[Summary](index=1&type=section&id=Summary) [Financial Summary](index=1&type=section&id=Financial%20Summary) For the six months ended June 30, 2025, Neutech Group Limited experienced significant declines in revenue, gross profit, and profit for the period, with medical and eldercare services revenue growing substantially but failing to offset the decrease in education technology and services revenue, while gross margin and adjusted net margin also declined | Indicator | 2025 (Thousand RMB) | 2024 (Thousand RMB) | Change (Thousand RMB) | Change % | | :--- | :--- | :--- | :--- | :--- | | Revenue | 924,953 | 968,108 | -43,155 | -4.5% | | Gross Profit | 398,132 | 510,656 | -112,524 | -22.0% | | Profit for the Period | 204,038 | 277,571 | -73,533 | -26.5% | | Profit for the Period Attributable to Owners of the Company | 203,923 | 277,414 | -73,491 | -26.5% | | Adjusted Net Profit | 204,129 | 276,794 | -72,665 | -26.3% | | Adjusted Net Profit Attributable to Owners of the Company | 204,014 | 276,637 | -72,623 | -26.3% | | Gross Margin | 43.0% | 52.7% | -9.7% | N/A | | Adjusted Net Margin | 22.1% | 28.6% | -6.5% | N/A | | Basic Earnings Per Share (RMB) | 0.32 | 0.43 | -0.11 | -25.6% | [Interim Condensed Consolidated Financial Information](index=2&type=section&id=Interim%20Condensed%20Consolidated%20Financial%20Information) [Interim Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=2&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the six months ended June 30, 2025, the company's revenue decreased by 4.5% year-on-year to RMB 924,953 thousand, and gross profit decreased by 22.0% to RMB 398,132 thousand, with profit for the period at RMB 204,038 thousand, a 26.5% year-on-year decrease, and basic earnings per share at RMB 0.32, down 25.6% from the prior year period | Indicator | 2025 (Thousand RMB) | 2024 (Thousand RMB) | | :--- | :--- | :--- | | Revenue | 924,953 | 968,108 | | Cost of Sales | (526,821) | (457,452) | | Gross Profit | 398,132 | 510,656 | | Selling Expenses | (17,659) | (21,429) | | Administrative Expenses | (94,288) | (92,228) | | Research and Development Expenses | (12,977) | (20,623) | | Net Impairment Losses on Financial Assets | (2,869) | (14,434) | | Other Income | 53,349 | 55,499 | | Other Gains, Net | 527 | 315 | | Finance Income | 5,850 | 8,032 | | Finance Expenses | (61,501) | (50,861) | | Net Finance Expenses | (55,651) | (42,829) | | Profit Before Tax | 252,581 | 360,298 | | Income Tax Expense | (48,543) | (82,727) | | Profit for the Period | 204,038 | 277,571 | | Profit for the Period Attributable to Owners of the Company | 203,923 | 277,414 | | Non-controlling Interests | 115 | 157 | | Basic Earnings Per Share (RMB) | 0.32 | 0.43 | - Total comprehensive income for the period was **RMB 204,820 thousand**, a decrease from **RMB 276,222 thousand** in the prior year period[5](index=5&type=chunk) [Interim Condensed Consolidated Statement of Financial Position](index=4&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, the company's total assets were RMB 7,366,877 thousand, slightly higher than RMB 7,355,053 thousand as of December 31, 2024, with total non-current assets increasing while total current assets decreased, and total liabilities and total equity remaining relatively stable | Indicator | June 30, 2025 (Thousand RMB) | December 31, 2024 (Thousand RMB) | | :--- | :--- | :--- | | **Non-current Assets** | | | | Property, Plant and Equipment | 3,729,441 | 3,674,793 | | Investment Properties | 18,600 | 18,600 | | Right-of-Use Assets | 990,694 | 875,417 | | Goodwill | 330,953 | 330,953 | | Other Intangible Assets | 197,137 | 204,637 | | Investments in Associates | 75,000 | – | | Deferred Tax Assets | 87,688 | 80,212 | | Prepayments and Other Assets | 5,342 | 5,270 | | Financial Assets at Fair Value Through Profit or Loss | 31,500 | 22,500 | | **Total Non-current Assets** | **5,466,355** | **5,212,382** | | **Current Assets** | | | | Inventories | 13,764 | 8,674 | | Trade and Bills Receivables | 77,412 | 67,588 | | Other Receivables | 40,977 | 38,314 | | Prepayments and Other Assets | 99,423 | 103,999 | | Financial Assets at Fair Value Through Profit or Loss | 178,099 | 226,443 | | Restricted Cash | 34,405 | 32,854 | | Cash and Cash Equivalents | 1,456,442 | 1,664,799 | | **Total Current Assets** | **1,900,522** | **2,142,671** | | **Total Assets** | **7,366,877** | **7,355,053** | | **Current Liabilities** | | | | Trade and Other Payables | 1,428,688 | 687,802 | | Interest-bearing Bank and Other Borrowings | 688,453 | 629,727 | | Lease Liabilities | 9,649 | 9,279 | | Contract Liabilities | 219,098 | 1,018,382 | | Current Income Tax Liabilities | 49,541 | 46,206 | | Deferred Income | 16,033 | 26,796 | | **Total Current Liabilities** | **2,411,462** | **2,418,192** | | **Non-current Liabilities** | | | | Trade and Other Payables | 675 | 675 | | Interest-bearing Bank and Other Borrowings | 2,454,414 | 2,474,243 | | Deferred Tax Liabilities | 77,164 | 89,338 | | Lease Liabilities | 19,057 | 23,242 | | Deferred Income | 105,684 | 35,411 | | **Total Non-current Liabilities** | **2,656,994** | **2,622,909** | | **Total Liabilities** | **5,068,456** | **5,041,101** | | **Equity** | | | | Share Capital | 113 | 113 | | Share Premium | 2,214,564 | 2,444,289 | | Reserves | (1,909,367) | (1,910,123) | | Retained Earnings | 1,975,059 | 1,771,136 | | Non-controlling Interests | 18,052 | 8,537 | | **Total Equity** | **2,298,421** | **2,313,952** | | **Total Equity and Liabilities** | **7,366,877** | **7,355,053** | [Notes to the Interim Condensed Consolidated Financial Information](index=6&type=section&id=Notes%20to%20the%20Interim%20Condensed%20Consolidated%20Financial%20Information) [Company and Group Information](index=6&type=section&id=Company%20and%20Group%20Information) Neutech Group Limited, formerly Neusoft Education Technology Co. Limited, was incorporated in the Cayman Islands on August 20, 2018, and changed its name on December 4, 2024, with the Group primarily providing academic higher education services, education technology and services, and medical and eldercare services in mainland China - The Company changed its English name from 'Neusoft Education Technology Co. Limited' to 'Neutech Group Limited' on **December 4, 2024**[8](index=8&type=chunk) - The Group primarily provides academic higher education services, education technology and services, and medical and eldercare services in mainland China[8](index=8&type=chunk) [Basis of Preparation and Accounting Policies](index=6&type=section&id=Basis%20of%20Preparation%20and%20Accounting%20Policies) The interim condensed consolidated financial information is prepared in accordance with IAS 34 and is consistent with the accounting policies used in the 2024 annual financial statements, except for the initial adoption of IAS 21 (amended), which had no material impact on the Group's financial information - The interim condensed consolidated financial information is prepared in accordance with **International Accounting Standard 34 'Interim Financial Reporting'**[9](index=9&type=chunk) - The amendments to IAS 21 clarify how an entity should assess whether a currency is exchangeable into another currency and how to estimate the spot exchange rate when convertibility is lacking; as the currencies used by the Group for transactions and the functional currencies of Group entities translated into the Group's presentation currency are all convertible, the amendments had no impact on the interim condensed consolidated financial information[11](index=11&type=chunk) [Revenue and Other Income](index=7&type=section&id=Revenue%20and%20Other%20Income) For the six months ended June 30, 2025, total revenue was RMB 924,953 thousand, with academic higher education services remaining the primary source but decreasing by 2.9% year-on-year, while medical and eldercare services revenue significantly increased by 622.8%, and education technology and services revenue decreased by 39.7%, with other income, mainly from rent and property services, slightly decreasing in total | Service Type | 2025 (Thousand RMB) | 2024 (Thousand RMB) | | :--- | :--- | :--- | | Academic Higher Education Services | 779,904 | 802,937 | | Tuition Fees | 716,835 | 737,135 | | Accommodation Fees | 62,347 | 63,685 | | Telecommunication Equipment Rental Income | 722 | 2,117 | | Education Technology and Services | 95,393 | 158,301 | | Education Resources | 50,629 | 101,509 | | Lifelong Education Services | 44,764 | 56,792 | | Medical and Eldercare Services | 49,656 | 6,870 | | **Total Revenue** | **924,953** | **968,108** | | **Other Income** | | | | Rental Income and Property Services | 40,007 | 41,648 | | Government Grants and Subsidies | 7,220 | 9,475 | | Software System Technology Development | 3,981 | 3,559 | | Others | 2,141 | 817 | | **Total Other Income** | **53,349** | **55,499** | [Income Tax Expense](index=7&type=section&id=Income%20Tax%20Expense) The Group's entities in different jurisdictions are subject to varying income tax policies, including exemptions in the Cayman Islands and BVI, Hong Kong profits tax (no taxable profit this period), and PRC corporate income tax (25% standard rate, with some subsidiaries enjoying 15%-20% preferential rates), while the PRC withholding tax rate decreased from 10% in 2024 to 5% in 2025 - The Company's subsidiaries in the Cayman Islands and the British Virgin Islands are **exempt from income tax**[14](index=14&type=chunk)[15](index=15&type=chunk) - Hong Kong subsidiaries are subject to **8.25%** profits tax on the first HKD 2,000,000 of assessable profits and **16.5%** on the remainder; no assessable profits were generated in the current period[16](index=16&type=chunk)[17](index=17&type=chunk) - PRC subsidiaries are subject to a corporate income tax rate of **25%**, with some enjoying preferential rates of **15%-20%**; the applicable withholding tax rate decreased from **10% in 2024 to 5% in 2025**[19](index=19&type=chunk)[20](index=20&type=chunk) | Indicator | 2025 (Thousand RMB) | 2024 (Thousand RMB) | | :--- | :--- | :--- | | Current – PRC Current Income Tax Expense | 63,435 | 92,436 | | Under-provision in Prior Periods | 4,758 | – | | Deferred Income Tax | (19,650) | (9,709) | | **Total Income Tax Expense** | **48,543** | **82,727** | [Dividends](index=9&type=section&id=Dividends) On May 30, 2025, the company approved a final dividend of HKD 0.388 per share for the year ended December 31, 2024, totaling approximately RMB 229,775 thousand, with no interim dividend declared or paid for the six months ended June 30, 2025 - On **May 30, 2025**, the annual general meeting approved a final dividend of **HKD 0.388 per share** for the year ended December 31, 2024, totaling approximately **RMB 229,775 thousand**[22](index=22&type=chunk) - No interim dividend was declared or paid by the Company for the six months ended **June 30, 2025**[24](index=24&type=chunk) [Earnings Per Share Attributable to Owners of the Company](index=9&type=section&id=Earnings%20Per%20Share%20Attributable%20to%20Owners%20of%20the%20Company) For the six months ended June 30, 2025, basic earnings per share attributable to owners of the Company was RMB 0.32, a 25.6% decrease from RMB 0.43 in the prior year period, with earnings per share calculated based on profit attributable to ordinary equity holders and the weighted average number of ordinary shares - Basic earnings per share are calculated based on the profit attributable to ordinary equity holders of the Company for the year, using the weighted average number of ordinary shares in issue of **646,207,135 shares** (2024: **646,205,135 shares**)[25](index=25&type=chunk) | Indicator | 2025 (Thousand RMB) | 2024 (Thousand RMB) | | :--- | :--- | :--- | | Profit Attributable to Ordinary Equity Holders of the Company Used in Basic Earnings Per Share Calculation | 203,923 | 277,414 | | Weighted Average Number of Ordinary Shares in Issue for the Year Used in Basic and Diluted Earnings Per Share Calculation (Thousand Shares) | 646,207 | 646,205 | [Property, Plant and Equipment](index=10&type=section&id=Property%2C%20Plant%20and%20Equipment) For the six months ended June 30, 2025, the Group's asset acquisitions cost was RMB 150,085 thousand, a significant 59.6% year-on-year decrease, while during the same period, the net book value of assets disposed was RMB 982 thousand, resulting in a net loss of RMB 732 thousand - For the six months ended **June 30, 2025**, the Group's cost of asset acquisitions was **RMB 150,085 thousand** (June 30, 2024: **RMB 370,751 thousand**), a year-on-year decrease of **59.6%**[28](index=28&type=chunk) - The net book value of assets disposed by the Group for the six months ended **June 30, 2025**, was **RMB 982 thousand** (June 30, 2024: **RMB 1,436 thousand**), with a net loss on disposal of **RMB 732 thousand** (June 30, 2024: **RMB 1,322 thousand**)[28](index=28&type=chunk) [Trade and Bills Receivables](index=10&type=section&id=Trade%20and%20Bills%20Receivables) As of June 30, 2025, total trade and bills receivables were RMB 77,412 thousand, an increase from RMB 67,588 thousand as of December 31, 2024, with impairment provisions for trade receivables increasing from RMB 28,111 thousand to RMB 30,110 thousand, and the proportion of trade receivables over 2 years significantly increasing | Indicator | June 30, 2025 (Thousand RMB) | December 31, 2024 (Thousand RMB) | | :--- | :--- | :--- | | Trade Receivables | 104,311 | 95,699 | | Impairment | (30,110) | (28,111) | | Net Book Value | 74,201 | 67,588 | | Bills Receivable | 3,211 | – | | **Total** | **77,412** | **67,588** | | **Aging Analysis** | | | | Less Than 6 Months | 46,276 | 36,930 | | 6 Months to 1 Year | 14,687 | 19,632 | | 1 Year to 2 Years | 16,036 | 27,210 | | Over 2 Years | 27,312 | 11,927 | | **Total** | **104,311** | **95,699** | [Trade and Other Payables](index=11&type=section&id=Trade%20and%20Other%20Payables) As of June 30, 2025, total trade and other payables significantly increased to RMB 1,429,363 thousand, a 107.6% increase from RMB 688,477 thousand as of December 31, 2024, with amounts due to related parties surging from RMB 97,214 thousand to RMB 645,544 thousand, and dividends payable increasing from zero to RMB 228,654 thousand | Indicator | June 30, 2025 (Thousand RMB) | December 31, 2024 (Thousand RMB) | | :--- | :--- | :--- | | **Trade and Other Payables** | | | | Trade Payables | 26,399 | 21,045 | | Bills Payable | 41,749 | 24,541 | | **Subtotal** | **68,148** | **45,586** | | **Other Payables** | | | | Amounts Due to Related Parties | 645,544 | 97,214 | | Sundry Fees Collected from Students | 35,335 | 58,000 | | Accrued Salaries and Welfare | 48,342 | 90,614 | | Deposits | 26,810 | 29,425 | | Government Subsidies Payable to Students | 38,951 | 10,800 | | Payables for Property, Plant and Equipment | 251,764 | 304,420 | | Accrued Administrative Expenses | 21,094 | 15,036 | | Other Taxes Payable | 8,696 | 11,188 | | Interest Payable | 3,286 | 3,708 | | Dividends Payable | 228,654 | – | | Others | 52,739 | 22,486 | | **Subtotal** | **1,361,215** | **642,891** | | **Total** | **1,429,363** | **688,477** | | **Analyzed as:** | | | | Non-current Portion | 675 | 675 | | Current Portion | 1,428,688 | 687,802 | - Trade payables are non-interest bearing and typically settled within **180 days**[30](index=30&type=chunk) [Interest-bearing Bank and Other Borrowings](index=12&type=section&id=Interest-bearing%20Bank%20and%20Other%20Borrowings) As of June 30, 2025, total interest-bearing bank and other borrowings were RMB 3,142,867 thousand, a slight increase from RMB 3,103,970 thousand as of December 31, 2024, with total current borrowings increasing to RMB 688,453 thousand while total non-current borrowings slightly decreased, and borrowing interest rates ranging from 3.00% to 6.67% with various maturity dates | Category | June 30, 2025 (Thousand RMB) | December 31, 2024 (Thousand RMB) | | :--- | :--- | :--- | | **Current** | | | | Bank Loans – Unsecured | 227,938 | 330,081 | | Other Loans – Secured | 31,372 | 36,135 | | Current Portion of Long-term Bank Loans – Secured | 277,820 | 232,910 | | Current Portion of Long-term Bank Loans – Unsecured | 150,983 | 30,269 | | Current Portion of Long-term Other Borrowings – Unsecured | 340 | 332 | | **Total – Current** | **688,453** | **629,727** | | **Non-current** | | | | Bank Loans – Secured | 1,821,301 | 1,862,392 | | Bank Loans – Unsecured | 620,138 | 595,623 | | Other Loans – Secured | 12,975 | 16,228 | | **Total – Non-current** | **2,454,414** | **2,474,243** | | **Grand Total** | **3,142,867** | **3,103,970** | - Borrowings have maturity dates ranging from **within one year to over five years**, with interest rates between **3.00% and 6.67%**[31](index=31&type=chunk) [Contract Liabilities](index=13&type=section&id=Contract%20Liabilities) As of June 30, 2025, total contract liabilities were RMB 219,098 thousand, a significant 78.5% decrease from RMB 1,018,382 thousand as of December 31, 2024, primarily due to a substantial reduction in advance payments from customers for academic higher education services, from RMB 953,754 thousand to RMB 186,219 thousand | Category of Advance Payments from Customers | June 30, 2025 (Thousand RMB) | December 31, 2024 (Thousand RMB) | | :--- | :--- | :--- | | Academic Higher Education Services | 186,219 | 953,754 | | Tuition Fees | 165,095 | 870,170 | | Accommodation Fees | 21,124 | 83,584 | | Education Technology and Services | 27,871 | 58,268 | | Education Resources | 14,657 | 18,366 | | Lifelong Education Services | 13,214 | 39,902 | | Medical and Eldercare Services | 4,231 | 5,604 | | Software System Technology Development | 777 | 756 | | **Total** | **219,098** | **1,018,382** | [Fair Value and Fair Value Hierarchy of Financial Instruments](index=13&type=section&id=Fair%20Value%20and%20Fair%20Value%20Hierarchy%20of%20Financial%20Instruments) As of June 30, 2025, financial assets at fair value through profit or loss were RMB 209,599 thousand, a decrease from RMB 248,943 thousand as of December 31, 2024, with these financial assets primarily classified under Level 3 of the fair value hierarchy, and valuations relying on unobservable inputs such as expected yields of bank wealth management products and net asset values of unlisted funds | Indicator | June 30, 2025 (Thousand RMB) | December 31, 2024 (Thousand RMB) | | :--- | :--- | :--- | | Financial Assets at Fair Value Through Profit or Loss | 209,599 | 248,943 | | Interest-bearing Bank and Other Borrowings | 3,142,867 | 3,103,970 | - Key unobservable inputs for financial instrument valuation include expected yields of bank wealth management products (**0.84% to 2.76%**) and net asset values of unlisted fund investments; fair value is sensitive to these inputs[32](index=32&type=chunk) | Inputs Used in Fair Value Measurement | June 30, 2025 (Thousand RMB) | December 31, 2024 (Thousand RMB) | | :--- | :--- | :--- | | Level 3 (Significant Unobservable Inputs) Financial Assets | 209,599 | 248,943 | | Level 2 (Significant Observable Inputs) Interest-bearing Bank and Other Borrowings | 3,142,867 | 3,103,970 | - No transfers between Level 1 and Level 2 occurred during the period, and no transfers into or out of Level 3 for financial assets and liabilities[34](index=34&type=chunk) [About Us](index=16&type=section&id=About%20Us) [Group Overview and Strategic Transformation](index=16&type=section&id=Group%20Overview%20and%20Strategic%20Transformation) Neutech Group Limited, since its founding in 2000, has become a leader in digital talent education services in China, and starting in 2025, the Group fully initiated a strategic transformation to build a new integrated "Education, Medical, Eldercare, Wellness, and Tourism" ecosystem, establishing five diversified business segments aimed at achieving sustainable development through technology empowerment and educational innovation - The Group has become a leader in digital talent education services in China and, starting in **2025**, fully initiated a strategic transformation to build a new integrated 'Education, Medical, Eldercare, Wellness, and Tourism' ecosystem[38](index=38&type=chunk) - The Group has established five diversified business segments: (i) Education Services; (ii) Medical and Eldercare Services; (iii) Health Technology; (iv) Wellness and Tourism Services; and (v) University Science Parks and Campus Services[38](index=38&type=chunk) - The Group's vision is 'Committed to becoming a leader in the Education, Medical, Eldercare, Wellness, and Tourism ecosystem', and its mission is 'Technology empowers the Education, Medical, and Eldercare ecosystem, educational innovation for a smart digital life'[38](index=38&type=chunk) | Business Type | 2025 (Thousand RMB) | 2024 (Thousand RMB) | Change % | Proportion of Total Revenue | | :--- | :--- | :--- | :--- | :--- | | Academic Higher Education Services | 779,904 | 802,937 | –2.9% | 84.3% | | Education Technology and Services | 95,393 | 158,301 | –39.7% | 10.3% | | Education Resource Output | 50,629 | 101,509 | –50.1% | 5.5% | | Lifelong Education Services | 44,764 | 56,792 | –21.2% | 4.8% | | Medical and Eldercare Services | 49,656 | 6,870 | 622.8% | 5.4% | | **Total** | **924,953** | **968,108** | **–4.5%** | **100.0%** | [Business Review](index=17&type=section&id=Business%20Review) [Academic Higher Education Services](index=17&type=section&id=Academic%20Higher%20Education%20Services) Academic higher education services generated approximately RMB 779.9 million in revenue, a 2.9% year-on-year decrease, with the Group's three IT application-oriented undergraduate universities maintaining their leading positions, receiving numerous awards for educational quality, program development, and innovation and entrepreneurship education, while enrollment quotas and student numbers continued to grow, with an increasing proportion of high-quality students - Academic higher education services generated approximately **RMB 779.9 million** in revenue during the reporting period[41](index=41&type=chunk) - The total enrollment quota for the three universities for the **2025/2026 academic year** exceeded **21,000 students**, a **6.0%** increase from the previous academic year, with undergraduate quotas growing by **8.5%**; as of **June 30, 2025**, the total number of enrolled students across the three universities was nearly **58,000**, a **1.8%** increase from the same period in **2024**[48](index=48&type=chunk)[50](index=50&type=chunk)[51](index=51&type=chunk) - As the **2025/2026 academic year** enrollment is nearing completion, the highest admission scores for the physics group at Dalian, Chengdu, and Guangdong campuses all exceeded their respective provincial undergraduate control lines, indicating a continuous increase in high-quality student intake[52](index=52&type=chunk) [Dalian Campus](index=17&type=section&id=Dalian%20Campus) Dalian Campus offers 33 undergraduate programs, 9 vocational programs, etc., including 8 health technology-related programs, with two new vocational programs to be added in the 2025/2026 academic year, and has accumulated 7 national-level first-class undergraduate program construction sites, ranking first among private universities nationwide, and also ranks first in the national private university innovation and entrepreneurship education index - Dalian Campus offers **33 undergraduate programs**, **9 vocational programs**, **9 junior-to-senior transfer programs**, and **2 vocational undergraduate programs**, including **8 health technology-related programs**[42](index=42&type=chunk) - For the **2025/2026 academic year**, **2 new vocational programs** (nursing, elderly health management) were approved[42](index=42&type=chunk) - Accumulated **7 national-level first-class undergraduate program construction sites** and **8 provincial-level first-class undergraduate program construction sites**, with the number of national-level first-class undergraduate program construction sites ranking **first among private universities nationwide**[42](index=42&type=chunk)[43](index=43&type=chunk) - Ranked **first among national private universities** in the **2024 China Undergraduate Innovation and Entrepreneurship Education Index**[43](index=43&type=chunk) [Chengdu Campus](index=18&type=section&id=Chengdu%20Campus) Chengdu Campus offers 33 undergraduate programs, 14 junior-to-senior transfer programs, etc., including 6 health technology-related programs, with one new undergraduate program and one vocational undergraduate program to be added in the 2025/2026 academic year, and ranks third among national private universities and first among Sichuan private universities in the National University Computer Competition Index, also holding national first place in several professional rankings - Chengdu Campus offers **33 undergraduate programs**, **14 junior-to-senior transfer programs**, and **1 vocational undergraduate program**, including **6 health technology-related programs**[44](index=44&type=chunk) - For the **2025/2026 academic year**, **1 new undergraduate program** (robotics engineering) and **1 vocational undergraduate program** (software engineering technology) were approved[44](index=44&type=chunk) - Ranked **third among national private universities** and **first among Sichuan private universities** in the **National University Computer Competition Index**, and has consistently ranked **first among national private universities**[45](index=45&type=chunk)[46](index=46&type=chunk) - In the **2025 Alumni Association Private University Professional Rankings**, software engineering, digital media technology, integrated circuit design, and integrated systems programs all ranked **first nationwide**[46](index=46&type=chunk) [Guangdong Campus](index=19&type=section&id=Guangdong%20Campus) Guangdong Campus offers 23 undergraduate programs, 3 vocational programs, etc., including 1 health technology-related program, and has accumulated 3 provincial-level first-class undergraduate program construction sites, with the Visual Communication Design program ranking first among Guangdong private universities in the 2025 Soft Science China University Professional Rankings, and the campus receiving honors such as "Guangdong Province 2024 Most Network Influential Undergraduate University" - Guangdong Campus offers **23 undergraduate programs**, **3 vocational programs**, and **12 junior-to-senior transfer programs**, including **1 health technology-related program**[47](index=47&type=chunk) - Accumulated **3 provincial-level first-class undergraduate program construction sites**, **1 national-level first-class undergraduate course**, and **20 provincial-level first-class undergraduate courses**[47](index=47&type=chunk) - In the **2025 Soft Science China University Professional Rankings**, the Visual Communication Design program ranked **first among Guangdong private universities**[49](index=49&type=chunk) - Awarded 'Guangdong Province **2024 Most Network Influential Undergraduate University**' and '**2024 High-Quality Employment Best Innovation and Practice University**' honors[49](index=49&type=chunk) [Enrollment Quotas and Student Numbers](index=19&type=section&id=Enrollment%20Quotas%20and%20Student%20Numbers) For the 2025/2026 academic year, the total enrollment quota for the three universities reached 21,396 students, a 6.0% year-on-year increase, with undergraduate quotas growing by 8.5%, while as of June 30, 2025, the total number of enrolled students was 57,791, a 1.8% year-on-year increase, and Chengdu Campus ceased vocational program enrollment for the 2025/2026 academic year due to campus capacity issues | Campus | 2025/2026 Academic Year Enrollment Quota | 2024/2025 Academic Year Enrollment Quota | Change in Number | Change % | | :--- | :--- | :--- | :--- | :--- | | Dalian Campus Subtotal | 9,742 | 9,251 | 491 | 5.3% | | Chengdu Campus Subtotal | 7,123 | 6,723 | 400 | 5.9% | | Guangdong Campus Subtotal | 4,531 | 4,206 | 325 | 7.7% | | **Total** | **21,396** | **20,180** | **1,216** | **6.0%** | | **Number of Enrolled Students** | **June 30, 2025** | **June 30, 2024** | **Change %** | | | Dalian Campus Subtotal | 23,224 | 21,229 | 9.4% | | | Chengdu Campus Subtotal | 21,557 | 21,934 | –1.7% | | | Guangdong Campus Subtotal | 13,010 | 13,618 | –4.5% | | | **Total** | **57,791** | **56,781** | **1.8%** | | - Chengdu Campus ceased vocational program enrollment for the **2025/2026 academic year**, primarily due to **campus capacity issues**[50](index=50&type=chunk) [High-Quality Student Intake](index=22&type=section&id=High-Quality%20Student%20Intake) Benefiting from high-quality program development and reputation, the Group's three universities continue to attract high-quality students, with the highest admission scores for the physics group at Dalian, Chengdu, and Guangdong campuses in the 2025/2026 academic year enrollment significantly exceeding their respective provincial undergraduate control lines by 99, 100, and 68 points, respectively - The highest admission score for the physics group at Dalian Campus exceeded Liaoning Province's undergraduate control line by **99 points**[52](index=52&type=chunk) - The highest admission score for the physics group at Chengdu Campus exceeded Sichuan Province's undergraduate control line by **100 points**[52](index=52&type=chunk) - The highest admission score for the physics group at Guangdong Campus exceeded Guangdong Province's undergraduate control line by **68 points**[52](index=52&type=chunk) [Education Technology and Services](index=22&type=section&id=Education%20Technology%20and%20Services) Education technology and services revenue was approximately RMB 95.4 million, a 39.7% year-on-year decrease, with the Group building a "4S" product and service system covering content, software, platforms, and data, and fully advancing the R&D and application of emerging technologies like AI, big data, and metaverse in education, while lifelong education services combine continuing education with eldercare education to explore new business opportunities - Education technology and services generated approximately **RMB 95.4 million** in revenue during the reporting period[53](index=53&type=chunk) - The Group has built a '4S' product and service system covering content, software, platforms, and data (CaaS, SaaS, PaaS, DaaS), combined with online and offline lifelong education services[53](index=53&type=chunk) - Fully advancing the technology R&D and application of emerging frontier technologies such as AI, big data, and metaverse in the education sector, developing and iterating multiple