CTRL GROUP Ltd Files 2025 Annual Report

TL;DR

CTRL GROUP Ltd filed its 2025 20-F. All systems go.

AI Summary

CTRL GROUP Ltd filed its annual report on Form 20-F for the fiscal year ended March 31, 2025. The company, incorporated in the British Virgin Islands, is an advertising agency based in Hong Kong. Lau Chi Fung serves as the Chief Executive Officer.

Why It Matters

This filing provides investors with a comprehensive overview of CTRL GROUP Ltd's financial performance and business operations for the past fiscal year, crucial for investment decisions.

Risk Assessment

Risk Level: low — The filing is a standard annual report (20-F) and does not contain immediate red flags or significant new disclosures that would suggest a high risk.

Key Numbers

• 2025 — Fiscal Year End (The report covers the period ending March 31, 2025.)
• 001-42483 — SEC File Number (Identifies the company's filing with the SEC.)

Key Players & Entities

• CTRL GROUP Ltd (company) — Registrant
• Lau Chi Fung (person) — Chief Executive Officer
• March 31, 2025 (date) — Fiscal year end
• 001-42483 (dollar_amount) — SEC file number

FAQ

Key Financial Figures

• $ — he BVI with company number 2098532. "HK$," "HKD" or "Hong Kong dollar" refers to
• $1 — noon buying rate of US$= HK7.7799 and US$1 = HK$7.8499, respectively, as published
• $7 — ying rate of US$= HK7.7799 and US$1 = HK$7.8499, respectively, as published in H.1

Filing Documents

• ea0252607-20f_ctrlgroup.htm (20-F) — 1423KB
• ea025260701ex8-1_ctrlgroup.htm (EX-8.1) — 3KB
• ea025260701ex10-9_ctrlgroup.htm (EX-10.9) — 10KB
• ea025260701ex10-11_ctrlgroup.htm (EX-10.11) — 2KB
• ea025260701ex10-12_ctrlgroup.htm (EX-10.12) — 49KB
• ea025260701ex10-13_ctrlgroup.htm (EX-10.13) — 50KB
• ea025260701ex10-14_ctrlgroup.htm (EX-10.14) — 9KB
• ea025260701ex11-1_ctrlgroup.htm (EX-11.1) — 42KB
• ea025260701ex12-1_ctrlgroup.htm (EX-12.1) — 10KB
• ea025260701ex12-2_ctrlgroup.htm (EX-12.2) — 10KB
• ea025260701ex13-1_ctrlgroup.htm (EX-13.1) — 4KB
• ea025260701ex13-2_ctrlgroup.htm (EX-13.2) — 4KB
• ea025260701ex97-1_ctrlgroup.htm (EX-97.1) — 35KB
• image_001.jpg (GRAPHIC) — 79KB
• ex10-11_001.jpg (GRAPHIC) — 1118KB
• ex10-11_002.jpg (GRAPHIC) — 1345KB
• 0001213900-25-076877.txt ( ) — 10146KB
• ctrl-20250331.xsd (EX-101.SCH) — 49KB
• ctrl-20250331_cal.xml (EX-101.CAL) — 48KB
• ctrl-20250331_def.xml (EX-101.DEF) — 242KB
• ctrl-20250331_lab.xml (EX-101.LAB) — 432KB
• ctrl-20250331_pre.xml (EX-101.PRE) — 253KB
• ea0252607-20f_ctrlgroup_htm.xml (XML) — 719KB

Business

Business Overview 28 C. Organizational Structure 41 D. Property, Plants and Equipment 41 ITEM 4A. UNRESOLVED STAFF COMMENTS 41 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 42 A. Operating Results 42 B. Liquidity and Capital Resources 50 C. Research and Development, Patents and Licenses, Etc. 52 D. Trend Information 52 E. Significant Accounting Policies 52 F. Tabular Disclosure of Contractual Obligations G. Safe Harbor 54 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 54 A. Directors and Senior Management 54 B. Compensation 57 C. Board Practices 58 D. Employees 60 E. Share 60 ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS 61 A. Major Shareholders 61 B. Related Party Transactions 61 C. Interests of Experts and Counsel 62 ITEM 8. FINANCIAL INFORMATION 62 A. Consolidated 62 B. Significant Changes 63 ITEM 9. THE OFFER AND LISTING 63 A. Offer and Listing Details 63 B. Plan of Distribution 64 C. Markets 64 D. Selling Shareholders 64 E.

