中期報告 202 包浩斯國際(控股)有限公司 (於開曼群島註冊成立之有限公司) - (股份代號:483) 目錄 02 財務摘要 04 公司資料 05 投資者資料 06 管理層討論及分析 14 簡明綜合損益及其他全面收益表 15 簡明綜合財務狀況報表 16 簡明綜合權益變動表 17 簡明綜合現金流量表 18 簡明綜合財務報表附註 33 其他資料 財務摘要 02 二零二一年 二零二零年 | --- | --- | --- | --- | --- | --- | |--------------------------------|-------|-------|-------------------|--------|----------------------| | 主要財務比率 | | 附註 | 四月至 \n九月期間 | 四月至 | 九月期間 變動 + ╱ – | | 表現 | | | | | | | 毛利率 | (%) | 1 | 60.7 | | 65.2 –4.5 個百分點 | | 純利率 | (%) | 2 | +29.2 | | –22.0 +51.2 個百分點 | | 平均股本回報率 | | | | ...

Financial Performance - The company reported a basic earnings per share of 27.1 HKD for the fiscal year 2020/21, a significant recovery from a loss of 47.0 HKD in the previous fiscal year 2019/20[50]. - The company's revenue for the fiscal year 2020/21 was 1,159.9 million HKD, a decrease from 1,293.7 million HKD in the fiscal year 2019/20, indicating a decline of approximately 10.3%[59]. - The net profit for the fiscal year was approximately HKD 99.7 million, a significant recovery from a net loss of HKD 172.6 million in 2020[83]. - The gross profit for the fiscal year 2020/21 was 909.6 million HKD, with a gross profit margin of 78.4%[63]. - Total dividends declared for the fiscal year 2020/21 amounted to 61.0 HKD per share, compared to 34.0 HKD per share in the fiscal year 2019/20, reflecting a 79.4% increase[50]. - The net profit margin for the fiscal year 2020/21 was 8.1%, recovering from a negative margin of -19.5% in the previous fiscal year[61]. - The company achieved rental concessions related to COVID-19 amounting to about HKD 49.2 million, compared to zero in 2020[86]. - The group recorded a net gain from the sale of properties of approximately HKD 47,400,000 for the year, compared to a gain of HKD 29,200,000 in 2020[98]. - The group achieved a net profit of approximately HKD 99,700,000 for the year, compared to a net loss of HKD 172,600,000 in 2020[98]. Operational Changes - The company has closed all offline stores outside of Hong Kong and Macau, shifting its business model to focus on online channels for overseas market opportunities[3]. - The company plans to sell and lease back a property in Hong Kong for approximately HKD 48 million, expected to be completed by August 31, 2021[5]. - The company is actively negotiating for rent reductions and more flexible leasing terms to manage fixed rental costs effectively[4]. - The company aims to maintain a manageable scale under reasonable profitability levels and will not pursue aggressive expansion until a sustainable economic recovery is evident[4]. - The company closed a number of underperforming stores, reducing its physical retail presence from 65 to 49 stores in Hong Kong and Macau[84]. Environmental Sustainability - The company is committed to minimizing environmental impact and ensuring compliance with environmental regulations[14]. - Nitrogen oxides (NOx) emissions decreased from 231.16 kg in 2019/20 to 125.67 kg in 2020/21, representing a reduction of approximately 45.5%[17]. - Total greenhouse gas emissions decreased by 4% year-over-year, despite a 5% increase due to the inclusion of data from Macau[18]. - Plastic bag usage decreased significantly from 16.22 tons in 2019/20 to 3.59 tons in 2020/21, a reduction of about 77.9%[27]. - The total amount of paper used dropped from 14.95 tons in 2019/20 to 10.34 tons in 2020/21, a decrease of approximately 30.5%[27]. - The company recycled 220 tons of waste from store closures and relocations in 2020/21, up from 178.5 tons in 2019/20, an increase of about 23.2%[30]. - The company continues to implement energy-saving measures, including the installation of LED lights and temperature controllers in air conditioning systems[20]. Employee and Customer Relations - As of March 31, 2021, the company had 259 employees in Hong Kong and Macau, with nearly 75% being frontline retail staff[32]. - The total number of employees decreased from 347 in 2020 to 259 in 2021, representing a reduction of approximately 25.4%[33]. - Employee training hours totaled 2,269 in the review year, a significant decrease from 4,182 hours in the previous year due to COVID-19 restrictions[37]. - Customer complaints decreased from 32 in 2020 to 19 in the review year, indicating an improvement in customer service[40]. - The company is committed to providing a safe and healthy work environment for its employees, along with regular training and team-building activities[173]. Corporate Governance - The company has adopted a corporate governance policy requiring new directors to receive at least 15 hours of tailored training to understand the business and their responsibilities[116]. - The board consists of three independent non-executive directors with appropriate professional qualifications and experience[124]. - The company has arranged suitable liability insurance for directors to protect against legal actions arising from corporate activities[116]. - The board of directors held regular meetings at least four times a year, with all directors receiving relevant documents for approval[123]. - The audit committee monitored the integrity of the group's financial information, including consolidated financial statements and annual reports[125]. Future Outlook - The company plans to continue focusing on market expansion and new product development to drive future growth[52]. - The company aims to enhance its operational efficiency and explore potential mergers and acquisitions to strengthen its market position[52]. - The board will review the dividend policy periodically and has the discretion to update or amend it as deemed necessary[162].

