Financial Performance - Revenue for the year ended March 31, 2024, was HKD 333,430,000, an increase of 6.5% compared to HKD 312,906,000 in 2023[4] - Gross profit for the same period was HKD 60,794,000, representing a significant increase of 147% from HKD 24,573,000 in 2023[4] - The company reported a net profit attributable to shareholders of HKD 39,465,000, up from HKD 18,932,000 in the previous year, marking a growth of 108.5%[4] - Basic and diluted earnings per share increased to HKD 0.99 from HKD 0.47, reflecting a growth of 110.6%[4] - Other income for 2024 totaled HKD 1,865,000, a decrease of 57.5% from HKD 4,391,000 in 2023, primarily due to reduced government subsidies[23] - The profit before tax for 2024 was HKD 3,316,000, compared to a loss in 2023[24] - The annual net profit was approximately HKD 39.5 million, compared to HKD 18.9 million for the previous year, indicating significant growth[39] Assets and Liabilities - Total assets as of March 31, 2024, amounted to HKD 203,411,000, compared to HKD 169,457,000 in 2023, indicating a growth of 20%[5] - Total equity attributable to shareholders increased to HKD 145,713,000 from HKD 106,248,000, representing a growth of 37%[5] - The company’s cash and cash equivalents rose to HKD 93,395,000, up from HKD 45,040,000, showing a significant increase of 107%[5] - Trade and other receivables increased to HKD 50,600,000 from HKD 37,659,000, reflecting a growth of 34%[5] - The company reported a decrease in trade and other payables to HKD 30,775,000 from HKD 63,209,000, a reduction of 51%[5] - Trade receivables increased to HKD 35,793,000 in 2024 from HKD 29,706,000 in 2023, marking a rise of 20.5%[28] - The total trade and other receivables for 2024 were HKD 50,600,000, an increase of 34.2% from HKD 37,659,000 in 2023[28] Strategic Focus and Operations - The company is focused on expanding its operations in Hong Kong, primarily in foundation engineering, as part of its strategic growth plan[6] - The company plans to adjust its bidding strategy to lower bid prices for new contracts to maintain competitiveness amid market pressures[40] - The company expects to benefit from government policies aimed at stimulating housing demand in the Hong Kong Special Administrative Region[40] Financial Reporting and Compliance - The group has adopted new and revised Hong Kong Financial Reporting Standards effective from April 1, 2023, which do not have a significant impact on the financial position and performance for the current and prior years[12] - The company anticipates that the application of all revised Hong Kong Financial Reporting Standards will not have a significant impact on the consolidated financial statements in the foreseeable future[18] - The accounting policy changes related to the cancellation of the offsetting mechanism for mandatory provident funds and long service payments will take effect on May 1, 2025, but do not significantly affect the current financial statements[13][15] - The Audit Committee, consisting of three independent non-executive directors, has reviewed the consolidated financial statements for the review period and found them compliant with applicable accounting standards and regulations[81] - The external auditor has agreed that the financial figures in the annual performance announcement are consistent with the consolidated financial statements as of March 31, 2024[82] Employment and Expenses - The total salary cost incurred by the company during the review year is approximately HKD 33.2 million, a decrease from HKD 34.3 million in the previous year[68] - As of March 31, 2024, the company employed 54 full-time employees, down from 97 full-time employees as of March 31, 2023[68] - Administrative and other operating expenses were approximately HKD 22.4 million, an increase of about HKD 0.1 million or 0.3% compared to the same period last year[45] Capital Expenditures and Investments - The group made capital expenditures of approximately HKD 2.6 million for the purchase of properties, plants, and equipment, all funded by internal resources[56] - The net proceeds from the fundraising amount to approximately HKD 84.2 million, which will be used for various purposes including the purchase of excavators, cranes, and crushers[65] - The actual use of funds for purchasing excavators, cranes, and crushers is projected to be HKD 39.322 million, compared to the originally planned HKD 55 million[65] - There are no significant investments or capital asset plans disclosed for the review year[66] Shareholder Information - The company did not declare any dividends for the year ending March 31, 2024, consistent with 2023[27] - The group did not recommend the declaration of any final dividend for the year[64] - The 2024 Annual General Meeting is scheduled for September 13, 2024[79] - Share registration services will be suspended from September 10, 2024, to September 13, 2024, to determine shareholder eligibility for the upcoming Annual General Meeting[80] Other Information - The company has not conducted any major post-year-end events as of the announcement date[69] - The company has adhered to all applicable corporate governance codes throughout the review year[70] - No significant contracts in which directors have a substantial interest were established during the review year[77] - The company has not engaged in any buybacks, sales, or redemptions of its securities during the review year[76] - The company has not issued any stock options under its stock option plan since its adoption on September 3, 2016[73] - The company confirmed that it has maintained sufficient public float as per listing rules throughout the review period and up to the announcement date[78]

