股份代號： （於開曼群島註冊成立的有限公司） 2024/2025 年 報 目錄 2 公司資料 3 致股東的話 5 管理層討論及分析 10 董事及高級管理層履歷 13 企業管治報告 26 環境、社會及管治報告 50 董事會報告 59 獨立核數師報告 62 綜合損益及其他全面收益表 63 綜合財務狀況表 65 綜合權益變動表 66 綜合現金流量表 68 綜合財務報表附註 113 財務摘要 114 釋義 2024 ╱2025年報 2 審核委員會 霍志權先生 （主席） 楊文豪先生 陳秋燕女士 薪酬委員會 陳秋燕女士 （主席） 楊文豪先生 霍志權先生 Daniel Tay先生 黃志達先生 提名委員會 楊文豪先生 （主席） 陳秋燕女士 霍志權先生 公司資料 董事會 執行董事 Daniel Tay先生 黃志達先生 （行政總裁） 獨立非執行董事 霍志權先生 （主席） 楊文豪先生 陳秋燕女士 公司秘書 董穎怡女士 授權代表 黃志達先生 董穎怡女士 註冊辦事處 Cricket Square, Hutchins Drive P.O. Box 2681 Grand Cayman, KY1-1111 Cayman Islands 總部 ...

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。 PACIFIC CENTURY PREMIUM DEVELOPMENTS LIMITED 盈科大衍地產發展有限公司* （於百慕達註冊成立的有限公司） （股份代號：00432） 截至2025年6月30日止六個月中期業績公告 盈科大衍地產發展有限公司（「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」）截 至2025年6月30日止六個月之未經審核綜合業績。本中期財務資料乃未經審核，惟已經由本公司的審核 委員會及本公司獨立核數師根據香港會計師公會頒佈的《香港審閱委聘準則》2410號「由實體獨立核數師 執行中期財務資料審閱工作」審閱。 摘要 日本的物業發展 日本北海道二世古花園柏悅居至今已售出或預留一百一十一個單位。 截至2025年6月30日止六個月，本集團自日本的物業發展錄得港幣1.02億元收入，而2024年同期並無同類 收入。 泰國的物業發展及高爾夫球業務 – 1 – ‧ 綜合收入增加百分 ...

Company Information [Company and Board Members](index=3&type=section&id=Company%20and%20Board%20Members) This section details the company's registration, principal business locations, banking relationships, and lists Board and committee members with their changes - The company's Board of Directors and various committees experienced significant personnel changes during the reporting period, including appointments, retirements, and resignations of multiple directors[5](index=5&type=chunk) - The company's headquarters are in Hong Kong, with principal operations in Jiaxing, Zhejiang, China, and maintains banking relationships in Hong Kong and mainland China[6](index=6&type=chunk) Financial Highlights [Financial Highlights](index=4&type=section&id=Financial%20Highlights) In FY2025, group revenue surged **87.0%** to **HKD 117 million** driven by new smartphone distribution, but gross profit declined, margin dropped from **39.6% to 13.6%**, and loss attributable to owners widened **82.6% to HKD 32.5 million** Financial Highlights (Year Ended March 31) | Metric (Year Ended March 31) | 2025 | 2024 | | :--- | :--- | :--- | | **Performance** | | | | Revenue (HKD Thousands) | 116,933 | 62,581 | | Gross Profit (HKD Thousands) | 15,909 | 24,757 | | Gross Margin (%) | 13.6 | 39.6 | | Loss for the Year (HKD Thousands) | (35,831) | (17,768) | | Basic Loss Per Share (HKD) | (0.08) | (0.06) | | **Liquidity and Gearing Ratio (As of March 31)** | | | | Current Ratio | 1.3 | 1.3 | | Gearing Ratio (%) | 30.5 | 12.4 | | **Operating Cash Flow** | | | | Net Cash Used in Operating Activities (HKD Thousands) | (38,192) | (17,478) | - Group revenue increased **87.0%** year-on-year, from approximately **HKD 62.6 million** to approximately **HKD 116.9 million**[10](index=10&type=chunk) - Group gross profit decreased by approximately **HKD 8.9 million** year-on-year to **HKD 15.9 million**, with gross margin falling from **39.6% to 13.6%**[10](index=10&type=chunk) - Loss attributable to owners of the company increased **82.6%** year-on-year, from approximately **HKD 17.8 million** to **HKD 32.5 million**[10](index=10&type=chunk) Chairman's Statement [Chairman's Statement](index=6&type=section&id=Chairman's%20Statement) Despite macroeconomic challenges, the Group achieved **87% revenue growth** driven by smartphone distribution, contributing **73.4%** of total revenue, though new and building intelligence segments incurred losses due to competition, while control systems remained profitable, with future focus on strategic investments and fundraising for international development - In FY2025, group revenue reached approximately **HKD 116.9 million**, a significant increase from the previous fiscal year, primarily driven by the smartphone distribution segment, which contributed **HKD 85.8 million** in revenue, accounting for **73.4%** of total revenue[12](index=12&type=chunk) - The smartphone distribution and building intelligence segments recorded losses due to intense market competition, while the control systems segment remained profitable[13](index=13&type=chunk) - The Group will continue to explore fundraising opportunities, focusing on potential international development to deliver long-term sustainable returns to shareholders[13](index=13&type=chunk) Management Discussion and Analysis [Business Review](index=7&type=section&id=Business%20Review) The Group operates four businesses: control systems, building intelligence, data centers, and smartphone distribution; in FY2025, smartphone distribution became the main revenue source but incurred losses, building intelligence sales declined turning to loss, control systems profit grew due to credit loss reversal, and data center operations scaled down with reduced losses [Control Systems Business](index=7&type=section&id=Control%20Systems%20Business) The control systems business provides automation solutions across various industries; in FY2025, external revenue decreased to **HKD 29.5 million**, but segment profit significantly increased from **HKD 0.5 million to HKD 8.7 million**, primarily due to the reversal of expected credit loss provisions Control Systems Business Performance | Metric | FY2025 (HKD Millions) | FY2024 (HKD Millions) | | :--- | :--- | :--- | | External Revenue | 29.5 | 38.0 | | Segment Profit | 8.7 | 0.5 | [Building Intelligence Business](index=7&type=section&id=Building%20Intelligence%20Business) The building intelligence business offers visual intercom, surveillance, and smart home systems; in FY2025, sales revenue plummeted from **HKD 24.3 million to HKD 1.6 million** due to weak consumer spending and operating cost pressures, with segment results shifting from a **HKD 3.6 million profit to a HKD 11.9 million loss** Building Intelligence Business Performance | Metric | FY2025 (HKD Millions) | FY2024 (HKD Millions) | | :--- | :--- | :--- | | Revenue | 1.6 | 24.3 | | Segment (Loss)/Profit | (11.9) | 3.6 | [Data Center Business](index=8&type=section&id=Data%20Center%20Business) The data center business provides IT infrastructure leasing and hosting services; due to strategic resource reallocation towards smartphone distribution, its scale reduced, with FY2025 revenue dropping to **HKD 12,000** and segment loss significantly narrowing from **HKD 11.7 million to HKD 18,000** Data Center Business Performance | Metric | FY2025 (HKD) | FY2024 (HKD Millions) | | :--- | :--- | :--- | | Revenue | 12,000 | 0.2 | | Segment Loss | 18,000 | 11.7 | [Smartphone Distribution Business](index=8&type=section&id=Smartphone%20Distribution%20Business) Launched in July 2024, this new business primarily distributes Xiaomi products, achieving **HKD 85.9 million** in sales revenue in FY2025, but recorded a segment loss of **HKD 9.3 million** due to its early development stage and intense market competition Smartphone Distribution Business Performance | Metric | FY2025 (HKD Millions) | | :--- | :--- | | Revenue | 85.9 | | Segment Loss | 9.3 | [Business Outlook and Strategies](index=8&type=section&id=Business%20Outlook%20and%20Strategies) The Group anticipates ongoing macroeconomic challenges, with building intelligence and control systems affected by weak demand and competition, and smartphone distribution not yet profitable; strategies include cost control, leveraging technology, exploring manufacturing relocation to Australia to mitigate geopolitical risks, and seeking new ICT business opportunities - China's economy faces adverse factors such as high inflation, high interest rates, and strained Sino-US relations, suppressing consumer demand and business investment, impacting the Group's overall performance[22](index=22&type=chunk) - The Group is actively exploring the possibility of relocating manufacturing operations back to Australia to address geopolitical tensions and US tariff impacts, thereby accessing markets cautious of Chinese products[23](index=23&type=chunk) - The Group will continue to explore other business activities in the information and communication technology sector, preparing for future recovery and growth through stringent cost control and exploring potential industries like 5G and IoT[25](index=25&type=chunk) [Financial Review](index=9&type=section&id=Financial%20Review) In FY2025, total group revenue increased **87.0%** year-on-year to **HKD 116.9 million**, primarily due to the new smartphone distribution business; however, its low gross margin led to an overall group gross margin decline from **39.6% to 13.6%**, while loss attributable to owners expanded from **HKD 17.8 million to HKD 32.5 million** Revenue by Business Segment | Business Segment | 2025 Revenue (HKD Thousands) | Proportion (%) | 2024 Revenue (HKD Thousands) | Proportion (%) | | :--- | :--- | :--- | :--- | :--- | | Control Systems | 29,499 | 25.2 | 38,030 | 60.8 | | Building Intelligence | 1,553 | 1.4 | 24,305 | 38.8 | | Data Center | 12 | – | 246 | 0.4 | | Smartphone Distribution | 85,869 | 73.4 | – | – | | **Total** | **116,933** | **100.0** | **62,581** | **100.0** | - Gross profit decreased from **HKD 24.8 million** to **HKD 15.9 million**, with gross margin falling from **39.6% to 13.6%**, primarily due to the lower gross margin of the newly launched smartphone distribution business[29](index=29&type=chunk) - Loss attributable to owners of the company increased **82.6%** from **HKD 17.8 million** to **HKD 32.5 million**, mainly due to approximately **HKD 9.2 million** in fair value losses on financial assets and approximately **HKD 4.9 million** in share-based payment expenses[37](index=37&type=chunk) - Administrative and other operating expenses increased from **HKD 27.5 million** to **HKD 36.0 million**, primarily due to higher staff costs and increased share-based payment expenses[33](index=33&type=chunk) [Capital Structure, Liquidity, and Financial Resources](index=11&type=section&id=Capital%20Structure%2C%20Liquidity%2C%20and%20Financial%20Resources) To support operations and business expansion, the Group completed two fundraising activities in FY2025: a share placement in March 2024 raising approximately **HKD 23.8 million** net for general working capital, and a subscription in November 2024 raising