,872 | | Reserves | 37,520 | 52,523 | | Total equity | 45,766 | 59,395 | Notes to the Financial Statements [General Information](index=6&type=section&id=3.1%20General%20Information) WAPS Metaverse Limited is incorporated in the Cayman Islands with its principal place of business in Hong Kong, primarily engaged in internet advertising services and digital industry empowerment platform business, with its shares suspended from trading in October 2021 and resumed in September 2022 - The Company is incorporated in the Cayman Islands and has its principal place of business in Hong Kong[8](index=8&type=chunk) - The principal activities of the Company's subsidiaries are the provision of internet advertising services and digital industry empowerment platform business[8](index=8&type=chunk) - The Company's shares were suspended from trading on October 4, 2021, and resumed trading on September 26, 2022[9](index=9&type=chunk) [Basis of Preparation of Financial Statements](index=6&type=section&id=3.2%20Basis%20of%20Preparation%20of%20Financial%20Statements) The consolidated financial statements are prepared on a historical cost basis and a going concern basis, despite significant uncertainties arising from net cash outflow from operating activities and demand loans in FY2025, which the Board addresses through financing and strategic adjustments - The consolidated financial statements are prepared on a historical cost basis[10](index=10&type=chunk) - The Group recorded a net cash outflow from operating activities of approximately **HK$9,354,000** in FY2025, and has several loans repayable on demand, with total bank balances and cash of approximately **HK$8,104,000**, indicating a material uncertainty regarding going concern[11](index=11&type=chunk)[39](index=39&type=chunk) - The Board plans to support going concern through equity financing, long-term debt financing, negotiating repayment extensions with creditors, developing business strategies to generate cash flow, and agreements from shareholders/directors/ultimate beneficial owners not to demand repayment of loans[12](index=12&type=chunk)[14](index=14&type=chunk) [Application of New and Revised Hong Kong Financial Reporting Standards](index=8&type=section&id=3.3%20Application%20of%20New%20and%20Revised%20Hong%20Kong%20Financial%20Reporting%20Standards) The Group has adopted new and revised Hong Kong Financial Reporting Standards effective for the current year, with no significant impact expected on its financial performance or position - The Group has initially applied several new and revised Hong Kong Financial Reporting Standards, including HKFRS 16 (Amendments) and HKAS 1 (Amendments)[15](index=15&type=chunk) - The application of new and revised Hong Kong Financial Reporting Standards in the current year has no significant impact on the Group's financial performance and position[15](index=15&type=chunk)[17](index=17&type=chunk) [Revenue](index=9&type=section&id=3.4%20Revenue) The Group's revenue, derived from internet advertising services and digital industry empowerment platform business, significantly decreased to HK$44,450 thousand in 2025 from HK$124,541 thousand in 2024, primarily due to a sharp decline in internet advertising services revenue - The Group's reportable segments are internet advertising services and digital industry empowerment platform business[19](index=19&type=chunk) | Revenue Source | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Internet advertising services | 57 | 124,339 | | Digital industry empowerment platform business | 44,393 | 202 | | **Total Revenue** | **44,450** | **124,541** | - In 2025, all revenue was recognized at a point in time, while in 2024, **HK$28,419 thousand** of revenue was recognized over time[19](index=19&type=chunk) [Other Income, Gains and Losses, Net](index=9&type=section&id=3.5%20Other%20Income%2C%20Gains%20and%20Losses%2C%20Net) Net other income, gains, and losses for the year turned from a net gain of HK$39,084 thousand in 2024 to a net loss of HK$14,392 thousand in 2025, mainly due to a significant increase in impairment losses on trade and other receivables | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Bank interest income | 1 | 37 | | Gain on disposal of subsidiaries | 18,664 | 1,651 | | Gain on disposal of assets and liabilities related to assets held for sale | – | 2,321 | | Impairment loss recognized on trade receivables, prepayments and other receivables | (37,314) | (5,103) | | Reversal of impairment loss recognized on trade receivables, prepayments and other receivables | 1,479 | 40,053 | | Miscellaneous income | 2 | 344 | | Net exchange gains/(losses) | 2,776 | (219) | | **Total** | **(14,392)** | **39,084** | - The significant increase in impairment losses on trade and other receivables to **HK$37,314 thousand** in 2025 was the primary reason for the net loss[20](index=20&type=chunk) [Finance Costs](index=10&type=section&id=3.6%20Finance%20Costs) Finance costs for the year significantly decreased to HK$30 thousand, a 97.7% reduction from HK$1,283 thousand in 2024, primarily due to a substantial decrease in interest expenses from shareholder, director, and other borrowings | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Interest on other borrowings | – | 26 | | Interest on loan from a shareholder and a director | 24 | 704 | | Interest on loan from a shareholder | – | 550 | | Interest on lease liabilities | 6 | 3 | | **Total** | **30** | **1,283** | - The significant reduction in finance costs is primarily attributable to a substantial decrease in interest on loans from shareholders and directors[22](index=22&type=chunk) [Income Tax Expense/(Credit)](index=10&type=section&id=3.7%20Income%20Tax%20Expense%2F%28Credit%29) Income tax expense for the year was HK$24 thousand, compared to a credit of HK$1,103 thousand in 2024, primarily comprising China corporate income tax (25%) and Hong Kong profits tax (8.25% for the first HK$2 million, 16.5% thereafter), with no income tax in the Cayman Islands and BVI | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | China corporate income tax — current tax | 24 | – | | Hong Kong profits tax — over-provision in prior years | – | (1,103) | | **Total** | **24** | **(1,103)** | - China corporate income tax is provided at a rate of **25%**[24](index=24&type=chunk) - Hong Kong profits tax adopts a two-tiered system, with a tax rate of **8.25%** on the first HK$2,000,000 of assessable profits and **16.5%** on the remaining assessable profits[23](index=23&type=chunk) [Dividends](index=10&type=section&id=3.8%20Dividends) For the year ended June 30, 2025, the Company neither paid nor proposed any dividends to ordinary shareholders, and no dividends have been proposed since the end of the reporting period - For the year ended June 30, 2025, no dividends were paid or proposed (2024: HK$nil)[26](index=26&type=chunk) [Loss/Earnings Per Share](index=11&type=section&id=3.9%20Loss%2FEarnings%20Per%20Share) For the year ended June 30, 2025, the loss attributable to owners of the Company was HK$20,300 thousand, resulting in a basic loss per share of 2.76 HK cents, with no diluted loss or earnings per share presented due to the absence of potential ordinary shares | Indicator | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | (Loss)/profit for the purpose of calculating basic (loss)/earnings per share | (20,300) | 17,535 | | Weighted average number of ordinary shares for the purpose of calculating basic (loss)/earnings per share (thousand shares) | 736,528 | 573,596 | - Diluted loss per share and diluted earnings per share are not presented as the Company had no potential ordinary shares in issue for both years[28](index=28&type=chunk) [Trade Receivables](index=11&type=section&id=3.10%20Trade%20Receivables) As at June 30, 2025, net trade receivables increased significantly to HK$21,811 thousand from HK$5,655 thousand in 2024, with the Group generally granting credit terms of no more than 60 days and having made an impairment provision of HK$4,360 thousand for estimated uncollectible amounts | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Trade receivables | 26,171 | 7,746 | | Less: Provision for impairment loss | (4,360) | (2,091) | | **Net** | **21,811** | **5,655** | - The Group generally grants credit terms of no more than **60 days** to its customers and holds no collateral for these balances[29](index=29&type=chunk) | Ageing | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Within 30 days | 17,251 | – | | 31 to 60 days | – | 4,560 | | 61 to 90 days | – | 3 | | 91 to 180 days | 846 | – | | 181 to 365 days | 4,806 | – | | **Total** | **21,811** | **5,655** | [Trade Payables](index=12&type=section&id=3.11%20Trade%20Payables) As at June 30, 2025, trade payables increased significantly to HK$24,569 thousand from HK$6,577 thousand in 2024, with most payables aged within 30 days and normal credit terms ranging from 0 to 90 days | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Trade payables | 24,569 | 6,577 | | Ageing | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | 0 to 30 days | 21,108 | 4 | | 31 to 60 days | – | – | | 61 to 90 days | – | – | | 91 to 180 days | – | – | | Over 180 days | 3,461 | 6,573 | | **Total** | **24,569** | **6,577** | - The normal credit period for purchases of goods ranges from **0 to 90 days**, with longer credit periods granted by certain suppliers based on specific circumstances[32](index=32&type=chunk) [Share Capital](index=13&type=section&id=3.12%20Share%20Capital) As at June 30, 2025, the Company's issued and fully paid share capital increased to HK$8,246 thousand, primarily through three share subscriptions, with the most recent completion on March 7, 2025, issuing 137,440,000 new shares for HK$9,620,800 | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Authorized share capital (4,000,000,000 shares of HK$0.01 par value each) | 40,000 | 40,000 | | Issued and fully paid: beginning of year | 6,872 | 5,080 | | Ordinary shares issued under share subscription | 1,374 | 1,792 | | Issued and fully paid: end of year | 8,246 | 6,872 | - On February 20, 2025, the Company entered into subscription agreements with two independent third parties to allot and issue **137,440,000 new shares** at **HK$0.07 per share**, completed on March 7, 2025, generating proceeds of **HK$9,620,800**[36](index=36&type=chunk) - The Board believes that the terms of the subscription agreements, including the subscription price, are fair and reasonable and in the overall interests of the Company and its shareholders[37](index=37&type=chunk) Extracts from Independent Auditor's Report [Opinion](index=14&type=section&id=4.1%20Opinion) The independent auditor believes that the consolidated financial statements fairly present the Group's consolidated financial position as at June 30, 2025, and its consolidated financial performance and cash flows for the year then ended, in accordance with Hong Kong Financial Reporting Standards - The auditor believes that the consolidated financial statements truly and fairly reflect the Group's financial position, performance, and cash flows in accordance with Hong Kong Financial Reporting Standards[38](index=38&type=chunk) [Material Uncertainty Related to Going Concern](index=14&type=section&id=4.2%20Material%20Uncertainty%20Related%20to%20Going%20Concern) The auditor highlights a material uncertainty regarding the Group's ability to continue as a going concern due to net cash outflow from operating activities and demand loans in FY2025, despite which the auditor's opinion remains unmodified after considering the Board's actions - The Group recorded a net cash outflow from operating activities of approximately **HK$9,354,000** in FY2025, and has several loans repayable on demand, with total bank balances and cash of approximately **HK$8,104,000**[39](index=39&type=chunk) - The aforementioned conditions indicate a material uncertainty that may cast significant doubt on the Group's ability to continue as a going concern[39](index=39&type=chunk) - The auditor's opinion is not modified in respect of this going concern uncertainty, as the Board's measures have been considered[39](index=39&type=chunk) [Final Dividend](index=14&type=section&id=4.3%20Final%20Dividend) The Board does not recommend the payment of any final dividend for the year ended June 30, 2025 - The Board does not recommend the payment of any final dividend for the year ended June 30, 2025 (2024: HK$nil)[40](index=40&type=chunk) Management Discussion and Analysis [Introduction](index=15&type=section&id=5.1%20Introduction) The Group is primarily engaged in the construction and operation of internet advertising services and digital industry empowerment platforms - The Group is primarily engaged in the construction and operation of internet advertising services and digital industry empowerment platforms[41](index=41&type=chunk) [Business Review](index=15&type=section&id=5.2%20Business%20Review) The Group provides global internet advertising services and actively expands digital industry platform services, offering integrated solutions to connect online and offline resources for efficient, collaborative digital business support - The Group provides global internet advertising services, including advertising design, agency, production, publishing, big data support, and integrated marketing solutions[42](index=42&type=chunk) - The Group actively expands its digital industry platform services, offering