Financial Performance - The group's revenue increased by approximately 83.0% to about HKD 234.8 million, compared to approximately HKD 128.3 million in the same period of 2022[8]. - The group recorded a gross profit of approximately HKD 44.3 million, a significant increase of about HKD 33.1 million from approximately HKD 11.2 million in the same period of 2022, with a gross profit margin rising by 10.2 percentage points to approximately 18.9%[9]. - The group achieved a profit before tax of approximately HKD 34.1 million, compared to HKD 16.3 million in the same period of 2022[5]. - The net profit for the period was approximately HKD 32.9 million, an increase from approximately HKD 16.3 million in the same period of 2022[15]. - For the six months ended September 30, 2023, the company reported revenue of approximately HKD 234.8 million, a significant increase of 83% compared to HKD 128.3 million in the same period of 2022[35]. - The gross profit for the same period was HKD 44.3 million, representing a gross margin of approximately 18.9%, compared to HKD 11.2 million in the previous year[35]. - The net profit attributable to the company's owners for the period was HKD 32.9 million, up from HKD 16.3 million in the prior year, reflecting a year-over-year growth of 102%[35]. - Basic earnings per share for the period were HKD 0.823, compared to HKD 0.406 for the same period in 2022, representing a 102% increase[56]. Cash and Assets - The group had a total cash and bank deposits of approximately HKD 70.2 million as of September 30, 2023, compared to approximately HKD 51.2 million as of March 31, 2023[16]. - Cash and cash equivalents at the end of the period increased to HKD 63,850,000 from HKD 30,884,000, marking a 106% rise[41]. - Total cash and bank balances reached HKD 63,850,000 as of September 30, 2023, up from HKD 45,040,000 as of March 31, 2023, reflecting a growth of approximately 42%[63]. - As of September 30, 2023, total assets were HKD 216.2 million, an increase from HKD 169.5 million as of March 31, 2023[37]. Liabilities and Debt - The company’s total liabilities increased to HKD 75,900,000 as of September 30, 2023, from HKD 63,209,000 as of March 31, 2023, reflecting an increase of approximately 20%[66]. - The company's total liabilities increased to HKD 77.1 million from HKD 63.2 million, with current liabilities accounting for HKD 75.9 million[37]. - The group had no outstanding debts as of September 30, 2023[17]. Operational Highlights - The group has 11 ongoing projects with a total original contract value of approximately HKD 464.9 million[5]. - Administrative and other operating expenses increased by approximately 10.6% to about HKD 10.4 million due to rising employee salaries and benefits[12]. - Other income and gains decreased to approximately HKD 0.7 million from about HKD 1.3 million in the same period of 2022, primarily due to the absence of non-recurring government subsidies[11]. - The company reported a net cash inflow from operating activities of HKD 19,409,000, down from HKD 24,832,000 in the previous year[41]. - The net cash used in investing activities was HKD 599,000, a significant improvement from HKD 9,907,000 in the previous year[41]. Future Outlook - The group is optimistic about the future of the foundation engineering sector and aims to create value for shareholders[7]. Shareholder Information - As of September 30, 2023, the company has a total of 2,040,000,000 shares held by Meicheng Holdings Limited, representing a 51.0% ownership stake[77]. - The beneficial ownership of Meicheng is distributed among the directors: Mr. Huang Renxiong holds 40%, Mr. Huang Yibang holds 30%, and Mr. Li Guohui holds 30%[78]. - Other significant shareholders include Ms. Cai Meizhu, Ms. Li Biru, and Ms. Mai Jieling, each holding a 51.0% stake through spousal rights[80]. - Kingkey Investment Fund SPC holds a beneficial interest of 204,000,000 shares, accounting for 5.1% of the total shares[80]. Corporate Governance - The company confirms compliance with all provisions of the Corporate Governance Code during the reporting period[85]. - The Audit Committee was established on September 3, 2016, with the main responsibility of reviewing the group's financial information and overseeing the financial reporting system, risk management, and internal control procedures[93]. - The Audit Committee consists of three independent non-executive directors, with Mr. Tam Wai Tak serving as the chairman[93]. - The Audit Committee has reviewed the unaudited interim results for the period and confirmed compliance with applicable accounting standards and regulations[93].

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之內容 概不負責，對其準確性或完整性亦不發表任何聲明，並明確表示概不就 因本公告全部或任何部分內容而產生或因依賴該等內容而引致之任何損 失承擔任何責任。 Shun Wo Group Holdings Limited 汛 和 集 團 控 股 有 限 公 司 （於開曼群島註冊成立的有限公司） （股份代號：1591） 截 至2023年9月30日 止 六 個 月 中 期 業 績 公 告 汛和集團控股有限公司（「本公司」）董事（「董事」）會（「董事會」）欣然提呈本 公 司 及 其 附 屬 公 司（統 稱「本 集 團」）截 至2023年9月30日 止 六 個 月（「期 內」） 之未經審核中期業績，連同2022年同期未經審核之比較數字。 簡明綜合損益及其他全面收益表 截至2023年9月30日止六個月 截至9月30日止六個月 2023年 2022年 附註 千港元 千港元 （未經審核） （未經審核） 收益 4 234,849 128,348 直接成本 (190,558) (117,121) 毛利 44,291 11,227 ...