platform software, teaching content, and smart training rooms[54](index=54&type=chunk) [Education Resource Output](index=22&type=section&id=Education%20Resource%20Output) Education resource output business generated approximately RMB 50.6 million in revenue, a 50.1% year-on-year decrease, mainly due to delayed delivery of education technology products, with the Group continuing to optimize its smart education platform software, digital teaching content, and smart training room product matrix, and partnering with 60 institutions for program co-construction and industry-academia collaboration, covering nearly 18,000 enrolled students - Education resource output business generated approximately **RMB 50.6 million** in revenue[65](index=65&type=chunk) - Smart Education Platform V3.0 fully optimizes functions, providing a lightweight online experimental environment, supporting full-process data tracking and automatic code detection, and deeply integrating AI teaching assistant tools[57](index=57&type=chunk) - Developed digital teaching content products for six major professional fields: computer and software, artificial intelligence, big data, digital media, health and medical care, and innovation and entrepreneurship[59](index=59&type=chunk) - Built smart training rooms serving the cultivation of application-oriented talents and practical teaching in universities, covering multiple professional directions such as computer and software, artificial intelligence, big data, and digital media[60](index=60&type=chunk)[61](index=61&type=chunk) - Partnered with **60 institutions** for program co-construction and industry-academia collaboration, covering nearly **18,000 enrolled students**[65](index=65&type=chunk) [Lifelong Education Services](index=27&type=section&id=Lifelong%20Education%20Services) Lifelong education services generated approximately RMB 44.8 million in revenue, a 21.2% year-on-year decrease, mainly due to reduced student intake caused by market changes, with the Group obtaining national and provincial training qualifications in continuing education, delivering 53 training programs for 43 institutional clients, and simultaneously expanding into eldercare education, establishing "Neusoft Phoenix College" and proposing the "LIFECARES" new concept for eldercare education, enrolling over 360 students during the reporting period - Lifelong education business generated approximately **RMB 44.8 million** in revenue during the reporting period[66](index=66&type=chunk) - Continuing education services successfully obtained **2 national-level** and **2 provincial-level training qualifications**, delivering **53 training programs** for **43 institutional clients**, with government and state-owned enterprise training programs accounting for **81%**[67](index=67&type=chunk) - Self-developed online education platform 'Neusoft Education Online' has accumulated **2.328 million registered users**[68](index=68&type=chunk) - Expanded into eldercare education, establishing 'Neusoft Phoenix College' and proposing the 'LIFECARES' new concept for eldercare education, integrating leisure, eldercare, medical care, learning, and contribution, enrolling over **360 students** during the reporting period[69](index=69&type=chunk)[70](index=70&type=chunk) [Medical and Eldercare Business](index=29&type=section&id=Medical%20and%20Eldercare%20Business) Medical and eldercare business generated approximately RMB 49.7 million in revenue, a significant 622.8% year-on-year increase, primarily due to the acquisition of Neusoft Health Medical and its subsidiaries completed on May 31, 2024, with the Group strategically expanding into the silver economy market by integrating education and medical/eldercare businesses to build a new mutually beneficial ecosystem, including medical services, wellness, and eldercare technology services - Medical and eldercare business generated approximately **RMB 49.7 million** in revenue during the reporting period, a **622.8%** increase from the same period last year[71](index=71&type=chunk) - Medical and eldercare facilities serve as practical bases for students and research bases for teachers in related university programs; the universities' teaching foundation and infrastructure support eldercare education, which in turn provides a customer base for medical and eldercare businesses, while medical services offer healthcare support for eldercare education and services[71](index=71&type=chunk) [Medical Services](index=29&type=section&id=Medical%20Services) Ruikang Cardiovascular Hospital, a non-profit tertiary specialized hospital, handled over 28,000 outpatient and emergency visits and over 5,800 inpatient and surgical cases, a 34% year-on-year increase, while Ruikang Dental Hospital, Dalian's second tertiary standard dental specialized hospital, handled over 10,000 outpatient visits and received the "Liaoning Province Elderly-Friendly Medical Institution" honor - Ruikang Cardiovascular Hospital is a non-profit tertiary specialized cardiovascular hospital operated in cooperation with the Second Affiliated Hospital of Dalian Medical University, and has obtained medical insurance settlement qualifications[72](index=72&type=chunk) - During the reporting period, Ruikang Cardiovascular Hospital handled over **28,000 outpatient and emergency visits** and over **5,800 inpatient and surgical cases**, with an average bed occupancy rate of **45%**; inpatient and surgical cases increased by **34%** compared to the same period in **2024**[73](index=73&type=chunk) - Ruikang Dental Hospital is Dalian's second large-scale smart dental specialized hospital built to tertiary standards, has obtained medical insurance settlement qualifications, and handled over **10,000 outpatient visits** during the reporting period[74](index=74&type=chunk)[75](index=75&type=chunk) - Ruikang Dental Hospital received the 'Liaoning Province Elderly-Friendly Medical Institution' honor awarded by the Liaoning Provincial Health Commission[74](index=74&type=chunk) [Wellness and Eldercare Technology Services](index=30&type=section&id=Wellness%20and%20Eldercare%20Technology%20Services) Ruikang Home Eldercare Institute, a high-end eldercare center deeply integrating medical and eldercare services, achieved an 88% occupancy rate, primarily serving semi-disabled and higher-level care elderly, with the Group's Chengdu Qingcheng Kangdao Hotel officially opening, and in May 2025, the Group acquired approximately 4.2255% equity in Xikang Yunshe to expand wellness tourism services, while simultaneously actively developing eldercare technology businesses, launching Shenyang City's smart eldercare platform "Shengqing Kangyang," with Dalian City's platform entering internal testing - Ruikang Home Eldercare Institute is planned with **50 rooms** and **59 beds**, fully covered with millimeter-wave radar sensing equipment, achieving an **88% occupancy rate**; **92%** of residents are over **80 years old**, primarily requiring semi-disabled and higher-level care[76](index=76&type=chunk)[77](index=77&type=chunk) - Chengdu Qingcheng Kangdao Hotel (Qingcheng Mountain Xikang Yunshe Resort Hotel) officially opened, focusing on health and healing, and serving as a venue for academic exchanges and student practical training[78](index=78&type=chunk) - In **May 2025**, acquired approximately **4.2255%** equity in Xikang Yunshe for a consideration of **RMB 30 million**, and invested **RMB 45 million**; as of **June 30, 2025**, the Group held approximately **9.9341%** equity in Xikang Yunshe[79](index=79&type=chunk) - Officially launched Shenyang City's smart eldercare platform – 'Shengqing Kangyang', and Dalian City's smart eldercare platform has entered internal testing[82](index=82&type=chunk) [University Science Parks and Campus Services](index=33&type=section&id=University%20Science%20Parks%20and%20Campus%20Services) The Group, through its industrial service company, unifies management and professional operations for the three universities' science park operations, campus support services, and infrastructure maintenance, aiming to build a high-quality "Education, Medical, Eldercare, Wellness, and Tourism" logistics service, with science park operations forming a distinctive "three locations, three parks, three platforms" system, campus life services introducing well-known brands, and infrastructure project management promoting campus expansion projects - The Group, through its industrial service company, unifies management and professional operations for the three universities' science park operations, campus support services, and campus infrastructure maintenance[83](index=83&type=chunk) - Science park operations have established a distinctive operating system of 'three locations (Dalian, Chengdu, Foshan parks), three parks (Education Park, Digital Park, Medical and Eldercare Park), and three platforms (Lifelong Education, Technology Innovation, Medical and Eldercare Wellness and Tourism)'[84](index=84&type=chunk) - Dalian Park has become Liaoning Province's first provincial-level university science park for private universities, approved as a national-level makerspace; Chengdu Park and Foshan Park have also been recognized as national-level makerspaces and national-level technology business incubators, respectively[85](index=85&type=chunk) - As of **June 30, 2025**, provided campus life services to over **60,000 faculty and staff**, with nearly **150 merchants** on campus, and newly introduced well-known brands such as KFC, McDonald's, Luckin Coffee, and Tea Baidao[87](index=87&type=chunk) - Dalian Campus and Guangdong Campus have initiated construction projects for the Health Medical Technology Park Apartments and the International Exchange Center and University Science Park, respectively, expected to add approximately **8,000 beds**[88](index=88&type=chunk)[89](index=89&type=chunk) [Science Park Operations](index=33&type=section&id=Science%20Park%20Operations) The Group operates university science parks leveraging the infrastructure of its three universities, forming a distinctive "three locations, three parks, three platforms" operating system, with Dalian Park becoming Liaoning Province's first provincial-level university science park for private universities and approved as a national-level makerspace, while Chengdu Park and Foshan Park have also been approved as national-level makerspaces and national-level technology business incubators, respectively, attracting IT enterprises and promoting industry-academia-research integration - Science park operations have established a distinctive operating system of 'three locations (Dalian Park, Chengdu Park, Foshan Park), three parks (Education Park, Digital Park, Medical and Eldercare Park), and three platforms (Lifelong Education, Technology Innovation, Medical and Eldercare Wellness and Tourism)'[84](index=84&type=chunk) - Dalian Park has become Liaoning Province's first provincial-level university science park for private universities, approved as a national-level makerspace, and an important component of the 'National Software Industry Base' and 'China Service Outsourcing Demonstration City'[85](index=85&type=chunk) - Chengdu Park and Foshan Park have been successively recognized as 'national-level makerspaces' and 'national-level technology business incubators', constructing an open, shared, and industry-education integrated innovation and entrepreneurship ecosystem through industry-academia-research integration and enterprise-into-campus initiatives[85](index=85&type=chunk) [Campus Life Services](index=34&type=section&id=Campus%20Life%20Services) The Group actively responds to national policies, providing quality campus life services for faculty and students, improving the service system, and innovating service models, with over 60,000 faculty and staff receiving safe, high-quality, and efficient campus life services as of June 30, 2025, and nearly 150 merchants on campus, with new introductions including well-known brands such as KFC, McDonald's, Luckin Coffee, and Tea Baidao to meet diverse needs - As of **June 30, 2025**, provided safe, high-quality, and efficient campus life services to over **60,000 faculty and staff**[87](index=87&type=chunk) - Nearly **150 merchants** are located on campus, with new introductions during the reporting period including well-known brands such as KFC, McDonald's, Luckin Coffee, and Tea Baidao[87](index=87&type=chunk) [Infrastructure Project Management and Property Maintenance Management](index=34&type=section&id=Infrastructure%20Project%20Management%20and%20Property%20Maintenance%20Management) The industrial service company is solely responsible for the infrastructure project management and property maintenance management of the three universities, aiming to build a beautiful, comfortable, and high-quality campus environment while improving efficiency, with Dalian Campus initiating the Health Medical Technology Park Apartment construction project in October 2024, expected to be completed by December 2025, adding approximately 6,000 beds, and Guangdong Campus initiating the International Exchange Center and University Science Park construction project in February 2025, with some buildings expected to be completed by August 2026, adding approximately 2,000 beds - The industrial service company is solely responsible for the infrastructure project management and property maintenance management of the three universities, promoting standardized business processes, centralized management, and maximized efficiency[88](index=88&type=chunk) - Dalian Campus purchased land use rights and initiated the Health Medical Technology Park Apartment construction project, expected to be completed by **December 2025**, which is projected to add approximately **6,000 beds** to the campus capacity[88](index=88&type=chunk) - Guangdong Campus purchased land use rights and initiated the International Exchange Center and University Science Park construction project, with some buildings expected to be completed by **August 2026**, which is projected to add approximately **2,000 beds** to the campus capacity[89](index=89&type=chunk) [Financial Review](index=35&type=section&id=Financial%20Review) [Revenue](index=35&type=section&id=Revenue) For the six months ended June 30, 2025, total revenue was approximately RMB 925.0 million, a 4.5% decrease from the prior year period, with academic higher education services revenue decreasing by 2.9%, education technology and services revenue decreasing by 39.7%, while medical and eldercare services revenue significantly increased by 622.8% due to the acquisition of Neusoft Health Medical and its subsidiaries - For the six months ended **June 30, 2025**, revenue was approximately **RMB 925.0 million**, a **4.5%** decrease from the prior year period[90](index=90&type=chunk) - Academic higher education services revenue decreased by **2.9%**, primarily due to differences in the academic calendar; education technology and services revenue decreased by **39.7%**, with education resource output revenue decreasing by **50.1%** (due to delayed delivery) and lifelong education services revenue decreasing by **21.2%** (due to reduced student intake from market changes)[92](index=92&type=chunk) - Medical and eldercare services