integrated solutions such as smart equipment procurement, offline event planning, technical operation and maintenance support, and online-offline procurement, sales, and consulting[42](index=42&type=chunk) - The service system aims to connect online and offline resources, providing customers with efficient, collaborative, and fully digital business support[42](index=42&type=chunk) [Outlook](index=15&type=section&id=5.3%20Outlook) Facing declining growth potential in traditional internet advertising, the Group plans to optimize its business model by expanding into internet derivative product promotion, enhancing data-driven precision marketing, integrating AI tools, developing cultural tourism projects and IP content, and adopting Web3 technologies to create sustainable shareholder value - Traditional internet advertising business faces challenges of declining growth potential and widening gap with customer expectations[43](index=43&type=chunk) - The Group will optimize its business model, expand into internet derivative product promotion, strengthen data-driven precision marketing capabilities, and introduce AI tools to optimize advertising creativity and placement strategies[43](index=43&type=chunk) - The Group will actively develop new areas such as cultural tourism project operations and IP content development, and continuously introduce cutting-edge technologies like Web3, deeply integrating intelligent algorithms and IoT capabilities to enhance intelligence[43](index=43&type=chunk)[45](index=45&type=chunk) [Financial Review](index=16&type=section&id=5.4%20Financial%20Review) The Group's FY2025 revenue significantly declined due to traditional internet advertising challenges, despite strong digital platform performance; gross margin improved, but other income turned to a net loss, administrative expenses decreased, and finance costs sharply dropped, ultimately leading to a loss primarily from increased credit loss provisions [Revenue](index=16&type=section&id=5.4.1%20Revenue) The Group's FY2025 revenue was approximately HK$44.5 million, a decrease of about 64.3% from FY2024, primarily reflecting structural challenges in traditional internet advertising and reduced client budgets, which growth in digital industry empowerment platform business could not fully offset | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | Year-on-year change | | :--- | :--- | :--- | :--- | | Revenue | 44.5 | 124.5 | -64.3% | - The decrease in revenue primarily reflects the structural challenges faced by the traditional internet advertising business, including industry competition and reduced client budgets[47](index=47&type=chunk) - The digital industry empowerment platform business performed strongly, recording significant growth and gradually becoming a new growth driver, but its revenue contribution has not yet fully offset the decline in the traditional advertising business[47](index=47&type=chunk) [Cost of Sales and Gross Profit](index=16&type=section&id=5.4.2%20Cost%20of%20Sales%20and%20Gross%20Profit) FY2025 cost of sales was approximately HK$43.1 million, a 68.5% year-on-year decrease, mainly due to scaling back high-cost traditional internet advertising, leading to a significant gross margin improvement from a 9.9% gross loss rate in 2024 to a 2.9% gross profit rate | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | Year-on-year change | | :--- | :--- | :--- | :--- | | Cost of sales | 43.1 | 136.911 | -68.5% | | Gross margin | 2.9% | -9.9% | +12.8 percentage points | - The decrease in cost of sales primarily resulted from the Group's proactive business restructuring, significantly reducing the scale of its high-cost traditional internet advertising business[49](index=49&type=chunk) - The significant improvement in gross margin is mainly attributed to the reduction in high-cost internet advertising business, optimizing the overall cost structure[49](index=49&type=chunk) [Other Income, Gains and Losses, Net](index=17&type=section&id=5.4.3%20Other%20Income%2C%20Gains%20and%20Losses%2C%20Net) Net other income, gains, and losses for FY2025 turned from a net gain of approximately HK$39.1 million in 2024 to a net loss of approximately HK$14.4 million, primarily due to increased credit loss provisions for other receivables and prepayments in light of overall market risk changes | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | | :--- | :--- | :--- | | Other income, gains and losses, net | -14.4 | 39.1 | - The loss for the year primarily resulted from the Group's increased credit loss provisions for other receivables and prepayments, in view of overall market risk changes[50](index=50&type=chunk) [Selling and Distribution Expenses](index=17&type=section&id=5.4.4%20Selling%20and%20Distribution%20Expenses) Selling and distribution expenses for FY2025 were approximately HK$1.1 million, an increase from HK$0.9 million in 2024, mainly due to marketing expenses incurred by the digital industry empowerment platform business for new business development | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | | :--- | :--- | :--- | | Selling and distribution expenses | 1.1 | 0.9 | - The increase in selling and distribution expenses was primarily due to marketing expenses incurred by the digital industry empowerment platform business for new business development[51](index=51&type=chunk) [Administrative Expenses](index=17&type=section&id=5.4.5%20Administrative%20Expenses) Administrative expenses for FY2025 were approximately HK$6.0 million, a decrease of about 25.9% from HK$8.1 million in 2024, mainly due to cost compression and streamlining of personnel costs | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | Year-on-year change | | :--- | :--- | :--- | :--- | | Administrative expenses | 6.0 | 8.1 | -25.9% | - The decrease in administrative expenses was primarily due to cost compression and streamlining of personnel costs[52](index=52&type=chunk) [Finance Costs](index=18&type=section&id=5.4.6%20Finance%20Costs) Finance costs for FY2025 significantly decreased to HK$30 thousand from HK$1.3 million in 2024, primarily due to reduced interest expenses paid to shareholders, directors, and third parties | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | | :--- | :--- | :--- | | Finance costs | 0.03 | 1.3 | - The decrease in finance costs was primarily due to reduced interest expenses paid to shareholders, directors, and third parties[53](index=53&type=chunk) [Income Tax Expense](index=18&type=section&id=5.4.7%20Income%20Tax%20Expense) Income tax expense primarily refers to Hong Kong profits tax paid by the Company's Hong Kong subsidiaries at a 16.5% rate and China corporate income tax paid by its China subsidiaries at a 25% rate - Income tax refers to Hong Kong profits tax paid by Hong Kong subsidiaries at a **16.5%** rate and China corporate income tax paid by China subsidiaries at a **25%** rate[54](index=54&type=chunk) [Loss/Profit for the Year](index=18&type=section&id=5.4.8%20Loss%2FProfit%20for%20the%20Year) The Group recorded a loss of approximately HK$20.3 million in FY2025, compared to a profit of approximately HK$17.5 million in FY2024, primarily due to increased credit loss provisions for other receivables and prepayments in light of current overall market risks | Indicator | 2025 (HK$ million) | 2024 (HK$ million) | | :--- | :--- | :--- | | Loss/profit for the year | -20.3 | 17.5 | - The turn from profit to loss was primarily due to increased credit loss provisions for other receivables and prepayments[55](index=55&type=chunk) [Financial Position, Liquidity and Financial Resources](index=18&type=section&id=5.5%20Financial%20Position%2C%20Liquidity%20and%20Financial%20Resources) The Group maintains prudent cash and financial management policies; as at June 30, 2025, total cash and bank balances increased to approximately HK$8.1 million, outstanding borrowings rose to HK$7.4 million, the total debt-to-equity ratio increased to 16.2%, and trade receivables expanded to HK$21.8 million due to digital business growth - The Group adopts prudent cash and financial management policies, with cash centrally managed and deposited in banks in Hong Kong and mainland China[56](index=56&type=chunk) | Indicator | June 30, 2025 (HK$ million) | June 30, 2024 (HK$ million) | | :--- | :--- | :--- | | Total cash and bank balances | 8.1 | 4.2 | | Outstanding borrowings | 7.4 | 1.9 | | Total debt-to-equity ratio | 16.2% | 3.1% | | Trade receivables | 21.8 | 5.7 | - The increase in cash and bank balances was primarily due to cash inflows from operating activities, borrowings, and equity financing[56](index=56&type=chunk) - The growth in trade receivables primarily stemmed from the rapid expansion of the digital industry empowerment platform business[58](index=58&type=chunk) [Financial Management Policies](index=19&type=section&id=5.6%20Financial%20Management%20Policies) The Group faces currency and interest rate risks, but foreign exchange risk is minimal as major transaction currencies align with operating and reporting currencies; no interest rate hedging contracts are in place due to low current rates, but interest rate risk is closely monitored - The Group faces currency risk and interest rate risk, with risk management policies aimed at minimizing adverse impacts[59](index=59&type=chunk) - Foreign exchange risk has minimal impact on the Group, as major transaction currencies (RMB, HKD, USD) are linked to operating and reporting currencies[59](index=59&type=chunk) - The Group has not entered into any interest rate hedging contracts or derivative financial instruments but closely monitors interest rate risk[60](index=60&type=chunk) [Use of Proceeds](index=19&type=section&id=5.7%20Use%20of%20Proceeds) The Company completed a share subscription on March 7, 2025, issuing 137,440,000 new shares for net proceeds of HK$9,520,800, intended for debt repayment, general working capital, and business expansion, with a portion utilized by June 30, 2025, and the remaining balance to be used as planned - The Company completed a share subscription on March 7, 2025, issuing **137,440,000 new shares**, with net proceeds of **HK$9,520,800**[61](index=61&type=chunk) - The net proceeds are intended for repayment of borrowings, general working capital, and the Group's business expansion[61](index=61&type=chunk) | Allocation of Net Proceeds | Amount Utilized (HK$) | Net Balance (HK$) | | :--- | :--- | :--- | | Repayment of certain borrowings | 1,904,160 | – | | General working capital | 3,760,400 | 1,000,000 | | Business expansion | 962,240 | 1,894,000 | [Pledge of Assets](index=20&type=section&id=5.8%20Pledge%20of%20Assets) As at June 30, 2025, the Group had no pledged bank deposits to secure its bank facilities - As at June 30, 2025, the Group had no pledged bank deposits to secure its bank facilities[65](index=65&type=chunk) [Capital Commitments](index=20&type=section&id=5.9%20Capital%20Commitments) As at June 30, 2025, the Group had no significant capital commitments - As at June 30, 2025, the Group had no significant capital commitments[66](index=66&type=chunk) [Contingent Liabilities](index=20&type=section&id=5.10%20Contingent%20Liabilities) As at June 30, 2025, the Group had no significant contingent liabilities - As at June 30, 2025, the Group had no significant contingent liabilities[67](index=67&type=chunk) [Risk Management and Uncertainties](index=21&type=section&id=5.11%20Risk%20Management%20and%20Uncertainties) The Board considers risk management essential for the Group's effective operations, with management assisting in regular assessment of key risks and implementation of appropriate risk management and internal control measures - The Board considers risk management essential for the Group's effective operations[68](index=68&type=chunk) - Management assists the Board in regularly assessing key risks and formulating appropriate risk management and internal control measures[68](index=68&type=chunk) [Significant Acquisitions and Disposals](index=21&type=section&id=5.12%20Significant%20Acquisitions%20and%20Disposals) For the year ended June 30, 2025, the Group had no significant acquisitions or disposals - For the year ended June 30, 2025, the Group had no significant acquisitions or disposals[69](index=69&type=chunk) [Events After Reporting Period](index=21&type=section&id=5.13%20Events%20After%20Reporting%20Period) Subsequent to the reporting period, the Company proposed a share consolidation (20 existing shares into 1 consolidated share) and a change in board lot size from 5,000 existing shares to 2,000 consolidated shares, and entered into a subscription agreement with Invengo Technology Pte. Ltd. to subscribe for 8,246,400 consolidated shares at HK$1.60 per consolidated share - The Company proposed a share consolidation on the basis of **20 existing shares** into **1 consolidated share**[70](index=70&type=chunk) - Upon the share consolidation becoming effective, the board lot size will be changed from **5,000 existing shares** to **2,000 consolidated shares**[70](index=70&type=chunk) - The Company entered into a subscription agreement with Invengo Technology Pte. Ltd. to subscribe for **8,246,400 consolidated shares** at **HK$1.60 per consolidated share**[72](index=72&type=chunk) [Employees and Remuneration Policy](index=22&type=section&id=5.14%20Employees%20and%20Remuneration%20Policy) As at June 30, 2025, the Group had 12 employees with total staff costs of approximately HK$1.5 million; remuneration