CARRIANNA(00126)

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佳宁娜(00126) - 2025 - 年度业绩
2025-06-27 13:53
[Overall Performance Overview](index=1&type=section&id=Overall%20Performance%20Overview) [Consolidated Statement of Profit or Loss](index=1&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss) For the year ended March 31, 2025, the Group's revenue decreased by 12.7% to HK$577,521 thousand, with gross profit falling to HK$242,095 thousand, while the loss for the year significantly narrowed by 45.6% to HK$141,900 thousand, driven by reduced expenses and increased tax credits Consolidated Statement of Profit or Loss Key Data (HK$ thousand) | Metric | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 577,521 | 661,856 | -12.7% | | Cost of sales | (335,426) | (398,069) | -15.8% | | Gross profit | 242,095 | 263,787 | -8.3% | | Other income and gains, net | 15,845 | 48,714 | -67.4% | | Selling and distribution expenses | (125,463) | (141,847) | -11.6% | | General and administrative expenses | (88,883) | (119,075) | -25.4% | | Other expenses, net | (66,579) | (123,695) | -46.2% | | Finance costs | (107,860) | (127,036) | -15.0% | | Share of loss of associates | (56,075) | (64,870) | -13.5% | | Loss before tax | (186,920) | (264,022) | -29.2% | | Income tax credit | 45,020 | 2,933 | +1435.6% | | Loss for the year | (141,900) | (261,089) | -45.6% | | Loss attributable to owners of the parent | (135,187) | (250,250) | -46.0% | | Basic loss per share (HK cents) | (8.60) | (15.93) | -46.0% | [Consolidated Statement of Comprehensive Income](index=3&type=section&id=Consolidated%20Statement%20of%20Comprehensive%20Income) The total comprehensive loss for the year significantly narrowed by 67.1% to HK$160,606 thousand, primarily due to improved exchange differences and fair value changes of equity investments Consolidated Statement of Comprehensive Income Key Data (HK$ thousand) | Metric | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Loss for the year | (141,900) | (261,089) | -45.6% | | Exchange differences on translation of foreign operations | (26,588) | (145,950) | -81.8% | | Fair value changes of equity investments designated at fair value through other comprehensive income | 26,749 | (66,414) | +140.3% | | Total comprehensive loss for the year | (160,606) | (488,763) | -67.1% | | Total comprehensive loss attributable to owners of the parent | (153,778) | (475,748) | -67.7% | [Consolidated Statement of Financial Position](index=4&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of March 31, 2025, the Group's total assets less current liabilities were HK$3,609,223 thousand, with net assets slightly decreasing to HK$2,917,783 thousand, while net current liabilities improved to HK$814,511 thousand, but high interest-bearing bank borrowings of HK$1,260,478 thousand in current liabilities indicate liquidity pressure Consolidated Statement of Financial Position Key Data (HK$ thousand) | Metric | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Total non-current assets | 4,423,734 | 4,587,053 | -3.56% | | Total current assets | 1,154,551 | 1,547,858 | -25.3% | | Total current liabilities | (1,969,062) | (2,391,907) | -17.6% | | Net current liabilities | (814,511) | (844,049) | -3.5% | | Total assets less current liabilities | 3,609,223 | 3,743,004 | -3.57% | | Total non-current liabilities | (691,440) | (647,712) | +6.75% | | Net assets | 2,917,783 | 3,095,292 | -5.74% | | Cash and bank balances | 162,534 | 127,369 | +27.6% | | Interest-bearing bank borrowings (current) | (1,260,478) | (1,450,391) | -13.09% | | Interest-bearing bank borrowings (non-current) | (292,199) | (209,644) | +39.38% | [Notes to the Consolidated Financial Statements](index=6&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) [1. Accounting Policies](index=6&type=section&id=1.%20Accounting%20Policies) The Group's financial statements are prepared under HKFRSs using the historical cost convention, with some assets measured at fair value, and despite significant going concern uncertainties due to losses and high current interest-bearing borrowings, management has initiated plans to improve liquidity and financial position - The Group incurred a loss of **HK$141,900,000** for the year ended March 31, 2025, with interest-bearing borrowings in current liabilities amounting to **HK$1,260,478,000**, indicating significant uncertainties regarding its ability to continue as a going concern[9](index=9&type=chunk) - Management has implemented various plans and measures to improve liquidity and financial position, including reclassifying some interest-bearing borrowings to non-current liabilities, actively negotiating financing with banks, anticipating proceeds from the sale of residential units in the Haitan Street redevelopment project, identifying property buyers, accelerating trade receivables collection, and implementing financial performance improvement plans[9](index=9&type=chunk)[10](index=10&type=chunk)[11](index=11&type=chunk) - The adoption of revised HKFRSs during the year (including amendments to HKFRS 16, HKAS 1, and HKAS 7 with HKFRS 7) had no significant impact on the Group's financial position or performance[12](index=12&type=chunk)[13](index=13&type=chunk) [2. Operating Segment Information](index=9&type=section&id=2.%20Operating%20Segment%20Information) The Group operates in Catering, Food and Hotel, and Property Investment and Development segments, with the Catering, Food and Hotel segment reporting HK$472,523 thousand in revenue and a significantly narrowed loss of HK$22,539 thousand, while the Property Investment and Development segment generated HK$104,998 thousand in revenue and a reduced loss of HK$34,802 thousand Segment Revenue (HK$ thousand) | Segment | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Catering, Food and Hotel | 472,523 | 559,291 | -15.5% | | Property Investment and Development | 104,998 | 102,565 | +2.4% | | **Total** | **577,521** | **661,856** | **-12.7%** | Segment Results (HK$ thousand) | Segment | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Catering, Food and Hotel | (22,539) | (73,781) | -69.4% | | Property Investment and Development | (34,802) | (45,087) | -22.7% | | **Total** | **(57,341)** | **(118,868)** | **-51.8%** | [3. Revenue, Other Income and Gains, Net](index=12&type=section&id=3.%20Revenue,%20Other%20Income%20and%20Gains,%20Net) The Group's revenue primarily stems from catering, food, and hotel operations, which saw a 15.5% year-on-year decrease, and rental income, which slightly increased by 2.6%, with Hong Kong contributing 34.2% and Mainland China 65.8% of total revenue Revenue Source Analysis (HK$ thousand) | Revenue Source | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Catering, food and hotel operations revenue | 472,523 | 559,291 | -15.5% | | Proceeds from property sales, property management service income and commission income | 2,127 | 2,293 | -7.3% | | Total rental income | 102,871 | 100,272 | +2.6% | | **Total Revenue** | **577,521** | **661,856** | **-12.7%** | Revenue from External Customers (by Geographical Location, HK$ thousand) | Geographical Location | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Hong Kong | 197,603 | 229,051 | -13.7% | | Mainland China | 379,918 | 432,805 | -12.3% | | **Total** | **577,521** | **661,856** | **-12.7%** | - For the years ended March 31, 2025 and 2024, no single external customer accounted for 10% or more of the Group's total revenue[19](index=19&type=chunk) [4. Finance Costs](index=13&type=section&id=4.%20Finance%20Costs) Total finance costs for the year decreased by 15.0% to HK$107,860 thousand, mainly due to a reduction in interest on bank borrowings Finance Costs Analysis (HK$ thousand) | Item | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Interest on bank borrowings | 100,773 | 119,804 | -15.9% | | Interest on convertible bonds | 2,041 | 2,193 | -6.9% | | Interest on lease liabilities | 5,046 | 5,039 | +0.1% | | **Total** | **107,860** | **127,036** | **-15.0%** | [5. Loss Before Tax](index=13&type=section&id=5.%20Loss%20Before%20Tax) Loss before tax narrowed by 29.2% to HK$186,920 thousand, primarily influenced by increased fair value gains on financial assets at fair value through profit or loss, reduced goodwill impairment, and higher net fair value changes of investment properties Key Factors Affecting Loss Before Tax (HK$ thousand) | Item | 2025 | 2024 | Change | | :--- | :--- | :--- | :--- | | Depreciation of property, plant and equipment | 62,160 | 68,430 | Decrease | | Depreciation of right-of-use assets | 35,414 | 38,354 | Decrease | | Impairment of trade receivables, net | 74 | 2,943 | Significant decrease | | Impairment of property, plant and equipment, and right-of-use assets | 5,264 | 7,856 | Decrease | | Write-off of other receivables | 9,893 | – | New item | | Net fair value changes of investment properties | 57,583 | 38,047 | Increase | | Net fair value (gain)/loss on financial assets at fair value through profit or loss | (7,131) | 16,067 | Turned from loss to gain | | Fair value loss on redemption option of convertible bonds | – | 17,465 | Eliminated | | Impairment of goodwill | – | 24,419 | Eliminated | [6. Income Tax](index=14&type=section&id=6.%20Income%20Tax) Total income tax credit for the year significantly increased to HK$45,020 thousand, primarily due to a substantial rise in current tax credit Income Tax Analysis (HK$ thousand) | Item | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Current | (43,243) | 4,038 | From tax expense to credit | | Deferred | (1,777) | (6,971) | Decrease | | **Total income tax credit for the year** | **(45,020)** | **(2,933)** | **+1435.6%** | - Hong Kong Profits Tax rate is **16.5%**, with some subsidiaries subject to a two-tiered profits tax regime at **8.25%** for the first **HK$2,000,000** of assessable profits[23](index=23&type=chunk) [7. Dividends](index=14&type=section&id=7.%20Dividends) The Board does not recommend the payment of a final dividend for the year ended March 31, 2025, consistent with the prior year - The Board does not recommend the payment of a final dividend for the year ended March 31, 2025 (2024: nil)[24](index=24&type=chunk) [8. Loss Per Share Attributable to Ordinary Equity Holders of the Parent](index=14&type=section&id=8.