revenue increased by **622.8%**, primarily due to the acquisition of Neusoft Health Medical Management Co., Ltd. and its subsidiaries completed on **May 31, 2024**, with all related revenue consolidated into the Group in the first half of **2025**[92](index=92&type=chunk) [Cost of Sales](index=35&type=section&id=Cost%20of%20Sales) For the six months ended June 30, 2025, cost of sales was approximately RMB 526.8 million, a 15.2% year-on-year increase, primarily attributable to the full consolidation of cost of sales from Neusoft Health Medical and its subsidiaries after the acquisition in May 2024, as well as increased staff remuneration and depreciation expenses due to expanded school scale and completion of expansion projects - For the six months ended **June 30, 2025**, cost of sales was approximately **RMB 526.8 million**, a **15.2%** increase from the prior year period[90](index=90&type=chunk) - Primarily due to the full consolidation of cost of sales from Neusoft Health Medical Management Co., Ltd. and its subsidiaries into the Group in the first half of **2025** after the acquisition[90](index=90&type=chunk) - Increased staff remuneration and depreciation expenses due to the expanded student scale of the three universities and the successive completion and operation of expansion projects[90](index=90&type=chunk) [Gross Profit](index=35&type=section&id=Gross%20Profit) For the six months ended June 30, 2025, gross profit was approximately RMB 398.1 million, a 22.0% year-on-year decrease, with this decline being a combined result of reduced revenue and increased cost of sales - For the six months ended **June 30, 2025**, gross profit was approximately **RMB 398.1 million**, a **22.0%** decrease from the prior year period[91](index=91&type=chunk) [Selling Expenses](index=36&type=section&id=Selling%20Expenses) For the six months ended June 30, 2025, selling expenses were approximately RMB 17.7 million, a 17.6% year-on-year decrease, with this reduction primarily due to the company optimizing its sales team structure, leading to lower staff remuneration for sales personnel - For the six months ended **June 30, 2025**, selling expenses were approximately **RMB 17.7 million**, a **17.6%** decrease from the prior year period[93](index=93&type=chunk) - Primarily due to the company optimizing its sales team structure, resulting in reduced staff remuneration for sales personnel[93](index=93&type=chunk) [Research and Development Expenses](index=36&type=section&id=Research%20and%20Development%20Expenses) For the six months ended June 30, 2025, research and development expenses were approximately RMB 13.0 million, a 37.1% year-on-year decrease, with this decline mainly due to the substantial completion of major R&D projects, such as the smart education platform, in the previous period - For the six months ended **June 30, 2025**, research and development expenses were approximately **RMB 13.0 million**, a **37.1%** decrease from the prior year period[94](index=94&type=chunk) - This decrease was primarily due to the substantial completion of major R&D projects, such as the smart education platform, in the previous period[94](index=94&type=chunk) [Net Impairment Losses on Financial Assets](index=36&type=section&id=Net%20Impairment%20Losses%20on%20Financial%20Assets) For the six months ended June 30, 2025, net impairment losses on financial assets were approximately RMB 2.9 million, an 80.1% year-on-year decrease, with this reduction primarily due to the recovery of some receivables, leading to a lower bad debt ratio - For the six months ended **June 30, 2025**, net impairment losses on financial assets were approximately **RMB 2.9 million**, an **80.1%** decrease from the prior year period[95](index=95&type=chunk) - Primarily due to the recovery of some receivables, leading to a lower bad debt ratio[95](index=95&type=chunk) [Other Income](index=36&type=section&id=Other%20Income) For the six months ended June 30, 2025, other income was approximately RMB 53.3 million, a 3.9% year-on-year decrease, with this decline primarily due to a reduction in government grants - For the six months ended **June 30, 2025**, other income was approximately **RMB 53.3 million**, a **3.9%** decrease from the prior year period[96](index=96&type=chunk) - Primarily due to a reduction in government grants[96](index=96&type=chunk) [Net Finance Expenses](index=36&type=section&id=Net%20Finance%20Expenses) For the six months ended June 30, 2025, net finance expenses were approximately RMB 55.7 million, a 29.9% year-on-year increase, with this primarily due to an increase in interest expenses - For the six months ended **June 30, 2025**, net finance expenses were approximately **RMB 55.7 million**, a **29.9%** increase from the prior year period[97](index=97&type=chunk) - Primarily due to an increase in interest expenses[97](index=97&type=chunk) [Income Tax Expense](index=36&type=section&id=Income%20Tax%20Expense) For the six months ended June 30, 2025, income tax expense was approximately RMB 48.5 million, a 41.3% year-on-year decrease, with this decline primarily due to a reduction in taxable profit during the reporting period - For the six months ended **June 30, 2025**, income tax expense was approximately **RMB 48.5 million**, a **41.3%** decrease from the prior year period[98](index=98&type=chunk) - Primarily due to a reduction in taxable profit during the reporting period[98](index=98&type=chunk) [Profit for the Period](index=37&type=section&id=Profit%20for%20the%20Period) For the six months ended June 30, 2025, profit for the period decreased by approximately 26.5% year-on-year, and profit attributable to owners of the Company was approximately RMB 203.9 million, also a 26.5% decrease, with earnings per share also decreasing by approximately 25.6%, primarily due to the decline in profit for the period - For the six months ended **June 30, 2025**, profit for the period decreased by approximately **26.5%** year-on-year[99](index=99&type=chunk) - Profit attributable to owners of the Company was approximately **RMB 203.9 million**, a **26.5%** decrease from the prior year period[99](index=99&type=chunk) - Earnings per share decreased by approximately **25.6%** year-on-year, primarily due to the decline in profit for the period[99](index=99&type=chunk) [Non-IFRS Measures](index=37&type=section&id=Non-IFRS%20Measures) To supplement IFRS, the Group uses "adjusted net profit," "adjusted net profit attributable to owners of the Company," and "adjusted net profit margin" as additional financial measures to eliminate the impact of non-recurring items (such as net exchange losses/gains) that management believes do not reflect operating performance, with adjusted net profit approximately RMB 204.1 million as of June 30, 2025, a 26.3% year-on-year decrease, and an adjusted net profit margin of 22.1% - The Group's adjusted net profit is derived by deducting the impact of net exchange losses/(gains) from the profit for the year/period[100](index=100&type=chunk) | Indicator | 2025 (Thousand RMB) | 2024 (Thousand RMB) | | :--- | :--- | :--- | | Profit for the Period | 204,038 | 277,571 | | Adjustments: Net Exchange Losses/(Gains) | 91 | (777) | | **Adjusted Net Profit** | **204,129** | **276,794** | | Profit for the Period Attributable to Owners of the Company | 203,923 | 277,414 | | Adjustments: Net Exchange Losses/(Gains) | 91 | (777) | | **Adjusted Net Profit Attributable to Owners of the Company** | **204,014** | **276,637** | - For the six months ended **June 30, 2025**, adjusted net profit was approximately **RMB 204.1 million**, a **26.3%** decrease from the prior year period; the adjusted net profit margin was **22.1%** (2024: **28.6%**)[103](index=103&type=chunk) [Financial and Liquidity Position](index=39&type=section&id=Financial%20and%20Liquidity%20Position) As of June 30, 2025, the Group's cash and cash equivalents were approximately RMB 1,456.4 million, a decrease from December 31, 2024, with total borrowings from financial institutions at approximately RMB 3,142.9 million, primarily denominated in RMB, and comprising both fixed and floating interest rates, while net current liabilities increased and the current ratio decreased, and the Group had no significant contingent liabilities or foreign exchange risks, with both the interest-bearing debt to asset ratio and capital gearing ratio slightly decreasing, and capital expenditures mainly for campus upgrades and expansion, and equity acquisition of Xikang Yunshe completed during the reporting period, with land acquisition for Guangdong Campus planned - As of **June 30, 2025**, the Group's cash and cash equivalents were approximately **RMB 1,456.4 million** (December 31, 2024: approximately **RMB 1,664.8 million**)[106](index=106&type=chunk) - The Group's total borrowings from financial institutions as of **June 30, 2025**, were approximately **RMB 3,142.9 million** (December 31, 2024: approximately **RMB 3,104.0 million**)[106](index=106&type=chunk) - As of **June 30, 2025**, net current liabilities were approximately **RMB 510.9 million** (December 31, 2024: approximately **RMB 275.5 million**), and the current ratio was **0.79** (December 31, 2024: **0.89**)[108](index=108&type=chunk) - As of **June 30, 2025**, the Group's interest-bearing debt to asset ratio was **43.1%** (December 31, 2024: **44.0%**), and the capital gearing ratio was **138.0%** (December 31, 2024: **139.7%**)[112](index=112&type=chunk)[113](index=113&type=chunk) - For the six months ended **June 30, 2025**, the Group's capital expenditure was approximately **RMB 331.2 million**, primarily related to upgrading and expanding campuses[114](index=114&type=chunk) - On **May 20, 2025**, approximately **4.2255%** equity in Xikang Yunshe was acquired for a consideration of **RMB 30.0 million**, and an investment of **RMB 45.0 million** was made in Xikang Yunshe; as of **June 30, 2025**, the Group held approximately **9.9341%** equity in Xikang Yunshe[115](index=115&type=chunk) - Guangdong Campus successfully acquired land use rights for two plots in Nanhai District, Foshan City, in **February 2025**, for a total consideration of **RMB 108.53 million**[117](index=117&type=chunk) [Liquidity, Financial Resources and Capital Structure](index=39&type=section&id=Liquidity%2C%20Financial%20Resources%20and%20Capital%20Structure) As of June 30, 2025, the company's issued share capital was HKD 129,243, with 646,213,135 ordinary shares in issue, cash and cash equivalents at approximately RMB 1,456.4 million, and total borrowings from financial institutions at approximately RMB 3,142.9 million, with maturity dates ranging from within one year to over five years, primarily denominated in RMB, and comprising fixed-rate (approximately RMB 648.7 million) and floating-rate (approximately RMB 2,494.2 million) borrowings - As of **June 30, 2025**, the Company's issued share capital was **HKD 129,243** and the number of ordinary shares in issue was **646,213,135 shares**[105](index=105&type=chunk) - As of **June 30, 2025**, the Group's cash and cash equivalents were approximately **RMB 1,456.4 million** (December 31, 2024: approximately **RMB 1,664.8 million**)[106](index=106&type=chunk) - The Group's total borrowings from financial institutions as of **June 30, 2025**, were approximately **RMB 3,142.9 million** (December 31, 2024: approximately **RMB 3,104.0 million**)[106](index=106&type=chunk) - Borrowings have maturity dates ranging from **within one year to over five years**, with approximately **RMB 648.7 million** at fixed rates and approximately **RMB 2,494.2 million** at floating rates[106](index=106&type=chunk) [Treasury Policy](index=39&type=section&id=Treasury%20Policy) The Group adopts a prudent financial management approach to its treasury policy, with the Board closely monitoring liquidity to ensure the Group's asset, liability, and other commitment liquidity structure consistently meets its funding needs - The Group adopts a **prudent financial management approach** to its treasury policy[107](index=107&type=chunk) - The Board closely monitors the Group's liquidity position to ensure that the Group's asset, liability, and other commitment liquidity structure consistently meets its funding needs[107](index=107&type=chunk) [Net Current Liabilities](index=39&type=section&id=Net%20Current%20Liabilities) As of June 30, 2025, net current liabilities were approximately RMB 510.9 million, a significant increase from RMB 275.5 million as of December 31, 2024, with the current ratio decreasing from 0.89 to 0.79, primarily due to a reduction in total current assets caused by decreased cash and cash equivalents - As of **June 30, 2025**, net current liabilities were approximately **RMB 510.9 million** (December 31, 2024: approximately **RMB 275.5 million**); the increase in net current liabilities was primarily due to a decrease in cash and cash equivalents, leading to a reduction in total current assets[108](index=108&type=chunk) - As of **June 30, 2025**, the Group's current ratio (current assets divided by current liabilities) was **0.79** (December 31, 2024: **0.89**)[108](index=108&type=chunk) [Contingent Liabilities](index=39&type=section&id=Contingent%20Liabilities) As of June 30, 2025, the Group had no contingent liabilities or any significant litigation against it - As of **June 30, 2025**, the Group had **no contingent liabilities** or any significant litigation against it[109](index=109&type=chunk) [Foreign Exchange Risk](index=40&type=section&id=Foreign%20Exchange%20Risk) The majority of the Group's income and expenses are denominated in RMB, and for the six months ended June 30, 2025, there were no significant difficulties or impacts on its operations or liquidity due to currency exchange rate fluctuations, with the Directors believing the Group has sufficient foreign exchange and will take measures to prevent exchange rate risks - The majority of the Group's income and expenses are denominated in **RMB**; for the six months ended **June 30, 2025**, the Group experienced **no significant difficulties or impacts** on its operations or liquidity due to currency exchange rate fluctuations[110](index=110&type=chunk) - The Directors believe that the Group has **sufficient foreign exchange** to meet its own foreign exchange requirements and will take practical and effective measures to prevent exchange rate risks[110](index=110&type=chunk) [Pledge of Assets](index=40&type=section&id=Pledge%20of%20Assets) As of June 30, 2025, the Group's bank borrowings of RMB 1,942.1 million were pledged by the right to collect certain tuition and accommodation fees, bank borrowings of RMB 157.0 million were pledged by certain equity interests, and other borrowings of RMB 44.3 million were pledged by certain equipment and intellectual property rights - As of **June 30, 2025**, the Group's bank borrowings of **RMB 1,942.1 million** were pledged by the right to collect certain tuition and accommodation fees[111](index=111&type=chunk) - Bank borrowings of **RMB 157.0 million** were pledged by certain equity interests[111](index=111&type=chunk) - Other borrowings of **RMB 44.3 million** were pledged by certain equipment and intellectual property rights[111](index=111&type=chunk) [Interest-bearing Debt to Asset