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分內容而產生或 因倚賴該等內容而引致的任何損失承擔任何責任。 INNOVATIVE PHARMACEUTICAL BIOTECH LIMITED 領航醫藥及生物科技有限公司 （於開曼群島註冊成立並於百慕達存續之有限公司） （股份代號：399） 截至二零二三年三月三十一日止年度之 經審核年度業績公告 領航醫藥及生物科技有限公司（「本公司」）之董事（「董事」）會（「董事會」）謹此 公佈，本公司及其附屬公司（「本集團」）之截至二零二三年三月三十一日止年 度（「本財政年度」）之經審核綜合年度業績連同截至二零二二年三月三十一日 止年度（「上一財政年度」）之比較數字如下： ...

Financial Performance - The Group recorded revenue of approximately HK$4.1 million for the Financial Period, a decrease of approximately 37.6% from HK$6.6 million in the Previous Financial Period[9]. - The Company reported a loss of approximately HK$118.3 million for the Period, compared to a profit of approximately HK$121.11 million in the Previous Financial Period[10]. - The loss was significantly impacted by a non-cash item of approximately HK$250.7 million related to the second amendment of a convertible bond with a principal amount of HK$715 million issued during the Previous Financial Period[10]. - The Group's revenue for the Financial Period was approximately HK$4.1 million, a decrease of approximately 37.6% compared to HK$6.6 million in the Previous Financial Period[20]. - The Group recorded a loss attributable to owners of approximately HK$115.7 million, compared to a profit of HK$125.1 million in the Previous Financial Period, primarily due to a non-cash item related to Convertible Bonds III[20]. - Gross profit for the period was HK$421,000, down 43.2% from HK$741,000 in the previous year[93]. - Loss for the period amounted to HK$118,272,000, compared to a profit of HK$121,111,000 in the same period last year[93]. - Total comprehensive income for the period was a loss of HK$118,351,000, compared to a gain of HK$121,292,000 in the previous year[95]. - Basic and diluted loss per share was HK$7.90, compared to earnings of HK$8.54 per share in the same period of 2021[101]. - The total comprehensive expense for the six months ended 30 September 2022 was HK$125,076,000, a decrease of 3.965% compared to HK$125,257,000 for the same period in 2021[144][145]. Clinical Development - The Group is developing a technology for oral insulin administration, currently in Phase III clinical trials, with about 296 patients participating[14]. - The Group aims to commercialize the oral insulin product by mid-2024 despite delays caused by COVID-19[14]. - Approximately 296 patients have been enrolled in the Clinical Trial testing, which commenced in July 2020, with 19 hospitals participating[25][26]. - The oral insulin product is expected to be launched by mid-2024, with significant demand anticipated in the PRC due to the growing diabetic population[26]. - The project team will regularly monitor the progress of the oral insulin product to ensure commercialization by mid-2024[34][37]. - The Group's major asset, the development of an oral insulin product in the PRC, is currently in Phase III clinical trials, with future cash flow dependent on the successful completion of these trials and necessary regulatory approvals[180]. - The management is working on a Clinical Trial for an oral insulin product, expected to launch in mid-2024, with no negative feedback reported so far[187]. Financial Position and Liabilities - As of September 30, 2022, the Group's total borrowings were approximately HK$1,103.2 million, an increase from approximately HK$987.6 million as of March 31, 2022, reflecting a growth of 11.7%[41]. - The Group's current assets to current liabilities ratio decreased to 0.02 as of September 30, 2022, compared to 0.19 as of March 31, 2022[43]. - The gearing ratio increased to 0.80 as of September 30, 2022, from 0.72 as of March 31, 2022, indicating a higher level of financial leverage[43]. - Current liabilities totaled HK$824,391,000, with net current liabilities of HK$808,100,000[106]. - Total assets less current liabilities were HK$567,005,000, down from HK$1,295,224,000 as of March 31, 2022[106]. - Non-current liabilities included convertible bonds of HK$259,919,000, down from HK$871,791,000[106]. - Net assets decreased to HK$276,994,000 from HK$395,266,000 as of March 31, 2022[106]. - The Group had no significant investments or material acquisitions during the Financial Period, indicating a conservative approach to capital allocation[45]. - The Group's total liabilities were approximately HK$1,114.4 million as of September 30, 2022, compared to approximately HK$999.7 million as of March 31, 2022, reflecting an increase of 11.5%[43]. - The Group may face significant uncertainty regarding its ability to continue as a going concern due to its current liabilities and the dependency on the success of its clinical trials[181][183]. - The Group's total equity includes accumulated losses, which may impact its financial stability moving forward[165]. Shareholding Structure - As of September 30, 2022, Dr. Mao Yumin holds 1,187,200,000 shares, representing 81.08% of the issued share capital of the Company[82]. - Dr. Mao also has interests in derivative shares totaling 55,000,000 and 20,000,000, which will be issued upon exercising conversion rights attached to convertible bonds amounting to HK$359,600,000[84]. - The Company has a substantial shareholder, Chau Yiu Ting, who holds 328,600,000 shares, accounting for 22.44% of the issued share capital[82]. - United Gene Holdings Limited and its associates collectively hold 82,770,810 shares, representing 5.65% of the issued share capital[82]. - The Company has no other directors or executives with interests or short positions of 5% or more in the issued share capital as of September 30, 2022[89]. - The total number of shares held by Dr. Mao directly is 363,200,000 ordinary shares[87]. - The Company’s shareholding structure indicates significant control by Dr. Mao and associated entities, with multiple layers of ownership[84]. - Good Links Limited and Victory Trend Limited each hold 7,770,810 shares, representing 0.53% of the issued share capital[82]. Cash Flow and Financing - Net cash used in operating activities for the six months ended 30 September 2022 was HK$2,858,000, compared to HK$15,285,000 for the same period in 2021[170]. - Net cash generated from financing activities for the six months ended 30 September 2022 was HK$2,546,000, a decrease from HK$8,887,000 in the same period in 2021[172]. - The cash and cash equivalents at the end of the period were HK$3,821,000, down from HK$4,083,000 at the beginning of the period[173][177]. - The effect of foreign exchange rate changes resulted in a gain of HK$50,000 for the six months ended 30 September 2022, compared to a loss of HK$183,000 in the same period in 2021[174]. - The company has received confirmation from a former associate that it will not demand repayment of approximately HK$41,947,000 for at least 12 months from the date of the financial statements[185]. - The company has secured financial support from a substantial shareholder, confirming that it will not demand repayment of a loan of HK$43,500,000 for at least 12 months[185]. - Smart Ascent has obtained financing facilities of HK$12,000,000 from shareholders to support the Clinical Trial and other development costs, with HK$7,000,000 available at the date of the financial statements[187]. - The directors are confident that the group can meet its financial obligations for the next 12 months based on current and forecasted cash positions[189]. Compliance and Reporting - The Company’s financial reporting period includes a review of accounting policies and practices by the audit committee[72]. - The Company confirms compliance with the standards set forth in the Listing Rules regarding securities transactions by directors throughout the financial period[71]. - The interim financial statements were prepared in accordance with Hong Kong Accounting Standard 34, ensuring compliance with applicable disclosure requirements[179]. - The financial statements for the six months ended September 30, 2022, were prepared in accordance with revised Hong Kong Financial Reporting Standards, with no significant impact on the condensed consolidated financial information[198]. - The company has applied new amendments to HKFRSs, which have had no material impact on the interim financial information[197].

