HOP FUNG GROUP(02320)

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合丰集团(02320) - 股份发行人的证券变动月报表(截至2025年7月31日)
2025-08-06 08:36
股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2025年7月31日 狀態: 新提交 致:香港交易及結算所有限公司 FF301 第 1 頁 共 10 頁 v 1.1.1 FF301 II. 已發行股份及/或庫存股份變動 | 1. 股份分類 | 普通股 | | 股份類別 | 不適用 | | 於香港聯交所上市 (註1) | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 02320 | 說明 | | 普通股 | | | | | | | | 已發行股份(不包括庫存股份)數目 | | | 庫存股份數目 | | 已發行股份總數 | | | 上月底結存 | | | | 817,644,000 | | 0 | | 817,644,000 | | 增加 / 減少 (-) | | | | 0 | | 0 | | | | 本月底結存 | | | | 817,644,000 | | 0 | | 817,644,000 | 公司名稱: 合豐集團控股有限公司 呈交日期: 2025年8月6 ...
合丰集团(02320) - 2024 - 年度财报
2025-04-30 08:33
Financial Performance - In 2024, the Group's revenue from corrugated packaging decreased by 5.7% year-on-year, with a 1.5% increase in the first half followed by a 12% decrease in the second half compared to the respective periods in 2023[23]. - The Group recorded a loss in 2024, although it was an alleviated loss compared to 2023, attributed to decreased procurement costs, reduced impairment losses, lower depreciation expenses, and a decrease in staff numbers[13]. - The Group recorded revenue of HK$211.5 million in 2024, a decrease of HK$12.9 million (5.7%) from HK$224.4 million in 2023 due to a reduction in customer orders[28][34]. - Cost of sales decreased from HK$210.4 million in 2023 to HK$193.7 million in 2024, primarily due to reduced overseas containerboard procurement and lower domestic containerboard prices[29][34]. - Gross profit increased from HK$13.9 million in 2023 to HK$17.8 million in 2024, with the gross profit margin rising from 6.2% to 8.4%[29][34]. - Other income fell from HK$6.7 million in 2023 to HK$2.7 million in 2024, mainly due to a decline in bank interest and service income[30][34]. - The Group recorded a loss of HK$95.2 million in 2024, an improvement of HK$5.6 million compared to a loss of HK$100.8 million in 2023, with the net loss margin increasing from 44.9% to 45.0%[38][43]. - As of December 31, 2024, the Group's bank balances and cash were HK$33.6 million, down from HK$47.3 million in 2023, while bank borrowings increased from HK$72.8 million to HK$92.4 million[39][44]. - The Group's net borrowings level rose to HK$58.2 million as of December 31, 2024, compared to HK$25.6 million in 2023, with a gearing ratio of 12.7%[40][44]. - Capital expenditures for property, plant, and equipment in China were HK$2.1 million in 2024, significantly lower than HK$8.5 million in 2023[41][45]. - Debtors, creditors, and inventory turnover improved to approximately 53 days, 43 days, and 33 days respectively in 2024, compared to 62 days, 52 days, and 46 days in 2023[42][45]. Business Environment - The business environment for the corrugated packaging industry is expected to remain challenging due to geopolitical tensions and sluggish demand in the post-pandemic era[19]. - The corrugated packaging industry is expected to face a challenging business environment due to rising manufacturing costs and weakening market demand[47]. - The Group anticipates that the upstream business will resume operations after transitioning from coal-fuel to gas-fuel boilers, enhancing competitive advantage through vertical integration[47]. - The growth of e-commerce is projected to increase the demand for corrugated packaging materials for safe and efficient product shipping[48]. Operational Strategies - The Group continues to purchase containerboard from third-party suppliers to ensure a stable supply for its downstream corrugated packaging business[24]. - Key strategies include enhancing pricing power, increasing sales volume, improving production efficiency, and reducing energy usage and raw material wastage[49]. - The Group's management emphasizes good capital management to enhance operational efficiency and cope with market volatility for long-term sustainable development[19]. Legal and Tax Matters - The Group has not made provisions for certain tax payments due to ongoing appeals, with management believing it is probable to succeed in these appeals[60]. - The independent auditor's report includes a qualified opinion regarding uncertainties related to tax payment assessments[56]. - The Group's management considers that uncertainties concerning tax obligations could be resolved by a court decision expected before December 31, 2025[63]. - The Company is awaiting a final decision from the Mainland China courts regarding tax liabilities, expected in 2025, which may resolve current audit issues[70]. - The Group's PRC legal advisor indicated that the State Administration of Taxation no longer has the right to appeal, leading to the removal of contingent liabilities related to the "Tax Matter Notice" this year[71]. - The Company filed a retrial application on August 10, 2023, against a judgment from July 5, 2023, regarding value-added tax invoices, which has been accepted for retrial by the Guangdong