%20Loss%20Per%20Share%20Attributable%20to%20Ordinary%20Equity%20Holders%20of%20the%20Parent) Both basic and diluted loss per share significantly narrowed to 8.60 HK cents from 15.93 HK cents last year, with no diluted adjustment due to the anti-dilutive effect of convertible bonds and share options Loss Per Share Calculation (HK$ thousand/share) | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Loss attributable to ordinary equity holders of the parent | (135,187) | (250,250) | | Weighted average number of ordinary shares in issue during the year | 1,571,359,420 | 1,571,359,420 | | **Basic and diluted loss per share (HK cents)** | **(8.60)** | **(15.93)** | - The basic loss per share amount was not diluted as the outstanding convertible bonds and share options had an anti-dilutive effect on the basic loss per share amount[25](index=25&type=chunk) [9. Trade Receivables](index=15&type=section&id=9.%20Trade%20Receivables) Net trade receivables at the end of the reporting period decreased by 16.7% to HK$26,341 thousand, with catering, bakery, and hotel businesses primarily settling immediately or by credit card, while food sales typically have 30 to 90-day credit terms, and the Group maintains strict control over overdue balances Trade Receivables (HK$ thousand) | Item | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Trade receivables | 53,524 | 58,809 | -8.99% | | Impairment | (27,183) | (27,213) | -0.11% | | **Net** | **26,341** | **31,596** | **-16.7%** | Aging Analysis of Trade Receivables (HK$ thousand) | Aging | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Current to 30 days | 10,679 | 12,038 | -11.3% | | 31 to 60 days | 3,761 | 5,481 | -31.4% | | 61 to 90 days | 4,389 | 2,863 | +53.3% | | Over 90 days | 7,512 | 11,214 | -33.0% | | **Total** | **26,341** | **31,596** | **-16.7%** | [10. Trade Payables](index=16&type=section&id=10.%20Trade%20Payables) Total trade payables at the end of the reporting period slightly decreased to HK$48,364 thousand, are interest-free, and are typically settled within the normal operating cycle Aging Analysis of Trade Payables (HK$ thousand) | Aging | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Current to 30 days | 20,227 | 21,631 | -6.5% | | 31 to 60 days | 6,507 | 4,567 | +42.5% | | 61 to 90 days | 3,876 | 6,714 | -42.3% | | Over 90 days | 17,754 | 17,134 | +3.6% | | **Total** | **48,364** | **50,046** | **-3.36%** | [Other Information](index=17&type=section&id=Other%20Information) [Extracts from Independent Auditor's Report](index=17&type=section&id=Extracts%20from%20Independent%20Auditor's%20Report) The independent auditor affirmed that the consolidated financial statements fairly represent the Group's financial position and performance and were properly prepared, while highlighting significant going concern uncertainties without modifying their opinion - The auditor believes the consolidated financial statements fairly present, in all material respects, the Group's consolidated financial position as at March 31, 2025, and its consolidated financial performance and consolidated cash flows for the year then ended in accordance with Hong Kong Financial Reporting Standards[31](index=31&type=chunk) - The "Emphasis of Matter" paragraph in the auditor's report highlights that the Group incurred a net loss of **HK$141,900,000** for the year ended March 31, 2025, and had interest-bearing borrowings in current liabilities of **HK$1,260,478,000**, indicating a material uncertainty that may cast significant doubt on the Group's ability to continue as a going concern, but the auditor's opinion was not modified in respect of this matter[32](index=32&type=chunk) [Management Discussion and Analysis](index=18&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review](index=18&type=section&id=Business%20Review) The property segment's turnover slightly increased by 2.4% with reduced segment loss, driven by higher operating profit from property leasing and lower share of loss from associates, partially offset by increased net valuation losses on investment properties, while the catering, food, and hotel segment's turnover decreased by 15.5% due to reduced Hong Kong and Mainland China operations, but its segment loss significantly narrowed due to lower goodwill impairment, and hotel business turnover declined by 32% following the disposal of a hotel management company Business Segment Turnover and Loss (HK$ thousand) | Segment | 2025 Turnover | 2024 Turnover | Turnover Change (%) | 2025 Segment Loss | 2024 Segment Loss | Loss Change (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Property | 104,998 | 102,565 | +2.4% | (34,802) | (45,087) | -22.7% | | Catering, Food and Hotel | 472,523 | 559,291 | -15.5% | (22,539) | (73,781) | -69.4% | - The reduction in property segment loss was primarily due to a **HK$21,481 thousand** increase in operating profit from property leasing and sales business, and an **HK$8,795 thousand** decrease in share of loss from associates due to reduced impairment loss on the Haitan Street redevelopment project, partially offset by a **HK$19,536 thousand** increase in net valuation losses on investment properties compared to the previous year[33](index=33&type=chunk) - The West Wing of Dongguan Jia Hui Plaza project has been transformed into an outlet shopping mall, officially opening on June 14, 2025, introducing over **200** well-known domestic and international brands[34](index=34&type=chunk) - The Haitan Street redevelopment project in Sham Shui Po, Hong Kong, has completed construction and obtained occupation permits, with **105** residential units sold by year-end, while the Castle Peak Road redevelopment project has commenced its construction development phase, but the Group is re-evaluating future development strategies in response to the sluggish property market[35](index=35&type=chunk) - Catering turnover decreased by **16.1%**, mainly due to the closure of most Hong Kong-style "cha chaan teng" outlets, a high base effect post-COVID-19, and intense market competition and changing consumption patterns driven by economic weakness[37](index=37&type=chunk) - Food business turnover decreased by **32.3%**, primarily due to reduced mooncake sales, affected by a typhoon in Hainan disrupting the supply chain and subdued consumer sentiment; the Hainan food factory is fully operational and plans to produce Hainan specialty packaged foods and Chinese meat products[38](index=38&type=chunk) - Hotel business turnover decreased by **32%**, mainly due to the disposal of Yiyang Carrianna International Hotel Management Co., Ltd. during the period, aimed at realizing investments, reducing debt and interest expenses, and focusing on other profitable segments[39](index=39&type=chunk) [Outlook](index=21&type=section&id=Outlook) Facing significant economic uncertainties, including slow recovery in Mainland China, prolonged high interest rates in the US, and a declining real estate market, the Group remains cautiously optimistic for the coming year, focusing on Greater Bay Area business development, steady expansion of catering operations, and long-term confidence in the Hong Kong residential property market, while the food business will prioritize innovation and brand value to rebound, and the Group will implement cost optimization, market research, online sales expansion, and brand enhancement to achieve stable growth - Significant economic uncertainties persist with downside risks, primarily influenced by slow recovery in Mainland China, prolonged high interest rates in the US, a declining real estate market, and geopolitical tensions (such as the Middle East conflict leading to energy price volatility and supply chain disruptions)[41](index=41&type=chunk)[44](index=44&type=chunk) - Management will continue to focus on business development in the Greater Bay Area, steadily expanding catering operations leveraging the strong brand reputation of "Carrianna" Chaozhou cuisine and "Shun Yi" Shunde cuisine[41](index=41&type=chunk) - In property development, investment property portfolios in Mainland China and Hong Kong continue to provide stable income streams; management remains optimistic about the sale of remaining residential units in the Sham Shui Po Haitan Street redevelopment project and believes the Hong Kong residential property market will be supported in the long term by limited land supply and rigid end-user housing demand[42](index=42&type=chunk) - Carrianna branded food will actively adjust its strategy, focusing on innovation and enhancing brand value, vigorously promoting market expansion to achieve a rebound[42](index=42&type=chunk) - To address challenges, the Group will implement a series of measures, including continuous optimization of cost management, enhancing operational efficiency and financial control; strengthening market research to adjust product and service strategies; expanding online sales channels and improving digital transformation capabilities; and continuously enhancing brand image and consumer trust[44](index=44&type=chunk) [Financial Review](index=22&type=section&id=Financial%20Review) This year's turnover decreased by 12.7%, and loss attributable to shareholders narrowed by 46%, with net assets slightly declining but cash and bank balances increasing, and the gearing ratio improving to approximately 40.5%, while the Group maintains a prudent treasury policy, funding operations through internal resources, investment income, and bank borrowings, with no contingent liabilities at year-end but approximately HK$2,021,713 thousand in pledged assets, and minimal foreign exchange fluctuation risk due to primary operations in Hong Kong and Mainland China Key Overall Performance Data (HK$ thousand) | Metric | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Turnover | 577,521 | 661,856 | -12.7% | | Loss attributable to shareholders | 135,187 | 250,250 | -46.0% | - The reduction in loss attributable to shareholders was primarily due to increased fair value gains on financial assets at fair value through profit or loss, reduced goodwill impairment, and decreased fair value loss on redemption option of convertible bonds leading to lower net other expenses; reduced finance costs due to lower interest on bank borrowings; decreased selling and distribution expenses and general and administrative expenses; and increased income tax credit[45](index=45&type=chunk) Key Liquidity and Financial Resources Data (HK$ thousand) | Metric | 2025 | 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Consolidated Net Assets | 2,917,783 | 3,095,292 | -5.74% | | Consolidated Net Assets Per Share (HK$) | 1.86 | 1.97 | -5.58% | | Cash and bank balances | 162,534 | 127,369 | +27.6% | | Total bank borrowings and convertible bonds | 1,621,804 | 1,737,006 | -6.63% | | Net borrowings | 1,588,082 | 1,702,221 | -6.71% | | Gearing ratio | 40.5% | 42.8% | -2.3 percentage points | - The Group had no contingent liabilities at the end of the reporting period for guarantees provided to banks for mortgage loan financing granted to property purchasers[50](index=50&type=chunk) - The