Financial Performance - The Group's revenue decreased to approximately HK$11.1 million for the Financial Year, down from approximately HK$15.2 million in the Previous Financial Year, representing a decline of about 27.2%[9] - Profit attributable to the owners of the Company for the Financial Year was approximately HK$45.8 million, compared to a loss of approximately HK$204.9 million in the Previous Financial Year, marking a significant turnaround[9] - The Group's revenue for the Financial Year was approximately HK$11,145,000, a decrease of approximately 26.6% compared to HK$15,189,000 in the Previous Financial Year[18] - The profit attributable to the owners of the Company was approximately HK$45,803,000, compared to a loss of HK$204,939,000 in the Previous Financial Year, primarily due to a non-cash item from the completion of the second amendment of Convertible Bonds[18] - The Group's bank and cash balances as of March 31, 2022, were approximately HK$4.1 million, down from approximately HK$9.0 million as of March 31, 2021[46] - Total borrowings of the Group were approximately HK$987.6 million as of March 31, 2022, compared to approximately HK$1,037.3 million as of March 31, 2021[46] - The current assets to current liabilities ratio improved to 0.19 as of March 31, 2022, from 0.04 as of March 31, 2021[46] - The Group's gearing ratio as of March 31, 2022, was 0.72, slightly down from 0.75 as of March 31, 2021[46] - The Group does not recommend the payment of a final dividend for the Financial Year, and there are no arrangements for any shareholder to waive dividends[160] - As of March 31, 2022, the Group had no distributable reserves, compared to Nil on March 31, 2021[164] Research and Development - The launch of the oral insulin product is postponed to mid-2024 due to disruptions caused by COVID-19 lockdowns in certain areas of China[9] - The management team is working with contract research organizations to expedite the clinical trial progress once lockdowns are lifted[12] - The in-process research and development project for an oral insulin product is recorded as an intangible asset with a carrying value of HK$1,373,224,000[21] - The recoverable amount of the intangible asset is estimated to be higher than its carrying amount, indicating no impairment is necessary as of March 31, 2022[21] - The Clinical Trial for the oral insulin product commenced patient enrolment in July 2020, with 266 patients enrolled by the end of the Financial Year[23] - The product is expected to be launched in the market by mid-2024, with anticipated strong demand due to the growing diabetic population in China[23] - The product is expected to be the first oral insulin drug available in the market and will be protected for a period of 5 years under current regulations in China[23] - The Group has invited 24 hospitals to participate in the Clinical Trial, with 19 hospitals accepting the invitation[23] - The Clinical Trial testing of the Product commenced in July 2020, with revenue generation now expected to start in mid-2024, delayed from mid-2023[42] Business Environment and Strategy - The business environment is expected to remain challenging due to ongoing COVID-19 impacts and geopolitical tensions, affecting the recovery timeline for the Group's beauty equipment and products business[11] - The Group aims to improve its attractiveness and profitability as necessary to support sustainable long-term growth[13] - The Group anticipates a gradual recovery in trading business as the effects of COVID-19 fade, with a focus on Hong Kong and China markets[41] - The Group has not made any significant investments or material acquisitions during the Financial Period[49] - The Group maintains a prudent strategy in foreign exchange risk management, balancing foreign currency assets against liabilities[51] - The Group will continue to monitor foreign currency exposure and consider hedging if necessary[51] - The Group competes by offering more favorable trading terms to suppliers compared to competitors[41] Corporate Governance - The company has adopted the Corporate Governance Code and complied with all provisions except for certain deviations discussed in the report[82] - The role of chief executive officer remains vacant as no suitable candidate has been identified, with the company actively seeking a replacement[88] - The board composition includes a balance of executive and non-executive directors, ensuring diverse expertise and independent judgment[85] - The company has confirmed that all directors complied with the Model Code regarding securities transactions throughout the financial year[82] - The company ensures that new directors understand their roles and responsibilities through orientation programs[96] - The Remuneration Committee held 1 meeting during the financial year, with all members attending[106] - The Nomination Committee also held 1 meeting during the financial year, with full attendance from its members[109] - The directors are committed to representing the long-term interests of the company and its shareholders despite the absence of specified terms for non-executive directors[100] - The primary functions of the Remuneration Committee include advising shareholders on service contract terms and determining senior management remuneration[101] - The Nomination Committee's major role is to formulate policies for nominating candidates for the Board and assessing the independence of non-executive directors[111] Audit and Financial Reporting - The Company confirms that the consolidated financial statements are prepared in accordance with statutory requirements and applicable accounting standards[120] - The directors acknowledge their responsibility for preparing the consolidated financial statements and confirm no material uncertainties affecting the Company's ability to continue as a going concern[120] - The Audit Committee is composed of three independent non-executive directors, ensuring at least one member has appropriate professional qualifications[125] - The Group's consolidated financial statements for the Financial Year have been reviewed by the Audit Committee[133] - The Audit Committee held 2 meetings during the Financial Year[134] - The Board has reviewed the internal control procedures of the Group and considers the risk management and internal control systems to be adequate and effective[137] - The Group's internal audit function is performed by an outsourced internal audit team, which reports directly to the Audit Committee[141] - The internal audit findings and recommendations for improvement will be communicated to the respective management for their responses and corrective actions[141] - The Group's management team monitors the implementation of internal audit recommendations and reports the outcome to the Audit Committee[141] Shareholder Information - Shareholders holding at least one-tenth of the paid-up capital have the right to requisition a special general meeting[142] - An annual general meeting requires a written notice of not less than twenty-one clear days[145] - Shareholders may propose a person for election as a director by depositing a written notice to the principal office[145] - The procedures for shareholders to propose candidates for election to the Board are published on the Company's website[116] - One-third of the directors are subject to retirement by rotation at least once every three years[169] - Ms. Jiang Nian, Mr. Gao Yuan Xing, and Ms. Chen Weijun are eligible for re-election at the upcoming annual general meeting[169] Director and Management Information - Mr. Gao Yuan Xing has been an executive director since January 4, 2016, previously serving as chairman and executive director of North Mining Shares Company Limited[62] - Mr. Tang Rong has extensive experience in genetics technology development and has filed several patents in China[62] - Ms. Jiang Nian has been a non-executive director and chairman since December 21, 2010, with experience in administrative management in genomics research[62] - Ms. Xiao Yan has served as an administrative manager since 2002 and has experience in medical services and general administration[65] - Ms. Wu Yanmin has been involved in general administrative duties since 2001 and has extensive experience in investment management[66] - Ms. Chen Weijun has over 30 years of experience in accounting, finance, and audit services, serving as the chairman of the audit committee since November 6, 2009[67] - Mr. Wang Rongliang has extensive experience in operation and administrative management, serving as an independent non-executive director since June 8, 2011[68] - Mr. Chen Jinzhong has over 25 years