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SIM Technology Group Limited Annual Report 2025
50331_rns_2026-03-20_89636a2f-51c4-4886-a7fb-645153164142.pdf
Annual Report
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
SIM TECHNOLOGY GROUP LIMITED
晨訊科技集團有限公司*
(Incorporated in Bermuda with limited liability)
(Stock code: 2000)
ANNUAL RESULTS
FOR THE YEAR ENDED 31 DECEMBER 2025
The board ("Board") of directors ("Directors") of SIM Technology group Limited ("Company") hereby announces the audited consolidated results of the Company and its subsidiaries ("Group") for the year ended 31 December 2025 ("Year") together with the comparative figures for the corresponding period in 2024 as follows:
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
| Year ended 31 December | |||
|---|---|---|---|
| NOTES | 2025 HK$’000 | 2024 HK$’000 | |
| Revenue | 3 | 398,731 | 429,370 |
| Cost of sales and services | (317,691) | (336,425) | |
| Gross profit | 81,040 | 92,945 | |
| Other income | 5 | 43,718 | 58,091 |
| Other gains and losses | 6 | (71,306) | (79,814) |
| Reversal of impairment losses under expected credit loss model, net | 4,857 | 894 | |
| Research and development expenses | (50,409) | (101,076) | |
| Selling and distribution costs | (18,570) | (20,483) | |
| Administrative expenses | (32,573) | (73,848) | |
| Share of results of associates | 12,059 | 4,039 | |
| Finance costs | 7 | (903) | (805) |
| Year ended 31 December | |||
|---|---|---|---|
| NOTES | 2025 HK$’000 | 2024 HK$’000 | |
| Loss before taxation | (32,087) | (120,057) | |
| Taxation | 8 | 16,297 | 15,940 |
| Loss for the year | 9 | (15,790) | (104,117) |
| Loss for the year attributable to: | |||
| Owners of the Company | (13,302) | (94,780) | |
| Non-controlling interests | (2,488) | (9,337) | |
| (15,790) | (104,117) | ||
| Loss per share (HK cents) | 11 | ||
| Basic | (0.62) | (4.42) |
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
| Year ended 31 December | ||
|---|---|---|
| 2025 | 2024 | |
| HK$’000 | HK$’000 | |
| Loss for the year | (15,790) | (104,117) |
| Other comprehensive income (expense) | ||
| Item that may be subsequently reclassified to profit or loss for the year: | ||
| Reclassification of cumulative translation reserve upon deregistration of foreign operations | - | 30,764 |
| Items that will not be subsequently reclassified to profit or loss during the year: | ||
| Surplus on transfer of right-of-use assets and property, plant and equipment to investment properties at fair value | 21,540 | 476 |
| Fair value gain on investment in equity instrument at fair value through other comprehensive income (“FVTOCI”) | (8,884) | 4,833 |
| Deferred tax relating to items that will not be reclassified to profit or loss | (3,164) | (1,327) |
| Exchange differences arising on translation to presentation currency | 25,895 | (34,172) |
| Other comprehensive income | 35,387 | 574 |
| Total comprehensive income (expense) for the year | 19,597 | (103,543) |
| Total comprehensive income (expense) attributable to: | ||
| Owners of the Company | 22,085 | (94,206) |
| Non-controlling interests | (2,488) | (9,337) |
| 19,597 | (103,543) |
At 31 December 2025
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
| NOTES | 2025 | 2024 | |
|---|---|---|---|
| HK$'000 | HK$'000 | ||
| Non-current assets | |||
| Investment properties | 536,279 | 574,540 | |
| Property, plant and equipment | 17,827 | 31,428 | |
| Right-of-use assets | 14,356 | 15,658 | |
| Intangible assets | 64 | 294 | |
| Interests in associates | 85,377 | 49,798 | |
| Equity instruments at FVTOCI | 31,555 | 71,726 | |
| 685,458 | 743,444 | ||
| Current assets | |||
| Inventories | 60,958 | 52,720 | |
| Trade and notes receivables | 12 | 117,837 | 110,823 |
| Other receivables, deposits and prepayments | 90,887 | 72,768 | |
| Financial assets at fair value through profit or loss (“FVTPL”) | 249 | 291 | |
| Restricted bank deposits | 15,342 | - | |
| Pledged bank deposits | 11,071 | - | |
| Short-term bank deposits | 509,697 | 580,821 | |
| Cash and cash equivalent | 430,473 | 360,313 | |
| 1,236,514 | 1,177,736 | ||
| Current liabilities | |||
| Trade payables | 13 | 87,232 | 86,792 |
| Deposits from tenants | 2,986 | 2,699 | |
| Deferred income | 1,124 | 1,097 | |
| Other payables and accruals | 71,168 | 64,931 | |
| Contract liabilities | 124,160 | 97,731 | |
| Bank borrowings | 11,071 | 29,162 | |
| Lease liabilities | 538 | 2,344 | |
| Tax payables | 88,658 | 97,478 | |
| 386,937 | 382,234 | ||
| Net current assets | 849,577 | 795,502 | |
| Total assets less current liabilities | 1,535,035 | 1,538,946 |
| | 2025
HK$'000 | 2024
HK$'000 |
| --- | --- | --- |
| Capital and reserves | | |
| Share capital | 211,905 | 214,335 |
| Reserves | 1,240,711 | 1,225,651 |
| Equity attributable to owners of the Company | 1,452,616 | 1,439,986 |
| Non-controlling interests | (12,558) | (10,070) |
| Total equity | 1,440,058 | 1,429,916 |
| Non-current liabilities | | |
| Deposits from tenants | 6,102 | 6,278 |
| Lease liabilities | 406 | 80 |
| Deferred tax liabilities | 62,019 | 75,748 |
| Deferred income | 26,450 | 26,924 |
| | 94,977 | 109,030 |
| | 1,535,035 | 1,538,946 |
6
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. GENERAL INFORMATION AND BASIS OF PREPARATION
The Company was incorporated in Bermuda as an exempted company under the Companies Act 1981 of Bermuda (as amended) with limited liability.
The functional currency of the Company is Renminbi. The consolidated financial statements are presented in Hong Kong dollars ("HK$"), as the Directors consider that it is a more appropriate presentation for a company listed on The Stock Exchange of Hong Kong Limited (the "Stock Exchange") and for the convenience of the shareholders.
The Company is an investment holding company. The principal activities of its subsidiaries are the manufacturing, design and development and sale of intelligent terminal original design manufacturer ("ODM") business, automotive intelligent products business and property management in the People's Republic of China ("PRC").
The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRSs") issued by the International Accounting Standards Board ("IASB"). In addition, the consolidated financial statements include applicable disclosures required by the Rules Governing the Listing of Securities on the Stock Exchange and by the Hong Kong Companies Ordinance.
