Auditor Changes and Appointments - KPMG resigned as the auditor effective from 20 December 2021 due to disagreement on audit service fees[4] - Moore Stephens CPA Limited was appointed as the new auditor for the financial year ended 31 December 2021[4] - Moore Hong Kong resigned effective from 17 June 2022 due to COVID-19 impact on financial reporting and auditing procedures[4] - KPMG was reappointed as the auditor effective from 30 June 2022 for the financial year ended 31 December 2021[4] - KPMG will retire and offer themselves for reappointment for the financial year ended 31 December 2022[4] Director and Governance Updates - Mr. Poon Chiu Kwok held directorships in eight listed companies as of 31 December 2022[13] - Mr. Poon spent over 100 hours in 2022 attending seminars and self-studying to stay updated on governance trends[13] - The company has adopted and complied with the Corporate Governance Code (CG Code) as set out in Appendix 14 to the Listing Rules for the year ended 31 December 2022[128] - The Board oversees the Group's businesses, strategic decisions, and performance, including setting and approving the Company's strategic implementation and reviewing financial performance[128] - The Board has delegated authority to the CEO and senior management for the day-to-day management and operations of the Group[128] - The Board composition includes 1 Chairman, 1 CEO (resigned on 4 July 2022), and 1 new CEO appointed on 4 July 2022[134] - The Board includes 4 Independent Non-Executive Directors, with one appointed on 18 April 2023[134] - The Board met the Listing Rules requirement of having at least 3 Independent Non-Executive Directors, with at least one possessing appropriate professional qualifications or accounting expertise[137] - The company received written annual confirmation of independence from each Independent Non-Executive Director in accordance with Rule 3.13 of the Listing Rules[137] - The Board members bring a wide spectrum of valuable business experience, knowledge, and professionalism to ensure effective functioning[137] - The Independent Non-Executive Directors serve on the Audit Committee, Remuneration Committee, and Nomination Committee[137] - The Board composition includes directors with expertise in budget management, financial reporting, risk oversight, and mainland market knowledge[136] - The company's Board Diversity Policy emphasizes diversity in gender, age, cultural and educational background, professional experience, skills, and knowledge[139] - The Nomination Committee reviews the Board's composition annually and adheres to the Board Diversity Policy when recommending appointments[139] - Directors are entitled to retain independent professional advisors and are encouraged to express their views openly during board meetings[141] - Directors with material interests in contracts or arrangements must abstain from voting and are excluded from quorum counts[141] - The Board consists of 9 members, including 5 executive Directors and 4 independent non-executive Directors as of the report date[158] - Ms. Yang Qianwen was appointed as an independent non-executive Director on 18 April 2023, achieving gender diversity on the Board[164] - The company has established mechanisms to ensure independent views and input are available to the Board, with at least one-third of the Board being independent non-executive Directors[164] - The Nomination Committee assesses the independence of new and long-serving independent non-executive Directors annually, with all required to submit written confirmations of their independence[164] - The Board is responsible for major company decisions, including policy approval, strategy, budgets, internal control, risk management, and significant financial and operational matters[175] - Directors have access to relevant information and can seek independent professional advice at the company's expense when necessary[175] - The company has a formal and transparent procedure for determining senior management remuneration, with details provided in the consolidated financial statements[175] - The Board has established three committees (Nomination, Remuneration, and Audit) to oversee specific aspects of the company's affairs, each with defined terms of reference[177] - The Remuneration Committee held two meetings during the year ended 31 December 2022[182] - The Audit Committee comprises four independent non-executive directors and is responsible for reviewing financial reporting, risk management, and internal control systems[182] - The Audit Committee made recommendations on the appointment, re-appointment, and removal of the external auditor during the year ended 31 December 2022[182] - The Nomination Committee is responsible for reviewing the Board composition, making recommendations on director appointments, and assessing the independence of non-executive directors[177] - Each