8-F 莊 士 中 威 投 資 有 限 公 司 (於百慕蓬註冊成立之有限公司) 股份代號: 298 2023 年 中 期 報 告 目 公司资料 2 管理層討論及分析 5 其他资料 18 簡明綜合收益表 23 簡明綜合全面收益表 24 簡明綜合資產負債表 25 簡明綜合現金流量表 27 簡明綜合權益變動表 28 簡明綜合中期財務資料附註 29 -1- 公司資料 | --- | --- | |----------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------| | | | | 榮譽主席 | 石禮議,金紫荊星章,太平紳士 | | 董 号 | 莊家彬,太平绅士(主席) 李美心(副主席) 莊家豐(董事總經理) 莊家淦 黎慶超 @ 石禮議,金紫荊星章,太平紳士* 范駿華,太平绅士* 李秀恒,金紫荊星章,太平绅士。 吳傑莊,榮譽勳章 ...

24 莊 士 中 國 投 資 有 限 公 司 2022 年 業 績 報 告 在 ATAT T 目錄 2 主席報告書 30 公司資料 34 董事及高層管理人員之簡歷資料 40 企業管治報告書 62 環境、社會及管治報告書 87 董事會報告書 102 獨立核數師報告 110 綜合收益表 111 綜合全面收益表 112 綜合資產負債表 114 綜合現金流量表 115 綜合權益變動表 116 綜合財務報告附註 204 主要物業資料 206 財務資料概要 207 股東週年大會通告 02 莊士中國投資有限公司 主席報告書 主席報告書 截至2022年3月31日止 年度要點 本集團於2021年5月14日完成出售位於中華人民共和國（「中國」）廣州市番禺的物業項目。於繳付與 該出售相關之稅項後，本集團之淨現金狀況增加約1,400,000,000港元。該出售大幅加強本集團的財 務狀況。 本公司權益持有人應佔溢利為227,800,000港元。 本集團於截至2022年3月31日錄得現金淨額698,100,000港元。本集團現金儲備總額（包括債券投資 428,200,000港元）為1,953,100,000港元，銀行借款為1,255,0 ...

Financial Performance - The company reported a profit attributable to equity holders of HKD 767.9 million for the six months ended September 30, 2021, compared to HKD 423.4 million in the same period of 2020, representing a significant increase [49]. - Earnings per share increased to HKD 0.3269, up from HKD 0.1803 in the previous year [52]. - The group reported a loss of HKD 15,000,000 from fair value changes in investment properties in Malaysia, compared to a loss of HKD 137,900,000 in 2020 [61]. - For the six months ended September 30, 2021, the operating profit was HKD 930,157,000, compared to HKD 419,353,000 for the same period in 2020, representing a growth of 121% [172]. - The profit attributable to equity holders for the same period was HKD 767,921,000, an increase from HKD 423,417,000 in 2020, reflecting an increase of 81.5% [172]. - The total comprehensive income for the period was HKD 798,099,000, compared to HKD 580,699,000 in the previous year, indicating a growth of 37.5% [176]. Revenue and Sales - The group's total revenue for the period was approximately HKD 145.6 million, a decrease of 91.4% from HKD 1,683.3 million in 2020, primarily due to reduced property sales [56]. - Revenue from property sales decreased by approximately HKD 1,545.9 million to about HKD 71.5 million, as most completed properties in Tuen Mun were delivered to buyers in the previous year [57]. - Rental and management fee income decreased by 53.3% to approximately HKD 12.7 million, down from HKD 27.2 million in 2020, due to the sale of UK investment properties [57]. - Property sales accounted for HKD 71,477,000, down from HKD 1,617,350,000 year-over-year [200]. - Rental income and management fees decreased to HKD 12,775,000 from HKD 27,152,000 [200]. Cash and Financial Position - The group's cash net position increased by approximately HKD 1.4 billion following the sale of a property project in Guangzhou, significantly strengthening its financial position [49]. - The total cash reserves, including bond investments, amounted to HKD 3.0191 billion, with bank borrowings at HKD 1.5921 billion [51]. - The group's cash and bank balances amounted to HKD 2,026,400,000, an increase from HKD 679,000,000 as of March 31, 2021 [147]. - The group's net cash position was HKD 1,427,000,000 as of September 30, 2021, compared to HKD 82,700,000 as of March 31, 2021 [147]. - The company had cash and cash equivalents of HKD 2,026,364,000 at the end of the reporting period, compared to HKD 991,763,000 at the end of the previous year [183]. Investments and Assets - The company holds approximately 19.45% equity in Beihai Group and 0.6% in Zhongqi Group, with a total investment value of about HKD 151,000,000 as of September 30, 2021 [93]. - The company has investments valued at HKD 1,101,700,000, with HKD 992,700,000 allocated to high-yield bonds [94]. - The total bond investments held by the group were HKD 992,700,000, down from HKD 1,220,000,000 as of March 31, 2021 [147]. - The company reported a net exchange difference of HKD 54,075,000 from the share of an associate's exchange reserve during the period [187]. - As of September 30, 2021, total assets amounted to HKD 6,591,693,000, up from HKD 5,700,156,000 as of March 31, 2021, showing an increase of 15.6% [180]. Dividends and Shareholder Returns - The company declared an interim dividend of HKD 0.02 per share [53]. - The interim dividend declared is HKD 0.02 per share, an increase from HKD 0.015 per share in 2020, to be paid to shareholders on the register as of December 28, 2021 [62]. - The company declared dividends amounting to HKD 35,233,000 during the period [187]. Operational Developments - The company plans to review its sales and marketing strategies to enhance brand establishment and customer service [90]. - The company is pursuing the remaining land use rights and has begun site leveling work for some of the acquired land [90]. - The company has begun construction work on some of the acquired land after receiving government approval for a delay until January 2022 [90]. - The company has obtained land use rights for approximately 143 acres, allowing for the construction of about 22,569 burial plots in phases two and three [90]. Market Conditions and Risks - The ongoing COVID-19 pandemic has introduced increased uncertainty in property market valuations in Hong Kong and China [197]. - The group continues to evaluate accounting estimates and judgments based on past experiences and future expectations, considering the impact of the COVID-19 pandemic [199]. - The fair value of financial assets and liabilities is considered to be similar to their carrying amounts, with no significant changes noted in the economic environment affecting valuations [197]. Future Outlook - The group plans to closely monitor the bond market and will sell bond investments when suitable opportunities arise [143]. - The group will focus on property projects in Hong Kong and China, seeking new opportunities to expand land reserves for property development [149]. - The group aims to increase stable and recurring rental income by identifying suitable investment projects to expand its investment property portfolio [149]. - The group will pay special attention to the Guangdong-Hong Kong-Macao Greater Bay Area and cities along the Belt and Road Initiative [149].

Financial Performance - The company recorded a significant revenue increase of approximately 9 times to HKD 1,779,700,000 for the fiscal year ending March 31, 2021, compared to HKD 177,500,000 in 2020[7][16] - Profit attributable to equity holders was HKD 419,000,000, a turnaround from a loss of HKD 192,400,000 in the previous year, resulting in earnings per share of HKD 0.1784[8][15] - The gross profit increased to HKD 718,800,000, with a gross margin decline from 75% to 40% due to a higher proportion of lower-margin property sales[16] - Development property sales surged approximately 38 times to HKD 1,651,600,000, primarily due to the completion and delivery of units at The Esplanade in Tuen Mun[19] - Rental and management fee income decreased by 39.7% to approximately HKD 39,900,000, attributed to the sale of UK investment properties[20] Dividends and Shareholder Returns - The board proposed a final dividend of HKD 0.015 per share, totaling approximately HKD 70,500,000 for the fiscal year, compared to no dividends in 2020[22] - The net asset value attributable to equity holders reached HKD 4,419,800,000 as of March 31, 2021, with a net asset value per share of HKD 1.88[93] Property Sales and Investments - The company completed the sale of a property in Guangzhou, China, post fiscal year-end, enhancing its financial position with an increase in net cash of approximately HKD 1,471,900,000[13] - The total sales revenue from the residential units in the Tuen Mun project is approximately HKD 1,714,500,000, with a gross profit of HKD 609,100,000, resulting in a gross profit margin of approximately 37%[50] - The company has terminated the lease for 21 villas due to ongoing rent arrears and is currently seeking new tenants for these properties[37] - The company is negotiating with Xiamen Mingjia Hotel regarding a rent reduction due to the impact of the pandemic on the tourism industry[37] Financial Position and Cash Flow - The company reported a loss of HKD 136,000,000 from fair value changes in investment properties, primarily due to losses in properties located in Guangzhou and Anshan[21] - Financing costs decreased by 34.9% to HKD 48,200,000 due to reduced bank borrowings and lower interest rates[21] - The group recorded cash and bank balances along with bond investments totaling HKD 1,899,000,000, an increase from HKD 1,461,500,000 in 2020[94] - The net cash position improved significantly by approximately HKD 1,471,900,000 following the sale of the Panyu project and payment of related taxes[94] Investment Strategy and Future Plans - The company plans to continue promoting remaining retail and parking spaces at its properties to generate rental income[26] - The company plans to continue exploring suitable opportunities to expand its investment property portfolio to increase recurring and stable income[44] - The