Financial Performance - Gross margin increased to 65.2%, up by 6.8 percentage points from 58.4% in the previous year[4] - Net profit margin improved to -22.0%, a 1.2 percentage point increase from -23.2%[4] - Average return on equity rose to -16.4%, an increase of 11.5 percentage points from -27.9%[4] - Average return on assets improved to -9.6%, up by 9.7 percentage points from -19.3%[4] - Basic loss per share decreased by 60.6% to HKD 10.2 from HKD 25.9[4] - The group reported a loss attributable to equity holders of the parent of HKD 37,573,000 for the six months ended September 30, 2020, compared to a loss of HKD 95,196,000 in the prior year[56] - The group reported a pre-tax loss of HKD 37,573,000 for the six months ended September 30, 2020, compared to a loss of HKD 95,196,000 in the same period of 2019[181] Revenue and Sales - The group's revenue decreased by approximately 58.5% to about HKD 170.6 million for the six months ended September 30, 2020, compared to HKD 410.8 million in 2019[28] - Same-store sales growth recorded a decline of about 45% during the review period, worsening from a decline of 19% in 2019[28] - The retail business in Hong Kong and Macau accounted for approximately 86.9% of the group's revenue, up from 71.7% in 2019[21] - The Hong Kong and Macau segment's revenue fell by about 49.7% to approximately HKD 148.2 million, down from HKD 294.4 million in 2019[21] - The non-Hong Kong and Macau segment's revenue dropped by approximately 80.8% to about HKD 22.4 million, down from HKD 116.4 million in 2019[27] - Revenue for the six months ended September 30, 2020, was HKD 170,647,000, a decrease of 58.4% compared to HKD 410,803,000 in the same period of 2019[56] - Revenue from Hong Kong and Macau was HKD 148,215,000, down from HKD 294,411,000 in the previous year, indicating a decrease of about 49.7%[163] - Revenue from non-Hong Kong and Macau markets was HKD 22,432,000, compared to HKD 116,392,000 in the prior year, reflecting a decline of approximately 80.7%[163] Operating Expenses and Cost Management - The group's total operating expenses were reduced by approximately 51.8% to about HKD 163,500,000 for the six months ended September 30, 2020, compared to HKD 339,200,000 in 2019[32] - Rental expenses decreased significantly by approximately 57.8% to about HKD 56,500,000, accounting for approximately 34.6% of total operating expenses[32] - Employee costs further declined by approximately 53.3% to about HKD 46,200,000, down from HKD 99,000,000 in 2019, with total employees reduced to 356 from 543[33] - Marketing and advertising expenses were reduced by approximately 76.5% to about HKD 3,200,000, representing about 1.9% of the group's revenue[33] - The group recognized a rental reduction of HKD 18,204,000 due to COVID-19, which was accounted for as a negative variable lease payment[149] - The group implemented COVID-19 related rent concessions, resulting in a reduction of employee benefits expenses by HKD 18,204,000[173] Cash Flow and Liquidity - Cash and bank balances were approximately HKD 203,500,000 as of September 30, 2020, down from HKD 322,200,000 on March 31, 2020[39] - The net cash flow from operating activities was approximately HKD 41,600,000, down from HKD 76,500,000 in 2019, primarily due to a continuous reduction in inventory[42] - The total cash and cash equivalents decreased by HKD 122,647,000, compared to a decrease of HKD 58,721,000 in the previous year, reflecting a worsening liquidity position[140] - The cash and cash equivalents at the end of the period were HKD 203,512,000, up from HKD 136,525,000 in the previous year, indicating a year-over-year increase of 49.0%[140] - Cash and cash equivalents as of September 30, 2020, amounted to HK$187,912,000, a decrease from HK$322,159,000 as of March 31, 2020[59] Asset Management - Total assets as of September 30, 2020, were valued at HKD 677,922,000, compared to HKD 888,722,000 as of March 31, 2020[157] - Total non-current assets decreased to HK$342,929,000 as of September 30, 2020, from HK$418,783,000 as of March 31, 2020[59] - The group's net asset value was approximately HKD 376,900,000 as of September 30, 2020, down from HKD 536,000,000 on March 31, 2020[38] - The group had no bank borrowings as of September 30, 2020, maintaining an