Higher People's Court[86][90]. - The Audit Committee has reviewed the management's position on audit issues and agreed that no provision should be made unless an irrevocable decision is reached by the courts[68]. - The auditor's view is that audit modifications can be removed if a final decision is made by the courts in 2025 and relevant provisions are recorded in the financial statements[77]. - The management believes that the audit issues will be resolved similarly to previous years, following effective action plans[71][78]. Corporate Governance - The Company has adopted the Corporate Governance Code as the basis for its governance practices[131]. - The Company has established a corporate governance framework based on the CG Code to enhance oversight on business conduct[132]. - The Company complied with all code provisions of the CG Code for the year ended December 31, 2024, except for provisions C.2.1, D.3.3, and E.1.2[133]. - The Company has a Code of Conduct for Directors' dealings in securities, which has been confirmed as complied with throughout the year[138]. - The Company has established policies and procedures to enhance the Board's ability to implement governance[132]. - The Company has confirmed that there are no financial, business, family, or other material relationships among the members of the Board[141]. - The Board comprises six Directors, including three Executive Directors and three Independent Non-executive Directors[140]. - The Company has established a Nomination Committee to identify suitable candidates for directorship, ensuring at least three independent non-executive directors represent one-third of the Board[145][149]. - The Board has reviewed the effectiveness of its mechanisms for ensuring independent views and considers them effective as of December 31, 2024[150]. - Each independent non-executive director has provided written annual confirmation of their independence in accordance with Listing Rules[154]. - The independent non-executive directors are appointed for a specific term of around two years, subject to renewal[155]. - The Board is responsible for leadership and control of the Company, overseeing strategic decisions and performance[157]. - The management is required to provide monthly updates to the Board on the Company's performance, position, and prospects[165]. - The Company has mechanisms in place to ensure compliance with internal control and risk management systems[158]. - The Chairman and Chief Executive Officer roles are held by Mr. Hui Sum Ping and Mr. Hui Sum Tai, respectively, with clear and distinctive responsibilities[147][148]. - The Company provided induction training and legal advice to newly appointed Directors to ensure understanding of business operations and responsibilities under Listing Rules[168]. - Continuous Professional Development (CPD) records for Directors included training sessions and relevant reading materials to keep them updated on regulatory developments[171]. - The Audit Committee held two meetings to review the interim and annual financial results for the year ended December 31, 2024, focusing on financial reporting and internal control systems[183]. - The Remuneration Committee met twice during the year to review the remuneration policy and structure for Directors, including the New Share Option Scheme[187]. - Directors' remuneration is determined based on their duties, responsibilities, performance, and the Group's results, with annual reviews conducted by the Remuneration Committee[188]. - The Company has established three Board committees: Audit Committee, Remuneration Committee, and Nomination Committee, each with defined terms of reference[174]. - The Audit Committee consists of three Independent Non-executive Directors, ensuring oversight of financial reporting and risk management[176]. - The Remuneration Committee is responsible for establishing transparent procedures for developing remuneration policies to prevent conflicts of interest[186]. - The Company provided e-learnings on updates related to Listing Rules for all Directors during the year ended December 31, 2024[170]. - The Company encourages all Directors to attend relevant external training courses at the Company's expense to enhance their skills[169]. - Senior management remuneration details for the year ended December 31, 2024, include 2 members earning between HK$0–HK$1,000,000, 1 member earning between HK$5,000,001–HK$5,500,000, and 1 member earning between HK$5,500,001–HK$6,000,000[197]. - The Nomination Committee consists of three Independent Non-executive Directors, with Mr. Tso Sze Wai serving as the chairman[198]. - The Nomination Committee's principal duties include reviewing Board composition and making recommendations on the appointment and succession planning of Directors[199]. - The Nomination Committee considers factors concerning Board diversity as outlined in the Company's Board Diversity Policy[200].