approximately **HKD 20.7 million** net for smartphone inventory and administrative operations; as of year-end, the current ratio remained at **1.3**, but the gearing ratio increased from **15.3% to 30.5%** - A placement of **60,000,000** shares was completed in March 2024, raising net proceeds of approximately **HKD 23.8 million**, fully utilized for general working capital, including staff salaries, leases, and professional fees[39](index=39&type=chunk)[40](index=40&type=chunk)[41](index=41&type=chunk) - A subscription for **74,176,000** shares was completed in November 2024, raising net proceeds of approximately **HKD 20.7 million**, fully utilized for purchasing smartphone inventory for the distribution business and the Group's administrative working capital[41](index=41&type=chunk)[43](index=43&type=chunk) - As of March 31, 2025, the Group's current ratio was **1.3** (2024: **1.3**), and the gearing ratio (net debt/total equity) was **30.5%** (2024: **15.3%**)[43](index=43&type=chunk) - As of March 31, 2025, approximately **HKD 43.0 million** of the Group's outstanding bank borrowings were overdue[44](index=44&type=chunk) [Employees and Remuneration Policy](index=14&type=section&id=Employees%20and%20Remuneration%20Policy) As of March 31, 2025, the Group had **82** employees, an increase of **9** year-on-year, with annual staff costs of approximately **HKD 24.6 million**, up **33.7%**, primarily due to increased headcount and **HKD 4.9 million** in share-based payment expenses; the Group's remuneration policy is based on individual performance, experience, and industry practice, with performance-linked bonuses and share option schemes to incentivize staff, and **25.04 million** share options were granted to executive directors and employees during the reporting period Employee Data | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Number of Employees (As of March 31) | 82 | 73 | | Staff Costs (HKD Millions) | 24.6 | 18.4 | - Staff costs increased **33.7%**, primarily due to an increase in the number of employees and approximately **HKD 4.9 million** in share-based payment expenses[50](index=50&type=chunk) - On April 26, 2024, the company granted a total of **25,043,200** share options under the share option scheme[52](index=52&type=chunk) Directors' Report [Principal Activities and Risks](index=19&type=section&id=Principal%20Activities%20and%20Risks) This report outlines the Group's principal activities, including automatic control systems, intelligent systems, IT leasing and hosting services, and smartphone distribution; it highlights key risks, particularly the limited profit margins in the highly competitive smartphone distribution business, alongside operational, financial (exchange rate, interest rate, liquidity), and compliance risks, detailing corresponding monitoring and management measures - The Group's principal activities include (i) automatic control systems, (ii) intelligent systems, (iii) IT infrastructure leasing and hosting, and (iv) smartphone distribution business[66](index=66&type=chunk) - The primary business risk stems from the smartphone distribution business, a highly competitive market with limited profit margins, exerting pressure on gross margins[69](index=69&type=chunk) [Major Suppliers and Customers](index=22&type=section&id=Major%20Suppliers%20and%20Customers) In the current fiscal year, the Group exhibited high reliance on major customers and suppliers; the largest customer accounted for **64.5%** of total revenue, with the top five customers collectively representing **88.5%**, while the largest supplier accounted for **84.0%** of total purchases, and the top five suppliers collectively **92.3%**, indicating significant concentration risk in both customer and supply chains Customer and Supplier Concentration | Concentration | Percentage of Total | | :--- | :--- | | Largest Customer as % of Total Revenue | 64.5% | | Top Five Customers as % of Total Revenue | 88.5% | | Largest Supplier as % of Total Purchases | 84.0% | | Top Five Suppliers as % of Total Purchases | 92.3% | [Directors and Shareholding Structure](index=23&type=section&id=Directors%20and%20Shareholding%20Structure) The Board of Directors experienced multiple changes during the reporting period; Executive Director Mr. Han Weining holds significant equity through his controlled corporations, and other major shareholders include Infinity Holding Resources Limited, the largest single shareholder with **16.53%**; the company did not purchase, redeem, or sell any listed securities during the period - Executive Director Mr. Han Weining is deemed to be interested in approximately **12.3%** of the company's shares through his wholly-owned Excel Time Investments Limited and Hong Kong Able Group Enterprise Limited[101](index=101&type=chunk)[102](index=102&type=chunk) - Major shareholder Infinity Holding Resources Limited holds **16.53%** of the company's shares, making it the largest shareholder[104](index=104&type=chunk)[105](index=105&type=chunk) [Share Option Scheme](index=27&type=section&id=Share%20Option%20Scheme) The company adopted a share option scheme in September 2022; on April 26, 2024, a total of **25,043,200** share options were granted to eligible participants at an exercise price of **HKD 0.49**; as of fiscal year-end, **14,252,800** options were exercised, with **10,790,400** remaining unexercised, and the total number of shares available for issue under the scheme represents approximately **2.41%** of issued shares - On April 26, 2024, the company granted a total of **25,043,200** share options, of which **3,596,800** were granted to Executive Director Mr. You Yiyang[110](index=110&type=chunk) - As of March 31, 2025, a total of **14,252,800** share options were exercised during the year, with **10,790,400** share options remaining unexercised[110](index=110&type=chunk)[111](index=111&type=chunk) Corporate Governance Report [Corporate Governance Practices](index=31&type=section&id=Corporate%20Governance%20Practices) The company adopted the Code Provisions of the Corporate Governance Code but had two deviations during the reporting period: the Chairman position has been vacant since January 2020 (deviation from Code Provision C.2), and consequently, the Chairman was absent from the 2024 Annual General Meeting (deviation from Code Provision F.2.2); the company is actively seeking a suitable candidate to fill the Chairman vacancy - The company deviated from Corporate Governance Code Provision C.2, as the position of Chairman of the Board has been vacant since January 3, 2020[129](index=129&type=chunk) - The company deviated from Corporate Governance Code Provision F.2.2, as the Chairman was absent from the 2024 Annual General Meeting[130](index=130&type=chunk) [Board of Directors](index=32&type=section&id=Board%20of%20Directors) As of the reporting period end, the Board comprised three executive directors, one non-executive director, and three independent non-executive directors, aligning with diversity policy; the Board held **7** meetings during the period to discuss group strategy, policies, and performance, with the company having purchased liability insurance for directors and ensured the independence of independent non-executive directors - The Board of Directors comprises seven directors, including three executive directors, one non-executive director, and three independent non-executive directors[132](index=132&type=chunk) - A total of **7** Board meetings were held during the reporting period, with generally high attendance rates from all directors[138](index=138&type=chunk) [Board Committees](index=37&type=section&id=Board%20Committees) The company established three Board committees—Audit, Remuneration, and Nomination—all chaired by independent non-executive directors; the Audit Committee oversees financial reporting, risk management, and internal controls; the Remuneration Committee sets compensation policies for directors and senior management; and the Nomination Committee reviews Board structure and nominates director candidates; all committees held meetings and fulfilled their respective duties during the reporting period - The Audit Committee, composed of three independent non-executive directors, held **2** meetings during the year, reviewing the annual and interim financial statements[151](index=151&type=chunk)[152](index=152&type=chunk) - The Remuneration Committee, composed of three independent non-executive directors, held **4** meetings during the year, reviewing the remuneration policies for directors and senior management[153](index=153&type=chunk)[154](index=154&type=chunk) - The Nomination Committee, composed of three independent non-executive directors, held **4** meetings during the year, fulfilling duties such as reviewing Board composition and assessing the independence of independent non-executive directors[155](index=155&type=chunk)[156](index=156&type=chunk) [Internal Control and Risk Management](index=41&type=section&id=Internal%20Control%20and%20Risk%20Management) The Board is ultimately responsible for the Group's risk management and internal control systems, reviewing their effectiveness at least annually; the Group has established a four-tier risk management framework involving the Board, Audit Committee, management, and risk owners, with external consultants engaged for review; the internal control system is based on the COSO framework; currently, the company has no internal audit function, as the Board deems external expert engagement more cost-effective, and will continuously assess the need for an internal audit department - The Board confirms its responsibility for risk management and internal control systems, reviewing their effectiveness at least annually, covering financial, operational, and compliance controls[167](index=167&type=chunk) - The company engaged external consultants to review the effectiveness of its risk management and internal control systems for the year ended March 31, 2025[172](index=172&type=chunk) - The company currently has no internal audit function, as the Board believes engaging external independent professionals for review is more cost-effective, and will annually assess the need for establishing an internal audit department[182](index=182&type=chunk) Environmental, Social and Governance Report [ESG Governance and Strategy](index=47&type=section&id=ESG%20Governance%20and%20Strategy) The Group established an ESG governance framework with the Board fully responsible and a working group assisting implementation; through stakeholder engagement and materiality assessment, **17** significant ESG issues were identified, including GHG emissions, waste management, employee welfare, product quality, and anti-corruption; based on this, new environmental targets were set, integrating ESG principles into daily operations and risk management - The Group has established a two-tier ESG governance framework comprising the Board and an ESG working group, with the Board bearing overall responsibility for ESG strategy and reporting[192](index=192&type=chunk)[195](index=195&type=chunk) - Through materiality assessment, the Group identified **17** significant ESG issues, with the most critical being waste management, greenhouse gas emissions, energy consumption, customer satisfaction, and product quality control[201](index=201&type=chunk)[203](index=203&type=chunk)[204](index=204&type=chunk) [A. Environmental](index=52&type=section&id=A.