asset-liability ratio of 0%[39] Strategic Focus and Future Outlook - The group plans to maintain a streamlined operation and focus resources on familiar markets such as Hong Kong and Macau due to ongoing challenges from the COVID-19 pandemic[52] - The group expects limited capital expenditure until a clear economic recovery is evident, with current cash sufficient to meet operational needs[52] - The group will continue to streamline and consolidate underperforming retail stores and businesses[52] - The company continues to focus on the design and retail of trendy apparel, bags, and fashion accessories across various retail channels in Hong Kong, Macau, Taiwan, and mainland China[143] Government Support and Grants - The group received approximately HKD 13 million in government subsidies during the review period, which helped narrow the net loss to about HKD 37.6 million, compared to HKD 95.2 million in 2019[18] - The company recognized government grants amounting to HKD 12,951,000 during the period, which were not present in the previous year[166] Shareholder Information - The group declared an interim dividend of HKD 0.025 per share, compared to no interim dividend in the previous year[189] - The average number of ordinary shares in issue during the period remained stable at 367,380,000 shares[183] - As of September 30, 2020, the company had issued and fully paid 367,380,000 shares, maintaining the same number as on March 31, 2020[12] - The company has not granted any share options under its share option scheme since its adoption in August 2015, with a total of 36,738,000 shares available for issuance, representing 10% of the issued shares[195]

Financial Performance - For the fiscal year 2019/20, total revenue was HKD 887.3 million, a decrease of 31.8% from HKD 1,300.6 million in the previous fiscal year[61]. - Gross profit for the fiscal year 2019/20 was HKD 725.4 million, with a gross margin of 55.8%[55]. - The net profit margin for the fiscal year 2019/20 was 3.5%, down from 8.8% in the previous year, resulting in a net profit of HKD 31.1 million[56]. - The company recorded a net loss of approximately HKD 172.6 million for the fiscal year, significantly up from HKD 62.1 million in 2019[76]. - The basic and diluted loss per share for the fiscal year was 47.0 HKD, compared to 16.9 HKD in the previous fiscal year, indicating a worsening financial performance[45]. - The company's overall revenue decreased by approximately 31.8% to about HKD 887.3 million for the fiscal year ending March 31, 2020, compared to HKD 1,300.6 million in 2019[74]. - Same-store sales growth was approximately -28% for the fiscal year ending March 31, 2020, compared to -10% in 2019[74]. - The company recorded a gain of approximately HKD 29.2 million from the sale of a property in Hong Kong, completed in January 2020[75]. - The company faced significant non-cash write-offs and impairment losses totaling approximately HKD 85.7 million due to store closures and reduced scale measures[76]. Dividends - The board proposed a final dividend of HKD 0.06 per ordinary share and a special dividend of HKD 0.28 per ordinary share[3]. - The company declared a dividend of HKD 22.0 million for the fiscal year 2019/20, with a payout ratio of 63.6%[59]. - The proposed final dividend is 6.0 HK cents, unchanged from the previous period[65]. - The proposed special dividend is 28.0 HK cents, not applicable in the previous period[65]. - As of March 31, 2020, the company's distributable reserves amounted to HKD 393,655,000, with HKD 124,909,000 proposed for the final and special dividends[172]. Environmental Initiatives - The company reported a 33% reduction in carbon dioxide emissions due to environmentally focused measures and reduced store numbers[14]. - Total greenhouse gas emissions decreased by approximately 16%, equating to about 0.01 tons of emissions per square foot of floor area[14]. - Greenhouse gas emissions from Scope 1 decreased from 54.13 tons to 41.06 tons, a reduction of approximately 24%[15]. - Total greenhouse gas emissions (Scope 1, 2, and 3) decreased from 1,981.91 tons to 1,663.62 tons, a reduction of about 16%[15]. - Energy consumption decreased by approximately 12%, with store energy density reducing by about 20%[20]. - Plastic and plastic-coated bag