The consolidated financial statements have been prepared on the historical cost basis except for certain properties and financial instruments that are measured at fair values at the end of each reporting periods. Historical cost is generally based on the fair value of the consideration given in exchange for goods and services.
2. APPLICATION OF NEW AND AMENDMENTS TO IFRS ACCOUNTING STANDARDS AND CHANGES IN OTHER ACCOUNTING POLICIES
Amendments to IFRS Accounting Standards that are mandatorily effective for the current year
In the current year, the Group has applied the following amendments to IFRS Accounting Standards as issued by the International Accounting Standard Board ("IASB") for the first time, which are mandatorily effective for the Group's annual period beginning on 1 January 2025 for the preparation of the consolidated financial statements:
| Amendments to IAS 21 | Lack of Exchangeability |
|---|---|
The application of the amendments to an IFRS Accounting Standards in the current year has had no material impact on the Group's financial positions and performance for the current and prior years and/or on the disclosures set out in these consolidated financial statements.
7
New and amendments to IFRS Accounting Standards in issue but not yet effective
The Group has not early applied the following new and amendments to IFRS Accounting Standards that have been issued but are not yet effective:
| Amendments to IFRS 9 and IFRS 7 | Amendments to the Classification and Measurement of Financial Instruments² |
|---|---|
| Amendments to IFRS 9 and IFRS 7 | Contracts Referencing Nature-Dependent Electricity² |
| Amendments to IFRS 10 and IAS 28 | Sale or Contribution of Assets between an Investor and its Associate or Joint Venture¹ |
| Amendments to IFRS Accounting Standards | Annual Improvements to IFRS Accounting Standards – Volume 11² |
| Amendments to IAS 21 | Translation to a Hyperinflationary Presentation Currency³ |
| IFRS 18 | Presentation and Disclosure in Financial Statements³ |
- Effective for annual periods beginning on or after a date to be determined.
- Effective for annual periods beginning on or after 1 January 2026.
- Effective for annual periods beginning on or after 1 January 2027.
Except for the new and amendments to IFRS Accounting Standards mentioned below, the directors of the Company anticipate that the application of all new and amendments to IFRS Accounting Standards will have no material impact on the consolidated financial statements in the foreseeable future.
IFRS 18 "Presentation and Disclosure in Financial Statements"
IFRS 18 "Presentation and Disclosure in Financial Statements" ("IFRS 18"), which sets out requirements on presentation and disclosures in financial statements, will replace IAS 1 "Presentation of Financial Statements" ("IAS 1"). This new IFRS Accounting Standard, while carrying forward many of the requirements in IAS 1, introduces new requirements to present specified categories and defined subtotals in the statement of profit or loss; provide disclosures on management-defined performance measures in the notes to the financial statements and improve aggregation and disaggregation of information to be disclosed in the financial statements. In addition, some IAS 1 paragraphs have been moved to IAS 8 "Accounting Policies, Changes in Accounting Estimates and Errors" and IFRS 7 "Financial Instruments: Disclosures". Minor amendments to IAS 7 "Statement of Cash Flows" and IAS 33 "Earnings per Share" are also made.
IFRS 18, and amendments to other standards, will be effective for annual periods beginning on or after 1 January 2027, with early application permitted. IFRS 18 requires retrospective application with specific transition provisions. The application of the new standard is not expected to have significant impact on the financial performance and positions of the Group in terms of recognition and measurement. However, it is expected to affect the structure and presentation of the consolidated statement of profit or loss.
- REVENUE
(i) Disaggregation of revenue from contracts with customers
| Segments | For the year ended 31 December 2025 | |||
|---|---|---|---|---|
| Intelligent terminal ODM business HK$’000 | Automotive intelligent products business HK$’000 | Property management HK$’000 | Total HK$’000 | |
| Types of goods or services | ||||
| Sale of intelligent terminal ODM | 343,089 | – | – | 343,089 |
| Sale of automotive intelligent products | – | 17,147 | – | 17,147 |
| 343,089 | 17,147 | – | 360,236 | |
| Property rental | – | – | 38,495 | 38,495 |
| Total | 343,089 | 17,147 | 38,495 | 398,731 |
| Timing of revenue recognition | ||||
| At a point in time | 343,089 | 17,147 | N/A | |
| Over time | – | – | N/A | |
| Total | 343,089 | 17,147 | N/A | |
| Segments | For the year ended 31 December 2024 | |||
| Intelligent terminal ODM business HK$’000 | Automotive intelligent products business HK$’000 | Property management HK$’000 | Total HK$’000 | |
| Types of goods or services | ||||
| Sale of intelligent terminal ODM | 338,039 | – | – | 338,039 |
| Sale of automotive intelligent products | – | 46,297 | – | 46,297 |
| 338,039 | 46,297 | – | 384,336 | |
| Property rental | – | – | 45,034 | 45,034 |
| Total | 338,039 | 46,297 | 45,034 | 429,370 |
| Timing of revenue recognition | ||||
| At a point in time | 337,254 | 46,297 | N/A | |
| Over time | 785 | – | N/A | |
| Total | 338,039 | 46,297 | N/A |
8
Geographical markets
| For the year ended 31 December 2025 | |||
|---|---|---|---|
| Intelligent terminal ODM business HK$’000 | Automotive intelligent products business HK$’000 | Property management HK$’000 | |
| The PRC | 269,107 | 17,147 | 38,495 |
| Europe | 15,924 | - | - |
| United States | 30,655 | - | - |
| Hong Kong | 11,993 | - | - |
| Other Asian countries | 15,410 | - | - |
| 343,089 | 17,147 | 38,495 | |
| For the year ended 31 December 2024 | |||
| Intelligent terminal ODM business HK$’000 | Automotive intelligent products business HK$’000 | Property management HK$’000 | |
| The PRC | 267,874 | 46,297 | 45,034 |
| Europe | 7,838 | - | - |
| United States | 14,747 | - | - |
| Hong Kong | 12,132 | - | - |
| Other Asian countries | 35,448 | - | - |
| 338,039 | 46,297 | 45,034 |
(ii) Performance obligations for contracts with customers
Sale of intelligent terminal ODM
For the sale of intelligent terminal ODM and own-branded products manufacturing, revenue is recognised when control of the goods has transferred, being when the goods have been shipped to the customer's specific location (delivery). Following the delivery, the customer has full discretion over the manner of usage, distribution and price to sell the goods, and has the primary responsibility when on selling the goods and bears the risks of obsolescence and loss in relation to the goods. The normal credit term is 0-90 days upon delivery. The Group typically receives a 30% - 50% deposit before the sale of goods.