Financial Performance - The group's revenue reached approximately HKD 312.9 million, representing a significant year-on-year increase of 29.1%[12]. - The net profit for the year was approximately HKD 18.9 million, a turnaround from a net loss of approximately HKD 4.5 million in the previous fiscal year[5]. - The gross profit amounted to approximately HKD 24.6 million, an increase of about HKD 7.2 million or 41.5% compared to the previous year[13]. - The gross margin improved to approximately 7.9%, up from 7.2% in the previous year, reflecting effective cost control measures[13]. - Other income and gains were approximately HKD 1.9 million, an increase of 21.2% year-on-year, primarily due to government subsidies related to COVID-19[15]. - The increase in revenue was mainly due to several large construction projects awarded in 2021 and 2022[12]. - Administrative and other operating expenses for the year were approximately HKD 22.3 million, a decrease of about HKD 0.1 million or 0.5% compared to the same period in 2022[18]. - The net impairment loss reversal of financial and contract assets was approximately HKD 14.8 million, compared to a loss of HKD 1.0 million in 2022, due to the recovery of previously impaired long-term trade receivables[20]. - As of March 31, 2023, the group had total bank balances (including pledged bank deposits) of approximately HKD 51.2 million, up from HKD 23.0 million as of March 31, 2022[23]. - The group had no outstanding debts as of March 31, 2023 and March 31, 2022[24]. - Capital expenditures for the year amounted to approximately HKD 9.0 million for the purchase of properties, plants, and equipment, funded entirely by internal resources[31]. - The total salary cost incurred during the year was approximately HKD 34.3 million, compared to HKD 31.1 million for the same period in 2022[43]. - The net proceeds received amounted to approximately HKD 84.2 million, with about HKD 82.5 million utilized as of March 31, 2023[42]. - The group plans to utilize the remaining net proceeds of approximately HKD 1.7 million for the purchase of excavators, cranes, and crushers by March 31, 2024[42]. Corporate Governance - The company is committed to maintaining good corporate governance to protect shareholder interests and maximize shareholder value[57]. - The board has established a mission and values that integrate environmental protection, social responsibility, and sustainable growth into the business strategy[59]. - The company has adopted the corporate governance code as per the listing rules and has complied with it throughout the review period[58]. - The board consists of six members, including three executive directors and three independent non-executive directors[61]. - The company has a diverse board member policy, a nomination policy, a dividend policy, and an anti-corruption policy in place[63]. - The operational director has over 20 years of experience in the foundation industry, contributing to the company's strategic planning[46]. - The company emphasizes a culture of integrity and accountability to guide employee behavior and align with its mission and values[59]. - The company secretary has over 20 years of experience in auditing and accounting, enhancing the company's governance[54]. - The board regularly reviews the company's corporate governance practices and procedures to ensure compliance with relevant laws and regulations[57]. - The board's dividend policy is influenced by the group's financial performance, cash flow, and future expenditure plans, with no guaranteed specific dividend amounts[68]. - The company prohibits all forms of bribery and corruption, ensuring compliance with local laws and regulations[70]. - The board comprises three independent non-executive directors, meeting the requirement of more than one-third of the board's members[72]. - The company has established a formal and transparent policy against bribery for all employees[70]. - The chairman and CEO positions are held by different individuals to ensure a balance of power and authority[71]. - The company will review the board's structure and diversity regularly to ensure compliance with its policies[69]. - Two directors are set to retire at the upcoming annual general meeting and are eligible for re-election[74]. - The board of directors held five meetings during the review year, with all members attending 100% of the meetings[89]. - The audit committee, consisting of three independent non-executive directors, held two meetings and reviewed the group's financial statements and reporting systems[95]. - The company has established a clear board meeting procedure, with regular meetings held at least four times a year[82]. - The company provides appropriate insurance for all directors in relation to their duties[78]. - The company has arranged internal training for directors to enhance their knowledge and skills[80]. - The company has a comprehensive training program for newly appointed directors[81]. - The audit committee reviewed the independence and objectivity of the external auditor during the review year[95]. - The company has established three board committees: the audit committee, nomination committee, and remuneration committee to oversee specific matters[90]. - The company ensures compliance with legal and regulatory requirements through regular reviews of its governance policies[78]. - The company has a policy for handling potential conflicts of interest among directors, requiring independent directors to manage such matters[78]. - The Nomination Committee held two meetings during the review year, with all members attending 2 out of 2 meetings[99]. - The Compensation Committee reviewed the overall compensation policy for all directors and senior management, ensuring it reflects performance and achievements[101]. - The total fees paid to the auditor for audit services amounted to HKD 720,000, while non-audit services totaled HKD 120,000[107]. - The company has established guidelines for approving and controlling expenditures to ensure the reliability of financial reporting and compliance with applicable laws[109]. - The board confirmed its responsibility for risk management and internal control systems, assessing their effectiveness in line with the group's risk appetite[108]. - The group has implemented a "three lines of defense" model for risk management, involving departmental heads, management, and the audit committee[108]. - The Compensation Committee's recommendations for management compensation are based on comparisons with similar-sized companies in the industry[103]. - The Nomination Committee reviewed the board's structure, size, and diversity, making recommendations for approval by the board[99]. - The group has a policy for evaluating the independence of non-executive directors, ensuring compliance with governance standards[99]. - The board is not aware of any significant uncertainties that would raise doubts about the group's ability to continue as a going concern[105]. - The company has established a whistleblowing procedure to allow employees to report concerns regarding financial reporting, internal controls, or potential violations confidentially[110]. - The board has taken appropriate measures to fulfill internal audit functions despite the absence of an internal