%20Environmental) Due to reduced production scale, the Group's main operating entity, Vankos, saw decreases in total GHG emissions, non-hazardous waste, energy consumption, and water usage; however, due to fixed consumption, resource consumption densities failed to meet original FY2025 reduction targets; consequently, new targets were set using FY2025 as the baseline to reduce GHG emission, non-hazardous waste, energy, and water consumption densities by FY2030 or earlier; the Group identified and addressed climate change-related physical and transition risks - The Group failed to achieve its targets of reducing greenhouse gas emission density, non-hazardous waste density, energy consumption density, and water consumption density by FY2025, using FY2022 as the baseline year[208](index=208&type=chunk)[213](index=213&type=chunk)[220](index=220&type=chunk)[223](index=223&type=chunk) - The Group set new environmental targets: to reduce Vankos' greenhouse gas emission density, non-hazardous waste density, energy consumption density, and water consumption density by FY2030 or earlier, using FY2025 as the new baseline year[209](index=209&type=chunk)[213](index=213&type=chunk)[220](index=220&type=chunk)[224](index=224&type=chunk) Environmental Performance (Vankos) | Environmental Performance (Vankos) | Unit | FY2025 | FY2024 | | :--- | :--- | :--- | :--- | | Total GHG Emissions | tonnes of CO2 equivalent | 52.43 | 133.92 | | GHG Emission Density | tonnes CO2e/total annual production | 0.02 | 0.02 | | Total Non-Hazardous Waste | tonnes | 3.00 | 6.80 | | Non-Hazardous Waste Density | kg/total annual production | 0.94 | 0.91 | | Total Energy Consumption | kWh | 93,334.00 | 234,823.00 | | Energy Consumption Density | kWh/total annual production | 29.21 | 31.31 | | Total Water Consumption | cubic meters | 2,645.00 | 3,704.00 | | Water Consumption Density | cubic meters/total annual production | 0.83 | 0.49 | [B. Social](index=58&type=section&id=B.%20Social) Regarding social responsibility, the Group is committed to providing a fair, safe work environment and development opportunities for employees; as of fiscal year-end, total employees were **82**, with annual turnover rate decreasing from **57.5% to 28.1%**; the Group strictly adheres to labor standards, prohibiting child and forced labor; in supply chain management, stringent screening and evaluation standards are applied to suppliers, focusing on their environmental and social performance; for product quality, the Group follows ISO9001 standards, with no product recalls or major complaints during the year; additionally, an anti-corruption policy and whistleblowing mechanism are in place, with relevant training provided to directors and staff Employee Data | Employee Data (As of March 31) | 2025 | 2024 | | :--- | :--- | :--- | | Total Number | 82 | 73 | | Total Turnover Rate | 28.05% | 57.53% | - During the reporting period, the Group recorded no work-related injuries or fatalities among employees, nor any lost workdays due to work-related injuries[243](index=243&type=chunk) - The Group rigorously screens suppliers and encourages them to obtain international certifications such as ISO9001 and ISO14001, fostering a green supply chain[256](index=256&type=chunk)[257](index=257&type=chunk) - In FY2025, the Group had no goods recalled due to product quality, safety, or health reasons, nor did it receive any customer complaints regarding product quality or services[260](index=260&type=chunk)[262](index=262&type=chunk) - During the year, the Group provided anti-corruption training to **3** directors and **7** employees, with no corruption lawsuits or whistleblowing cases identified[268](index=268&type=chunk) Independent Auditor's Report and Financial Statements [Independent Auditor's Report](index=73&type=section&id=Independent%20Auditor's%20Report) Auditor Pacon CPA Limited issued an unmodified opinion on the Group's consolidated financial statements for the year ended March 31, 2025, affirming they present a true and fair view of the Group's financial position and performance; a key audit matter was "Provision for Expected Credit Losses on Trade Receivables," where the auditor reviewed management's assessment methods, assumptions, and estimates, finding them supported by evidence; the report also noted that the prior year's financial statements were audited by a different auditor - The auditor issued an unmodified opinion on the consolidated financial statements[277](index=277&type=chunk) - A key audit matter was "Provision for Expected Credit Losses on Trade Receivables"; as of year-end, total trade receivables were approximately **HKD 53.46 million**, with expected credit loss provisions of approximately **HKD 22.64 million**[280](index=280&type=chunk)[281](index=281&type=chunk)[282](index=282&type=chunk) - The auditor was changed during the reporting period from National Alliance CPA Limited to Pacon CPA Limited[53](index=53&type=chunk)[125](index=125&type=chunk) [Consolidated Financial Statements](index=78&type=section&id=Consolidated%20Financial%20Statements) The consolidated financial statements show the Group's total revenue in FY2025 was **HKD 116.9 million**, but recorded a loss for the year of **HKD 35.83 million**, with loss attributable to owners at **HKD 32.49 million**; as of year-end, total assets were **HKD 221.4 million**, total liabilities **HKD 113.7 million**, and total equity **HKD 107.7 million**; net cash used in operating activities was **HKD 38.20 million**, while net cash from financing activities was **HKD 17.59 million**, resulting in a net decrease in cash and cash equivalents Consolidated Financial Summary | Metric (HKD Thousands) | 2025 | 2024 | | :--- | :--- | :--- | | **Consolidated Statement of Profit or Loss** | | | | Revenue | 116,933 | 62,581 | | Gross Profit | 15,909 | 24,757 | | Operating Loss | (33,460) | (11,883) | | Loss for the Year | (35,831) | (17,768) | | Loss Attributable to Owners of the Company | (32,488) | (17,840) | | **Consolidated Statement of Financial Position (As of Year-End)** | | | | Total Assets | 221,444 | 223,095 | | Total Liabilities | 113,728 | 106,884 | | Total Equity | 107,716 | 116,211 | | **Consolidated Statement of Cash Flows** | | | | Net Cash Used in Operating Activities | (38,202) | (17,478) | | Net Cash Used in Investing Activities | (676) | (2,657) | | Net Cash Generated from Financing Activities | 17,587 | 50,784 | [Notes to the Consolidated Financial Statements (Selected)](index=85&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements%20(Selected)) The notes to the financial statements detail accounting policies and specific item information; key points include the Group's four business segments—building intelligence, control systems, data centers, and smartphone distribution—with smartphone distribution contributing **73.4%** of revenue but incurring losses; goodwill is primarily attributed to the control systems segment and passed impairment tests; trade receivables have a long aging profile with significant expected credit loss provisions; additionally, **HKD 43.03 million** in bank borrowings are in default, but are expected to be discharged through a post-year-end subsidiary disposal [Note 13: Segment Reporting](index=127&type=section&id=Note%2013%3A%20Segment%20Reporting) In FY2025, the Group's operations were divided into four reporting segments; smartphone distribution, a new business, contributed **HKD 85.87 million** in revenue but incurred a **HKD 9.31 million** loss; the control systems segment achieved **HKD 8.66 million** in profit; the building intelligence segment shifted from profit to a **HKD 11.87 million** loss; data center business losses significantly narrowed; segment assets are primarily concentrated in building intelligence and control systems Segment Performance (Year Ended March 31, 2025) | Segment (Year Ended March 31, 2025) | External Revenue (HKD Thousands) | Segment (Loss)/Profit (HKD Thousands) | | :--- | :--- | :--- | | Building Intelligence | 1,553 | (11,870) | | Control Systems | 29,499 | 8,657 | | Data Center | 12 | (18) | | Smartphone Distribution | 85,869 | (9,312) | [Note 16: Goodwill](index=137&type=section&id=Note%2016%3A%20Goodwill) As of March 31, 2025, the Group's goodwill carrying amount was **HKD 21.91 million**, entirely attributable to the control systems cash-generating unit; management performed an impairment test on this unit, calculating its value in use using a five-year cash flow forecast and a pre-tax discount rate of **15.40%**, with the assessment indicating no impairment - Goodwill carrying amount was **HKD 21.91 million** (2024: **HKD 22.17 million**), entirely attributable to the control systems cash-generating unit[457](index=457&type=chunk)[459](index=459&type=chunk) - Key assumptions used in the impairment test included a long-term growth