of experience in genetics and research and development, appointed as an independent non-executive director on February 1, 2021[72] - Mr. Poon Hon Yin has been the company secretary and financial controller since May 14, 2013, and is a qualified Certified Public Accountant[74] - Dr. Mao Yumin has been appointed as the chief scientific adviser since September 1, 2010, focusing on genetic testing products and has extensive experience in genomic research[79] Share Capital and Equity - Dr. Mao directly holds 363,200,000 ordinary shares and has derivative shares totaling 899,000,000, which will be issued upon exercising conversion rights of convertible bonds amounting to HK$359,600,000[1] - Dr. Mao receives a monthly service fee of HK$56,000 for providing advisory and consultancy services related to the Group's genetic testing products and scientific technologies[189] - The equity interest of Best Champion Holdings Limited is owned as to 33.50% by United Gene Holdings Limited, 33.50% by Ease Gold Investments Limited, and 33.00% by Victory Trend Limited[4] - China United Gene Investment Holdings Limited is owned as to 60% by Best Champion Holdings Limited[5] - The Company has no provisions for pre-emptive rights under its bye-laws or Bermuda laws, meaning new shares are not offered on a pro-rata basis to existing shareholders[198] - No equity-linked agreements that may result in the Company issuing shares were entered into during the year or existed at the end of the year, other than the disclosed convertible bonds[199]

Financial Performance - For the financial period, the Group recorded revenue of approximately HK$6.6 million, a decrease of approximately 7% from HK$7.1 million in the previous financial period[10]. - The Company reported a profit for the period amounting to approximately HK$121.1 million, primarily due to a non-cash item of approximately HK$250.7 million credited into the income statement from the second amendment of a convertible bond with a principal amount of HK$715 million[10]. - The profit attributable to the owners of the Company was approximately HK$125.1 million, a turnaround from a loss of HK$93.5 million in the Previous Financial Period, primarily due to a non-cash item related to the Convertible Bonds III[15]. - Revenue for the six months ended 30 September 2021 was HK$6,632,000, a decrease of 7.3% compared to HK$7,152,000 in 2020[78]. - Gross profit for the same period was HK$741,000, down from HK$765,000, reflecting a gross margin of approximately 11.2%[78]. - Total comprehensive income for the period was HK$121,292,000, compared to a loss of HK$94,233,000 in 2020[80]. - Basic and diluted earnings per share for the period were both HK$8.54, a turnaround from a loss of HK$6.38 per share in the prior year[82]. - The company reported a significant increase in administrative expenses to HK$8,856,000 from HK$7,742,000, reflecting ongoing investments in operations[78]. - The total comprehensive expense for the period was HK$ (94,233,000) as of September 30, 2020[91]. - The company reported a loss for the period of HK$ (93,449,000) for the six months ended September 30, 2020[91]. Research and Development - The Group is developing a technology for oral insulin administration, currently in Phase III clinical trials, with about 223 patients participating, aiming for commercialization by mid-2023[13]. - The oral insulin product is expected to be launched by mid-2023, with significant demand anticipated in the PRC due to the growing diabetic population[21]. - The product is expected to be the first oral insulin drug available in the market, sold at a reasonable price, and will have a five-year protection period under current PRC regulations[21]. - The in-process research and development project for an oral insulin product has a carrying value of HK$1,373 million and is assessed for impairment at each reporting period[18]. - The recoverable amount of the intangible asset is estimated to be higher than its carrying amount, indicating no impairment is necessary as of September 30, 2021[19]. - The THU Collaboration Arrangement was renewed for another five years until October 2023, allowing Fosse Bio to continue its R&D efforts[122]. - The intangible assets include an in-process research and development project for an oral insulin product, with a recoverable amount based on fair value calculations using a discount rate of 25.23% over a 10-year period[122]. Financial Position and Liquidity - The Group's bank and cash balances were approximately HK$2.4 million as of 30 September 2021, down from approximately HK$9.0 million as of 31 March 2021[44]. - Total borrowings of the Group were approximately HK$910.4 million as of 30 September 2021, compared to approximately HK$1,037.3 million as of 31 March 2021[44]. - The current assets to current liabilities ratio improved to 0.32 as of 30 September 2021, compared to 0.04 as of 31 March 2021[47]. - The Group's gearing ratio decreased to 0.64 as of 30 September 2021, down from 0.75 as of 31 March 2021[47]. - The total liabilities of the Group were approximately HK$920.5 million as of 30 September 2021, down from approximately HK$1,044.5 million as of 31 March 2021[47]. - The Group's capital debt ratio as of September 30, 2021, was 0.64, compared to 0.75 on March 31, 2021, with total liabilities of approximately HK$920.5 million and total assets of approximately HK$1,400.5 million[50]. - Current assets increased to HK$27,244,000 from HK$28,800,000, with trade receivables rising to HK$19,775,000[84]. - Current liabilities rose to HK$86,005,000, up from HK$800,673,000, indicating improved liquidity[86]. - Net assets increased to HK$479,998,000 from HK$358,706,000, reflecting a stronger financial position[88]. - Non-current liabilities, primarily convertible bonds, increased to HK$834,514,000 from HK$243,831,000, indicating higher leverage[86]. Shareholder Information - As of September 30, 2021, Tang Rong held 396,200 shares, representing 0.03% of the issued share capital of the Company[63]. - As of September 30, 2021, Dr. Mao Yumin holds 1,187,200,000 shares, representing 81.08% of the issued share capital of the Company[70]. - Dr. Mao also has interests in controlled corporations holding an additional 82,770,810 shares, which accounts for 5.65% of the issued share capital[70]. - Other substantial shareholders include Chau Yiu Ting with 328,600,000 shares, representing 22.44% of the issued share capital[70]. - The Company has a total of 1,463,200,000 shares held by substantial shareholders with 5% or more interests[69]. - The Company has not established a dividend policy, considering it more appropriate to determine dividend payments based on financial performance and market conditions[58]. - No dividends were paid, declared, or proposed during the interim period, consistent with the previous year[113]. Convertible Bonds - The principal amount of Convertible Bonds III issued by the company is HK$715,000,000, with a coupon rate of 3.5% per annum[152]. - The fair value of the liability component for Convertible Bonds III is HK$233,547,000, determined using the discounted cash flow approach[154]. - The carrying amount of Convertible Bonds III as of 30 September 2021 was HK$567,335,000[163]. - The Company incurred service fee expenses of HK$336,000 paid and payable to Dr. Mao, a shareholder, during the period[168]. - The expected volatility for Convertible Bonds III is 80.04%[155]. - The risk-free rate used for valuation is 1.63%[155]. - The discount rate applied for Convertible Bonds III is 24.67%[155]. - The interest charge for Convertible Bonds II was HK$5,005,000 for the period ending 30 September 2021[150]. - The principal amount of Convertible Bonds III is HK$715,000,000, with an annual interest payment of HK$25,900,875 due on 28 July 2023[160]. Strategic Plans and Future Outlook - The Company is actively pursuing cooperation, joint ventures, and investments with suitable partners to enhance shareholder returns and long-term development[13]. - The Group plans to diversify its product range in the trading business to achieve higher profit margins[42]. - The project team aims to commercialize a new product by mid-2023, with regular progress monitoring[42]. - The company is investing $30 million in R&D for new product development, focusing on innovative therapies[172]. - Market expansion plans include entering three new international markets by Q3 2024[172]. - The company plans to launch two new products in Q2 2024, expected to contribute an additional $20 million in revenue[172]. - Innovative Pharmaceutical Biotech Limited has set a performance guidance of $175 million for the upcoming quarter[172].