group plans to focus on property projects in Hong Kong and China, seeking new opportunities to expand land reserves and investment properties[98] Risk Management and Governance - The company has implemented a robust risk management process to identify, assess, and manage significant risks[178] - The internal audit department conducted audits and reported on deficiencies in controls, with follow-up actions implemented to address identified issues[181] - The company has established a policy for insider information disclosure to ensure consistency and timeliness in reporting[182] - The board believes that the company has fully complied with the governance code regarding risk management and internal controls for the year ending March 31, 2021[185] Board Composition and Diversity - The company has implemented a new board diversity policy to improve governance and performance, effective from January 1, 2019[138] - The board consists of 11 members, including the Chairman, Vice Chairman, and Managing Director, ensuring a balanced composition with relevant knowledge and experience[151] - The nomination committee evaluates candidates based on integrity, industry experience, and commitment to the company, ensuring a diverse board composition[142] Employee and Director Compensation - The remuneration policy aims to provide competitive market-based salaries to attract and retain talented employees[168] - The former chairman, now an honorary chairman, receives an annual fee of HKD 400,000, while other non-executive directors receive HKD 120,000 each per year[169] Market Presence and Growth Strategy - The company is expanding its market presence in regions such as Asia and Europe, aiming for a market share increase of F% by the end of the fiscal year[117] - Overall, the company remains optimistic about future growth, with a long-term vision to achieve a revenue target of $K million by 2025[117]

Financial Performance - Revenue for the period reached HK$1,683.3 million, a substantial increase of approximately 20 times compared to HK$81.3 million in the same period last year [40]. - Profit attributable to equity holders was HK$423.4 million, a nearly 19-fold increase from HK$21.3 million in the previous year, with earnings per share at HK$0.1803 [40]. - Gross profit rose significantly to HK$656.0 million from HK$63.0 million, although the overall gross margin decreased from 77% to 39% due to a higher proportion of lower-margin development property sales [41]. - The group recorded a net cash position of HK$391.8 million, with total cash reserves (including investments held for trading) amounting to HK$2,057.7 million, while bank borrowings stood at HK$1,665.9 million [37]. - The company reported a net cash outflow from operating activities of HKD (426,447) for the six months ended September 30, 2020, compared to a cash inflow of HKD 158,246 for the same period in 2019 [145]. - The total equity attributable to equity holders increased to HKD 4,337,020 as of September 30, 2020, from HKD 4,252,873 as of March 31, 2020, marking an increase of about 1.98% [142]. - The company recorded a profit of HKD 423,417 for the period, contributing to a total comprehensive income of HKD 567,366 [149]. Property Sales and Development - Development property sales surged approximately 108 times to about HK$1,617.4 million, primarily due to the completion and delivery of units at The Esplanade in Tuen Mun [40]. - The Tuen Mun property in Hong Kong has sold 366 residential units for a total sales amount of approximately HKD 1,653,100,000, with 358 units sold during the review period [68]. - The Guangzhou project, "Zhuangshi • Yingdie Lanwan," has completed the first two phases, providing a total of 2,077 residential units, with all units sold out [72]. - The third phase of the Guangzhou project has a total floor area of approximately 175,011 square meters, with significant development potential due to nearby large commercial projects [75]. - The company plans to continue its focus on property development and management, as well as cemetery operations, to enhance revenue streams [152]. Investment and Financial Assets - Income from securities investment and trading increased by 28.0% to approximately HK$27.4 million, due to a larger bond investment portfolio compared to the previous year [40]. - The group held a high-yield bond portfolio with an annualized average yield of approximately 7% as of September 30, 2020 [89]. - The total market value of the bonds held was approximately $988,916,000, representing 13.9% of the total