policy is set by the Remuneration Committee based on responsibilities, experience, and capabilities, including salaries, discretionary bonuses, and pension scheme contributions, with training provided and MPF for Hong Kong employees and government retirement benefits for China employees | Indicator | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Number of employees | 12 | 14 | | Total staff costs (HK$ million) | 1.5 | 2.0 | - The employee remuneration policy is determined by the Remuneration Committee with reference to employees' responsibilities, duties, experience, and capabilities, including salaries, discretionary bonuses, and contributions to pension schemes[74](index=74&type=chunk) - The Group provides MPF for Hong Kong employees and government retirement benefit schemes for China employees[76](index=76&type=chunk)[77](index=77&type=chunk) [Changes in Directors' Information](index=23&type=section&id=5.15%20Changes%20in%20Directors%27%20Information) Since the publication of the latest annual report, two executive directors have resigned: Ms. Liu Qin effective June 16, 2025, and Mr. Gan Xiaohua effective July 8, 2025 - Ms. Liu Qin resigned as an executive director of the Company, effective June 16, 2025[78](index=78&type=chunk) - Mr. Gan Xiaohua resigned as an executive director of the Company, effective July 8, 2025[78](index=78&type=chunk) [Directors' and Controlling Shareholders' Interests in Competing Business](index=24&type=section&id=5.16%20Directors%27%20and%20Controlling%20Shareholders%27%20Interests%20in%20Competing%20Business) For the year ended June 30, 2025, the directors were unaware of any competing business interests held by directors or controlling shareholders, nor any other conflicts of interest - The directors are unaware of any business or interest held by directors or controlling shareholders that competes or may compete with the Group's business[79](index=79&type=chunk) - No other conflicts of interest between any such persons and the Group are known or may exist[79](index=79&type=chunk) [Purchase, Sale or Redemption of Listed Securities of the Company](index=24&type=section&id=5.17%20Purchase%2C%20Sale%20or%20Redemption%20of%20Listed%20Securities%20of%20the%20Company) For the year 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 year ended June 30, 2025, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[80](index=80&type=chunk) [Standard Code for Securities Transactions](index=24&type=section&id=5.18%20Standard%20Code%20for%20Securities%20Transactions) The Company has adopted a code of conduct no less exacting than the required standard set out in the GEM Listing Rules, and all directors confirmed compliance with both the standard code and the code of conduct for the year ended June 30, 2025 - The Company has adopted a code of conduct with terms no less exacting than the required standard set out in the GEM Listing Rules[81](index=81&type=chunk) - All directors have confirmed compliance with the standard code and the code of conduct for the year ended June 30, 2025[81](index=81&type=chunk) [Corporate Governance Code](index=25&type=section&id=5.19%20Corporate%20Governance%20Code) The Group complied with the Corporate Governance Code in Appendix C1 of the GEM Listing Rules for FY2025, except for a deviation from provision D.1.2 where management did not provide monthly financial updates to the Board, though Board members were kept informed through other channels - The Group complied with the Corporate Governance Code set out in Appendix C1 of the GEM Listing Rules for FY2025[82](index=82&type=chunk) - There was a deviation from Corporate Governance Code provision D.1.2, where management failed to provide updated financial information to the Board on a monthly basis[82](index=82&type=chunk) - Board members were still informed of the latest information regarding the Company's performance and future business plans by management from time to time via email, WeChat, or telephone[82](index=82&type=chunk) [Audit Committee and Review of Financial Statements](index=25&type=section&id=5.20%20Audit%20Committee%20and%20Review%20of%20Financial%20Statements) The Audit Committee, established under the GEM Listing Rules and comprising independent non-executive directors Mr. Chan Chak (Chairman), Ms. Chu Man Lai, and Ms. Chu Hiu Lam (appointed January 20, 2025), has reviewed this announcement, accounting principles, and financial reporting matters, and made recommendations to the Board - The Audit Committee has been established in accordance with the GEM Listing Rules, with members including Mr. Chan Chak (Chairman), Ms. Chu Man Lai, and Ms. Chu Hiu Lam (appointed on January 20, 2025), all of whom are independent non-executive directors[83](index=83&type=chunk) - The Audit Committee has reviewed this announcement, the accounting principles and practices adopted by the Group, and financial reporting matters with management, and made recommendations to the Board[83](index=83&type=chunk) [Auditor's Scope of Work](index=25&type=section&id=5.21%20Auditor%27s%20Scope%20of%20Work) The consolidated financial statement figures in this results announcement have been agreed with the independent auditor, Pacia CPA Limited, whose work does not constitute an assurance engagement, thus no assurance has been issued on this results announcement - The figures in the consolidated financial statements contained in this results announcement have been agreed with the independent auditor, Pacia CPA Limited[84](index=84&type=chunk) - The auditor's work does not constitute an assurance engagement, and therefore no assurance has been issued on this results announcement[85](index=85&type=chunk) Chairman's Signature and Announcement Publication [Announcement Signature and Publication Details](index=26&type=section&id=6.1%20Announcement%20Signature%20and%20Publication%20Details) This announcement was signed and published by Mr. Zeng Jin, Chairman and Executive Director, on September 26, 2025; as of the announcement date, the Board includes two executive directors and three independent non-executive directors, and the announcement will be posted on the Stock Exchange and Company websites - This announcement was signed and published by Mr. Zeng Jin, Chairman and Executive Director, on September 26, 2025[86](index=86&type=chunk)[87](index=87&type=chunk) - As of the announcement date, the Board comprises executive directors Mr. Zeng Jin and Ms. Tian Yuan, and independent non-executive directors Mr. Chan Chak, Ms. Chu Man Lai, and Ms. Chu Hiu Lam[87](index=87&type=chunk) - This announcement will be published on the Stock Exchange website and the Company's website[87](index=87&type=chunk)

Financial Performance - For the fiscal year ending June 30, 2025, the company reported a significant revenue growth driven by the increasing demand for health products, improved supply chain efficiency, and optimized service processes[11]. - The company recorded revenue of approximately HKD 61.3 million for the year, an increase of about 48% compared to HKD 41.2 million in the same period last year, driven by increased demand for health products and improved supply chain efficiency[21]. - Gross profit for the year was approximately HKD 14.2 million, up about 184% from HKD 5 million in the previous year, primarily due to higher gross margins from health product supply chain services[21]. - The company reported a loss attributable to shareholders of approximately HKD 900,000, a significant reduction of about 95% compared to a loss of HKD 19.7 million in the previous year, reflecting improved financial performance[21]. Strategic Focus - The company has paused resource allocation to "Internet+" solutions and personal protective equipment businesses, focusing instead on core growth areas in the health industry and supply chain services[11]. - The company aims to concentrate resources on high-potential areas such as "AI+ business applications" and pharmaceutical sales to strengthen its long-term competitive advantage[11]. - The company is focusing on digital transformation and AI operations in its core business to achieve long-term value growth[14]. - The company plans to deepen strategic resource investment and expand its business coverage in the health product and supply chain service sectors[17]. - The company is actively exploring new growth paths in AI solutions for health and medical supply chains, aiming to build a diversified and sustainable business portfolio[20]. Operational Efficiency - The organization is optimizing its structure and integrating human resources, which has improved cross-departmental collaboration and reduced administrative costs[12]. - The company will continue to optimize its internal organizational structure and enhance operational efficiency, leading to a significant reduction in administrative and operational costs[16]. - The company aims to integrate AI into key operational areas such as market trend forecasting and supply chain management to enhance service quality and operational efficiency[18]. Corporate Governance - The board is committed to maintaining high levels of corporate governance to protect shareholder interests and enhance business growth[45]. - The company emphasizes a high-quality board composition and effective accountability systems[45]. - The company has adopted and complied with the Corporate Governance Code under GEM Listing Rules Appendix C1, with the exception of certain deviations[46]. - The board consists of three independent non-executive directors, representing at least one-third of the board members, with at least one possessing appropriate professional qualifications or financial management expertise[55]. - The board is responsible for reviewing the group's financial performance and approving strategic plans, major investments, and risk management policies[54]. Risk Management - The board has established a comprehensive risk management and internal control system to manage risks associated with achieving the group's strategic objectives[70]. - The internal audit function is in place to analyze and independently assess the effectiveness of the risk management and internal control systems[73]. - The company faces risks related to market demand fluctuations, supply chain and cost control, product quality and compliance, and technology integration and digital transformation[97][98][100][101]. Environmental, Social, and Governance (ESG) - The company has implemented energy-saving measures to reduce greenhouse gas emissions, primarily from indirect emissions due to daily electricity consumption[171]. - The total indirect carbon dioxide emissions from electricity procurement were 5.59 tons in Hong Kong and 18.41 tons in China for the year ended June 30, 2025, compared to 7.97 tons and 23.91 tons respectively for the previous year[175]. - The company produced zero tons of non-hazardous waste during the reporting year, maintaining the same level as the previous year[177]. - The company has not identified any significant non-compliance with environmental laws and regulations in Hong Kong and China during the reporting year[171]. - The company has established effective communication with stakeholders to understand their needs and concerns regarding environmental, social, and governance factors[166]. Employee Management - The total employee cost for the year was approximately HKD 3,300,000, a decrease from HKD 3,500,000 in the previous year[38]. - The company employed 32 employees as of June 30, 2025, down from 33 in the previous year[38]. - Employee turnover rate for males decreased to 5.13% in 2025 from 30.30% in 2024, while females remained at 0.00%[194]. - Continuous employee development is a key factor for the company's success, with on-the-job training and encouragement for external training participation[199]. - The company ensures compliance with health and safety regulations, with no significant violations reported during the year[196]. Shareholder Communication and Dividends - The company has established a shareholder communication policy to ensure timely and balanced information dissemination regarding financial performance and strategic objectives[89]. - The board does not recommend the distribution of any dividends for the current year[106]. - The company has adopted a dividend policy, allowing for the declaration and distribution of final, interim, or special dividends as determined by the board, subject to shareholder approval[107]. Debt Management and Capital Structure - The company completed a capital restructuring and loan capitalization, reducing debt burden by approximately HKD 193 million, strengthening its equity base for future growth[34]. - Current liabilities significantly decreased to approximately HKD 68.4 million from HKD 249.4 million in the previous year, reflecting successful debt management[29]. - Capital debt ratio improved to about 9% from 162% in the previous year, showcasing the company's efforts to optimize its capital structure[29]. Audit and Compliance - The financial statements for the year have been audited by Suya Wenshun CPA Limited, with the previous auditor, Yongtuo Fuxin CPA Limited, resigning on June 24, 2025[160]. - The audit committee conducted five meetings to review financial reporting and internal control systems[60]. - The independent auditor's report indicates that the financial statements reflect the group's financial position as of June 30, 2025, except for certain matters noted[74].