rate of **2.0%** and a pre-tax discount rate of **15.40%**; based on the assessment, no impairment was recognized[461](index=461&type=chunk) [Note 20: Trade and Other Receivables](index=142&type=section&id=Note%2020%3A%20Trade%20and%20Other%20Receivables) As of March 31, 2025, total trade receivables amounted to **HKD 53.46 million**, with a loss allowance of **HKD 22.64 million**, representing approximately **42%**; aging analysis shows a high proportion of receivables over **181** days, with **HKD 21.32 million** over **365** days, for which a **100%** individually assessed provision has been made Aging Analysis of Trade Receivables (HKD Thousands) | Trade Receivables Aging Analysis (HKD Thousands) | 2025 | | :--- | :--- | | Not yet overdue | 12,227 | | 1 to 180 days | 7,423 | | 181 to 365 days | 12,493 | | Over 365 days | 21,315 | | **Total** | **53,458** | | Less: Loss allowance | (22,643) | | **Net amount** | **30,815** | [Note 25: Bank Borrowings](index=146&type=section&id=Note%2025%3A%20Bank%20Borrowings) As of March 31, 2025, **HKD 43.03 million** in secured bank borrowings of the Group were in default; these borrowings are secured by the Group's buildings, plant and equipment, right-of-use assets, and a director's property; the Group expects to discharge these defaulted borrowings through the post-year-end disposal of a non-wholly owned subsidiary - As of March 31, 2025, approximately **HKD 43.03 million** of the Group's bank borrowings were in default[481](index=481&type=chunk) - Subsequent to the year-end, the Group received a legally binding offer letter for a potential disposal, and upon completion, the defaulted bank borrowings are expected to be fully discharged[482](index=482&type=chunk) Five-Year Summary [Five-Year Financial Summary](index=171&type=section&id=Five-Year%20Financial%20Summary) The five-year financial summary indicates the Group consistently recorded losses over the past five years; FY2025 revenue significantly rebounded from the prior two years but remained below FY2022 levels; annual losses widened in FY2023 and FY2025, while total assets and total equity showed a declining trend over the period Five-Year Financial Summary (HKD Thousands) | Year Ended March 31 (HKD Thousands) | 2025 | 2024 | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | :--- | :--- | | **Performance** | | | | | | | Revenue | 116,933 | 62,581 | 60,538 | 114,165 | 90,281 | | Loss for the Year | (35,831) | (17,768) | (43,679) | (113,773) | (16,891) | | Loss Attributable to Owners of the Company | (32,488) | (17,840) | (40,971) | (109,678) | (15,133) | | **Assets and Liabilities** | | | | | | | Total Assets | 221,444 | 223,095 | 226,023 | 271,452 | 309,714 | | Total Liabilities | (113,728) | (106,884) | (157,654) | (166,017) | (147,072) | | Equity Attributable to Owners of the Company | 107,992 | 113,173 | 69,126 | 102,893 | 156,218 |

[Company Information](index=4&type=section&id=Company%20Information) This section outlines fundamental company information for Savour of Life Holdings Limited, covering governance, audit, and banking details - This report provides fundamental information on Savour of Life Holdings Limited (Stock Code: 8096), covering its board of directors, committee structures, company secretary, auditor, registered office, and principal bankers[9](index=9&type=chunk)[10](index=10&type=chunk) [Management Discussion and Analysis](index=5&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review and Key Risks](index=5&type=section&id=Business%20Review%20and%20Key%20Risks) The Group operates Hong Kong restaurants and licenses brands, facing risks in quality control, labor costs, and rental market volatility - The Group's core business is operating catering services in Hong Kong, including ramen restaurants and Chinese restaurants[12](index=12&type=chunk)[13](index=13&type=chunk) - Business also includes brand licensing to Macau franchisees and trademark usage rights to licensees for royalty fees[12](index=12&type=chunk) - Key operational risks include failure to maintain effective quality control systems, labor shortages or increased costs, and fluctuations in the commercial property rental market[18](index=18&type=chunk) [Financial Review](index=6&type=section&id=Financial%20Review) FY2025 revenue declined 19.3% to HKD 30.9 million, but cost controls narrowed the loss to HKD 6.1 million, despite a 104.7% increase in rent Financial Performance Summary | Financial Metric | FY2025 (thousand HKD) | FY2024 (thousand HKD) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Revenue | 30,916 | 38,288 | -19.3% | | Loss for the year | (6,156) | (8,135) | Loss narrowed 24.3% | | Staff costs | (8,882) | (16,096) | -44.8% | | Rent and related expenses | (3,941) | (1,925) | +104.7% | | Other operating expenses | (9,399) | (11,197) | -16.1% | - Revenue decline primarily attributed to overall economic downturn, weakened consumer purchasing power, and reduced local customer base due to extensive outbound travel by local consumers[19](index=19&type=chunk) - Staff costs as a percentage of revenue decreased from **42.0% to 28.7%**, primarily due to strict cost control measures including staff reduction and benefit cuts[23](index=23&type=chunk) - Annual loss narrowed mainly due to decreased operating costs, partially offset by revenue decline[33](index=33&type=chunk) [Liquidity, Financial Resources and Capital Structure](index=8&type=section&id=Liquidity%2C%20Financial%20Resources%20and%20Capital%20Structure) As of March 31, 2025, the Group faced liquidity pressure with HKD 6.8 million cash, a 0.9 current ratio, and net current liabilities, primarily funded by internal cash and rights issue proceeds Key Financial Position Indicators | Indicator | March 31, 2025 | March 31, 2024 | | :--- | :--- | :--- | | Bank balances and cash | 6.8 million HKD | 13.3 million HKD | | Total current assets | 12.6 million HKD | 20.9 million HKD | | Total current liabilities | 14.7 million HKD | 16.8 million HKD | | Current ratio | 0.9 times | 1.2 times | | Gearing ratio (bank borrowings) | 0% | 0% | - The Group faces multiple lawsuits and claims related to overdue rent, with corresponding liabilities recognized in other payables and provisions[38](index=38&type=chunk) - The Board does not recommend the payment of a final dividend for the year ended March 31, 2025[40](index=40&type=chunk) [Use of Rights Issue Proceeds and Outlook](index=11&type=section&id=Use%20of%20Rights%20Issue%20Proceeds%20and%20Outlook) The Group fully utilized HKD 26.5 million rights issue proceeds for restaurant expansion and working capital, and plans new restaurant openings and business diversification despite industry challenges - As of March 31, 2025, the **HKD 26.5 million** net proceeds from the rights issue have been fully utilized as intended, with **HKD 17 million** for expanding the restaurant network and **HKD 9.5 million** for general working capital[50](index=50&type=chunk) - Future strategy involves expanding the restaurant network by seeking suitable locations in Hong Kong to open new restaurants offering diverse culinary styles[51](index=51&type=chunk) - Facing industry challenges, the Group will focus on cost control, enhancing service offerings, capitalizing on emerging consumption trends, and actively seeking other potential business opportunities to expand revenue streams[51](index=51&type=chunk)[52](index=52&type=chunk) [Directors and Governance](index=12&type=section&id=Directors%20and%20Governance) [Biographical Details of Directors](index=12&type=section&id=Biographical%20Details%20of%20Directors) This section outlines the professional backgrounds of the company's directors, including an Executive Director and three Independent Non-Executive Directors with diverse expertise - Executive Director Ms. Song Junyuan, 59, is responsible for formulating the Group's business strategies, with years of experience in import-export trade and corporate operations management[53](index=53&type=chunk) - Independent Non-Executive Directors include Ms. Li Mingrong (marketing strategy expert), Mr. Lu Sihao (accounting and finance expert, member of HKICPA), and Ms. Kanlaya Bunphor (catering service industry expert)[54](index=54&type=chunk)[55](index=55&type=chunk)[56](index=56&type=chunk) [Report of the Directors](index=13&type=section&id=Report%20of%20the%20Directors) The Board Report covers the company's restaurant operations, dividend policy, key supplier concentration, major shareholder holdings, and compliance with public float requirements - The Company is an investment holding company, with its subsidiaries primarily engaged in restaurant operations in Hong Kong[59](index=59&type=chunk) - The Board does not recommend the payment of a final dividend for the year ended March 31, 2025[67](index=67&type=chunk) - During the year, the largest supplier accounted for approximately **36%** of total procurement costs, with the top five suppliers collectively accounting for approximately **49%**[79](index=79&type=chunk) - As of March 31, 2025, the major shareholder, Jinshi No. 1 Limited Partnership Fund, held **10.99%** of the Company's equity[95](index=95&type=chunk) [Corporate Governance Report](index=22&type=section&id=Corporate%20Governance%20Report) The company maintains high corporate governance, complying with GEM Listing Rules, with an independent Board and established committees, ensuring effective risk management and internal controls - The Company has complied with the code provisions of the Corporate Governance Code and adopted a code of conduct for directors' securities transactions[110](index=110&type=chunk)[111](index=111&type=chunk) - The Board comprises four members, including one Executive Director and three Independent Non-Executive Directors, with Independent Non-Executive Directors accounting for over one-third, meeting GEM Listing Rules requirements[116](index=116&type=chunk) - The Company has established an Audit Committee, Remuneration Committee, and Nomination Committee, all chaired by Independent Non-Executive Directors[136](index=136&type=chunk)[139](index=139&type=chunk)[140](index=140&type=chunk)[141](index=141&type=chunk) - The