assets as of September 30, 2020 [93]. - The company recorded an unrealized fair value gain of approximately HKD 57.9 million due to an increase in bond prices from March 31, 2020, to September 30, 2020 [107]. - The company reported a loss of HKD 9,280,000 from the sale of a subsidiary [187]. Dividends and Shareholder Returns - The interim dividend declared was HK$0.015 per share [37]. - The group declared an interim dividend of HKD 0.015 per share, compared to no dividend in 2019, to support operational funding needs amid an uncertain business environment [45]. - Basic and diluted earnings per share were HKD 18.03, compared to HKD 0.91 in the prior year, indicating a strong return to shareholders [136]. Financial Position and Liabilities - The company’s total liabilities decreased to HKD 1,126,383 from HKD 1,833,802, indicating a reduction of about 38.5% [142]. - Long-term bank borrowings decreased significantly to HKD 625,000 from HKD 1,306,272, a reduction of approximately 52% [142]. - Approximately 46.8% of the company's bank borrowings are due for repayment within the first year [110]. Market and Economic Conditions - The company will closely monitor the economic recovery in China as the COVID-19 pandemic situation improves [113]. - The ongoing development of the COVID-19 pandemic may lead to unpredictable fluctuations in the fair value of certain investment properties after September 30, 2020 [166]. Operational and Governance Aspects - The audit committee has been established to oversee financial reporting and risk management, ensuring compliance with governance standards [128]. - The company employed 150 staff as of September 30, 2020, focusing on talent development and employee benefits [133]. - The group has maintained consistent estimates and judgments in preparing interim financial information, considering the impact of the COVID-19 pandemic [168].

Financial Performance - The group's revenue decreased by 11.2% to HK$177.5 million for the year ended March 31, 2020, compared to HK$199.8 million in 2019[11]. - Gross profit slightly decreased by 4.5% to HK$133.1 million, while the gross profit margin increased from 70% to 75% due to higher margins from property sales and asset management[11]. - Rental and management fee income decreased by 6.9% to approximately HK$66.2 million, primarily due to a decline in rental income from UK investment properties[14]. - The fair value change of investment properties recorded a loss of HK$25.8 million, compared to a gain of HK$363.8 million in 2019, mainly due to market price declines in the UK and Guangzhou[16]. - Financing costs increased to HK$74 million due to higher bank borrowings and interest rates, compared to HK$54.3 million in 2019[17]. - The group reported a loss attributable to equity holders of HK$192.4 million for the year, compared to a profit of HK$167.8 million in 2019, with a loss per share of HK$0.0819[17]. - The board decided not to recommend a final dividend for the year ended March 31, 2020, due to the uncertain business environment, compared to a final dividend of HK$0.02 per share in 2019[17]. Property Sales and Developments - As of the report date, 364 out of 371 residential units at The Esplanade in Tuen Mun, Hong Kong, have been pre-sold, generating total sales of approximately HK$1,641.5 million, with deposits received amounting to about HK$1,552.5 million[7]. - The group anticipates completing the sale of the UK investment property by the end of August 2020, which is expected to enhance its cash position[18]. - The "Xianhai" project in Tuen Mun has a total estimated sales value of approximately 1,714,300,000 HKD, with 364 residential units and 3 parking spaces pre-sold, amounting to a total pre-sale value of about 1,641,500,000 HKD[65]. - The company completed the acquisition of a property in Hong Kong for approximately 455,000,000 HKD, with a total developable floor area of about 39,767 square feet[68]. - The "Zhuangshi Yingdie Lanwan" project in Guangzhou has completed the first two phases, providing a total of 2,077 residential units, with all units sold out[70]. - The third phase of the "Zhuangshi Yingdie Lanwan" project has a total land area of over 92,000 square meters, with a planned total floor area of approximately 175,011 square meters, and the company has obtained land quotas for about 123,362 square meters for development purposes[72]. Investment Properties and Valuations - The commercial podium has a total floor area of approximately 29,600 square meters, while the twin towers have a combined floor