Group has pledged certain property, plant and equipment, investment properties, time deposits, and financial assets at fair value through profit or loss with a total carrying amount of approximately **HK$2,021,713 thousand** as collateral for general banking, trade finance, and other credit facilities granted to the Group[51](index=51&type=chunk) - The Group primarily operates in Hong Kong and Mainland China, with monetary assets, liabilities, and transactions mainly denominated in HKD and RMB, expecting minimal transactional currency risk, and does not use derivative instruments to hedge foreign currency risk[52](index=52&type=chunk) - The Group employs approximately **270** staff in Hong Kong and approximately **940** staff outside Hong Kong (Mainland China), with remuneration and bonuses determined on a performance-related basis[53](index=53&type=chunk) [Corporate Governance and Other Matters](index=25&type=section&id=Corporate%20Governance%20and%20Other%20Matters) [Significant Acquisitions and Disposals of Subsidiaries, Associates and Joint Ventures](index=25&type=section&id=Significant%20Acquisitions%20and%20Disposals%20of%20Subsidiaries,%20Associates%20and%20Joint%20Ventures) During the year, the Group completed the disposal of its entire equity interest in Yiyang Carrianna International Hotel Management Co., Ltd. for RMB130,000,000, and also sold a shop in Sham Shui Po for HK$20,160,000, with no other significant investments, acquisitions, or disposals - The Group completed the disposal of its entire equity interest in Yiyang Carrianna International Hotel Management Co., Ltd. for a total consideration of **RMB130,000,000** (approximately **HK$140,200,000**), and the company is no longer a subsidiary of the Group[54](index=54&type=chunk)[55](index=55&type=chunk) - The Group completed the disposal of a shop located in Sham Shui Po on February 18, 2025, for a consideration of **HK$20,160,000**[57](index=57&type=chunk) [Final Dividend](index=26&type=section&id=Final%20Dividend) The Board does not recommend the payment of a final dividend for the year ended March 31, 2025, consistent with the prior year - The Board does not recommend the payment of a final dividend for the year ended March 31, 2025 (2024: nil)[58](index=58&type=chunk) [Annual General Meeting and Closure of Register of Members](index=26&type=section&id=Annual%20General%20Meeting%20and%20Closure%20of%20Register%20of%20Members) The Company will hold its Annual General Meeting on August 28, 2025, and the register of members will be closed from August 25 to August 28, 2025, to determine shareholders' entitlement to attend and vote - The Company's Annual General Meeting is scheduled to be held on Thursday, August 28, 2025, at 11:00 a.m[59](index=59&type=chunk) - To ascertain the entitlement of shareholders to attend and vote at the Annual General Meeting, the register of members will be closed from Monday, August 25, 2025, to Thursday, August 28, 2025 (both dates inclusive)[59](index=59&type=chunk) [Audit Committee](index=27&type=section&id=Audit%20Committee) The Audit Committee, comprising three independent non-executive directors, has reviewed the Group's accounting policies, internal controls, and financial reporting matters, including the Group's financial statements for the current year - The Audit Committee comprises three independent non-executive directors: Mr. Wong Sze King (Chairman), Mr. Cheung Wah Fung, and Ms. Liu Lingling[60](index=60&type=chunk) - The Audit Committee has reviewed the accounting policies and practices adopted by the Group and discussed auditing, internal control, and financial reporting matters, including the review of the Group's financial statements for the year ended March 31, 2025[60](index=60&type=chunk) [Scope of Work by Company Auditor on this Preliminary Announcement](index=27&type=section&id=Scope%20of%20Work%20by%20Company%20Auditor%20on%20this%20Preliminary%20Announcement) Ernst & Young, the Company's auditor, has reconciled the financial figures in the preliminary announcement with the draft consolidated financial statements, but this work does not constitute an assurance engagement, thus no opinion or assurance conclusion is issued on the preliminary announcement - The figures in the consolidated statement of financial position, consolidated statement of profit or loss, consolidated statement of comprehensive income, and their related notes in this preliminary announcement for the Group for the year ended March 31, 2025, have been agreed by the Company's auditor, Ernst & Young, to the amounts set out in the Group's draft consolidated financial statements for the year[61](index=61&type=chunk) - The work performed by Ernst & Young in this respect does not constitute an assurance engagement and consequently no opinion or assurance conclusion is expressed by Ernst & Young on this preliminary announcement[61](index=61&type=chunk) [Compliance with Corporate Governance Code](index=27&type=section&id=Compliance%20with%20Corporate%20Governance%20Code) The Company has complied with the applicable code provisions of the Corporate Governance Code throughout the year, except that non-executive and independent non-executive directors are not appointed for specific terms, although all directors (except the Chairman) are subject to retirement by rotation at least once every three years at the Annual General Meeting - The Company has complied with the applicable code provisions of the Corporate Governance Code as set out in Appendix C1 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited throughout the year ended March 31, 2025, save as disclosed below[62](index=62&type=chunk) - Currently, no non-executive directors and independent non-executive directors are appointed for specific terms, but all directors (except the Chairman) are subject to retirement by rotation at least once every three years at the Annual General Meeting[62](index=62&type=chunk) [Compliance with Model Code for Securities Transactions by Directors](index=28&type=section&id=Compliance%20with%20Model%20Code%20for%20Securities%20Transactions%20by%20Directors) The Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers as its own code, and all directors have confirmed compliance with it during the year - The Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix C3 to the Listing Rules as its own code for directors' securities transactions[63](index=63&type=chunk) - Following specific enquiry by the Company, all directors confirmed that they have complied with the required standards set out in the Model Code throughout the year ended March 31, 2025[63](index=63&type=chunk) [Purchase, Redemption or Sale of the Company's Listed Securities](index=28&type=section&id=Purchase,%20Redemption%20or%20Sale%20of%20the%20Company's%20Listed%20Securities) Neither the Company nor any of its subsidiaries purchased, redeemed, or sold any of the Company's listed securities during the year - Neither the Company nor any of its subsidiaries purchased, redeemed, or sold any of the Company's listed securities during the year ended March 31, 2025[64](index=64&type=chunk) [Publication of Annual Results Announcement and Despatch of Annual Report](index=28&type=section&id=Publication%20of%20Annual%20Results%20Announcement%20and%20Despatch%20of%20Annual%20Report) The annual results announcement will be published on the Company's and HKEX websites, and the annual report will be despatched to shareholders and published on the websites in due course - The annual results announcement will be published on the Company's website (http://www.carrianna.com) and the HKEX website (http://www.hkex.com.hk)[65](index=65&type=chunk) - The 2025 Annual Report will be despatched to the Company's shareholders and published on the aforementioned websites in due course[65](index=65&type=chunk) [Appreciation](index=28&type=section&id=Appreciation) The Board extends its sincere gratitude to business partners, shareholders, and employees - The Board takes this opportunity to express its sincere gratitude to its business partners, shareholders, and loyal and diligent staff[66](index=66&type=chunk) [Board of Directors](index=28&type=section&id=Board%20of%20Directors) As of the announcement date, the Board of Directors includes Executive Directors Mr. Ma Kai Cheung (Honorary Chairman), Mr. Ma Kai Cheong (Chairman), Mr. Ma Hung Ming (Vice Chairman), Mr. Leung Yui, and Mr. Ma Hung Man; and Independent Non-executive Directors Mr. Wong Sze King, Mr. Cheung Wah Fung, and Ms. Liu Lingling - As of the date of this announcement, the Board of Directors comprises Executive Directors Mr. Ma Kai Cheung (Honorary Chairman), Mr. Ma Kai Cheong (Chairman), Mr. Ma Hung Ming (Vice Chairman), Mr. Leung Yui, and Mr. Ma Hung Man; and Independent Non-executive Directors Mr. Wong Sze King, Mr. Cheung Wah Fung, and Ms. Liu Lingling[68](index=68&type=chunk)
佳宁娜(00126) - 2025 - 中期财报
2024-12-18 10:05
Financial Performance - For the six months ended September 30, 2024, Carrianna Group reported revenue of HK$324,050,000, a decrease of 11.6% from HK$366,316,000 in the same period of 2023[13]. - Gross profit for the same period was HK$194,603,000, down 10.3% from HK$217,084,000 year-over-year[13]. - The loss before tax for the period was HK$117,232,000, compared to a loss of HK$152,972,000 in the prior year, indicating an improvement of 23.4%[13]. - The net loss for the period was HK$112,056,000, a reduction from HK$140,182,000 in the previous year, reflecting a 20% decrease in losses[13]. - Basic loss per share attributable to ordinary equity holders was HK(6.96) cents, compared to HK(8.61) cents in the same period last year[13]. - Other income and gains increased significantly to HK$21,144,000 from HK$3,321,000, marking a substantial rise[13]. - Selling and distribution expenses rose to HK$151,056,000, up from HK$139,882,000, indicating an 8.1% increase[13]. - General and administrative expenses decreased slightly to HK$68,643,000 from HK$75,485,000, showing a 9.5% reduction[13]. - The loss for the period decreased to HK$112,056,000 in 2024 from HK$140,182,000 in 2023, representing a reduction of approximately 20%[16]. - Other comprehensive income for the period was HK$182,693,000, compared to a loss of HK$212,335,000 in the previous year, indicating a significant recovery[16]. - Total comprehensive income for the period was HK$70,637,000, a turnaround from a loss of HK$352,517,000 in 2023[16]. Assets and Liabilities - Non-current assets totaled HK$4,535,994,000 as of September 30, 2024, slightly down from HK$4,587,053,000 in March 2024[19]. - Current liabilities decreased to HK$2,150,218,000 from HK$2,391,907,000, showing a