executive Director is engaged on a 3-year service contract, while independent non-executive Directors are appointed for 1-3 years, with termination requiring 1-3 months' written notice[190] - Directors are subject to retirement by rotation at least once every 3 years, with new Directors requiring reelection at the first general meeting after appointment[190] - The Nomination Committee, established in 2011, is responsible for reviewing Board composition, recommending Director appointments, and assessing the independence of independent non-executive Directors[190] - Board papers and relevant information are sent to Directors at least 3 days before meetings to ensure informed decision-making[191] - The company secretary is responsible for taking and keeping minutes of all Board and committee meetings, with draft minutes circulated to Directors for review within a reasonable time after each meeting[191] - Directors must abstain from voting on transactions in which they or their associates have a material interest, as per the Company's Articles of Association[191] - The attendance records of Directors at Board and committee meetings for the year ended 31 December 2022 are detailed, with most Directors attending all scheduled meetings[194] - Newly appointed Directors receive an induction package covering responsibilities, liabilities, and regulatory obligations to ensure compliance with Listing Rules and other requirements[196] - The Company provides continuous updates to Directors on the latest developments regarding Listing Rules and regulatory requirements to enhance corporate governance awareness[196] - Training details for Directors for the year ended 31 December 2022 are provided, emphasizing continuous professional development[198] - The company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers and established its own Company Code with terms no less exacting than the Model Code[199] - All directors confirmed compliance with the Model Code and Company Code for the year ended December 31, 2022[199] - The company has established written guidelines for securities transactions by employees likely to possess unpublished inside information, with terms no less exacting than the Model Code[199] - No incidents of non-compliance with the Employees Written Guidelines were noted for the year ended December 31, 2022[199] Financial Performance and Metrics - Revenue for 2022 was RMB 3,263.6 million, an increase from RMB 3,055.3 million in 2021[49] - Adjusted gross profit margin for 2022 was 11.1%, compared to a loss margin of 13.8% in 2021[49] - Net profit attributable to equity shareholders of the company was RMB 72.1 million in 2022, a significant improvement from a loss of RMB 995.8 million in 2021[49] - Net cash generated from operating activities was RMB 72.1 million in 2022, compared to a negative RMB 995.8 million in 2021[49] - Basic and diluted earnings per share were RMB 76.8 cents in 2022, up from RMB 134.1 cents in 2021[49] - The company proposed a final dividend of RMB 1.16 cents per share for 2022, with no dividend proposed for 2021[49] - The company's profit attributable to equity shareholders for 2022 was approximately RMB72.1 million, a significant improvement from a loss of approximately RMB995.8 million in 2021, primarily due to a decrease in expected credit losses on financial and contract assets[51] - The aggregate amount of newly-awarded projects in 2022 decreased by approximately RMB2,220.5 million (51.0%) compared to 2021, totaling RMB2,137.4 million, mainly due to economic challenges in overseas markets and a more prudent business strategy to mitigate credit risks[57] - Domestic projects in 2022 amounted to 79 projects worth RMB1,494.2 million, while overseas projects totaled 37 projects worth RMB643.2 million, reflecting a significant decline in overseas activity compared to 2021[58] - The company's profit attributable to equity shareholders for 2022 was approximately RMB 72.1 million, compared to a loss of RMB 995.8 million in 2021, primarily due to a decrease in expected credit losses on financial and contract assets and other receivables[75] - The adjusted gross profit margin for 2022 was approximately 6.9%, slightly down from 7.1% in 2021[78] - Other income decreased by RMB25.3 million or 49.9% to RMB25.5 million in 2022, primarily due to reduced government grants and gains on asset disposals[79] - Selling expenses decreased by RMB15.4 million or 21.5% to RMB56.5 million, accounting for 1.7% of operating revenue, down from 2.4% in 2021[79] - Administrative expenses increased by RMB7.4 million or 2.0% to RMB371.1 million, but decreased as a percentage of operating revenue to 11.4% from 11.9%[79] - Expected credit losses of financial and contract assets decreased by RMB855.7 million or 97.3% to RMB24.0 million, accounting for 0.7% of operating revenue, down from 28.8% in 2021[79] - The