合丰集团(02320) - 2024 - 年度业绩
2025-03-31 13:01
Financial Performance - The company's revenue decreased to approximately HKD 211,500,000, down about 5.7% compared to HKD 224,357,000 in 2023[2] - The loss attributable to the company's owners was approximately HKD 95,200,000, a decrease from HKD 100,800,000 in 2023, primarily due to reduced procurement costs and lower depreciation expenses[2][3] - The EBITDA loss (Earnings Before Interest, Taxes, Depreciation, and Amortization) was HKD 27,900,000, compared to a loss of HKD 25,300,000 in 2023[2] - The overall pre-tax loss for the group was HKD 93,914,000 in 2024, compared to a loss of HKD 100,461,000 in 2023, indicating a 6.1% improvement[14] - The group reported a segment loss of HKD 71,726,000 for the corrugated paper segment in 2024, an improvement from a loss of HKD 84,075,000 in 2023[14] - The company reported a net loss of HKD 95,200,000 in 2024, an improvement of HKD 5,600,000 compared to a net loss of HKD 100,800,000 in 2023, with a net loss margin increasing from 44.9% to 45.0%[40] Assets and Liabilities - The net cash position as of December 31, 2024, was a net borrowing of HKD 58,200,000, compared to HKD 25,600,000 in 2023[2] - Total assets less current liabilities amounted to HKD 825,060,000, down from HKD 871,680,000 in 2023[4] - The company's net assets decreased to HKD 727,963,000 from HKD 842,892,000 in 2023[4] - Cash and cash equivalents decreased to HKD 33,600,000 as of December 31, 2024, down from HKD 47,300,000 in 2023[41] - Total bank borrowings increased from HKD 72,800,000 in 2023 to HKD 92,400,000 in 2024, resulting in a net debt of HKD 58,200,000[41] - The current ratio improved to 1.12 in 2024 from 0.84 in 2023, primarily due to a decrease in short-term bank borrowings[42] Revenue and Profitability - The company reported a gross profit of HKD 17,765,000, an increase from HKD 13,928,000 in 2023[3] - Gross profit increased from HKD 13,900,000 in 2023 to HKD 17,800,000 in 2024, with the gross margin rising from 6.2% to 8.4%[38] - The group incurred a total cost of goods sold of HKD 193,755,000 in 2024, down from HKD 210,166,000 in 2023[18] Inventory and Receivables - Inventory decreased to HKD 13,098,000 from HKD 22,068,000 in 2023, indicating improved inventory management[4] - Trade receivables as of December 31, 2024, amounted to HKD 30,422,000, down from HKD 37,828,000 in 2023, reflecting a decrease of 19.6%[24] - The average aging of trade receivables was approximately 53 days in 2024, an improvement from 62 days in 2023[26] - Trade payables totaled HKD 22,703,000 as of December 31, 2024, down from HKD 27,483,000 in 2023, indicating a decrease of 17.4%[27] Tax Matters - The company received a tax decision requiring the payment of approximately RMB 109,142,000 (around HKD 127,057,000) due to irregularities in VAT invoices from six suppliers[29] - The company has contested the tax decision and is pursuing legal actions, including appeals and administrative reviews, with no final judgment made as of the reporting date[36] - The company has made partial payments of approximately RMB 20,297,000 (around HKD 23,628,000) related to unpaid taxes while seeking administrative review[32] - The company has completed tax guarantee procedures and is awaiting further developments regarding the tax matters as of the reporting date[34] - The group did not recognize any tax provisions for corporate income tax in China for both fiscal years due to the absence of taxable profits[16] Operational Challenges and Strategies - The company is facing a challenging operating environment in the corrugated packaging industry due to soaring manufacturing costs and weak market demand[37] - The company