HENDERSON INV(00097)

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恒基发展(00097) - 2024 - 中期财报
2024-09-11 08:46
Financial Performance - The company reported a loss attributable to shareholders of HKD 69 million for the six months ended June 30, 2024, compared to a loss of HKD 18 million in the same period last year, primarily due to a decline in retail sales caused by outbound tourism and cross-border shopping trends [3]. - Total retail sales value in Hong Kong decreased by 6.6% year-on-year in the first half of 2024, impacting the company's performance [4]. - Unicorn reported a post-tax loss of HKD 53 million for the six months ended June 30, 2024, compared to a loss of HKD 54 million in 2023 [13]. - The group recorded a total post-tax loss of HKD 64 million from Citistore and Unicorn for the six months ended June 30, 2024, compared to a loss of HKD 13 million in 2023 [14]. - Operating loss for the period was HKD 61 million, significantly higher than the HKD 5 million loss reported in the same period last year [31]. - Loss before tax was HKD 82 million, compared to a loss of HKD 21 million in the previous year [31]. - The net loss attributable to shareholders for the period was HKD 69 million, compared to HKD 18 million in the same period of 2023 [31]. - The company reported a total comprehensive loss of HKD 14 million for the six months ended June 30, 2024, compared to a total comprehensive loss of HKD 18 million for the same period in 2023 [37]. - The company experienced a pre-tax loss of HKD 82 million for the six months ended June 30, 2024, compared to a loss of HKD 21 million for the same period in 2023 [40]. - The company recorded a pre-tax operating loss of HKD 83 million, compared to a loss of HKD 18 million in the same period last year, reflecting a significant increase in losses [54]. Revenue and Sales - Total revenue for the six months ended June 30, 2024, was HKD 772 million, a decrease of 3.0% from HKD 796 million in the same period of 2023 [31]. - Sales from self-operated products at Citistore decreased by 10% to HKD 146 million, with a gross margin of 31%, down from 33% in the previous year [6][8]. - Total sales from consignment and franchise counters at Citistore fell by 13% to HKD 155 million, with consignment sales contributing HKD 103 million and franchise sales contributing HKD 52 million [9]. - Unicorn's total sales remained stable at HKD 587 million, with self-operated product sales increasing by 5% to HKD 433 million, while consignment sales decreased by 11% to HKD 154 million [12]. - Revenue from consignment sales was HKD 690 million, a decrease of 13% compared to HKD 792 million in the same period last year [48]. - Commission income from consignment counters decreased to HKD 136 million, down 13% from HKD 156 million in the previous year [47]. - Commission income from franchise counters also saw a decline, falling to HKD 52 million from HKD 59 million [47]. - Sales revenue increased slightly to HKD 579 million, up from HKD 575 million year-on-year [47]. - Other income decreased to HKD 6 million from HKD 8 million, with sponsorship fees and miscellaneous income contributing to this decline [49]. Expenses and Liabilities - Direct costs increased to HKD 774 million from HKD 746 million, resulting in a gross loss of HKD 2 million compared to a gross profit of HKD 50 million in the previous year [31]. - The group recognized rental and related expenses totaling HKD 58 million for the six months ended June 30, 2024, compared to HKD 56 million in 2023 [20]. - Depreciation expenses related to right-of-use assets amounted to HKD 130 million for the six months ended June 30, 2024, up from HKD 114 million in 2023 [20]. - The total employee costs, including contributions to defined contribution retirement plans, were HKD 128.6 million, slightly down from HKD 133.6 million in the prior year [51]. - The company’s depreciation of fixed assets increased to HKD 31 million for the six months ended June 30, 2024, compared to HKD 30 million for the same period in 2023 [40]. - The company recognized contract liabilities of HKD 12 million as of December 31, 2023, which are expected to be recognized as revenue within one year [68]. Cash Flow and Financial Position - The group’s cash and bank balance reached HKD 73 million as of June 30, 2024, down from HKD 85 million as of December 31, 2023 [15]. - The company reported a net cash outflow from operating activities of HKD 45 million for the six months ended June 30, 2024, compared to an inflow of HKD 74 million for the same period in 2023 [40]. - The company’s cash and cash equivalents decreased by HKD 12 million, from HKD 260 million at the beginning of the period to HKD 73 million at the end of June 30, 2024 [40]. - Current liabilities decreased to HKD 599 million from HKD 669 million, with a notable reduction in accounts payable and other payables [35]. - Total equity decreased to HKD 1,106 million from HKD 1,173 million, reflecting the net loss for the period [35]. - As of June 30, 2024, the total equity of the company was HKD 1,106 million, a decrease from HKD 1,173 million as of January 1, 2024, reflecting a loss of HKD 69 million during the period [38]. - The company’s net current liabilities as of June 30, 2024, were HKD 358 million, compared to HKD 414 million as of December 31, 2023 [42]. - Trade payables decreased from HKD 281 million as of December 31, 2023, to HKD 238 million as of June 30, 2024, reflecting improved cash flow management [68]. - Total lease liabilities decreased from HKD 924 million as of December 31, 2023, to HKD 795 million as of June 30, 2024, indicating a reduction in financial obligations [72]. Strategic Initiatives - Citistore's membership program has seen a positive response, with membership numbers increasing to approximately 700,000 [5]. - The company is expanding its product offerings by introducing high-quality food items from Canada and mainland China at Citistore [5]. - Unicorn has expanded its procurement range to include products from Asia, Europe, and the United States, enhancing its product variety [11]. - The company is focusing on creative promotional activities, such as tuna cutting demonstrations, to enhance customer experience and engagement [11]. - The integration of the customer loyalty programs CU APP and H • COINS is anticipated to expand the member base and enhance customer engagement [16]. - The group expects to streamline its store network to improve performance and operational efficiency due to a challenging retail environment [16]. Shareholder Information - As of June 30, 2024, Dr. Li Ka-shing and Dr. Li Ka-kit each held 2,110,868,943 shares, representing 69.27% of the company [88]. - Major shareholder Li Ka-shing holds 2,110,868,943 shares, representing 69.27% of the total equity [90]. - Gainwise Investment Limited holds 217,250,000 shares, accounting for 7.13% of the total equity [90]. - The company has a total of 15,000,000 non-voting deferred shares, representing 30% equity held by certain directors [89]. - The company’s directors, including Li Ka-shing and Li Ka-jie, have significant holdings in both voting and non-voting shares [89]. - The company has received exemptions from strict compliance with certain disclosure requirements under the Listing Rules [89]. Governance and Compliance - The interim results for the six months ending June 30, 2024, were reviewed by the company's auditors, PwC, in accordance with Hong Kong's review standards [80]. - The company complied with the applicable corporate governance code provisions during the reporting period [83]. - The board confirmed that all directors fully complied with the trading code for securities transactions [84]. - The report contains forward-looking statements based on current beliefs and expectations, which may differ significantly due to various risks and uncertainties [85].