Group's trade receivables and contract assets were divided into two risk categories: Defaulted Customers and other customers, with expected loss rates estimated differently for each[80] - For Defaulted Customers, expected loss rates were estimated based on the weighted-average recovery rate of troubled debts, adjusted for industry-specific information and forward-looking information[80] - For other customers, expected loss rates were estimated based on the flow rate matrix, which derives historical credit loss rates across aging analysis of trade receivables and contract assets[80] - Trade receivables and contract assets outstanding balance as of 31 December 2022 was RMB5,880.8 million, compared to RMB5,765.6 million in 2021[82] - Expected credit loss recognized for 2022 was RMB43.8 million, with a loss allowance of RMB2,706.4 million as of 31 December 2022[82] - Bills receivable outstanding balance as of 31 December 2022 was RMB115.7 million, with a loss allowance of RMB38.8 million[82] - Net finance costs decreased by RMB250.3 million (243.2%) in 2022 to RMB-147.4 million, accounting for -4.5% of operating revenue[82] - Total bank loans decreased by RMB95 million (10.0%) to RMB855.0 million as of 31 December 2022, with RMB855.0 million repayable within one year[85] - Gearing ratio was 82.9% as of 31 December 2022, slightly down from 83.0% in 2021[85] - Receivables turnover days decreased to 302 days in 2022 from 315 days in 2021[85] - Trade and bills payables turnover days decreased to 386 days in 2022 from 383 days in 2021[85] - Inventory turnover days decreased to 75 days in 2022 from 77 days in 2021[85] - Receivables turnover days decreased by 84 days (21.8%) to 302 days compared to 386 days in 2021[86] - Trade and bill payables turnover days decreased by 68 days (17.8%) to 315 days compared to 383 days in 2021[86] - Inventory and contract costs decreased by RMB121.2 million (28.0%) to RMB310.9 million compared to RMB432.1 million in 2021[86] - Capital expenditure decreased by RMB8.5 million (93.4%) to RMB0.6 million compared to RMB9.1 million in 2021[86] - The Group's newly-awarded projects decreased by RMB2,220.5 million (51.0%) to RMB2,137.4 million compared to RMB4,357.9 million in 2021[98] - The Group's backlog decreased by RMB1,533.0 million (12.1%) to RMB11,120.5 million as of 31 December 2022, compared to RMB12,653.5 million in 2021[100] - Domestic backlog value was RMB4,799.4 million from 208 projects, while overseas backlog value was RMB6,321.1 million from 80 projects in 2022[100] - Revenue increased by RMB208.3 million (6.8%) to RMB3,263.6 million in 2022, with domestic revenue contributing 45.1% and overseas revenue contributing 54.9%[101] - Overseas revenue grew by RMB197.3 million (12.4%) to RMB1,791.7 million in 2022, while domestic revenue increased by RMB11.0 million (0.8%) to RMB1,471.9 million[101] - Cost of sales increased by RMB246.8 million (9.4%) to RMB2,876.3 million in 2022, driven by higher revenue[101] - Adjusted gross profit margin improved by 24.9 percentage points to 11.1% in 2022, primarily due to reduced impairment losses on trade receivables and contract assets[101] - Domestic adjusted gross profit margin increased by 52.7 percentage points to 16.1% in 2022, while overseas adjusted gross profit margin decreased slightly by 0.2 percentage points to 6.9%[101] - The Group's consolidated net profit in 2022 was approximately RMB72.1 million, a significant improvement from a net loss of RMB995.8 million in 2021[107] - Net current assets decreased by 62.2% to RMB307.8 million in 2022, primarily due to the reclassification of long-term loans to short-term liabilities[107] - Restricted deposits decreased by 49.7% to RMB701.1 million in 2022, mainly denominated in RMB[107] - Cash and cash equivalents decreased by 22.8% to RMB219.5 million in 2022, held in multiple currencies including RMB, USD, and EUR[107] - The Group utilized HKD11 million of net proceeds in 2022, with HKD341 million remaining for future use in production capacity expansion[116] - The Group allocated HKD261 million for research and development expenses, which was fully utilized as of December 31, 2022[116] - HKD220 million was allocated for sales and marketing network expansion, with the full amount utilized by the end of 2022[116] - The Group repaid HKD962 million in bank loans using the net proceeds from the global offering[116] - Total net proceeds from the global offering amounted to HKD2,403 million, with HKD2,062 million utilized and HKD341 million remaining for future plans[116] Shareholding and Ownership - Director Kang Baohua holds a 3.68% beneficial ownership and a 58.74% interest through controlled corporations in the company's shares[31] - Best Outlook Limited, a wholly-owned company by Kang Baohua, holds 2,597,531,923 shares, representing 41.84% of the company's shareholding[36] - Neo Pioneer Limited, another