[Financial Summary](index=1&type=section&id=Financial%20Summary) The Group experienced a significant decline in revenue, profit before income tax, and profit attributable to owners of the Company, leading to a substantial reduction in proposed final dividends | Indicator | 2025 (HKD) | 2024 (HKD) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 74,400,000 | 94,800,000 | -21.5% | | Profit before income tax | 22,400,000 | 39,200,000 | -42.8% | | Profit attributable to owners of the Company | 17,500,000 | 30,900,000 | -43.3% | | Proposed final dividend (per ordinary share) | 1.50 HK cents | 2.50 HK cents | -40.0% | [Financial Performance](index=2&type=section&id=Financial%20Performance) The Group's financial performance for the year showed a significant decline in profitability, despite some positive movements in other comprehensive income and an increase in total equity [Consolidated Statement of Profit or Loss](index=2&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss) The Group's revenue, operating profit, and net profit significantly decreased this year, with revenue falling by 21.5% and net profit by 43.3%, leading to a substantial decline in earnings per share | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 74,404 | 94,787 | -21.5% | | Operating profit | 24,138 | 40,722 | -40.7% | | Profit before income tax | 22,429 | 39,229 | -42.8% | | Profit for the year | 17,541 | 30,919 | -43.3% | | Basic earnings per share (HK cents) | 4.38 | 7.73 | -43.3% | | Diluted earnings per share (HK cents) | 4.37 | 7.73 | -43.4% | [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=3&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) The Group's net profit declined this year, but a reversal from loss to gain in fair value changes of equity instruments through other comprehensive income kept total comprehensive income relatively stable | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Profit for the year | 17,541 | 30,919 | | Exchange differences on translation | (51) | (6) | | Fair value changes of equity instruments at fair value through other comprehensive income (net of tax) | 13,038 | (352) | | Total comprehensive income for the year | 30,528 | 30,561 | - Fair value changes of equity instruments at fair value through other comprehensive income turned from a **loss of HKD 352 thousands in 2024** to a **gain of HKD 13,038 thousands in 2025**, significantly boosting total comprehensive income[5](index=5&type=chunk) [Consolidated Statement of Financial Position](index=4&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, the Group's total assets and liabilities slightly decreased, with significant growth in non-current assets offset by reductions in current assets and liabilities, while total equity increased | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | **Assets** | | | | | Non-current assets | 237,216 | 190,070 | +24.8% | | Current assets | 78,683 | 127,992 | -38.5% | | **Total assets** | **315,899** | **318,062** | **-0.7%** | | **Equity and Liabilities** | | | | | Total equity | 229,363 | 218,326 | +5.1% | | Non-current liabilities | 739 | 34 | +2073.5% | | Current liabilities | 85,797 | 99,702 | -13.9% | | **Total liabilities** | **86,536** | **99,736** | **-13.2%** | | **Total equity and liabilities** | **315,899** | **318,062** | **-0.7%** | - **Non-current assets increased significantly by 24.8%**, primarily due to a substantial rise in financial assets at fair value through other comprehensive income[6](index=6&type=chunk) - **Current assets decreased by 38.5%** and **current liabilities decreased by 13.9%**[6](index=6&type=chunk)[7](index=7&type=chunk) [Consolidated Statement of Changes in Equity](index=6&type=section&id=Consolidated%20Statement%20of%20Changes%20in%20Equity) The Group's total equity increased this year, primarily driven by the contribution from total comprehensive income, despite a reduction in dividend payments and an increase in share award scheme-related expenses | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Profit for the year | 17,541 | 30,919 | | Total comprehensive income/(expense) for the year | 30,528 | 30,561 | | Dividends paid | (20,123) | (35,123) | | Share award scheme related | 668 | 568 | | Total equity at end of year | 229,363 | 218,326 | - **Total equity increased from HKD 218,326 thousands in 2024 to HKD 229,363 thousands in 2025**, mainly due to the contribution from total comprehensive income, despite a decrease in dividends paid[8](index=8&type=chunk) [Notes to the Consolidated Financial Statements](index=7&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) This section provides detailed disclosures on the Group's accounting policies, financial instruments, and other relevant financial information [General Information and Basis of Preparation](index=7&type=section&id=General%20Information%20and%20Basis%20of%20Preparation) This section outlines the Group's principal business activities, registration details, ultimate controlling party, listing venue, and the basis and functional currency for financial statement preparation - The Group's principal activities include providing healthcare staffing solutions, outreach case assessment related services, vaccination services, sale of goods, and clinic services[9](index=9&type=chunk) - The Company is incorporated in the Cayman Islands and listed on the Main Board of The Stock Exchange of Hong Kong, with Ms. Xi Xiaozhu as the ultimate controlling party[10](index=10&type=chunk)[11](index=11&type=chunk) - The consolidated financial statements are presented in HKD and prepared in accordance with Hong Kong Financial Reporting Standards issued by the Hong Kong Institute of Certified Public Accountants[12](index=12&type=chunk)[13](index=13&type=chunk) [Application of New and Revised Hong Kong Financial Reporting Standards](index=7&type=section&id=Application%20of%20New%20and%20Revised%20Hong%20Kong%20Financial%20Reporting%20Standards) This year, the Group adopted several new and revised Hong Kong Financial Reporting Standards, but their application had no material impact on the financial position or performance for the current and prior periods - Several new and revised Hong Kong Financial Reporting Standards, including those related to lease liabilities in a sale and leaseback transaction and classification of liabilities, were first applied this year[14](index=14&type=chunk) - The application of these new standards had **no material impact** on the Group's financial position, performance, and/or disclosures in the consolidated financial statements for the current and prior periods[14](index=14&type=chunk) - The Directors anticipate that the future application of new standards already issued but not yet effective will also **not have a material impact** on the consolidated financial statements[15](index=15&type=chunk) [Segment Information](index=8&type=section&id=Segment%20Information) Management reviews the Group's operations as a single segment, with all revenue derived from external customers in Hong Kong, and this section details the composition and changes in revenue from various services - Management reviews the operating results as one segment, concluding there is only one segment for making strategic decisions[16](index=16&type=chunk) - The Group primarily operates in Hong Kong, with **all revenue derived from external customers in Hong Kong**[16](index=16&type=chunk)[19](index=19&type=chunk) | Revenue Source | 2025 (HKD thousands) | 2024 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Healthcare Staffing Solutions Services | 61,654 | 77,346 | -20.3% | | Outreach Case Assessment Related Services | 3,759 | 5,420 | -30.7% | | Vaccination Services | 2,659 | 2,794 | -4.9% | | Sale of Goods | 3,701 | 9,171 | -59.7% | | Clinic Services | 2,631 | 56 | +4600% | | **Total Revenue** | **74,404** | **94,787** | **-21.5%** | - Healthcare Staffing Solutions Services generated the largest share of revenue but **decreased by 20.3% year-on-year**, while Clinic Services revenue **increased significantly by 4600%** from a low base[18](index=18&type=chunk) [Other Income and Expenses](index=9&type=section&id=Other%20Income%20and%20Expenses) This section details the Group's non-core income, operating expenses, finance income and costs, and income tax expense, reflecting specific aspects of non-primary business activities and cost control [Other Income](index=9&type=section&id=Other%20Income) The Group's other income slightly increased, primarily driven by rental income | Income Source | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Dividend income | 172 | 563 | | Sale of goods | 463 | 640 | | Advertising income | 102 | 99 | | Rental income | 500 | – | | Others | 386 | 206 | | **Total** | **1,623** | **1,508** | - **Rental income emerged as a significant component of other income in 2025**, contributing HKD 500 thousands from zero in the prior year[20](index=20&type=chunk) [Net Other Gains/(Losses)](index=10&type=section&id=Net%20Other%20Gains%2F(Losses)) The Group's net other gains shifted from a loss in 2024 to a gain in 2025, primarily influenced by fair value changes of financial assets and exchange gains | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Net fair value gains/(losses) on financial assets at fair value through profit or loss | 240 | (2,271) | | Net exchange gains | 770 | 949 | | **Total** | **1,010** | **(1,322)** | - The **net fair value change on financial assets at fair value through profit or loss** shifted from a **loss of HKD 2,271 thousands in 2024** to a **gain of HKD 240 thousands in 2025**, which was the primary driver for the positive shift in net other gains[21](index=21&type=chunk) [Other Expenses](index=10&type=section&id=Other%20Expenses) The Group's total other expenses increased, mainly due to higher postage, utilities, general office expenses, and advertising and promotion costs | Expense Item | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Auditor's remuneration | 950 | 900 | | Postage, utilities and general office expenses | 2,555 | 1,788 | | Legal and professional fees | 867 | 934 | | Operating lease rentals | 25 | 32 | | Travel and transportation expenses | 673 | 542 | | Rates and management fees | 727 | 958 | | Printing expenses | 532 | 427 | | Insurance expenses | 337 | 427 | | Bank charges | 699 | 588 | | Advertising and promotion expenses | 544 | 337 | | Donations | 200 | 25 | | Other expenses | 1,386 | 1,069 | | **Total** | **9,495** | **8,027** | - **Postage, utilities, and general office expenses significantly increased** from HKD 1,788 thousands to HKD 2,555 thousands[21](index=21&type=chunk) - **Advertising and promotion expenses and donations also showed notable increases**[21](index=21&type=chunk) [Employee Benefit Expenses](index=11&type=section&id=Employee%20Benefit%20Expenses) The Group's employee benefit expenses increased, primarily due to higher wages, salaries, performance-related bonuses, and an increase in equity-settled share-based payments | Expense Item | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Wages, salaries, other benefits and performance-related bonuses | 24,944 | 23,398 | | Pension costs - defined contribution plans | 1,330 | 1,219 | | Equity-settled share-based payments to directors and employees | 668 | 568 | | Other staff benefits | 698 | 834 | | **Total** | **27,640** | **26,019** | - **Wages, salaries, and bonuses** constitute the largest component of employee benefit expenses, increasing by **HKD 1,546 thousands year-on-year**[22](index=22&type=chunk) - **Equity-settled share-based payments also increased**, reflecting the impact of the share award scheme[22](index=22&type=chunk) [Finance Income and Finance Costs](index=11&type=section&id=Finance%20Income%20and%20Finance%20Costs) The Group's finance income increased, but the rise in interest expense on borrowings was greater, leading to an expanded net finance cost | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Interest income from bank deposits | 1,584 | 1,313 | | Interest expense on lease liabilities | (16) | (81) | | Interest expense on borrowings | (3,277) | (2,725) | | **Net finance income** | **(1,713)** | **(1,493)** | - While **interest income from bank deposits increased**, the **larger increase in interest expense on borrowings** resulted in an expanded net finance cost[22](index=22&type=chunk) [Income Tax Expense](index=11&type=section&id=Income%20Tax%20Expense) The Group's income tax expense significantly decreased year-on-year, primarily due to a reduction in Hong Kong Profits Tax, despite a slight increase in the effective tax rate | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Hong Kong Profits Tax | 4,774 | 8,344 | -42.8% | | Deferred income tax expense/(credit) | 114 | (34) | N/A | | **Total income tax expense** | **4,888** | **8,310** | **-41.2%** | - **Total income tax expense decreased significantly by 41.2%**, primarily driven by a reduction in Hong Kong Profits Tax[24](index=24&type=chunk) - Hong Kong Profits Tax applies a two-tiered rate system, with **8.25% for the first HKD 2 million of assessable profits** and **16.5% for profits exceeding this threshold**, while Chinese subsidiaries are taxed at 25%[23](index=23&type=chunk) [Earnings Per Share](index=12&type=section&id=Earnings%20Per%20Share) The Group's basic and diluted earnings per share both significantly decreased this year due to a decline in net profit, with no significant dilutive effect from share options | Indicator | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Basic earnings per share (HK