恒基发展(00097) - 2024 - 中期业绩
2024-08-21 09:36
[Chairman's Report](index=1&type=section&id=Chairman%27s%20Report) The report details the group's interim financial performance, business segment reviews, and strategic outlook amidst challenging retail conditions [Interim Results and Dividends](index=1&type=section&id=Interim%20Results%20and%20Dividends) The Group recorded a loss attributable to shareholders of HKD 69 million in H1 2024, significantly wider than the HKD 18 million loss in the prior year, primarily due to reduced retail sales from outbound tourism and cross-border consumption, leading to no interim dividend declaration Key Performance Indicators for H1 2024 | Indicator | Six Months Ended June 30, 2024 | Six Months Ended June 30, 2023 | | :--- | :--- | :--- | | Loss Attributable to Shareholders (HKD Million) | 69 | 18 | | Loss Per Share (HKD Cents) | 2.3 | 0.6 | | Interim Dividend | None | None | - The primary reason for the loss was a decrease in the Group's retail sales due to the surge in outbound tourism and cross-border shopping[1](index=1&type=chunk) [Business Review](index=2&type=section&id=Business%20Review) Hong Kong's retail sector faced pressure in H1 2024, with a 6.6% year-on-year decline in total retail sales value, primarily due to increased outbound tourism and cross-border consumption, impacting both the Citistore and Unicorn (APITA/UNY) business segments - Hong Kong's retail sector faced pressure, with a **6.6% year-on-year decline** in total retail sales value in H1 2024, primarily due to increased outbound tourism and cross-border consumption[2](index=2&type=chunk) [Citistore](index=2&type=section&id=Citistore) Citistore's business was significantly impacted by unfavorable market conditions, with total sales declining by 13% year-on-year, self-operated goods sales revenue decreasing by 10%, and gross profit margin falling to 31%, resulting in a post-tax loss of HKD 11 million compared to a profit in the prior year Citistore Total Sales (Six Months Ended June 30) | Sales Type | 2024 (HKD Million) | 2023 (HKD Million) | Change | | :--- | :--- | :--- | :--- | | Self-operated Goods | 146 | 162 | -10% | | Consignment Counters | 347 | 394 | -12% | | Licensed Counters | 189 | 225 | -16% | | **Total** | **682** | **781** | **-13%** | Citistore Self-operated Goods Sales Performance | Indicator | H1 2024 | H1 2023 | | :--- | :--- | :--- | | Revenue (HKD Million) | 146 | 162 | | Gross Profit (HKD Million) | 45 | 54 | | Gross Profit Margin | 31% | 33% | - Citistore recorded a **post-tax loss of HKD 11 million** during the period, compared to a post-tax profit of HKD 41 million in the prior year[9](index=9&type=chunk) [Unicorn (APITA/UNY)](index=4&type=section&id=Unicorn%20%28APITA%2FUNY%29) Despite unfavorable market conditions, Unicorn's total sales remained largely flat at HKD 587 million, primarily due to a sales rebound at the renovated APITA Taikoo Shing store, with a 5% increase in self-operated goods sales offset by an 11% decline in consignment counter sales, resulting in a post-tax loss of HKD 53 million, similar to the prior year Unicorn Total Sales (Six Months Ended June 30) | Sales Type | 2024 (HKD Million) | 2023 (HKD Million) | Change | | :--- | :--- | :--- | :--- | | Self-operated Goods | 433 | 413 | +5% | | Consignment Counters | 154 | 173 | -11% | | **Total** | **587** | **586** | **Flat** | - The sales rebound at the APITA Taikoo Shing store, following its major renovation completed in late 2023, was the primary reason for Unicorn's stable total sales[11](index=11&type=chunk) - Unicorn recorded a **post-tax loss of HKD 53 million** during the period, comparable to the HKD 54 million loss in the prior year[13](index=13&type=chunk) [Consolidated Results and Group Financials](index=5&type=section&id=Consolidated%20Results%20and%20Group%20Financials) Overall, the Group's main revenues (self-operated goods sales and commissions) declined, with the combined post-tax loss for Citistore and Unicorn expanding to HKD 64 million, while the Group held HKD 73 million in net cash and bank balances with no bank borrowings as of June 30, 2024 Group's Major Revenue Components (Six Months Ended June 30) | Revenue Type | 2024 (HKD Million) | 2023 (HKD Million) | | :--- | :--- | :--- | | Sales Revenue from Self-operated Goods | 579 | 575 | | Commission Income from Consignment Counters | 136 | 156 | | Commission Income from Licensed Counters | 52 | 59 | - As of June 30, 2024, the Group had no bank borrowings and net cash and bank balances of **HKD 73 million** (end of 2023: HKD 85 million)[15](index=15&type=chunk) [Outlook](index=6&type=section&id=Outlook) The Hong Kong retail operating environment is expected to remain challenging, prompting the Group to review and streamline its store network for efficiency, and a key strategy involves integrating its CU APP membership program with the holding company's H•COINS by end-2024 to expand the member base and boost store turnover and footfall through enhanced reward programs - The Group is thoroughly reviewing store performance and plans to streamline its store network structure to enhance operational efficiency[16](index=16&type=chunk) - The Group plans to integrate its CU APP loyalty program with Henderson Land Development's H•COINS by the end of 2024 to expand its member base and promote consumption[16](index=16&type=chunk) [Financial Statements](index=7&type=section&id=Financial%20Statements) This section presents the Group's consolidated financial performance, including income and financial position, for the reporting period [Consolidated Statement of Profit or Loss](index=7&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss) For the six months ended June 30, 2024, the Group's revenue was HKD 772 million, a slight year-on-year decrease, with operating loss expanding from HKD 5 million to HKD 61 million due to increased direct costs and other expenses, resulting in a loss attributable to shareholders of HKD 69 million and a loss per share of HKD 2.3 cents Consolidated Statement of Profit or Loss Summary (Six Months Ended June 30) | Item | 2024 (HKD Million) | 2023 (HKD Million) | | :--- | :--- | :--- | | Revenue | 772 | 796 | | Operating Loss | (61) | (5) | | Loss Before Tax | (82) | (21) | | Loss Attributable to Shareholders | (69) | (18) | | Loss Per Share (HKD Cents) | (2.3) | (0.6) | [Consolidated Statement of Financial Position](index=9&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2024, the Group's total assets were HKD 2,378 million, total liabilities HKD 1,272 million, and net assets HKD 1,106 million, a decrease from HKD 1,173 million at year-end 2023, with non-current assets primarily comprising goodwill (HKD 1,072 million) and right-of-use assets (HKD 756 million), and a net current liability of HKD 358 million Consolidated Statement of Financial Position Summary | Item | June 30, 2024 (HKD Million) | December 31, 2023 (HKD Million) | | :--- | :--- | :--- | | Non-current Assets | 2,137 | 2,280 | | Current Assets | 241 | 255 | | Current Liabilities | 599 | 669 | | Non-current Liabilities | 673 | 693 | | **Net Assets (Total Equity)** | **1,106** | **1,173** | - Goodwill (**HKD 1,072 million**) and right-of-use assets (**HKD 756 million**) constitute the majority of the Group's non-current assets[19](index=19&type=chunk) [Notes to the Financial Statements](index=11&type=section&id=Notes%20to%20the%20Financial%20Statements) This section provides detailed explanations and breakdowns of key financial statement items, including revenue recognition and goodwill valuation [Note 4 Revenue](index=15&type=section&id=Note%204%20Revenue) The Group's total revenue was HKD 772 million, primarily composed of sales revenue (HKD 579 million), consignment counter commission income (HKD 136 million), and licensed counter commission income (HKD 52 million), with all revenue types decreasing compared to the prior year Revenue Classification (Six Months Ended June 30) | Revenue Type | 2024 (HKD Million) | 2023 (HKD Million) | | :--- | :--- | :--- | | Sales Revenue | 579 | 575 | | Commission Income from Consignment Counters | 136 | 156 | | Commission Income from Licensed Counters | 52 | 59 | | Others | 5 | 6 | | **Total** | **772** | **796** | [Note 13 Goodwill](index=21&type=section&id=Note%2013%20Goodwill) As of June 30, 2024, the Group's goodwill carrying amount was HKD 1,072 million, comprising HKD 810 million for Citistore and HKD 262 million for Unicorn, with management concluding no impairment loss at the reporting date based on five-year cash flow forecasts and sensitivity analysis of key assumptions like sales growth, gross profit margin, and discount rates - The Group's total goodwill amounts to **HKD 1,072 million**, comprising **HKD 810 million** for Citistore and **HKD 262 million** for Unicorn[41](index=41&type=chunk) - Management's impairment test for Citistore assumes an average total sales revenue growth of **7.5%** over the next five years, using a post-tax discount rate of **12%**[42](index=42&type=chunk)[43](index=43&type=chunk) - Impairment testing for Unicorn indicates a potential impairment loss of approximately **HKD 10 million** if budgeted total sales revenue decreases by 3% annually over the next five years, and an estimated **HKD 85 million** loss if the budgeted gross profit margin decreases by 1.5% annually[48](index=48&type=chunk) [Financial Review](index=29&type=section&id=Financial%20Review) This section reviews the Group's operating results, financial resources, liquidity, and human capital management during the reporting period [Operating Performance and Lease Impact](index=29&type=section&id=Operating%20Performance%20and%20Lease%20Impact) The Group's loss attributable to shareholders for the first half was HKD 69 million, with significant lease impacts under HKFRS 16, including HKD 130 million in right-of-use asset depreciation and HKD 20 million in lease liability finance costs recognized, primarily within direct costs - In accordance with HKFRS 16, the Group recognized **HKD 130 million** in depreciation expense for right-of-use assets and **HKD 20 million** in finance costs on lease liabilities in the statement of profit or loss[60](index=60&type=chunk) [Financial Resources and Liquidity](index=30&type=section&id=Financial%20Resources%20and%20Liquidity) As of June 30, 2024, the Group had no bank borrowings but recognized lease liabilities of HKD 795 million under accounting standards, with cash and bank balances of HKD 73 million, and management believes the Group possesses sufficient financial resources for daily operations, considering operating cash flow, available credit facilities, and intercompany borrowings - At the end of the reporting period, the Group had no bank borrowings and cash and bank balances of **HKD 73 million**[62](index=62&type=chunk) - The Group possesses ample financial resources, including operating cash flow, available bank financing facilities, and unsecured, interest-free borrowings from fellow subsidiaries[62](index=62&type=chunk) [Employees and Remuneration Policy](index=31&type=section&id=Employees%20and%20Remuneration%20Policy) As of June 30, 2024, the Group had 905 full-time and 105 part-time employees, a decrease from year-end, with total staff costs for H1 at HKD 134 million, a year-on-year decrease, and remuneration policies linked to market levels, offering benefits like medical insurance and retirement plans Employee Statistics | Item | June 30, 2024 | December 31, 2023 | | :--- | :--- | :--- | | Full-time Employees | 905 | 962 | | Part-time Employees | 105 | 115 | - Total staff costs for the six months ended June 30, 2024, amounted to **HKD 134 million**, compared to HKD 139 million in the prior year[67](index=67&type=chunk) [Other Information](index=32&type=section&id=Other%20Information) This section provides additional disclosures, including details on the Group's adherence to corporate governance principles [Corporate Governance](index=32&type=section&id=Corporate%20Governance) The company complied with applicable Corporate Governance Code provisions during the reporting period, with one deviation: the roles of Chairman and Chief Executive Officer are not separated, both held by Dr. Lee Ka-kit, an arrangement the company believes is in its best interest, ensuring collective consultation on all major decisions and preventing excessive power concentration - The company has one deviation from the Corporate Governance Code, where the roles of Chairman and Chief Executive Officer are not separated, both held by Dr. Lee Ka-kit[71](index=71&type=chunk)
恒基发展(00097) - 2023 - 年度财报
2024-04-24 08:54
Financial Performance - The group reported a pre-tax operating loss of HKD 51 million for the year ended December 31, 2023, compared to a pre-tax operating profit of HKD 46 million in 2022[20]. - The company reported a net loss attributable to shareholders of HKD 72 million for the year ended December 31, 2023, compared to a profit of HKD 5 million in 2022[51]. - Total sales revenue for Unicorn decreased by 16% year-on-year to HKD 1,121 million in the fiscal year ending December 31, 2023, down from HKD 1,334 million in 2022[128]. - The total after-tax loss for Unicorn was HKD 120 million for the fiscal year ending December 31, 2023, compared to a loss of HKD 63 million in 2022[129]. - Total sales for the year ended December 31, 2023, remained flat at HKD 1.542 billion, with self-operated product sales decreasing by 11% to HKD 319 million[149]. Cash and Assets - Total cash and bank balances decreased by HKD 175 million or 67% to HKD 85 million as of December 31, 2023, primarily due to cash outflows from various activities[22]. - The group has no bank borrowings as of December 31, 2023, maintaining a lease liability of HKD 924 million[22]. - As of December 31, 2023, the group had no bank borrowings and a net cash balance of HKD 85 million, down from HKD 260 million in 2022[132]. Employee and Workforce - The total employee cost for the year was HKD 277 million, slightly up from HKD 274 million in 2022, with a total of 962 full-time employees and 115 part-time employees as of December 31, 2023[25]. - Total employees decreased from 1,298 in 2022 to 1,086 in 2023, a reduction