For the electronics manufacturing services, revenue is recognised as a performance obligation satisfied over time as the Group creates or enhances an asset that the customer controls as the asset is created or enhanced. The normal credit term is 0-15 days. The Group typically receives a 30% - 50% deposit before the provision of services. Management considered the nature of business is similar to the own-branded products manufacturing and grouped the revenue in "Sale of intelligent terminal ODM" in last year.
10
Sale of automotive intelligent products
For the sale of automotive intelligent products, revenue is recognised when control of the goods has transferred, being when the goods have been shipped to the customer's specific location (delivery). The handling activities before customers obtained control are considered as fulfilment activities. Following the delivery, the customer has full discretion over the manner of distribution and price to sell the goods, has the primary responsibility when on selling the goods and bears the risks of obsolescence and loss in relation to the goods. The normal credit term is 0 – 90 days upon delivery. The Group typically receives a 10% – 50% deposit before the sale of goods..
(iii) Transaction price allocated to the remaining performance obligation for contracts with customers
All sale of intelligent terminal ODM, own-branded products manufacturing and sale of automotive intelligent products, are for period of one year or less.
(iv) Leases
| | 2025
HK$'000 | 2024
HK$'000 |
| --- | --- | --- |
| For operating lease: | | |
| Lease payments that are fixed | 38,495 | 45,034 |
For the year ended 31 December 2025, the Group recognised HK$33,527,000 (2024: HK$41,467,000) profit, being the difference between gross rental income and direct operating expenses, as a property lessor.
4. SEGMENT INFORMATION
Segment information is presented based on internal reports about components of the Group that are regularly reviewed by the chief operating decision maker ("CODM"), being the executive directors of the Company, for the purpose of allocating resources to segments and assessing their performance.
During the year, the Group renamed its "Handsets and IOT terminals business" to "Intelligent terminal ODM" to better reflect its strategic focus. There was no change in the composition, management reporting, or financial performance measurement of the segment. Prior period segment information has been reclassified to conform with the current period presentation.
The following is an analysis of the Group's revenue and results by reportable and operating segment:
For the year ended 31 December 2025
| Intelligent terminal ODM business HK$'000 | Automotive intelligent products business HK$'000 | Property management HK$'000 | Consolidated HK$'000 | |
|---|---|---|---|---|
| Revenue | ||||
| External sales | 343,089 | 17,147 | 38,495 | 398,731 |
| Segment profit (loss) | 4,981 | (17,329) | (55,487) | (67,835) |
| Unallocated other income and other gains and losses | 30,101 | |||
| Share of results of associates | 12,059 | |||
| Corporate expenses | (5,509) | |||
| Finance costs | (903) | |||
| Loss before taxation | (32,087) | |||
| For the year ended 31 December 2024 | ||||
| Intelligent terminal ODM business HK$'000 | Automotive intelligent products business HK$'000 | Property management HK$'000 | Consolidated HK$'000 | |
| Revenue | ||||
| External sales | 338,039 | 46,297 | 45,034 | 429,370 |
| Segment loss | (61,488) | (30,774) | (24,376) | (116,638) |
| Unallocated other income and other gains and losses | 7,422 | |||
| Share of results of associates | 4,039 | |||
| Corporate expenses | (14,170) | |||
| Finance costs | (710) | |||
| Loss before taxation | (120,057) |
The accounting policies of the reportable and operating segments are the same as the Group's accounting policies. Segment result represents the profit earned or loss incurred by each segment without allocation of interest income, unallocated exchange gain or loss, fair value change on financial assets at FVTPL, loss on deregistration of subsidiaries, certain other income and certain other gains and losses, corporate expenses, share of results of associates and finance costs. This is the measure reported to the CODM for the purposes of resource allocation and performance assessment.
Segment assets and liabilities
The following is an analysis of the Group’s assets and liabilities by reportable and operating segment:
At 31 December 2025
| Intelligent terminal ODM business HK$’000 | Automotive intelligent products business HK$’000 | Property management HK$’000 | Consolidated HK$’000 | |
|---|---|---|---|---|
| Segment assets | 263,508 | 6,325 | 536,279 | 806,112 |
| Property, plant and equipment | 6,642 | |||
| Right-of-use assets | 11,801 | |||
| Interests in associates | 85,377 | |||
| Equity instruments at FVTOCI | 31,555 | |||
| Financial assets at FVTPL | 249 | |||
| Other receivables, deposits and prepayments | 13,653 | |||
| Restricted bank deposits | 15,342 | |||
| Pledged bank deposits | 11,071 | |||
| Short-term bank deposits | 509,697 | |||
| Cash and cash equivalent | 430,473 | |||
| Consolidated assets | 1,921,972 | |||
| Segment liabilities | 245,475 | 6,396 | 16,451 | 268,322 |
| Other payables and accruals | 51,844 | |||
| Bank borrowings | 11,071 | |||
| Tax payables | 88,658 | |||
| Deferred tax liabilities | 62,019 | |||
| Consolidated liabilities | 481,914 |
12
At 31 December 2024
| Intelligent terminal ODM business HK$’000 | Automotive intelligent products business HK$’000 | Property management HK$’000 | Consolidated HK$’000 | |
|---|---|---|---|---|
| Segment assets | 219,210 | 33,878 | 574,540 | 827,628 |
| Property, plant and equipment | 6,156 | |||
| Right-of-use assets | 12,099 | |||
| Interests in associates | 49,798 | |||
| Equity instruments at FVTOCI | 71,726 | |||
| Financial assets at FVTPL | 291 | |||
| Other receivables, deposits and prepayments | 12,348 | |||
| Short-term bank deposits | 580,821 | |||
| Cash and cash equivalent | 360,313 | |||
| Consolidated assets | 1,921,180 | |||
| Segment liabilities | 201,686 | 30,274 | 10,133 | 242,093 |
| Other payables and accruals | 46,783 | |||
| Bank borrowings | 29,162 | |||
| Tax payables | 97,478 | |||
| Deferred tax liabilities | 75,748 | |||
| Consolidated liabilities | 491,264 |
For the purposes of monitoring segment performances and allocating resources between segments:
- all assets are allocated to reportable and operating segments other than certain property, plant and equipment, certain right-of-use assets, restricted bank deposits, pledged bank deposits, short-term bank deposits, cash and cash equivalent, interests in associates, equity instruments at FVTOCI, financial assets at FVTPL, and certain other receivables, deposits and prepayments; and
- corporate liabilities include certain other payables and accruals, bank borrowings, tax payables and deferred tax liabilities.