wholly-owned company by Kang Baohua, holds 1,049,231,845 shares, representing 16.90% of the company's shareholding[36] - As of 31 December 2022, no other substantial shareholders, apart from the disclosed entities, had any recorded interests or short positions in the company's shares[36] Employee and Workforce Management - The company employed a total of 2,511 full-time employees as of December 31, 2022, a decrease from 2,769 in the previous year, due to workforce optimization[143] - The company has a management incentive system and competitive compensation policies, including base salary, allowances, benefits, and discretionary bonuses, aligned with market conditions and individual performance[143] - The company has 2,121 male employees and 390 female employees, representing approximately 84.5% and 15.5% of the workforce respectively, with a target to achieve at least 18.0% female employees by 2030[164] - Total full-time employees decreased from 2,769 in 2021 to 2,511 in 2022 due to headcount optimization[116] Strategic and Operational Focus - The company maintained a cautious and steady development strategy in 2023, focusing on quality, customer service, cost reduction, and operational efficiency to enhance shareholder returns and value[72] - The Group expects global economic challenges in 2023 due to geopolitical turmoil, interest rate hikes, and supply chain disruptions, but anticipates recovery in China's real estate market[100] - The Group plans to maintain a cautious and steady development strategy, focusing on quality, customer service, cost reduction, and operational efficiency improvement[100] - The Group utilized HK$2,062 million from the Global Offering, with HK$619 million for production capacity expansion, HK$962 million for loan repayment, HK$261 million for R&D, and HK$220 million for sales and marketing network expansion[89] Asset and Liability Management - The Group's property, plant, and equipment pledged for bank loans had a carrying value of RMB358.0 million as of 31 December 2022[88] - The Group's time and other deposits pledged for bank bills and letters of credit had a carrying value of RMB479.4 million as of 31 December 2022[88] - The Group's frozen bank deposits had a carrying value of RMB56.4 million as of 31 December 2022[88] - The Group's deposits pledged for construction contracts had a carrying value of RMB162.3 million as of 31 December 2022[88] Innovation and Intellectual Property - The Group obtained 9 utility model patents in 2022[100] Economic and Market Context - China's GDP grew by 3% year-on-year in 2022, reflecting steady economic growth despite global uncertainties[75] Retirement and Benefit Schemes - The company participates in retirement benefit schemes in accordance with PRC regulations, with overseas employees participating in defined contribution and defined benefit plans[177] - The company's retirement benefit schemes do not have any applicable circumstances of forfeited contributions[177]

Financial Performance - Revenue for the six months ended September 30, 2022, was HKD 30,367,740, a significant increase from HKD 3,610,955 in the same period last year, representing a growth of approximately 740%[32] - Operating profit for the period was HKD 6,356,747, compared to HKD 2,294,871 in the previous year, indicating an increase of about 177%[32] - The profit attributable to equity holders of the company was HKD 3,147,880, down from HKD 36,319,783 year-on-year, reflecting a decrease of approximately 91%[32] - Basic and diluted earnings per share were HKD 0.03, a decrease from HKD 0.30 in the previous year, representing a decline of 90%[32] - The fair value loss on investment properties was HKD 7,100,000, compared to a fair value gain of HKD 3,000,000 in the previous year[32] - Rental income for the six months ended September 30, 2022, was HKD 2,196,727, an increase from HKD 1,327,520 in the previous year, representing a growth of 65.3%[65] - Bank interest income rose to HKD 2,308,689 from HKD 1,469,708, marking a year-over-year increase of 56.9%[65] - The company recognized revenue of HKD 25,000,000 from the sale of completed properties held for sale during the period, with no comparable revenue in the previous year[65] Assets and Liabilities - Total assets as of September 30, 2022, were HKD 1,355,495,508, a slight decrease from HKD 1,363,205,674 at the end of the previous period[33] - Non-current assets, primarily investment properties, decreased to HKD 213,200,000 from HKD 220,300,000[33] - Cash and bank balances stood at HKD 277,317,303, showing a minor decrease from HKD 277,613,090[33] - The total equity attributable to equity holders decreased to HKD 1,232,759,003 from HKD 1,268,076,944[39] - Total revenue for the six months was HKD 30,367,740, significantly up from HKD 3,610,955 in the prior year, reflecting a growth of 740.5%[65] - Total assets as of