of approximately 16.3%[160]. - Employee turnover rate increased significantly, with male turnover rising from 34% in 2022 to 50% in 2023, and female turnover increasing from 36% to 53%[160]. - The average training hours for male employees increased from 2.2 hours in 2022 to 3.5 hours in 2023, while female training hours remained relatively stable at 2.2 hours[162]. - The number of full-time employees decreased from 1,039 in 2022 to 971 in 2023, a decrease of approximately 6.5%[160]. Sustainability and Environmental Impact - The company aims to reduce carbon intensity by 15% per square foot of retail space by 2030 compared to the 2023 baseline[45]. - The total greenhouse gas emissions for the group decreased to 9,631 tons of CO2 equivalent in 2023 from 9,897 tons in 2022, representing a reduction of approximately 2.7%[124]. - The total waste generated by the group decreased to 250,678 kg in 2023 from 354,502 kg in 2022, a reduction of approximately 29.3%[124]. - The number of plastic shopping bags used decreased significantly to 1,341,159 in 2023 from 6,954,889 in 2022, reflecting a reduction of approximately 80.7%[124][125]. - The company is committed to improving energy and fuel efficiency throughout its operations to reduce its carbon footprint[42]. Customer Engagement and Satisfaction - The group aims to enhance customer satisfaction through regular feedback and improvements in products and services[35]. - The group plans to expand its membership base and enhance customer relationship management (CRM) to better understand customer needs and drive promotional activities[134]. - The CU APP membership program has grown to over 600,000 members, contributing significantly to the group's revenue[137]. Corporate Governance - The company emphasizes the importance of good corporate governance practices and procedures[200]. - As of December 31, 2023, the company has complied with the applicable code provisions of the Corporate Governance Code under the Hong Kong Stock Exchange Listing Rules[200]. - The company has not distinguished the roles of the Chairman and CEO, believing that Dr. Li Ka-shing's dual role serves the best interests of the company[200]. - All significant decisions are made after consulting board members with relevant knowledge and expertise, ensuring that power is not overly concentrated[200]. - The current governance arrangements are still subject to appropriate checks and balances despite the lack of role distinction[200]. Operational Improvements - The group completed the renovation of the APITA supermarket and department store in Taikoo City, Hong Kong, contributing to operational improvements[24]. - The renovation of APITA, covering over 40,000 square feet, was completed in Q4 2023, introducing a new supermarket and premium meat offerings, including certified Angus beef[199]. - The integration of Citistore and Unicorn's online shopping platforms into the "CU APP" has been completed, enhancing operational efficiency and customer experience for 600,000 members[176]. Risk Management and Compliance - The company conducts regular reviews of risk management plans related to typhoon impacts[43]. - The company has implemented measures to protect sensitive information and prevent cyber threats, including comprehensive training for all employees[70]. - The company has not violated any relevant environmental laws and regulations during the reporting period[73].
恒基发展(00097) - 2023 - 年度业绩
2024-03-21 09:34
Financial Performance - Total sales for the year ending December 31, 2023, remained stable at HKD 1,542 million, compared to HKD 1,786 million in 2022, reflecting a decrease of approximately 13.6%[5][27] - Revenue from self-operated products was HKD 319 million, down from HKD 359 million in the previous year, representing a decline of 11.1%[6][27] - The company reported a net loss attributable to shareholders of HKD 72 million for the year ended December 31, 2023, compared to a profit of HKD 5 million in 2022[80] - Total revenue for the year was HKD 1,551 million, a decrease from HKD 1,786 million in the previous year, representing a decline of approximately 13.1%[182] - Sales revenue decreased to HKD 1,118 million in 2023 from HKD 1,359 million in 2022, representing a decline of 17.7%[195] - The group reported a post-tax loss of HKD 120 million for the year, compared to a loss of HKD 63 million in 2022[154] Operational Performance - The operating loss before tax for the year was HKD 81 million, compared to a profit of HKD 16 million in 2022, indicating a significant downturn in operational performance[27] - The company has optimized its product mix, focusing on travel goods, apparel, and cosmetics to meet changing market demands[5] - The company continues to enhance collaboration with suppliers and implement various promotional activities to improve overall operational performance[5] - The integration of Citistore and Unicorn's operations aims to enhance operational synergy and efficiency, with a unified online shopping platform launched[157] Cash Flow and Liquidity - Cash and bank balances decreased by HKD 175 million or 67% to HKD 85 million as of December 31, 2023, primarily due to cash outflows from various activities[103] - The company had no bank borrowings as of December 31, 2023, and had fully repaid its bank loans[82] - The total liabilities increased to HKD 1,362 million in 2023 from HKD 1,203 million in 2022, primarily due to an increase in lease liabilities[184] Employee and Cost Management - Employee costs (excluding directors' remuneration) increased slightly to HKD 264 million from HKD 261 million[24] - The group had a total of 962 full-time employees and 115 part-time employees as of December 31, 2023, with total employee costs amounting to HKD 277 million, reflecting a slight increase from HKD 274 million in the previous year[108] Impairment and Asset Valuation - The impairment assessment for Citistore was based on the use value of cash-generating units, with future net cash inflows projected for the next five budget years, ending December 31, 2028, reflecting a discount cash flow model[35] - If total sales revenue decreases by 3% or gross margin decreases by 1.5% over the next five budget years, potential impairment losses for Citistore goodwill could be estimated at HKD 33 million and HKD 156 million respectively[37] - The impairment assessment for Unicorn was similarly based on the use value of cash-generating units, with future net cash inflows projected for the same five-year period[39] - If total sales revenue decreases by 3% or gross margin decreases by 1.5% over the next five budget years, potential impairment losses for Unicorn goodwill could be estimated at HKD 25 million[41] Lease Liabilities and Financing Costs - Lease liabilities increased to HKD 924 million as of December 31, 2023, up from HKD 745 million in 2022, representing a growth of approximately 24%[66] - The financing cost of lease liabilities for the year was HKD 34 million, down from HKD 41 million in the previous year, reflecting a decrease of approximately 17%[66] - The company’s total liabilities