GBA DYNAMIC(01189)
Search documents
大湾区聚变力量(01189) - 2019 - 年度财报
2020-04-28 09:12
Visitor Arrivals and Tourism Impact - In 2019, total visitor arrivals to Hong Kong decreased by 14.2% year-on-year to approximately 55.9 million, with visitors from Mainland China accounting for 78.3% of the total[14]. - Overnight visitors in 2019 totaled approximately 23.7 million, representing an 18.8% decrease compared to the previous year[14]. - The average hotel room occupancy rate in Hong Kong dropped from approximately 91.4% to 79.1% in 2019, indicating a significant occupancy loss[14]. - Overall room rates in Hong Kong decreased by approximately 12.4% year-on-year in 2019[14]. - The ongoing US-China trade tensions and geopolitical risks negatively impacted market confidence and tourism in Hong Kong[8]. - The company faced a challenging operating environment due to the decline in tourist arrivals and the impact of social unrest in Hong Kong[9]. - The Group's revenue is expected to be impacted due to a significant drop in hotel occupancy rates amid the COVID-19 pandemic, with arrivals in Hong Kong plummeting by 75% in the first quarter of 2020[51][52]. - Visitor numbers to Hong Kong dropped by 75% in Q1 2020 as a result of COVID-19 restrictions[53]. - The hotel industry is expected to remain weak in the near term, affecting the group's performance in the first half of 2020[54]. - Hotel occupancy rates in China significantly declined in Q1 2020 due to government-imposed lockdowns, impacting the group's revenue[54]. Financial Performance - The Group reported a revenue of HK$215.4 million for the year ended 31 December 2019, a decrease of 18.1% compared to HK$263.0 million for the year ended 31 December 2018[17]. - The Group incurred a loss of HK$110.9 million for the year ended 31 December 2019, compared to a profit of HK$0.4 million for the previous year[17]. - The gross profit for the year was HK$62.9 million, down from HK$106.3 million in 2018, reflecting a significant decline in profitability[17]. - The average occupancy rate of the Group's hotels decreased by 7.0% to 67.8% for the year ended 31 December 2019, compared to 74.8% in 2018[23]. - The gross margin fell to 29.2%, a decrease of 11.2% from 40.4% in the corresponding period of 2018[23]. - The securities trading segment recorded a loss of HK$2.9 million for the year ended 31 December 2019, an improvement from a loss of HK$9.8 million in 2018[24]. - The Group's other income and gains amounted to HK$3.9 million for the year, compared to other losses of HK$6.2 million in the previous year[17]. - As of December 31, 2019, the Group's cash and bank balances and investments held for trading amounted to HK$1,816.3 million, a decrease from HK$1,866.8 million as of December 31, 2018[32][37]. - The Group's current assets and current liabilities as of December 31, 2019 were HK$1,913.7 million and HK$160.6 million, respectively, resulting in a current ratio of 11.9, down from 13.6 in the previous year[33][37]. - The Group had no borrowings as of December 31, 2019, maintaining a gearing ratio of nil, consistent with the previous year[33][37]. - Over 95% of the Group's cash and bank balances were denominated in Hong Kong dollars and US dollars, with approximately 4.2% in Renminbi as of December 31, 2019[34][37]. Economic Environment - The GDP of the People's Republic of China averaged 6.1% in 2019, reflecting a decrease of about 0.6% compared to 2018, marking the lowest figure since 1992[9]. - Hong Kong's GDP dropped by 1.2% year-on-year in real terms in 2019, following a growth of 2.9% in 2018[9]. - The PRC implemented positive fiscal policies in 2019 to strengthen counter-cyclical adjustments, which contributed to steady growth despite external pressures[9]. - The company anticipates continued challenges in the market due to ongoing geopolitical uncertainties and economic pressures[9]. - The government forecasts Hong Kong's economy to grow between -1.5% to 0.5% in 2020, reflecting the challenging economic outlook[51]. - The Hong Kong economy is projected to grow between -1.5% to 0.5% in 2020 due to challenges including the COVID-19 pandemic, trade tensions, and political unrest[53]. Corporate Governance and Management - The company has a commitment to long-term growth and profitability as part of its corporate strategy[82]. - The board of directors has adopted various policies to ensure compliance with the Corporate Governance Code, maintaining