area of about 62,700 square meters[25]. - The property valuation upon completion is approximately RMB 763,300,000, with the commercial podium valued at RMB 294,800,000 and the twin towers at RMB 468,500,000[26]. - The annual rental income is projected to be RMB 25,000,000, resulting in a rental yield of 3.3% based on the valuation[26]. - The hotel and resort villas in Xiamen have a total valuation of RMB 447,800,000, with the hotel valued at RMB 185,700,000 and the villas at RMB 262,100,000[31]. - The rental income for the hotel and villas is estimated at RMB 25,900,000, leading to a rental yield of approximately 5.8% based on the valuation[31]. - The commercial property in Dongguan is valued at RMB 36,400,000, with two floors leased to China Life for office use[53]. - The office property at Fenchurch Street, London, is valued at £96,500,000 (approximately HKD 926,400,000) and is under a sale agreement for £94,200,000 (approximately HKD 909,200,000)[56]. - The sale of the London property is expected to enhance the company's cash position and is anticipated to complete by the end of August 2020[56]. Corporate Governance and Management - The company has over 16 years of experience in property business and corporate management, led by Chairman Mr. Zhu Jia-bin[154]. - The company has a strong financial background with over 34 years of experience in finance and corporate management from Vice Chairman Ms. Li Mei-xin[154]. - The company has expanded its management team with executives having extensive experience in construction, real estate, and asset management[155][159]. - The company is actively involved in corporate governance with various committees led by experienced directors[161][166]. - The company has a diversified board with independent directors bringing legal and financial expertise[160][166]. - The company is committed to maintaining high standards of corporate governance and transparency in its operations[161]. - The company has adopted a new board diversity policy effective from January 1, 2019, to enhance corporate governance and performance[181]. - The board aims to maintain a balance in skills, experience, and diversity to support business strategy execution and sustainable development[182]. Market Outlook and Strategic Plans - The company anticipates that the economic transformation in China will continue to drive stable growth, supported by urbanization and rising living standards[132]. - The Greater Bay Area and the Belt and Road Initiative are expected to be growth drivers for China, creating business opportunities for Hong Kong[132]. - Following the sale of a property in London in August 2020, the company's financial position is expected to improve significantly[132]. - The company plans to explore new development projects and investment properties to expand its business scope and income base[132]. - The company plans to expand its investment property portfolio to increase recurring and stable income[59]. - The company is reviewing the tenant mix of its properties and considering further upgrades to improve rental yields and occupancy rates[59]. - The company is actively pursuing suitable opportunities for market expansion and acquisitions to enhance its investment portfolio[59]. Bond Portfolio and Financial Assets - The group held a high-yield bond portfolio with an annualized average yield of approximately 7% as of March 31, 2020[118]. - The total market value of the bonds held by the group was approximately HKD 686,949,000, representing 8.3% of total assets as of March 31, 2020[121]. - The group recorded interest income of approximately HKD 45,485,000, with an unrealized fair value loss of HKD 68,273,000 for the year[121]. - The bond issuer, Country Garden Holdings Company Limited, had a market value of approximately HKD 109,932,000, with a face value of USD 14,000,000 and an interest rate of 5.625% maturing in 2026[121]. - The group’s bond portfolio included issuers from various sectors, primarily real estate development and property management[124]. - The group experienced significant downward pressure on bond prices due to uncertain political and economic environments, compounded by the COVID-19 pandemic[124]. - The group plans to closely monitor the performance of its bond portfolio in response to currency environment changes[124]. - The bond portfolio included a total of 12 different issuers, with varying interest rates and maturity dates[124]. - The group’s unrealized losses were primarily due to bond prices falling below face value as of March 31, 2020[124].