related to leases due within one year increased to HKD 255 million in 2023 from HKD 228 million in 2022, a rise of about 12%[66] Market Conditions and Sales Trends - The overall retail market in Hong Kong showed a decline, with supermarket sales value dropping by 7.1% year-on-year, influenced by increased outbound travel and cross-border shopping[137] - Total sales for Unicorn, including self-operated goods and consignment counters, decreased by 16% year-on-year, with specific sales figures showing a decline in self-operated goods sales to HKD 799 million (down 20%) and consignment sales to HKD 322 million (down 4%) for the year ended December 31, 2023[120][133] Governance and Compliance - The group has complied with the corporate governance code as per the Hong Kong Stock Exchange Listing Rules, although there is no distinction between the roles of the chairman and CEO[114] - The company confirmed that all directors have fully complied with the standards set out in the code for securities trading by directors[117] - The group has no contingent liabilities as of December 31, 2023[107] Future Outlook - The company plans for an average annual sales revenue growth of 11% over the next five budget years[66] - The average gross margin is expected to increase by 0.6 percentage points annually over the next five budget years[66] - The company plans to expand its membership base and enhance customer relationship management (CRM) to better understand customer needs and increase spending[180]
恒基发展(00097) - 2023 - 中期财报
2023-09-12 08:53
Financial Performance - The company reported a loss of HKD 18 million for the six months ended June 30, 2023, compared to a profit of HKD 24 million in the same period last year[6]. - Total income for the period was HKD 8 million, an increase from HKD 6 million year-on-year, driven by sponsorship fees and miscellaneous income[2]. - The group reported a net loss attributable to shareholders of HKD 18 million for the six months ended June 30, 2023, compared to a profit of HKD 24 million in the same period last year, representing a significant decline[30]. - Total sales for Unicorn, including self-operated goods and consignment counters, decreased by 17% year-on-year, with a net loss of HKD 54 million for the period, compared to a loss of HKD 14 million in the previous year[27]. - The earnings per share for the group was a loss of HKD 0.6 cents, compared to a profit of HKD 0.8 cents in the previous year[30]. - Revenue for the six months ended June 30, 2023, was HKD 796 million, a decrease of 14.2% from HKD 928 million in the same period of 2022[106]. - The company reported a loss before tax of HKD 21 million compared to a profit of HKD 27 million in the previous year, indicating a significant decline in profitability[106]. - The company experienced a decrease in sales cost of inventory to HKD 405 million from HKD 509 million year-over-year[98]. - The company recorded a tax expense of HKD 8 million for the current period, compared to HKD 5 million for the same period in 2022[99]. Revenue and Sales - Total revenue for the six months ended June 30, 2023, was HKD 781 million, representing a 6% increase from HKD 740 million in the same period last year[60]. - Sales from self-operated products decreased by 10% to HKD 162 million, but total sales including consignment and franchise counters increased by 6% compared to the previous year[24]. - The total revenue from self-operated goods sales for Citistore was HKD 162 million, down from HKD 180 million in the same period last year[42]. - Sales revenue decreased to HKD 575 million in 2023 from HKD 716 million in 2022, representing a decline of 19.7%[122]. - The group received consignment sales income of HKD 567 million for the six months ended June 30, 2023, slightly up from HKD 563 million in 2022[122]. - The group’s total consignment and licensed counter sales income was HKD 792 million in 2023, an increase of 8.9% from HKD 727 million in 2022[122]. Dividends and Shareholder Returns - The company announced no interim dividend for the period due to the recorded loss, compared to a dividend of HKD 0.01 per share in the previous year[17]. - No interim dividend was declared for the six months ended June 30, 2023, compared to HKD 30 million declared in the same period of 2022[125]. Operational Efficiency and Cost Management - The group expects further improvements in operational efficiency and cost-effectiveness due to the recent establishment of a central distribution center and cold storage[43]. - The group incurred rental and related expenses totaling HKD 56 million for the six months ended June 30, 2023, up from HKD 44 million in the previous year[70]. - The group confirmed a financing cost related to lease liabilities of HKD 16 million for the reporting period, down from HKD 22 million in the previous year[49]. - Total employee costs for the six-month period amounted to HKD 139 million, unchanged from HKD 139 million in 2022[86]. Assets and Liabilities - As of June 30, 2023, the group reported a cash and bank balance of HKD 133 million, a decrease of HKD 127 million or 49% compared to HKD 260 million as of December 31, 2022[51]. - Total assets as of June 30, 2023, were HKD 1,914 million, down from HKD 2,037 million at the end of 2022[109]. - Current liabilities decreased to HKD 499 million from HKD 660 million, reflecting improved liquidity management[109]. - Non-current liabilities, including lease liabilities, decreased to HKD 461 million from HKD 517 million, indicating a reduction in long-term financial obligations[109]. - The total liabilities decreased from HKD 430 million as of December 31, 2022, to HKD 339 million as of June 30, 2023, a reduction of approximately 21.3%[176]. Market and Consumer Trends - The retail market in Hong Kong showed improvement, but supermarket sales value decreased by 7.8% year-on-year due to reduced consumer purchases[18]. - The group launched several promotional activities, including the "Korean Food Festival" and "Thai Food Festival," to adapt to changing local consumption patterns[33]. Future Outlook - The company expects an average sales revenue growth of 6.3% for the next five twelve-month periods[146]. - The projected total sales revenue for Unicorn is expected to grow by an average of 13.4% for the periods ending June 30, 2024, 2025, 2026, 2027, and 2028[162]. - The company anticipates a 0.1 percentage point average increase in gross margin for the cash-generating unit of Citistore over the next five years[158]. - The average gross profit margin is projected to increase by 0.7 percentage points over the next five reporting periods ending June 30, 2024, to June 30, 2028[166]. Corporate Governance and Compliance - The interim results for the six months ended June 30, 2023, were reviewed by the company's auditor, PwC, in accordance with the Hong Kong Institute of Certified Public Accountants' standards[198]. - The audit committee reviewed internal controls, risk management, and compliance systems in August 2023, confirming adherence to the applicable code provisions of the Corporate Governance Code[200].