Audit Committee has reviewed the annual results, internal control, and risk management systems, deeming them effective and adequate; the Company currently has no internal audit function but reviews its necessity annually[141](index=141&type=chunk)[154](index=154&type=chunk) [Independent Auditor's Report](index=35&type=section&id=Independent%20Auditor%27s%20Report) [Auditor's Opinion and Material Uncertainty Related to Going Concern](index=35&type=section&id=Auditor%27s%20Opinion%20and%20Material%20Uncertainty%20Related%20to%20Going%20Concern) The auditor issued an unmodified opinion but highlighted a material uncertainty regarding going concern due to a HKD 6.156 million loss and HKD 2.126 million net current liabilities - The auditor believes the consolidated financial statements truly and fairly reflect the Group's financial position and performance, complying with relevant accounting standards and disclosure requirements[164](index=164&type=chunk) - The report specifically highlights a **'material uncertainty related to going concern'**, noting that as of March 31, 2025, the Group recorded an annual loss of approximately **HKD 6.156 million** and net current liabilities of approximately **HKD 2.126 million**, which may cast significant doubt on its ability to continue as a going concern[166](index=166&type=chunk) [Key Audit Matters](index=36&type=section&id=Key%20Audit%20Matters) The auditor identified 'impairment of non-financial assets' as a key audit matter, involving significant judgment in testing property, equipment, and right-of-use assets due to restaurant losses - The key audit matter is **'impairment of non-financial assets'**, involving property and equipment (carrying amount approximately **HKD 12.76 million**) and right-of-use assets (carrying amount approximately **HKD 1.60 million**)[168](index=168&type=chunk) - Due to losses at certain restaurants and decreased market demand, management engaged an independent professional valuer to perform impairment tests; this matter is considered key due to significant judgment and estimates involved[168](index=168&type=chunk) - Based on the impairment test results, no impairment loss was recognized for property and equipment or right-of-use assets during the year[168](index=168&type=chunk) [Consolidated Financial Statements](index=40&type=section&id=Consolidated%20Financial%20Statements) [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=40&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For FY2025, Group revenue decreased to HKD 30.916 million, but cost control narrowed the annual loss to HKD 6.156 million, with basic and diluted loss per share at HKD 3.15 cents Consolidated Profit or Loss and Other Comprehensive Income | Item | 2025 (thousand HKD) | 2024 (thousand HKD) | | :--- | :--- | :--- | | Revenue | 30,916 | 38,288 | | Loss before tax | (6,156) | (8,135) | | Loss for the year | (6,156) | (8,126) | | Loss for the year attributable to owners of the Company | (6,073) | (8,133) | | Basic and diluted loss per share | (3.15) HK cents | (7.53) HK cents | [Consolidated Statement of Financial Position](index=41&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of March 31, 2025, the Group reported total assets of HKD 16.405 million and net assets of HKD 14.003 million, shifting to HKD 2.126 million in net current liabilities Consolidated Financial Position | Item | March 31, 2025 (thousand HKD) | March 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Non-current assets | 16,405 | 16,251 | | Current assets | 12,617 | 20,859 | | Current liabilities | 14,743 | 16,757 | | **Net current (liabilities) / assets** | **(2,126)** | **4,102** | | Non-current liabilities | 276 | 192 | | **Net assets** | **14,003** | **20,161** | | Equity attributable to owners of the Company | 16,137 | 22,212 | [Consolidated Statement of Changes in Equity](index=42&type=section&id=Consolidated%20Statement%20of%20Changes%20in%20Equity) As of March 31, 2025, equity attributable to owners decreased from HKD 22.212 million to HKD 16.137 million, primarily due to the HKD 6.073 million loss for the year - Equity attributable to owners of the Company decreased from **HKD 22.212 million** as of March 31, 2024, to **HKD 16.137 million** as of March 31, 2025[184](index=184&type=chunk) - The primary reasons for the decrease in equity were the loss for the year of **HKD 6.073 million** and other comprehensive expenses of **HKD 2,000**[184](index=184&type=chunk) [Consolidated Statement of Cash Flows](index=44&type=section&id=Consolidated%20Statement%20of%20Cash%20Flows) The Group's net cash and cash equivalents decreased by HKD 6.451 million, with minor operating cash inflow, and outflows from investing and financing activities, ending with HKD 6.804 million Consolidated Cash Flows | Cash Flow Activities | 2025 (thousand HKD) | 2024 (thousand HKD) | | :--- | :--- | :--- | | Net cash generated from / (used in) operating activities | 63 | (1,543) | | Net cash used in investing activities | (2,836) | (12,372) | | Net cash (used in) / generated from financing activities | (3,678) | 20,601 | | **Net (decrease) / increase in cash and cash equivalents** | **(6,451)** | **6,686** | | Cash and cash equivalents at end of period | 6,804 | 13,257 | [Notes to the Consolidated Financial Statements (Summary)](index=45&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements%20%28Summary%29) Notes provide detailed accounting policies and item explanations, emphasizing going concern uncertainty, revenue sources, impairment assessments, legal proceedings, and a post-reporting operational transfer - Note 2 re-emphasizes that the annual loss and net current liabilities constitute a **material uncertainty** that may cast significant doubt on the Group's ability to continue as a going concern; management has formulated countermeasures, including obtaining shareholder financial support and new loan financing[190](index=190&type=chunk)[191](index=191&type=chunk)[193](index=193&type=chunk) - Note 15 discloses that due to operating losses at certain restaurants, management performed impairment assessments on property and equipment and right-of-use assets, concluding that recoverable amounts exceeded carrying values, thus no impairment loss was recognized[281](index=281&type=chunk) - Note 24 states that the Company completed a rights issue in October 2023, raising net proceeds of approximately **HKD 26.5 million**[302](index=302&type=chunk) - Note 36 discloses a post-reporting period event: effective April 1, 2025, the operation of a Japanese ramen restaurant was granted to an independent third-party management company to enhance operational efficiency[331](index=331&type=chunk) [Financial Summary](index=93&type=section&id=Financial%20Summary) [Five-Year Financial Data Summary](index=93&type=section&id=Five-Year%20Financial%20Data%20Summary) This section summarizes the Group's five-year financial performance and position, showing continuous revenue decline, consecutive annual losses, and a decrease in total assets and equity in FY2025 Five-Year Financial Data Summary | Item (thousand HKD) | 2025 | 2024 | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | :--- | :--- | | **Results** | | | | | | | Revenue | 30,916 | 38,288 | 42,273 | 41,876 | 51,872 | | Loss for the year | (6,156) | (8,126) | (9,739) | (15,802) | (13,384) | | **Assets and Liabilities** | | | | | | | Total assets | 29,022 | 37,110 | 29,080 | 21,945 | 52,465 | | Total liabilities | 15,019 | 16,949 | 27,349 | 16,428 | 31,120 | | Total equity | 14,003 | 20,161 | 1,731 | 5,517 | 21,345 |

(Incorporated in Bermuda with limited liability 於百慕達註冊成立之有限公司） HKSE Stock Code 港交所股份代號: 0997 ANNUAL REPORT 2025 年報 CHINLINK INTERNATIONAL HOLDINGS LIMITED ANNUAL REPORT 2025 年 報 普匯中金國際控股有限公司 www.chinlinkint.com Contents 目錄 Annual Report 2025 年報 | CHINLINK INTERNATIONAL HOLDINGS LIMITED 普匯中金國際控股有限公司 1 2 Corporate Information 公司資料 4 Chairman's Statement 主席報告 7 Financial Highlights 財務摘要 8 Financial Summary 財務概要 9 Management Discussion and Analysis 管理層討論及分析 46 Directors and Senior Management 董事及高級管理人員 51 Corpor ...

滙漢控股有限公司 2025 年報 股份代號 : 214 www.asiaorient.com.hk 2 0 2 5 年 報 滙漢控股有限公司 目錄 2 公司資料 3 財務摘要 4 主席報告書 5 業務模式及策略 6 管理層討論及分析 12 主要物業 15 五年財務摘要 16 環境、社會及管治報告 29 企業管治報告 40 董事及高級管理層 44 董事會報告書 65 獨立核數師報告 75 綜合損益賬 76 綜合全面收益表 77 綜合資產負債表 79 綜合現金流量表 80 綜合權益變動報表 81 財務報表附註 公司資料 董事 執行董事 馮兆滔先生 （主席） 潘政先生 （董事總經理 兼行政總裁） 潘海先生 潘洋先生 倫培根先生 關堡林先生 非執行董事 潘澄女士 （於二零二四年十二月 三十一日獲委任） 獨立非執行董事 黃之強先生 張國華先生 梁偉強先生， 太平紳士 馬豪輝先生， 金紫荊星章，太平紳士 （於二零二五年七月二日獲委任） 審核委員會 黃之強先生 （主席） 張國華先生 梁偉強先生， 太平紳士 薪酬委員會 黃之強先生 （主席） 馮兆滔先生 梁偉強先生， 太平紳士 提名委員會 馮兆滔先生 （主席） 黃之強先生 梁 ...

CONTENTS 目錄 Overview 概覽 | 02 | Corporate Information | 127 | Directors' Report | | --- | --- | --- | --- | | | 公司資料 | | 董事局報告書 | | 04 | Group Profile | 136 | Independent Auditor's Report | | | 集團簡介 | | 獨立核數師報告書 | | 05 | Group Structure | 142 | Consolidated Statement of | | | 集團架構 | | Profit or Loss | | | | | 綜合損益表 | | 08 | Financial and Statistical | | | | | Highlights | 143 | Consolidated Statement of | | | 財務及統計摘要 | | Profit or Loss and Other | | | | | Comprehensive Income | | 14 | Ten-year Financial Summ ...

Contents 目錄 | Corporate Information | 公司資料 | 2 | | --- | --- | --- | | Chairman's Message | 主席訊息 | 4 | | Management Discussion and Analysis | 管理層討論及分析 | 6 | | Corporate Governance Report | 企業管治報告 | 21 | | Environmental, Social and Governance Report | 環境、社會及管治報告 | 40 | | Biographical Details of Directors and Senior Management | 董事及高級管理層履歷詳情 | 62 | | Directors' Report | 董事局報告 | 68 | | Independent Auditor's Report | 獨立核數師報告 | 80 | | Consolidated Statement of Profit or Loss and | 綜合損益及其他全面收益表 | | | Other Compre ...

(Incorporated in the Cayman Islands with limited liability) （於開曼群島註冊成立的有限公司） (Stock code 股份代號 : 3638) ANNUAL REPORT 年報 2025 HUNLICAR GROUP LIMITED 亨利加集團有限公司 ANNUAL REPORT 2025 年報 Hunlicar Group Limited 亨利加集團有限公司 Annual Report 年報 2025 CONTENTS 目 錄 | CORPORATE INFORMATION | 2 | | --- | --- | | 公司資料 | | | FINANCIAL SUMMARY | 6 | | 財務概要 | | | CHAIRMAN'S STATEMENT | 7 | | 主席報告 | | | BIOGRAPHICAL DETAILS OF DIRECTORS AND | | | SENIOR MANAGEMENT | 10 | | 董事及高級管理層的履歷詳情 | | | MANAGEMENT DISCUSSION AND ANALYSIS | 14 ...