Ratio](index=40&type=section&id=Interest-bearing%20Debt%20to%20Asset%20Ratio) As of June 30, 2025, the Group's interest-bearing debt to asset ratio was 43.1%, a slight decrease from 44.0% as of December 31, 2024 - As of **June 30, 2025**, the Group's interest-bearing debt to asset ratio was **43.1%** (December 31, 2024: **44.0%**)[112](index=112&type=chunk) [Capital Gearing Ratio](index=40&type=section&id=Capital%20Gearing%20Ratio) As of June 30, 2025, the Group's capital gearing ratio was 138.0%, a slight decrease from 139.7% as of December 31, 2024 - As of **June 30, 2025**, the Group's capital gearing ratio was **138.0%** (December 31, 2024: **139.7%**)[113](index=113&type=chunk) [Capital Expenditure](index=40&type=section&id=Capital%20Expenditure) For the six months ended June 30, 2025, the Group's capital expenditure was approximately RMB 331.2 million, primarily for upgrading and expanding campuses - For the six months ended **June 30, 2025**, the Group's capital expenditure was approximately **RMB 331.2 million**, primarily related to upgrading and expanding campuses[114](index=114&type=chunk) [Significant Acquisitions or Disposals of Subsidiaries, Associates and Joint Ventures](index=40&type=section&id=Significant%20Acquisitions%20or%20Disposals%20of%20Subsidiaries%2C%20Associates%20and%20Joint%20Ventures) On May 20, 2025, the Group acquired approximately 4.2255% equity in Xikang Yunshe for a consideration of RMB 30.0 million and invested RMB 45.0 million, with the Group holding approximately 9.9341% equity in Xikang Yunshe as of June 30, 2025, and no other significant acquisitions or disposals occurring during the reporting period - On **May 20, 2025**, approximately **4.2255%** equity in Xikang Yunshe was acquired for a consideration of **RMB 30.0 million**, and an investment of **RMB 45.0 million** was made in Xikang Yunshe[115](index=115&type=chunk) - As of **June 30, 2025**, the Group held approximately **9.9341%** equity in Xikang Yunshe[115](index=115&type=chunk) - Other than the above, for the six months ended **June 30, 2025**, the Group had **no other significant acquisitions or disposals** of subsidiaries, associates, and joint ventures[115](index=115&type=chunk) [Material Investments Held](index=40&type=section&id=Material%20Investments%20Held) For the six months ended June 30, 2025, the Company held no material investments with a value equal to or exceeding 5% of its total assets - For the six months ended **June 30, 2025**, the Company held **no material investments** with a value equal to or exceeding **5%** of its total assets[116](index=116&type=chunk) [Future Plans for Material Investments or Capital Assets](index=41&type=section&id=Future%20Plans%20for%20Material%20Investments%20or%20Capital%20Assets) Guangdong Campus successfully acquired land use rights for two plots in Nanhai District, Foshan City, through public auction on February 26, 2025, for a total consideration of RMB 108.53 million, which has been fully paid, and other than this, as of the date of this announcement, the Group has no other future plans for material investments or capital assets - Guangdong Campus successfully acquired land use rights for two plots in Nanhai District, Foshan City, through public auction on **February 26, 2025**[117](index=117&type=chunk) - The consideration for the acquisition of land use rights for the

[Interim Consolidated Results Announcement](index=1&type=section&id=Interim%20Consolidated%20Results%20Announcement) [Consolidated Statement of Profit or Loss](index=2&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss) Revenue increased by **16.76%** to **HK$2,319.02 million**, but profit for the period decreased by **32.83%** to **HK$8.02 million**, impacted by higher finance costs and lower other net income Consolidated Statement of Profit or Loss | Indicator | June 30, 2025 (HK$ Thousand) | June 30, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Revenue | 2,319,015 | 1,986,173 | | Direct costs | (2,265,949) | (1,945,035) | | Gross profit | 53,066 | 41,138 | | Operating profit | 19,738 | 19,018 | | Profit before tax | 9,854 | 11,652 | | Profit for the period | 8,021 | 11,940 | | Profit attributable to equity holders of the Company | 8,294 | 11,762 | | Basic/Diluted earnings per share | 2.07 HK Cents | 2.94 HK Cents | - Period revenue increased by **16.76%** year-on-year, mainly driven by general building and civil engineering projects[3](index=3&type=chunk)[30](index=30&type=chunk) - Profit for the period decreased by **32.83%** year-on-year, primarily due to increased finance costs and reduced other net income[3](index=3&type=chunk)[49](index=49&type=chunk)[51](index=51&type=chunk) [Consolidated Statement of Comprehensive Income](index=3&type=section&id=Consolidated%20Statement%20of%20Comprehensive%20Income) Total comprehensive income for the period was **HK$8.02 million**, aligning with profit for the period, indicating no significant impact from other comprehensive income after tax Consolidated Statement of Comprehensive Income | Indicator | June 30, 2025 (HK$ Thousand) | June 30, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Profit for the period | 8,021 | 11,940 | | Other comprehensive income for the period (after tax) | – | – | | Total comprehensive income for the period | 8,021 | 11,940 | | Attributable to equity holders of the Company | 8,294 | 11,762 | | Non-controlling interests | (273) | 178 | - Total comprehensive income for the period is identical to profit for the period, indicating no significant impact from other comprehensive income items such as exchange differences[4](index=4&type=chunk)[5](index=5&type=chunk) [Consolidated Statement of Financial Position](index=4&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) Total assets slightly increased, but net assets and total equity decreased, with a significant rise in current liabilities leading to a lower current ratio and higher gearing ratio Consolidated Statement of Financial Position | Indicator | June 30, 2025 (HK$ Thousand) | December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Non-current assets | 57,889 | 65,664 | | Current assets | 1,713,810 | 1,576,990 | | Current liabilities | 1,400,846 | 1,260,915 | | Net current assets | 312,964 | 316,075 | | Total assets less current liabilities | 370,853 | 381,739 | | Non-current liabilities | 7,703 | 10,610 | | Net assets | 363,150 | 371,129 | | Total equity | 363,150 | 371,129 | - Increased current liabilities led to a decrease in net current assets and the current ratio, with the gearing ratio significantly rising to **121.16%**[6](index=6&type=chunk)[54](index=54&type=chunk)[58](index=58&type=chunk) [Notes to the Announcement](index=6&type=section&id=Notes%20to%20the%20Announcement) [1 General Information and Basis of Preparation](index=6&type=section&id=1%20General%20Information%20and%20Basis%20of%20Preparation) The Group primarily operates in Hong Kong, focusing on construction, maintenance, property management, and E&M engineering services, with interim financials prepared under HKAS 34 - The Group primarily engages in construction and maintenance projects, housing and property management services, and electrical and mechanical engineering services in Hong Kong[8](index=8&type=chunk) - The interim financial report was prepared in accordance with HKAS 34 and approved for issue by the Board of Directors on August 25, 2025[9](index=9&type=chunk)[11](index=11&type=chunk) [2 Application of Amendments to Hong Kong Financial Reporting Standards](index=7&type=section&id=2%20Application%20of%20Amendments%20to%20Hong%20Financial%20Reporting%20Standards) Amendments to HKFRS effective this period, including those on financial instruments, had no significant impact on the interim financial report's preparation or presentation - Amendments to HKFRS effective for the first time in the current accounting period had no significant impact on the preparation or presentation of the interim financial report[12](index=12&type=chunk) [3 Revenue and Segment Reporting](index=7&type=section&id=3%20Revenue%20and%20Segment%20Reporting) Revenue primarily from general building and civil engineering, with both segments showing significant growth, while other services revenue declined - The Group's principal activities are general building, civil engineering, and the provision of other services[13](index=13&type=chunk) - Reportable segments include general building, civil engineering, and other services[15](index=15&type=chunk) Revenue by Segment | Segment | June 30, 2025 Revenue (HK$ Thousand) | June 30, 2024 Revenue (HK$ Thousand) | June 30, 2025 Profit (HK$ Thousand) | June 30, 2024 Profit (HK$ Thousand) | | :--- | :--- | :--- | :--- | :--- | | General Building | 1,733,045 | 1,603,763 | 38,076 | 32,757 | | Civil Engineering | 519,382 | 301,725 | 9,001 | 6,294 | | Other | 66,588 | 80,685 | 5,944 | 13,012 | | Total | 2,319,015 | 1,986,173 | 53,021 | 52,063 | [4 Profit Before Tax](index=10&type=section&id=4%20Profit%20Before%20Tax) Profit before tax was impacted by significantly increased finance costs, while staff costs and depreciation remained stable after direct cost allocation Profit Before Tax Components | Item | June 30, 2025 (HK$ Thousand) | June 30, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Finance costs | 9,884 | 7,366 | | Staff costs (excluding those included in direct costs) | 16,250 | 18,111 | | Depreciation expenses (excluding those included in direct costs) | 3,563 | 3,652 | | Auditor's remuneration | 538 | 512 | - Finance costs increased by **34.19%** year-on-year, primarily due to higher interest on bank borrowings[18](index=18&type=chunk) [5 Income Tax](index=11&type=section&id=5%20Income%20Tax) Income tax shifted from a credit to an expense of **HK$1.83 million**, primarily due to an increase in current tax provision Income Tax Breakdown | Item | June 30, 2025 (HK$ Thousand) | June 30, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Current tax - Hong Kong Profits Tax | 1,609 | (330) | | Deferred tax | 224 | 42 | | Total income tax | 1,833 | (288) | - Income tax shifted from a credit in the prior period to an expense, mainly due to an increase in current tax provision[19](index=19&type=chunk)[50](index=50&type=chunk) [6 Earnings Per Share](index=11&type=section&id=6%20Earnings%20Per%20Share) Basic earnings per share decreased to **HK$2.07 cents** from **HK$2.94 cents**, with no potential dilutive shares during the period Earnings Per Share Calculation | Indicator | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Profit attributable to ordinary equity holders of the Company | HK$8,294,000 | HK$11,762,000 | | Shares in issue | 400,000,000 shares | 400,000,000 shares | | Basic earnings per share | 2.07 HK Cents | 2.94 HK Cents | - There were no potential dilutive shares during the period, thus diluted earnings per share are the same as basic earnings per share[21](index=21&type=chunk) [7 Property, Plant and Equipment](index=11&type=section&id=7%20Property%2C%20Plant%20and%20Equipment) Additions to plant and equipment totaled **HK$3.49 million**, with right-of-use asset additions at **HK$1.19 million** for the six months ended June 30, 2025 Property, Plant and Equipment Additions | Item | June 30, 2025 (HK$ Thousand) | June 30, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Cost of additions to plant and equipment | 3,492 | 1,971 | | Additions to right-of-use assets | 1,189 | 2,755 | [8 Trade and Other Receivables and Prepayments](index=12&type=section&id=8%20Trade%20and%20Other%20Receivables%20and%20Prepayments) Total trade receivables decreased to **HK$198.98 million**, with the majority due within one month Trade and Other Receivables and Prepayments | Item | June 30, 2025 (HK$ Thousand) | December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Trade receivables | 198,981 | 277,860 | | Deposits, prepayments and other receivables | 16,846 | 11,240 | | Total | 215,827 | 289,100 | Trade Receivables Ageing Analysis | Ageing | June 30, 2025 (HK$ Thousand) | December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Within 1 month | 190,375 | 268,908 | | 1 to 2 months | 2,841 | 5,145 | | 2 to 3 months | 4,195 | 1,526 | | Over 3 months but within 6 months | 1,570 | 2,281 | | Total | 198,981 | 277,860 | [9 Cash and Cash Equivalents](index=12&type=section&id=9%20Cash%20and%20Cash%20Equivalents) Cash and cash equivalents totaled **HK$192.71 million**, a slight decrease from the end of 2024 Cash and Cash Equivalents | Item | June 30, 2025 (HK$ Thousand) | December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Bank and cash in hand | 192,709 | 194,970 | [10 Trade and Other Payables](index=12&type=section&id=10%20Trade%20and%20Other%20Payables) Total trade and other payables decreased to **HK$832.65 million**, with trade payables primarily due within one month Trade and Other Payables | Item | June 30, 2025 (HK$ Thousand) | December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Trade payables | 258,783 | 260,311 | | Accruals and other payables | 156,196 | 222,432 | | Amounts due to joint venture partners | 1,062 | 1,062 | | Provision for construction works | 1,102 | 3,600 | | Retention money payable | 415,510 | 392,807 | | Total | 832,653 | 880,212 | Trade Payables Ageing Analysis | Ageing | June 30, 2025 (HK$ Thousand) | December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Within 1 month | 258,583 | 250,478 | | 1 to 2 months | 200 | 9,145 | | 2 to 3 months | – | 246 | | Over 3 months | – | 442 | | Total | 258,783 | 260,311 | [11 Dividends](index=13&type=section&id=11%20Dividends) The Board does not recommend an interim dividend for the six months ended June 30, 2025, unlike the prior year's **HK$3.0 cents** per share - The Board does not recommend an interim dividend for the six months ended June 30, 2025[25](index=25&type=chunk)[77](index=77&type=chunk) Interim Dividend | Item | June 30, 2025 (HK$ Thousand) | June 30, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Interim dividend proposed after the end of the reporting period | – | 12,000 | [12 Significant Related Party Transactions](index=13&type=section&id=12%20Significant%20Related%20Party%20Transactions) The Group did not enter into any significant related party transactions during the period - The Group did not enter into any significant related party transactions during the period[27](index=27&type=chunk) [13 Financial Guarantees and Contingent Liabilities](index=14&type=section&id=13%20Financial%20Guarantees%20and%20Contingent%20Liabilities) The Group issued **HK$402.36 million** in performance bonds, with claims deemed remote, and all employee compensation and personal injury claims are covered by insurance - As of June 30, 2025, the Group issued performance bonds of approximately **HK$402.36 million** to clients, an increase from **HK$385.34 million** at the end of 2024[28](index=28&type=chunk) - The Directors believe that claims under performance bonds are unlikely, and employee compensation and personal injury claims are adequately covered by insurance, requiring no provision[28](index=28&type=chunk) [Management Discussion and Analysis](index=15&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review](index=15&type=section&id=Business%20Review) Total revenue grew by **16.76%** driven by