high standards of corporate governance[81]. - The company has complied with the code provisions of the Corporate Governance Code during the year ended December 31, 2019, except for one provision with explained reasons[81]. - The company has over 30 years of experience in the financial and investment sectors, enhancing its market expertise[67]. - The company has a diverse board with independent non-executive directors who bring extensive experience in various industries, including insurance and investment[69][70][73]. - The financial controller has over 20 years of progressive accounting experience, contributing to the company's financial management[77]. - The company secretary has extensive experience in company secretarial practice, ensuring compliance and governance[78]. - The Board of Directors consists of seven members, including four executive directors and three independent non-executive directors[87]. - During the year, the Board held nine full meetings, including four regular meetings, to review financial and operational performance[91]. - The company has established various committees, including the audit committee and remuneration committee, to oversee specific aspects of its affairs[89]. - The Chairman and Managing Director roles are held separately by Dr. Yap, Allan and Mr. Lai Tsz Wah, respectively, ensuring clear division of responsibilities[101]. - All directors participated in continuous professional development, receiving materials on corporate governance and updates on the Group's business and financial matters[106]. - The company has purchased appropriate directors and officers liability insurance to protect against legal actions arising from their duties[103]. - The Company has established a Corporate Governance Committee to develop and review corporate governance policies and practices[159]. - The Corporate Governance Committee reviewed compliance with the CG Code for the year ended December 31, 2018, and for the six months ended June 30, 2019[166]. - The Company maintains internal control and risk management systems to manage risks associated with achieving business objectives[170]. - The Audit Committee evaluated the effectiveness of the internal control and risk management systems, focusing on financial reporting reliability and operational efficiency[175]. - An independent accounting firm was outsourced for internal control audits, covering key operational, financial, and compliance risks identified by the Audit Committee[176]. - The independent accounting firm conducted an annual review, reporting no significant control failings or weaknesses that could affect shareholders[179]. - The Company fully implemented recommendations from the independent audit to strengthen the risk management framework and internal control system during 2019[179]. Employee and Remuneration Policies - The Group employed 586 employees as of December 31, 2019, with 479 stationed in the PRC, and has adopted a share option scheme for eligible participants[43][48]. - The proposed salary increase for employees, including senior management, was approved for 2020[131]. - The remuneration of senior management is within the range of HK$1,000,000 to HK$1,500,000 for one individual and up to HK$1,000,000 for another[134]. - The remuneration of independent non-executive directors for 2020 was reviewed and recommendations were made to the Board[131]. Committees and Meetings - The Audit Committee held three meetings during the Year, with all members attending at least two meetings[122]. - The Audit Committee reviewed the financial reporting matters, including the annual results for the year ended December 31, 2018, and the interim results for the six months ended June 30, 2019[124]. - The Remuneration Committee held four meetings during the Year and passed a resolution regarding the payment of discretionary bonuses to the Managing Director and senior management for 2018[128]. - The Nomination Committee held five meetings during the year to assess the independence of INEDs and review board nominations[138]. - The Corporate Governance Committee held two meetings during the year, with all members actively participating[164]. Shareholder Communication - The Company maintains communication with shareholders through various channels, including financial reports and general meetings[192]. - Shareholders are encouraged to participate in general meetings and can appoint proxies if unable to attend[194].