reduction of approximately 10%[23]. - Net current liabilities improved to HK$721,099,000 from HK$844,049,000, reflecting a positive trend[23]. - Total assets less current liabilities increased to HK$3,814,895,000 from HK$3,743,004,000, indicating growth[23]. - The equity attributable to owners of the parent increased to HK$3,031,619,000 from HK$2,959,080,000, showing an increase of approximately 2.4%[23]. - Cash and cash equivalents rose to HK$156,110,000 from HK$127,369,000, representing a growth of about 22.6%[19]. - The total tax credit for the period was HK$5,176,000, a decrease from HK$12,790,000 in the same period of 2023[62]. - As of September 30, 2024, trade receivables totaled HK$67,504,000, a significant increase from HK$31,596,000 as of March 31, 2024[77]. - Trade payables amounted to HK$52,913,000 as of September 30, 2024, up from HK$50,046,000 as of March 31, 2024[84]. Cash Flow - For the six months ended September 30, 2024, net cash flows from operating activities increased to HK$62,565,000, compared to HK$49,069,000 in the same period of 2023, representing a growth of approximately 27.5%[28]. - Net cash flows from investing activities showed a significant increase to HK$121,653,000, compared to a net outflow of HK$16,866,000 in the previous year, indicating a positive turnaround in investment activities[28]. - The total cash and cash equivalents at the end of the period were HK$156,110,000, down from HK$259,282,000 in the same period last year, reflecting a decrease of approximately 39.8%[28]. - The company reported a net increase in cash and cash equivalents of HK$26,085,000 for the period, compared to HK$6,756,000 in the previous year, showing improved cash management[28]. - The Group's free cash and bank balances increased to HK$156,110,000 as of September 30, 2024, up 22.6% from HK$127,369,000 on March 31, 2024[154]. Segment Performance - Revenue from restaurant, food, and hotel businesses was HK$270,282,000, down 13.5% from HK$312,366,000 in 2023[45]. - Property investment and development segment generated revenue of HK$53,768,000, compared to HK$53,950,000 in 2023, indicating a slight decrease[42]. - Adjusted profit before tax for the restaurant, food, and hotel segment was a loss of HK$28,137,000, while the property investment and development segment reported a loss of HK$11,805,000[42]. - The restaurant, food, and hotel segment turnover was HK$270,282,000, down 13.5% from HK$312,366,000, with segment loss increasing to HK$28,137,000 from HK$3,187,000[139]. - The hotel business turnover decreased by 35.6% to HK$9,425,000 from HK$14,638,000, mainly due to the disposal of Yiyang Carrianna International Hotel Management Company Limited, which was deemed a strategic move to focus on more profitable segments[148]. Strategic Initiatives - The company has not provided specific guidance for future performance but indicated ongoing efforts to improve operational efficiency and reduce losses[9]. - The Group plans to expand its food business in the Mainland market, leveraging its established brands and introducing new products, with the advanced Hainan food factory's production lines now operational[151]. - Management is committed to adapting business strategies in response to market conditions to enhance competitiveness and ensure sustainable growth[151]. - The Group remains cautiously optimistic about the economic outlook, despite challenges such as inflation and geopolitical tensions, expecting gradual improvements in consumer spending[148]. - The Group will continue to focus on business development in the Greater Bay Area, capitalizing on resilient demand and consumer spending in the region[151]. Shareholder Information - The total number of issued and fully paid ordinary shares remained at 1,571,359,420, with a share capital of HK$157,136,000[87]. - The total number of ordinary shares held by Ma Kai Cheung is 627,463,011, representing 39.93% of the Company's issued share capital[184]. - Ma Kai Yum holds 309,089,754 ordinary shares, accounting for 19.67% of the Company's issued share capital[184]. - The interests of directors and chief executives in shares and underlying shares are recorded in compliance with the Securities and Futures Ordinance[182].
佳宁娜(00126) - 2025 - 中期业绩
2024-11-28 11:43
Financial Performance - For the six months ended September 30, 2024, the company reported revenue of HKD 324,050,000, a decrease of 11.6% from HKD 366,316,000 in the same period of 2023[2]. - Gross profit for the same period was HKD 194,603,000, down 10.3% from HKD 217,084,000 year-on-year[2]. - The company recorded a loss before tax of HKD 117,232,000, an improvement of 23.4% compared to a loss of HKD 152,972,000 in the previous year[3]. - The net loss for the period was HKD 112,056,000, which is a reduction of 20% from HKD 140,182,000 in the prior year[3]. - The basic and diluted loss per share for the period was HKD 6.96, an improvement from HKD 8.61 in the previous year[3]. - The loss attributable to shareholders for the same period was HKD 109,360,000, a reduction of 19.1% from HKD 135,216,000 in the previous year[38]. Revenue Breakdown - Revenue from the restaurant, food, and hotel segment for the six months ended September 30, 2024, was HKD 270,282, a decrease of 13.5% from HKD 312,366 in the same period of 2023[19]. - Property investment and development segment revenue for the same period was HKD 53,768, slightly down from HKD 53,950 in 2023, resulting in a total revenue of HKD 324,050, down 11.6% from HKD 366,316[17]. - Total income from customer contracts for the restaurant, food, and hotel business was HKD 270,282, while income from property management services was HKD 1,026, contributing to a total of HKD 324,050[19]. - The group's restaurant revenue for the period was HKD 136,807,000, a decrease of 18.8% compared to HKD 168,395,000 in the same period last year, primarily due to the closure of remaining Hong Kong-style "tea restaurant" outlets and high base effects from the COVID-19 recovery[44]. - The food business revenue was HKD 58,527,000, down 9.3% from HKD 64,497,000 last year, mainly due to a decline in mooncake sales driven by weak consumer sentiment[44]. - The bakery business in Hong Kong recorded revenue of HKD 65,523,000, an increase of 1.1% from HKD 64,836,000 in the previous year, with management focusing on product development and store renovations to attract new customers[45]. - The hotel business revenue was HKD 9,425,000, a decrease of 35.6% from HKD 14,638,000 last year, primarily due to the sale of a hotel management company[47]. Assets and Liabilities - The company's total assets as of September 30, 2024, amounted to HKD 4,535,994,000, a decrease from HKD 4,587,053,000 as of March 31, 2024[7]. - Current liabilities totaled HKD 2,150,218,000, a slight decrease from HKD 2,391,907,000 in the previous reporting period[9]. - The company's net asset value increased to HKD 3,165,929,000 from HKD 3,095,292,000, reflecting a growth of 2.3%[9]. - The group's trade receivables as of September 30, 2024, totaled HKD 67,504,000, significantly up from HKD 31,596,000 as of March 31, 2024[34]. - The group's trade payables as of September 30, 2024, amounted to HKD 50,046,000, reflecting a stable position in managing liabilities[36]. - The group's bank borrowings amounted to HKD 1,592,836,000, down from HKD 1,660,035,000 as of March 31, 2024, with a net debt of HKD 1,627,869,000[53]. - The capital-to-debt ratio was approximately 41.2% as of September 30, 2024, compared to 42.8% on March 31, 2024[53]. Comprehensive Income - The company reported a significant other comprehensive income of HKD 182,693,000, compared to a loss of HKD 212,335,000 in the same period last year[5]. - The group recognized a net fair value gain on investment properties of HKD 16,755 for the period, significantly lower than HKD 70,727 in the previous year[26]. - The group’s investment property valuation losses decreased significantly, contributing to the reduction in overall segment losses[39]. Strategic Outlook - The group is reassessing future development strategies for its properties to maintain flexibility and competitiveness in a challenging market environment[41]. - The group plans to continue expanding its food business in mainland China, leveraging its established brands and production capabilities[50]. - Management remains cautiously optimistic about the economic outlook for the coming year, despite ongoing uncertainties such as inflation and geopolitical tensions[48]. Corporate Governance - The audit committee consists of three independent non-executive directors responsible for reviewing and monitoring the group's financial reporting processes[63]. - The group has adopted a standard code for securities trading by directors, confirming compliance with the code during the six months ended September 30, 2024[66]. - The board believes that the company has complied with the applicable code provisions of the Corporate Governance Code during the six months ended September 30, 2024[67]. - The company or any of its subsidiaries did not purchase, redeem, or sell any of the company's listed securities during the six months ended September 30, 2024[68]. Employee Information - As of September 30, 2024, the group has approximately 270 local employees and about 1,020 overseas employees, with compensation determined based on individual performance[58]. Dividends and Transactions - The group did not recommend any interim dividend for the six months ended September 30, 2024, consistent with the previous year[30]. - On April 26, 2024, the group agreed to sell 100% equity of a subsidiary for a total consideration of RMB 130,000,000 (approximately HKD 140,200,000)[59]. - On July 15, 2024, the group agreed to sell 10% equity of a subsidiary for RMB 15,000,000 (approximately HKD 16,180,000), completing the transaction on August 8, 2024[61]. - The group did not have any significant investments, acquisitions, or disposals of subsidiaries, associates, or joint ventures during the period ended September 30, 2024[62]. Liquidity and Cash Flow - The company’s cash and cash equivalents increased to HKD 156,110,000 from HKD 127,369,000, indicating improved liquidity[7]. - The group reported a total interest expense of HKD 58,219 for the six months ended September 30, 2024, compared to HKD 59,942 in the previous year, reflecting a slight decrease[25]. - The cost of goods sold and services provided was HKD 129,447, down from HKD 149,232 in the same period of 2023, showing a reduction in operational costs[26]. Interim Results Announcement - The interim results announcement will be published on the company's website and the Hong Kong Stock Exchange's website[70].