general building and civil engineering projects, with total projects on hand increasing to **HK$19 billion** and a new large contract secured post-period - Overall revenue for the period was **HK$2,319.02 million**, an increase of approximately **16.76%** year-on-year, mainly due to undertaking general building and civil engineering projects[30](index=30&type=chunk) - The total original contract sum of projects on hand was approximately **HK$19 billion** (end of 2024: **HK$18 billion**), with uncompleted value of approximately **HK$10.8 billion** (end of 2024: **HK$12.7 billion**)[31](index=31&type=chunk) Ongoing Large Construction and Maintenance Projects (as of June 30, 2025) | Project Type | Business Segment | Scope of Works | Original Contract Sum (Approx. HK$ Million) | Revenue Recognized for the Six Months Ended June 30, 2025 (Approx. HK$ Million) | | :--- | :--- | :--- | :--- | :--- | | E&M works for Drainage Services Department sewage treatment facilities | Civil Engineering | E&M works for sewage treatment facilities | 557.6 | 130.5 | | Infrastructure works for Hong Kong Housing Authority non-public housing facilities | General Building Engineering | Infrastructure works for non-public housing facilities | 1,497.0 | 123.8 | | Construction for Hong Kong Housing Authority managed projects | General Building Engineering | Construction of Kai Tak Site 2B5 and 2B6 public housing development | 2,624.0 | 319.3 | | Design and construction for Hong Kong Housing Authority managed projects | General Building Engineering | Design and construction of Kwu Tung North Area 19 Phase 2 public rental housing development | 4,620.0 | 415.4 | - Subsequent to the reporting period, the Group was awarded and undertook a design and build contract for the Hong Kong Housing Authority, with an original contract sum of **HK$4,694.0 million**[39](index=39&type=chunk) [Financial Review](index=20&type=section&id=Financial%20Review) Revenue growth was driven by general building and civil engineering, with gross profit margin rising to **2.29%** due to cost control, but profit attributable to equity holders decreased due to lower other income, higher finance costs, and increased income tax expense Revenue by Business Segment | Business Segment | June 30, 2025 Revenue (HK$ Million) | June 30, 2024 Revenue (HK$ Million) | Year-on-Year Growth Rate | | :--- | :--- | :--- | :--- | | Overall Revenue | 2,319.02 | 1,986.17 | 16.76% | | General Building Business | 1,733.05 | 1,603.76 | 8.06% | | Civil Engineering Business | 519.38 | 301.73 | 72.13% | | Other Services | 66.59 | 80.68 | -17.47% | - Overall gross profit increased by **29.00%** to **HK$53.07 million**, with the overall gross profit margin rising from **2.07%** to **2.29%**, mainly due to more effective cost control[45](index=45&type=chunk) - Other income decreased primarily due to lower interest income; other net income significantly decreased as the prior period included a one-off gain of **HK$10.43 million** from the disposal of a subsidiary[46](index=46&type=chunk)[47](index=47&type=chunk) - Administrative expenses remained relatively stable, while finance costs increased mainly due to higher average bank borrowings[48](index=48&type=chunk)[49](index=49&type=chunk) - Profit attributable to equity holders of the Company decreased to **HK$8.29 million**[51](index=51&type=chunk) [Liquidity Financial Resources and Capital Structure](index=22&type=section&id=Liquidity%2C%20Financial%20Resources%20and%20Capital%20Structure) Capital structure includes share capital and bank loans, with total bank loans increasing to **HK$440.00 million** for working capital, while liquidity and gearing ratios deteriorated, but the Group maintains unutilized facilities and complies with covenants Liquidity and Capital Structure Indicators | Indicator | June 30, 2025 (HK$ Million) | December 31, 2024 (HK$ Million) | | :--- | :--- | :--- | | Share Capital | 363.15 | 371.13 | | Total Bank Borrowings | 440.00 | 300.00 | | Cash and Cash Equivalents | 192.71 | 194.97 | | Current Ratio | 1.22 | 1.25 | | Gearing Ratio | 121.16% | 80.83% | | Unutilized Bank Facilities | 817 | 874 | | Capital Expenditure on Property, Plant and Equipment | 3.49 | 1.97 | - Total bank borrowings increased, primarily to finance working capital for ongoing projects[56](index=56&type=chunk) - The Group continued to comply with its loan covenants during the period up to the date of this announcement[57](index=57&type=chunk) [Foreign Exchange Risk](index=24&type=section&id=Foreign%20Exchange%20Risk) The Group's functional currency is HKD, with all major operations and assets/liabilities denominated in HKD, leading the Board to assess no significant foreign exchange risk - The Group's functional currency is HKD, with its operations and assets/liabilities denominated in the functional currency, and the Board believes there is no significant foreign exchange risk[60](index=60&type=chunk) [Significant Acquisitions or Disposals of Subsidiaries Associates and Joint Ventures and Future Plans for Material Investments or Capital Assets](index=24&type=section&id=Significant%20Acquisitions%20or%20Disposals%20of%20Subsidiaries%2C%20Associates%20and%20Joint%20Ventures%2C%20and%20Future%20Plans%20for%20Material%20Investments%20or%20Capital%20Assets) No significant acquisitions or disposals of subsidiaries, associates, or joint ventures occurred, nor were there any future plans for material investments or capital assets during the period - There were no significant acquisitions or disposals of subsidiaries, associates, or joint ventures, nor any future plans for material investments or capital assets during the period[61](index=61&type=chunk) [Material Investments Held](index=24&type=section&id=Material%20Investments%20Held) The Group held no material investments during the period, other than those in subsidiaries and joint ventures - Other than investments in subsidiaries and joint ventures, the Group held no other material investments during the period[62](index=62&type=chunk) [Financial Guarantees and Contingent Liabilities](index=24&type=section&id=Financial%20Guarantees%20and%20Contingent%20Liabilities) The Group had no other financial guarantees and contingent liabilities as of June 30, 2025, beyond those disclosed in Note 13 - Save as disclosed in Note 13 to the condensed consolidated financial statements, the Group had no other financial guarantees and contingent liabilities as at June 30, 2025[63](index=63&type=chunk) [Capital Commitments](index=24&type=section&id=Capital%20Commitments) As of June 30, 2025, the Group had no capital commitments - As of June 30, 2025, the Group had no capital commitments[64](index=64&type=chunk) [Employees and Remuneration Policies](index=25&type=section&id=Employees%20and%20Remuneration%20Policies) The Group employed **1,044** staff in Hong Kong with total remuneration of approximately **HK$279 million**, offering competitive benefits, training, and a share option scheme Employee Information | Indicator | June 30, 2025 | | :--- | :--- | | Number of Employees | 1,044 | | Total Remuneration | Approx. HK$279 Million | - The Group provides salaries, medical benefits, and bonuses, with eligible employees also potentially receiving share options[65](index=65&type=chunk) - The Group offers on-the-job technical and operational training to employees and has a share option scheme to enhance loyalty and retention[65](index=65&type=chunk)[66](index=66&type=chunk) [Future Prospects](index=25&type=section&id=Future%20Prospects) The Board is confident in future growth, anticipating government economic stimulus and continued commitment to land and public housing development, enabling the Group to achieve long-term objectives - The Board remains confident in the Group's future development, anticipating further government measures to stimulate the Hong Kong economy and continued commitment to land development and public housing supply[67](index=67&type=chunk) - The Group will continue to leverage its existing competitive advantages to achieve its long-term business objectives[67](index=67&type=chunk) [Corporate Governance and Other Information](index=25&type=section&id=Corporate%20Governance%20and%20Other%20Information) [Corporate Governance Practices](index=25&type=section&id=Corporate%20Governance%20Practices) The company maintains high corporate governance standards despite deviations regarding the Chairman's dual role, lack of an independent internal audit, and an independent non-executive director's AGM absence, with the Board affirming the existing structure's effectiveness - The Company is committed to achieving and maintaining high standards of corporate governance[68](index=68&type=chunk) - Deviation from CG Code Provision C.2.1: The Chairman also serves as the Managing Director, which the Board believes is in the best interest of the Group[68](index=68&type=chunk)[69](index=69&type=chunk) - Deviation from CG Code Provision D.2.2: No independent internal audit function is established, but external internal control consultants are appointed to perform the function[68](index=68&type=chunk)[70](index=70&type=chunk) - Deviation from CG Code Provision C.1.5: One independent non-executive Director was unable to attend the Annual General Meeting[68](index=68&type=chunk)[71](index=71&type=chunk) [Standard Code for Securities Transactions](index=26&type=section&id=Standard%20Code%20for%20Securities%20Transactions) The company adopted the Standard Code for Securities Transactions from Listing Rules Appendix C3, with all Directors confirming compliance during the period - The Company has adopted the Standard Code for Securities Transactions as set out in Appendix C3 of the Listing Rules, and all Directors confirmed compliance during the period[72](index=72&type=chunk) [Purchase Sale or Redemption of the Company's Listed Securities](index=27&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company's%20Listed%20Securities) Neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the period - During the period, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[74](index=74&type=chunk) [Events After the Reporting Period](index=27&type=section&id=Events%20After%20the%20Reporting%20Period) As of the announcement date, the Board is unaware of any significant events after the reporting period requiring disclosure - As of the date of this announcement, the Board is not aware of any significant events after the reporting period that require disclosure[75](index=75&type=chunk) [Audit Committee](index=27&type=section&id=Audit%20Committee) The Board's Audit Committee reviewed the Group's adopted accounting principles and practices, along with the unaudited condensed consolidated interim financial statements - The Board's Audit Committee has reviewed the accounting principles and practices adopted by the Group and has reviewed the unaudited condensed consolidated interim financial statements[76](index=76&type=chunk) [Interim Dividend](index=27&type=section&id=Interim%20Dividend) The Board does not recommend an interim dividend for the six months ended June 30, 2025 - The Board does not recommend an interim dividend for the six months ended June 30, 2025[77](index=77&type=chunk) [Publication of Interim Results and Interim Report](index=28&type=section&id=Publication%20of%20Interim%20Results%20and%20Interim%20Report) This interim consolidated results announcement is published on the company and HKEX websites, with the interim report to be dispatched to shareholders - This interim consolidated results announcement is published on the Company's website and the HKEX website, and the interim report will be dispatched to the Company's shareholders[78](index=78&type=chunk) [Board of Directors](index=28&type=section&id=By%20Order%20of%20the%20Board) As of the announcement date, the Board of Directors consists of three executive directors and three independent non-executive directors - As of the date of this announcement, the Company's executive directors are Mr. Chan Ki Chun, Mr. Yung Kin Man, and Mr. Yeung Chor Yin; independent non-executive directors are Mr. Jim Huen Kwong, Mr. Chan Kim Hung, and Dr. Kou Chi Fai[80](index=80&type=chunk)

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份內容而產生或因倚賴 該等內容而引致的任何損失承擔任何責任。 YIHAI INTERNATIONAL HOLDING LTD. 頤海國際控股有限公司 （於開曼群島註冊成立的有限公司） （股份代號：1579） 截至2025年6月30日止六個月 中期業績 頤海國際控股有限公司（「本公司」）董事會（「董事會」）欣然宣佈本公司及其附屬 公司（「本集團」或「我們」）截至2025年6月30日止六個月（「報告期」）的未經審計 綜合中期業績，連同2024年同期的比較數字。 本集團財務摘要 1 • 截至2025年6月30日止六個月的收入為人民幣2,927.4百萬元，而截至2024 年6月30日止六個月為人民幣2,926.9百萬元，維持穩定。 • 截至2025年6月30日止六個月的毛利為人民幣865.0百萬元，較截至2024年 6月30日止六個月的人民幣877.5百萬元減少1.4%。 • 截至2025年6月30日止六個月的經營利潤為人民幣430.5百萬元，較截至 2024年6月30日止 ...

目錄 | 公司資料 | 2 | | --- | --- | | 財務摘要 | 4 | | 管理層討論與分析 | 5 | | 企業管治及其他資料 | 18 | | 未經審核中期簡明綜合損益及其他全面收益表 | 26 | | 未經審核中期簡明綜合財務狀況表 | 28 | | 未經審核中期簡明綜合權益變動表 | 30 | | 未經審核中期簡明綜合現金流量表 | 31 | | 中期簡明綜合財務報表附註 | 33 | 公司資料 董事 執行董事 朱平先生 （主席兼首席執行官） 段克儉先生 樊磊先生 非執行董事 成軍先生 王旭陽先生 獨立非執行董事 尚健先生 楊惠芳女士 朱洪超先生 監事 蔡璐懿女士 （主席） 陸希立先生 王娟萍女士 審核委員會 楊惠芳女士 （主席） 尚健先生 朱洪超先生 提名委員會 朱平先生 （主席） 尚健先生 楊惠芳女士 薪酬委員會 朱洪超先生 （主席） 楊惠芳女士 朱平先生 公司秘書 劉惠儀女士 註冊辦事處 中國 上海 自由貿易試驗區 張楊路828–838號（雙） 26G–3室 中國主要營業地點 中國 上海 浦東新區 世紀大道1198號 世紀匯一座7樓707單元 郵編200122 香港主要營業地點 香 ...

ALLEGRO CULTURE LIMITED (Stock Code 股份代號：550) 20 24 ANNUAL REPORT 年 報 Allegro Culture Limited ALLEGRO CULTURE LIMITED 律齊文化有限公司 (Incorporated in the Cayman Islands and continued in Bermuda with limited liability) (於開曼群島註冊成立並於百慕達繼續經營之有限公司) 律齊文化有限公司 www.allegroculture.com.hk 律齊文化有限公司 ANNUAL REPORT 2024 年 報 Room 1506, 15th Floor, Wing On Centre, 111 Connaught Road Central, Hong Kong 香港干諾道中111號永安中心15樓1506室 Contents 目錄 | Directors' Statement | 董事會致辭 | 2 | | --- | --- | --- | | Management Discussion and Analysis | ...

香港干諾道中111號永安中心15樓1506室 Contents 目錄 | Management Discussion and Analysis | 管理層討論與分析 | 2 | | --- | --- | --- | | Condensed Consolidated Statement of Profit or Loss and | 簡明綜合損益及其他全面收益表 | | | Other Comprehensive Income | | 11 | | Condensed Consolidated Statement of Financial Position | 簡明綜合財務狀況表 | 13 | | Condensed Consolidated Statement of Cash Flows | 簡明綜合現金流量表 | 15 | | Condensed Consolidated Statement of Changes in Equity | 簡明綜合權益變動表 | 17 | | Notes to the Condensed Consolidated Financial Statements | 簡明綜合財務報 ...

ALLEGRO CULTURE LIMITED 律齊文化有限公司 ALLEGRO CULTURE LIMITED 律齊文化有限公司 (formerly known as Kingkey Intelligence Culture Holdings Limited) (前稱京基智慧文化控股有限公司) (Incorporated in the Cayman Islands and continued in Bermuda with limited liability) (於開曼群島註冊成立並於百慕達繼續經營之有限公司) (Stock Code 股份代號：550) 2023 Annual Report | 年報 ALLEGRO CULTURE LIMITED 律齊文化有限公司 ANNUAL REPORT 2023 年 報 www.allegroculture.com.hk Room 1506, 15th Floor, Wing On Centre, 111 Connaught Road Central, Hong Kong 香港干諾道中111號永安中心15樓1506室 Contents 目錄 | Directors' ...

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之內容概不負責，對其準確 性或完整性亦不發表任何聲明，並明確表示，概不對因本公告全部或任何部份內容而產生或 因倚賴該等內容而引致的任何損失承擔任何責任。 CHINA OVERSEAS PROPERTY HOLDINGS LIMITED 中 海 物 業 集 團 有 限 公 司 ( 在開曼群島註冊成立的有限公司 ) (股份代號: 2669) 截至二零二五年六月三十日止六個月 之未經審核中期業績公佈 財務摘要 1. 截至二零二五年六月三十日止六個月，本集團新增管理建築面積（「在管面積」） 31.8百萬平方米，其中，84.0%來自獨立第三方，新簽合約總額約為人民幣2,257.8 百萬元。住宅項目及非住宅項目分別佔新增在管面積41.0%及59.0%，合約額分別 約達人民幣1,249.6百萬元及人民幣1,008.2百萬元。 2. 同時，本集團持續優化業務結構及項目治理，並退盤26.8百萬平方米。因此，於 二零二五年六月三十日，本集團的在管面積較去年年底增加5.0百萬平方米至436.1 百萬平方米。其中，來自獨立第三方及非住宅項目的在管建築面積佔比分別為 39.1%及 ...