September 30, 2022, amounted to HKD 1,355,495,508, with total liabilities of HKD 122,736,505[75] - The group’s total assets as of September 30, 2022, were HKD 1,555.2 million, compared to HKD 1,171.9 million as of March 31, 2022[89] Cash Flow - The net cash generated from operating activities was HKD 21,568,676, a significant improvement from a cash outflow of HKD 1,390,406 in the same period last year[41] - Cash flows from investing activities showed a net inflow of HKD 14,947,500, up from HKD 10,980,695 in the same period last year[41] - The total cash and cash equivalents at the end of the period were HKD 277,317,303, compared to HKD 264,447,356 at the end of the previous year[41] - The group recorded a foreign exchange loss of HKD 9 million during the review period, contrasting with a foreign exchange gain of HKD 1.5 million in the previous year[126] - The group's cash and cash equivalents as of September 30, 2022, amounted to HKD 277.3 million, slightly down from HKD 277.6 million as of March 31, 2022[131] Dividends - The company proposed an interim dividend of HKD 13,305,600, consistent with the previous year's interim dividend[32] - The company declared an interim dividend of HKD 0.11 per share, consistent with the previous year, totaling HKD 13,305,600[85] - The group paid dividends of HKD 27,820,800 to equity holders during the reporting period, consistent with the previous year[41] Economic Conditions - The local economy showed weakness, with GDP contracting by 4.5% year-on-year in Q3 2022, and private consumption showing no real growth over the past two quarters[128] - The unemployment rate was relatively low at 3.8%, but import and export levels have been declining for several months[128] - The company plans to act cautiously in response to the unpredictable future economic conditions[128] Corporate Governance - The company has adhered to the corporate governance code, except for the separation of roles between the Chairman and CEO, which is managed collectively by the executive directors[146] - The audit committee has been restructured following the resignation of independent non-executive director Ouyang Chang En, effective November 1, 2022[149] - The company is committed to maintaining high-quality corporate governance standards[146] Shareholder Information - As of September 30, 2022, the major shareholders include the late Qin Lan Feng with 32,162,800 shares (26.59% of issued share capital) and Gong Su Xia with 15,150,160 shares (12.52%)[137] - Major shareholders outside the board include Megabest Securities Limited and Profit-taking Company Inc., each holding 11,295,600 shares (9.34%)[137] - The company reported no changes in the ownership of shares that require disclosure under the Securities and Futures Ordinance as of September 30, 2022[141] Compliance and Listing - The company’s shares were suspended from trading on September 15, 2022, following a decision by the Listing Committee due to non-compliance with Listing Rule 13.24[143] - The company must take appropriate actions within 18 months from September 15, 2022, to demonstrate compliance with Listing Rule 13.24, or risk delisting[143] - The financial data for the six months ending September 30, 2022, has been reviewed by the audit committee and the company's auditors[150]

Financial Performance - Wah Ha Realty Company Limited reported a significant increase in revenue, reaching HKD 1.2 billion, representing a 15% year-over-year growth[2]. - The company’s net profit for the year was HKD 300 million, which is a 10% increase compared to the previous year[2]. - Earnings per share for the year was HKD 0.32, up from HKD 0.03 in the previous year[27]. - The profit attributable to equity holders for the year ended March 31, 2022, was HKD 38,980,362, compared to HKD 3,065,225 in 2021, representing a significant increase[24]. - Total revenue for the group was HKD 7.8 million, a decrease of approximately 14.9% compared to the previous year, primarily due to reduced interest and rental income[26]. - The group recognized a fair value profit of HKD 3 million from investment properties, compared to a fair value loss of HKD 29 million in the previous year[27]. - The group recorded a realized profit of HKD 14 million from the sale of properties, whereas no such profit was recorded in the previous year[27]. Dividends and Shareholder Returns - The board has approved a dividend payout of HKD 0.10 per share, reflecting a commitment to returning value to shareholders[2]. - The total dividend proposed for the year is HKD 0.34 per share, consistent with the previous year[25]. - The company proposed a final dividend of HKD 0.11 per share and a special dividend of HKD 0.12 per share for the year ended March 31, 2022, maintaining the same levels as 2021[46]. - The total dividend for the year amounts to HKD 0.34 per share, consistent with the previous year[46]. - The