consumption decreased significantly from 55.21 tons to 16.22 tons, a reduction of about 71%[25]. - Paper consumption decreased from 18.70 tons to 14.95 tons, a reduction of approximately 20%[25]. - Hazardous waste from computer tools and toner cartridges decreased by about 50%[26]. - The company received the Hong Kong Environmental Excellence Award for 2019, recognizing its efforts in environmental initiatives[19]. Workforce and Employee Management - The total number of employees decreased from 543 to 297, a reduction of approximately 45%[32]. - The company provided a total of 4,182 hours of employee development and training in the review year, down from 6,398 hours in 2019, indicating a decrease of approximately 34%[33]. - There was a reduction in work-related injury reports, with only 1 report in the review year compared to 3 reports in the previous year, resulting in a total of 0 lost days due to injuries[34]. - Employee count decreased by 57.1% to 543 from 1,268, leading to a reduction in employee costs to approximately HKD 184,300,000 from HKD 237,600,000[85]. Corporate Governance - The chairman and CEO roles were previously held by the same person, but the CEO position was separated on May 7, 2020, to enhance corporate governance[109]. - The board believes that the current structure of leadership provides decisive and effective management for the company's business strategy[109]. - The audit, remuneration, and nomination committees are composed entirely of independent non-executive directors, ensuring appropriate professional qualifications and experience[112]. - The company has adopted a governance policy requiring new directors to receive at least 15 hours of tailored training to understand the business and their responsibilities[106]. - The board held regular meetings, with at least four meetings conducted annually, ensuring adequate attendance and documentation[111]. Risk Management - The company has a clear risk management framework that includes identifying, assessing, and responding to risks, with the board and audit committee overseeing the process[137]. - The risk management process involves four core stages: identifying risks, assessing and prioritizing risks, responding to risks, and monitoring risks[138][139]. - The company has established a central risk register that categorizes risks into five areas: reporting, operations, strategy, compliance, and information technology[138]. - The audit committee is responsible for reviewing and independently assessing the effectiveness of the risk management system at least annually[134]. - The company has implemented a risk response plan that includes transferring, accepting, reducing, or avoiding risks based on their significance[140][142]. Community Engagement - The company continues to engage in community service activities, including blood donation drives, to enhance its social responsibility[41]. - The company collaborates with local universities to provide non-personal data and information for educational purposes, demonstrating its commitment to community engagement[41]. - The company made charitable donations totaling HKD 818,000 during the fiscal year[173]. Compliance and Ethics - The company has not identified any significant non-compliance cases related to applicable product liability laws and regulations during the review year[38]. - The company has not received any reports of corruption or fraud during the review year, indicating a commitment to ethical business practices[39]. - The group has maintained compliance with relevant laws and regulations that significantly impact its operations during the fiscal year[161]. Market Conditions - The company reported a significant decline in sales across all regions, indicating challenges in market conditions and consumer demand[61]. - The company implemented cost-saving measures and reduced inventory levels, particularly for slow-moving items, in response to adverse business conditions[75]. - The company closed several loss-making stores and reduced its retail network in Hong Kong, leading to a loss of approximately HKD 74.2 million in the operating segment for the fiscal year[77]. - The company has paused new development projects and prioritized cost reduction measures due to the unfavorable retail environment[78].