14
Other segment information
For the year ended 31 December 2025
| Intelligent terminal ODM business HK$’000 | Automotive intelligent products business HK$’000 | Property management HK$’000 | Unallocated HK$’000 | Consolidated HK$’000 | |
|---|---|---|---|---|---|
| Amounts included in the measure of segment profit or loss or segment assets: | |||||
| Additions of property, plant and equipment | 8,079 | – | – | – | 8,079 |
| Additions of right-of-use assets | 1,270 | – | – | – | 1,270 |
| Depreciation of property, plant and equipment | 18,479 | 332 | – | 4 | 18,815 |
| Depreciation of right-of-use assets | 1,785 | – | – | 188 | 1,973 |
| Amortisation of intangible assets | 1,027 | 87 | – | – | 1,114 |
| Net reversal of impairment loss on consideration receivables | (1,528) | – | – | – | (1,528) |
| Net reversal of write-down of inventories | (5,729) | – | – | – | (5,729) |
| Loss on disposal of property, plant and equipment | 1,887 | – | – | – | 1,887 |
| Decrease in fair value of investment properties | – | – | 73,931 | – | 73,931 |
For the year ended 31 December 2024
| Intelligent terminal ODM business HK$’000 | Automotive intelligent products business HK$’000 | Property management HK$’000 | Unallocated HK$’000 | Consolidated HK$’000 | |
|---|---|---|---|---|---|
| Amounts included in the measure of segment profit or loss or segment assets: | |||||
| Additions of property, plant and equipment | 4,193 | – | – | – | 4,193 |
| Additions of right-of-use assets | – | – | – | 376 | 376 |
| Depreciation of property, plant and equipment | 18,173 | 502 | – | 158 | 18,833 |
| Depreciation of right-of-use assets | 1,230 | – | – | 484 | 1,714 |
| Amortisation of intangible assets | 979 | 87 | – | – | 1,066 |
| Net reversal of impairment loss on consideration receivables | (1,251) | – | – | – | (1,251) |
| Net reversal of write-down of inventories | (13,088) | – | – | – | (13,088) |
| Loss on disposal of property, plant and equipment | 7,892 | – | – | – | 7,892 |
| Decrease in fair value of investment properties | – | – | 56,031 | – | 56,031 |
Geographical information
The Group's operations are located in the PRC and Hong Kong.
Information about the Group's revenue from external customers is presented based on the location of the customers. Information about the Group's non-current assets is presented based on the geographical location of the assets.
| Revenue from external customers | Non-current assets | |||
|---|---|---|---|---|
| Year ended 31 December | As at 31 December | |||
| 2025 | ||||
| HK$'000 | 2024 | |||
| HK$'000 | 2025 | |||
| HK$'000 | 2024 | |||
| HK$'000 | ||||
| The PRC | 324,749 | 359,205 | 653,825 | 671,452 |
| Europe | 15,924 | 7,838 | - | - |
| United States | 30,655 | 14,747 | - | - |
| Hong Kong | 11,993 | 12,132 | 78 | 266 |
| Other Asian Countries | 15,410 | 35,448 | - | - |
| 398,731 | 429,370 | 653,903 | 671,718 |
Note: Non-current assets excluded equity instruments at FVTOCI.
5. OTHER INCOME
| | 2025
HK$'000 | 2024
HK$'000 |
| --- | --- | --- |
| Refund of Value Added Tax (“VAT”) | 54 | 1,118 |
| Government grants | 15,183 | 24,689 |
| Interest income earned on bank balances | 28,248 | 30,036 |
| Interest income earned on consideration receivables | - | 835 |
| Others | 233 | 1,413 |
| | 43,718 | 58,091 |
16
6. OTHER GAINS AND LOSSES
| | 2025
HK$'000 | 2024
HK$'000 |
| --- | --- | --- |
| Write-off of trade payables | 936 | 2,554 |
| Loss on disposal of property, plant and equipment | (1,887) | (7,892) |
| Loss on early termination of right-of-use assets | (69) | – |
| Changes in fair values of investment properties | (73,931) | (56,031) |
| Loss on deregistration of subsidiaries | – | (30,764) |
| Net foreign exchange gain | 3,687 | 12,496 |
| Fair value change on financial assets at FVTPL | (42) | (177) |
| | (71,306) | (79,814) |
| 7. FINANCE COSTS | | |
| | 2025
HK$'000 | 2024
HK$'000 |
| Interests on bank borrowings | 843 | 710 |
| Interests on lease liabilities | 60 | 95 |
| | 903 | 805 |
| 8. TAXATION | | |
| | 2025
HK$'000 | 2024
HK$'000 |
| Taxation comprises: | | |
| PRC Enterprise Income Tax (“EIT”) | 991 | 256 |
| Over provision in prior years | (6,095) | (2,188) |
| | (5,104) | (1,932) |
| PRC withholding tax | 7,290 | – |
| Deferred tax charge | (18,483) | (14,008) |
| Taxation credit for the year | (16,297) | (15,940) |
No provision for Hong Kong Profits Tax has been made for both years as the Group has no assessable profits arising in Hong Kong.
EIT is calculated at the rates prevailing in the relevant districts of the PRC and taking relevant tax incentives into account.
9. LOSS FOR THE YEAR
| | 2025
HK$'000 | 2024
HK$'000 |
| --- | --- | --- |
| Loss for the year has been arrived at after charging (crediting): | | |
| Auditor’s remuneration | | |
| – Audit services | 1,900 | 2,420 |
| – Non-audit services | 500 | 500 |
| | 2,400 | 2,920 |
| Amortisation of intangible assets (included in cost of sales and services) | 1,114 | 1,066 |
| Less: Amount capitalised in inventories | (1,114) | (1,066) |
| | – | – |
| Depreciation of property, plant and equipment | 18,815 | 18,833 |
| Less: Amount capitalised in inventories | (13,809) | (10,953) |
| | 5,006 | 7,880 |
| Depreciation of right-of-use assets | 1,973 | 1,714 |
| Net reversal of allowance of inventories (included in cost of sales and services) | (5,729) | (13,088) |
| Cost of inventories recognised as an expense (included in cost of sales and services) | 312,013 | 336,025 |
| Staff costs: | | |
| Directors’ emoluments | 5,025 | 6,188 |
| Other staff costs | | |
| – Salaries and other benefits | 80,834 | 107,718 |
| – Retirement benefits scheme contributions | 15,312 | 23,801 |
| | 101,171 | 137,707 |
| Less: Amount capitalised in inventories | (8,721) | (9,160) |
| | 92,450 | 128,547 |
| Gross rental income from investment properties | (38,495) | (45,034) |
| Less: direct operating expenses incurred for investment properties | 4,968 | 3,567 |
| | (33,527) | (41,467) |
17
18
10. DIVIDENDS
The directors do not recommend the payment of a final dividend for the years ended 31 December 2025 and 2024.
At the board meeting held on 26 March 2024, the directors proposed a special dividend of HK4 cents per ordinary share, in an aggregate amount of HK$85,734,000. The proposed dividend was paid during the year ended 31 December 2024.