cents) | 4.38 | 7.73 | -43.3% | | Diluted earnings per share (HK cents) | 4.37 | 7.73 | -43.5% | | Weighted average number of ordinary shares for basic earnings per share (shares) | 400,274,011 | 400,000,000 | +0.07% | | Weighted average number of ordinary shares for diluted earnings per share (shares) | 400,956,910 | 400,137,388 | +0.21% | - The **decline in earnings per share is consistent with the decrease in profit for the year**[26](index=26&type=chunk) - Share options were not assumed to be exercised as their exercise price was higher than the average market price of the shares, resulting in **no significant dilutive effect**[27](index=27&type=chunk) [Dividends](index=12&type=section&id=Dividends) The Group's declared and paid interim dividends and proposed final dividends both decreased compared to the prior year, leading to a significant reduction in total annual dividends | Dividend Type | Declaration Date | Payment Date | Per Ordinary Share (HK cents) | Total Amount (HKD thousands) | Financial Year | | :--- | :--- | :--- | :--- | :--- | :--- | | 2023 Final Dividend | September 26, 2023 | Paid in FY2024 | 3.75 | 15,000 | 2024 | | 2024 Interim Dividend | February 27, 2024 | Paid in FY2024 | 5.00 | 20,123 | 2024 | | 2024 Final Dividend | September 26, 2024 | Paid in FY2025 | 2.50 | 10,061.5 | 2025 | | 2025 Interim Dividend | February 26, 2025 | Paid in FY2025 | 2.50 | 10,061.5 | 2025 | | 2025 Final Dividend (Proposed) | September 26, 2025 | Subject to approval | 1.50 | 6,036.9 | 2025 | - The **proposed final dividend for FY2025 is 1.50 HK cents per share**, a decrease from 2.50 HK cents per share in FY2024[29](index=29&type=chunk) - The **total dividend for FY2025 (interim + proposed final) is 4.00 HK cents per share**, lower than 7.50 HK cents per share in FY2024[101](index=101&type=chunk) [Property, Plant and Equipment](index=13&type=section&id=Property,%20Plant%20and%20Equipment) The carrying amount of the Group's property, plant and equipment slightly decreased, primarily because depreciation charges for the year exceeded new additions | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Total cost | 28,033 | 26,222 | | Total accumulated depreciation and impairment | 13,758 | 11,652 | | **Total carrying amount** | **14,275** | **14,570** | - The **carrying amount of property, plant and equipment slightly decreased**, mainly due to depreciation charges for the year exceeding new additions[30](index=30&type=chunk) [Leases](index=13&type=section&id=Leases) The Group's right-of-use assets primarily consist of leasehold land and office premises, with an increase in total lease liabilities and the emergence of non-current lease liabilities | Type of Leased Asset | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Office premises | 1,040 | 547 | | Leasehold land | 146,749 | 153,312 | | **Total right-of-use assets** | **147,789** | **153,859** | | Type of Lease Liability | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Current | 339 | 611 | | Non-current | 706 | – | | **Total lease liabilities** | **1,045** | **611** | - **Total lease liabilities increased**, and **non-current lease liabilities emerged from zero**, reflecting changes in the leasing structure[32](index=32&type=chunk) [Financial Assets](index=14&type=section&id=Financial%20Assets) The Group significantly adjusted its financial asset investment strategy, with listed equity securities at fair value through profit or loss being eliminated, while those at fair value through other comprehensive income substantially increased | Type of Financial Asset (FVTPL) | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Listed bonds | 303 | 327 | | Listed equity securities | – | 5,070 | | **Total FVTPL** | **303** | **5,397** | | Type of Financial Asset (FVOCI) | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Listed equity securities | 74,849 | 15,285 | - **Listed equity securities at fair value through profit or loss were eliminated**, while **listed equity securities at fair value through other comprehensive income significantly increased**, indicating a major shift in investment strategy[34](index=34&type=chunk)[35](index=35&type=chunk) [Trade Receivables](index=15&type=section&id=Trade%20Receivables) The Group's total trade receivables significantly decreased, with notable reductions across all ageing categories, and the Group assessed the expected credit loss rate as extremely low | Ageing | 2025 (HKD thousands) | 2024 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Less than 61 days | 16,077 | 28,277 | -43.1% | | 61 to 90 days | 1,750 | 5,117 | -65.8% | | 91 to 180 days | 1,589 | 3,317 | -52.1% | | Over 180 days | 1,748 | 2,196 | -20.4% | | **Total** | **21,164** | **38,907** | **-45.6%** | - **Total trade receivables decreased significantly by 45.6%**, with notable reductions across all ageing categories[37](index=37&type=chunk) - The Group assessed the **expected credit loss rate for trade receivables as extremely low**, and no additional loss allowance was recognized[37](index=37&type=chunk) [Prepayments, Deposits and Other Receivables](index=15&type=section&id=Prepayments,%20Deposits%20and%20Other%20Receivables) The Group's total prepayments, deposits, and other receivables significantly decreased, primarily due to a substantial reduction in deposits | Item | 2025 (HKD thousands) | 2024 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Prepayments | 934 | 492 | +89.8% | | Deposits | 1,276 | 5,539 | -77.0% | | Other receivables | 340 | 514 | -33.9% | | **Total** | **2,550** | **6,545** | **-61.0%** | - **Deposits decreased substantially by 77.0%**, which was the primary reason for the significant decline in this category's total amount[37](index=37&type=chunk) [Share Capital](index=15&type=section&id=Share%20Capital) The Group's authorized share capital remained unchanged, while issued and fully paid share capital slightly increased due to the issuance under the share award scheme in the previous financial year | Indicator | 2025 (shares) | 2024 (shares) | | :--- | :--- | :--- | | Number of authorised shares | 2,000,000,000 | 2,000,000,000 | | Number of issued and fully paid shares | 402,460,000 | 402,460,000 | - In FY2024, **2,460,000 ordinary shares were issued under the share award scheme**, leading to a slight increase in issued share capital[38](index=38&type=chunk) [Trade Payables](index=16&type=section&id=Trade%20Payables) The Group's total trade payables decreased, mainly due to a reduction in costs payable to healthcare professionals, although payables aged over 90 days increased | Ageing | 2025 (HKD thousands) | 2024 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Less than 31 days | 11,116 | 15,472 | -28.2% | | 31 to 60 days | – | 253 | -100% | | 61 to 90 days | – | 24 | -100% | | Over 90 days | 6,264 | 5,069 | +23.6% | | **Total** | **17,380** | **20,818** | **-16.6%** | - **Total trade payables decreased by 16.6%**, primarily due to the elimination of payables aged 31-90 days, but payables aged over 90 days increased[41](index=41&type=chunk) - Most healthcare professionals are paid within **30 days**[40](index=40&type=chunk) [Borrowings](index=16&type=section&id=Borrowings) The Group's total secured bank borrowings slightly decreased, but granted and unutilised bank facilities significantly reduced, and the weighted average effective annual interest rate on borrowings increased | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Total secured bank borrowings | 61,088 | 63,119 | -3.2% | | Total bank facilities granted | 63,000 | 108,396 | -41.9% | | Unutilised bank facilities | 1,912 | 45,277 | -95.8% | | Weighted average effective annual interest rate | 5.27% | 4.25% | +1.02pp | - **Total bank borrowings slightly decreased**, but **unutilised bank facilities significantly reduced**, indicating a tightening of financing availability[43](index=43&type=chunk) - The **weighted average effective annual interest rate on bank borrowings increased from 4.25% to 5.27%**[42](index=42&type=chunk) - Bank facilities are secured by legal charges over certain buildings and right-of-use assets and guaranteed by the Company[43](index=43&type=chunk) [Share-based Payments](index=17&type=section&id=Share-based%20Payments) This section details the Group's share option scheme and share award scheme, including their terms, number of shares granted and outstanding, and changes during the year [Share Option Scheme](index=17&type=section&id=Share%20Option%20Scheme) The Group's share option scheme expired on July 8, 2024, with no new options granted this year, but a significant number of unexercised options remain outstanding - The **share option scheme expired on July 8, 2024**, and no further share options will be granted thereafter[45](index=45&type=chunk) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Number of share options at end of year | 8,900,000 | 8,900,000 | | Number of exercisable share options | 8,900,000 | 8,900,000 | | Weighted average remaining contractual life of outstanding share options at year end | 4.48 years | 5.48 years | - **No share options were granted, exercised, or forfeited during the year**[47](index=47&type=chunk) [Share Award Scheme](index=18&type=section&id=Share%20Award%20Scheme) The Group's share award scheme, adopted in 2022, saw 2,460,000 awarded shares granted in 2023, with some shares vested and forfeited this year, and corresponding share-based payment expenses recognized - The **share award scheme was adopted on June 1, 2022**, with a 10-year validity, aiming to recognize contributions and attract talent[48](index=48&type=chunk) - On December 1, 2023, **2,460,000 awarded shares were granted to 21 grantees**[49](index=49&type=chunk) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Number of outstanding awarded shares at end of year | 1,730,000 | 2,380,000 | | Number of shares vested during the year | 474,000 | – | | Number of shares forfeited during the year | 176,000 | 80,000 | | Equity-settled share-based payment expense recognised under the Share Award Scheme | HKD 668,000 | HKD 568,000 | [Contingent Liabilities](index=19&type=section&id=Contingent%20Liabilities) The Group's contingent liabilities primarily consist of performance guarantees requested by customers, with the outstanding amount decreasing from the prior year, and no other significant contingent liabilities or legal proceedings - As of June 30, 2025, **outstanding performance guarantees amounted to HKD 8,485,000**, a decrease from HKD 11,490,000 in 2024[52](index=52&type=chunk) - The Group has **no other significant contingent liabilities** and is not involved in any material legal proceedings[78](index=78&type=chunk) [Management Discussion and Analysis](index=20&type=section&id=Management%20Discussion%20and%20Analysis) This section provides an overview of the Group's operational and financial performance, strategic outlook, and risk management approaches for the reporting period [Business Review and Outlook](index=20&type=section&id=Business%20Review%20and%20Outlook) This year, the Group experienced a significant decline in revenue and profit, but the number of registered healthcare professionals increased; the Group invested in SPDR Gold ETF to enhance idle cash efficiency and plans to strengthen core businesses, seek diversification, and maintain a prudent treasury policy amidst market uncertainties - The Group primarily provides healthcare staffing solutions to hospitals, social service organizations, and clinics in Hong Kong, along with outreach case assessment and clinic services[53](index=53&type=chunk) | Indicator | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | HKD 74,400,000 | HKD 94,800,000 | -21.5% | | Profit attributable to owners of the Company | HKD 17,500,000 | HKD 30,900,000 | -43.3% | | Number of registered healthcare professionals | 32,000 | 29,800 | +7.4% | - Approximately **HKD 42,170,000 of idle cash was used to acquire SPDR Gold ETF** this year, aiming to enhance cash utilization efficiency, balance and diversify the investment portfolio, and hedge against currency depreciation and inflation[55](index=55&type=chunk) | Investment Name | Investment Cost (HKD millions) | Fair Value (HKD millions) | % of Total Assets | Gain on Change (HKD millions) | | :--- | :--- | :--- | :--- | :--- | | SPDR Gold ETF | 42.17 | 48.97 | 65.4 | 6.8 | - The Group remains **optimistic about the medium-to-long-term sustainable growth of its core businesses**, committing to strengthening and consolidating them while actively seeking new business opportunities and strategic collaborations for diversified development[57](index=57&type=chunk)[58](index=58&type=chunk) - In response to capital market uncertainties, the Group will adopt a **prudent treasury policy** to safeguard shareholders' financial interests[58](index=58&type=chunk) [Financial Review](index=22&type=section&id=Financial%20Review) This section provides a detailed analysis of the Group's financial performance for the year, including changes in revenue, various expenses, finance income and costs, income tax, and overall profitability, along with their key drivers [Revenue](index=22&type=section&id=Revenue) The Group's total revenue decreased by 21.5% year-on-year, primarily due to a decline in revenue from healthcare staffing solutions services, particularly institutional and private nursing services | Revenue Source | 2025 (HKD thousands) | 2024 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Total Revenue | 74,400 | 94,800 | -21.5% | | Revenue from Healthcare Staffing Solutions Services | 61,700 | 77,300 | -20.2% | | - Institutional Staffing Solutions Services | 35,200 | 47,700 | -26.2% | | - Private Nursing Staffing Services | 26,500 | 29,600 | -10.5% | - **Healthcare Staffing Solutions Services accounted for 82.9% of total revenue**, and its decline was the primary reason for the overall revenue decrease[60](index=60&type=chunk) - The percentage of total fees derived from providing healthcare staffing solutions services slightly increased from **26.4% to 27.6%**[61](index=61&type=chunk) [Other Income and Net Other Gains](index=22&type=section&id=Other%20Income%20and%20Net%20Other%20Gains) The Group's other income slightly increased, driven by rental income, while net other gains shifted from a loss to a gain, primarily due to fair value changes of financial assets and exchange gains - **Other income slightly increased to approximately HKD 1,600,000**, mainly driven by rental income[62](index=62&type=chunk) - **Net other gains shifted from a loss of HKD 1,300,000 in 2024 to a gain of HKD 1,000,000 in 2025**, primarily attributable to net fair value changes of financial assets at fair value through profit or loss (approximately HKD 200,000) and net exchange gains (approximately HKD 800,000)[62](index=62&type=chunk) [Expenses](index=22&type=section&id=Expenses) The Group's employee benefit expenses and other operating expenses both increased, while depreciation-related expenses slightly decreased - **Employee benefit expenses increased to approximately HKD 27,600,000**[63](index=63&type=chunk) - **Total operating lease rentals, depreciation of property, plant and equipment, and right-of-use assets slightly decreased to approximately HKD 9,300,000**[63](index=63&type=chunk) - **Other operating expenses increased to approximately HKD 9,500,000**, mainly due to higher general office, advertising, and promotion expenses[64](index=64&type=chunk) [Finance Income](index=23&type=section&id=Finance%20Income) The Group's finance income increased, primarily from interest income on short-term bank deposits - **Finance income increased to approximately HKD 1,600,000**, mainly from interest income on short-term bank deposits[65](index=65&type=chunk) [Income Tax Expense](index=23&type=section&id=Income%20Tax%20Expense) The Group's income tax expense significantly decreased by 41.2%, primarily related to the decline in profit before income tax, despite a slight increase in the effective tax rate | Indicator | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Income tax expense | HKD 4,900,000 | HKD 8,300,000 | -41.2% | | Effective tax rate | 21.8% | 21.2% | +0.6pp | - **Income tax expense decreased by 41.2%**, primarily related to the decline in profit before income tax[66](index=66&type=chunk) [Profit for the Year and Net Profit Margin](index=23&type=section&id=Profit%20for%20the%20Year%20and%20Net%20Profit%20Margin) The Group's profit for the year significantly decreased by 43.3%, and the net profit margin also fell from 32.6% to 23.6%, primarily attributable to reduced revenue and operating performance | Indicator | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Profit for the year | HKD 17,500,000 | HKD 30,900,000 | -43.3% | | Net profit margin | 23.6% | 32.6% | -9.0pp | - The **43.3% decrease in profit** was mainly due to a **21.5% reduction in revenue** and overall operating performance[67](index=67&type=chunk) [Trade Receivables](index=23&type=section&id=Trade%20Receivables) The Group's trade receivables significantly decreased by 45.5%, reflecting good collection performance, with no expected credit loss allowance recognized | Indicator | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Trade receivables | HKD 21,200,000 | HKD 38,900,000 | -45.5% | - **Trade receivables decreased by HKD 17,700,000**, primarily reflecting customer payment patterns[68](index=68&type=chunk) - The Group generally **does not grant credit periods to customers** and has not recognized any expected credit loss allowance for trade receivables[68](index=68&type=chunk) [Trade Payables](index=23&type=section&id=Trade%20Payables) The Group's trade payables decreased by 16.4%, primarily due to a reduction in costs payable to healthcare professionals | Indicator | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Trade payables | HKD 17,400,000 | HKD 20,800,000 | -16.4% | - The **decrease in trade payables** was mainly due to a reduction in costs payable to healthcare professionals placed by the Group during the year[69](index=69&type=chunk) [Liquidity and Financial Resources](index=24&type=section&id=Liquidity%20and%20Financial%20Resources) The Group's liquidity position significantly deteriorated, with a substantial decrease in cash and cash equivalents, a shift from net current assets to net current liabilities, and a sharp reduction in bank facility limits - The Group maintains a **sound liquidity position**, with working capital requirements met through shareholders' equity and cash generated from operating activities[70](index=70&type=chunk) | Indicator | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Cash and cash equivalents | HKD 43,500,000 | HKD 81,100,000 | -46.3% | | Net current liabilities/(Net current assets) | HKD 7,100,000 (Net liabilities) | HKD 28,300,000 (Net assets) | N/A (Shift to net liabilities) | | Bank facilities granted | HKD 63,000,000 | HKD 108,400,000 | -41.9% | | Unutilised bank facilities | HKD 1,900,000 | HKD 45,300,000 | -95.8% | - The **liquidity position significantly deteriorated**, with cash and cash equivalents substantially decreasing, and a shift from net current assets to **net current liabilities**[71](index=71&type=chunk) [Foreign Exchange Risk](index=24&type=section&id=Foreign%20Exchange%20Risk) The Group's foreign exchange risk is not significant, as its primary operating transactions are denominated in HKD, and no hedging instruments were used - The Group's **foreign currency risk is not significant**, as its principal operating transactions are denominated and settled in HKD[72](index=72&type=chunk) - Cash and cash equivalents are primarily denominated in **HKD, JPY, EUR, and USD**[72](index=72&type=chunk) - **No futures contracts, currency borrowings, derivative financial instruments, or other means were used to hedge foreign exchange risk** during the year[72](index=72&type=chunk) [Capital Structure](index=24&type=section&id=Capital%20Structure) The Group's funding sources primarily rely on equity, internal cash flows, and short-term bank borrowings, with a slight decrease in total outstanding borrowings - The Group primarily relies on its **equity, internal cash flows, and bank borrowings** to fund its operations[73](index=73&type=chunk) | Indicator | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Total outstanding borrowings | HKD 61,100,000 | HKD 63,100,000 | -3.2% | - **All outstanding borrowings are short-term loans**[73](index=73&type=chunk) [Treasury Policy](index=25&type=section&id=Treasury%20Policy) The Group invests surplus funds in bank deposits and financial instruments, primarily denominated in HKD, USD, and JPY, in accordance with the treasury policy approved by the Board of Directors - The Group utilizes surplus funds for investment purposes in accordance with the **treasury policy approved by the Board of Directors** from time to time[74](index=74&type=chunk) - Bank deposits and financial assets measured at amortized cost and fair value are primarily denominated in **HKD, USD, and JPY**[74](index=74&type=chunk) [Gearing Ratio](index=25&type=section&id=Gearing%20Ratio) The Group's gearing ratio significantly increased to 4.0% this year from zero in the prior year, reflecting an increase in net debt - The **gearing ratio is calculated as net debt divided by total capital**[75](index=75&type=chunk) | Indicator | 2025 | 2024 | Change | | :--- | :--- | :--- | :--- | | Gearing ratio | 4.0% | 0% | Significant increase | - **Net debt is calculated as total borrowings (including bank loans and lease liabilities) less cash and cash equivalents**[75](index=75&type=chunk) [Capital Commitments](index=25&type=section&id=Capital%20Commitments) As of the end of the reporting period, the Group had no significant capital commitments - As of June 30, 2025, the Group had **no significant capital commitments**[76](index=76&type=chunk) [Pledge of Assets](index=25&type=section&id=Pledge%20of%20Assets) The Group's bank facilities are secured by legal charges over certain buildings and right-of-use assets and guaranteed by the Company - The Group's bank facilities are secured by **legal charges over certain buildings and right-of-use assets with a total carrying amount of HKD 158,100,000**, and guaranteed by the Company[77](index=77&type=chunk) [Contingent Liabilities](index=25&type=section&id=Contingent%20Liabilities) The Group's contingent liabilities primarily consist of performance guarantees requested by customers, with the outstanding amount decreasing from the prior year, and no other significant contingent liabilities or legal proceedings - **Outstanding performance guarantees amounted to HKD 8,485,000**, a decrease from the previous year[78](index=78&type=chunk) - Apart from performance guarantees, the Group has **no other significant contingent liabilities** and is unaware of any pending or potential material legal proceedings[78](index=78&type=chunk) [Segment Information](index=25&type=section&id=Segment%20Information) Management reviews the Group's operations as a single segment, primarily operating in Hong Kong, with all revenue derived from external customers in Hong Kong - The Group is primarily engaged in providing healthcare staffing solutions services to individuals and institutional clients, as well as outreach case assessment, vaccination, sale of goods, and clinic services[79](index=79&type=chunk) - Management reviews the operating results as one segment, with **all revenue earned from external customers in Hong Kong**[80](index=80&type=chunk) [Future Plans for Material Investments or Capital Assets](index=26&type=section&id=Future%20Plans%20for%20Material%20Investments%20or%20Capital%20Assets) As of the end of the reporting period, the Group had no future plans for material investments or capital assets - As of June 30, 2025, the Group had **no other material investment or capital asset plans**[81](index=81&type=chunk) [Employees and Remuneration Policy](index=26&type=section&id=Employees%20and%20Remuneration%20Policy) The Group's employee headcount and staff costs both increased, with remuneration policies based on individual performance and market conditions, and a share award scheme in place to incentivize employees | Indicator | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Total number of employees | 80 | 55 | +45.5% | | Total staff costs | HKD 27,600,000 | HKD 26,000,000 | +6.2% | - Employee remuneration packages, including salaries and discretionary bonuses, are determined based on individual qualifications, experience, rank, responsibilities, and market conditions[82](index=82&type=chunk) - The Company has a **share award scheme and an expired share option scheme** to incentivize employees[83](index=83&type=chunk) [Material Investments, Material Acquisitions and Disposals of Subsidiaries and Affiliated Companies](index=27&type=section&id=Material%20Investments,%20Material%20Acquisitions%20and%20Disposals%20of%20Subsidiaries%20and%20Affiliated%20Companies) During the year, the Group did not undertake any material investments, acquisitions, or disposals of subsidiaries and affiliated companies - During the year, the Group **did not hold any material investments, material acquisitions, or disposals of subsidiaries and affiliated companies**[85](index=85&type=chunk) [Share Option Scheme](index=27&type=section&id=Share%20Option%20Scheme) The Group's share option scheme expired on July 8, 2024, and no share options were granted, exercised, or forfeited during the year - The **share option scheme expired on July 8, 2024**, and no further share options will be granted or offered thereafter[86](index=86&type=chunk) - **No share options were granted or exercised during the year**, and the Company did not forfeit any share options[87](index=87&type=chunk) [Share Award Scheme](index=27&type=section&id=Share%20Award%20Scheme) The Group's share award scheme, adopted in 2022, aims to incentivize employees; this year saw some awarded shares vested and forfeited, but no new shares were granted - The **share award scheme was adopted on June 1, 2022**, with a 10-year validity, aiming to recognize contributions, retain talent, and attract suitable individuals[89](index=89&type=chunk) - On December 1, 2023, the Board resolved to grant a total of **2,460,000 awarded shares to 21 selected eligible participants**[90](index=90&type=chunk) - During the year, **176,000 awarded shares were forfeited by the Company, and 474,000 awarded shares vested**[91](index=91&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=28&type=section&id=Purchase,%20Sale%20or%20Redemption%20of%20the%20Company's%20Listed%20Securities) Neither the Company nor its subsidiaries purchased, sold, or redeemed any of its listed securities during the year or up to the announcement date - During the year and up to the date of this announcement, **neither the Company nor any of its subsidiaries purchased, redeemed, or sold any of the Company's securities listed on the Stock Exchange**[93](index=93&type=chunk) [Compliance with the Model Code for Securities Transactions by Directors](index=28&type=section&id=Compliance%20with%20the%20Model%20Code%20for%20Securities%20Transactions%20by%20Directors) The