Financial Performance - Gross margin increased to 58.4%, up 1.3 percentage points from 57.1%[4] - Net profit margin decreased to -23.2%, down 12.2 percentage points from -11.0%[4] - Average return on equity (annualized) was -27.9%, a decline of 13.7 percentage points from -14.2%[4] - Average return on assets (annualized) was -19.3%, down 7.6 percentage points from -11.7%[4] - Basic loss per share increased to 25.9 HK cents, up 70.4% from 15.2 HK cents[4] - Diluted loss per share also stood at 25.9 HK cents, reflecting the same increase of 70.4%[4] - The net loss increased to approximately HKD 95.2 million for the same period, up from HKD 55.9 million in 2018[17] - The group reported a loss attributable to equity holders of HKD 95,196,000 for the six months ended September 30, 2019, compared to a loss of HKD 55,886,000 in the same period of 2018[128] - The total comprehensive loss for the six months ended September 30, 2019, was HKD 99,717,000, compared to a loss of HKD 61,568,000 in the previous period[60] Revenue and Sales - The group's overall revenue decreased by approximately 19.5% to about HKD 410.8 million for the six months ended September 30, 2019, compared to HKD 510 million in 2018[17] - Same-store sales growth for the group was approximately -15% for the six months ended September 30, 2019, compared to +2% in 2018[21] - The Hong Kong and Macau division's revenue dropped by about 18.4% to approximately HKD 294.5 million, down from HKD 361 million in 2018[21] - Taiwan's retail revenue significantly decreased by approximately 36.6% to about HKD 57.1 million, compared to HKD 90.1 million in 2018[23] - The mainland China division's revenue slightly increased by about 0.5% to approximately HKD 59.2 million, compared to HKD 58.9 million in 2018[27] - Total revenue for the six months ended September 30, 2019, was HKD 410,803,000, a decrease from HKD 509,976,000 in the same period of 2018, representing a decline of approximately 19.4%[101] Cost Management - The group has implemented various cost control measures, including negotiating rent reductions and controlling employee costs[18] - Total operating expenses decreased by approximately 5.2% to about HKD 339,200,000, down from HKD 357,700,000 in 2018[36] - The cost of goods sold for the six months ended September 30, 2019, was HKD 170,043,000, compared to HKD 199,221,000 in the same period of 2018, indicating a reduction of about 14.7%[119] Inventory and Receivables - Inventory turnover days improved to 268 days, a reduction of 46 days from 314 days[4] - Accounts receivable turnover days decreased to 15 days, down 4 days from 19 days[4] - Accounts receivable as of September 30, 2019, totaled HKD 23,613,000, a decrease from HKD 42,828,000 as of March 31, 2019[135] - The group has implemented strict controls on overdue accounts to minimize credit risk, with a significant portion of accounts receivable being diversified across various customers[134] Operational Changes - The group operated 184 self-operated retail stores as of September 30, 2019, down from 196 stores as of March 31, 2019[17] - The group plans to gradually close its offline retail network in Shanghai and Beijing over the next one to two years, focusing resources on developing a stronger retail foundation in the Greater Bay Area[27] - The group has halted its expansion strategy in mainland China and is reviewing its existing retail network to identify underperforming stores for closure[51] Cash Flow and Liquidity - The group’s cash and bank balances were approximately HKD 136,500,000 as of September 30, 2019, down from HKD 198,700,000 on March 31, 2019[40] - Cash flow from operating activities was approximately HKD 76,500,000, an increase from HKD 61,300,000 in 2018[41] - The net cash flow from operating activities was HKD 76,482,000, an improvement from a cash outflow of HKD 61,342,000 in the same period last year[65] - The net cash flow used in investing activities was HKD 14,121,000, compared to HKD 44,167,000 in the previous year, indicating reduced investment outflows[65] - The net cash flow used in financing activities increased significantly to HKD 121,082,000 from HKD 27,554,000, reflecting higher financing costs[65] Shareholder Information - The company declared no interim dividend for the six months ended September 30, 2019, compared to no dividend declared in the same period of 2018[133] - The company declared a final dividend of HKD 22,043,000 for the year ended March 31, 2019[61] - Great Elite Corporation holds 34,068,000 shares, representing 9.27% of the total issued share capital[157] - Huge Treasure owns 180,000,000 shares, accounting for 49.00% of the total issued share capital[167] Accounting and Compliance - The company has adopted new accounting standards, including HKFRS 16, which may impact the financial reporting of lease liabilities and assets[78] - The adoption of Hong Kong Financial Reporting Standard 16 resulted in a lease liability of HKD 388,963,000 as of April 1, 2019[89] - The company recognized lease payments related to short-term leases on a straight-line basis in profit or loss[81] - The audit committee, composed of three independent non-executive directors, has reviewed the accounting principles and practices adopted by the group, including the interim financial statements for the six months ended September 30, 2019[181] Employee and Management Information - The group’s total number of employees decreased by approximately 17.8% to 1,042 as of September 30, 2019, from 1,268 on March 31, 2019[35] - Total remuneration paid to key management personnel for the six months ended September 30, 2019, was 2,501 thousand HKD, an increase from 2,207 thousand HKD in 2018[151]