大湾区聚变力量(01189) - 2019 - 中期财报
2019-09-26 09:28
Financial Performance - Total revenue for the six months ended June 30, 2019, was HK$118.6 million, a decrease of 7.0% from HK$127.6 million in the same period of 2018[16] - Gross profit for the period was HK$36.4 million, down 27.0% from HK$49.8 million in the previous year[16] - Loss for the period was HK$40.6 million, compared to a loss of HK$45.3 million in the same period of 2018, indicating a slight improvement[16] - Direct operating costs increased to HK$82.2 million, up from HK$77.7 million, reflecting a rise in operational expenses[16] - Other income, gains, and losses showed a significant recovery, with a gain of HK$512, compared to a loss of HK$5.1 million in the previous year[16] - Administrative and other operating expenses decreased to HK$57.3 million from HK$75.2 million, showing a reduction of 23.8%[16] - Total comprehensive expense for the period was HK$34.0 million, an improvement from HK$53.6 million in the same period of 2018[16] - For the six months ended June 30, 2019, the loss attributable to owners of the Company was HK$38,576,000, a decrease of 9.6% compared to HK$42,632,000 in the same period of 2018[18] - Total comprehensive expense for the period attributable to owners of the Company was HK$32,764,000, significantly lower than HK$49,554,000 in the previous year, indicating an improvement[18] - Basic and diluted loss per share remained at HK$0.05 for both 2019 and 2018, reflecting consistent performance in terms of loss per share[18] Assets and Liabilities - Non-current assets decreased from HK$446,034,000 as of December 31, 2018, to HK$479,559,000 as of June 30, 2019, primarily due to changes in property and investment properties[21] - Current assets slightly decreased from HK$1,894,570,000 at the end of 2018 to HK$1,940,737,000 at mid-2019, with bank balances and cash remaining stable around HK$1,856,150,000[21] - Total liabilities associated with assets classified as held for sale increased from HK$36,618,000 to HK$37,259,000, indicating a slight rise in obligations related to these assets[22] - Net assets as of June 30, 2019, were HK$2,187,017,000, a decrease from HK$2,214,931,000 at the end of 2018, reflecting a reduction in overall equity[22] - The Company reported a net current asset position of HK$1,761,526,000, down from HK$1,801,938,000 at the end of 2018, indicating a tightening liquidity position[22] - Deferred tax liabilities decreased from HK$33,041,000 to HK$31,735,000, suggesting a reduction in future tax obligations[22] - The Company maintained its share capital at HK$7,892,000, with reserves totaling HK$1,989,103,000 as of June 30, 2019, reflecting stability in capital structure[22] Cash Flow - Net cash from operating activities decreased to HK$11,601,000 for the six months ended June 30, 2019, down from HK$18,763,000 in 2018, representing a decline of approximately 38%[27] - Net cash from investing activities improved to HK$1,927,000 in 2019, compared to a net cash used of HK$23,229,000 in 2018, indicating a significant turnaround[27] - Cash used in financing activities increased to HK$20,179,000 in 2019, compared to HK$207,000 in 2018, reflecting a substantial rise in financing costs[27] - The net decrease in cash and cash equivalents was HK$6,651,000 for the first half of 2019, compared to a decrease of HK$4,673,000 in the same period of 2018[27] - Cash and cash equivalents at June 30, 2019, totaled HK$1,856,810,000, slightly down from HK$1,795,571,000 at the end of June 2018[27] - Interest received increased to HK$2,174,000 in 2019 from HK$1,909,000 in 2018, marking an increase of approximately 14%[27] Lease Accounting - The Group has applied HKFRS 16 for the first time, which may impact future financial reporting related to leases[36] - The Group recognizes right-of-use assets at the commencement date of the lease, measured at cost, less accumulated depreciation and impairment losses[51] - Lease liabilities are recognized at the present value of unpaid lease payments at the commencement date, using the incremental borrowing rate if the implicit interest rate is not determinable[66] - The cost of right-of-use assets includes initial measurement of lease liability, lease payments made before commencement, initial direct costs, and estimated costs for dismantling and restoring the site[54] - Right-of-use assets are depreciated on a straight-line basis over the shorter of their estimated useful life and the lease term[58] - The Group recognized lease liabilities of