audit capability within the company[110]. - The company has appointed a new company secretary, who has completed no less than 15 hours of professional training during the review year to enhance her skills and knowledge[112]. - All shares of the company have the same voting rights and entitlement to dividends, ensuring equal shareholder rights[113]. - The company has a policy in place to ensure insider information is disclosed fairly and timely according to applicable laws and regulations[111]. - The company emphasizes the importance of communication with stakeholders and has established a shareholder communication policy to provide balanced and easily understandable information[119]. - The company has been closely monitoring the developments of COVID-19 and has adjusted communication channels to minimize the risk of virus transmission[120]. - The annual general meeting is scheduled for September 7, 2023, with a notice to be sent to shareholders at least 20 full business days prior[121]. - The company has not made any significant changes to its constitutional documents during the review year[122]. Environmental, Social, and Governance (ESG) Initiatives - The board is responsible for the company's environmental, social, and governance (ESG) principles and policies, with a dedicated team collecting and integrating ESG data[126]. - The company has set major environmental, social, and governance (ESG) goals to manage and stabilize energy consumption at levels comparable to the previous year[127]. - Despite a significant increase in water usage, other energy consumption and pollutant emissions have improved, generally meeting the targets[127]. - The company has implemented various energy efficiency measures, including using energy-saving equipment and reducing vehicle idle time[135]. - There were no violations related to air and greenhouse gas emissions, water and land pollution, or waste generation during the review year[136]. - The greenhouse gas emissions performance is calculated based on guidelines from the Environmental Protection Department and the Electrical and Mechanical Services Department[139]. - The company actively engages with stakeholders to gather feedback on ESG policies and performance, which aids in improving future sustainability performance[131]. - The company has identified emissions and resource usage as critical issues due to the environmental pollution caused by its main construction business[133]. - The company has invested in clean energy and sustainable materials to mitigate the impact of climate change[135]. - The board believes the group has achieved its ESG goals and plans to implement improvement measures for the coming year[127]. - The company ensures compliance with all relevant environmental laws and regulations[136]. - Energy consumption decreased significantly, with diesel usage down from 462,999 liters in 2022 to 352,298 liters in 2023, a reduction of approximately 24%[140]. - Total greenhouse gas emissions equivalent to CO2 decreased from 1,334 tons in 2022 to 1,042 tons in 2023, representing a decline of about 22%[140]. - Water consumption increased from 3,475 cubic meters in 2022 to 9,994 cubic meters in 2023, a rise of approximately 187%[141]. - Construction waste generated decreased to approximately 91,321 tons in 2023 from 117,113 tons in 2022, a reduction of about 22%[143]. - The density of greenhouse gas emissions per million sales improved from 5.5 in 2022 to 3.3 in 2023[140]. - The density of construction waste per million sales decreased from 483 in 2022 to 292 in 2023[143]. - The company aims to further reduce energy consumption and air pollutants in the future to enhance environmental performance[141]. Workforce and Training - The workforce is predominantly male, with 92 males and 5 females employed as of March 31, 2023[148]. - Employee count rose from 72 in 2022 to 97 in 2023, an increase of approximately 35%[148]. - Employee turnover rate increased from about 21% in 2022 to approximately 45% in 2023[149]. - The company provided approximately 1,002 hours of training in the fiscal year 2023, with construction workers accounting for about 957 hours, averaging 13 hours of training per worker[151]. - The average training hours per employee in fiscal year 2023 were 11.3 hours, with 90% of employees completing training[156]. - The company emphasized a safe working environment, implementing various health and safety measures during the ongoing COVID-19 pandemic[151]. - The company maintained high hygiene standards and preventive measures at most construction sites and offices despite the easing of COVID-19 restrictions[151]. - The company has established a performance evaluation mechanism to ensure fair career development opportunities for employees[158]. - The company reported a 100% training completion rate for workers in fiscal year 2023[156]. - The company actively manages supplier selection criteria, ensuring compliance with occupational health and safety regulations[161]. - The company has not recorded any significant violations related to workplace safety in the fiscal year 2023[154]. Community Engagement and Charitable Activities - The company contributed HKD 58,000 to local community initiatives, focusing on child care and accident rescue[171]. - The company actively participates in charitable activities, including donations to the construction industry care fund after a serious accident[171]. - The company supports various charitable events, including the Lifewire Run 2022 for rare disease children[171]. - The company aims to participate in more charitable activities in the future to contribute to the betterment of the local community[171]. Compliance and Risk Management - The group faces significant industry risks, particularly related to the Hong Kong property market's development and the availability of foundation projects, which could adversely impact business operations[188]. - Compliance risks are present due to the regulatory nature of the foundation industry, with potential changes in licensing requirements that could increase operational costs[189]. - Unforeseen geological conditions can lead to additional costs and project delays, impacting the group's financial status[190]. - The group emphasizes environmental protection and has implemented an environmental management system certified to ISO 14001:2015 standards[194]. - The group prioritizes subcontractors with ISO 14001 certification to enhance environmental awareness among business partners[195]. - The group recognizes employees as key assets for sustainable growth and offers competitive compensation and training opportunities[199]. - The group aims to reduce reliance on major clients by undertaking large-scale projects for a broader client base[200].

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之內容 概不負責，對其準確性或完整性亦不發表任何聲明，並明確表示概不就 因本公告全部或任何部分內容而產生或因依賴該等內容而引致之任何損 失承擔任何責任。 Shun Wo Group Holdings Limited 汛 和 集 團 控 股 有 限 公 司 （於開曼群島註冊成立的有限公司） （股份代號：1591） 截 至2023年3月31日 止 年 度 之 年 度 業 績 公 告 汛和集團控股有限公司（「本公司」）董事（「董事」）會（「董事會」）欣然提呈本 公司及其附屬公司（統稱「本集團」）截至2023年3月31日止年度（「回顧年度」） 之經審核年度綜合財務業績，連同截至2022年3月31日止年度同期之比較 數字。 綜合損益及其他全面收益表 截至2023年3月31日止年度 2023年 2022年 附註 千港元 千港元 收益 3 312,906 242,292 直接成本 (288,333) (224,925) 毛利 24,573 17,367 其他收入及其他收益 4 1,865 1,539 行政及其他經營開支 (22,278) (22,390) 金融資產及合 ...