www.sandschina.com www.sandschina.com 歡迎蒞臨金沙中國， 享受由 極盡奢華的 免稅購物樂趣、 上佳文娛設施 及 精緻餐飲 以至 世界級酒店套房 及 會展獎勵旅遊， 體驗無盡精彩。 | | 金沙中國有限公司 | | | --- | --- | --- | | | 目 錄 | | | 1. | 概覽 | 4 | | | 1.1 財務業績摘要 | 4 | | 2. | 業務審視 | 6 | | | 業務概覽及前景 | | | | 2.1 管理層的討論與分析 2.2 | 6 7 | | | 持份者資料 2.3 | 20 | | 3. | 企業管治 | 22 | | | 3.1 企業管治常規 | 22 | | | 3.2 證券交易的標準守則 | 22 | | | 3.3 董事會及董事會委員會成員組合 | 22 | | | 3.4 根據上市規則第13.51B(1)條 | | | | 披露董事資料 | 23 | | | 3.5 審核委員會審閱 | 23 | | | 3.6 董事及最高行政人員權益 | 24 | | | 3.7 主要股東權益 | 25 | | | 3.8 任何其他人士權益 ...

[Corporate Information](index=4&type=section&id=Corporate%20Information) [Corporate Overview](index=4&type=section&id=Corporate%20Information_Overview) This section lists the company's board members, committee compositions, company secretary, independent auditor, principal bankers, registered office, share registrar, Hong Kong head office, company website, and stock code. - The Board of Directors comprises two executive directors (Mr. Lo Ka Ming, Mr. Choi Pun Lap) and three independent non-executive directors (Mr. Leung Chun Yip, Mr. Foo Yan Ming, Ms. Lam Yuen Man)[10](index=10&type=chunk)[11](index=11&type=chunk) - The Audit Committee, Nomination Committee, and Remuneration Committee are all chaired by independent non-executive directors[10](index=10&type=chunk)[11](index=11&type=chunk) - The Company's stock code is **8366**, and it is listed on GEM of the HKEX[14](index=14&type=chunk) [Highlights](index=6&type=section&id=Highlights) [Financial Performance Highlights](index=6&type=section&id=Highlights_FinancialPerformance) This section summarizes the company's key financial indicators for the fiscal year ended April 30, 2025, including revenue, gross profit, earnings/(loss) per share, and net profit/(loss), with a comparison to the previous fiscal year. 2024/25 Fiscal Year Key Financial Data Comparison | Indicator | FY2024/25 (HK$ million) | FY2023/24 (HK$ million) | Change | | :--- | :--- | :--- | :--- | | Revenue | 279.93 | 302.10 | -7.34% | | Gross Profit | 6.11 | 5.76 | +5.90% | | Earnings/(Loss) Per Share | 0.06 HK cents | (0.02 HK cents) | Turned from loss to profit | | Net Profit/(Loss) | 1.01 | 0.35 | Turned from loss to profit | [Management Discussion and Analysis](index=7&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review and Outlook](index=7&type=section&id=Management%20Discussion%20and%20Analysis_BusinessReviewAndOutlook) The Group primarily engages in slope works, foundation works, and other general building works in Hong Kong, anticipating demand from the government's continuous increase in infrastructure projects despite a challenging competitive environment. - The Group's main business involves slope works, foundation works, and other general building works in Hong Kong, with its principal operating subsidiary, Fraser Construction Company Limited, being an approved specialist contractor for public works by the Hong Kong Government[17](index=17&type=chunk)[19](index=19&type=chunk) - Hong Kong construction companies face severe competition, slower approval of public works funding, and higher subcontracting fees and overall operating costs[18](index=18&type=chunk)[20](index=20&type=chunk) - The Board is cautiously optimistic about the Hong Kong slope works industry, expecting increased demand for slope works due to public safety concerns from the Hong Kong Government's continuous increase in construction and infrastructure projects[23](index=23&type=chunk)[26](index=26&type=chunk) [Financial Review](index=8&type=section&id=Management%20Discussion%20and%20Analysis_FinancialReview) For the year ended April 30, 2025, the Group's revenue decreased by 7.34% to HK$279.93 million, but net profit turned from loss to profit, primarily due to increased site supervision fee income and improved gross margin. Revenue and Gross Profit Changes | Indicator | FY2025 (HK$ million) | FY2024 (HK$ million) | Change (HK$ million) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Revenue | 279.93 | 302.10 | (22.17) | -7.34% | | Direct Costs | (273.83) | (296.34) | 22.51 | -7.60% | | Gross Profit | 6.10 | 5.76 | 0.34 | +5.90% | | Gross Profit Margin | 2.18% | 1.91% | +0.27% | - | - Slope works revenue decreased by approximately **7.33% to HK$279.67 million**, and foundation works revenue decreased by approximately **10.34% to HK$0.26 million**, mainly due to a reduction in total contract value and number of projects[30](index=30&type=chunk)[33](index=33&type=chunk) Other Income and Administrative Expenses Changes | Indicator | FY2025 (HK$ million) | FY2024 (HK$ million) | Change (HK$ million) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Other Income and Other Gains | 2.67 | 1.85 | 0.82 | +44.32% | | Administrative Expenses | (6.46) | (7.23) | 0.77 | -10.65% | | Finance Costs | (1.44) | (1.08) | (0.36) | +33.33% | - Net profit attributable to owners of the Company for the year ended April 30, 2025, was approximately **HK$1.01 million**, compared to a loss of HK$0.35 million in the same period of 2024, primarily due to increased site supervision fee income[15](index=15&type=chunk)[50](index=50&type=chunk) - The Board does not recommend the payment of a final dividend for the year ended April 30, 2025 (2024: nil)[46](index=46&type=chunk)[51](index=51&type=chunk) [Liquidity and Financial Resources](index=12&type=section&id=Management%20Discussion%20and%20Analysis_LiquidityAndFinancialResources) As of April 30, 2025, the Group's current assets were HK$62.32 million and current liabilities were HK$84.33 million, resulting in a current ratio of 0.74, with a negative debt-to-equity ratio due to equity in deficit. Liquidity and Financial Resources Overview | Indicator | April 30, 2025 (HK$ million) | April 30, 2024 (HK$ million) | Change (HK$ million) | | :--- | :--- | :--- | :--- | | Current Assets | 62.32 | 64.31 | (1.99) | | Of which: Cash and Cash Equivalents | 36.04 | 33.83 | 2.21 | | Of which: Trade and Other Receivables | 14.35 | 18.25 | (3.90) | | Current Liabilities | 84.33 | 87.52 | (3.19) | | Of which: Trade and Other Payables | 67.46 | 73.51 | (6.05) | | Current Ratio | 0.74 | 0.73 | +0.01 | - As of April 30, 2025, the Group's debt-to-equity ratio was approximately **negative 257.37%** (2024: approximately negative 220.67%), primarily due to the Group's equity being in deficit[56](index=56&type=chunk)[57](index=57&type=chunk)[61](index=61&type=chunk) - As of April 30, 2025, the Group had no pledged assets (2024: nil)[55](index=55&type=chunk)[60](index=60&type=chunk) [Foreign Exchange Exposure](index=13&type=section&id=Management%20Discussion%20and%20Analysis_ForeignExchangeExposure) The Group's majority of transactions, assets, and liabilities are denominated in Hong Kong Dollars, thus it did not face significant foreign exchange risk for the year ended April 30, 2025. - The Group's majority of transactions, assets, and liabilities are denominated in Hong Kong Dollars, and it did not face significant foreign exchange risk for the year ended April 30, 2025[63](index=63&type=chunk)[69](index=69&type=chunk) [Capital Commitments](index=13&type=section&id=Management%20Discussion%20and%20Analysis_CapitalCommitments) As of April 30, 2025, the Group had no significant capital commitments. - As of April 30, 2025, the Group had no significant capital commitments (2024: nil)[64](index=64&type=chunk)[70](index=70&type=chunk) [Employees and Remuneration Policy](index=13&type=section&id=Management%20Discussion%20and%20Analysis_EmployeesAndRemunerationPolicy) As of April 30, 2025, the Group had 70 employees, with staff costs of approximately HK$3.77 million, and reviews its remuneration policy annually based on individual performance. Employee Count and Staff Costs | Indicator | April 30, 2025 | April 30, 2024 | Change | | :--- | :--- | :--- | :--- | | Employee Count | 70 | 73 | -3 | | Staff Costs (HK$ million) | 3.77 | 4.09 | -0.32 | - The Group reviews its employee remuneration policy and benefits annually, granting salary increases and discretionary bonuses based on individual performance assessments[65](index=65&type=chunk)[71](index=71&type=chunk) [Significant Investments, Major Acquisitions or Disposals of Subsidiaries and Affiliates, and Plans for Major Investments or Capital Assets](index=13&type=section&id=Management%20Discussion%20and%20Analysis_SignificantInvestments) As of April 30, 2025, the Group had no other plans for significant investments or capital assets. - As of April 30, 2025, the Group had no other plans for significant investments or capital assets[67](index=67&type=chunk)[72](index=72&type=chunk) [Contingent Liabilities](index=13&type=section&id=Management%20Discussion%20and%20Analysis_ContingentLiabilities) As of April 30, 2025, the Group had no significant contingent liabilities. - As of April 30, 2025, the Group had no significant contingent liabilities (2024: nil)[68](index=68&type=chunk)[73](index=73&type=chunk) [Capital Structure](index=14&type=section&id=Management%20Discussion%20and%20Analysis_CapitalStructure) For the year ended April 30, 2025, there was no change in the Company's capital structure, with a total of 1,577,200,000 issued shares at a par value of HK$0.01 per share. - For the years ended April 30, 2025 and 2024, there was no change in the Company's capital structure[75](index=75&type=chunk)[77](index=77&type=chunk) Issued Share Capital | Indicator | April 30, 2025 | April 30, 2024 | | :--- | :--- | :--- | | Issued Share Capital (HK$ million) | 15.77 | 15.77 | | Number of Issued Ordinary Shares (shares) | 1,577,200,000 | 1,577,200,000 | | Par Value Per Share (HK$) | 0.01 | 0.01 | [Principal Risks and Uncertainties](index=14&type=section&id=Management%20Discussion%20and%20Analysis_PrincipalRisksAndUncertainties) The Group faces principal risks including reliance on non-recurring government contracts, challenges in retaining key personnel, and potential adverse impacts from project delays. - The Group's past revenue was largely generated from non-recurring contracts awarded by the Hong Kong Government and statutory bodies, and a reduction in government spending could significantly impact financial performance[79](index=79&type=chunk) - The Group relies on its senior management and in-house engineers, and failure to retain staff could adversely affect business operations[79](index=79&type=chunk) - Any delays in the Group's projects could affect cash flow and adversely impact business and reputation[79](index=79&type=chunk) [Compliance with Laws and Regulations](index=15&type=section&id=Management%20Discussion%20and%20Analysis_ComplianceWithLawsAndRegulations) The Group's business primarily operates in Hong Kong and complies with relevant Hong Kong laws and regulations, with no material breaches reported as of the report date. - The Group's business is primarily conducted by its Hong Kong subsidiaries and complies with relevant Hong Kong laws and regulations[81](index=81&type=chunk)[85](index=85&type=chunk) - For the year ended April 30, 2025, and up to the date of this announcement, the Group had no material breaches of relevant current Hong Kong laws and regulations[81](index=81&type=chunk)[85](index=85&type=chunk) [Relationship with Stakeholders](index=15&type=section&id=Management%20Discussion%20and%20Analysis_RelationshipWithStakeholders) The Group maintains long-term relationships with clients, selects suppliers and subcontractors from an approved list without major disputes, and values employees by offering competitive remuneration and training. - The Group's clients primarily include Hong Kong government departments (e.g., Civil Engineering and Development Department, Lands Department), public bodies like the Hong Kong Housing Authority, and private companies[82](index=82&type=chunk)[86](index=86&type=chunk) - The Group maintains business relationships ranging from one to over ten years with most of its major clients[83](index=83&type=chunk)[86](index=86&type=chunk) - The Group maintains an internal list of approved subcontractors and selects them based on experience, scheduling, and fee quotations; no significant difficulties or disputes were encountered in procuring materials or appointing subcontractors during the year[88](index=88&type=chunk)[89](index=89&type=chunk)[94](index=94&type=chunk) - The Group offers competitive remuneration to attract and retain employees, regularly reviews compensation, and emphasizes employee training and development[90](index=90&type=chunk)[95](index=95&type=chunk) [Projects During the Year](index=16&type=section&id=Management%20Discussion%20and%20Analysis_ProjectDuringTheYear) For the years ended April 30, 2025 and 2024, the Group had no new significant projects. - For the years ended April 30, 2025 and 2024, the Group had no new significant projects[91](index=91&type=chunk)[96](index=96&type=chunk) [Material Uncertainty Related to Going Concern](index=16&type=section&id=Management%20Discussion%20and%20Analysis_MaterialUncertaintyRelatedToGoingConcern) As of April 30, 2025, the Group's net current liabilities and net liabilities were approximately HK$22,007,000 and HK$21,633,000 respectively, indicating a material uncertainty regarding its ability to continue as a going concern. Net Liabilities Situation | Indicator | April 30, 2025 (HK$) | April 30, 2024 (HK$) | | :--- | :--- | :--- | | Net Current Liabilities | 22,007,000 | 23,201,000 | | Net Liabilities | 21,633,000 | 22,643,000 | - These conditions indicate a material uncertainty that may cast significant doubt on the Group's ability to continue as a going concern[92](index=92&type=chunk)[97](index=97&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=16&type=section&id=Management%20Discussion%20and%20Analysis_PurchaseSaleOrRedemptionOfListedSecurities) For the year ended April 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 April 30, 2025, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[93](index=93&type=chunk)[98](index=98&type=chunk) [Biographical Details of Directors and Senior Management](index=17&type=section&id=Biographical%20Details%20of%20Directors%20and%20Senior%20Management) [Executive Directors](index=17&type=section&id=Biographical%20Details%20of%20Directors%20and%20Senior%20Management_ExecutiveDirectors) This section provides biographical details of the two executive directors, Mr. Lo Ka Ming and Mr. Choi Pun Lap, including their age, appointment date, professional experience, academic qualifications, and other listed company directorships. - Mr. Lo Ka Ming (64 years old) was appointed on July 5, 2022, possesses over thirty years of experience in construction and property development, holds an MBA from The Chinese University of Hong Kong and a Bachelor of Architecture from The University of Hong Kong, and is a Chartered Quantity Surveyor of the Royal Institution of Chartered Surveyors and a member of the Hong Kong Institute of Surveyors[101](index=101&type=chunk)[102](index=102&type=chunk)[104](index=104&type=chunk) - Mr. Choi Pun Lap (47 years old) was appointed on September 30, 2021, has extensive experience in corporate finance transactions in Hong Kong, is a Fellow of the Hong Kong Institute of Certified Public Accountants, a member of CPA Australia, and holds a Master of Laws (Chinese Business Law) from Hong Kong Metropolitan University[105](index=105&type=chunk)[106](index=106&type=chunk)[107](index=107&type=chunk)[108](index=108&type=chunk)[109](index=109&type=chunk) [Independent Non-Executive Directors](index=19&type=section&id=Biographical%20Details%20of%20Directors%20and%20Senior%20Management_IndependentNonExecutiveDirectors) This section provides biographical details of the three independent non-executive