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达势股份:新市场表现亮眼,盈利能力持续改善
SINOLINK SECURITIES· 2024-08-29 03:18
Investment Rating - The report maintains a "Buy" rating for the company, expecting significant growth in the next 6-12 months [1] Core Views - The company achieved a strong performance in 1H24 with revenue of RMB 2.04 billion, up 48% YoY, and a net profit of RMB 10.91 million, turning from a loss to profit [1] - The company's adjusted EBITDA reached RMB 230 million, an 84% increase YoY, indicating improved operational efficiency [1] - The company opened 146 new stores in 1H24, exceeding expectations and completing 61% of its annual store opening plan [1] - Same-store sales grew by 3.6% YoY, with daily sales per store reaching RMB 13,515, up 10.1% YoY, reflecting strong product and brand momentum [1] - The company's restaurant-level operating profit margin improved to 14.5%, up 1.0 percentage point YoY, driven by cost optimization and scale effects [1] Financial Performance - The company's revenue is expected to grow from RMB 4.28 billion in 2024E to RMB 6.95 billion in 2026E, with a CAGR of 28.01% [3] - Net profit is projected to increase from RMB 19 million in 2024E to RMB 199 million in 2026E, with a significant growth rate of 359.25% [3] - The company's adjusted net profit is forecasted to grow from RMB 110 million in 2024E to RMB 320 million in 2026E, with a CAGR of 95% [1] - The company's ROE is expected to improve from 0.91% in 2024E to 8.44% in 2026E, indicating enhanced profitability [3] Store Expansion and Operational Efficiency - The company expanded its store network to 914 stores by the end of 1H24, covering 33 cities, with 31 new stores opened and 29 under construction as of August 2024 [1] - The company's store-level operating profit margin improved to 14.5%, driven by cost control and scale effects, with key cost items such as raw materials and rent showing favorable trends [1] - The company's adjusted EBITDA margin increased to 11.4%, up 2.2 percentage points YoY, reflecting improved operational efficiency [1] Market Position and Growth Potential - The company holds a competitive advantage in the pizza category and is in a rapid store expansion phase, with strong growth potential in both existing and new markets [1] - The company's same-store sales growth and store-level profitability improvements demonstrate its ability to perform well even in a challenging market environment [1] - The company's expansion into new cities, such as Jiangmen, Taizhou, Jinhua, and Huizhou, is expected to further drive sales growth and market penetration [1]
达势股份(01405) - 2024 - 中期业绩
2024-08-28 09:00
Revenue and Profitability - Revenue for the six months ended June 30, 2024, was RMB 2,041,461 thousand, representing a 48.3% increase from RMB 1,376,370 thousand in the same period of 2023[2] - The company reported a net profit attributable to shareholders of RMB 10,907 thousand, a 24.6% increase from RMB 8,751 thousand in the same period of 2023[2] - The group's net profit for the six months ended June 30, 2024, was RMB 10.9 million, an increase from RMB 8.8 million for the same period in 2023, representing a growth of approximately 23.86%[25] - Adjusted net profit turned from a loss of RMB 17.4 million in the first half of 2023 to a profit of RMB 50.9 million in the first half of 2024[7] - The profit attributable to equity holders for the six months ended June 30, 2024, was RMB 10,907,000, an increase of 24.6% compared to RMB 8,751,000 for the same period in 2023[70] Store Operations and Growth - The number of stores increased to 914 as of June 30, 2024, from 672 a year earlier, with 363 stores in Beijing and Shanghai and 551 in emerging markets[4] - The number of new stores opened in the first half of 2024 was 146, bringing the total number of stores to 914 as of June 30, 2024[10] - The company plans to open approximately 240 new stores in 2024, with 31 stores already opened and 29 under construction as of August 20, 2024[8] - The number of cities entered increased to 33 as of