is committed to enhancing cost control management and efficiency improvements to mitigate operating losses in 2024[37] - The company anticipates challenges in the corrugated packaging industry due to rising production costs and weak market demand, but expects to benefit from increased demand for paper packaging as regulations on plastic packaging tighten in China[43] - The company plans to focus on pricing power, increasing sales volume, improving production efficiency, and reducing energy use and material waste as key strategies to enhance overall performance[43] Employment and Corporate Governance - As of December 31, 2024, the company employed approximately 229 full-time staff, down from 246 in 2023, and offers competitive compensation packages[44] - The audit committee held one meeting with the company's auditor to discuss matters arising from the audit of the annual performance[52] - The independent auditor's report indicates that the consolidated financial statements fairly reflect the group's financial position as of December 31, 2024, in accordance with Hong Kong Financial Reporting Standards[53] - There is significant uncertainty regarding the company's ability to continue as a going concern due to substantial contingent liabilities related to tax payments[55] - The remuneration committee only reviewed and made recommendations regarding the compensation of directors, not senior management[52] - The company has not appointed its auditor to review the interim financial information, leading to a single annual meeting with the auditor[52] - The chairman and/or CEO handle the compensation of senior management, ensuring an objective review based on performance[52] Shareholder Information - Over 25% of the company's issued shares were held by public shareholders as of December 31, 2024[56] - The annual report for the year ended December 31, 2024, will be published in April 2025 on the company's website and the Hong Kong Stock Exchange[57] - The company expressed gratitude to shareholders and business partners for their support during the year[58]
合丰集团(02320) - 2024 - 中期财报
2024-09-23 08:33
[Corporate Information](index=3&type=section&id=CORPORATE%20INFORMATION) This section provides an overview of the company's key corporate details, including its board, committees, auditors, offices, bankers, stock code, and website [Board of Directors](index=3&type=section&id=BOARD%20OF%20DIRECTORS) The Board comprises executive directors Xu Senping (Chairman), Xu Sentai (CEO), Xu Yuling (newly appointed), and independent non-executive directors Cao Siwei, Huang Zhuliang, and Zhou Shuming - Ms. Xu Yuling was appointed as an executive director on **August 30, 2024**[3](index=3&type=chunk) [Committees and Representatives](index=3&type=section&id=COMMITTEES%20AND%20REPRESENTATIVES) The company has audit, remuneration, and nomination committees, all composed of independent non-executive directors, with changes in authorized representatives and company secretary in March 2024 - Mr. Chan Wai Man was appointed as authorized representative and company secretary on **March 19, 2024**, replacing Mr. Wong Ming Chun on the same day[3](index=3&type=chunk) [Auditor](index=3&type=section&id=AUDITOR) The company's auditor is ZHONGHUI ANDA CPA Limited [Offices and Registrars](index=4&type=section&id=OFFICES%20AND%20REGISTRARS) The company maintains offices in Hong Kong and a registered office in the Cayman Islands, with share registrars in both locations [Principal Bankers](index=4&type=section&id=PRINCIPAL%20BANKERS) The company's principal bankers include Standard Chartered Bank, DBS Bank (Hong Kong) Limited, Agricultural Bank of China Limited, and Bank of China