佳宁娜(00126) - 2024 - 年度业绩
2024-06-26 14:37
Revenue Performance - The group's restaurant revenue for the year was HKD 315,653,000, an increase of 17% compared to HKD 270,267,000 last year, driven by the lifting of COVID-19 restrictions and border reopening[3]. - The food business revenue decreased by 23% to HKD 218,446,000 from HKD 283,257,000 last year, primarily due to a reduction in food sales[3]. - The overall revenue for the group was HKD 661,856,000, a decrease of 3% from HKD 683,482,000 last year, with a shareholder loss of HKD 250,250,000 compared to a loss of HKD 175,680,000 last year[10]. - The group's hotel business recorded revenue of HKD 25,192,000, an increase of 20% from HKD 20,937,000 last year, with operating losses reduced by 14%[4]. - The restaurant, food, and hotel segment revenue for the year was HKD 559,291,000, down 3% from HKD 574,461,000 in 2023, with a segment loss of HKD 73,781,000 compared to a profit of HKD 8,970,000 in the prior year[27]. - Revenue from the restaurant, food, and hotel segment for the year ended March 31, 2024, was HKD 559,291,000, a decrease from HKD 574,461,000 in the previous year[63]. - Total revenue for the year ended March 31, 2024, was HKD 661,856,000, compared to HKD 683,482,000 for the previous year, reflecting a decline of approximately 3.6%[63]. Financial Position - The group's net asset value, after deducting non-controlling interests, was HKD 3,095,292,000, down from HKD 3,585,202,000 last year[11]. - The group's bank borrowings amounted to HKD 1,660,035,000, a decrease from HKD 1,699,047,000 last year, with a net debt of HKD 1,574,852,000[13]. - The group reported a net loss of approximately HKD 261,089,000 for the year ended March 31, 2024, compared to a loss of HKD 169,733,000 in the previous year, representing an increase in loss of 53.8%[45]. - As of March 31, 2024, the group's current liabilities exceeded its current assets by approximately HKD 844,049,000, compared to HKD 285,656,000 in the previous year, indicating a significant deterioration in liquidity[45]. - The total non-current assets decreased from HKD 4,827,642,000 in 2023 to HKD 4,587,053,000 in 2024, a decline of 4.9%[42]. - The group's cash and bank balances decreased from HKD 287,707,000 in 2023 to HKD 127,369,000 in 2024, a reduction of 55.7%[42]. - The total liabilities increased from HKD 2,903,869,000 in 2023 to HKD 3,039,619,000 in 2024, reflecting an increase of 4.7%[43]. - The group’s total equity decreased from HKD 3,585,202,000 in 2023 to HKD 3,095,292,000 in 2024, a decrease of 13.6%[43]. - The group’s current liabilities included interest-bearing bank borrowings of approximately HKD 1,450,391,000, with about HKD 835,324,000 drawn from revolving loans[45]. Operational Challenges - The group anticipates that the current high interest rate environment will persist, significantly increasing operational costs, and will implement strict cost control measures[9]. - The group remains cautiously optimistic about the economic outlook for the coming year, despite ongoing uncertainties in the market[6]. - The group did not employ any derivative instruments to hedge its foreign currency risks, indicating a potential exposure to currency fluctuations[34]. Property and Investment - The group's property segment revenue for the year ended March 31, 2024, was HKD 102,565,000, a decrease of 6% compared to HKD 109,021,000 in 2023, primarily due to reduced property sales revenue[24]. - Rental income from investment properties increased by 4% to HKD 100,272,000 for the year, up from HKD 96,045,000 in the previous year, as leasing activities normalized following the easing of COVID-19 restrictions[24]. - The group reported a loss of HKD 45,087,000 in the property segment, a significant improvement from a loss of HKD 96,642,000 in the previous year, mainly due to reduced valuation losses on investment properties[24]. - The group has completed the construction of the Haitan Street redevelopment project, which consists of 115 residential units and two commercial shops, with 96 units sold to date[26]. - The group has entered into an agreement to sell 100% equity of Yiyang Jianing International Hotel Management Co., Ltd. for RMB 130,000,000 (approximately HKD 140,200,000)[31]. - The group expects to receive net proceeds of approximately HKD 51,800,000 from the sale of residential units in the Haidan Street redevelopment project between August and October 2024[53]. Shareholder Matters - The group did not recommend the payment of a final dividend for the year ended March 31, 2024[67]. - The board does not recommend the payment of a final dividend for the year ended March 31, 2024, consistent with the previous year[124]. - The annual general meeting is scheduled for August 28, 2024, to discuss shareholder matters[125]. Accounting and Reporting - The group has adopted new and revised Hong Kong Financial Reporting Standards applicable to the financial statements for the year[77]. - The group’s financial position remains stable, with no significant impact from the recent accounting standard revisions[56]. - The group recognized a goodwill impairment of HKD 24,419,000, compared to HKD 11,889,000 in the previous year, indicating an increase of approximately 105.5%[100]. - The group incurred a financial cost of HKD 127.036 million, which increased from HKD 84.283 million in the previous year[123]. - The group’s operating expenses included sales and distribution expenses of HKD 141.847 million, which increased from HKD 136.163 million in the prior year[123].
佳宁娜(00126) - 2024 - 中期财报
2023-12-14 08:34
Shareholding Structure - Mr. Ma Kai Cheung, the Honorary Chairman, holds a 39.93% shareholding interest, while Mr. Ma Kai Yum, the Chairman, holds 19.67%, committing to maintain at least 42% of the shares collectively[2]. - As of September 30, 2023, Regent World owned 184,121,625 shares and Bond Well owned 75,007,400 shares of the Company[3]. - Ma Kai Cheung and Ma Kai Yum are beneficiaries of discretionary trusts owning 70% of Bond Well and the entire issued share capital of Grand Wealth Investments Limited and Peaceful World Limited[3]. - Ma Kai Cheung holds 15 shares in Ginza Development Company Limited, representing 0.68% of the subsidiary's issued share capital[192]. - Ma Kai Yum holds 66 shares in Ginza Development Company Limited, representing 3% of the subsidiary's issued share capital[192]. - Ma Kai Cheung and Ma Kai Yum each hold 500,000 non-voting deferred shares in Gartrend Development Limited[192]. - As of September 30, 2023, no other directors or chief executives had registered interests or short positions in the shares of the Company[194]. - Real Potential Limited, wholly owned by Peaceful World, held 7,500,000 shares of the Company at the end of the reporting period[3]. Financial Performance - Revenue for the six months ended September 30, 2023, was HK$366,316,000, a decrease of 3.4% from HK$379,115,000 in the same period of 2022[36]. - Gross profit for the same period was HK$217,084,000, down from HK$230,101,000, reflecting a decline of approximately 5.7%[36]. - Loss before tax for the period was HK$152,972,000, compared to a loss of HK$181,709,000 in the previous year, indicating an improvement of 15.8%[36]. - Loss for the period attributable to owners of the parent was HK$135,216,000, a reduction from HK$157,586,000, representing a decrease of 14.2%[36]. - Basic loss per share for the period was HK$8.61, compared to HK$10.03 in the same period last year, showing an improvement of 14.1%[36]. - Total comprehensive loss for the period was HK$352,517,000, down from HK$444,453,000, indicating a decrease of 20.7%[39]. - Other comprehensive loss for the period amounted to HK$212,335,000, compared to HK$295,084,000, reflecting a reduction of 28.0%[39]. - The company reported net other income and gains of HK$3,321,000 for the period, compared to HK$46,438,000 in the previous year[36]. - Selling and distribution expenses increased to HK$123,900,000 from HK$116,457,000, marking an increase of 6.5%[36]. Assets and Liabilities - Total non-current assets decreased to HK$4,566,390, down from HK$4,827,642, representing a decline of approximately 5.4%[41]. - Total current assets decreased to HK$1,540,901, down from HK$1,661,429, reflecting a decrease of about 7.2%[41]. - Total current liabilities decreased to HK$1,822,270, down from HK$1,947,085, indicating a reduction of approximately 6.4%[44]. - Net current liabilities improved slightly to HK$281,369 from HK$285,656, showing a positive trend[44]. - Total liabilities decreased to HK$4,285,021 from HK$4,541,986, a reduction of about 5.6%[44]. - Net assets decreased to HK$3,218,998 from HK$3,585,202, reflecting a decline of approximately 10.2%[44]. - Equity attributable to owners of the parent decreased to HK$3,075,812 from HK$3,434,828, a decrease of about 10.5%[44]. - Cash and cash equivalents decreased to HK$259,282 from HK$287,707, a decline of approximately 9.9%[41]. - The company reported a decrease in properties held for sale to HK$421,951 from HK$449,774, a reduction of about 6.2%[41]. - The company’s interest-bearing bank borrowings increased to HK$1,075,060 from HK$1,189,482, indicating a rise of approximately 6.4%[44]. Cash Flow and Investments - For the six months ended September 30, 2023, net cash flows from operating activities were HK$49,069,000, an increase from HK$26,997,000 in the same period of 2022[48]. - The company reported a net cash outflow of HK$16,866,000 from investing activities, compared to HK$17,440,000 in the previous year[48]. - New bank loans amounted to HK$195,338,000, while repayments of bank loans were HK$145,255,000 during the period[48]. - Cash and cash equivalents at the end of the period were HK$259,282,000, slightly down from HK$262,926,000 in the previous year[48]. - The total equity as of September 30, 2023, was HK$4,086,673,000, compared to HK$3,591,964,000 as of September 30, 2022[46]. - Retained profits increased to HK$2,360,060,000 from HK$2,163,802,000 