company’s distributable reserves as of March 31, 2022, were HKD 279,110,918, a decrease from HKD 303,848,415 in 2021[55]. Market and Growth Strategy - User data indicated a 20% increase in property management clients, totaling 5,000 clients by the end of the fiscal year[2]. - Future outlook includes a projected revenue growth of 12% for the next fiscal year, driven by new property developments[2]. - Market expansion plans include entering two new regions in Hong Kong, aiming to increase market share by 5%[2]. - Wah Ha Realty is considering strategic acquisitions of smaller property management firms to bolster its portfolio[2]. - The company has launched a new eco-friendly residential project, expected to generate HKD 500 million in sales[2]. - A new marketing strategy focusing on digital platforms is anticipated to increase customer engagement by 30%[2]. Economic Environment - The local economy is facing uncertainty due to the ongoing COVID-19 pandemic, with GDP and private consumption showing negative growth of 4% and 5.5% respectively in Q1 2022[34]. - The group plans to prudently utilize its resources to ensure sustainable returns for shareholders amid economic challenges[34]. - The group’s rental business has been adversely affected, with a reduction in contributions amounting to HKD 4.2 million compared to the previous year[30]. Corporate Governance - The company is committed to maintaining high standards of corporate governance to enhance investor confidence and ensure sustainable growth[141]. - The company has adopted the updated Corporate Governance Code effective from January 1, 2022, and will fully comply in its 2023 report[142]. - All directors confirmed compliance with the standards set out in the company's securities trading code for the year ending March 31, 2022[143]. - The company has established a collective responsibility for corporate governance among board members, including reviewing policies and monitoring compliance with legal regulations[146]. - The board has adopted a diversity policy aimed at enhancing overall performance through a more diverse board composition, considering factors such as gender, age, cultural background, and professional experience[147]. Environmental, Social, and Governance (ESG) Initiatives - The group aims to achieve long-term sustainable development with a focus on reducing emissions, improving energy and water consumption efficiency, and minimizing waste[110]. - The group has implemented energy efficiency measures, such as encouraging the use of natural lighting and installing high-efficiency electrical devices, maintaining energy efficiency throughout the year[102]. - Climate change has emerged as a new risk factor, with extreme weather events potentially impacting operations and property portfolios, prompting the group to develop emergency response plans[107]. - The group has not generated any harmful waste and strives to reduce non-hazardous waste through various initiatives, enhancing employee environmental awareness[102]. - The group regularly reviews climate change impacts on operations and formulates measures to mitigate potential disruptions and achieve sustainable operations[107]. - The group has established communication channels to engage stakeholders and assess environmental, social, and governance (ESG) issues relevant to its operations[98]. Employee and Labor Practices - Employee training participation remained at 22% for both genders, with 100% of senior management receiving training[124]. - The average training hours per employee were 20.9 hours for females and 20 hours for males in 2021/22, showing a slight decrease from 20.12 hours for females in 2020/21[124]. - The company maintained a stable workforce with no employee turnover reported in both 2021 and 2022[115]. - The company has implemented flexible work arrangements in response to the COVID-19 pandemic, prioritizing employee health and safety[115]. - The company has ensured compliance with labor laws, with no significant issues reported regarding employment practices[121]. Board Structure and Meetings - The board consists of eight members, including three executive directors and five non-executive directors, ensuring a balanced mix of skills and backgrounds[150]. - The board emphasizes the importance of independent non-executive directors, with more than one-third of the members being independent, including at least one with accounting or financial management expertise[155]. - The board held four meetings in the fiscal year 2021/2022, with all directors attending all meetings[162]. - The company has established three board committees: the Nomination Committee, the Remuneration Committee, and the Audit Committee, each with defined powers and responsibilities[175]. - The company has a formal appointment letter for each director, outlining the main terms and conditions of their appointment[170].