June 30, 2024, from 20 a year earlier[4] Membership and Customer Metrics - The number of members reached 19.4 million as of June 30, 2024, compared to 10.9 million a year earlier[4] - Membership increased from 10.9 million as of June 30, 2023, to 19.4 million as of June 30, 2024, with member contributions to total revenue rising from 58.5% to 63.6%[6] - Average daily sales per store increased by 10.1% from RMB 12,275 to RMB 13,515, driven by an increase in average daily orders from 140 to 162[9][11] Financial Performance and Ratios - Adjusted EBITDA for the six months ended June 30, 2024, was RMB 233,387 thousand, an 83.7% increase from RMB 127,022 thousand in the same period of 2023[2] - Store-level EBITDA for the six months ended June 30, 2024, was RMB 393.9 million, compared to RMB 257.4 million for the same period in 2023, representing an increase of approximately 53.0%[29] - The adjusted EBITDA margin for the six months ended June 30, 2024, was 11.4%, up from 9.2% in the same period of 2023, indicating improved operational efficiency[28] - The diluted earnings per share for the six months ended June 30, 2024, was RMB 0.08, compared to RMB 0.07 in the same period of 2023, reflecting a 14.3% increase[2] Expenses and Cost Management - Employee compensation expenses for the six months ended June 30, 2024, amounted to RMB 711.9 million, an increase of RMB 166.1 million or 30.4% compared to RMB 545.8 million for the same period in 2023[13] - Rent expenses for the six months ended June 30, 2024, were RMB 201.7 million, an increase of RMB 62.3 million or 44.7% from RMB 139.4 million in 2023, despite a decrease in rent expenses as a percentage of revenue from 10.1% to 9.9%[15] - Advertising and promotion expenses rose to RMB 109.3 million, an increase of RMB 28.2 million or 34.8% from RMB 81.1 million in the previous year, with expenses as a percentage of total revenue decreasing from 5.9% to 5.4%[19] - The cost of raw materials and consumables for the six months ended June 30, 2024, was RMB 557.8 million, a 46.6% increase from RMB 380.4 million in the same period in 2023[12] Cash Flow and Liquidity - Cash and bank balances increased by 6.9% to RMB 1,089.3 million as of June 30, 2024, compared to RMB 1,019.2 million as of December 31, 2023, primarily due to cash inflows from operating activities[30] - Net cash flow from operating activities was RMB 376,809 thousand, significantly higher than RMB 174,758 thousand in the previous year, reflecting improved operational efficiency[51] - The current ratio as of June 30, 2024, was 1.01, down from 1.19 as of December 31, 2023, indicating a slight decrease in liquidity position[31] Corporate Governance and Compliance - The company has established an audit and risk committee, ensuring compliance with corporate governance standards[43] - The company has adopted corporate governance practices in line with the listing rules, maintaining high standards of accountability[41] - There are no major litigations or arbitrations involving the company as of June 30, 2024, indicating a low legal risk environment[45] Future Outlook and Strategic Plans - The company plans to continue expanding its store network in China, leveraging its exclusive rights under the franchise agreement with Domino's Pizza International Franchising Inc. until June 1, 2027[52] - Approximately 90% of the net proceeds from the global offering is intended for store network expansion, with a revised timeline for utilization by December 31, 2025[46]
达势股份-20240820
-· 2024-08-21 00:58
本次电话会议仅供符合国海证券投资者适当性管理要求的客户以及受邀客户使用国海证券不会因接收人收到本次会议相关通知或参加本次会议而视其为客户本次会议内容不构成任何投资建议据此作出的任何投资决策与国海证券国海证券员工或者关联机构无关本次会议只是转发国海证券已发布研究报告的部分观点仅反映国海证券研究人员于发布完整报告当日的判断 相关内容请以研究所已公开发布报告为准会议严禁录音或转发 任何人不得对本次会议的任何内容进行发布复制编辑改编转载播放展示或以其他任何方式非法使用本次会议的部分或者全部内容否则将承担相应的法律责任国海证券就此保留一切法律权利在任何情况下国海证券及其员工对使用本次会议信息或内容所引发的任何直接或间接损失概不负责市场有风险投资需谨慎 各位投资人大家晚上好,我是国海商社的熊思宇。今天给大家汇报的主题主要是达市股份这个个股的深度汇报。那我们近期也是看到了达市股份,它被调整进入最新的恒生指数的成分股。 那可能他入通的这样的预期可能会相对更明确一些。那我们也是正在现在这个时点去做一下这个公司的一个基本面情况,以及他投资逻辑的这样的一个深度汇报。 首先其实达市股份它是达美乐品牌在中国国内唯一的一家特许经营商我们 ...