Dilution

Dilution 64 F. Expenses of the Issue 64 i ITEM 10. ADDITIONAL INFORMATION 64 A. Share Capital 64 B. Memorandum and Articles of Association 65 C. Material Contracts 66 D. Exchange Controls 66 E. Taxation 66 F. Dividends and Paying Agents 71 G. by Experts 71 H. Documents on Display 71 I. Subsidiary Information 71 ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 71 ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES 71 A. Debt Securities 71 B. Warrants and Rights 71 C. Other Securities 71 D. American Depositary Shares 71 PART II 72 ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES 72 ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS 72 ITEM 15. CONTROLS AND PROCEDURES 72 A. Disclosure

Controls and Procedures

Controls and Procedures 72 B. Management's Annual Report on Internal Control Over Financial Reporting 72 C. Attestation Report of the Registered Public Accounting Firm 73 D. Changes in Internal Controls over Financial Reporting 73 ITEM 16. [RESERVED] 73 ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT 73 ITEM 16B. CODE OF ETHICS 73 ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES 73 ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES 74 ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS 74 ITEM 16F. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT 74 ITEM 16G. CORPORATE GOVERNANCE 74 ITEM 16H. MINE SAFETY DISCLOSURE 74 ITEM 16I. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS 74 ITEM 16J. INSIDER TRADING POLICIES 74 ITEM 16K. CYBERSECURITY 75 PART III 77 ITEM 17. FINANCIAL 77 ITEM 18. FINANCIAL 77 ITEM 19. EXHIBITS 77 ii INTRODUCTORY NOTES Use of Certain Defined Terms Except as otherwise indicated by the context and for the purposes of this annual report only, references in this report to: "BVI" is to the British Virgin Islands; "BCA" is to the BVI Business Companies Act, 2004 (as amended); "China" or the "PRC" are to the People's Republic of China, excluding Taiwan and the special administrative regions of Hong Kong and Macau for the purposes of this Annual Report only; "Company" or "CTRL Group" is to CTRL Group Limited, a company limited by shares and organized under the laws of the BVI with company number 2098532. "HK$," "HKD" or "Hong Kong dollar" refers to the legal currency of Hong Kong; "Hong Kong" is to the Hong Kong Special Administrative Region of the People's Republic of China for the purposes of this Annual Report only; "IPO" is to the Company's initial public offering which was consummated on January 23, 2025 "CTRL Media" is to CTRL Media Limited, a limited liabili

IDENTITY OF DIRECTORS, SENIOR

ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS A. Directors and Senior Management Not applicable. B. Advisors Not applicable. C. Auditors Not applicable.

OFFER STATISTICS AND EXPECTED

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE A. Offer Statistics Not applicable. B. Method and Expected Timetable Not applicable.

KEY INFORMATION

ITEM 3. KEY INFORMATION For a detailed description of the risks associated with our corporate structure, please see "Summary of Risk Factors" – beginning on page 2 and " Risk Factors – Risks Related to Our Corporate Structure " on page 9 of this Annual Report for more information. A. [Reserved] B. Capitalization and Indebtedness Not applicable. C. Reasons for the Offer and Use of Proceeds Not applicable. D. Risk Factors An investment in our Ordinary Shares involves a high degree of risk. You should carefully consider the risks described below, together with all of the other information included in this annual report, before making an investment decision. In addition to the other information included in this annual report, including the matters addressed in the section of the annual report entitled "Cautionary Note Regarding Forward-Looking Statements" and in our financial statements and the related notes, you should consider carefully the risks described below. The risks and uncertainties described below are not the only risks and uncertainties we may face. Additional risks and uncertainties not presently known to us, or that we currently consider immaterial could also negatively affect our business, financial condition, results of operations, prospects, profits and stock prices. If any of the risks described below actually occur, our business, financial condition, results of operations, prospects, profits and stock prices could be materially adversely affected. 1 If we encounter any of the risks described above or if we are otherwise unable to establish or successfully operate online shops or additional production capacity, we may be unable to grow our business and revenues, reduce our operating costs, maintain our competitiveness or improve our profitability and, consequently, our business, financial condition, results of operations and prospects will be adversely affected. Summary of Risk Factors Our business is subject to numerous risks an

View Full Filing

View this 20-F filing on SEC EDGAR