Limited [Stock Code and Website](index=5&type=section&id=STOCK%20CODE%20AND%20WEBSITE) The company's stock code is 2320, and its official website is www.hopfunggroup.com [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=5&type=section&id=CONDENSED%20CONSOLIDATED%20STATEMENT%20OF%20PROFIT%20OR%20LOSS%20AND%20OTHER%20COMPREHENSIVE%20INCOME) This section presents the company's financial performance, including revenue, gross profit, and net loss for the period [Financial Performance Overview](index=5&type=section&id=FINANCIAL%20PERFORMANCE%20OVERVIEW) For the six months ended June 30, 2024, the Group's revenue slightly increased, gross profit significantly improved, but a loss of **HK$43.677 million** was recorded due to reduced other income and higher other expenses, narrowing the loss from the prior year Key Data from Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income | Metric | H1 2024 (HK$ Thousand) | H1 2023 (HK$ Thousand) | Change (HK$ Thousand) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Revenue | 107,821 | 106,232 | 1,589 | 1.50 | | Cost of sales | (98,586) | (101,893) | 3,307 | -3.25 | | Gross Profit | 9,235 | 4,339 | 4,896 | 112.84 | | Other income | 1,120 | 6,214 | (5,094) | -81.98 | | Other gains and losses | 175 | (7,347) | 7,522 | -102.38 | | Sales and distribution costs | (5,867) | (5,604) | (263) | 4.69 | | Administrative Expenses | (17,983) | (22,218) | 4,235 | -19.06 | | Other Expenses | (29,546) | (31,930) | 2,384 | -7.47 | | Finance Costs | (1,831) | (1,857) | 26 | -1.40 | | Loss Before Tax | (44,697) | (58,403) | 13,706 | -23.47 | | Income tax (credit)/(expense) | 1,020 | (662) | 1,682 | -254.08 | | Loss for the Period | (43,677) | (59,065) | 15,388 | -26.05 | | Basic loss per share (HK Cents) | (5.34) | (7.22) | 1.88 | -26.04 | - Total comprehensive expense attributable to owners was **HK$66.401 million**, a decrease from **HK$80.828 million** in the prior year[8](index=8&type=chunk) [Condensed Consolidated Statement of Financial Position](index=7&type=section&id=CONDENSED%20CONSOLIDATED%20STATEMENT%20OF%20FINANCIAL%20POSITION) This section outlines the company's assets, liabilities, and equity at the reporting date, highlighting changes in financial position [Asset and Liability Overview](index=7&type=section&id=ASSET%20AND%20LIABILITY%20OVERVIEW) As of June 30, 2024, the Group's total assets less current liabilities were **HK$869.206 million**, a slight decrease from year-end 2023, with net current assets improving from a net liability position Key Data from Condensed Consolidated Statement of Financial Position | Metric | June 30, 2024 (HK$ Thousand) | Dec 31, 2023 (HK$ Thousand) | Change (HK$ Thousand) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Non-current assets | 847,550 | 895,817 | (48,267) | -5.39 | | Current assets | 118,530 | 124,603 | (6,073) | -4.87 | | Current liabilities | 96,874 | 148,740 | 51,866 | -34.87 | | Net Current Assets/(Liabilities) | 21,656 | (24,137) | 45,793 | -189.72 | | Non-current liabilities | 92,715 | 28,788 | 63,927 | 222.06 | | Net assets | 776,491 | 842,892 | (66,401) | -7.88 | | Total equity attributable to owners | 776,491 | 842,892 | (66,401) | -7.88 | - Bank balances and cash increased from **HK$47.272 million** at year-end 2023 to **HK$50.894 million** as of June 30, 2024[9](index=9&type=chunk) - Total bank borrowings changed from **HK$52.959 million** (current) and **HK$19.872 million** (non-current) at year-end 2023 to **HK$4.266 million** (current) and **HK$85.608 million** (non-current) as of June 30, 2024, indicating a significant increase in non-current borrowings[9](index=9&type=chunk)[10](index=10&type=chunk) [Condensed Consolidated Statement