Financial Performance - The group recorded a net profit of approximately HKD 16.3 million for the six months ended September 30, 2022, compared to HKD 1.3 million in the same period of 2021, representing a significant increase [15]. - Revenue for the period increased by approximately HKD 13.7 million or about 12.0% to approximately HKD 128.3 million, primarily due to the undertaking of several large construction projects [9]. - Gross profit decreased slightly to approximately HKD 11.2 million, with a gross profit margin of about 8.7%, down 1.4 percentage points from 10.1% in the same period of 2021 [10]. - The total comprehensive income attributable to the owners of the company for the period was HKD 16,259,000, compared to a loss of HKD 9,765,000 in the previous year [36]. - Basic earnings per share for the six months ended September 30, 2022, was HKD 0.406, compared to HKD 0.032 for the same period in 2021, reflecting a significant increase [66]. - Cash flow from operating activities for the six months ended September 30, 2022, was HKD 24,832,000, a significant improvement from a cash outflow of HKD 4,906,000 in the prior year [45]. Government Support - The group received government subsidies of approximately HKD 12 million through the "Employment Support Scheme" during the period [7]. - The company recognized government subsidies related to the COVID-19 pandemic amounting to HKD 1,221,000 during the six-month period ended September 30, 2022 [59]. Assets and Liabilities - The group had a total of approximately HKD 42.1 million in bank balances and cash as of September 30, 2022, compared to HKD 23.0 million as of March 31, 2022 [16]. - There were no outstanding debts as of September 30, 2022, maintaining a zero debt ratio [17]. - The company’s total assets as of September 30, 2022, were HKD 149,951,000, up from HKD 142,188,000 as of March 31, 2022 [39]. - The total equity attributable to the owners of the company increased to HKD 103,575,000 from HKD 87,316,000 as of March 31, 2022 [39]. - Trade receivables as of September 30, 2022, were HKD 17,263,000, down from HKD 69,079,000 as of March 31, 2022, indicating a reduction in credit losses [73]. - Trade and other payables amounted to HKD 46,376 million as of September 30, 2022, down from HKD 54,872 million as of March 31, 2022, reflecting a decrease of 15.5% [83]. Investments and Expenditures - The group invested approximately HKD 5.8 million in the purchase of property, plant, and equipment during the period, funded entirely by internal resources [22]. - The company plans to utilize HKD 84,200,000 from the proceeds for various purposes, including purchasing machinery and increasing workforce [30]. - The company invested approximately HKD 58 million in property, plant, and equipment during the period, compared to approximately HKD 2.1 million for the same period in 2021 [70]. Workforce and Employment - The company employed 100 full-time staff as of September 30, 2022, an increase from 72 full-time staff as of March 31, 2022 [32]. - The total salary cost incurred by the company during the period was approximately HKD 169,000,000, compared to HKD 148,000,000 in the same period last year, reflecting a rise in compensation expenses [32]. Challenges and Outlook - The group continues to face challenges such as material price fluctuations and a shortage of skilled labor in the construction industry [7]. - The group remains optimistic about the future of foundation engineering and is committed to improving operational efficiency and business profitability [8]. Corporate Governance - The company is committed to maintaining good corporate governance to protect shareholder interests [103]. - The Audit Committee, consisting of three independent non-executive directors, has reviewed the unaudited interim results [109]. - There have been no arrangements for directors to purchase shares or debt securities of the company during the reporting period [105]. - The company has not bought, sold, or redeemed any of its securities during the reporting period [106]. Shareholder Information - The issued share capital remained at HKD 40,000 million with 4,000,000,000 shares as of both September 30, 2022, and March 31, 2022 [82]. - The company holds 2,040,000,000 shares, representing 51.096% of the total equity [97]. - The spouse of the major shareholder, Ms. Cai Meizhu, also holds 2,040,000,000 shares, equating to 51.096% [98]. - Kingkey Investment Fund SPC holds 204,000,000 shares, which is 5.196% of the total equity [97]. - The company has maintained sufficient public float as per listing rules [108].

Financial Performance - The group's revenue reached approximately HKD 242.8 million, representing a significant year-on-year increase of 67.8%[6] - The net loss narrowed to approximately HKD 4.5 million, a reduction of about HKD 1.6 million compared to the previous year[6] - Gross profit for the year was approximately HKD 17.4 million, a decrease of about HKD 5.7 million or 24.7% year-on-year[15] - The gross profit margin fell to approximately 7.2%, down 8.8 percentage points from approximately 16.0% in the previous year[15] - Other income and losses amounted to approximately HKD 1.5 million, a decrease of about HKD 3.4 million or 69.4% year-on-year[16] - Administrative and other operating expenses were approximately HKD 22.4 million, a decrease of about HKD 0.4 million or 1.8%[18] - Impairment losses on financial and contract assets were approximately HKD 1.0 million, a significant decrease of about HKD 10.6 million or 91.4%[19] Projects and Contracts - The group has 9 ongoing projects with a total original contract value of approximately HKD 422.4 million as of March 31, 2022[11] - Two new projects were awarded after March 31, 2022, with an original contract value of approximately HKD 149.7 million[12] Cash and Debt Management - As of March 31, 2022, the group had a total bank balance (including pledged bank deposits) of approximately HKD 23.0 million, down from approximately HKD 44.8 million as of March 31, 2021[23] - The group had no outstanding debts as of March 31, 2022, consistent with the previous year[24] - The group has pledged bank deposits of approximately HKD 5.0 million to secure bank financing, unchanged from the previous year[27] - The group’s debt-to-equity ratio was zero as of March 31, 2022, the same as the previous year[26] Capital Expenditures and Investments - The group invested approximately HKD 2.5 million in capital expenditures for the purchase of properties, plants, and equipment during the year, funded entirely by internal resources[30] - The group has no significant capital commitments or contingent liabilities as of March 31, 2022[31] - The group did not engage in any significant acquisitions or disposals of subsidiaries during the review year[32] - The group has no major investment plans or capital asset projects beyond those disclosed in the "Use of Proceeds" section[34] Corporate Governance - The company is committed to