达势股份:披萨外送专家,品质优先加速扩张
-· 2024-08-21 00:55
会议要点 1、公司的市场地位与扩张策略 公司是达美乐品牌在中国的唯一特许经营商。尽管达美乐在国际上是成熟的披萨龙头品牌 但在中国市场仍处于早期阶段,未来成长空间巨大。达势股份正处于门店加速扩张和同店 增长韧性强的黄金时期,基本面表现优秀。 自 2017 年管理层换血后,达势股份的扩张步伐加快。新任 CEO 王怡具备丰富的本土化管 理经验,并在上任后扩大了特许经营区域至整个中国大陆及港澳地区。这一战略调整使得 达势股份从 2018 年开始门店数量迅速增加,从 188 家增至 2023 年底的 768 家。 2、披萨行业的市场现状与竞争格局 国内披萨市场规模约为四五百亿元,并以双位数年化增长率扩张。疫情加速了外卖市场的 渗透,披萨外卖市场规模自 2020 年起反超堂食,且在一线和新一线城市的消费占比达到 63.5%。低线城市的披萨渗透率较低,未来增长潜力大。 披萨行业的连锁化率已达 90%,形成了必胜客为主导的"一超多强"格局。由于披萨行业 投资回收期较长,个体经营难以实现大规模连锁化,导致连锁品牌较少。头部品牌如必胜 客、尊宝、达美乐每年仍在快速拓展门店,市场份额向头部品牌集中。 3、公司的财务表现与未来展望 ...
达势股份:开店黄金期的披萨外送龙头,盈利能力超预期改善
Tianfeng Securities· 2024-08-05 03:31
Investment Rating - The report assigns an "Accumulate" rating for the company with a target price of 72 HKD, reflecting a potential upside from the current price of 70 HKD [4]. Core Insights - The pizza delivery market in China is expected to grow significantly, with a projected CAGR of 15.5% from 2022 to 2027, reaching a market size of approximately 771 billion CNY by 2027. This growth is driven by increasing penetration rates and a rising acceptance of cheese and sweet flavors among younger consumers [1][2]. - The company, as the largest pizza brand franchisee of Domino's in China, has shown strong revenue growth, achieving a revenue of 30.5 billion CNY in 2023, with a CAGR of 38% from 2019 to 2023. The company has also maintained positive same-store sales growth for 27 consecutive quarters [1][3]. - The company is positioned as a pizza delivery expert, focusing on rapid store openings and same-store sales growth, with plans to open 180 to 240 new stores in 2023 and 2024, aiming for a total of 1,408 to 1,608 stores by 2026 [3][4]. Summary by Sections Company Overview - The company has been operating in China since 1997 and has rapidly expanded its store network since 2017, with a focus on major cities like Beijing and Shanghai, which contribute over 50% of its revenue [1][3]. - The company has introduced over 120 new menu items since 2018, enhancing its product offerings and maintaining competitive pricing [2][3]. Industry Analysis - The pizza industry in China has a high level of chain concentration, with leading brands focusing on high-tier cities, indicating significant growth potential for the company [1][2]. - The report highlights the increasing demand for pizza delivery services, particularly in non-dine-in scenarios, which aligns with the company's operational model [2][3]. Competitive Advantages - The company benefits from a strong supply chain and a centralized kitchen model, which supports efficient delivery and product quality [2][3]. - The management team, led by experienced professionals from the fast-food industry, has successfully implemented strategies that have resulted in consistent sales growth and operational improvements [2][3]. Growth Prospects - The company is expected to continue its expansion, with revenue forecasts of 39.8 billion CNY, 51.4 billion CNY, and 65.7 billion CNY for 2024, 2025, and 2026, respectively, reflecting year-on-year growth rates of 30.6%, 28.9%, and 27.9% [3][4]. - The adjusted net profit is projected to turn positive in 2023, with significant growth expected in the following years, indicating improving profitability as the company scales [3][4].