[Corporate Information](index=2&type=section&id=Corporate%20Information) This section provides core corporate information including registration details, board and committee members, main offices, legal advisors, auditors, and principal bankers - This section provides core corporate information including the company's basic registration details, list of board and committee members, main offices, legal advisors, auditors, and principal bankers[4](index=4&type=chunk)[7](index=7&type=chunk)[8](index=8&type=chunk) - During and after the reporting period, there were multiple changes in the board and committee members, including resignations, appointments of several directors, and the passing of a non-executive director[6](index=6&type=chunk) [Management Discussion and Analysis](index=4&type=section&id=Management%20Discussion%20and%20Analysis) This section reviews the company's business and financial performance, liquidity, going concern issues, risk management, and future outlook [Business Review](index=5&type=section&id=Business%20Review) The company faced a challenging business environment with low demand in the downstream steel industry and insufficient raw material price reductions, severely squeezing coking industry profit margins - The macro environment was severe: deep adjustments in the real estate sector and declining steel demand led to persistently low demand for coke as a raw material, severely squeezing profit margins in the coking industry[10](index=10&type=chunk)[11](index=11&type=chunk) - The core asset's production was delayed as partner Energy Technology failed to complete supporting facility construction due to market weakness and financing difficulties, preventing the company's advanced coke oven from formal operation; the first financing is now expected in mid-July, with supporting facilities completed by February next year[16](index=16&type=chunk)[18](index=18&type=chunk) - Debt restructuring progress: The company and major creditor China Cinda (Hong Kong) have reached textual consensus on a loan settlement agreement, but the signing date depends on Cinda Hong Kong's adjustment progress at the company's controlling shareholder level[19](index=19&type=chunk)[22](index=22&type=chunk) [Financial Review](index=7&type=section&id=Financial%20Review) Group total revenue significantly increased to approximately HK$34.23 million, primarily from new coke processing trade, while annual loss narrowed to HK$29.49 million due to reduced administrative expenses Consolidated Operating Performance Summary | Indicator | FY2024/25 (HKD) | FY2023/24 (HKD) | YoY Change | | :--- | :--- | :--- | :--- | | Total Revenue | 34,230,000 | 2,403,000 | +1324.5% | | Gross Profit | 45,000 | 3,000 | +1400.0% | | Gross Profit Margin | 0.1% | 0.1% | Flat | | Loss After Tax | (29,487,000) | (35,739,000) | Loss narrowed by 17.5% | | Loss Attributable to Company Owners | (29,484,000) | (35,732,000) | Loss narrowed by 17.5% | | Basic Loss Per Share | (0.10) | (0.12) | Loss narrowed by 16.7% | - Business segment performance diverged: the coke trading segment generated all revenue of approximately **HK$34.23 million**, while coal-related ancillary and coke production segments had no revenue or performance for two consecutive reporting periods due to business interruption and coke oven shutdown[26](index=26&type=chunk)[27](index=27&type=chunk)[28](index=28&type=chunk) - Expenses and costs: Administrative expenses decreased by **34.3%** year-on-year to **HK$17.94 million**, primarily due to reduced exchange losses and professional fees, which was the main reason for the narrowed pre-tax loss; finance costs remained largely flat at approximately **HK$31.14 million**[33](index=33&type=chunk)[34](index=34&type=chunk)[35](index=35&type=chunk) - Capital structure: As of March 31, 2025, the gearing ratio was **47%**, a slight increase from **45%** in the previous year; equity attributable to company owners was approximately **HK$875 million**, with net asset value per share at **HK$3.59**[47](index=47&type=chunk)[48](index=48&type=chunk) [Liquidity and Financial Resources](index=9&type=section&id=Liquidity%20and%20Financial%20Resources) As of March 31, 2025, the Group's liquidity remained tight, with net current liabilities expanding to approximately HK$444.5 million and the current ratio decreasing to 0.24, indicating increased short-term repayment pressure Liquidity Indicators | Indicator | March 31, 2025 (HKD) | March 31, 2024 (HKD) | | :--- | :--- | :--- | | Net Current Liabilities | 444,496,000 | 337,091,000 | | Current Ratio | 0.24 | 0.29 | | Cash and Bank Balances | 1,675,000 | 2,448,000 | | Other Borrowings | 218,188,000 | 218,188,000 | [Going Concern, Auditor's Opinion, and Action Plans](index=10&type=section&id=Going%20Concern%2C%20Auditor%27s%20Opinion%2C%20and%20Action%20Plans) The company faces significant going concern uncertainties, leading to a disclaimer of opinion from the auditor, while management believes financial statements are appropriately prepared on a going concern basis given new asset operations and debt settlement progress - Significant going concern uncertainty exists: Note 2 to the financial statements indicates substantial doubt about the Group's ability to continue as a going concern due to continuous losses, high net current liabilities, and facing a winding-up petition; the validity of the financial statements depends on (i) successful settlement with creditors, (ii) the new operating assets' ability to generate cash flow, (iii) coal prices meeting expectations, and (iv) successful recovery of accounts receivable[53](index=53&type=chunk)[54](index=54&type=chunk) - Auditor issued a disclaimer of opinion: Considering the significant going concern uncertainty and the unclear outcome of management's measures to resolve liquidity issues, the auditor was unable to express an opinion on the financial statements; additionally, the auditor had a scope limitation regarding the recoverability of accounts receivable from Energy Technology[55](index=55&type=chunk)[58](index=58&type=chunk) - Management and Audit Committee's response: Management has formulated an action plan including: (i) advancing settlement negotiations with lenders to withdraw the winding-up petition, (ii) promoting full operation of new operating assets, (iii) continuing to pursue outstanding accounts receivable, and (iv) actively seeking other financing channels; the Audit Committee reviewed and agreed with management's position and action plan[60](index=60&type=chunk)[62](index=62&type=chunk)[76](index=76&type=chunk) [Risk Management and Other Disclosures](index=13&type=section&id=Risk%20Management%20and%20Other%20Disclosures) The company employs a three-tier risk management approach focusing on interest rate and foreign currency risks, with no significant contingent liabilities, operating leases, or capital commitments during the reporting period - Risk management framework: The Group adopts a three-tier risk management approach, with the Board responsible for ensuring the soundness and effectiveness of the system, primarily managing interest rate risk and foreign currency risk[78](index=78&type=chunk)[79](index=79&type=chunk) - Employees and remuneration: During the reporting period, the Group's staff costs were approximately **HK$9.71 million**, a decrease from **HK$10.225 million** in the previous period; as of March 31, 2025, the Group had **15** employees[90](index=90&type=chunk) - No significant commitments or securities transactions: As of the end of the reporting period, the Group had no operating lease commitments or significant contingent liabilities, and did not purchase, sell, or redeem any of the company's listed securities during the period[77](index=77&type=chunk)[88](index=88&type=chunk)[92](index=92&type=chunk) [Prospects](index=15&type=section&id=Prospects) The company will focus on three key areas: promoting coke oven production, investing in deep processing of coking by-products, and exploring new energy investment opportunities in response to national "dual carbon" strategies - Core business production: The primary task is to promote early production of the coke oven to achieve cash flow and profitability[98](index=98&type=chunk) - Industrial chain extension: Plans to invest in fine deep processing of coking by-product tail gas to enhance product added value and profitability[98](index=98&type=chunk) - New sector expansion: Will actively seek investment opportunities in new and green energy sectors in response to the national "dual carbon" strategy[98](index=98&type=chunk) [Biographical Details of Directors and Senior Management](index=15&type=section&id=Biographical%20Details%20of%20Directors%20and%20Senior%20Management) This section provides detailed biographical information for the company's executive, non-executive, and independent non-executive directors, as well as the company secretary [Executive Directors](index=16&type=section&id=Executive%20Directors) The executive director team comprises Chairman and CEO Mr. Zhao Xuguang and Mr. Wang Yijun, both possessing extensive experience in business management, energy, industrial construction, and investment - Mr. Zhao Xuguang, 62, serves as Chairman and Chief Executive Officer, with over **20 years** of experience in business decision-making and management, holding a Bachelor's degree in Economics[99](index=99&type=chunk) - Mr. Wang Yijun, 62, holds qualifications in industrial and civil architecture from Taiyuan University, and has served as general manager in investment and trade sectors[100](index=100&type=chunk) [Non-Executive Directors](index=16&type=section&id=Non-Executive%20Directors) Non-executive directors include Mr. Huang Shaoxiong and Ms. Fang Min, bringing extensive experience in banking, finance, commodity trading, and corporate finance transactions - Mr. Huang Shaoxiong, 69, has over **40 years** of experience in banking, finance, commodity trading, and project development, serving as a director in multiple listed companies[101](index=101&type=chunk)[104](index=104&type=chunk) - Ms. Fang Min, 54, appointed on December 31, 2024, possesses over **28 years** of experience in corporate finance transactions, including M&A and IPOs[105](index=105&type=chunk) [Independent Non-Executive Directors](index=18&type=section&id=Independent%20Non-Executive%20Directors) The independent non-executive director team, appointed on June 16, 2025, comprises Mr. Qiu Boyu, Dr. Zhang Xinbin, and Mr. Cai Weikang, all with deep professional backgrounds in accounting, auditing, corporate governance, taxation, and finance - Mr. Qiu Boyu, 56, is a practicing accountant in Hong Kong with over **30 years** of experience in M&A transaction support and financial due diligence[108](index=108&type=chunk) - Dr. Zhang Xinbin, 60, has over **38 years** of experience in auditing, financial reporting, taxation, and internal control, holding multiple professional qualifications[112](index=112&type=chunk) - Mr. Cai Weikang, 67, is a member of the Hong Kong Institute of Certified Public Accountants, previously worked at PwC, and has served as general manager and director in various enterprises[116](index=116&type=chunk)[117](index=117&type=chunk) [Company Secretary](index=22&type=section&id=Company%20Secretary) The Company Secretary is Ms. Au Wing Sze, appointed since August 1, 2020, holding a Bachelor of Business Administration and a Master of Corporate Governance, with extensive experience in listed companies - Ms. Au Wing Sze holds a Master of Corporate Governance degree and is a member of the Hong Kong Chartered Governance Institute and the Chartered Governance Institute in the UK, possessing extensive professional experience[120](index=120&type=chunk) [Report of the Directors](index=22&type=section&id=Report%20of%20the%20Directors) This report