maintaining good corporate governance to protect shareholder interests and maximize shareholder value[51] - The board consists of six members, including three executive directors and three independent non-executive directors[54] - The company has adopted the corporate governance code as per the Listing Rules and has complied with it throughout the review year[52] - The company has a diversified board policy aimed at enhancing the quality and effectiveness of the board[57] - The financial director, Mr. Xu, has over 20 years of experience in accounting and finance, overseeing financial reporting and planning[49] - The technical director, Mr. Chan, has over 40 years of experience in the construction industry, providing technical support for foundation engineering[48] - The independent non-executive director, Mr. Liang, has over 20 years of legal experience and has served on various committees related to transport and logistics[45] - The company has a structured approach to ensure compliance with relevant laws and regulations, enhancing accountability[51] - The board has implemented a nomination policy to ensure a diverse and effective board composition[56] - The company’s independent non-executive directors have been actively involved in various regulatory and advisory roles, contributing to governance[44] - The board considers various aspects of diversity, including gender, age, cultural and educational background, and professional experience when appointing members[59] - The selection criteria for board candidates include integrity, industry achievements, commitment of time, and ability to support the group's management[60] - The board is responsible for overall management and delegates daily operations to the management team led by the CEO[70] - The board's main responsibilities include setting long-term goals, approving major policies, and reviewing financial statements[71] - The company has three independent non-executive directors, constituting over one-third of the board, ensuring compliance with listing rules[66] - The company has a dividend policy that considers operational performance, retained earnings, cash flow, and future investment needs[64] - The company provides training for directors to enhance their knowledge and skills, covering applicable laws and regulations[79] - The board must review its structure and diversity regularly to ensure effective governance[61] - The company has established insurance for all directors to cover their responsibilities[78] - The board's nomination committee monitors the implementation of diversity policies and reviews nomination policies for effectiveness[59] - The board of directors held five meetings during the review year, with all members attending 100% of the meetings[90] - The audit committee conducted two meetings, with all members present at each meeting, ensuring thorough oversight of financial reporting[99] - The company has established three committees: Audit Committee, Nomination Committee, and Remuneration Committee, to enhance governance and oversight[95] - The audit committee reviewed the consolidated financial statements for the year, confirming compliance with applicable accounting standards and regulations[97] - The nomination committee held two meetings to assess board structure, diversity, and the independence of non-executive directors[109] - The remuneration committee is responsible for reviewing the overall remuneration policy for all directors and senior management, ensuring alignment with corporate goals[112] - The company has a clear board meeting procedure, with written notifications sent at least 14 days prior to meetings[86] - The company secretary ensures that all board meeting records are maintained and available for review by directors[87] - The company has not held any additional shareholder meetings outside of the annual general meeting during the review year[88] - The audit committee has the authority to seek independent professional advice when necessary, with costs covered by the company[96] - The compensation committee consists of one executive director and two independent non-executive directors, ensuring no conflicts in determining personal compensation[113] - During the review period, the salary range for senior management was reported, with two individuals earning between HKD 0 and HKD 1,000,000[114] - The committee held two meetings during the review period, with all members attending both sessions[118] - The committee's main responsibilities included reviewing the compensation policy and structure for directors and senior management based on performance and market practices[118] Risk Management and Compliance - The group has established guidelines for approving and controlling expenditures to ensure the reliability of financial reporting and compliance with applicable laws[128] - The company has implemented a whistleblowing procedure to allow employees to report potential misconduct confidentially[128] - The board confirmed its responsibility for risk management and internal control systems, assessing the nature and extent of risks the group is willing to accept[127] - The company secretary has completed no less than 15 hours of professional training to enhance skills and knowledge during the review period[132] Shareholder Engagement - All shares of the company have the same voting rights and entitlement to dividends, as outlined in the company's articles and Cayman Islands company law[133] - The company emphasizes the importance of maintaining ongoing dialogue with shareholders and investors, ensuring timely and balanced communication of company information[138] - The annual general meeting is scheduled for September 8, 2022, with a notice to be sent to shareholders at least 20 full business days prior[140] - The company has not made any significant changes to its articles of association during the review period[140] Environmental, Social, and Governance (ESG) - The board is committed to environmental, social, and governance (ESG) principles, integrating appropriate measures to minimize negative environmental impacts[143] - The company has conducted a comprehensive internal materiality assessment to identify key ESG issues prioritized by stakeholders[145] - The ESG report is prepared in accordance with the guidelines set out in the listing rules, aiming to disclose the company's major measures and activities in ESG during the review period[147] - The company values stakeholder feedback on its ESG policies and practices, believing that diverse opinions will enhance future sustainable performance[155] - The board is responsible for all significant ESG compliance matters, with a dedicated team collecting and integrating ESG data for performance assessment[145] - The company ensures the objectivity and fairness of its ESG report by involving multiple departments in data collection[151] - The methods used in preparing the ESG report are consistent with those from the previous year[152] Environmental