Directors have confirmed compliance with the Model Code for Securities Transactions by Directors as set out in Appendix C3 of the Listing Rules for the year and up to the announcement date - The Directors have confirmed that they have **complied with the Model Code for Securities Transactions by Directors** as set out in Appendix C3 of the Listing Rules throughout the year and up to the date of this announcement[94](index=94&type=chunk) [Compliance with the Corporate Governance Code](index=28&type=section&id=Compliance%20with%20the%20Corporate%20Governance%20Code) The Company is committed to high standards of corporate governance and complies with the Corporate Governance Code, though the roles of Chairman and Chief Executive Officer are combined, which the Board believes contributes to efficient decision-making and business development - The Company is committed to ensuring and maintaining **high standards of corporate governance, transparency, and business practices**[95](index=95&type=chunk) - The Company has **complied with the applicable code provisions of the Corporate Governance Code**, except for the combined roles of Chairman and Chief Executive Officer (held by Ms. Xi Xiaozhu)[95](index=95&type=chunk)[96](index=96&type=chunk) - The Board believes that Ms. Xi Xiaozhu's dual role as Chairman and Chief Executive Officer facilitates **efficient and consistent business decisions and coordination**, contributing to the Group's effective management and business development[96](index=96&type=chunk) - The Board will continue to **review the effectiveness of the corporate governance structure** to assess whether a separation of the Chairman and Chief Executive Officer roles is necessary[97](index=97&type=chunk) [Audit Committee and Review of Annual Results](index=29&type=section&id=Audit%20Committee%20and%20Review%20of%20Annual%20Results) The Audit Committee, comprising three independent non-executive Directors, has reviewed the annual results, approved the scope of the statutory audit, implemented internal control measures, and adopted risk management policies - The Audit Committee is composed of **three independent non-executive Directors**, with Mr. Wong Kon Man as Chairman[98](index=98&type=chunk) - The Audit Committee has **reviewed the annual results** and is satisfied that they comply with applicable accounting policies and standards, and that adequate disclosures have been made[98](index=98&type=chunk) - The Audit Committee has **implemented internal control measures**, reviewed internal control reports, and adopted risk management policies[98](index=98&type=chunk) [Scope of Work of National Alliance CPA Limited](index=30&type=section&id=Scope%20of%20Work%20of%20National%20Alliance%20CPA%20Limited) The auditor, National Alliance CPA Limited, has reconciled the figures in the preliminary announcement with the audited consolidated financial statements, but their work does not constitute an assurance engagement, and no opinion was expressed on the preliminary announcement - The auditor, National Alliance CPA Limited, has **reconciled the figures presented in the Group's consolidated statement of financial position, consolidated statement of profit or loss, consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity, and related notes in the preliminary announcement for the year with those in the Group's audited consolidated financial statements** for the year[99](index=99&type=chunk) - The auditor's work in this regard **does not constitute an assurance engagement**, and therefore, National Alliance CPA Limited has not expressed any opinion or assurance conclusion on the preliminary announcement[99](index=99&type=chunk) [Annual General Meeting](index=30&type=section&id=Annual%20General%20Meeting) The Company intends to hold its upcoming Annual General Meeting on November 28, 2025, and the notice of meeting will be published and dispatched in due course - The Company intends to hold its upcoming **Annual General Meeting on Friday, November 28, 2025**[100](index=100&type=chunk) [Final Dividend](index=30&type=section&id=Final%20Dividend) The Board recommends a final dividend of 1.50 HK cents per share, a decrease from the prior year, resulting in a total dividend of 4.00 HK cents per share for the current year | Indicator | 2025 (HK cents/share) | 2024 (HK cents/share) | Change (%) | | :--- | :--- | :--- | :--- | | Proposed final dividend | 1.50 | 2.50 | -40.0% | | Interim dividend | 2.50 | 5.00 | -50.0% | | **Total dividend for the year** | **4.00** | **7.50** | **-46.7%** | - The **proposed final dividend is subject to shareholders' approval** at the Annual General Meeting and is expected to be paid in cash on or about December 18, 2025[101](index=101&type=chunk) [Closure of Register of Members](index=30&type=section&id=Closure%20of%20Register%20of%20Members) The Company will suspend its register of members twice to determine shareholders' eligibility to attend the Annual General Meeting and to receive the final dividend, respectively - To determine eligibility to attend the Annual General Meeting, the **register of members will be closed from November 21 to November 28, 2025**[102](index=102&type=chunk) - To determine eligibility to receive the final dividend, the **register of members will be closed from December 5 to December 8, 2025**[103](index=103&type=chunk) [Publication of Annual Results Announcement and Annual Report](index=31&type=section&id=Publication%20of%20Annual%20Results%20Announcement%20and%20Annual%20Report) The annual results announcement has been published on the Stock Exchange and the Company's website, and the annual report will be dispatched to shareholders and made available online in due course - The **annual results announcement has been published on the Stock Exchange website and the Company's website**[104](index=104&type=chunk) - The annual report for the year, containing all information required by the Listing Rules, will be **dispatched to shareholders and published on the aforementioned websites in due course**[104](index=104&type=chunk) [By Order of the Board](index=31&type=section&id=By%20Order%20of%20the%20Board) This section lists the members of the Board of Directors as of the announcement date, including executive and independent non-executive directors - Ms. Xi Xiaozhu serves as Chairman, with Ms. Xi Xiaozhu and Mr. Cheng Sau Kong as Executive Directors[105](index=105&type=chunk) - Dr. Chan Kai Yu, Mr. Wong Kon Man, and Mr. Tang Yee Hoi are Independent Non-executive Directors[105](index=105&type=chunk)

Financial Performance - Revenue for the six months ended June 30, 2025, was RMB 441,387,000, representing an increase of 8.3% compared to RMB 407,475,000 for the same period in 2024[8]. - Gross profit for the same period was RMB 62,431,000, reflecting a growth of 1.9% from RMB 61,252,000 in 2024[8]. - Profit before tax increased by 13.9% to RMB 27,726,000 from RMB 24,338,000 year-on-year[8]. - The net profit for the period was RMB 21,719,000, a significant increase of 24.4% compared to RMB 17,463,000 in 2024[8]. - Revenue from property management services rose from RMB 379.6 million to RMB 415.8 million, representing a growth of 9.5%[22]. - The gross profit margin decreased by 0.9 percentage points from 15.0% to 14.1%, mainly due to a decline in the gross margin of property management services[25]. - The net profit increased by RMB 4.3 million or 24.4% to RMB 21.7 million for the six months ending June 30, 2025, with net profit margin rising from 4.3% to 4.9%[34]. - Basic and diluted earnings per share for the period were RMB 0.07, compared to RMB 0.06 in the previous year[97]. Assets and Liabilities - Total assets as of June 30, 2025, amounted to RMB 821,295,000, an increase of 11.7% from RMB 735,047,000 at the end of 2024[9]. - Total liabilities rose by 16.8% to RMB 445,977,000 from RMB 381,710,000 at the end of 2024[9]. - Trade receivables increased by RMB 49.6 million or 19.2% to RMB 308.5 million as of June 30, 2025, attributed to revenue growth and extended credit terms from government clients[38]. - Cash and cash equivalents amounted to RMB 188.1 million as of June 30, 2025, up from RMB 166.8 million as of December 31, 2024[42]. - Total interest-bearing bank loans increased from RMB 109.3 million to RMB 183.9 million, with a debt-to-equity ratio of approximately 49.0% as of June 30, 2025[43]. - The company's non-current liabilities increased to RMB 116,475,000 from RMB 90,042,000 in 2024, representing a growth of 29.4%[100]. Operational Highlights - 94.2% of total revenue was generated from property management services, with 94.0% coming from non-residential properties, particularly excelling in hospital property management[10][12]. - The company continues to strategically focus on non-residential properties in China for its property management services[12]. - The group plans to expand its business into key cities through mergers and acquisitions, strategic partnerships, and competitive bidding, focusing on the Yangtze River Delta and Pearl River Delta regions[18]. - The group aims to prioritize the development of value-added services such as patient care and postnatal care services[18]. - The service costs increased by 9.5% from RMB 346.2 million to RMB 379.0 million, consistent with revenue growth due to the deployment of frontline staff and subcontractors[23]. Cash Flow and Investments - Operating cash flow for the six months ending June 30, 2025, was a net outflow of RMB 45.4 million, mainly due to increases in trade receivables and prepayments[48]. - Capital expenditures for the six months ending June 30, 2025, totaled RMB 2.1 million, down from RMB 4.9 million for the same period in 2024[45]. - The net cash used in investing activities for the six months ended June 30, 2025, was RMB (1,868,000), a decrease from RMB (4,674,000) in the same period of 2024, indicating improved cash flow management[106]. - The net cash generated from financing activities was RMB 68,766,000, a significant turnaround from RMB (20,117,000) in the prior year, reflecting increased bank borrowings[106]. Shareholder Information - As of June 30, 2025, directors and senior management hold a total of 164,706,700 shares, representing 54.90% of the issued shares[71]. - Major shareholders hold significant stakes, with Ms. Liang Yuefeng and associated entities owning 164,706,700 shares, representing 54.90% of total shares[76]. - The company has established a share option scheme effective for 10 years from December 14, 2022, with approximately 7 years and 3 months remaining[81]. - The maximum number of shares that can be issued under the share option scheme is capped at 30,000,000 shares, which is 10% of the total issued shares as of the report date[85]. Risk Management and Compliance - The company has established a risk management and internal control system to manage and mitigate business risks, with no significant internal control deficiencies identified as of June 30, 2025[64]. - The internal audit department conducts risk-based audits at least twice a year to ensure the effectiveness of the risk management and internal control systems[67]. - The company has implemented recommendations from independent consultants to enhance its internal control and risk management policies and procedures[68]. - The company actively monitors economic trends and evaluates the financial implications of business expansion[68]. Other Information - The group has no significant investments or acquisitions during the reporting period, nor does it hold any major investments exceeding 5% of total assets[52]. - The group has not engaged in any foreign exchange risk hedging activities and will continue to monitor foreign exchange activities[50]. - The group maintains a healthy liquidity position and closely monitors its cash flow to meet funding needs[51]. - The company did not declare any interim dividend for the six months ended June 30, 2025, consistent with the previous year[130].

* 僅供識別 2025 Interim Report Jinxin Fertility Group Limited (Incorporated under the laws of the Cayman Islands with limited liability) * （根據開曼群島法律註冊成立的有限公司） Jinxin Fertility Group Limited * Jinxin Fertility Group Limited * 股份代號：01951 2025 中期報告 * For identification purposes only Stock Code: 01951 Interim Report 中期報告 2025 錦欣生殖醫療集團有限公司 Jinxin Fertility Group Limited 目錄 頁次 錦欣生殖醫療集團有限公司 2025年中期報告 2 公司概況 本集團預計，隨著中國政府實施鼓勵生育的扶持政策與支持措施，中國輔助生殖服務的滲透率和市場 規模將顯著提高。於2021年7月，中共中央委員會及國務院頒佈《關於優化生育政策促進人口長期均 衡發展的決定》，據此，夫婦獲允許生育最多 ...

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負 責，對 其 準 確 性 或 完 整 性 亦 不 發 表 任 何 聲 明，並 明 確 表 示 概 不 就 因 本 公 告 全 部 或任何部分內容而產生或因依賴該等內容而引致之任何損失承擔任何責任。 VISION VALUES HOLDINGS LIMITED 遠見控股有限公司 （於開曼群島註冊成立的有限公司） （股份代號：862） 截至二零二五年六月三十日止年度之 年度業績公告 遠 見 控 股 有 限 公 司（「本公司」）之 董 事（「董 事」）會（「董事會」）宣 佈 本 公 司 及 其 附 屬 公 司（「本集團」）截 至 二 零 二 五 年 六 月 三 十 日 止 年 度（「本財政年度」）之 經 審 核 綜 合 業績連同上一年度之比較數字如下： 綜合損益表 截至二零二五年六月三十日止財政年度 | | | 截至六月三十日止年度 | | | --- | --- | --- | --- | | | 附 註 | 二零二五年 | 二零二四年 | | | | 千港元 | 千港元 | | 收 入 | 3 | 390,530 | 524,823 | | 其 ...

Stock Code 股份代號: 1237 (Incorporated in the Cayman Islands with limited liability) (於開曼群島註冊成立的有限公司) 2025 中期報告 INTERIM REPORT Contents 目錄 | Corporate Information | 公司資料 | 2 | | --- | --- | --- | | Management Discussion and Analysis | 管理層討論與分析 | 5 | | Other Information | 其他資料 | 12 | | Consolidated Statement of Profit or Loss | 綜合損益表－未經審核 | 24 | | – Unaudited | | | | Consolidated Statement of Profit or Loss and | 綜合損益及其他全面收益表 | 25 | | Other Comprehensive Income – Unaudited | －未經審核 | | | Consolidated Statement o ...