达势股份:在积极的利润警报之后 , Outlook 保持健康
Zhao Yin Guo Ji· 2024-08-02 02:23
2024 年 8 月 2 日 CMB 国际全球市场 | 股票研究 | 公司更新 DPC 短跑 (1405 香港) 在积极的利润警报之后 , Outlook 保持健康 有什么新消息 ? DPC Dash 宣布了 1H24 的积极利润预警。对于 1H24 , 该公司现在预计 : 1 ) 销售额将同比增长 45 % , 达到 20 亿元人民币 ; 2 ) 净利润为 1, 0mn 人民币 ( 1H23 年为 880 万元人民币 ) , 3 ) 调整。净利润为 4800 万元人民币 ( 与 1H23 年亏损 1740 万元人民币相比 ) 。此外 , 该公司已开设了 146 家净新店 ( 12 / 134 家 ) , 在新兴 市场的总增长率达到了同比增长。 我们的观点 : 非常稳固的 SSSG , 在成熟 / 新兴市场的弹性 / 健康表现的支持下 , 我 们不排除在不久的将来会有更多的好处。 1) SSSG 在第 2 季度仍然是积极的 , 这是 DPC 连续第 28 个季度取得积极的 SSSG , 尤其是令人印象深刻。考虑到宏观条件。该数字比许多同行要好得多 ( HDL ( CMBI 估 计 ) 为 - 15 % , Y ...
达势股份:Outlook stays healthy after positive profit alert
Zhao Yin Guo Ji· 2024-08-02 02:01
2 Aug 2024 CMB International Global Markets | Equity Research | Company Update DPC Dash (1405 HK) Outlook stays healthy after positive profit alert What is new? DPC Dash announced a positive profit alert for 1H24. For 1H24, the company is now expecting that:1) sales to increase by 45%+ YoY to RMB 2.0bn, 2) net profit to be at RMB 10.0mn+ (vs RMB 8.8mn in 1H23), 3) adj. net profit to be at RMB 48mn+ (vs RMB 17.4mn losses in 1H23). Also, the company has opened 146 net new stores (12/ 134 in mature/ emerging m ...
达势股份:H1超预期,持续看好成长性
SINOLINK SECURITIES· 2024-08-01 02:01
事件 7 月 31 日,公司公告 24 年中期业绩预告,预计 1H24 收入不低于 20 亿元、同比增长不低于 45%,归母净亏损不低于 1000 万元、同 比增长不低于 14%,经调整净利不低于 4800 万元,同比 1H23 的 -1745 万元增长 6545 万元。 点评 H1 净开店 146 家、完成全年计划 61%,扩张速度超预期。根据公 司公告,截至 1H24 末,门店总数 914 家、较 2023 年末净增 146 家、增长 19.0%,完成年初制定的全年新开计划(240 家)60.8%, 开店速度超预期。 预计新增长市场表现持续强劲,门店、公司层面效率提升,收入、 盈利表现均超预期。考虑 1H23 公司归母净利润受可转换优先股的 公允价值收益 1.2 亿元影响,若剔除该部分一次性影响,则归母 净利润同比增长约 1.2 亿元;经调整净利润同比增长 6545 万元, 经调整归母净利率约 2.4%(按收入、经调整净利下限计算),盈利 能力改善幅度超预期。预计盈利能力提升主要源于 1)门店扩张速 度超预期;2)上半年存量门店同店持续增长,新增长市场新店表 现强劲;3)门店层面及公司层面运营效率均有提升 ...