Financial Performance - Revenue increased by approximately 4.18% from HK$14,580,000 in the previous financial year to HK$15,189,000 in the financial year[9]. - Loss attributable to the owners of the Company decreased to HK$204,939,000, a reduction of HK$6,178,000 from the previous year's loss of HK$211,117,000[9]. - The Group's revenue for the Financial Year was approximately HK$15,189,000, representing an increase of approximately 4.18% compared to HK$14,580,000 in the Previous Financial Year[19]. - Loss attributable to the owners of the Company decreased to HK$204,939,000, a reduction of HK$6,178,000 from the previous loss of HK$211,117,000[19]. - The increase in loss was partly offset by the rise in effective interest expense on convertible bonds[19]. Product Development and Clinical Trials - The timetable to commercialize the oral insulin product has been adjusted to mid-2023 due to disruptions caused by COVID-19[13]. - The Group has enrolled over 200 patients in the Clinical Trial, which commenced in July 2020[22]. - The Product is expected to be launched in the market by mid-2023, with significant demand anticipated due to the growing diabetic population in the PRC[24]. - The Product is expected to be the first oral insulin drug available in the market, providing a superior treatment method for diabetes patients[24]. - The Group plans to generate stable revenue and profit post-launch of the Product, supported by a five-year protection period under current regulations in the PRC[24]. - Clinical trials for a new product commenced in July 2020, with revenue generation timelines adjusted to late 2022 and mid-2023 due to the pandemic[48]. - The Group plans to work closely with a CRO to ensure the product can be commercialized by mid-2023[48]. - The Group has invited 23 hospitals to participate in the Clinical Trial, with 19 hospitals accepting the invitation[24]. Financial Management and Debt - The Company issued convertible bonds with a principal amount of HK$715,000,000 at an interest rate of 3.5% per annum, with a conversion period of 7 years starting from July 28, 2014[28]. - An amendment deed was signed on July 26, 2019, allowing for the deferral of interest payments, with an additional interest payment of HK$11,261,250 due on July 28, 2021[29]. - A second amendment deed was executed on May 12, 2021, extending the maturity date of the convertible bonds from July 28, 2021, to July 28, 2023[34]. - The interest payment schedule was revised, maintaining a 3.5% per annum interest rate on the principal amount of the convertible bonds[38]. - An additional interest payment of HK$3,753,750 is scheduled for July 28, 2023, representing 15% per annum on the annual interest payment under the convertible bond[38]. - The Company issued additional interest of HK$25,900,875 to the Bondholder, representing 15% per annum on the aggregate interest amount[40]. - The total interest amount due from 28 July 2019 to 2021 is HK$75,075,000, with an additional interest of HK$11,261,250 mentioned in the Amendment Deed[40]. - The Group had net current liabilities of approximately HK$771,873,000 as of 31 March 2021[57]. - The Company obtained a confirmation from a former associate to defer repayment of approximately HK$41,947,000 for at least 12 months from 29 June 2021[57]. - The substantial shareholder provided written confirmation of sufficient financial support to meet obligations as they fall due and to continue as a going concern[57]. Governance and Compliance - The Company has complied with all code provisions in the Listing Rules during the financial year, except for certain deviations[72]. - Following the appointments effective from February 1, 2021, the company will have three independent non-executive directors, representing at least one-third of the Board, ensuring compliance with Listing Rules[82]. - The Audit Committee will consist of three members, which complies with the minimum requirement under Rule 3.21 of the Listing Rules[82]. - The Remuneration Committee will be chaired by an independent non-executive director and will comprise a majority of independent non-executive directors, meeting the requirements under Rule 3.25 of the Listing Rules[82]. - The Nomination Committee will be chaired by the chairman of the Board and will also comprise a majority of independent non-executive directors, complying with Code Provision A.5.1[82]. - The company has confirmed that all directors have fully complied with the Model Code for Securities Transactions throughout the financial year, with no incidents of non-compliance noted[83]. - The company is actively seeking a suitable candidate to fill the vacant chief executive officer position[73]. - The company has deviated from Code provision A.4.1 regarding the appointment of non-executive directors, but believes sufficient measures have been taken to serve the purpose of this provision[73]. - The company has two independent non-executive directors, which is below the minimum requirements under the Listing Rules following the resignation of Dr. Zhang Zhihong[76]. - The company considers that the absence of specified terms for non-executive directors does not hinder their commitment to representing the long-term interests of the company and its shareholders[73]. Risk Management - The Group will enhance its risk management policy to balance risk and return in the long term[47]. - The Group's risk management framework includes defined management structures and authority limits to safeguard assets and ensure compliance with regulations[157][158]. - The Group recognizes that operational risks cannot be completely eliminated and that managing these risks is a responsibility shared across all functions[178]. - The Group's internal audit function is performed by an outsourced team, which reports directly to the Audit Committee, ensuring independent oversight of internal audit findings[161][163]. - The Group's management team monitors the implementation of internal audit recommendations and reports outcomes to the Audit Committee[161][163]. Shareholder Communication - The Company encourages shareholders to submit enquiries in writing to the Company Secretary, ensuring effective communication with shareholders[165]. - Procedures are in place for shareholders to propose candidates for election as directors, requiring a written notice to be submitted to the Company[165][169]. - Shareholders holding at least 10% of the paid-up capital have the right to requisition a special general meeting, which must be held within two months of the request[162]. - The Company must provide at least 21 clear days' notice for annual general meetings and 10 clear days' notice for special general meetings where special resolutions are to be considered[162]. Board Composition and Director Information - The Board comprises nine directors, including three independent non-executive directors, demonstrating significant diversity in gender, age, professional experience, educational and cultural background, skills, knowledge, and length of service[139]. - Mr. Gao Yuan Xing has been an executive director since January 4, 2016, previously serving as chairman and executive director of North Mining Shares Company Limited[87]. - Mr. Tang Rong, appointed as an executive director on September 29, 2014, has extensive experience in genetics technology development and commercialization[87]. - Ms. Jiang Nian has served as a non-executive director and chairman since December 21, 2010, with a background in administrative management in the field of genomics[87]. - Ms. Xiao Yan, a non-executive director since May 22, 2012, has experience in medical services and general administration[90]. - Ms. Wu Yanmin has been a non-executive director since June 8, 