11. LOSS PER SHARE
The calculation of the basic loss per share attributable to the owners of the Company is based on the following data:
| | 2025
HK$'000 | 2024
HK$'000 |
| --- | --- | --- |
| Loss figures are calculated as follows: | | |
| Loss for the purposes of basic loss per share | (13,302) | (94,780) |
| | 2025
'000 | 2024
'000 |
| Number of shares | | |
| Weighted average number of ordinary shares for the purpose of basic loss per share | 2,140,137 | 2,143,351 |
The weighted average number of ordinary shares for the purpose of basic loss per share has been adjusted for the impact of shares repurchased by the Company.
12. TRADE AND NOTES RECEIVABLES
The normal credit period given on sale of goods relating to intelligent terminal ODM business and automotive intelligent products business is 0 – 90 days. A longer period is granted to a few customers with whom the Group has a good business relationship and which are in sound financial condition.
The following is an aged analysis of trade receivables, net of allowance for credit losses, as well as notes receivables presented based on the invoice dates at the end of the reporting period, which approximated the revenue recognition dates:
| | 2025
HK$'000 | 2024
HK$'000 |
| --- | --- | --- |
| Trade receivables | | |
| 0 – 30 days | 60,239 | 49,038 |
| 31 – 60 days | 4,562 | 11,262 |
| 61 – 90 days | 4,911 | 12,632 |
| 91 – 180 days | 3,673 | 11,807 |
| Over 180 days | 25,226 | 27,028 |
| | 98,611 | 111,767 |
| Less: Allowance for credit losses | (26,250) | (28,429) |
| Trade receivables | 72,361 | 83,338 |
| Notes receivables (Note) | | |
| 0 – 30 days | 9,663 | 7,547 |
| 31 – 60 days | 27,136 | 14,056 |
| 61 – 90 days | 8,677 | 4,723 |
| 91 – 180 days | – | 1,159 |
| | 45,476 | 27,485 |
| | 117,837 | 110,823 |
Note: Notes receivables represent the promissory notes issued by banks received from the customers.
Before accepting any new customer, the Group assesses the potential customer's credit quality and defines credit limits by customer. Limits attributed to customers are reviewed twice a year. The Group has policy for provision of ECL, which is based on an evaluation of the collectability and age analysis of accounts on every individual trade debtor with significant balances or credit impaired and the remaining balances are grouped based on similar credit characteristics and on management's judgement including creditworthiness, the past collection history and forward-looking information.
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13. TRADE PAYABLES
The aged analysis of the Group's trade payables at the end of the reporting period is presented based on the invoice dates for trade payables is as follows:
| | 2025
HK$'000 | 2024
HK$'000 |
| --- | --- | --- |
| 0 – 30 days | 72,489 | 53,712 |
| 31 – 60 days | 2,809 | 7,093 |
| 61 – 90 days | – | 15,198 |
| Over 90 days | 11,934 | 10,789 |
| Trade payables | 87,232 | 86,792 |
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FINAL DIVIDEND
The Board does not recommend the payment of a final dividend to shareholders of the Company ("Shareholders") for the Year.
CLOSURE OF REGISTER OF MEMBERS
For determining Shareholders' right to attend and vote at the forthcoming annual general meeting of the Company ("AGM"):
Closure dates of register of members
2 June 2026 (Tuesday)
(both days inclusive)
to 5 June 2026 (Friday)
Latest time to lodge transfers
4:30 p.m. on 1 June 2026 (Monday)
Record date
5 June 2026 (Friday)
AGM
5 June 2026 (Friday)
During the period of the closure of register of members, no share transfers will be registered. For registration, all transfer documents accompanied by the relevant share certificates, must be lodged with the Company's branch share registrar and transfer office in Hong Kong, Computershare Hong Kong Investor Services Limited, Shops 1712-16, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong before the relevant latest time to lodge transfers.
ANNUAL GENERAL MEETING
The AGM will be held at 24th Floor, Tower 1, Admiralty Centre, 18 Harcourt Road, Admiralty, Hong Kong on Friday, 5 June 2026. The notice of the AGM will be published on the respective websites of the Company and The Stock Exchange of Hong Kong Limited ("Stock Exchange") in due course.
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MANAGEMENT'S DISCUSSION AND ANALYSIS
BUSINESS REVIEW
In 2025, in the face of a complex and changing external environment, the Group remained committed to tightening cost control and optimizing organizational structure while at the same time raised the operational awareness among all employees and refined its appraisal and incentive mechanisms. Against this backdrop, despite revenue and gross profit for the Year recorded a decline over the past year, continued improvement in operational quality has resulted in the ODM business for intelligent terminals achieving a turnaround from loss to profit. Although the substantial impairment of investment properties far exceeded the profits generated by all business segments making an overall loss unavoidable, the overall loss was considered minimal.
For the Year, the Group recorded a turnover of HK$398.7 million, representing a decrease of 7.1% as compared to HK$429.4 million for last year. Gross profit amounted to HK$81.0 million, representing a decrease of 12.8% as compared to HK$92.9 million for last year. Overall, the Group recorded a loss of HK$13.3 million for the Year (compared to a loss of HK$94.8 million for the same period last year).
The main reason for the loss in the Year is the impairment of investment properties. Based on the market prediction of future rents and the leases signed by the Group, the value conducted impairment assessments of the investment properties held by the Group totalling HK$73.9 million during the Reporting Period. Excluding the impact of such non-operating factor, the Group achieved a profit of HK$60.6 million for the Year (for the same period last year, a loss of HK$38.8 million was recorded on a comparable basis). The significant year-on-year improvement in operating results was primarily attributable to the Group's stringent control over costs and expenses, continuous optimization of operational efficiency, and the gradual recovery of profitability in its Core Business.
ODM business for intelligent terminals
This business segment recorded a turnover of HK$343.1 million for the Year, representing an increase of 1.5% as compared to HK$338.0 million for last year. Gross profit amounted to HK$46.3 million, representing an increase of 42.9% as compared to HK$32.4 million for last year, and gross profit margin rose to 13.5% from 9.6% last year. This segment achieved a turnaround from loss to profit for the Year, recording a profit of HK$5.0 million (compared to a segment loss of HK$61.5 million last year).
According to the management, the improvement in performance was primarily attributable to the following factors: First, the systematic enhancement of operational awareness among all employees, implementation of optimized appraisal and incentive mechanisms and the fact that cost-control measures continued to deliver results have led to a further reduction in labour cost compared with last year. Second, increased factory utilization has contributed to the realisation of economies of scale. Third, the proactive divestment of negative-profit and low-efficiency projects along with ongoing optimization of the product mix. However, this segment is still facing the following risks and challenges: a high degree of customer concentration such that revenue from Core Business is heavily reliant on a small number of key clients, and there is pressure in expanding new collaborations with existing clients. Furthermore, rising market prices for critical materials (such as storage chips) has posed potential impacts on operational stability, putting our supply chain material preparation and risk management capabilities to test.