HK$74,742,000 and right-of-use assets of HK$76,575,000 as of January 1, 2019[100] - The Group applies HKFRS 16 retrospectively, with cumulative effects recognized at the date of initial application[93] - The total adjustment on rental deposits as of January 1, 2019, was HK$1,833,000, leading to a revised carrying amount of HK$76,575,000 for right-of-use assets[109] Hotel Operations - For the six months ended June 30, 2019, the Group's total revenue from hotel operations was HK$94,091,000, with HK$80,119,000 from hotel rooms and HK$13,972,000 from food and beverage[128] - The revenue from hotel operations in the same period of 2018 was HK$102,269,000, indicating a decrease of approximately 8% year-over-year[131] - The geographical breakdown of revenue for the six months ended June 30, 2019, shows HK$48,488,000 from Hong Kong and HK$45,603,000 from the PRC, reflecting a balanced market presence[128] - The Group's hotel operations segment includes accommodation, food and banquet services, and rental income from shop units and investment properties[136] - The Group incurred operating losses in its hotel operations segment in the PRC due to adverse market and economic changes[184] Investment Properties - The Group's investment properties experienced a fair value decrease of HK$16,088,000 for the six months ended 30 June 2019, compared to a decrease of HK$12,253,000 for the same period in 2018[192] - The Group's investment properties were valued by an independent professional valuer, ensuring compliance with relevant qualifications and experiences[192] Other Financial Information - The effective tax rate for the company's PRC subsidiaries was 25% for both periods[152][153] - The company reported a net exchange gain of HK$180,000, contrasting with a loss of HK$274,000 in the previous year[147] - The Group's assessment of individual trade receivables indicated no need for provisions during the reporting periods[197] - As of June 30, 2019, the company's listed investments in equity securities listed in Hong Kong amounted to HK$5,875,000, a decrease from HK$7,068,000 as of December 31, 2018, representing a decline of approximately 16.8%[199] - The company has conditionally agreed to dispose of its entire equity interest in Luoyang Golden Gulf Hotel Company Limited for a consideration of RMB61,000,000, equivalent to approximately HK$68,500,000[200]
大湾区聚变力量(01189) - 2018 - 年度财报
2019-04-29 04:01
Financial Performance - The Group reported revenue of HK$263.0 million for the year ended December 31, 2018, representing an increase of 4.2% compared to HK$252.3 million for the previous year[19]. - The profit for the year ended December 31, 2018, was HK$0.4 million, a significant recovery from a loss of HK$125.2 million in 2017[19]. - Gross profit increased to HK$106.3 million in 2018, up from HK$100.7 million in 2017[19]. - The Group recorded a revenue of HK$263 million for the year ended December 31, 2018, representing a 4.2% increase from HK$252.3 million in the previous year[20]. - The Group achieved a profit of HK$400 million for the year ended December 31, 2018, compared to a loss of HK$125.2 million for the year ended December 31, 2017[20]. - The gross margin improved to 40.4%, up 0.5% from 39.9% in the previous year[24]. - Administrative expenses rose to HK$137.6 million in 2018, compared to HK$126.2 million in 2017[19]. - The Group's administrative expenses were HK$137.6 million for the year ended December 31, 2018, compared to HK$126.2 million in the previous year[20]. - The Group's interest income was HK$4 million for the year ended December 31, 2018, down from HK$8.6 million in the previous year[20]. Market and Economic Conditions - The average hotel room occupancy rate in Hong Kong rose from 89.3% to 91.0% in 2018[16]. - Total visitor arrivals to Hong Kong reached approximately 65.1 million in 2018, an increase of 11.4% year-on-year[16]. - Visitors from Mainland China accounted for 78.3% of total arrivals, with a year-on-year increase of 14.8%[16]. - The overall room rate in Hong Kong hotels increased by approximately 6.8% in 2018[16]. - The hotel market is expected to continue recovering steadily, but uncertainties remain due to geopolitical tensions and economic conditions[59][62]. - The opening of major infrastructure projects, such as the Guangzhou-Shenzhen-Hong Kong Express Rail Link and the Hong Kong-Zhuhai-Macao Bridge, is anticipated to positively impact tourism and economic growth[65]. - The Hong Kong government has committed to investing in infrastructure