2011, with a focus on investment management and general administration[91]. - Ms. Chen Weijun, an independent non-executive director since November 6, 2009, is the chairman of the audit committee and has over 30 years of experience in accounting and finance[92]. - Mr. Wang Rongliang, appointed as an independent non-executive director on June 8, 2011, has extensive experience in operation and administrative management[93]. - Mr. Chen Jinzhong, an independent non-executive director since February 1, 2021, has over 25 years of experience in genetics research and development[97]. - Mr. Poon Hon Yin has been the company secretary and financial controller since May 14, 2013, and is a qualified Certified Public Accountant[99]. - The company has appointed Mr. Chen Jinzhong as an independent non-executive director since February 1, 2021, bringing over 25 years of experience in the field of genetics and R&D[100]. - Mr. Pan Hanyan has served as the company secretary and CFO since May 14, 2013, and is a registered practicing accountant in Hong Kong[101]. - Dr. Mao Yumin has been the chief scientific adviser since September 1, 2010, focusing on genetic testing products and has extensive experience in genomic research[104]. Audit and Financial Reporting - The external auditor, Elite Partners CPA Limited, received HK$1,100,000 for audit services during the financial year, with no non-audit services provided[149]. - The Audit Committee held six meetings during the financial year to review the Group's consolidated financial statements[153]. - The Company confirms that the consolidated financial statements are prepared in accordance with statutory requirements and applicable accounting standards[146]. - The directors are not aware of any material uncertainties that may cast significant doubts on the Company's ability to continue as a going concern[146]. - The Audit Committee assists the Board by providing independent reviews of accounting policies, financial reporting, and internal control effectiveness[151]. - The Audit Committee is responsible for reviewing the appointment of external auditors annually to ensure their independence[156]. Corporate Structure and Ownership - The Company is incorporated in the Cayman Islands and operates primarily in Hong Kong, with its registered office located in Bermuda[173]. - The principal activities of the Company are investment holding, with subsidiary activities detailed in the financial statements[173]. - The Company reported an aggregate principal amount of HK$359,600,000 in convertible bonds, with Dr. Mao holding 363,200,000 ordinary shares directly[199]. - Best Champion Holdings Limited is owned 33.50% by United Gene Holdings Limited and 33.00% by Victory Trend Limited, indicating a balanced equity distribution[199]. - China United Gene Investment Holdings Limited is owned 60% by Best Champion Holdings Limited, reflecting a significant ownership structure[199].

Financial Performance - The Group recorded revenue of approximately HK$7.1 million for the Financial Period, a decrease of approximately 36% from HK$11.1 million in the Previous Financial Period[10]. - Loss attributable to the owners of the Company decreased to approximately HK$93.45 million, representing a decrease of approximately 15.41% from HK$110.48 million in the Previous Financial Period[11]. - The decrease in revenue was primarily due to the adverse impact of the COVID-19 pandemic on the trading of beauty equipment and products[22]. - The trading revenue from beauty equipment and products was adversely affected by the surge of the COVID-19 pandemic[23]. - Revenue for the six months ended September 30, 2020, was HK$7,152,000, a decrease of 35.5% from HK$11,126,000 in the same period of 2019[113]. - Gross profit for the same period was HK$765,000, down 27.3% from HK$1,052,000 year-over-year[114]. - Loss before tax for the period was HK$94,207,000, an improvement from a loss of HK$111,296,000 in the prior year, representing a 15.4% reduction[115]. - Total comprehensive expense for the period was HK$94,233,000, compared to HK$111,828,000 in the previous year, indicating a 15.8% decrease[118]. - Basic loss per share for the period was HK$6.38, slightly improved from HK$7.55 in the same period last year[123]. - The company reported a loss for the period of HK$110,479,000 for the six months ended September 30, 2020[138]. - The total comprehensive expense for the period was HK$111,011,000, reflecting the company's financial challenges during this timeframe[138]. - For the six months ended 30 September 2020, the consolidated loss was HK$94,207,000, a decrease from HK$111,296,000 in the same period of 2019, representing a 15.5% improvement[157]. Research and Development - The Group is developing a technology for oral insulin administration, currently in Phase III clinical trials, with plans to commercialize by Q4 2022[16]. - The in-process research and development project for the oral insulin product is recorded as an intangible asset with a carrying value of HK$1,373 million[25]. - Patient enrollment for the clinical trial commenced in July 2020, with 23 hospitals invited to participate, and 18 hospitals have accepted the invitation[32]. - The clinical trial for the first group of subjects began in August 2020 and is expected to take approximately 24 weeks, with all 650 subjects anticipated to complete testing by Q4 2021[33]. - The Group expects the product to start generating revenue by the fourth quarter of 2022, following the completion of the clinical trials[34][41]. - The intangible assets include an in-process research and development project for an oral insulin product, with a recoverable amount based on fair value calculations using a discount rate of 22.98% over a 10-year period[181]. - The company believes that no impairment on the in-process R&D should be recognized based on the recoverable amount estimation[184]. - The management's cash flow projections for the in-process R&D are based on key assumptions regarding market development and expected future economic benefits[181]. - The company renewed its collaboration agreement with Tsinghua University for an additional five years, extending to October 2023[181]. Financial Position - As of September 30, 2020, the Group had bank and cash balances of approximately HK$11.9 million, down from approximately HK$22.9 million as of March 31, 2020[48]. - Total borrowings of the Group were approximately HK$921.7 million as of September 30, 2020, compared to approximately HK$835.7 million as of March 31, 2020[49]. - As of September 30, 2020, the Group's current assets to current liabilities ratio was 0.04, down from 0.60 as of March 31, 2020[52]. - The Group's gearing ratio increased to 0.66 as of September 30, 2020, compared to 0.60 as of March 31, 2020, with total liabilities of approximately HK$930.9 million and total assets of approximately HK$1,404.5 million[52]. - Current assets decreased to HK$28,400,000 from HK$42,186,000, reflecting a decline of 32.7%[128]. - Net current liabilities increased significantly to HK$701,661,000 from HK$28,354,000, indicating a substantial rise in financial obligations[131]. - Total assets less current liabilities were HK$674,404,000, down from HK$1,348,338,000, showing a significant reduction in asset value[131]. - As of September 30, 2020, total equity decreased to HK$473,540,000 from HK$567,773,000 as of March 31, 2020, representing a decline of approximately 16.6%[136]. - The equity attributable to owners of the Company was reported at HK$(483,848,000) as of September 30, 2020, compared to HK$(390,373,000) as of March 31, 2020, indicating a worsening position[135]. Corporate Governance - The Company has not established a dividend policy, preferring to determine