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Automotive intelligent products business
In view of the bruising price war within the automotive market, at the beginning of 2025, upon the delivery of some 1,000 vehicles by the Group's subsidiary, Shanghai Zhenkang Electronics Limited ("Zhenkang"), in respect of orders placed in the previous year, the client immediately notified Zhenkang of the cancellation of the original order plan worth hundred millions of RMB. This has resulted in a turnover of only HK$17.1 million recorded by the business segment for the Year, representing a decrease of 63.1% as compared to HK$46.3 million for last year. Gross profit amounted to HK$4.0 million, representing a decrease of 79.1% as compared to HK$19.1 million for last year. A segment loss of HK$17.3 million was recorded for the Year (compared to a segment loss of HK$30.8 million last year). Upon prudent evaluation, the management concluded that, given the price competition within the automotive industry and among upstream suppliers has reached a critical stage and competition has tended to be irrational, the Group has decided to suspend its automotive pre-installed operations, i.e. the OEM business for automotive manufacturers. This business will no longer be presented and disclosed as a separate segment in subsequent reporting.
Property management
The revenue from this business segment for the Year was mainly derived from the business of leasing of Block A and Block B of SIM Technology Building in Shanghai, and factory units and commercial properties in Shenyang, with total gross floor area (GFA) of approximately 78,000 square meters. This business segment recorded a turnover of HK$38.5 million for the Year, representing a decrease of 14.4% as compared to HK$45.0 million for last year. Gross profit margin was 79.9%, representing a decrease as compared to 92.1% for last year. A segment loss of HK$55.5 million was recorded for the Year (compared to a segment loss of HK$24.4 million last year).
For the Year, based on the forecasts of the future rental market and the existing lease contracts, the valuer made an impairment loss totalling HK$73.9 million on the Group's investment properties (a total impairment amount of HK$56.0 million was recognised for the same period last year), which has resulted in a significant loss incurred by the business segment. According to the management, due to the impact of the overall downturn in the nationwide property leasing market, the Group's property vacancy rate, particularly in Shenyang, has risen significantly compared to last year. To enhance the efficiency of resource utilization, the Company will continue to streamline and lease out idle buildings and factory to steadily advance the development of its property management business.
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PROSPECTS
In 2026, the Group’s development will still face multiple challenges. Considering that numerous uncertainties persist in the current macro environment as well as the intensifying overseas and domestic market competition, the management opined that the industry is in a stage of excessive competition, and it is currently not an opportune time for expansion. “Maintaining profitability while staying stable” is the most appropriate strategy to adopt at the moment instead.
As the core pillar of the Group, the ODM business for intelligent terminals will continue to drive our strategic transformation. The Group will focus on enhancing the operational quality and optimizing its business structure to solidify its core competitiveness, leveraging application of AI technologies, further diversifying its customer base, refining supply chain management and upgrading product intelligence to provide fundamental support for the robust development of the Group.
Building upon the foundation of solidifying Core Business to strengthen development, the Group will also gradually shift its development priorities to emerging segments with high potential, among which the robotics industry has been identified as a new strategic focus of the Group which shares strong synergy with our current ODM business and supply chain advantages, indicating a natural shifting of the Group’s operation into this field.
The Group has formally entered the robotics business and will uphold the principle of “proactive exploration with prudent investment” to strictly control its allocation of resources and proceed with its development steadily. The business will focus on two core areas: first, the OEM mass production of humanoid robots, providing ODM services encompassing design and manufacturing outsourcing during the mass production phase for robotics manufacturers; second, building a supply chain platform for critical robot components with its decades of supply chain management expertise to offer one-stop supply chain services to robotics manufacturers. Given the fragmented nature of the segmented market within this industry and the abundance of small and medium-sized robot manufacturers, the Group will focus on the ODM business and core parts of supply chain services. The management believes that this sector will offer ample opportunities for the Group in the foreseeable future.
The management firmly believes that by the simultaneous implementation of prudent business strategies and AI technology empowerment, the Group can not only control business risks but also grasp the window period of benefits from technology, thereby striving to seize the opportunities in emerging sectors and planning ahead of time for high-speed development in the future.
FINANCIAL REVIEW
For the Year, the revenue of the Group was HK$398.7 million (2024: HK$429.4 million), in which the revenue from the ODM (original design manufacturer) business for intelligent terminals and automotive intelligent products business (together, “Core Business”) decreased by 6.3% as compared with that in 2024 to HK$360.2 million (2024: HK$384.3 million). The revenue from property management (“Non-core Business”) decreased by 14.4% as compared with that in 2024 to HK$38.5 million in 2025 (2024: HK$45.0 million).
The gross profit for Core Business of the Group for the Year was HK$50.3 million (2024: HK$51.5 million). The gross profit margin for Core Business was 14.0% (2024: 13.4%) and the gross profit margin for Non-core Business decreased to 79.9% (2024: 92.1%). The overall gross profit margin of the Group for the Year was 20.3% (2024: 21.7%).
The Group recorded a loss attributable to owners of the Company of HK$13.3 million (2024: loss attributable to owners of the Company of HK$94.8 million) for the Year. The basic loss per share for the Year was HK$0.62 cent (2024: loss per share of HK$4.42 cents). In 2025, in the face of a complex and changing external environment, the Group remained committed to tightening cost control and optimizing organizational structure while at the same time raised the operational awareness among all employees and refined its appraisal and incentive mechanisms. Against this backdrop, despite revenue and gross profit for the Year recorded a decline over the past year, continued improvement in operational quality has contributed to a significant narrowing of overall losses. The ODM business for intelligent terminals achieved a turnaround from loss to profit.
Segment results of Core Business
| Year ended 31 December | Year ended 31 December | |||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| Revenue HK$'M | Gross profit HK$'M | Gross profit margin % | Revenue HK$'M | Gross profit HK$'M | Gross profit margin % | |
| ODM business for intelligent terminals | 343.1 | 46.3 | 13.5 | 338.0 | 32.4 | 9.6 |
| Automotive intelligent products business | 17.1 | 4.0 | 23.1 | 46.3 | 19.1 | 41.1 |
| Total | 360.2 | 50.3 | 14.0 | 384.3 | 51.5 | 13.4 |
ODM business for intelligent terminals
This business segment recorded a turnover of HK$343.1 million for the Year, representing an increase of 1.5% as compared to HK$338.0 million for last year. Gross profit amounted to HK$46.3 million, representing an increase of 42.9% as compared to HK$32.4 million for last year, and gross profit margin rose to 13.5% from 9.6% last year. This segment achieved a turnaround from loss to profit for the Year, recording a profit of HK$5.0 million (compared to a segment loss of HK$61.5 million last year).