directors, Mr. Leung Chun Yip, Mr. Foo Yan Ming, and Ms. Lam Yuen Man, including their age, appointment date, professional experience, academic qualifications, and other listed company directorships. - Mr. Leung Chun Yip (42 years old) was appointed on October 21, 2021, has over 19 years of experience in finance and asset management, and is a Certified Financial Risk Manager (FRM) and a Certified ESG Analyst (CESGA)[112](index=112&type=chunk)[113](index=113&type=chunk)[115](index=115&type=chunk) - Mr. Foo Yan Ming (60 years old) was appointed on October 21, 2021, has over 30 years of experience in accounting, auditing, internal control, and financial management, and is a Fellow of the Association of Chartered Certified Accountants[116](index=116&type=chunk)[117](index=117&type=chunk)[119](index=119&type=chunk)[120](index=120&type=chunk) - Ms. Lam Yuen Man (55 years old) has over 20 years of experience in company secretarial matters, auditing, treasury, and finance, is a Fellow of the Association of Chartered Certified Accountants, and holds a Bachelor of Arts in Accountancy from The Hong Kong Polytechnic University[122](index=122&type=chunk)[124](index=124&type=chunk)[125](index=125&type=chunk)[126](index=126&type=chunk) [Senior Management](index=22&type=section&id=Biographical%20Details%20of%20Directors%20and%20Senior%20Management_SeniorManagement) This section provides biographical details of senior management members Mr. Yu Sik Man (Project Director) and Mr. Lee Ho Cheong (Senior Project Manager), including their professional experience, academic qualifications, and professional designations. - Mr. Yu Sik Man is the founder and Project Director of the Group, with over 40 years of experience in the Hong Kong construction industry, holds a Bachelor of Civil Engineering from McGill University, Canada, and is a Chartered Engineer of the Engineering Council, UK[127](index=127&type=chunk)[128](index=128&type=chunk)[129](index=129&type=chunk)[131](index=131&type=chunk)[132](index=132&type=chunk) - Mr. Lee Ho Cheong is a Senior Project Manager, joined the Group in July 2000, has over 28 years of experience in the Hong Kong construction industry, and holds a Certificate and Higher Certificate in Civil Engineering[135](index=135&type=chunk)[136](index=136&type=chunk)[137](index=137&type=chunk) [Corporate Governance Report](index=24&type=section&id=Corporate%20Governance%20Report) [Corporate Governance Practices](index=24&type=section&id=Corporate%20Governance%20Report_CorporateGovernancePractices) The Board is committed to maintaining and implementing stringent corporate governance, promoting effective internal controls, and upholding high standards of ethics, transparency, accountability, and integrity to safeguard shareholders' interests and enhance corporate value. - The Board is committed to maintaining and implementing stringent corporate governance, promoting effective internal controls, and upholding high standards of ethics, transparency, accountability, and integrity[138](index=138&type=chunk)[140](index=140&type=chunk) - Good corporate governance is an indispensable framework for the Company to safeguard shareholders' interests, enhance corporate value, and formulate its business strategies and policies[138](index=138&type=chunk)[140](index=140&type=chunk) [Code of Conduct Regarding Securities Transactions by Directors](index=24&type=section&id=Corporate%20Governance%20Report_CodeOfConductRegardingSecuritiesTransactionsByDirectors) The Company has adopted a code of conduct for securities transactions by directors, no less stringent than required by the GEM Listing Rules, and all directors have confirmed compliance for the year ended April 30, 2025. - The Company has adopted a code of conduct for securities transactions by directors, with terms no less stringent than the required standards under Rules 5.48 to 5.67 of the GEM Listing Rules[139](index=139&type=chunk)[141](index=141&type=chunk)[148](index=148&type=chunk)[152](index=152&type=chunk) - All directors have confirmed compliance with the code of conduct for the year ended April 30, 2025, and the Company found no instances of non-compliance by relevant employees with the securities dealing code[139](index=139&type=chunk)[141](index=141&type=chunk)[149](index=149&type=chunk)[152](index=152&type=chunk) [Corporate Governance Code](index=25&type=section&id=Corporate%20Governance%20Report_CorporateGovernanceCode) The Company complied with the applicable code provisions of the Corporate Governance Code during the year, with two deviations related to the separation of Chairman and Chief Executive roles and meetings with INEDs, due to no Chairman being appointed. - The Company complied with the applicable code provisions of the Corporate Governance Code during the year, except for deviations from Code Provisions A.2.1 and A2.7[143](index=143&type=chunk)[146](index=146&type=chunk) - Deviation from A.2.1: The Company has no Chairman and Chief Executive, with these roles currently jointly held by executive directors, but the Board believes this arrangement still ensures prompt decision-making[144](index=144&type=chunk)[146](index=146&type=chunk) - Deviation from A2.7: No Chairman was appointed during the year, thus no meetings were arranged between the Chairman and independent non-executive directors without other directors present[145](index=145&type=chunk)[147](index=147&type=chunk) [Board of Directors](index=26&type=section&id=Corporate%20Governance%20Report_BoardOfDirectors) The Board oversees the Group's business, strategic decisions, and performance, ensuring effective internal controls and risk management, and promoting integrity, with a balanced composition of executive and independent non-executive directors. - The Board is responsible for overseeing the Group's business, strategic decisions, and performance, making objective decisions in the best interests of the Company, and ensuring the establishment of sound internal control and risk management systems[150](index=150&type=chunk)[153](index=153&type=chunk)[177](index=177&type=chunk)[178](index=178&type=chunk) - Board members generally agree that the Board operates well and are satisfied with its composition and efficiency[151](index=151&type=chunk)[154](index=154&type=chunk) - The Group has adopted an anti-corruption and whistleblowing policy to uphold a tradition of integrity in its operations[156](index=156&type=chunk)[158](index=158&type=chunk) Board Composition | Category | Members | | :--- | :--- | | Executive Directors | Mr. Lo Ka Ming, Mr. Choi Pun Lap | | Independent Non-Executive Directors | Mr. Leung Chun Yip, Ms. Lam Yuen Man, Mr. Foo Yan Ming | [Independent Non-Executive Directors](index=29&type=section&id=Corporate%20Governance%20Report_IndependentNonExecutiveDirectors) Independent Non-Executive Directors (INEDs) ensure high standards of regulatory reporting and independent judgment, with their number and expertise meeting GEM Listing Rules requirements, and the Company provides mechanisms for independent advice. - Independent non-executive directors are responsible for ensuring the Company's regulatory reporting meets high standards and providing balance on the Board for effective independent judgment on company conduct and operations[179](index=179&type=chunk) - For the year ended April 30, 2025, the Board included three independent non-executive directors, constituting more than one-third of the Board, with at least one possessing appropriate professional qualifications or expertise in accounting or relevant financial management, meeting GEM Listing Rules requirements[165](index=165&type=chunk)[166](index=166&type=chunk)[168](index=168&type=chunk) - The Company has established mechanisms to ensure the Board has access to independent advice and information, including directors seeking professional advice from external independent parties such as legal advisors and auditors[167](index=167&type=chunk)[168](index=168&type=chunk)[179](index=179&type=chunk) [Confirmation of Independence](index=30&type=section&id=Corporate%20Governance%20Report_ConfirmationOfIndependence) The current independent non-executive directors have submitted annual confirmations of independence in accordance with Rule 5.09 of the GEM Listing Rules, and the Company considers all independent non-executive directors to be independent. - The current independent non-executive directors have submitted their annual confirmations of independence in accordance with Rule 5.09 of the GEM Listing Rules, and the Company considers all independent non-executive directors to be independent[170](index=170&type=chunk)[174](index=174&type=chunk) [Appointment/Re-election of Directors](index=30&type=section&id=Corporate%20Governance%20Report_AppointmentReElectionOfDirectors) All directors, including independent non-executive directors, are appointed for a three-year term and are subject to retirement by rotation and re-election in accordance with the Company's articles of association. - All directors, including independent non-executive directors, are appointed for a three-year term[171](index=171&type=chunk)[175](index=175&type=chunk) - In accordance with Article 108 of the Articles of Association, one-third of the directors shall retire by rotation at each annual general meeting, provided that each director shall retire by rotation at least once every three years and shall be eligible for re-election[172](index=172&type=chunk)[175](index=175&type=chunk) [Responsibilities and Accountabilities of Directors](index=31&type=section&id=Corporate%20Governance%20Report_ResponsibilitiesAndAccountabilitiesOfDirectors) The Board is collectively responsible for leading and controlling the Company's affairs, formulating strategy, monitoring performance, and ensuring sound internal control and risk management systems, with directors having access to information and independent advice, and covered by liability insurance. - The Board is responsible for leading and controlling the Company, and is collectively responsible for directing and supervising the Company's affairs, leading and guiding management by formulating strategy and overseeing its implementation, monitoring the Group's operational and financial performance, and ensuring the establishment of sound internal control and risk management systems[177](index=177&type=chunk)[178](index=178&type=chunk)[181](index=181&type=chunk)[183](index=183&type=chunk) - All directors have full and timely access to all Company information and may, when appropriate, seek independent professional advice at the Company's expense[179](index=179&type=chunk)[183](index=183&type=chunk) - The Company has arranged appropriate insurance for the liabilities of directors and senior officers for any legal actions taken against them due to company activities[182](index=182&type=chunk)[184](index=184&type=chunk) [Directors' Continuing Professional Development Programme](index=32&type=section&id=Corporate%20Governance%20Report_DirectorsContinuingProfessionalDevelopmentProgramme) Directors must stay informed of regulatory developments to effectively discharge their duties, with formal training for new appointees and encouragement for all to participate in ongoing professional development at the Company's expense. - Directors must stay informed of regulatory developments and changes to effectively discharge their duties and ensure their appropriate contribution to the Board[185](index=185&type=chunk)[189](index=189&type=chunk) - Each newly appointed director will receive formal, comprehensive, and tailored training, and all directors will be informed of the latest developments in statutory and regulatory requirements[186](index=186&type=chunk)[187](index=187&type=chunk)[189](index=189&type=chunk) - All directors should continuously participate in appropriate professional development to develop and update their knowledge and skills, and are encouraged to attend relevant training courses, with costs borne by the Company[188](index=188&type=chunk)[189](index=189&type=chunk) [Board Diversity Policy](index=32&type=section&id=Corporate%20Governance%20Report_BoardDiversityPolicy) The Company adopted a Board Diversity Policy since its listing date, aiming to enhance Board performance across various measurable aspects, with the Nomination Committee monitoring its implementation and confirming objectives achieved. - The Company adopted a Board Diversity Policy since its listing date, aiming to enhance the quality of Board performance across measurable aspects such as gender, age, cultural and educational background, professional experience, skills, knowledge, and length of service[191](index=191&type=chunk)[192](index=192&type=chunk)[194](index=194&type=chunk) - The Nomination Committee is responsible for monitoring the implementation of the Board Diversity Policy and believes the Group has achieved its policy objectives for the year ended April 30, 2025[193](index=193&type=chunk)[194](index=194&type=chunk) Board Composition Diversity Overview (as of the report date) | Indicator | Executive Directors | Independent Non-Executive Directors | Total | | :--- | :--- | :--- | :--- | | Gender: Male | 2 | 2 | 4 | | Gender: Female | 0 | 1 | 1 | | Ethnicity: Chinese | 2 | 3 | 5 | | Age Group: 41-50 years | 1 | 1 | 2 | | Age Group: 51-60 years | 0 | 2 | 2 | | Age Group: 61-70 years | 1 | 0 | 1 | | Board Service Tenure: 0-3 years | 2 | 3 | 5 | | Board Service Tenure: 3-6 years | 0 | 0 | 0 | [Corporate Governance Structure](index=34&type=section&id=Corporate%20Governance%20Report_CorporateGovernanceStructure) The Company has established a corporate governance structure comprising the Board, Audit Committee, Remuneration Committee, and Nomination Committee, each with written terms of reference to assist the Board in overseeing management functions. - The Company's corporate governance structure comprises the Board, Audit Committee, Remuneration Committee, and Nomination Committee[197](index=197&type=chunk)[198](index=198&type=chunk) - Each committee has established written terms of reference, published on the Group's website and the Stock Exchange's website[197](index=197&type=chunk)[198](index=198&type=chunk) [Board and General Meetings](index=35&type=section&id=Corporate%20Governance%20Report_BoardAndGeneralMeetings) The Board holds at least four regular meetings annually, with minutes detailing matters considered and decisions made, and an Annual General Meeting was held on October 18, 2024. - The Board shall hold at least four regular meetings annually, approximately once per quarter[203](index=203&type=chunk)[207](index=207&type=chunk) - Notices for certain regular Board meetings were issued less than fourteen days in advance, but were held with the consent of all directors at the time[203](index=203&type=chunk)[207](index=207&type=chunk) 2024 Board and Committee Meeting Attendance | Director | Annual General Meeting | Audit Committee Meetings | Board Meetings | Nomination Committee Meetings | Remuneration Committee Meetings | | :--- | :--- | :--- | :--- | :--- | :--- | | Number of Meetings | 1 | 3 | 4 | 2 | 1 | | Mr. Choi Pun Lap | 1/1 | Not Applicable | 4/4 | Not Applicable | Not Applicable | | Mr. Lo Ka Ming | 1/1 | Not Applicable | 4/4 | Not Applicable | Not Applicable | | Mr. Foo Yan Ming | 1/1 | 3/3 | 4/4 | 2/2 | 1/1 | | Mr. Leung Chun Yip | 1/1 | 3/3 | 4/4 | 2/2 | 1/1 | | Ms. Lam Yuen Man | 0/1 | 0/3 | 1/4 | 0/2 | 0/1 | - Minutes of Board meetings and Board committee meetings are drafted by the company secretary and fully record the details of matters considered and decisions reached[204](index=204&type=chunk)[207](index=207&type=chunk