Financial Performance - For the six months ended September 30, 2019, the group's revenue was approximately HKD 81,300,000, a decrease of about 35.9% compared to HKD 126,900,000 in 2018, primarily due to reduced property sales in China[27]. - Gross profit decreased by 16.8% to HKD 63,000,000, down from HKD 75,700,000 in 2018, mainly due to the decline in revenue[28]. - The group's attributable profit for the six months ended September 30, 2019, was HKD 21,300,000, down from HKD 94,300,000 in 2018, with earnings per share at HKD 0.91 compared to HKD 4.01 in 2018[31]. - The net profit for the period was HKD 21,652,000, a decrease of 77% from HKD 94,065,000 in the prior year[95]. - Basic and diluted earnings per share were HKD 0.91, down from HKD 4.01 in the same period last year[95]. - The company’s total comprehensive income for the period was HKD (203,065) thousand, compared to HKD 94,065 thousand in the previous period, indicating a significant decline[106]. Revenue Sources - Revenue from property sales in China had a gross margin of 55%, compared to 32% in the previous year[28]. - Rental and management fee income had a gross margin of 83%, slightly down from 84% in 2018[28]. - Cemetery asset sales generated revenue of HKD 10,500,000, up from HKD 8,400,000 in 2018[27]. - The group reported property sales of HKD 14,800,000, significantly down from HKD 60,900,000 in the previous year[27]. - Revenue for the period was HKD 81,269,000, a decrease of 36% compared to HKD 126,864,000 in the previous year[132]. - Property sales generated HKD 14,810,000, down from HKD 60,961,000 year-on-year[132]. Expenses and Costs - Sales and marketing expenses increased to HKD 13,600,000 from HKD 10,600,000 in 2018 due to the promotion of the Tuen Mun project "The Esplanade"[30]. - Administrative and other operating expenses decreased by 39.2% to HKD 58,400,000 from HKD 96,100,000 in 2018, attributed to overall cost reductions and decreased litigation expenses[30]. - Financing costs rose to HKD 38,500,000 from HKD 20,900,000 in 2018 due to increased bank borrowings and higher interest rates[30]. - Total interest expenses rose to HKD 45,676,000 in 2019 compared to HKD 28,619,000 in 2018, with a capitalization rate for property development loans at 2.38%[147]. Assets and Liabilities - Total assets as of September 30, 2019, were HKD 4,822,968,000, an increase from HKD 3,804,034,000 as of March 31, 2019[99]. - Current liabilities increased to HKD 2,527,692,000 from HKD 1,868,592,000, indicating a rise in short-term obligations[99]. - Total non-current liabilities increased to HKD 2,028,588 thousand as of September 30, 2019, from HKD 1,515,964 thousand as of March 31, 2019, reflecting a rise of approximately 33.8%[101]. - The company’s equity attributable to shareholders decreased to HKD 4,038,108 thousand as of September 30, 2019, from HKD 4,252,873 thousand as of March 31, 2019, a decrease of about 5.0%[106]. Cash Flow and Financing - The group's cash and bank balances, along with trading investments, amounted to HKD 1,828,300,000, an increase from HKD 1,599,200,000 as of March 31, 2019[76]. - The net debt decreased to approximately HKD 237,900,000, down from HKD 482,100,000 as of March 31, 2019, resulting in a net debt to equity ratio of 5.9%[76]. - The company’s financing activities generated net cash of HKD 33,614 thousand for the six months ended September 30, 2019, down from HKD 533,218 thousand in the same period of 2018[104]. - Long-term bank borrowings rose to HKD 1,486,854 thousand as of September 30, 2019, compared to HKD 986,178 thousand as of March 31, 2019, marking an increase of approximately 50.8%[101]. Market and Strategic Outlook - The group aims to enhance its market presence and explore new strategies for growth in the upcoming periods[27]. - The company anticipates that global political and economic uncertainties will continue to impact business development and investor confidence in the short term[80]. - The company believes that the fundamental factors supporting long-term healthy growth in the Chinese economy will remain unchanged, despite current challenges[80]. - The company plans to continue expanding its market presence, particularly in the cemetery and property development sectors[135]. Property Development and Projects - The "Yuan Hai" project in Tuen Mun has a total estimated sales value of approximately 1,714,300,000 HKD, with 361 units pre-sold generating a total pre-sale amount of about 1,617,500,000 HKD[50]. - The company completed the acquisition of a property in Hong Kong for approximately 455,000,000 HKD, with a site area of about 4,320 square feet and a total developable floor area of approximately 39,767 square feet[51]. - The "Zhuangshi Plaza" project in Anshan has a total developable floor area of 390,000 square meters, aimed at becoming a large-scale mixed-use development[57]. - The company has a land area of approximately 20,000 square meters in Dongguan, generating an annual rental income of about 6,800,000 RMB (approximately 7,500,000 HKD) with a valuation of 223,400,000 RMB (approximately 245,500,000 HKD)[55]. Financial Risks and Management - The company recorded unrealized fair value losses primarily due to trade tensions affecting high-yield and long-term bond prices[73]. - The company’s foreign currency exchange risk is monitored closely, as its consolidated financial statements are presented in HKD, despite operations in multiple currencies[79]. - The company’s financial position was adversely affected by the depreciation of the Renminbi and British Pound, leading to a decrease in foreign exchange reserves by approximately HKD 214,400,000[75]. - Financial risk management policies have not undergone any significant changes since the last fiscal year[127].