达势股份:外卖披萨赛道龙头,新城新店扩张提速
Huafu Securities· 2024-05-24 06:02
Investment Rating - The report initiates coverage with a "Buy" rating for the company [4]. Core Views - The company is positioned as a leading player in the pizza delivery market, focusing on high cost-performance and efficient delivery, with plans for aggressive expansion into high-potential cities [2][11]. - The report highlights the company's strong brand recognition and operational efficiency, which are expected to improve profitability as scale and brand effects take hold [2][11]. Summary by Sections Company Overview - The company has successfully expanded its franchise rights across mainland China, Hong Kong, and Macau since 2017, with a significant increase in store count, surpassing 672 stores by mid-2023 [11][14]. - The management team is experienced, with a stock incentive plan implemented to retain key talent and support business expansion [14][17]. Pizza Industry Insights - The Chinese pizza market has been growing rapidly since 2010, with a projected CAGR of 15.5% from 2022 to 2027, reaching a market size of 771 billion RMB [2][30]. - The delivery segment is expected to grow significantly, with projections indicating it will account for 67% of the pizza market by 2027 [2][30]. Future Growth Potential - The company plans to continue expanding its store network, particularly in first-tier and emerging cities, with a focus on optimizing single-store performance and improving profit margins through economies of scale [2][4][30]. - The report forecasts revenue growth of 26.4%, 31.8%, and 29.0% for the years 2024 to 2026, with net profit expected to recover significantly during this period [2][4]. Financial Projections and Valuation - Revenue projections for the company are set at 38.56 billion RMB in 2024, 50.84 billion RMB in 2025, and 65.60 billion RMB in 2026, with corresponding net profits of 0.53 billion RMB, 1.57 billion RMB, and 2.53 billion RMB [2][4]. - The report suggests a valuation premium based on comparable companies in high-growth phases, supporting the "Buy" rating [2][4].
达势股份(01405) - 2023 - 年度财报
2024-04-29 00:08
Financial Performance - Domino's Pizza achieved revenue of RMB 3.05 billion and adjusted net profit of RMB 88 million for the year ended December 31, 2023[5] - Revenue for 2023 reached RMB 3,050.715 million, a 51.0% increase compared to RMB 2,020.789 million in 2022[10] - Store-level operating profit surged by 105.1% to RMB 419.732 million in 2023, with the profit margin improving to 13.8% from 10.1% in 2022[10] - Adjusted EBITDA increased by 117.7% to RMB 301.736 million in 2023, with the margin rising to 9.9% from 6.9% in 2022[10] - Store-level EBITDA increased by 80.1% to RMB 576.622 million in 2023, with the margin improving to 18.9% from 15.8% in 2022[10] - The company achieved a net loss attributable to equity holders of RMB 26.603 million in 2023, significantly narrowing from RMB 222.632 million in 2022[10] - Total revenue for 2023 reached RMB 3,050.7 million, a 51.0% increase compared to RMB 2,020.8 million in 2022[19] - Revenue from new growth markets surged 102.9% to RMB 1,505.6 million in 2023, contributing 49.4% of total revenue[19] - Adjusted EBITDA grew by 117.7% to RMB 301.7 million in 2023, compared to RMB 138.6 million in 2022[21] - Total revenue increased to RMB 3,050.7 million in 2023, up 50.9% from RMB 2,020.8 million in 2022[24] - Revenue from Beijing and Shanghai grew by 20.8% to RMB 1,545.1 million in 2023, driven by the addition of 39 new stores[25] - Revenue from new growth markets surged by 102.9% to RMB 1,505.6 million in 2023, with 141 new stores added[26] - Adjusted EBITDA increased to RMB 301.7 million in FY2023 from RMB 138.6 million in FY2022, with adjusted EBITDA margin improving to 9.9% from 6.9%[44] - Store-level operating profit increased to RMB 419,732 thousand in 2023, up from RMB 204,689 thousand in 2022[45] - Store-level EBITDA rose to RMB 576,622 thousand in 2023, compared to RMB 320,194 thousand in 2022, with a margin increase from 15.8% to 18.9%[45] - The company recorded a net loss of RMB 26.6 million in FY2023, significantly reduced from RMB 222.6 million in FY2022[41] Store Expansion and Operations - The company added 180 new stores in 2023, bringing the total number of stores to 768 across 29 cities[6] - The company operated 835 stores across 30 cities as of March 31, 2024, with plans to open approximately 240 new stores in 2024, aiming to reach 1,000 stores by the end of Q4 2024[9] - The company plans to open 300-350 new stores annually in 2025 and 2026, supported by the expansion of central kitchens, including a new