year-over-year[46]. - The fair value reserve decreased to HK$141,335,000 from HK$125,848,000 in the previous year[46]. - The company experienced a net decrease in financial assets at fair value through profit or loss of HK$34,545,000 during the period[48]. Operational Highlights - The company continues to focus on improving operational efficiency and exploring new market opportunities to enhance future performance[32]. - The Group's operating segments include restaurant, food and hotel, and property investment and development, with performance monitored separately for resource allocation[61]. - The geographical breakdown shows that revenue from Hong Kong was HK$108,602,000 and from Mainland China was HK$215,004,000, highlighting a significant contribution from the Mainland market[78]. - The restaurant segment turnover increased by 33% to HK$168,395,000, benefiting from the post-COVID-19 economic recovery[155]. - The food business turnover decreased by 30% to HK$129,333,000, primarily due to a decline in moon cake sales[156]. - The bakery business in Hong Kong recorded a 1% increase in sales to HK$64,836,000, while Profit Smart group’s profit decreased by 55% to HK$2,697,000[157]. - The Group's 50% owned Haitan Street redevelopment project has completed construction and commenced pre-sales, with over 40 residential units sold to date[148]. - The Castle Peak Road redevelopment project has begun construction, with site investigation and demolition works initiated in Q2 2023, expected to complete by mid-2026[149]. - The Guangzhou South Station Property achieved 100% occupancy, contributing to the Group's rental income[147]. Governance and Compliance - The Audit Committee reviewed the unaudited interim condensed consolidated financial statements for the six months ended 30 September 2023[4]. - The Board conducted semi-annual reviews of the internal control and risk management system, finding all material controls adequate and effective during the year[20]. - The Company has complied with the applicable code provisions of the Corporate Governance Code throughout the six months ended 30 September 2023[20]. - The Remuneration Committee aims to establish competitive remuneration levels to attract and retain key executives[10]. - The Nomination Committee is responsible for recommending suitable individuals for director appointments to enhance the Board's expertise[12]. - The Company has adopted the Model Code for securities transactions by directors, confirming compliance for the six months ended 30 September 2023[20]. - The Audit Committee comprises three independent non-executive directors, ensuring oversight of financial reporting and internal controls[3]. - The Board is responsible for maintaining effective risk management and internal control systems to safeguard the Group's assets[13]. Future Outlook - The group anticipates that high interest rates will persist, significantly increasing operating costs, and will implement stringent cost control measures[168]. - The group plans to expand its restaurant business in the Greater Bay Area, leveraging its established branding[163]. - Management believes the food business will become a key driver of profitability and growth in the coming years[168]. - The group remains cautiously optimistic about the economic outlook despite ongoing uncertainties in the market[162]. - The Group's financial strategy includes a focus on expanding its restaurant and bakery operations while managing costs effectively to improve profitability in the future[76].
佳宁娜(00126) - 2023 - 年度财报
2023-07-27 08:30
Financial Performance - For the year ended March 31, 2023, the Group's turnover was HK$683.5 million, a decrease of 13% compared to HK$781.2 million in 2022[18]. - The loss attributable to shareholders was HK$175.7 million, compared to a profit of HK$3.8 million in the previous year[18]. - The decline in turnover was primarily due to reduced revenue in the restaurant and food business, significantly impacted by COVID-19 lockdowns[18]. - The Group faced increased finance costs due to rising interest rates on bank borrowings[18]. - The Group's net assets decreased to HK$3.6 billion from HK$4.1 billion in the previous year[4]. - Total assets were reported at HK$6.5 billion, down from HK$7.1 billion in 2022[4]. - The Group's basic loss per share was HK$11.18, compared to earnings of HK$0.25 per share in the previous year[4]. Rental and Property Income - Rental income from the property segment increased by 2% during the year, attributed to the gradual normalization of tenancy business as COVID-19 restrictions were lifted[20]. - The Group recorded a 2% increase in rental income due to the normalization of leasing activities following the easing of COVID-19 restrictions[22]. - The Guangzhou South Station commercial property achieved 100% occupancy, contributing significantly to the Group's rental income[25]. - The property segment's turnover for the year ended March 31, 2023, was HK$109,021,000, representing a 4% increase from HK$105,026,000 in 2022[155]. - Rental income from investment properties for the year was HK$96,045,000, up 2% from HK$94,298,000 in the previous year[155]. - The segment loss for the year was HK$96,642,000, compared to a profit of HK$56,990,000 in the prior year, primarily due to a net loss on investment property valuation of approximately HK$60,138,000[155]. Business Segment Performance - The food and restaurant business segment experienced a 15% decrease in turnover, primarily due to disruptions from COVID-19, with segment profit down 82%[28]. - The food business turnover decreased by 23%, largely attributed to reduced mooncake sales, while the bakery business in Hong Kong saw an 8% increase[32]. - The overall restaurant turnover decreased by 5%, impacted by the closure of loss-making shops and a slower economic recovery in Hong Kong[33]. - The turnover of the restaurant, food, and hotel segment for the year ended 31 March 2023 was HK$574,461,000, a decrease of 15% from HK$676,144,000 in 2022[169]. - The segment profit for the year was HK$8,970,000, reflecting an 82% decrease from HK$51,070,000 in the previous year, primarily due to reduced mooncake sales[169]. - The food business turnover decreased by 23% to HK$283,257,000 from HK$368,361,000 in 2022, mainly due to the impact of COVID-19 lockdowns on mooncake sales[176]. - The bakery business in Hong Kong recorded an 8% increase in sales to HK$129,776,000 from the previous year[180]. - The restaurant business recorded a slight operating loss of HK$559,000 compared to a loss of HK$19,389,000 in the previous year, indicating a recovery trend[170]. - The hotel business recorded a turnover of HK$20,937,000, a decrease of 6% from HK$22,191,000 in 2022[186]. - The operating loss for the two hotels was HK$18,929,000, reduced by 22% from HK$24,234,000 in 2022[186]. - Both hotels achieved positive operating cash flows during the year, with increased room rent and occupancy following the lifting of COVID-19 restrictions[186]. Strategic Outlook and Development - Management remains cautiously optimistic about the economic outlook, despite uncertainties such as inflation and rising interest rates[34]. - The Group plans to focus on business development in the Greater Bay Area, leveraging established brands to expand its restaurant business[35]. - The Group's food business is expected to become a key driver of profitability and growth, with plans to introduce new products and expand production capacity[40]. - Effective cost control measures will be implemented to enhance competitiveness and sustain business growth in Hong Kong and Mainland China[41]. - The Group plans to expand its food business in the mainland market, with new products and elements being introduced[42]. - The advanced Hainan food factory's bread production line is now operational, with plans to produce Hainan-style packaged foods and Chinese meat products[42]. - The Group remains cautiously optimistic about the economic outlook for the coming year despite economic uncertainties such as inflation and rising interest rates[193]. - Management will focus on business development in the Greater Bay Area, leveraging established branding to expand restaurant operations[194]. - The Group plans to expand its food business in the Mainland market, introducing new products including packaged Hainan style food and Chinese style dry meat products[200]. Governance and Management - The Group's Executive Director, Ma Hung Man, has been responsible for the development of the food business since September 8, 2022, and has extensive management experience in the food and beverage sector[56]. - The Group's Chief Financial Officer, Chen Bingquan, has over 30 years of experience in accounting and financial management, having joined the Group in June 2019[55]. - The Group's restaurant and food production division has been led by Ma Hung Man since 2012, indicating a strong focus on this sector[58]. - The Group's independent non-executive director, Cheung Wah Fung, has over 40 years of experience in the financial market and securities industry, enhancing the Group's governance[62]. - The Group's independent non-executive director, Wong See King, has over 20 years of experience in corporate finance and building hardware, contributing to the Group's strategic insights[61]. - The Group's senior management includes Lee Chor Kwing, who has been managing the food division since 1993, indicating stability in leadership[66]. - Jiang Benhua, appointed as Managing Director of the restaurant group in 2016, has over 30 years of experience in restaurant operation and management, strengthening operational expertise[67]. - The Group has a strong focus on food business development, with key personnel having significant industry experience[56]. - The Group's leadership team includes members with extensive backgrounds in finance, engineering, and management, providing a diverse skill set for strategic decision-making[55][61][62]. - The Group's