Financial Performance - The group's revenue for the year ended March 31, 2019, increased by 14.6% to HKD 199,800,000, compared to HKD 174,300,000 in 2018[7]. - Rental and management fee income rose approximately 36.5% to HKD 71,100,000, driven by enhanced property investment strategies in Malaysia and the UK[7]. - Development property sales increased by 20.6% to approximately HKD 71,400,000, attributed to increased sales of parking spaces in Guangzhou, China[7]. - The group's profit attributable to equity holders was HKD 167,800,000, down from HKD 279,900,000 in 2018, with earnings per share at HKD 0.0715[8]. - Gross profit increased by 10.4% to HKD 139,300,000, while the overall gross profit margin slightly decreased from 72% to 70%[8]. - Financing costs rose to HKD 54,300,000 due to increased bank borrowings and interest rates, compared to HKD 31,400,000 in 2018[12]. - The board proposed a final dividend of HKD 0.02 per share, maintaining the total dividend for the year at HKD 0.035 per share[15]. Investment Properties - The fair value gain from investment properties was HKD 363,800,000, reflecting market price appreciation in properties located in China and the UK[11]. - The estimated rental yield for the Chuang's Center City project is projected at 3.5%, based on an estimated annual rental income of approximately RMB 25,000,000[20]. - The group has completed a 6-story hotel building with 100 rooms and 30 villas in Xiamen, with a total area of 9,780 square meters, valued at RMB 447.8 million as of March 31, 2019[26]. - The annual rental income from the hotel and villas is approximately RMB 25.9 million, resulting in a rental yield of about 5.8% based on valuation[28]. - The group holds 22 villas in Guangzhou, valued at RMB 246.4 million, with leasing activities currently ongoing[34]. - A commercial property in Dongguan, valued at RMB 36.4 million, is also under leasing efforts to generate recurring rental income[36]. - The Fenchurch Street property in London is valued at £104 million, with an annual rental income of approximately £4.1 million, yielding about 4%[43][44]. - The group’s property in Kuala Lumpur, valued at RM 177.5 million, has a rental rate of approximately 70%, generating annual rental income of RM 6.8 million, yielding about 3.8%[47]. - The group is actively seeking opportunities to expand its investment properties to increase stable income[47]. Development Projects - The Xianhai project in Tuen Mun has a total developable floor area of 117,089 square feet for residential and 25,813 square feet for commercial use, with completion expected in Q4 2019[50]. - The estimated total sales for the residential property "Xianhai" amount to approximately HKD 1,714,600,000, with 371 residential units available[54]. - A total of 352 units have been pre-sold in "Xianhai," generating a pre-sale amount of approximately HKD 1,571,100,000, with deposits received totaling HKD 461,400,000[54]. - The "Zhuangshi T Yingdie Bay" project has completed the first two phases, providing a total of 2,077 residential units and 1,497 parking spaces, with most units sold out[61]. - The remaining units in "Zhuangshi T Yingdie Bay" include 2 duplex units valued at approximately HKD 11,000,000 and 572 parking spaces valued at approximately HKD 84,000,000[63]. - The company holds a land area of approximately 20,000 square meters in Dongguan, generating annual rental income of approximately RMB 6,800,000, with a valuation of RMB 223,400,000[67]. - The "Zhuangshi Plaza" project in Anshan has a total developable floor area of 390,000 square meters, with plans to explore various options to accelerate investment returns[71]. - The company has a 69% interest in a property development project in Changsha, with total investment costs of approximately HKD 25,200,000, currently facing legal challenges[72]. - The Chengdu project has a total investment cost of approximately RMB 146,800,000, with ongoing legal proceedings seeking liquidation of the joint venture[75]. - The "Jufubao" project in Sihui has a book cost of approximately RMB 926,600,000, with a market valuation of approximately RMB 941,300,000 as of March 31, 2019[77]. Financial Position - As of March 31, 2019, the company's net asset value attributable to equity holders was HKD 4,252,900,000, with a net asset value per share of HKD 1.81[93]. - The group's cash and bank balances, along with trading investments, amounted to HKD 1,599,200,000, an increase from HKD 