provides an overview of the company's business, financial performance, key risks, future development, and corporate governance matters, including director information and shareholder interests [Business and Financial Overview](index=23&type=section&id=Business%20and%20Financial%20Overview) This section outlines the company's main businesses, key risks, and future development directions, emphasizing the push for new coke oven assets and expansion into clean energy - Principal businesses: The company is an investment holding company primarily engaged in coke trading, coal-related ancillary businesses, and coke production[123](index=123&type=chunk) - Key risks: The company faces three major risks: (1) fluctuations in coke and coal prices; (2) changes in Chinese government policies and regulations, particularly environmental protection and capacity reduction policies; and (3) safety production management risks[125](index=125&type=chunk)[132](index=132&type=chunk)[134](index=134&type=chunk) - Future development: The company plans to promote the full operation of new coke oven assets with an annual capacity of no less than **1.2 million tonnes** of coke, and intends to develop clean energy projects such as liquefied natural gas and hydrogen using coke oven gas[139](index=139&type=chunk)[140](index=140&type=chunk) [Reserves and Dividends](index=28&type=section&id=Reserves%20and%20Dividends) As of March 31, 2025, the company had no distributable reserves, and the Board therefore did not recommend a final dividend for the year - As of March 31, 2025, the company's distributable reserves were a negative **HK$714 million**, thus no reserves were available for distribution[160](index=160&type=chunk) - The Board did not recommend a final dividend for the year ended March 31, 2025, consistent with the previous year[161](index=161&type=chunk) [Directors and Corporate Matters](index=29&type=section&id=Directors%20and%20Corporate%20Matters) This section discloses the list of directors, their re-election at the upcoming AGM, confirmation of independent directors' independence, purchase of liability insurance for directors, and absence of significant connected transactions - Director changes and re-election: Significant changes occurred in the Board after the reporting period, with several directors resigning and new appointments including Ms. Fang Min, Mr. Qiu Boyu, Dr. Zhang Xinbin, and Mr. Cai Weikang; Mr. Wang Yijun and the newly appointed directors will stand for re-election at the 2025 Annual General Meeting[168](index=168&type=chunk)[169](index=169&type=chunk)[170](index=170&type=chunk) - Independence confirmation: The company has received annual independence confirmations from each independent non-executive director and considers them to have remained independent throughout the reporting period and up to the report date[176](index=176&type=chunk) - No significant connected transactions: During the reporting period, neither the company, its subsidiaries, directors, nor controlling shareholders engaged in any significant connected transactions, arrangements, or contracts[189](index=189&type=chunk) [Share Interests](index=32&type=section&id=Share%20Interests) As of March 31, 2025, Chairman Mr. Zhao Xuguang held 50.57% of the company's shares through his controlled corporations, with other significant shareholders also disclosed Shareholdings of Directors and Major Shareholders (as of March 31, 2025) | Shareholder Name/Name | Nature of Interest | Number of Shares Held | Approximate Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Mr. Zhao Xuguang | Interest in controlled corporation | 146,841,904 | 50.57% | | Ms. Fang Min | Beneficial owner | 3,301,886 | 1.137% | | Rongtai Resources Limited (controlled by Mr. Li Hongwei) | Beneficial owner/controlled corporation | 14,718,922 | 5.07% | [Customers, Suppliers and Other Disclosures](index=35&type=section&id=Customers%2C%20Suppliers%20and%20Other%20Disclosures) The company experienced high customer and supplier concentration, with the top five accounting for 100% of total turnover and purchases respectively, and provided updates on the winding-up petition - High customer and supplier concentration: The top five customers accounted for **100%** of total turnover, with the largest customer accounting for **43.7%**; the top five suppliers accounted for **100%** of total purchases, with the largest supplier accounting for **56.9%**[216](index=216&type=chunk) - Post-reporting period events: The hearing for the winding-up petition against the company has been adjourned to August 25, 2025; the company has reached consensus with the petitioner, China Cinda (Hong Kong), on the terms of a settlement agreement, but formal signing awaits the petitioner's completion of preferred share terms adjustment at the company's controlling shareholder level[225](index=225&type=chunk)[226](index=226&type=chunk) [Corporate Governance Report](index=37&type=section&id=Corporate%20Governance%20Report) This report details the company's corporate governance practices, board structure, committee functions, risk management, internal controls, and shareholder communication, highlighting compliance and deviations from the CG Code [Corporate Governance Practices](index=38&type=section&id=Corporate%20Governance%20Practices) The company strives to maintain high corporate governance standards, largely complying with the Listing Rules' Corporate Governance Code, with two noted deviations and an auditor's disclaimer on going concern - The company has complied with most provisions of the Corporate Governance Code, with two deviations noted[241](index=241&type=chunk) - Deviation from Code Provision C.2.1: The roles of Chairman and Chief Executive Officer are combined and held by Mr. Zhao Xuguang; the Board believes this ensures leadership consistency and efficient strategic planning[258](index=258&type=chunk)[263](index=263&type=chunk) - Deviation from Code Provision C.1.6: Non-executive director Mr. Jiang Jiansheng was absent from the Extraordinary General Meeting on September 30, 2024, due to personal reasons[309](index=309&type=chunk)[310](index=310&type=chunk)[312](index=312&type=chunk) - The auditor issued a disclaimer of opinion regarding the company's ability to continue as a going concern, and the company has disclosed its response plan in the Management Discussion and Analysis section[242](index=242&type=chunk) [Board of Directors](index=39&type=section&id=Board%20of%20Directors) The Board of Directors, comprising nine members including a majority of independent non-executive directors, is responsible for leading the company, overseeing operations, and ensuring compliance, with regular meetings and continuous professional development for directors - Board composition: The Board comprises **nine** members, with independent non-executive directors constituting one-third, complying with Listing Rules requirements[249](index=249&type=chunk)[265](index=265&type=chunk) - Board meetings: A total of **6** Board meetings were held during the reporting period, with most directors attending all or most meetings[301](index=301&type=chunk)[308](index=308&type=chunk) - Continuous professional development: All directors participated in continuous professional development training covering legal, accounting, corporate governance, and director responsibilities to ensure their contributions remain current[314](index=314&type=chunk)[315](index=315&type=chunk) [Board Committees](index=48&type=section&id=Board%20Committees) The company has established an Audit Committee, Remuneration Committee, and Nomination Committee to assist the Board in overseeing financial reporting, risk management, internal controls, remuneration policies, and board composition - Audit Committee: Composed of three independent non-executive directors and one non-executive director, responsible for reviewing financial statements, evaluating external auditor performance, and reviewing risk management and internal control systems[323](index=323&type=chunk)[324](index=324&type=chunk)[333](index=333&type=chunk) - Remuneration Committee: Composed of three independent non-executive directors and one non-executive director, responsible for reviewing directors' fees and remuneration policies, ensuring no director participates in determining their own remuneration[329](index=329&type=chunk)[330](index=330&type=chunk)[337](index=337&type=chunk) - Nomination Committee: Composed of one executive director (Chairman) and three independent non-executive directors, responsible for reviewing board composition, assessing director independence, and nominating directors for re-election[338](index=338&type=chunk)[339](index=339&type=chunk)[342](index=342&type=chunk) [Risk Management, Internal Control and Auditor](index=52&type=section&id=Risk%20Management%2C%20Internal%20Control%20and%20Auditor) The Board is ultimately responsible for the Group's risk management and internal control systems, which are based on the COSO framework and annually evaluated, with the Audit Committee overseeing auditor independence - Risk management and internal control: The Group's risk management and internal control framework is based on the COSO framework and annually evaluated by independent external professionals; the Board considers the system effective and adequate[344](index=344&type=chunk)[347](index=347&type=chunk)[351](index=351&type=chunk) - Auditor's remuneration: For the year ended March 31, 2025, audit service fees paid to the auditor, Zhonghui Anda CPA Limited, amounted to **HK$950,000**, with no non-audit service fees[358](index=358&type=chunk)[360](index=360&type=chunk) - Directors' responsibility for financial statements: Directors confirm their responsibility for preparing true and fair consolidated financial statements and consider the adoption of the 'going concern' basis appropriate[360](index=360&type=chunk) [Shareholders' Rights and Communication](index=57&type=section&id=Shareholders%27%20Rights%20and%20Communication) The company outlines shareholders' rights under Bermuda company law and its bye-laws, including procedures for convening extraordinary general meetings and proposing resolutions, emphasizing transparent communication through various channels - Convening Extraordinary General Meetings: Shareholders holding not less than **10%** of the paid-up share capital have the right to request the Board to convene an Extraordinary General Meeting[374](index=374&type=chunk) - Proposing resolutions at General Meetings: Shareholders holding not less than **5%** of the paid-up share capital or not less than **100** shareholders may request the company to circulate notice of a resolution intended to be moved at the meeting[380](index=380&type=chunk) - Communication channels: The company maintains communication with shareholders through annual reports, announcements, its company website (www.huscoke.com), and general meetings, and provides a dedicated investor relations email (ir@huscoke.com)[384](index=384&type=chunk)[386](index=386&type=chunk)[390](index=390&type=chunk) [Environmental, Social and Governance Report](index=60&type=section&id=Environmental%2C%20Social%20and%20Governance%20Report) This report covers the Group's ESG governance, strategy, environmental performance, and social responsibility initiatives, including targets for reducing energy, water, and greenhouse gas emission densities [ESG Governance and Strategy](index=61&type=section&id=ESG%20Governance%20and%20Strategy) The ESG report covers the Group's Hong Kong office and Shanxi plant, following HKEX ESG Reporting Guide, with a Board-led governance structure and targets to reduce electricity, water, and GHG emission densities by 5% by 2030 - ESG governance structure: The Group has established a governance structure with the Board ultimately responsible