Financial Performance - Voicecomm Technology Co., Ltd. reported a revenue of RMB 500 million for the first half of 2025, representing a 20% increase compared to the same period last year[1]. - The company achieved a net profit of RMB 100 million, which is a 15% growth year-over-year[1]. - Total revenue for the six months ended June 30, 2025, was RMB 478.7 million, an increase of 29.0% compared to RMB 371.2 million in the same period of 2024[15]. - The net profit for the period was RMB 73.1 million, a significant turnaround from a loss of RMB 589.8 million in the previous year, with an adjusted net profit increase of 69.9%[22]. - The company reported a profit of RMB 73.1 million for the six months ended June 30, 2025, compared to a loss of RMB 589.8 million in the same period of 2024, marking a turnaround driven by revenue growth and improved profitability[85]. - Adjusted net profit, a non-IFRS measure, was RMB 73.1 million, up 69.9% from RMB 43.0 million in the previous year[87]. - The company reported a profit attributable to equity shareholders for the six months ended June 30, 2025, was RMB 74,723,000, compared to a loss of RMB 328,912,000 for the same period in 2024, indicating a significant turnaround in performance[169]. Revenue Breakdown - Revenue from enterprise-level solutions was approximately RMB 474.4 million, representing a year-on-year increase of 29.5%[18]. - Revenue from the urban management and administration sector increased by 46.5%, from RMB 126.9 million in 2024 to RMB 185.9 million in 2025[68]. - Revenue from the financial sector surged by 82.2%, from RMB 32.6 million in 2024 to RMB 59.5 million in 2025[70]. - Revenue from mainland China was RMB 476,409 thousand in 2025, up from RMB 369,993 thousand in 2024, indicating strong domestic growth[160]. Cost Management - The gross margin for the first half of 2025 was reported at 45%, an improvement from 42% in the previous year[1]. - The company has successfully reduced operational costs by 10% through efficiency improvements and automation initiatives[1]. - Operating profit grew by 78.4% from RMB 50.5 million in 2024 to RMB 90.1 million in 2025[64]. - Operating costs increased from RMB 208.8 million in the six months ended June 30, 2024, to RMB 212.5 million in the same period of 2025, representing a year-on-year increase of 1.8%[74]. Research and Development - Voicecomm is investing RMB 50 million in R&D for new AI technologies, aiming to launch two new products by the end of 2025[1]. - Research and development expenses increased by 44.4%, from RMB 64.3 million in 2024 to RMB 92.9 million in 2025[64]. - The company has invested in technology R&D, product upgrades, and customized industry solutions, enhancing its competitive advantage in the market[28]. - The company aims to enhance its enterprise-level interactive AI technology and solutions, continuously updating its multi-agent collaborative technology system to meet evolving user demands[55]. Market Expansion - The company plans to expand its market presence in Southeast Asia, targeting a 30% market share by 2026[1]. - The company plans to expand its business network in the Middle East, focusing on rapidly growing economies like the UAE, Saudi Arabia, and Oman, leveraging advanced technology solutions for local industry upgrades[52]. - A memorandum of understanding was signed with MRANTI in Malaysia to support the country's digital transformation and smart nation development, laying a solid foundation for business expansion in Southeast Asia[56]. - The company will focus on overseas market expansion, particularly in Southeast Asia and the Middle East, to enhance its international visibility and brand image[58]. Strategic Partnerships and Acquisitions - The company is exploring potential acquisitions to enhance its technology portfolio, with a budget of RMB 200 million allocated for this purpose[1]. - Voicecomm's new strategic partnership with a leading automotive manufacturer is expected to drive growth in the connected vehicle segment, projected to contribute an additional RMB 150 million in revenue[1]. - The acquisition of an additional 19% equity interest in Shanghai Yuan Ya Information Technology Co., Ltd. was completed on January 6, 2025, for a total consideration of RMB 22,800,000, increasing the company's ownership to 70%[198]. Operational Efficiency - The company has successfully integrated the DeepSeek model with knowledge graph technology to enhance the efficiency of government service hotlines across multiple provinces[46]. - The intelligent supervision system developed in collaboration with Chongqing Pharmaceutical Group covers over 300 stores nationwide, reducing traditional inspection costs and optimizing store management processes, resulting in a 50% reduction in inspection time[49]. - The smart supervision system compresses single-store inspection time to under 30 minutes and implements a full-process closed-loop management for supervision and rectification, significantly enhancing operational efficiency[49]. Shareholder Information - As of June 30, 2025, the total issued share capital is 35,524,210 shares, comprising 6,997,250 non-listed shares and 28,526,960 H shares[108]. - Major shareholder Jiang Zhuoyun holds 6,147,558 non-listed shares, representing approximately 87.86% of related shares and 17.31% of total issued capital[109]. - The company has established a unified action agreement among key shareholders, which will continue to govern their voting rights and proposals until they no longer hold shares[108]. - The company has a significant concentration of ownership among major shareholders, with several individuals holding over 10% of total issued capital[109]. Cash Flow and Financial Position - Net cash generated from operating activities for the six months ended June 30, 2025, was RMB 49.5 million, a significant improvement compared to a net cash used of RMB 65.2 million in the same period of 2024[89]. - Cash decreased by 34.1% from RMB 95.1 million as of December 31, 2024, to RMB 62.7 million as of June 30, 2025[90]. - Total liabilities to total assets ratio as of June 30, 2025, was 40.1%[92]. - The company reported a net cash decrease of RMB 31,972 thousand for the six months ended June 30, 2025, compared to an increase of RMB 4,609 thousand in 2024[150]. Compliance and Governance - The company plans to amend its articles of association and dissolve the supervisory board, transferring its functions to the audit committee, effective December 16, 2024[103]. - The company will continue to ensure compliance with the new Company Law and relevant securities regulations[103]. - The board has adopted a written guideline for securities trading by directors and supervisors, ensuring adherence to the standard code[126]. - The company has confirmed compliance with corporate governance codes and standards throughout the reporting period[125].

Market Trends - The global kitchenware industry experienced strong growth in 2025, driven by increased disposable income, urbanization, and the rising popularity of home cooking and dining experiences [11]. - The company reported a significant increase in demand for eco-friendly, non-toxic, and multifunctional kitchenware products, reflecting a growing consumer focus on sustainability and health [11]. - The expansion of e-commerce platforms has made kitchenware products more accessible, contributing to market growth [11]. - The company is focusing on developing innovative products that integrate smart technology to meet modern consumer preferences [11]. - The company is committed to sustainability and innovation as key market trends, aligning product development with consumer expectations [11]. Strategic Focus - The company is strategically prioritizing the development of markets in the United States and Japan, where brand presence is strongest, to mitigate risks associated with a broad global layout [11]. - The company aims to concentrate resources on the most promising regions while reducing risks associated with a lack of focus in global operations [11]. - The company plans to focus resources on the U.S., Japan, and China markets, temporarily halting new business development in Southeast Asia, India, and Western Europe [18]. - A multi-brand strategy will be initiated in the U.S. market in Q4, with plans to expand to China and Japan subsequently [18]. Financial Performance - Total revenue for the reporting period was approximately RMB 836.9 million, a decrease of about 12.4% compared to RMB 955.2 million in the same period last year [18]. - Brand business revenue decreased from approximately RMB 840.4 million to RMB 777.6 million, a year-on-year decline of about 7.5% [20]. - Revenue from the ODM business fell by 48.3%, from RMB 114.8 million to RMB 59.3 million [19]. - Revenue from the U.S. market increased by 4.0%, reaching approximately RMB 529.4 million, accounting for 68.1% of total brand business revenue [21]. - Revenue from the Japanese market grew by 13.6%, amounting to approximately RMB 58.3 million, representing 7.5% of total brand business revenue [21]. - Gross profit decreased from approximately RMB 395.2 million for the six months ended June 30, 2024, to approximately RMB 281.6 million for the same period in 2025, a decline of about 28.7% [24]. - The gross margin for brand business dropped from approximately 45.4% in 2024 to approximately 35.3% in 2025, primarily due to increased costs from tariffs imposed by the U.S. [24]. - Net profit for the period decreased by approximately 37.4% from RMB 164.1 million in the first half of 2024 to RMB 102.8 million in the first half of 2025, with a net profit margin dropping from 17.2% to approximately 12.3% [34]. Cost Management - Sales costs slightly decreased by 0.8% from approximately RMB 559.9 million to RMB 555.3 million, primarily due to reduced costs from lower revenue and decreased tariff and freight costs [23]. - Sales expenses decreased by approximately 4.7% from RMB 159.7 million in the first half of 2024 to RMB 152.2 million in the first half of 2025, mainly due to reduced marketing and promotional expenses in Europe and Southeast Asia [25]. - Administrative expenses fell by approximately 33.1% from RMB 29.0 million in 2024 to RMB 19.4 million in 2025, attributed to the absence of listing expenses during the reporting period [26]. - Research and development expenses decreased by approximately 16.0% from RMB 21.2 million in 2024 to RMB 17.8 million in 2025, mainly due to a slight reduction in materials used for ongoing R&D projects [27]. Inventory and Receivables - Inventory increased by approximately 11.5% from RMB 154.8 million as of December 31, 2024, to RMB 172.7 million as of June 30, 2025, with average inventory turnover days rising from 38.8 days in 2024 to 53.1 days in 2025 [37]. - Trade receivables increased by approximately 20.6% from RMB 85.8 million as of December 31, 2024, to RMB 103.4 million as of June 30, 2025, with average turnover days increasing from 14.1 days to 20.3 days [38]. Cash Flow and Financial Position - Cash used in operating activities was approximately RMB 18.7 million for the six months ended June 30, 2025, a significant decrease from RMB 89.9 million in the same period of 2024, primarily due to increased cash payments to suppliers and extended collection periods for receivables [40]. - Financial income net increased by approximately 645.5% from RMB 3.4 million in the first half of 2024 to RMB 25.3 million in the first half of 2025, mainly due to higher interest income from cash deposits [30]. - The net cash used in financing activities was approximately RMB 6.6 million, a significant decrease from RMB 103.5 million in the same period of 2024 [41]. - Current assets as of June 30, 2025, were approximately RMB 1,469.5 million, compared to RMB 1,454.1 million as of December 31, 2024 [41]. - The current ratio increased slightly from approximately 3.1 as of December 31, 2024, to approximately 3.2 as of June 30, 2025 [41]. - The debt-to-equity ratio as of June 30, 2025, was approximately 0.1%, down from 0.3% as of December 31, 2024 [45]. Shareholder Information - As of June 30, 2025, Mr. Zhang holds 401,602,000 shares, representing 72.36% of the company's equity [63]. - Ms. Lu owns 400,000,000 shares, accounting for 72.07% of the company's equity [63]. - Yili Investment holds 400,000,000 shares, which is 72.07% of the company's equity [65]. - Guodong Capital has 401,602,000 shares, representing 72.36% of the company's equity [65]. - The company holds 841,000 treasury shares as of June 30, 2025 [71]. - The company repurchased a total of 29,500 shares at a maximum price of HKD 3.83 and a total payment of HKD 111,570 on April 17, 2025 [72]. - The company repurchased 248,500 shares at a maximum price of HKD 3.90 and a total payment of HKD 968,375 on April 22, 2025 [72]. Corporate Governance - The company has adopted the Corporate Governance Code to ensure high standards of corporate governance [73]. - The company has appointed Mr. Zou Xinglong as the new company secretary effective August 28, 2025 [70]. - The company's headquarters address has changed to Hangzhou, Zhejiang Province, China, effective January 20, 2025 [68]. Dividends and Shareholder Returns - The company did not recommend an interim dividend for the six months ended June 30, 2025 [77]. - The company declared a dividend of HKD 78,144,366 (approximately RMB 71,613,000) on May 30, 2025, and paid it in cash in August 2025 [112]. - The company distributed dividends of RMB 100,000 thousand to shareholders during the six months ended June 30, 2025 [92]. Accounting and Reporting Changes - The company has adopted new accounting standards effective from January 1, 2025, which are not expected to have a significant impact on its performance or financial position [156]. - The adoption of Hong Kong Financial Reporting Standard No. 18 is expected to impact the presentation of income and expenses in the income statement, although it will not affect the group's net profit [158]. - The presentation of interest received will change to be classified under investment cash flows instead of operating cash flows, effective from January 1, 2027 [159]. - Comparative information for the fiscal year ending December 31, 2026, will be restated according to Hong Kong Financial Reporting Standard No. 18 [159].