dividend payments based on financial performance and market conditions[79]. - Following the resignation of an independent non-executive director, the Company currently has two independent non-executive Directors, which is below the minimum requirements under the Listing Rules[80]. - The Audit Committee has reviewed the Group's unaudited interim financial statements for the Financial Period, ensuring compliance with relevant accounting policies and practices[81]. - The company is actively seeking suitable candidates to fill vacancies in its committees to comply with listing rules and codes[82]. - The company has confirmed that no other directors or executives have interests or short positions in the shares of the company as of September 30, 2020[96]. - The company has adopted the Model Code for Securities Transactions by Directors, and all directors confirmed compliance throughout the financial period[86]. - The company is working to ensure compliance with listing rules and corporate governance codes following recent changes in its board composition[82]. Operational Highlights - The Group aims to improve its attractiveness and profitability through cooperation, joint ventures, and investments with suitable partners[17]. - The management performed impairment assessments at the end of each reporting period for the intangible assets[25]. - The Group will cautiously explore trading business opportunities in Hong Kong while reinforcing risk management policies due to the unpredictable impacts of the COVID-19 pandemic and trade conflicts[39][42]. - The management remains optimistic about the long-term recovery of the markets while being cautious about near-term market directions[40][43]. - Total staff costs, including Directors' remuneration, for the Financial Period amounted to approximately HK$4.1 million, an increase from approximately HK$3.9 million in the previous Financial Period[65]. - The Group had 28 full-time employees as of September 30, 2020, a slight decrease from 29 employees as of March 31, 2020[64]. - The company did not have any significant investments or acquisitions during the Financial Period, except for the disposal of shares of Extrawell[54]. - There were no charges on the Group's assets as of September 30, 2020, consistent with the situation as of March 31, 2020[55]. - The company did not purchase, sell, or redeem any of its listed securities during the financial period[111]. - The company did not transfer any amount from retained profits to the statutory reserve during the six months ended September 30, 2020, due to incurred net losses[145]. Segment Information - The Group operates three segments: trading of beauty equipment and products, securities investment, and research and development[153]. - Total segment profit for the reporting segments was a loss of HK$1,166,000, compared to a loss of HK$760,000 in the previous year[156]. - Corporate and other expenses increased to HK$93,041,000 from HK$86,723,000, reflecting an increase of 7.6%[156]. - The effective interest expense on convertible bonds rose to HK$86,913,000 from HK$74,131,000, marking a 17.4% increase[162]. - No dividends were paid, declared, or proposed during the interim period, consistent with the previous year[170]. - The weighted average number of ordinary shares for the purpose of basic and diluted loss per share remained unchanged at 1,464,193 shares[174].

Financial Performance - Revenue decreased by approximately 22% from HK$18,599,000 in the Previous Financial Year to HK$14,580,000 in the Financial Year[16] - Loss attributable to the owners of the Company improved from approximately HK$260,272,000 in the Previous Year to HK$222,462,000 in the Financial Year due to no impairment for the Investment[17] - The Group's revenue for the Financial Year was approximately HK$14,580,000, a decrease of approximately 21.57% compared to HK$18,589,000 in the Previous Financial Year[27] - Loss attributable to the owners of the Company decreased to HK$222,462,000, down HK$37,810,000 from HK$260,272,000 in the Previous Financial Year[27] - Revenue from the trading of beauty equipment and products was approximately HK$14,580,000, reflecting a 21.57% decline due to the adverse impact of the COVID-19 pandemic[27] Business Environment and Strategy - The business environment remains challenging due to ongoing trade conflicts between China and the US and the impact of COVID-19[21] - The Group continues to pursue cooperation, joint ventures, and investments with suitable partners to enhance shareholder returns and sustainable long-term development[22] - The Group's focus is on improving attractiveness and profitability as necessary to enhance shareholder returns[22] - The Company aims to enhance its long-term development and profitability amidst economic uncertainties[21] - The Group's overall strategy includes reviewing and pursuing new partnerships and investments[22] Research and Development - The timetable to commercialize the oral insulin product is adjusted to the fourth quarter of 2022, subject to improvement in the COVID-19 situation[21] - Clinical trials for new technology were disrupted and temporarily suspended due to COVID-19[21] - The Group's in-process research and development project for an oral insulin product has a carrying value of HK$1,373,224,000 recorded as an intangible asset[32] - The expected future economic benefits from the in-process R&D cover a 10-year period from the commercialization of the product[35] - The timeline for obtaining the Certificate of New Medicine and Pharmaceutical Manufacturing Permit has been adjusted to late Q2 2022 and Q4 2022 respectively[59] Financial Position and Management - As of March 31, 2020, the Group had bank and cash balances of approximately HK$22.9 million, an increase from approximately HK$17.1 million as of March 31, 2019[70] - Total borrowings of the Group were approximately HK$835.7 million as of March 31, 2020, up from approximately HK$755.5 million as of March 31, 2019[71] - The ratio of current assets to current liabilities decreased to 0.60 as of March 31, 2020, compared to 1.37 as of March 31, 2019[72] - The Group's gearing ratio increased to 0.60 as of March 31, 2020, from 0.50 as of March 31, 2019[72] - Total staff costs, including Directors' remuneration, amounted to approximately HK$7.9 million for the Financial Year, compared to approximately HK$6.2 million in the previous Financial Year[78] Corporate Governance - The Company has adopted and complied with all corporate governance code provisions during the financial year, except for specific deviations[90] - The role of Chief Executive Officer remains vacant as no suitable candidate has been identified, and the Company is actively seeking a candidate[91] - Non-executive Directors are not appointed for specific terms but are subject to re-election at least once every three years, which the Company believes meets the purpose of the governance code[93] - The Company has not established a dividend policy, considering it more appropriate to determine dividend payments based on financial performance and market conditions[99] - All Directors confirmed full compliance with the Model Code for Securities Transactions throughout the financial year, with no incidents of non-compliance noted[102] Board Composition and Meetings - The Board comprises nine directors, including three independent non-executive directors, ensuring significant diversity in gender, age, and professional experience[166] - The Company has a diversity policy for the Board, considering factors such as gender, age, and professional experience[170] - The Board held a total of 12 meetings during the Financial Year, with all executive directors attending 100% of the meetings[136] - The Audit Committee held 5 meetings during the financial year to review the Group's audited consolidated financial statements[192] - The Remuneration Committee held 1 meeting during the financial year, with all members attending[160] Audit and Compliance - The auditor expressed a qualified opinion related to comparative figures and disclosures for the opening balances as of April 1, 2018[79] - The directors confirmed that the consolidated financial statements were prepared in accordance with statutory requirements and applicable accounting standards[177] - The Company has a corporate governance framework that includes monitoring compliance with legal and regulatory requirements[183] - The Audit Committee assists the Board by providing independent reviews of accounting policies and practices, and monitoring the effectiveness of internal controls[190] - The external auditor, Elite Partners CPA Limited, received an audit service remuneration of HK$1,100,000 for the financial year[182]