governance structure is supported by independent directors with substantial experience in finance and investment, ensuring effective oversight[59][62]. - The Board of Directors consists of nine members, including six executive directors and three independent non-executive directors[78]. - The Company has complied with the Corporate Governance Code throughout the accounting period covered by the report[72]. - The Board is responsible for the preparation of financial statements, adopting generally accepted accounting standards in Hong Kong[88]. - The Board has reviewed the financial projections and is not aware of any material uncertainties affecting the Group's ability to continue as a going concern[89]. - The Company held four regular board meetings during the year, with attendance recorded for each director[91]. - The Company has adopted the Model Code for Securities Transactions by Directors, confirming compliance throughout the year[74]. - The directors are subject to retirement by rotation at least once every three years at the annual general meeting[73]. - The Company emphasizes a quality board, sound internal control, transparency, and accountability to shareholders[72]. - The executive directors and senior management are delegated with respective levels of authority regarding corporate strategy and policy[83]. - The Company has a commitment to maintaining high standards of corporate governance as per the Listing Rules[72]. - The board of directors held regular meetings four times a year, with at least 14 days' notice provided to all directors[94]. - During the financial year ended March 31, 2023, all directors participated in training sessions and seminars, enhancing their expertise[100]. - The company has three independent non-executive directors, representing one-third of the board, ensuring a balance of power and independent judgment[106]. - The Audit Committee, established on April 1, 1999, consists of three independent non-executive directors, ensuring compliance with governance standards[111]. - The roles of Chairman and Chief Executive Officer are separated, with Mr. Ma Kai Yum as Chairman and Mr. Liang Rui as CEO for the year ended March 31, 2023[102]. - The company secretary assists in preparing meeting agendas and ensures compliance with applicable rules and regulations[95]. - Independent non-executive directors provide checks and balances to safeguard the interests of the group and its shareholders[105]. - The board committees are provided with sufficient resources to discharge their duties and can seek independent professional advice when necessary[107]. - Directors have full access to information on the group and can obtain independent professional advice whenever deemed necessary[95]. - The company ensures that newly-appointed directors receive orientation materials to understand their duties and responsibilities under the Listing Rules[96]. - The Audit Committee held two meetings during the year, with all members attending both sessions[116]. - The audit fee for Ernst & Young was HK$2,850,000 for 2023, unchanged from 2022, while non-audit service fees were HK$80,000, also unchanged[119]. - The total remuneration for senior management was categorized as follows: 3 individuals earned up to HK$1,000,000, 4 earned between HK$1,000,001 and HK$2,000,000, and 2 earned between HK$2,000,001 and HK$5,000,000[130]. - The Remuneration Committee held two meetings during the year, with full attendance from all members[126]. - The Nomination Committee held one meeting during the year, with all members present[135]. - The Audit Committee reviewed the Group's financial reporting process and internal controls, discussing the annual report for the year ended March 31, 2023[117]. - The total remuneration for directors and senior management is structured to attract and retain key executives, ensuring alignment with the Group's objectives[122]. - The Audit Committee expressed satisfaction with the audit service fee review, process, effectiveness, independence, and objectivity[123]. - The Remuneration Committee made recommendations on executive directors' remuneration packages and terms of employment during the year[128]. - The Nomination Committee aims to enhance the Board's composition by appointing individuals with relevant expertise and experience[134].
佳宁娜(00126) - 2023 - 年度业绩
2023-06-28 14:27
香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責, 對其準確性或完整性亦不發表任何聲明,並明確表示,概不對因本公告全部或任何 部份內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 佳寧娜集團控股有限公司 CARRIANNA GROUP HOLDINGS COMPANY LIMITED (於百慕達註冊成立之有限公司) 00126 (股份代號: ) 截至二零二三年三月三十一日止年度業績公告 業績 佳寧娜集團控股有限公司(「本公司」)董事會(「董事會」)欣然宣佈,本公司及其附屬 公司(統稱「本集團」)截至二零二三年三月三十一日止年度之綜合業績連同去年之比 較數字載列如下: 綜合損益表 截至二零二三年三月三十一日止年度 二零二三年 二零二二年 附註 千港元 千港元 3 683,482 781,170 收入 (384,589) (407,152) 銷售成本 298,893 374,018 毛利 ...
佳宁娜(00126) - 2023 - 中期财报
2022-12-14 08:30
Financial Performance - Revenue for the six months ended September 30, 2022, was HK$379.1 million, a decrease of 26.6% compared to HK$516.4 million in the same period of 2021[15]. - Gross profit for the same period was HK$230.1 million, down 27.5% from HK$317.3 million year-on-year[15]. - The company reported a loss before tax of HK$181.7 million, compared to a profit of HK$110.9 million in the previous year[15]. - Loss for the period attributable to owners of the parent was HK$157.6 million, compared to a profit of HK$58.6 million in the same period of 2021[15]. - Basic and diluted loss per share attributable to ordinary equity holders was HK(10.03) cents, compared to HK3.90 cents earnings per share in the prior year[15]. - Total comprehensive loss for the period was HK$444.5 million, compared to a total comprehensive income of HK$106.7 million in the previous year[18]. - The company reported a significant decline in segment results, with a loss of HK$113,577,000 in 2022 compared to a profit of HK$133,391,000 in 2021[47]. - The Group reported a loss attributable to shareholders of HK$157,586,000, compared to a profit of HK$58,609,000 in the previous year[138]. Assets and Liabilities - Total non-current assets decreased from HK$2,522,690,000 to HK$2,253,372,000, a decline of approximately 10.7%[21]. - Total current assets decreased from HK$1,868,039,000 to HK$1,694,709,000, a decline of about 9.3%[21]. - Net current assets decreased from HK$67,379,000 to HK$38,971,000, a decline of approximately 42.2%[24]. - Total liabilities decreased from HK$5,280,960,000 to HK$4,808,967,000, a reduction of about 8.9%[24]. - Net assets decreased from HK$4,078,405,000 to HK$3,618,258,000, a decline of approximately 11.3%[24]. - Equity attributable to owners of the parent decreased from HK$3,929,537,000 to HK$3,464,568,000, a decline of about 11.8%[24]. - Cash and cash equivalents decreased from HK$279,616,000 to HK$219,448,000, a decline of approximately 21.6%[21]. - Total current liabilities decreased from HK$1,800,660,000 to HK$1,655,738,000, a reduction of about 8.1%[24]. - As of September 30, 2022, the Group's consolidated net assets after deduction of non-controlling interests were HK$3,621,704,000, down from HK$4,086,673,000 as of March 31, 2022[165]. Cash Flow - Net cash flows from operating activities decreased to HK$26,997,000, down 63.0% from HK$72,976,000 in the previous year[29]. - Net cash flows used in investing activities improved to HK$17,440,000, significantly better than HK$199,708,000 in the prior period[29]. - Cash and cash equivalents at the end of the period were HK$262,926,000, a decrease from HK$403,441,000 in the previous year[29]. - The Group's free cash and bank balances amounted to HK$219,448,000 as of September 30, 2022, compared to HK$279,616,000 as of March 31, 2022[165]. Segment Performance - Revenue from restaurant, food, and hotel businesses was HK$323,606,000, down 29.7% from HK$460,744,000 in the previous year[47]. - The turnover of the restaurant, food, and hotel segment for the period ended 30 September 2022 was HK$323,606,000, a decrease of 30% from HK$460,744,000 in 2021[151]. - Segment profit for the period was HK$22,635,000, a decrease of 76% from HK$93,734,000 in 2021[151]. - The food business turnover for the period was HK$186,074,000, a decrease of 36% from HK$291,653,000 in 2021[151]. - The bakery business in Hong Kong recorded an increase of 8% in sales to HK$63,948,000 from the same period last year[154]. - The hotel business recorded a turnover of HK$11,086,000, an increase of 6% from HK$10,439,000 in 2021[154]. Strategic Focus and Future Plans - The company is focusing on enhancing its product offerings and expanding its market presence in response to the current financial challenges[11]. - Future strategies include potential market expansion and investment in new technologies to drive growth[11]. - Management is focused on effective cost control measures and adjusting business strategies in response to market changes[165]. - The Group plans to expand its food business in the Mainland market, introducing new products including packaged Hainan style food and Chinese style dry meat products[165]. - Management remains cautiously optimistic about the property business due to limited land supply and strong end-user demand in Hong Kong[160]. Shareholder Information - The Board does not recommend the payment of any interim dividend for the six months ended September 30, 2022, consistent with the previous year[71]. - The Group's share option scheme allows for a maximum of 125,388,753 shares to be issued, representing 7.98% of the issued share capital[95]. - The total number of shares available for issuance under the 2015 Option Scheme is 125,388,753 shares, representing 7.98% of the company's issued share capital[96]. - The maximum entitlement of each participant under the 2015 Option Scheme is limited to 1% of the issued share capital of the Company in any twelve-month period[200]. - The purpose of the 2015 Option Scheme is to motivate eligible participants to optimize their performance efficiency for the benefit of the Group[198].