1,210,100,000 in 2018[94]. - The group's bank borrowings stood at HKD 2,081,300,000, up from HKD 1,632,500,000 in 2018, resulting in a net debt of approximately HKD 482,100,000[94]. - The net debt to equity ratio was 11.3%, compared to 9.6% in 2018[94]. - Approximately 38.8% of the bank borrowings are due for repayment within the first year, while 55.0% are due within the third to fifth years[94]. Corporate Governance - The company is focused on enhancing its corporate governance with a diverse board of directors, including independent non-executive directors with extensive experience in finance and property investment[123][124]. - The company has appointed independent non-executive directors with extensive experience in various fields, including accounting, manufacturing, and information technology, enhancing governance and oversight[128][129][131][132]. - The board has implemented a new diversity policy effective from January 1, 2019, aimed at improving board effectiveness and ensuring a balanced representation of skills and experiences[136][137]. - The company emphasizes the importance of board diversity, considering factors such as gender, age, cultural background, and professional experience in its selection process[137][140]. - The nomination committee will report annually on the composition of the board in terms of diversity and monitor the implementation of the diversity policy[137]. - The company has a commitment to high standards of corporate governance to protect and enhance shareholder interests[135]. - The board consists of 12 members, including the chairman, vice-chairman, and managing director[150]. - The nomination committee held one meeting during the year to review the board's structure and assess the independence of each independent non-executive director[154]. - The company has a formal and transparent procedure for the appointment and removal of directors[152]. - The company has established a continuous professional development program for all directors to ensure they are well-informed about their roles and responsibilities[165]. Risk Management - The company has implemented a robust risk management process to identify, assess, and manage significant risks[180]. - The risk management process includes risk identification, assessment, prioritization, treatment, monitoring, and reporting[181]. - A risk register is maintained, detailing major enterprise-level risks, their potential outcomes, likelihood, impact, and overall risk ratings[184]. - The risk register is reassessed annually, with adjustments made based on changing circumstances and external environments[184]. - The company emphasizes the importance of effective internal controls to safeguard assets and shareholder interests[176]. - The internal audit department has conducted audits and reported on the implementation of follow-up actions regarding monitoring deficiencies[190]. - The board believes that the risk management and internal control systems are effectively and adequately operating[190]. - The audit committee held three meetings during the year to discuss the relationship with external auditors and review financial reports[192]. - The company has established four committees, including the audit committee, nomination committee, remuneration committee, and corporate governance committee[196]. - The audit committee members include four independent non-executive directors, with full attendance at meetings[193]. Strategic Initiatives - The group plans to continue exploring opportunities to sell investment projects in the UK and Guangzhou amid a complex global economic environment[16]. - The company plans to acquire a property site for approximately HKD 455,000,000, with a total developable floor area of about 39,767 square feet expected to be completed by July 2019[58]. - The company aims to actively pursue land use rights allocation for the remaining 119.8 acres[81]. - The company aims to increase stable and recurring rental income by focusing on opportunities in Hong Kong and cities in the Guangdong-Hong Kong-Macau Greater Bay Area[98]. - The company will actively expand its business into overseas countries along the Belt and Road Initiative[98]. - The group plans to expand its land reserves for property development and seek suitable investment projects to enhance its investment property portfolio[98]. - The company is continuously seeking opportunities for mergers and acquisitions to enhance its market position[112].