of Changes in Equity](index=9&type=section&id=CONDENSED%20CONSOLIDATED%20STATEMENT%20OF%20CHANGES%20IN%20EQUITY) This section details the movements in the company's equity attributable to owners, including profit/loss and other comprehensive income [Equity Movements](index=9&type=section&id=EQUITY%20MOVEMENTS) For the six months ended June 30, 2024, total equity attributable to owners decreased from **HK$842.892 million** to **HK$776.491 million**, primarily due to the loss for the period and negative exchange reserve impact Key Data on Equity Movements | Metric | Jan 1, 2024 (HK$ Thousand) | Loss for the Period (HK$ Thousand) | Exchange Reserve Movement (HK$ Thousand) | June 30, 2024 (HK$ Thousand) | | :--- | :--- | :--- | :--- | :--- | | Share Capital | 81,764 | - | - | 81,764 | | Share Premium | 492,392 | - | - | 492,392 | | Special Reserve | (107,444) | - | - | (107,444) | | Statutory Reserve | 850 | - | - | 850 | | Exchange Reserve | (3,054) | - | (22,724) | (31,778) | | Share Option Reserve | 2,513 | - | - | 2,503 | | Retained Profits | 381,871 | (43,677) | - | 338,204 | | Total | 842,892 | (43,677) | (22,724) | 776,491 | - Other comprehensive expense for the period primarily resulted from exchange differences on translating foreign operations, amounting to a negative **HK$22.724 million**[11](index=11&type=chunk) - According to relevant PRC laws, subsidiaries in China are required to transfer at least **10%** of their net profit after tax to a non-distributable reserve fund until the reserve balance reaches **50%** of their registered capital[15](index=15&type=chunk) [Condensed Consolidated Statement of Cash Flows](index=10&type=section&id=CONDENSED%20CONSOLIDATED%20STATEMENT%20OF%20CASH%20FLOWS) This section summarizes the company's cash flows from operating, investing, and financing activities for the period [Cash Flow Overview](index=10&type=section&id=CASH%20FLOW%20OVERVIEW) For the six months ended June 30, 2024, the Group saw reduced net cash outflow from operating activities, net cash outflow from investing activities, and net cash inflow from financing activities, resulting in a net increase in cash and cash equivalents Key Data from Condensed Consolidated Statement of Cash Flows | Metric | H1 2024 (HK$ Thousand) | H1 2023 (HK$ Thousand) | Change (HK$ Thousand) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Net cash used in operating activities | (9,124) | (18,453) | 9,329 | -50.56 | | Net cash (used in)/generated from investing activities | (1,104) | 1,870 | (2,974) | -159.04 | | Net cash generated from/(used in) financing activities | 15,275 | (45,712) | 60,987 | -133.41 | | Net increase/(decrease) in cash and cash equivalents | 5,047 | (62,295) | 67,342 | -108.10 | | Effect of exchange rate changes | (1,425) | (81) | (1,344) | 1659.26 | | Cash and cash equivalents at June 30 | 50,894 | 48,420 | 2,474 | 5.11 | - The decrease in cash outflow from operating activities was mainly due to reduced inventories, trade and other receivables, and deposits and prepayments[16](index=16&type=chunk) - Cash flow from financing activities shifted from a net outflow to a net inflow, primarily due to new bank loans of **HK$71.492 million**[17](index=17&type=chunk) [Notes to the Condensed Consolidated Financial Statements](index=13&type=section&id=NOTES%20TO%20THE%20CONDENSED%20CONSOLIDATED%20FINANCIAL%20STATEMENTS) This section provides detailed explanations and breakdowns of the figures presented in the condensed consolidated financial statements [1. General Information](index=13&type=section&id=1.