Performance - Total energy consumption for the year was approximately 5,200,884 kWh, an increase from 3,660,000 kWh in the previous year[172] - Total greenhouse gas emissions (CO2 equivalent) increased to 1,334 tons, while other air pollutants such as nitrogen oxides and sulfur oxides saw slight increases[172] - Water consumption decreased by 83.5% due to fewer high-water projects undertaken during the year[172] - The energy consumption density was 21,465 kWh per million HKD, down from 25,345 kWh per million HKD in the previous year[172] - The company implemented energy-saving measures, including the use of energy-efficient equipment and regular maintenance of vehicles and machinery[162] - The total emissions of greenhouse gases per million sales decreased from 6.8 to 5.5[168] - The company reported no harmful waste generated during operations, with only general office waste and construction waste being produced[166] - The company is committed to further efforts in energy conservation and reducing air pollutants to improve environmental performance[172] - The total fuel and diesel consumption was 462,999 liters, an increase from 313,678 liters in the previous year[168] - The company actively participates in environmental seminars and updates its knowledge on climate issues affecting operations[161] - The total construction waste generated by the group increased to 117,113 tons in the fiscal year 2022, compared to 36,265 tons in 2021, representing a significant rise[173] - The density of construction waste per million sales rose to 483 in 2022 from 251 in 2021, indicating a higher waste generation relative to sales[173] - The group disposed of 116,790 tons of inert construction waste at public fill reception facilities in 2022, a substantial increase from 36,122 tons in 2021[173] Employee Management and Safety - The employee turnover rate increased from approximately 17% in the previous year to about 21% in 2022, with the highest turnover rate among employees aged 51 to 60[183] - The group employed a total of 72 employees as of March 31, 2022, up from 61 at the beginning of the fiscal year[183] - The group provided 400 hours of safety training in the fiscal year 2022, with construction workers receiving an average of 7 hours each[188] - The group strictly prohibits the use of child labor or forced labor, ensuring compliance with local laws and regulations[179] - The management team actively seeks partnerships and external advice to enhance sustainability and compliance across the supply chain[173] - The group emphasizes a positive organizational culture to enhance employee productivity and retention[187] - The group implemented various COVID-19 preventive measures in the workplace, including distributing masks and encouraging social distancing[188] - In the fiscal year 2022, the company reported a total of 3 work-related injuries, resulting in a loss of 64 workdays, with 62 days lost due to an injury involving an employee of the company[191] - The training program in fiscal year 2022 saw 64 male employees and 1 female employee trained, with an average training duration of 5.9 hours and 3.0 hours respectively, achieving a training participation rate of 90%[192] - The company had 97 major suppliers from Hong Kong in the review year, a decrease from 109 in the previous year[199] - The procurement team regularly monitors and reviews existing suppliers to ensure compliance with standards, with poor-performing suppliers being removed from the approved list[198] - The company has established a performance evaluation mechanism to ensure employees are assessed in an unbiased environment[195] - The company aims to maintain high safety standards, having recorded no fatalities due to work-related incidents over the past three years[191] - The average training hours per employee in fiscal year 2021 was 6.2 hours, with a training participation rate of 80%[192] - The company emphasizes the importance of long-term relationships with reliable recurring clients, which enhances its reputation and integrity[200] - The company has implemented a rigorous procurement process that includes evaluating suppliers based on quality, price, and environmental considerations[198] - The company is committed to improving employee performance through extensive training and development opportunities[192]

Financial Performance - The group recorded revenue of approximately HKD 1,444 million for the fiscal year ending March 31, 2021, an increase of about HKD 10 million or 7.4% compared to the previous year[5]. - The net loss for the year was approximately HKD 6.1 million, a reduction of about HKD 27 million from a net loss of HKD 33.1 million in the previous year[5][18]. - Gross profit for the year was approximately HKD 23.1 million, improving from a gross loss of HKD 6.1 million in the previous year, resulting in a gross profit margin of 16.0%[14]. - Other income increased from approximately HKD 1.1 million to about HKD 4.9 million, driven by rental income and government subsidies related to COVID-19[15]. - Administrative and other operating expenses rose by approximately HKD 0.7 million or 3.0% to about HKD 22.8 million[16]. - Financial assets and contract assets impairment losses increased to approximately HKD 11.6 million, up from about HKD 3.0 million in the previous year[17]. Projects and Contracts - The group has 10 ongoing projects with a total original contract value of approximately HKD 200.6 million as of March 31, 2021[9]. - Two new projects were awarded after March 31, 2021, with a total original contract value of approximately HKD 92.3 million[10]. Liquidity and Financial Position - As of March 31, 2021, the group had total bank balances (including pledged bank deposits) of approximately HKD 448 million, compared to HKD 395 million as of March 31, 2020[33]. - The group had no outstanding debts as of March 31, 2021, and March 31, 2020[34]. - The group had a zero debt-to-equity ratio as of March 31, 2021, consistent with the previous year[36]. - As of March 31, 2021, the group had pledged bank deposits of approximately HKD 5.0 million to secure bank financing, compared to HKD 3.7 million in the previous year[38]. Corporate Governance - The company has a commitment to maintaining good corporate governance to maximize shareholder value[69]. - The board consists of six members, including three executive directors and three independent non-executive directors[71]. - The company has adopted a diversity policy for board members, considering factors such as gender, age, cultural background, and professional experience[74]. - The board's nomination committee monitors the implementation of the diversity policy and reviews nomination policies to ensure effectiveness[77]. - The company considers various factors when determining dividends, including operating performance, cash flow, and future investment needs[80]. - The chairman and CEO positions are held by different individuals to ensure a balance of power and