恒基发展(00097) - 2023 - 中期业绩
2023-08-22 09:23
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佈的內容概不負責,對其準確性或完整性亦不 發表任何聲明,並明確表示,概不對因本公佈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。 二零二三年中期業績公佈 董事局主席報告 中期業績及股息 集團截至二零二三年六月三十日止六個月,股東應佔(未經審核)虧損為港幣一千八百 萬元,而去年同期則錄得股東應佔盈利港幣二千四百萬元。虧損主要由於(i)位於太古 城之APITA進行分階段翻新工程令其銷售額下降;及(ii)自二零二二年年底起取消社交 距離措施,令顧客對集團超級市場食品及日用品之需求減少。每股虧損為港幣0.6仙 (二零二二年:每股盈利為港幣0.8仙) 。 由於期內錄得虧損,董事局宣佈不派發中期股息(二零二二年:每股港幣一仙)。 ...
恒基发展(00097) - 2022 - 年度财报
2023-04-21 09:45
Financial Performance - The group's net profit attributable to shareholders for the year ended December 31, 2022, was HKD 5 million, a decrease of HKD 29 million or 85% compared to HKD 34 million in the previous year[5]. - Total sales revenue for Citistore decreased by 5% year-on-year, with self-operated product sales dropping 9% to HKD 359 million, maintaining a gross margin of 31%[11]. - The overall same-store sales for APITA and UNY decreased by 10% and 6% respectively, while Unicorn's total sales increased by 4% year-on-year[16]. - The group recorded a post-tax loss of HKD 63 million for Unicorn, compared to a loss of HKD 34 million in the previous year[17]. - The group's market capitalization as of December 31, 2022, was HKD 132 billion, with the total market capitalization of the six listed companies under the group at HKD 295 billion[4]. Operational Metrics - Commission income from consignment counters decreased by 3% to HKD 340 million, with consignment counters contributing HKD 242 million and franchise counters contributing HKD 98 million[13]. - Rental and related expenses amounted to HKD 46 million for the year ended December 31, 2022, a decrease of 4.17% from HKD 48 million in 2021[36]. - Depreciation expense for right-of-use assets was HKD 115 million, up 7.48% from HKD 107 million in the previous year[36]. - Financing costs for lease liabilities increased to HKD 31 million, a significant rise of 181.82% compared to HKD 11 million in 2021[36]. - Cash and bank balances decreased by HKD 100 million (or 27.78%) to HKD 260 million as of December 31, 2022, from HKD 360 million in 2021[38]. Sustainability and Environmental Impact - Total greenhouse gas emissions decreased from 14,327.4 tons CO2 equivalent in 2021 to 8,848.8 tons CO2 equivalent in 2022, a reduction of approximately 38.2%[87]. - The density of greenhouse gas emissions per square foot of store area improved from 0.023 tons CO2 equivalent in 2021 to 0.015 tons CO2 equivalent in 2022, reflecting a 34.8% decrease[87]. - The number of plastic shopping bags used increased to 6,954,889 in 2022 from 6,423,327 in 2021, marking an increase of approximately 8.3%[87]. - The total amount of cardboard recycled was 234,723 kg in 2022, down from 319,017 kg in 2021[87]. - Total energy consumption decreased from 23,740.5 thousand kWh in 2021 to 19,821.6 thousand kWh in 2022, a reduction of approximately 16.1%[87]. Employee Engagement and Development - The number of full-time employees decreased from 1,134 in 2021 to 1,039 in 2022, a decline of approximately 8.4%[87]. - The company has a comprehensive training program for employees, including skill enhancement courses for different levels of management[103]. - The company reported a training participation rate exceeding 100% due to employee turnover, indicating a strong focus on employee development[106]. - Employee turnover rate for males decreased to 34% from 46% and for females increased to 36% from 32%[133]. - The company has organized team-building activities and monthly events to boost employee morale, with participation rates of 50% for annual celebrations and 40% for mid-autumn and Christmas parties[100]. Corporate Governance - The company has adhered to the corporate governance code as per the Hong Kong Stock Exchange regulations[126]. - The board provides monthly reports containing financial data and summaries of important events and business outlooks to ensure informed decision-making[147]. - The company is committed to complying with all applicable rules and regulations, ensuring good corporate governance practices[154]. - The board has mechanisms in place to ensure independent viewpoints are obtained during decision-making processes[161]. - The company has implemented anti-corruption training for directors and employees to prevent bribery and fraud[30]. Community Engagement - The company emphasizes the importance of community engagement to understand local needs and ensure business activities consider community interests[31]. - The company donated approximately HKD 70,000 to the Green Power initiative and collected 591 kg of red packets for recycling[110]. - The company has provided 96 hours of volunteer service to support local retail systems[110]. - The company has been recognized for its community engagement and sustainability efforts, receiving the Caring Company logo for the 2021/2022 period[85]. - The company actively engages with stakeholders to understand their expectations regarding environmental, social, and governance strategies[44].
恒基发展(00097) - 2022 - 年度业绩
2023-03-21 09:17
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佈的內容概不負責,對其準確性或 完整性亦不發表任何聲明,並明確表示,概不對因本公佈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。 二零二二年全年業績公佈 董事局主席報告 股東應佔盈利及資產淨值 集團截至二零二二年十二月三十一日止年度之股東應佔盈利為港幣五百萬元,較去年度之 港幣三千四百萬元,減少港幣二千九百萬元或 85%。每股盈利為港幣 0.2 仙 (二零二一年:港幣 1.1 仙) 。 盈利下跌主要由於(i)2019冠狀病毒疫情對本集團營運帶來負面影響;(ii)位於太古城之 APITA進行分階段翻新工程令其銷售額下降;及(iii)二零二一年十一月開業之UNY將軍 澳店因首年營運進行銷售組合重整,而錄得經營虧損。 ...