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According to the management, the improvement in performance was primarily attributable to the following factors: First, the systematic enhancement of operational awareness among all employees, implementation of optimized appraisal and incentive mechanisms and effective cost-control measures have resulted in a further reduction in labour cost compared with last year. Second, increased factory utilization has contributed to the realisation of economies of scale. Third, the proactive divestment of negative-profit and low-efficiency projects along with ongoing optimization of the product mix. However, this segment is still facing the following risks and challenges: a high degree of customer concentration, such that the revenue from Core Business is heavily reliant on a small number of key clients, and there is pressure in expanding new collaborations with existing clients. Furthermore, rising market prices for critical materials (such as storage chips) has posed potential impacts on operational stability, putting our supply chain material preparation and risk management capabilities to test.
Automotive intelligent products business
This business segment recorded a turnover of HK$17.1 million for the Year, representing a decrease of 63.1% as compared to HK$46.3 million for last year. Gross profit amounted to HK$4.0 million, representing a decrease of 79.1% as compared to HK$19.1 million for last year. A segment loss of HK$17.3 million was recorded for the Year (compared to a segment loss of HK$30.8 million last year). Upon prudent evaluation, the management concluded that, given the price competition within the automotive industry and among upstream suppliers has reached a critical stage and competition has tended to be irrational, the Group has decided to suspend its automotive pre-installed operations, i.e. the OEM business for automotive manufacturers. This business will no longer be presented and disclosed as a separate segment in subsequent reporting.
LIQUIDITY, FINANCIAL RESOURCES AND CAPITAL STRUCTURE
Liquidity
As at 31 December 2025, the Group had bank balances and cash of HK$430.5 million (31 December 2024: HK$360.3 million), among which 55.6% was held in Renminbi, 5.5% was held in Japanese Yen, 38.8% was held in US dollars and the remaining balance was held in Hong Kong dollars, and short-term bank deposits of HK$509.7 million (31 December 2024: HK$580.8 million), among which 65.1% was held in US dollars and the remaining balance was held in Renminbi. As at 31 December 2025, the Group's bank deposits of HK$11.1 million were pledged to secure its borrowings denominated in Renminbi (31 December 2024: HK$ Nil). The Group intends to finance its working capital and capital expenditure plans from such bank balances. The total bank borrowings of the Group amounted to HK$11.1 million as at 31 December 2025 (31 December 2024: HK$29.2 million), all of which was denominated in Renminbi. All of the bank borrowings were at fixed interest rates and repayable within one year.
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Operating Efficiency
The respective turnover period of inventory, trade and notes receivables, trade payables of the Group for the Core Business is presented below:
| 2025 | 2024 | |
|---|---|---|
| Days | Days | |
| Inventory turnover period | 65 | 75 |
| Trade and notes receivables turnover period | 105 | 82 |
| Trade payables turnover period | 138 | 105 |
In 2025, the Group adopted the "just-in-time" supply model and shifted to a demand-oriented "pull" production and distribution model so as to reduce the inventory level as much as possible. At the same time, the Group has enhanced the sales management by achieving more accurate forecast and response to customer demand, thereby reducing the overstock or shortage caused by forecast deviations. As a result, the inventory turnover period for the Year decreased as compared to that of year 2024.
In 2025, due to intensified market competition, in order to maintain its market share, the Group had to relax the credit policy for certain selected customers and appropriately extend the credit period. As a result, the trade and notes receivables turnover period for the Year significantly increased as compared to that in 2024.
The Group's sales and procurement volumes saw a slight increase, leading to a corresponding rise in the balance of trade payables. By optimizing supplier payment terms and appropriately extending payment cycles, the Group extended the duration of trade payables. Therefore, the trade payables turnover period for the Year significantly increased as compared to that in 2024. As at 31 December 2025, the current ratio, calculated as current assets over current liabilities, was 3.2 times (31 December 2024: 3.1 times).
The Group reckons that inventory turnover period, trade and notes receivables turnover period, and trade payables turnover period help the Group to understand its ability to convert inventory into cash and its sales and cash conversion cycle. Through reviewing the turnover periods, the Group can improve its operational efficiency. The current ratio can help the Group to understand its ability to pay short-term and long-term obligations.
Treasury Policies
The Group adopts a prudent approach in its treasury policy. The Group's surplus funds are mainly held under fixed and savings deposits in reputable banks to earn interest income.
Certain sales and purchases of inventories of the Group are denominated in US dollars. Furthermore, certain trade receivables, trade payables and bank balances are denominated in US dollars, thereby exposing the Group to the currency risk of US dollars. As at 31 December 2025, the Group did not use any financial instrument for hedging purpose but it will consider entering into non-deliverable foreign exchange forward contracts to eliminate the foreign exchange exposure in US dollars when necessary.
27
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CAPITAL STRUCTURE
As at 31 December 2025, the Company had 2,119,047,300 ordinary shares of HK$0.10 each in issue.
No shares of the Company were issued during the Year.
PURCHASE, SALE OR REDEMPTION OF LISTED SECURITIES OF THE COMPANY
During the Year, with a view to enhancing the net asset value per share, the Company repurchased 24,304,000 shares of the Company on the Stock Exchange and the shares repurchased were cancelled during the Year. Details of the repurchase are as follows:
| Months of repurchase | Number of shares repurchased '000 | Purchase price per share | Aggregate consideration paid (before expenses) HK$'000 | |
|---|---|---|---|---|
| Highest HK$ | Lowest HK$ | |||
| October 2025 | 2,638 | 0.360 | 0.310 | 920 |
| November 2025 | 21,666 | 0.405 | 0.370 | 8,535 |
| 24,304 | 9,455 |
Other than the shares repurchased by the Company as disclosed above, during the Year, neither the Company nor any of its subsidiaries has purchased, sold or redeemed any of the Company's listed securities (including sale of treasury shares).
GEARING RATIO
As at 31 December 2025, the total assets value of the Group was HK$1,922.0 million (31 December 2024: HK$1,921.2 million) and the bank borrowings was HK$11.1 million (31 December 2024: HK$29.2 million). The gearing ratio of the Group, calculated as total bank borrowings over total assets, was 0.6% (31 December 2024: 1.5%).
Through reviewing its gearing ratio on a regular basis and based on its future capital planning needs, the Group strikes a balance between shareholder return and capital security. It also adjusts its capital structure in response to changes in the operational environment.
MATERIAL ACQUISITION AND DISPOSAL OF SUBSIDIARIES AND ASSOCIATED COMPANIES
During the Year, the Group did not have any material acquisition or disposal of subsidiaries or associated companies.
29
FUTURE PLANS FOR MATERIAL INVESTMENT
During the Year, the Group did not have any future plans for material investment or capital assets.