佳宁娜(00126) - 2022 - 年度财报
2022-07-27 09:38
Financial Performance - For the year ended March 31, 2022, the Group's turnover was HK$781.17 million, a decrease of 2% compared to HK$796.03 million in 2021[15]. - The profit attributable to shareholders was HK$3.82 million, down 95% from HK$81.00 million in the previous year[15]. - The decrease in profit was primarily due to significant property revaluation gains and government subsidies received in the prior year[15]. - Basic earnings per share dropped to 0.25 HK cents from 6.44 HK cents in the previous year[5]. - The Group's revenue for the financial year ended March 31, 2022, was HKD 781.17 million, a decrease of 2% compared to HKD 796.03 million in the previous year[19]. - Shareholders' profit attributable to the Group was HKD 3.82 million, down 95% from HKD 81.00 million in the previous year, primarily due to significant property revaluation gains recorded last year[19]. - The food and restaurant business segment recorded a turnover decrease of 4% from the previous year, with a segment profit decrease of 51% due to disruptions from the fifth wave of COVID-19[22]. - The overall restaurant turnover decreased by 10% to HK$285,592,000 from HK$318,675,000 in 2021, with an operating loss of HK$19,389,000 compared to a profit of HK$10,298,000 last year[175]. - Profit for the group decreased by 49% to HK$6,102,000 from HK$11,942,000 in the previous year, mainly due to the absence of government subsidies received last year[196]. Business Operations and Impact of COVID-19 - The restaurant and hotel business faced severe impacts due to city lockdowns and dine-in restrictions during the COVID-19 pandemic[17]. - The pandemic situation in Hong Kong and Mainland China stabilized in the first half of the financial year but faced intermittent disruptions[16]. - The Group's restaurant and hotel operations experienced significant loss of operating days due to the fifth wave of COVID-19 in the fourth quarter[17]. - The segment profit for the year was HK$51,070,000, reflecting a significant decrease of 51% from HK$105,049,000 in the previous year due to disruptions caused by the fifth wave of COVID-19[174]. - Operating loss for the two hotels increased by 55% to HK$24,234,000 from HK$15,685,000 in the previous year[197]. - Both hotels achieved positive operating cash flows during the year, with occupancy rates gradually increasing as COVID-19 restrictions ease[197]. Asset and Investment Growth - Total assets increased to HK$7,082 million in 2022 from HK$6,772 million in 2021[5]. - Net assets rose to HK$4,078 million in 2022, compared to HK$3,831 million in 2021[5]. - The Group achieved a 10% increase in rental income for the year, attributed to new rental properties added to the portfolio and increased rental income from other investment properties in Mainland China[24]. - The property segment turnover for the year ended March 31, 2022, was HK$105,026,000, representing a 16% increase from HK$90,345,000 in 2021[155]. - Rental income from investment properties increased by 10% to HK$94,298,000 compared to HK$85,490,000 in 2021, attributed to new rental properties added to the portfolio[155]. - The Group recorded a share of revaluation gains from the associate of approximately HK$87,761,000 during the year, with expectations of improved rental rates and property values[155]. Future Outlook and Strategic Plans - Management remains positive yet cautious about the business prospects in the coming year, considering economic uncertainties such as inflation and rising interest rates[35]. - The Group remains cautiously optimistic about the property business, with new projects in Guangzhou and Shum Shui Po expected to provide additional income in the short to medium term[37]. - The food business is anticipated to become a key driver of profitability and growth, with the new bread production line in Hainan now operational and plans to introduce more new products[39]. - Management is focused on expanding its restaurant business in the Greater Bay Area, leveraging strong brand recognition in the region[38]. - The Group plans to allocate additional resources to enhance its brand reputation to drive further business growth[41]. - The company has set a revenue guidance for 2023, projecting an increase of 10% to 12% compared to 2022, aiming for a target revenue range of HKD 1.32 billion to HKD 1.344 billion[55]. - New product launches are expected to contribute an additional HKD 200 million in revenue, with a focus on expanding the product line in the technology sector[55]. - The company is considering strategic acquisitions to enhance its market position, with potential targets identified in the technology and consumer goods sectors[55]. Corporate Governance and Management - The Board of Directors consists of eight members, including five executive directors and three independent non-executive directors as of March 31, 2022[69]. - The Company has complied with the Corporate Governance Code throughout the accounting period covered by the report[67]. - The Company emphasizes a quality board, sound internal control, transparency, and accountability to all shareholders[67]. - The Board is responsible for ensuring continuity of leadership and the development of sound business strategies[74]. - The Company has established three board committees: Audit, Remuneration, and Nomination, each with defined responsibilities[101]. - The Company Secretary assists the Chairman in preparing meeting agendas and ensures compliance with applicable rules and regulations[87]. - The Board conducted semi-annual reviews of the internal control and risk management systems, finding them adequate and effective throughout the year[142]. - The Company has maintained appropriate accounting policies consistently and made reasonable judgments in financial reporting[82]. Product Development and Market Expansion - Management plans to increase production capacity by acquiring additional equipment in the coming year to boost sales[27]. - The advanced Hainan food factory has commenced operations with an automated mooncake production line, significantly increasing production capacity[190]. - The advanced Hainan food factory is also expected to produce packaged Hainan-style food and Chinese-style dry meat products[39]. - The company is investing HKD 50 million in research and development for new technologies aimed at enhancing user experience and operational efficiency[55]. - Market expansion plans include entering two new Asian markets by the end of 2023, with an estimated investment of HKD 100 million[55].
佳宁娜(00126) - 2022 - 中期财报
2021-12-16 08:36
Financial Performance - For the six months ended September 30, 2021, the revenue was HK$516,446,000, an increase of 8.5% from HK$475,968,000 in the same period of 2020[13]. - Gross profit for the same period was HK$317,320,000, compared to HK$288,985,000 in 2020, reflecting a gross margin improvement[13]. - Profit before tax decreased to HK$110,935,000, down 28.7% from HK$155,663,000 in the previous year[13]. - Profit for the period was HK$82,969,000, a decline of 26.8% compared to HK$113,367,000 in 2020[13]. - Earnings per share attributable to ordinary equity holders of the parent was HK$3.90, down from HK$6.95 in the prior year[13]. - Other comprehensive income for the period totaled HK$23,764,000, significantly lower than HK$64,878,000 in the same period last year[16]. - The total comprehensive income for the period attributable to owners of the parent was HK$106,733,000, down from HK$178,245,000 in the previous year[16]. - Profit attributable to ordinary equity holders of the parent for the six months ended 30 September 2021 was HK$58,609,000, down from HK$87,374,000 in the same period last year, representing a decrease of approximately 33%[81]. Revenue Segmentation - Revenue from the restaurant, food, and hotel segment was HK$460,744,000, up 6.3% from HK$433,457,000 in 2020[49]. - The property investment and development segment generated revenue of HK$55,702,000, compared to HK$42,511,000 in 2020, reflecting a 31% increase[49]. - The geographical revenue breakdown shows that revenue from Hong Kong was HK$134,842,000, while revenue from Mainland China was HK$325,902,000[58]. - Total revenue from contracts with customers for the six months ended 30 September 2021 was HK$433,457,000, a significant increase from HK$565,000 in the previous year[61]. Assets and Liabilities - As of September 30, 2021, total non-current assets amounted to HK$4,916,454,000, an increase from HK$4,766,690,000 as of March 31, 2021, reflecting a growth of approximately 3.14%[19]. - Current liabilities totaled HK$1,859,072,000, a decrease from HK$1,947,962,000 as of March 31, 2021, indicating a reduction of about 4.54%[22]. - Net current assets increased to HK$223,148,000 from HK$57,060,000, representing a significant improvement of approximately 292.07%[22]. - The company's net assets stood at HK$3,991,701,000, compared to HK$3,831,208,000 as of March 31, 2021, reflecting a growth of approximately 4.18%[22]. - Total assets less current liabilities reached HK$5,139,602,000, up from HK$4,823,750,000, marking an increase of around 6.56%[22]. Cash Flow and Financing - Net cash flows from operating activities decreased to HK$72,976,000, down 16.1% from HK$87,041,000 in 2020[27]. - Net cash flows used in investing activities amounted to HK$199,708,000, compared to a net inflow of HK$108,771,000 in the previous year[27]. - New bank loans increased to HK$414,714,000, while repayment of bank loans was HK$457,699,000, resulting in a net cash flow from financing activities of HK$79,675,000[27]. - Cash and cash equivalents at the end of the period were HK$403,441,000, an increase from HK$374,397,000 in the previous year[27]. Strategic Initiatives and Outlook - The company continues to focus on enhancing its market presence and exploring new product development opportunities[9]. - Future outlook includes strategic initiatives aimed at improving operational efficiency and expanding market reach[9]. - Management expects improvement in turnover and operating results in the second half of the year due to seasonal factors[166]. - The introduction of COVID-19 vaccines is expected to lead to a gradual easing of restrictions, which management anticipates will result in a rebound in the restaurant and bakery business[179]. Capital and Investments - The Group acquired property, plant, and equipment at a total cost of HK$121,793,000 during the six months ended 30 September 2021, compared to HK$11,482,000 in the same period of 2020, indicating a substantial increase in capital expenditure[84]. - The company issued 3% convertible bonds on 15 July 2021 with a principal amount of HK$75,425,251.80, convertible into 125,708,753 shares at an initial price of HK$0.60[96]. - The Group's capital commitments for property, plant, and equipment amounted to HK$2,320,000, a decrease from HK$19,158,000 as of 31 March 2021[117]. - Properties under development saw a significant increase in commitments to HK$21,956,000 from HK$1,896,000[117]. Management and Governance - The Group's financial statements are prepared in accordance with HKAS 34 and comply with the applicable disclosure requirements of the Listing Rules[29]. - The Group's accounting policies remain consistent with those adopted in the preparation of the annual consolidated financial statements for the year ended March 31, 2021[31]. - Key management personnel compensation totaled HK$7,055,000 for the six months ended 30 September 2021, up from HK$6,302,000 in the same period last year[124].