恒基发展(00097) - 2022 - 中期财报
2022-09-09 08:53
Financial Performance - The group's unaudited profit attributable to shareholders for the six months ended June 30, 2022, was HKD 24 million, a decrease of HKD 6 million or 20% compared to HKD 30 million in the same period last year[4]. - Earnings per share were HKD 0.8 cents, down from HKD 1.0 cent in 2021[4]. - Revenue for the six months ended June 30, 2022, decreased by HKD 25 million or 7%, primarily due to reduced sales from self-operated products and consignment commission income[31]. - The company reported a total comprehensive income of HKD 24 million for the period, down from HKD 33 million in the previous year[59]. - The group recorded a net cash outflow of HKD 31,000,000 from operating, investing, and financing activities during the six months ended June 30, 2022[42]. - The net cash generated from operating activities for the six months ended June 30, 2022, was HKD 96 million, a decrease from HKD 136 million in the same period of 2021, representing a decline of 29.4%[71]. - The pre-tax profit for the six months ended June 30, 2022, was HKD 27 million, down from HKD 35 million in 2021, indicating a decrease of 22.9%[71]. - The company reported a decrease in accounts payable and other payables by HKD 89 million, compared to a decrease of HKD 36 million in the previous year[71]. Sales and Revenue - Total sales revenue for self-operated products decreased by 10% to HKD 180 million, with a gross margin slightly declining to 31%[12]. - The total sales amount for consignment and franchise counters decreased by 3% to HKD 166 million[14]. - For the six months ended June 30, 2022, Unicorn's total sales increased by 8% to HKD 703 million compared to HKD 651 million in the same period last year[18]. - The overall same-store sales for APITA and UNY Lok Fu decreased by 8% year-on-year due to the impact of the fifth wave of local COVID-19 outbreaks[18]. - Sales revenue for Unicorn reached HKD 536 million, a 12% increase from HKD 480 million in the previous year[34]. - The supermarket business saw a sales value increase of 3.3% due to consumer behavior during the pandemic[8]. Dividends and Shareholder Returns - The interim dividend declared is HKD 0.01 per share, consistent with the previous year[4]. - The total dividend payable for the current period was HKD 30 million, unchanged from the previous year[100]. Assets and Liabilities - Total assets increased to HKD 2,107 million from HKD 1,746 million, representing a growth of 20.6%[63]. - Current liabilities decreased to HKD 597 million from HKD 671 million, a reduction of 11%[63]. - Lease liabilities increased to HKD 870 million as of June 30, 2022, from HKD 502 million as of December 31, 2021, reflecting a growth of approximately 73.5%[138]. - The company's net asset value slightly decreased to HKD 1,318 million from HKD 1,324 million[63]. Government Support and Subsidies - Despite the decrease in sales, the after-tax profit contribution from Citistore increased by HKD 7 million or 21% to HKD 40 million, mainly due to government wage subsidies of HKD 8 million[15]. - Other income included HKD 8 million from the Employment Support Scheme related to COVID-19, which was not present in the previous year[32]. - The company received government subsidies totaling HKD 10 million under the "Employment Support Scheme" for May and June 2022[92]. Operational Efficiency and Future Plans - The group expects consumer spending to improve with the government's new consumption voucher scheme, while closely monitoring the local pandemic situation[25]. - The group plans to enhance customer shopping experiences by introducing new food counters and children's play areas in selected stores, along with a new online store and integrated rewards program[25]. - The central distribution center, covering 58,500 square feet, is expected to enhance operational efficiency and cost-effectiveness, with its cold storage set to be operational by the end of 2022[25]. Financial Resources and Commitments - The group has sufficient financial resources to meet its operational and future expansion funding needs[43]. - The group had capital commitments of HKD 68,000,000 for fixed asset projects as of June 30, 2022, compared to HKD 14,000,000 at the end of 2021[47]. Management and Governance - The company has complied with the applicable code provisions of the Corporate Governance Code as per the Hong Kong Stock Exchange Listing Rules[156]. - The board of directors confirmed that all directors have fully complied with the standards set out in the code for securities transactions by directors[157]. - The company has adopted a code for securities transactions by directors in accordance with the Listing Rules[157]. Ownership Structure - The company is fully owned by Henderson Investment Limited, which holds significant stakes through various subsidiaries[169]. - The total equity interest held by the directors in the company was 2,110,868,943 shares, representing 69.27%[163]. - Major shareholders hold a total of 2,110,868,943 shares, representing 69.27% of the company's equity[168].