SIGNIFICANT INVESTMENT
As at 31 December 2025, the Group did not have any significant investment.
CONTINGENT LIABILITIES
Subsequent to the end of the Year, a wholly-owned subsidiary of the Group (“SHZK”), together with another wholly-owned subsidiary (“SH Sunrise”), received a writ of summons together with a statement of claim from a court in the PRC in connection with a contractual dispute brought by a third-party supplier to SHZK. The claimant is claiming against SHZK and SH Sunrise to be liable for compensation in an amount of approximately RMB13.9 million, equivalent to approximately HK$15.3 million (2024: Nil). As at 31 December 2025, SHZK has recorded a trade payable of HK$4.5 million in respect of amounts related to the underlying transaction. The arbitration proceeding is still in its initial stage. The Group has assessed the claim and obtained PRC legal advice, and considers it too early to assess the possible liability at this stage.
CHARGE ON GROUP ASSETS
As at 31 December 2025, bank deposits of the Group in the amount of HK$11.1 million were pledged to secure its short-term bank borrowings (31 December 2024: Nil). Save as disclosed, the Group did not have any charge on its assets as at 31 December 2025.
EMPLOYEES
As at 31 December 2025, the Group had approximately 737 (2024: 570) employees. The Group operates a Mandatory Provident Fund retirement benefits scheme for all of its employees in Hong Kong, and provides its PRC employees with welfare schemes as required by the applicable laws and regulations of the PRC. The Group may also offer discretionary bonuses and grant share options under the share option scheme of the Company to its employees by reference to individual performance and the performance of the Group. Total staff costs incurred by the Group amounted to HK$85.9 million (2024: HK$137.7 million) during the Year.
EMOLUMENT POLICY
The emolument policy of the employees of the Group is set by the human resources department. The Group seeks to provide remuneration packages on the basis of the merit, qualifications and competence of the employees. The emoluments of the Directors and senior management of the Company are reviewed by the remuneration committee of the Board (“Remuneration Committee”), having regard to factors including the Group’s operating results, responsibilities of the Directors and senior management and comparable market statistics. The Company has maintained a share option scheme, the primary purpose of which is to motivate the eligible persons referred to in the scheme, which include executive Directors and employees of the Group, to optimise their future contributions to the Group and to reward them for their efforts.
30
EVENT AFTER THE REPORTING PERIOD
There were no significant events of the Group occurred since the end of the Year.
CORPORATE GOVERNANCE CODE
According to code provision C.2.1 of the Corporate Governance Code (“Corporate Governance Code”) as set out in Part 2 of Appendix C1 to the Rules Governing the Listing of Securities on the Stock Exchange (“Listing Rules”), the roles of the chairman and the chief executive officer should be separate and should not be performed by the same individual. On 30 September 2022, Mr. Gao Jun resigned as an executive Director and the chief executive officer of the Group (“CEO”). Ever since the resignation of Mr. Gao Jun, the Company has not been able to identify a suitable candidate for the position of the CEO and the office of the CEO therefore remains vacant. This constitutes a deviation from code provision C.2.1.
However, a management team which takes up the roles and duties of the CEO has been set up by the Group since Mr. Gao Jun’s resignation. The team comprises five members, including three executive Directors, namely Mr. Wong Cho Tung, Mr. Zhu Wenhui and Mr. Zhu Qi, and two members of the management of the Company, namely Mr. Yang Hanjie (the chief marketing officer of the Group’s operational headquarters in the PRC) and Mr. Yang Feng (the General Manager of the ODM Division of the Group’s operational headquarters in the PRC). In light of the above, even though the Company has not been able to appoint an individual to take up the role of the CEO since Mr. Gao Jun’s resignation, the Board considers that such a deviation from code provision C.2.1 of the Corporate Governance Code is appropriate under such circumstances.
Save as disclosed above, the Company has complied with the code provisions laid down in the Corporate Governance Code for the Year.
MODEL CODE FOR SECURITIES TRANSACTIONS BY DIRECTORS
The Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix C3 of the Listing Rules (“Model Code”) as its own code of conduct for dealing in securities of the Company by Directors. Having made specific enquiry of all Directors, all Directors have confirmed that they have complied with the required standard set out in the Model Code for the Year.
AUDIT COMMITTEE
The audit committee of the Board (“Audit Committee”) has reviewed with the management the accounting principles and practice adopted by the Group and discussed auditing, internal control and financial reporting matters. The Audit Committee has also reviewed the audited consolidated financial statements of the Group for the Year and has recommended their adoption by the Board.
SCOPE OF WORK OF MESSRS. DELOITTE TOUCHE TOHMATSU
The figures in respect of the Group’s consolidated statement of financial position, consolidated statement of profit or loss, consolidated statement of profit or loss and other comprehensive income and the related notes thereto for the Year as set out in the preliminary announcement have been agreed by the Group’s auditor, Messrs. Deloitte Touche Tohmatsu, to the amounts set out in the Group’s audited consolidated financial statements for the Year. The work performed by Messrs. Deloitte Touche Tohmatsu in this respect did not constitute an assurance engagement in accordance with International Standards on Auditing, International Standards on Review Engagements or International Standards on Assurance Engagements and consequently no assurance has been expressed by Messrs. Deloitte Touche Tohmatsu on the preliminary announcement.
PUBLICATION OF RESULTS ANNOUNCEMENT AND ANNUAL REPORT
This announcement is published on the respective websites of the Company (www.sim.com) and of the Stock Exchange (www.hkexnews.hk). The 2025 annual report will be available on the above websites in due course.
APPRECIATION
The Board would like to thank our Shareholders, customers, suppliers, bankers and professional advisers for their support of the Group and to extend our appreciation to all our staff for their dedication and contributions throughout the Year.
DIRECTORS
As at the date of this announcement, the executive Directors are Mr. Wong Cho Tung, Ms. Yeung Man Ying, Mr. Zhu Wenhui and Mr. Zhu Qi, the non-executive Director is Mr. Wong Hei, Simon, and the independent non-executive Directors are Ms. Lai Ka Fung May, Mr. Li Minbo and Mr. Yang Wentao.
By Order of the Board
SIM Technology Group Limited
Wong Cho Tung
Chairman
This announcement contains certain forward-looking statements. The words “intend”, “expect”, “anticipate”, “is confident”, and similar expressions are intended to identify forward-looking statements. These statements are not historical facts or guarantees of future performance. Actual results could differ materially from those expressed, implied or forecasted in such forward-looking statements. Such forward-looking statements are based on the current beliefs, assumptions, expectations, estimates and projections of the Directors and management of the Company about the business, the industry and the market in which the Group operates, and are subject to risks, uncertainties and other factors that could significantly affect expected results.
20 March 2026
- For identification purposes only
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