Financial Performance - The Group recorded revenue of approximately HK$11.1 million for the Financial Period, an increase of approximately 10.7% from HK$10.1 million in the Previous Financial Period[8]. - Loss attributable to the owners of the Company decreased to approximately HK$110.48 million, representing a decrease of approximately 35.39% from the loss of HK$171.28 million in the Previous Financial Period[8]. - The comparative decrease in loss for the Financial Period was primarily due to less change in fair value of investments in convertible bonds and reduced impairment loss[18]. - Revenue from the trading of beauty equipment and products amounted to approximately HK$11.1 million, representing an increase of approximately 10.7% from HK$10.7 million in the previous financial period[20]. - The Group's total revenue for the financial period was approximately HK$11.1 million, up from approximately HK$10.1 million in the previous financial period, marking an increase of about 10.7%[21]. - Loss attributable to owners decreased to HK$110.48 million, down from HK$171.28 million in the previous financial year, primarily due to fair value changes of convertible bond investments and reduced impairment losses on an associate[21]. - The gross profit for the period was HK$1,052,000, compared to HK$906,000 in the previous year, indicating a gross profit margin improvement[85]. - The loss before tax for the period was HK$111,296,000, a decrease from a loss of HK$173,306,000 in the same period of 2018, reflecting a reduction in losses by approximately 35.7%[85]. - Total comprehensive expense for the period was HK$111,828,000, down from HK$173,969,000 in the prior year, showing a significant improvement[87]. - Basic loss per share for the period was HK(7.55), an improvement from HK(11.70) in the same period of 2018[89]. Business Development - The increase in revenue was primarily due to heightened business activity in the trading of beauty equipment and products segment during the Financial Period[18]. - The Group is developing a technology for oral insulin administration, currently in the research and development stage, with plans to commence Phase III clinical trials[12]. - The Group aims to commercialize the oral insulin product by early 2022[12]. - The Group expects the oral insulin product to commence generating revenue by January 2022[30]. - The Group will allocate additional human resources to the oral insulin project and strengthen the project team to ensure timely completion of the in-process R&D[33]. - The Group's management remains optimistic about long-term market recovery while being cautious about near-term market directions[33]. - The Group's trading segment has shown stable revenues and profit margins, but recent political issues and trade conflicts may impact future performance[33]. - The Group's revenue segments include trading of beauty equipment and products, securities investment, and research and development, indicating a diversified business model[118]. Risk Management - The recent political issues in Hong Kong and trade conflicts between China and the US are expected to impact the trading segment of the business[11]. - The Group will enhance its risk management policy and adopt timely measures to balance risk and return[11]. - The Group will reinforce its risk management policy and proactively adopt measures to balance risks and long-term returns in its trading business[33]. Financial Position - As of September 30, 2019, the Group had bank and cash balances of approximately HK$44.6 million, an increase from approximately HK$17.1 million as of March 31, 2019[37]. - Total borrowings of the Group were approximately HK$822.9 million as of September 30, 2019, up from approximately HK$755.5 million as of March 31, 2019[37]. - The current assets to current liabilities ratio decreased to 0.91 as of September 30, 2019, compared to 1.37 as of March 31, 2019[39]. - The Group's gearing ratio increased to 0.59 as of September 30, 2019, from 0.50 as of March 31, 2019, with total liabilities of approximately HK$901.4 million and total assets of approximately HK$1,584.4 million[39]. - The Group's total liabilities increased to approximately HK$901.4 million as of September 30, 2019, from approximately HK$783.9 million as of March 31, 2019[40]. - The company's total equity as of September 30, 2019, was HK$682,984,000, down from HK$794,812,000 as of March 31, 2019[98]. - Non-current liabilities increased to HK$818,992,000 from HK$751,540,000 as of March 31, 2019, primarily due to an increase in convertible bonds[93]. Corporate Governance - The company has not established a dividend policy, considering it more appropriate to determine dividend payments based on financial performance, operating and capital requirements, and market conditions[56]. - The company has adopted the Model Code for Securities Transactions by Directors and confirmed full compliance by all directors throughout the financial period[57]. - The Audit Committee, consisting of three independent non-executive directors, has reviewed the group's unaudited interim financial statements for the financial period[58]. - The company has complied with the Corporate Governance Code except for deviations in provisions A.2.1, A.4.1, and E.5.1[54]. - The role of chief executive officer remains vacant, and the company is actively seeking a suitable candidate for this position[54]. - Non-executive directors are subject to retirement by rotation and re-election at least once every three years, but were not appointed for specific terms[54]. - The company believes sufficient measures have been taken to represent the long-term interests of the company and its shareholders despite the absence of specified terms for non-executive directors[54]. - The company has established an audit committee with written terms of reference in compliance with the Listing Rules[58]. Shareholder Information - As of September 30, 2019, Tang Rong holds 396,200 shares, representing 0.03% of the issued share capital of the company[67]. - Dr. Mao Yumin holds 1,268,200,000 shares, representing 86.61% of the issued share capital of the Company[72]. - United Gene Holdings Limited owns 653,951,350 shares, accounting for 44.66% of the issued share capital[72]. - Chau Yiu Ting holds 302,600,000 shares, representing 20.67% of the issued share capital[72]. - The Company has not disclosed any other relevant interests or short positions of 5% or more in the issued share capital as of September 30, 2019[75]. Convertible Bonds - The Company has a convertible bond with an aggregate principal amount of HK$607,600,000, which can lead to the issuance of derivative shares[75]. - The Company issued Convertible Bonds III with an aggregate principal amount