恒基发展(00097) - 2021 - 年度财报
2022-04-21 09:26
Financial Performance - The company's profit attributable to shareholders for the year ended December 31, 2021, was HKD 34 million, a decrease of HKD 93 million or 73% compared to HKD 127 million in the previous year[14]. - Earnings per share decreased to HKD 0.011 from HKD 0.042 in 2020[14]. - The total sales value of the supermarket business decreased by 8.4% year-on-year due to reduced demand for food and daily necessities[17]. - The total sales revenue for Citistore increased by 7% to HKD 1,616 million, compared to HKD 1,515 million in the previous year[21]. - The sales revenue from self-operated products increased by 3% to HKD 394 million, maintaining a stable gross margin of 31%[22]. - The net asset value attributable to shareholders as of December 31, 2021, was HKD 1.324 billion, or HKD 0.43 per share[14]. - The company proposed a final dividend of HKD 0.01 per share, totaling HKD 0.02 per share for the year, consistent with the previous year[15]. - The overall retail sales value in Hong Kong increased by 8.1% in 2021 compared to the previous year, indicating a recovery in consumer activity[17]. - The total sales amount for franchise and consignment counters increased by 8% year-on-year to HKD 1,222 million, with commission income rising by 2% to HKD 350 million[24]. - Unicorn's total sales decreased by 5% year-on-year to HKD 1,282 million, with self-operated product sales down 8% to HKD 939 million, while consignment sales increased by 5% to HKD 343 million[32]. - Unicorn recorded a post-tax loss of HKD 340 million for the year, compared to a profit of HKD 330 million the previous year, which included government wage subsidies of HKD 220 million[35]. - The group's cash and bank balance as of December 31, 2021, was HKD 360 million, down from HKD 410 million in 2020, with no bank borrowings[37]. - The gross profit margin for self-operated products decreased to 29% from 30% year-on-year, with gross profit down to HKD 269 million from HKD 311 million[33]. - Operating profit decreased by 21% to HKD 103 million from HKD 130 million year-on-year[49]. - Profit before tax declined by 18% to HKD 88 million from HKD 107 million[49]. - Net profit attributable to shareholders fell by 22% to HKD 73 million from HKD 94 million[49]. - The company opened five new "C生活" stores, contributing HKD 15 million in revenue during the year[52]. - Rental and related expenses increased significantly by 84% to HKD 59 million from HKD 32 million[49]. - The company maintained a strong brand presence with established retail operations in densely populated areas, enhancing market competitiveness[44]. - For the year ended December 31, 2021, the group reported a revenue decrease of HKD 78 million or 7% compared to the previous year, primarily due to reduced customer demand for food and daily necessities following the easing of COVID-19 social distancing measures[61]. - The group's total revenue from Unicorn for the year ended December 31, 2021, included sales revenue of HKD 939 million, a decrease of HKD 82 million or 8% year-on-year[58]. - The operating loss for the year ended December 31, 2021, was HKD 30 million, a decline of HKD 78 million or 163% compared to a profit of HKD 48 million in the previous year[58]. - The group did not receive any employment support subsidy from the Hong Kong government for the year ended December 31, 2021, compared to HKD 32 million received in the previous year[63]. - The total employee cost for the year ended December 31, 2021, was HKD 272 million, slightly up from HKD 270 million in 2020[76]. - The group had capital commitments of HKD 14 million for fixed asset projects as of December 31, 2021, down from HKD 15 million in 2020[74]. - The group reported no contingent liabilities as of December 31, 2021, similar to the previous year[75]. - The group maintained a net asset value of HKD 1,324 million as of December 31, 2021, compared to HKD 1,347 million in 2020[81]. - The group had a total of 1,134 full-time employees as of December 31, 2021, an increase from 1,118 in 2020[76]. - The group had no bank borrowings as of December 31, 2021, consistent with the previous year[69]. - The group has no significant interest or exchange rate risks as of December 31, 2021[71]. Sustainability and Corporate Social Responsibility - The company established a dedicated Sustainability Committee within the board to oversee environmental, social, and governance (ESG) strategies and performance, meeting at least once a year[88]. - The company aims to reduce carbon intensity per square foot of store area by 12% by the end of 2025 compared to the 2016 baseline[120]. - The company plans to decrease electricity intensity per square foot of store area by 12% by the end of 2025 compared to the 2016 baseline[121]. - The company reported a greenhouse gas emission of 720,000 tons of CO2 equivalent, with a reduction of 9.37% from the previous year[116]. - The company has implemented energy-saving measures, including monitoring indoor temperatures and using energy-efficient appliances[109]. - The company actively participates in environmental initiatives, such as the "Earth Hour" event to raise public awareness about energy consumption[109]. - The company promotes the use of reusable shopping bags to reduce plastic waste and supports local waste reduction projects[114]. - The company has established a risk management plan to address climate-related risks, including monitoring for typhoons and heavy rain[123]. - The company emphasizes the importance of maintaining a safe and healthy work environment for all employees as part of its corporate social responsibility[107]. - In 2021, the company recycled a total of 319,017 kilograms of cardboard boxes and 39 electronic devices at Citistore[127][128]. - The company collected 1,450 kilograms of used red packets during the Lunar New Year for recycling and reuse[129]. - The company has implemented various health measures in stores, including temperature checks and regular cleaning, to ensure customer and employee safety during the pandemic[90]. - The company encourages non-contact payment methods to minimize social interactions and has adopted flexible working hours to comply with social distancing measures[93]. - The company collaborates closely with supply chain partners to continuously improve service quality and gather customer feedback[94]. - The company strictly adheres to various regulations to ensure product quality and has no reported violations in health and safety, advertising, labeling, or privacy during the reporting period[102]. - The company has established a robust customer privacy policy, ensuring that personal data collected is securely stored and accessed only by authorized personnel[101]. - The company has implemented safety measures in its department stores following a notice from the Labour Department regarding workplace safety[147]. - The company continues to promote a sustainable lifestyle by offering reusable items at Citistore[129]. - The company has maintained a zero-violation record regarding anti-corruption regulations during the reporting period[153]. - The company made community investments exceeding HKD 271,000 in 2021[159]. - The company donated over 270 items of clothing and household goods to various NGOs in 2021[164]. - The total amount of recyclable materials collected was 1,450 kilograms, with a donation of HKD 63,000 for the recycling initiative[164]. Corporate Governance - The board consists of eight members, including three independent non-executive directors, ensuring a balanced composition[188]. - The company has established mechanisms to ensure independent viewpoints within the board, with at least one independent non-executive director possessing appropriate professional qualifications[191]. - The company has complied with the corporate governance code as per the Hong Kong Stock Exchange rules for the year ending December 31, 2021[183]. - There were no corruption lawsuits filed against the company or its employees during the reporting period[7.1]. - The company emphasizes the importance of good corporate governance practices and procedures[182]. - The board is responsible for overall decision-making, including risk management and internal control systems[184]. - Independent non-executive directors do not receive performance-related equity compensation to maintain their objectivity and independence[193]. - The company has a policy for community investment focusing on areas such as education, environment, and health[8.1]. - The company has implemented measures to prevent bribery, extortion, fraud, and money laundering[7]. - The board held four meetings during the year to approve interim and annual results, discuss important matters, and review corporate governance policies[200]. - Independent non-executive directors confirmed their independence and were deemed free from any relationships that could significantly interfere with their independent judgment[197]. - The company established a corporate governance committee in December 2021 to fulfill corporate governance responsibilities as per the Corporate Governance Code[200]. - The board ensures that each director, including independent non-executive directors, is subject to re-election at least once every three years[197]. - The company received independent confirmation letters from all independent non-executive directors regarding their independence[197]. - The board is empowered to appoint any individual as a director to fill temporary vacancies or as new members[197]. - The company’s independent non-executive director, Mr. Au, holds positions that do not affect his independence according to the Listing Rules[198]. - The board discussed the level of dividends during the meetings, indicating a focus on shareholder returns[200]. - The company’s governance practices were reviewed, ensuring compliance with established policies and regulations[200]. - The board's meetings included discussions on the training and continuous professional development of directors and senior management[200].