authority[81]. - The financial director oversees financial reporting, planning, and treasury matters, bringing over 20 years of experience in finance[66]. - The technical director has over 40 years of experience in the construction industry, providing technical support for foundation engineering[65]. - The company has complied with the corporate governance code throughout the review year[69]. - The board has adopted a standard code of conduct for securities trading by directors, ensuring compliance with regulations[70]. - The board consists of three independent non-executive directors, accounting for over one-third of the board members, in compliance with listing rules[82]. - The board held four meetings during the review year, with all directors confirming they dedicated sufficient time and attention to the group's affairs[117][119]. - The company has established three board committees: Audit Committee, Nomination Committee, and Remuneration Committee, to oversee specific matters[121]. - The company provides adequate resources for each committee to fulfill its responsibilities and can seek independent professional advice when necessary[122]. - The board is responsible for setting long-term goals and strategies, approving major policies, and reviewing financial statements[87]. - The company has received annual confirmations of independence from all independent non-executive directors[82]. - The company ensures that all directors receive appropriate insurance for their responsibilities[91]. - The company arranges internal training for directors to enhance their knowledge and skills[92]. - The Audit Committee held two meetings during the review year to oversee the financial reporting system and risk management processes[124]. - The Audit Committee reviewed the independence and objectivity of the external auditor and recommended their reappointment to the Board[124]. - The company paid HKD 700,000 for audit services and HKD 120,000 for non-audit services during the review year[141][146]. - The company confirmed that there are no significant uncertainties that would raise doubts about its ability to continue as a going concern[144]. - The company employs a "three lines of defense" model for risk management and internal control, ensuring effective risk assessment and mitigation[147]. - The Nomination Committee held one meeting during the review year to evaluate the structure and diversity of the Board[133]. - The company has established a framework for reviewing the independence of independent non-executive directors[134]. - The Audit Committee reviewed the financial statements and confirmed compliance with applicable accounting standards and regulations[124]. - The company has not encountered any disagreements between the Board and the Audit Committee during the review year[130]. - The company has established guidelines and procedures for approving and controlling expenditures to ensure the reliability of financial reporting and compliance with applicable laws and regulations[150]. - The board has taken appropriate measures to fulfill internal audit functions, and external professionals have been engaged to review the effectiveness of the risk management and internal control systems[150]. Environmental and Social Responsibility - The company values stakeholder feedback and encourages input on environmental, social, and governance policies and performance[165]. - A comprehensive materiality assessment was conducted to identify and evaluate environmental, social, and governance issues arising from the company's business[166]. - Total energy consumption for the year was 3,660,000 kWh, a decrease from 4,900,000 kWh in the previous year, resulting in a density of 25,345 kWh per million HKD in revenue[176]. - Greenhouse gas emissions decreased by 8.0% to 986 tons, with direct emissions at 844 tons and indirect emissions at 142 tons[176]. - Diesel fuel consumption decreased significantly, although it remains the primary source of greenhouse gas emissions for the company[176]. - The company generated 36,265 tons of construction waste, an increase from 29,196 tons in the previous year, with a density of 251 tons per million HKD in revenue[179]. - Nitrogen oxides emissions slightly decreased by 0.7% to approximately 430 kg, while sulfur oxides decreased by 28.6% to about 5 kg[177]. - The company implemented various energy-saving measures, including the use of energy-efficient equipment and reducing vehicle idle time[169]. - The total paper consumption was 796 kg, showing a slight increase from 754 kg in the previous year[175]. - The company has not generated any hazardous waste during the review period, with all waste properly disposed of according to regulations[170]. - The company continues to prioritize partnerships with suppliers that have environmentally friendly products and practices[180]. - The company is committed to balancing business development with reducing negative environmental impacts, adhering to a systematic approach to monitor fuel consumption[180]. Workforce and Employee Management - The employee turnover rate improved from approximately 44% in the previous year to about 17% in the reviewed year, with the highest turnover rate observed in the 41 to 50 age group[190]. - As of March 31, 2021, the company had a total of 61 employees, which included 13 new hires and 10 resignations during the year[190]. - The company provided training to 85% of its employees, with an average training duration of 6.2 hours per employee[197]. - The company employed a total of 61 employees as of the end of the fiscal year 2021, with a breakdown of 53 males and 8 females[187]. - The company has implemented measures to ensure a safe working environment, adhering to the Occupational Safety and Health Ordinance standards[192]. - The company has not recorded any work-related fatalities during the reviewed year, maintaining a low accident rate[195]. - The company prohibits the use of child labor and forced labor, ensuring compliance with legal working age requirements[185]. - The company offers various types of leave, including annual leave, maternity leave, and examination leave, in accordance with legal requirements[186]. - The company has a diverse workforce, although challenges remain in achieving gender and age diversity within the construction industry[187]. - The company has established a performance evaluation mechanism to ensure employees receive fair assessments in a non-biased environment[197].

Shun Wo Group Holdings Limited 汛和集團控股有限公司 (於開曼群島註冊成立的有限公司) 股份代號: 1591 目錄 公司資料 2 主席報告 3 管理層討論與分析 4 董事及高級管理層履歷 10 企業管治報告 13 環境、社會及管治報告 24 董事會報告 32 獨立核數師報告 39 綜合損益及其他全面收益表 43 綜合財務狀況表 44 綜合權益變動表 45 綜合現金流量表 46 綜合財務報表附註 47 財務資料概要 90 公司資料 董事曾 執行董事 黃仁雄先生(主席) 黃義邦先生(行政總裁) 黎國輝先生(營運總監) 林作先生(於2019年9月1日辭任) 獨立非執行董事 羅嘉豪先生 梁唯藤先生 譚偉德先生 審核委員會 譚偉德先生(主席) 羅嘉豪先生 梁唯藤先生 薪酬委員會 羅嘉豪先生(主席) 梁唯藤先生 黃義邦先生 提名委員會 黃仁雄先生(主席) 羅嘉豪先生 譚偉德先生 公司秘書 徐永裕先生 授權代表 黃義邦先生 徐永裕先生 註冊辦事處 PO Box 1350 Clifton House 75 Fort Street Grand Cayman KY1-1108 Cayman Isla ...