development, including the opening of the Guangzhou-Shenzhen-Hong Kong Express Rail Link (142 km) and the Hong Kong-Zhuhai-Macao Bridge (55 km), which will enhance connectivity and stimulate economic growth[67]. Investment and Acquisition Activities - The company entered into a framework agreement for a potential acquisition of 51% equity interest in a company owned by independent third parties for HK$75 million[34]. - On December 27, 2017, the company proposed to acquire the entire registered capital of a limited liability company in the PRC for RMB280 million (approximately HK$334.3 million), with an initial payment of RMB20 million (approximately HK$24.8 million)[36]. - Due diligence on the target could not be finalized due to the PRC vendors' refusal to cooperate, leading to arbitration proceedings initiated by the company[36]. - A settlement agreement was reached on September 27, 2018, terminating the acquisition agreement and refunding the initial payment of RMB20 million before December 31, 2018[39]. - On November 23, 2018, the company entered into a disposal agreement for a possible sale of 60% equity interests in Luoyang Golden Gulf Hotel Company Limited for RMB61 million (approximately HK$68.5 million)[39]. - The purchaser paid a deposit of RMB21 million (approximately HK$23.9 million) upon signing the disposal agreement[39]. - The remaining balance of RMB40 million (approximately HK$44.6 million) is to be deposited into an escrow account following shareholder approval[39]. Financial Position and Liquidity - As of December 31, 2018, the Group's cash and bank balances and investments held for trading amounted to HK$1,866.8 million, an increase from HK$1,823.7 million as of December 31, 2017[42][45]. - The Group's current assets and current liabilities as of December 31, 2018 were HK$1,945.0 million and HK$143.0 million, respectively, resulting in a current ratio of 13.6, up from 10.2 in the previous year[43][45]. - The Group had no borrowings as of December 31, 2018, maintaining a gearing ratio of nil, consistent with the previous year[43][45]. - Over 95% of the Group's cash and bank balances were denominated in Hong Kong dollar and United States dollar, with approximately 4.6% in Renminbi as of December 31, 2018[44][45]. Corporate Governance - The board of directors consists of six members, including three executive directors and three independent non-executive directors, overseeing the company's strategic direction and performance[96][97]. - The company has established various committees, including the Audit Committee and the Remuneration Committee, to oversee specific aspects of its operations[98]. - During the year, the board held six full meetings to review financial and operational performance, as well as to approve annual and interim results[99]. - The company has been compliant with the Corporate Governance Code throughout the year, with minor exceptions explained in the report[91]. - The Company has established a Corporate Governance Committee to develop and review corporate governance policies and practices[172]. - The Company has established a clear nomination policy to guide the selection and recommendation of Director candidates[161]. - The Company has purchased appropriate directors and officers liability insurance for legal actions against the Directors and officers[110]. Remuneration and Performance - The Remuneration Committee held one meeting during the Year and passed two resolutions regarding discretionary bonuses for the Managing Director and senior management for 2017[139]. - The remuneration of senior management for the Year was within the following bands: one senior management member earned up to HK$1,000,000 and another earned between HK$1,000,001 to HK$1,500,000[146]. - The Remuneration Committee reviewed the remuneration policy and proposed salary increases for employees, including senior management, for 2019[142]. Risk Management and Internal Control - The Audit Committee reviewed the adequacy and effectiveness of the risk management and internal control systems of the Group[136]. - An independent accounting firm was outsourced for internal control audits, focusing on key operational, financial, and compliance risks[186]. - The Audit Committee reported no significant control failings or weaknesses during the Year, maintaining an adequate internal control system[190]. - The Company fully implemented recommendations from the independent accounting firm to strengthen the risk management framework and internal control system[190].