one for Central and Western China[9] - The company opened 180 new stores in 2023, bringing the total number of stores to 768 across 29 cities[19] - Average daily sales per store in the six newly entered cities (Jinan, Wuhan, Chengdu, Qingdao, Wenzhou, and Changzhou) reached RMB 32,354, with an average payback period of approximately 9 months[19] - Four new stores in Xi'an, Changsha, Xiamen, and Hefei achieved over RMB 5 million in sales within the first 30 days, ranking among the top four globally for Domino's[20] - The company plans to open approximately 240 new stores in 2024, with an estimated capital expenditure of RMB 370 million[22] - A new central kitchen in Wuhan is planned for Q4 2024, with an estimated capital expenditure of RMB 20-25 million[22] - The company aims to further penetrate existing markets and expand into new cities while improving cost efficiency and profitability[22] - The company operates 768 directly-owned stores in 29 cities across Mainland China as of December 31, 2023[58] Membership and Customer Engagement - Membership program grew by 69.8% year-over-year, reaching 14.6 million members by the end of 2023[7] - Member customers contributed 59.2% of the company's total revenue in 2023[7] - Membership numbers grew to 14.6 million by the end of 2023, up from 8.6 million at the end of 2022[16] Awards and Recognition - The company received the "Kincentric Best Employer in China 2023" award for the second consecutive year[7] - Domino's Pizza, Inc. awarded the company the prestigious Domino's Pizza Gold Franny award for five consecutive years from 2018 to 2022[7] - The company also received the Cornerstone Award in 2021 and 2022 for outstanding new store growth[7] - One of the company's trainers was recognized as the 2022 International Franchise Trainer of the Year[7] Costs and Expenses - Raw material and consumables costs rose by 52.2% to RMB 836.8 million in 2023, accounting for 27.4% of total revenue[28] - Employee compensation expenses increased by 50.1% to RMB 1,178.7 million in 2023, with store-level compensation rising to RMB 819.6 million[29][30] - Rental expenses grew by 42.1% to RMB 307.7 million in 2023, driven by the expansion of the store network to 768 stores[32] - Depreciation of plant and equipment increased by 31.9% to RMB 159.2 million in 2023, reflecting higher equipment and renovation needs[33] - Intangible assets amortization increased by RMB 3.6 million or 7.7% to RMB 51.1 million in FY2023, primarily due to software purchases supporting store network expansion[34] - Water and electricity expenses rose by RMB 31.8 million or 38.4% to RMB 114.8 million in FY2023, driven by increased usage from store network expansion[35] - Advertising and promotion expenses increased by RMB 42.4 million or 36.3% to RMB 159.2 million in FY2023, mainly for revenue enhancement activities[36] - Store operation and maintenance expenses grew by RMB 59.1 million or 45.6% to RMB 188.9 million in FY2023, primarily due to store network expansion[37] - Other expenses increased by RMB 8.1 million or 6.6% to RMB 130.9 million in FY2023, mainly from higher travel and IT-related costs[38] - Net finance costs decreased by RMB 23.7 million or 30.2% to RMB 54.6 million in FY2023, due to lower loan costs and increased interest income[39] Cash Flow and Liquidity - Cash and bank balances surged by 87.2% to RMB 1,019.2 million in 2023, driven by net proceeds from the global offering and cash inflows from operating activities[46] - Net cash generated from operating activities reached RMB 536.1 million in 2023, up from RMB 298.2 million in 2022[46] - The company's current ratio improved to 1.19 in 2023, compared to 0.87 in 2022, indicating better liquidity[47] - Total borrowings remained stable at RMB 200.0 million in 2023, with repayment dates set for 2025[47] - The debt-to-equity ratio decreased significantly to 9.5% in 2023 from 26.6% in 2022, primarily due to increased equity from the global offering[48] Employee and Workforce - Full-time employees increased to 6,536 in 2023, up from 3,916 in 2022, with 94.6% working in store development and operations[52][53] - Total employee costs rose to RMB 1,178.7 million in 2023, compared to RMB 785.0 million in 2022[54] - The company had 15,635 part-time employees in 2023, up from 10,616 in 2022, primarily working as delivery riders and in-store staff[54] - The company had 6,536 full-time employees as of December 31, 2023, with a gender ratio of 52.7% female and 47.3% male[164] Corporate Governance and Board - The company's board of directors includes executive and non-executive members, with Arthur Patrick D'Elia