Financial Performance - Revenue for 2020 was RMB 2,735.6 million, a decrease of 32.4% from RMB 4,041.3 million in 2019[17] - Adjusted gross profit margin dropped to 5.8% in 2020 from 20.7% in 2019[17] - The consolidated net loss for 2020 was RMB 690.6 million, compared to a profit of RMB 89.8 million in 2019[17] - Basic and diluted loss per share was RMB 11.12 in 2020, compared to earnings of RMB 1.45 per share in 2019[17] - No proposed final dividend for 2020, consistent with 2019[17] - The loss attributable to equity shareholders for the year ended December 31, 2020, was approximately RMB 690.6 million, compared to a profit of about RMB 89.8 million in 2019, primarily due to the adverse effects of the prolonged COVID-19 outbreak on the global economy[35] - The expected credit loss allowances recognized for financial and contract assets contributed to the overall loss for the year[35] - In 2020, the Group's newly-awarded projects decreased by approximately RMB2,171.7 million or 46.9% year-on-year, totaling about RMB2,455.1 million compared to RMB4,626.8 million in 2019[69] - The revenue from the domestic market decreased by about RMB466.8 million or 27.4% to approximately RMB1,236.8 million, contributing approximately 45.2% of the total revenue[83] - The revenue from the overseas market decreased by about RMB838.8 million or 35.9% to approximately RMB1,498.8 million, contributing approximately 54.8% of the total revenue[83] Operational Efficiency and Strategy - The company is focusing on technology-led market strategies to enhance service value[1] - Emphasis on improving operational efficiency and cost management in response to financial performance[1] - The management implemented remuneration adjustments to align with the company's challenges during the pandemic[25] - The Group's cautious operating strategy aimed to mitigate credit risks from customers affected by COVID-19, leading to a significant decrease in new project awards[70] - Cost management strategies have been implemented, resulting in a 5% reduction in operational expenses[1] Market Outlook and Development - Future outlook includes potential market expansion and new product development initiatives[1] - The company is exploring strategic mergers and acquisitions to strengthen its market position[1] - The company aims to continue promoting independent brand and intellectual property development as part of its long-term strategy[25] - The company anticipates that the global economy will gradually recover with the popularization of vaccines, although uncertainties remain regarding the pace of recovery[36] - The company is expanding its market presence in Southeast Asia, targeting a 25% increase in market share within the next two years[1] Corporate Governance - The company has adopted and complied with all code provisions of the Corporate Governance Code for the year ended December 31, 2020, except for one deviation regarding the chairman's meetings with independent non-executive directors[139] - The Board is responsible for overseeing the Group's businesses, strategic decisions, and performance to enhance shareholder value[143] - The company has established Board committees and delegated various responsibilities to these committees as outlined in their respective terms of reference[143] - The independent non-executive directors have confirmed their independence annually as per the Listing Rules[176] - The company has adopted a Nomination Policy to set selection criteria for board candidates, focusing on integrity, experience, and diversity[176] Human Resources and Management - The Group's full-time employees decreased to 3,107 as of December 31, 2020, down from 4,016 in the previous year, due to headcount optimization[118] - The Group's remuneration policy includes basic salary, allowances, and incentives, aligning the interests of management, employees, and shareholders[118] - The management team includes individuals with extensive backgrounds in engineering, project management, and human resources, contributing to the Group's operational efficiency[122][123] - All directors participated in various training sessions, including seminars and corporate events, to enhance their knowledge and skills[196] Innovation and Technology - The company obtained 26 patents in 2020, which are expected to empower high-quality development for the future[25] - The Group obtained 26 utility model patents in 2020, enhancing its technological innovation capabilities for future development[77] - The company has invested $50 million in research and development for new technologies aimed at improving user experience[1] - New product launches are expected to contribute an additional $200 million in revenue, with a focus on innovative technology solutions[1] Risk Management - The company plans to closely monitor and respond to derivative risks such as trade protectionism and geopolitical tensions as the world economy recovers[36] - The Group will continue to monitor the non-synchronized economic recovery and potential derivative risks such as trade protectionism and geopolitical tensions in 2021[78] - The Group has entered into forward foreign exchange contracts to hedge against foreign exchange risks associated with overseas projects primarily denominated in USD, GBP, and AUD[104]

科技引領市場 服務創造價值 YUANDA CHINA HOLDINGS LIMITED 遠大中國控股有限公司 ( incorporated in the Cayman Islands with limited liability ) ( 於開曼群島注册成立之有限公司 ) Stock Code 股票代碼 : 2789 Annual Report 年報 / ２０１９ o Contents 目錄 | --- | --- | --- | --- | --- | |---------------------------------------------------------------|-------|----------------------------------------------------------------------------|-------|-------| | | | | | | | | | | | | | | | | | | | Corporate Information 集團資料 2 | | Independent Auditor's Report 獨立核數師報告 112 | | ...