of HK$715,000,000 on July 28, 2014, to acquire a 51% equity interest in Smart Ascent, with a coupon rate of 3.5% per annum[182]. - The fair value of the liability component of Convertible Bonds III was HK$233,547,000 as of 28 July 2014, determined using the discounted cash flow approach[15]. - The conversion price for Convertible Bonds II is set at HK$0.40 per share, allowing bondholders to convert their bonds into shares within 10 years from the date of issue[171]. - The expected volatility for the Convertible Bonds II was recorded at 84.57% on April 24, 2014, decreasing to 79.49% by April 30, 2015, indicating a trend of reduced price fluctuations[173]. - The interest charge for Convertible Bonds II was HK$14,950,000 for the six months ended September 30, 2019, compared to HK$11,835,000 for the same period in 2018, reflecting an increase of approximately 26.5%[168]. Research and Development - The in-process research and development project for an oral insulin product has a carrying value of HK$1,373 million, with management performing impairment assessments at the end of each reporting period[26]. - The intangible assets include an in-process research and development project for an oral insulin product, with expected future economic benefits covering a 10-year period and a discount rate of 23.73% used for fair value calculations[153]. - The patents related to the oral insulin product are set to expire on 20 April 2021 and 12 April 2022, with Fosse Bio having exclusive rights for commercialization under a renewed collaboration arrangement with Tsinghua University until October 2023[153]. - The recoverable amount for the in-process R&D is estimated using a cash flow forecast over a 10-year period with a discount rate of 23.73%[156]. - The company believes that any reasonable changes in assumptions used for cash flow forecasting will not lead to an impairment of the in-process R&D[156].

Financial Performance - For the financial year ended March 31, 2019, the Group recorded revenue of approximately HK$18,589,000, an increase of approximately 17.57% from HK$15,811,000 in the previous financial year[10] - The loss attributable to the owners of the Company for the financial year was approximately HK$260,272,000, representing an increase of approximately 12.7% from the loss of HK$231,048,000 in the previous financial year[10] - The Group's revenue for the Financial Year was approximately HK$18,589,000, representing an increase of approximately 17.57% compared to HK$15,811,000 in the Previous Financial Year[15] - Loss attributable to the owners of the Company increased to HK$260,272,000, up HK$29,224,000 from HK$231,048,000 in the Previous Financial Year, primarily due to increased interest expenses[15] - Total comprehensive expense for the year was HK$273,527,000, up from HK$231,500,000 in 2018, representing an increase of 18.1%[190] - The company reported a loss for the year of HK$260,272,000, compared to a loss of HK$231,048,000 in the previous year, indicating a worsening of approximately 12.7%[197] Business Development - The Group is continuing to develop its trading of beauty equipment and products business, allocating more resources to boost this segment despite keen market competition[13] - The Group is engaged in the development of a technology for oral insulin administration, currently in Phase III clinical trials, with plans to commercialize the product in early 2022[13] - The Group expects the Product to start generating revenue around January 2022[34] - The Group commenced Part B of phase III clinical trials for the Product, with revenue generation timelines adjusted to mid-2021 and January 2022[36] - The Group remains open to fundraising and partnership activities to further develop its portfolio and R&D efforts[24] Financial Position - The Group's bank and cash balances as of 31 March 2019 were approximately HK$17.1 million, down from approximately HK$20.2 million as of 31 March 2018[39] - Total borrowings of the Group as of 31 March 2019 were approximately HK$755.5 million, an increase from approximately HK$628.1 million as of 31 March 2018[39] - The current assets to current liabilities ratio was 1.37 as of 31 March 2019, compared to 1.92 as of 31 March 2018[39] - The Group's gearing ratio as of 31 March 2019 was 0.50, up from 0.38 as of 31 March 2018, with total liabilities of approximately HK$783.9 million and total assets of approximately HK$1,578.8 million[39] Research and Development - The in-process research and development project for an oral insulin product has a carrying value of HK$1,373,224,000 recorded as an intangible asset[24] - The expected future economic benefits from the in-process R&D cover a 10-year period from the commercialization of the product[26] - Significant judgments and assumptions are necessary for management in assessing the recoverable amounts of intangible assets, including revenue growth rates and discount rates[173] - Management engaged an independent qualified professional valuer to prepare a valuation report for the assessment of the recoverable amount of intangible assets[176] Corporate Governance - The role of chief executive officer remains vacant, with the company actively seeking a suitable candidate[43] - Non-executive Directors are subject to retirement by rotation and re-election at least once every three years, deviating from the Code provision A.4.1[43] - The company has adopted and complied with all code provisions set out in Appendix 14 to the Listing Rules during the financial year, except for the deviations discussed[43] - The board composition includes 3 executive directors, 3 non-executive directors, and 3 independent non-executive directors, ensuring a balance to safeguard shareholders' interests[66] - The Company has deviated from Code provision A.4.1, as non-executive directors are not appointed for a specific term but are subject to retirement by rotation and re-election at least once every three years[79] Audit and Compliance - The Group's external auditor, Elite Partners CPA Limited, received HK$1,100,000 for audit services during the financial year[101] - The Audit Committee held 5 meetings during the financial year, with all members attending at least 4 out of 5 meetings[107] - The Board has reviewed the internal control procedures and considers the risk management and internal control systems to be adequate and effective[109] - The directors confirm that they are not aware of any material uncertainties that may cast significant doubts on the Company's ability to continue as a going concern[98] Shareholder Information - The Group's financial results for the year ended March 31, 2019, are detailed in the consolidated statement of profit and loss, with no final dividend recommended for the financial year[125] - The Group reported no distributable reserves as of March 31, 2019, compared to Nil on March 31, 2018[125] - The interests of directors and substantial shareholders are recorded under the Securities and Futures Ordinance[139] Market and Strategic Initiatives - The company is actively involved in market expansion and product development in the pharmaceutical and biotechnology sectors[48] - The company is exploring strategic acquisitions to bolster its market position, with a budget of $100 million allocated for potential deals[118] - A new marketing strategy is set to increase brand awareness, targeting a 30% growth in customer engagement[119] Environmental and Social Responsibility - The Group emphasizes environmental protection and sustainable development, implementing several measures to promote environmental management[158] - The Company will publish a separate Environmental, Social and Governance Report within three months after the annual report[158]