and the ESG Working Group managing and implementing all ESG-related matters[404](index=404&type=chunk)[407](index=407&type=chunk)[414](index=414&type=chunk) - Materiality issues: Through materiality matrix assessment, the Group identified 'emission control,' 'occupational health and safety,' and 'product and service quality' as areas with the greatest impact on business and stakeholders[425](index=425&type=chunk)[427](index=427&type=chunk) 2030 Environmental Targets (2025 as Baseline Year) | Area | Target | | :--- | :--- | | Electricity Consumption | Reduce electricity consumption intensity by 5% by 2030 | | Water Consumption | Reduce water consumption intensity by 5% by 2030 | | Greenhouse Gas Emissions | Reduce greenhouse gas emission intensity by 5% by 2030 | [Environmental Performance](index=69&type=section&id=Environmental%20Performance) The Group adheres to environmental regulations, with total GHG emissions of 9.15 tonnes of CO2e primarily from purchased electricity, and has identified and is mitigating physical and transitional climate risks Greenhouse Gas Emissions (tonnes of CO2e) | Scope | FY2025 | FY2024 | | :--- | :--- | :--- | | Scope 1 (Direct Emissions) | – | – | | Scope 2 (Indirect Emissions) | 7.50 | 7.58* | | Scope 3 (Other Indirect Emissions) | 1.65 | 1.18 | | **Total** | **9.15** | **8.76*** | Resource Consumption | Resource Type | Unit | FY2025 | FY2024 | | :--- | :--- | :--- | :--- | | Total Energy Consumption | MWh | 19.72 | 19.94 | | Total Water Consumption | Cubic Meters | 139.38 | 140.22 | - Climate risk identification: The Group has identified climate-related physical risks (e.g., coastal inundation, extreme heat) and transitional risks (e.g., changes in market demand, increased operating costs) and is developing corresponding mitigation strategies[471](index=471&type=chunk)[476](index=476&type=chunk)[477](index=477&type=chunk) [Social Performance](index=78&type=section&id=Social%20Performance) The Group maintains a safe and healthy work environment, with 15 full-time employees and zero work-related injuries for three consecutive years, emphasizing employee training, supply chain management, product quality, and anti-corruption measures Employee Profile (as of March 31, 2025) | Indicator | FY2025 | FY2024 | | :--- | :--- | :--- | | Total Employees | 15 | 15 | | Employee Turnover Rate | 20% | 20% | - Health and safety: The Group has achieved zero work-related injuries and fatalities for three consecutive years, with no lost workdays due to work-related injuries during the reporting period[507](index=507&type=chunk)[509](index=509&type=chunk) Employee Training Overview | Indicator | FY2025 | FY2024 | | :--- | :--- | :--- | | Percentage of Employees Trained | 120.00% | 93.33% | | Average Training Hours Per Trained Employee | 13.13 hours | 11.80 hours | - Anti-corruption and whistleblowing: The Group adopts a zero-tolerance policy towards corruption and has established anonymous whistleblowing channels; no concluded corruption litigation cases were reported during the period[557](index=557&type=chunk)[559](index=559&type=chunk)[561](index=561&type=chunk) [Independent Auditor's Report](index=104&type=section&id=Independent%20Auditor%27s%20Report) The independent auditor, Zhonghui Anda CPA Limited, issued a disclaimer of opinion on the consolidated financial statements due to significant uncertainties related to going concern and scope limitations [Disclaimer of Opinion](index=105&type=section&id=Disclaimer%20of%20Opinion) The auditor issued a disclaimer of opinion on the Group's consolidated financial statements due to significant going concern uncertainties, including continuous losses, substantial net current liabilities, and a winding-up petition - The auditor explicitly stated a disclaimer of opinion on the Group's consolidated financial statements due to the inability to obtain sufficient audit evidence as a basis for the opinion[584](index=584&type=chunk) - The basis for the disclaimer of opinion is 'material uncertainty related to going concern,' specifically: as of March 31, 2025, the Group recorded a loss attributable to owners of **HK$29.484 million**, net current liabilities of approximately **HK$444 million**, and received a winding-up petition from a major creditor[585](index=585&type=chunk) - The validity of the financial statements on a going concern basis depends on multiple uncertain factors, including whether new operating assets can commence operation on schedule, successful debt recovery, ability to defer repayments, and successful withdrawal of the winding-up petition; the auditor could not assess the likelihood of success of these measures[588](index=588&type=chunk)[589](index=589&type=chunk) [Other Matters (Scope Limitation)](index=107&type=section&id=Other%20Matters%20%28Scope%20Limitation%29) The auditor noted a scope limitation regarding the recoverability of approximately HK$138 million in prepayments, deposits, and other receivables, which would have led to a qualified opinion even without the going concern issue - Audit scope limitation: The auditor was unable to obtain sufficient appropriate audit evidence regarding the recoverability of approximately **HK$138 million** (2025) and **HK$120 million** (2024) in prepayments, deposits, and other receivables[594](index=594&type=chunk) - Legal process uncertainty: Although management has initiated legal action against the debtors and applied for enforcement, the legal proceedings are ongoing as of the report date, with an unknown outcome, thus preventing determination of the recoverability extent[595](index=595&type=chunk) - Impact on revenue recognition: The uncertainty regarding the recoverability of accounts receivable also prevented the auditor from obtaining sufficient evidence to determine whether the economic benefits from approximately **HK$19.55 million** (2025) in compensation income recognized based on this would correspondingly increase[596](index=596&type=chunk) [Consolidated Financial Statements](index=109&type=section&id=Consolidated%20Financial%20Statements) This section presents the Group's consolidated financial statements, including the statement of profit or loss, financial position, cash flows, and detailed notes explaining key figures and accounting policies [Consolidated Statement of Profit or Loss and Comprehensive Income](index=110&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Comprehensive%20Income) For the year ended March 31, 2025, Group revenue significantly increased to HK$34.23 million, but high finance costs and administrative expenses resulted in an annual loss of HK$29.49 million, albeit narrowed from the previous year Consolidated Statement of Profit or Loss Summary (HK$ Thousand) | Item | FY2025 | FY2024 | | :--- | :--- | :--- | | Revenue | 34,230 | 2,403 | | Gross Profit | 45 | 3 | | Compensation Income | 19,554 | 22,416 | | Administrative Expenses | (17,943) | (27,327) | | Finance Costs | (31,144) | (31,105) | | **Loss Before Tax** | **(29,487)** | **(35,739)** | | **Loss for the Year** | **(29,487)** | **(35,739)** | | **Total Comprehensive Expense for the Year** | **(43,873)** | **(104,619)** | [Consolidated Statement of Financial Position](index=112&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of March 31, 2025, total assets were approximately HK$1.81 billion, largely non-current, with total liabilities at HK$770 million, and net current liabilities expanding to HK$444.5 million, indicating increased short-term liquidity pressure Consolidated Statement of Financial Position Summary (HK$ Thousand) | Item | March 31, 2025 | March 31, 2024 | | :--- | :--- | :--- | | **Non-current Assets** | **1,668,142** | **1,688,844** | | Property, Plant and Equipment | 1,666,634 | 1,687,336 | | **Current Assets** | **142,757** | **138,341** | | **Total Assets** | **1,810,899** | **1,827,185** | | **Current Liabilities** | **587,253** | **475,432** | | **Non-current Liabilities** | **182,456** | **266,690** | | **Total Liabilities** | **769,709** | **742,122** | | **Net Assets** | **1,041,190** | **1,085,063** | | **Net Current Liabilities** | **(444,496)** | **(337,091)** | [Consolidated Statement of Cash Flows](index=115&type=section&id=Consolidated%20Statement%20of%20Cash%20Flows) During the reporting period, the Group generated HK$0.751 million in net cash inflow from operating activities, a significant decrease from the previous year, resulting in a net decrease of HK$0.771 million in cash and cash equivalents Consolidated Statement of Cash Flows Summary (HK$ Thousand) | Item | FY2025 | FY2024 | | :--- | :--- | :--- | | Net Cash Inflow from Operating Activities | 751 | 4,255 | | Net Cash (Outflow)/Inflow from Investing Activities | (4) | 271 | | Net Cash Used in Financing Activities | (1,518) | (2,999) | | **Net (Decrease)/Increase in Cash and Cash Equivalents** | **(771)** | **1,527** | | Cash and Cash Equivalents at Beginning of Year | 2,448 | 601 | | **Cash and Cash Equivalents at End of Year** | **1,675** | **2,448** | [Notes to the Consolidated Financial Statements](index=117&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) The notes provide detailed explanations of the financial statements, including significant going concern uncertainties, segment information, details of other borrowings, and post-reporting period events regarding the winding-up petition - Note 2 - Going Concern Basis: Details the significant uncertainties faced by the Group, including continuous losses, net current liabilities of **HK$444 million**, receipt of a winding-up petition from a major creditor, and new operating assets not yet generating revenue[636](index=636&type=chunk) - Note 6 - Segment Information: Shows that the **HK$34.23 million** revenue for FY2025 was entirely from the coke trading segment, while coal-related ancillary and coke production segments had no revenue[809](index=809&type=chunk) - Note 23 - Other Borrowings: Discloses total other borrowings of approximately **HK$218 million**, including an unsecured loan of **HK$200 million** that has been demanded for immediate repayment by the lender, leading to a winding-up petition[886](index=886&type=chunk)[888](index=888&type=chunk) [Five-year Financial Summary](index=181&type=section&id=Five-year%20Financial%20Summary) This section provides a five-year overview of the company's key financial data, highlighting significant revenue decline since 2021 and the impact of non-operating gains on net assets Five-year Financial Data Summary (HK$ Thousand) | Item | FY2025 | FY2024 | FY2022/23 | FY2021 | FY2020 | | :--- | :--- | :--- | :--- | :--- | :--- | | Revenue | 34,230 | 2,403 | 34,726 | 866,602 | 1,176,982 | | (Loss)/Profit Before Tax | (29,487) | (35,739) | 1,638,678 | (21,513) | (527,533) | | (Loss)/Profit for the Year | (29,487) | (35,739) | 1,248,861 | (31,182) | (532,532) | | Total Assets | 1,810,899 | 1,827,185 | 1,910,086 | 2,221,404 | 2,064,344 | | Total Liabilities | (769,709) | (742,122) | (721,104) | (2,379,496) | 2,189,245 | | Net Assets/(Liabilities) | 1,041,190 | 1,085,063 | 1,188,982 | (158,092) | (124,901) | - Five-year data shows a sharp decline in company revenue since 2021, remaining at extremely low levels in the last two years; the substantial profit in FY2022/23 primarily stemmed from gains on disposal of a subsidiary, not operating profit; net assets turned positive in FY2022/23 due to subsidiary disposal but have slightly declined in the last two years[987](index=987&type=chunk) [Definitions](index=183&type=section&id=Definitions) This section provides clear definitions for specific terms used throughout the report, such as "Board," "Group," and "Listing Rules" - This section provides clear definitions for specific terms used in the report, such as 'Board,' 'the Group,' and 'Listing Rules'[990](index=990&type=chunk)[991](index=991&type=chunk)