appointed as a non-executive director on April 28, 2023[56] - The company was renamed "Dash Brands Ltd." to "Dash Brands Co., Ltd." on September 13, 2021, and listed on the Hong Kong Stock Exchange on March 28, 2023[57] - The Board of Directors consists of one executive director, five non-executive directors, and three independent non-executive directors[149] - The Chairman and CEO roles are held by Mr. Frank Paul Krasovec and Ms. Wang Yi, respectively, with clearly defined responsibilities[150] - The company held three Board meetings from the listing date to December 31, 2023, and two meetings from January 1, 2024, to the date of the annual report[151] - The company maintains at least three independent non-executive directors, ensuring compliance with Listing Rules and providing independent perspectives[153] - Directors are subject to retirement and re-election at annual general meetings, with specific directors required to stand for re-election at the next AGM[154][155] - The Board is responsible for overseeing the company's business, strategic decisions, and performance, with senior management handling daily operations[156] - The Board has established three committees (Audit and Risk, Remuneration, and Nomination) to oversee specific aspects of the company's affairs[157] - The Audit and Risk Committee held 3 meetings from the listing date to December 31, 2023, reviewing the group's annual performance and audit reports[158][159] - The Remuneration Committee granted 263,225 and 1,112,720 share options in April and October 2023 respectively, and approved 175,868 award shares in January 2024[160] - The Nomination Committee held 1 meeting from January 1, 2024 to the annual report date, reviewing board structure and director re-election recommendations[163] Shareholder and Dividend Policy - The company did not recommend the payment of a final dividend for the 2023 fiscal year (2022: none)[63] - The company has no distributable reserves as of December 31, 2023 (2022: none)[63] - The company's dividend policy allows for the declaration and distribution of dividends at the discretion of the Board of Directors, subject to legal distributable profits and reserves, and without impairing the company's ability to meet its debts[169] - The company may pay dividends in cash or shares, and unclaimed dividends will be forfeited and revert to the company according to its articles of association and applicable laws[169] - The company does not have a fixed dividend payout ratio but aims to recommend dividends in line with industry averages while maintaining sufficient reserves for operations, cash flow, expansion, and future growth[169] - The Board of Directors will periodically review the dividend policy, but there is no guarantee of any specific dividend amount or even the payment of dividends in any given period[169] Risk Management and Internal Controls - The company has implemented internal control policies and procedures, including maintaining internal procedures for obtaining necessary licenses and permits, and regularly reviewing compliance with relevant laws and regulations[180] - The company has established an Audit and Risk Committee to oversee internal control procedures and review financial statements, with the assistance of an internal audit department[180] - The company has adopted an anti-corruption policy to prevent corrupt practices and bribery, and the internal audit department monitors the implementation of risk management policies[181] - The company's risk management and internal control systems were reviewed annually and deemed effective and adequate by the Board of Directors[182] - The company's co-company secretaries, Ms. Wu Ting and Ms. Ho Wing-nga, each received at least 15 hours of relevant professional training during the reporting period, in compliance with the Listing Rules[182] Related Party Transactions - The total fees paid by the company to Domino's Pizza, Inc. under the Master Franchise Arrangement in the 2023 fiscal year amounted to approximately RMB 103.7 million, including franchise fees and royalty fees[120] - The annual cap for the Master Franchise Arrangement is set at RMB 140 million for 2023, RMB 200 million for 2024, RMB 290 million for 2025, RMB 410 million for 2026, and RMB 610 million for 2027[120] - The Master Franchise Agreement, effective from June 1, 2017, will expire on June 1, 2027, with the option to renew for two additional 10-year periods[116] - The royalty fee rate under the Master Franchise Agreement is 3% of the total sales from all stores operated in China[116] - The software license fee for each store in China