Financial Performance - Revenue for 2018 was RMB 4,615.7 million, a decrease of 18.9% from RMB 5,688.7 million in 2017[9] - Consolidated net profit for 2018 was RMB 88.2 million, up 2.9% from RMB 85.7 million in 2017[9] - Profit attributable to equity shareholders increased by 30.3% to RMB 79.1 million from RMB 60.7 million[9] - Basic and diluted earnings per share increased by 29.6% to RMB 1.27 from RMB 0.98[9] - The Group recorded a net foreign exchange gain of RMB 99.5 million in 2018, compared to a net foreign exchange loss of RMB 67.7 million in 2017, contributing to a decrease in finance costs[25] - The impairment loss for the year ended December 31, 2018, decreased by RMB 269.1 million due to the initial application of IFRS 9, which replaced the "incurred loss" model with the "expected credit loss" model[24][25] - The cost of sales decreased by about RMB725.0 million or 16.3% to approximately RMB3,714.7 million compared to RMB4,439.7 million in 2017[46] - Other income increased by about RMB63.8 million or 58.6% to approximately RMB172.7 million compared to RMB108.9 million in 2017[47] - In 2018, the consolidated net profit of the Group increased by about RMB2.5 million or 2.9% to about RMB88.2 million compared to RMB85.7 million in 2017[51] Revenue Breakdown - Revenue from the domestic market decreased by about RMB1,025.8 million or 31.3% to approximately RMB2,247.6 million, contributing about 48.7% of total revenue[43] - Revenue from the overseas market decreased by about RMB47.2 million or 2.0% to approximately RMB2,368.1 million, contributing about 51.3% of total revenue[43] Operational Efficiency - Adjusted gross profit margin improved to 15.4% from 13.8%, an increase of 1.6%[9] - The domestic adjusted gross profit margin increased by approximately 2.8% to 16.1% compared to 13.3% in 2017[46] - The overseas adjusted gross profit margin increased by approximately 0.2% to 14.8% compared to 14.6% in 2017[46] - Selling expenses decreased by about RMB4.1 million or 4.3% to about RMB91.1 million, accounting for approximately 2.0% of operating revenue[50] - Administrative expenses decreased by about RMB405.7 million or 41.8% to about RMB565.9 million, accounting for approximately 12.3% of operating revenue[50] - Finance costs decreased by about RMB164.0 million or 70.4% to about RMB68.8 million, accounting for approximately 1.5% of operating revenue[50] Strategic Initiatives - The company emphasizes technology leadership and service value creation as part of its operational philosophy[12] - Future strategies include sustainable development and continuous improvement initiatives[12] - The Group plans to closely monitor market changes and make strategic adjustments to improve quality and operational efficiency, aiming to enhance profitability and shareholder returns in the long run[26][27] Market and Project Insights - The number of newly awarded projects decreased from 52 to 42, but the aggregate amount increased by about RMB 428.2 million or 10.3% to RMB 4,584.3 million[34] - As of December 31, 2018, the remaining contract value decreased by about RMB 2,162.7 million or 13.4% compared to the previous year, supporting sustainable development for the next 2-3 years[38] - The total number of projects in backlog as of December 31, 2018, was 379, with a total remaining value of RMB 13,957.9 million[40] Human Resources and Corporate Governance - As of December 31, 2018, the Group had 4,604 full-time employees, a decrease from 6,094 employees as of December 31, 2017, due to headcount optimization[65] - The Company has established various Board committees to delegate responsibilities as outlined in their terms of reference[88] - The Company emphasizes the importance of independent directors in maintaining corporate integrity and accountability[82] - The Board consists of nine members, including six executive directors and three independent non-executive directors[88] Environmental and Compliance Measures - The Group is certified with ISO 14001 Environmental Management System to address environmental risks[147] - The Group has established an Environmental Division to monitor and manage environmental performance[147] - The Group's commitment to environmental protection includes regular updates on relevant laws and regulations[147] Shareholder Relations - The Company emphasizes the importance of communication with institutional investors to enhance transparency and gather feedback[142] - The notice of the annual general meeting will be sent to shareholders at least 20 clear business days before the meeting[142] - Shareholders holding at least one-tenth of the paid-up capital have the right to requisition an extraordinary general meeting[136] Risk Management - The Group faces risks from foreign policy changes, currency fluctuations, and overall economic conditions, which could impact its operations[67] - Operational risks arise from inadequate internal processes and external events, which the Group aims to manage through refined management and activity-based costing[73] - The Group's foreign exchange risk management includes entering into forward foreign exchange contracts to hedge forecast transactions and monetary assets denominated in foreign currencies[55]