Financial Performance - Bauhaus reported a slight decline in overall revenue due to poor performance in Taiwan and mainland China, despite stable profits in Hong Kong and Macau[5]. - The company reported a basic loss per share of HK$16.9 for the fiscal year 2018/19, compared to a profit of HK$11.1 in the previous year[65]. - The total revenue for the fiscal year 2018/19 was HK$1,300.6 million, a decrease of 6.3% from HK$1,387.5 million in the previous year[76]. - Revenue from Hong Kong, Macau, and other regions was HK$868.6 million, a decline of 4.9% from HK$912.9 million[76]. - Revenue from Taiwan decreased by 14.6% to HK$289.8 million, compared to HK$339.5 million in the previous year[76]. - Revenue from mainland China increased by 5.3% to HK$142.2 million, up from HK$135.1 million[76]. - The net loss for the fiscal year was approximately HKD 62.1 million, a decline from a net profit of HKD 40.6 million in 2018[94]. - Gross profit decreased by approximately 14.0% to about HKD 725.4 million, with the gross margin dropping to approximately 55.8%[102]. - Net profit margin fell to -4.8%, a decline of 7.7 percentage points year-over-year[83]. - Average return on equity dropped to -7.9%, down by 12.8 percentage points compared to the prior year[83]. Inventory and Operational Efficiency - The primary short-term goal is to clear slow-moving inventory and streamline operations to strengthen financial strength and operational efficiency[7]. - The company aims to identify and close underperforming stores to streamline the retail network and improve operational efficiency[5]. - In Taiwan, Bauhaus plans to reduce the retail network size and offer significant discounts to clear inventory, which may decrease profit margins but will enhance financial stability[5]. - The company focused on clearing excess inventory and maintaining a stable cash flow amid long-term challenges[94]. - Inventory turnover days improved to 183 days, a reduction of 14 days from the previous year[83]. Market Conditions and Strategic Response - All major expansion plans in mainland China have been put on hold due to the ongoing trade war and depreciation of the Renminbi[5]. - In Hong Kong and Macau, Bauhaus will adopt a cautious approach to business expansion and strategically adjust store locations to improve cost structure[6]. - The company has suspended all major new investment projects in mainland China due to unsatisfactory sales performance[99]. - The overall retail market for fashion apparel and accessories in Hong Kong and Macau remained relatively stable in the first half of the fiscal year, but signs of weakness emerged in the second half[96]. - Same-store sales growth decreased by approximately 10% for the fiscal year, down from a growth of 3% in 2018[93]. Environmental, Social, and Governance (ESG) Initiatives - Environmental, social, and governance (ESG) initiatives are a priority, with efforts to reduce greenhouse gas emissions and comply with environmental regulations[19]. - Greenhouse gas emissions from purchased electricity increased to 1,435.70 tons in 2018/19 from 71.23 tons in 2017/18[22]. - Total greenhouse gas emissions increased slightly by approximately 2% due to expanded packaging materials, resulting in a density of 0.01 tons per square foot[22]. - Energy consumption decreased by approximately 7%, with store energy density reducing by about 8%[26]. - The company has installed energy-saving LED lights and motion sensor switches, contributing to reduced energy consumption[25]. - The company has implemented a digital document storage system to reduce paper usage, with a significant increase in the use of recycled paper[29]. Employee and Community Engagement - The total number of employees decreased from 551 in 2017/18 to 543 in 2018/19, with a slight increase in part-time employees[39]. - The company provided a total of 6,398 hours of training for employees during the review year, a decrease from 7,575 hours in 2018[43]. - The company participated in community service initiatives, providing 11 internship opportunities for unemployed youth through collaboration with the Hong Kong Christian Service[60]. - The company received a "Caring Company" certificate for over 15 years of commitment to social responsibility from the Hong Kong Council of Social Service[60]. Corporate Governance - The board of directors consists of six members, including three executive directors and three independent non-executive directors, ensuring a balanced governance structure[118]. - The company has arranged suitable liability insurance for directors to protect against legal actions arising from corporate activities[122]. - The board has established three committees: Audit Committee, Remuneration Committee, and Nomination Committee, all composed of independent non-executive directors[127]. - The company has implemented a whistleblowing policy to ensure effective investigation and handling of any reported misconduct[164]. - The audit committee has been tasked with receiving and reviewing any reported cases of misconduct with appropriate evidence[164]. Financial Position and Shareholder Returns - The company declared a final dividend of HK$6.0 per share for the fiscal year 2018/19, down from HK$7.5 in the previous year[65]. - The company's available distributable reserves as of March 31, 2019, amounted to HKD 423,838,000, with HKD 22,043,000 suggested for the final dividend[188]. - The group had no borrowings as of March 31, 2019, maintaining a debt-to-asset ratio of zero[110]. - The total number of shares held by the executive director Huang Rui Lin is 212,100,000, representing 57.73% of the company's issued share capital[199].