is capped at USD 4,000, and the annual upgrade fee is capped at USD 1,000 per store[118] - The company has no sub-franchisees during the reporting period, resulting in no additional fees related to sub-franchisees[116] - The company received an exemption from the Hong Kong Stock Exchange for the Master Franchise Arrangement, allowing transactions up to the proposed annual caps without strict compliance with certain disclosure and approval requirements[121] - Independent non-executive directors confirmed that the transactions under the Master Franchise Arrangement were conducted under normal or better commercial terms and are fair and reasonable[122] - The company's auditor, PricewaterhouseCoopers, confirmed that the disclosed related party transactions did not exceed the set annual caps and were conducted in accordance with relevant agreements[123] Share Issuance and Incentive Plans - The company issued or may issue 1,473,829 new shares under the 2021 Plan, 2022 Pre-IPO Plan, and 2022 First Share Incentive Plan, representing approximately 1.21% of the weighted average number of issued shares[78] - The 2021 Plan allows for the issuance of up to 7,000,000 ordinary shares, with 1,035,236 new shares potentially issuable for unvested restricted share units as of the listing date[82] - During the reporting period, 563,720 new shares were issued upon the vesting of restricted share units under the 2021 Plan[82] - As of December 31, 2023, 471,516 new shares remain issuable under the 2021 Plan for unvested restricted share units, representing approximately 0.36% of the total issued shares[82] - The weighted average closing price of the company's shares was HKD 52.00 before the vesting date and HKD 58.27 after the vesting date[85] - A total of 250,012 shares were vested during the reporting period, with 34,563 shares vested in a specific category[85] - As of December 31, 2023, there were 471,516 shares that had not yet been exercised[85] - The 2022 Pre-IPO Plan allows for the issuance of up to 8,000,000 new ordinary shares, with 6,658,375 shares potentially issuable as of the listing date[90] - As of December 31, 2023, 6,347,292 new shares remained issuable under the 2022 Pre-IPO Plan, representing approximately 4.87% of the total issued shares[91] - The 2022 Pre-IPO Plan has a remaining term of approximately 8 years and 5 months as of the latest practicable date[87] - The 2022 Pre-IPO Plan aims to align the interests of directors, employees, and consultants with those of the company's shareholders[88] - The exercise price for options under the 2022 Pre-IPO Plan is determined by the committee and can be a fixed price related to the fair market value of the shares[93] - No new shares were issued during the reporting period due to the exercise of pre-listing options under the 2022 Pre-IPO Plan[91] - The vesting period for shares ranges from approximately 43 weeks to 1 year and 7 days, with some shares subject to a lock-up period until the first anniversary of the listing date[85] - The company's 2022 First Share Incentive Plan allows for the issuance of up to 12,000,000 shares, representing approximately 9.33% of the issued shares as of the listing date[100] - As of December 31, 2023, 1,375,945 awards in the form of share options were granted under the 2022 First Share Incentive Plan, with no other awards granted, exercised, canceled, or lapsed during the reporting period[100] - The remaining number of shares available for future grants under the 2022 First Share Incentive Plan as of December 31, 2023, is 10,624,055 shares, representing approximately 8.15% of the total issued shares as of the annual report date[100] - The 2022 First Share Incentive Plan has a remaining term of approximately 9 years as of the latest practicable date[96] - The 2022 First Share Incentive Plan aims to align the interests of eligible participants with those of the company and its shareholders by providing opportunities to acquire company shares[97] - Eligible participants include employees, directors, and senior personnel of the company and its affiliates, as well as employees, directors, and senior personnel of the company's holding company, subsidiaries, and associates[98] - Awards under the 2022 First Share Incentive Plan can take the form of share awards or share options, with the nature, amount, terms, and conditions determined by the board or plan administrator[99] - The maximum quota for any participant under the 2022 First Share Incentive Plan is 1% of the total issued shares over any 12-month period, with additional awards requiring shareholder approval[101] - The vesting period for