%20GENERAL) The company is an exempted company incorporated in the Cayman Islands, with its shares listed on The Stock Exchange of Hong Kong Limited - The company was incorporated under the **Cayman Islands Companies Law** and is listed on the **Hong Kong Stock Exchange**[18](index=18&type=chunk)[20](index=20&type=chunk) [2. Basis of Preparation](index=13&type=section&id=2.%20BASIS%20OF%20PREPARATION) The financial statements are prepared in accordance with HKAS 34, and despite continuous losses and significant contingent liabilities, directors believe the company can continue as a going concern based on cash flow forecasts and bank letters of intent - The Group recorded continuous losses for the six months ended June 30, 2024, and 2023, amounting to **HK$43.677 million** and **HK$59.065 million** respectively[23](index=23&type=chunk) - The Group faces significant contingent liabilities related to tax payments required by the PRC tax authorities, which may cast substantial doubt on its ability to continue as a going concern[23](index=23&type=chunk) - The company has obtained letters of intent from its principal bankers for loan facilities up to approximately **RMB300 million** to support its continued operations[24](index=24&type=chunk) [3. Principal Accounting Policies](index=16&type=section&id=3.%20PRINCIPAL%20ACCOUNTING%20POLICIES) The condensed consolidated financial statements are prepared on a historical cost basis, with accounting policies consistent with the 2023 annual financial statements, and new HKFRS amendments had no significant impact - The adoption of newly revised HKFRSs in the current period did not result in significant changes to the Group's accounting policies, financial statement presentation, or reported amounts[28](index=28&type=chunk) [4. Revenue and Segment Information](index=17&type=section&id=4.%20REVENUE%20AND%20SEGMENT%20INFORMATION) The Group's operating segments primarily involve manufacturing and sales of containerboard and corrugated packaging, with corrugated packaging contributing all external sales revenue for the six months ended June 30, 2024, while containerboard recorded a loss - The Group's reportable and operating segments include the manufacturing and sales of **containerboard** (corrugating medium and kraftliner) and **corrugated packaging** (corrugated boards and cartons)[32](index=32&type=chunk) Segment Revenue and Results (H1 2024) | Metric | Containerboard (HK$ Thousand) | Corrugated Packaging (HK$ Thousand) | Consolidated (HK$ Thousand) | | :--- | :--- | :--- | :--- | | External Sales | – | 107,821 | 107,821 | | Segment Loss | (31,336) | (3,341) | (34,677) | | Central Administrative Expenses | | | (8,189) | | Finance Costs | | | (1,831) | | Loss Before Tax | | | (44,697) | Segment Revenue and Results (H1 2023) | Metric | Containerboard (HK$ Thousand) | Corrugated Packaging (HK$ Thousand) | Consolidated (HK$ Thousand) | | :--- | :--- | :--- | :--- | | External Sales | – | 106,232 | 106,232 | | Segment Loss | (35,497) | (10,565) | (46,062) | | Central Administrative Expenses | | | (10,484) | | Finance Costs | | | (1,857) | | Loss Before Tax | | | (58,403) | [5. Other Expenses](index=19&type=section&id=5.%20OTHER%20EXPENSES) For the six months ended June 30, 2024, total other expenses were **HK$29.546 million**, a decrease from **HK$31.930 million** in the prior year, mainly due to reduced depreciation expenses Breakdown of Other Expenses | Item | H1 2024 (HK$ Thousand) | H1 2023 (HK$ Thousand) | | :--- | :--- | :--- | | Other PRC Taxes | 1,771 | 1,650 | | Depreciation | 24,864 | 27,660 | | Legal and Professional Fees | 2,210 | 865 | | Other | 701 | 1,755 | | **Total** | **29,546** | **31,930** | [6. Finance Costs](index=20&type=section&id=6.%20FINANCE%20COSTS) For the six months ended June 30, 2024, finance costs were **HK$1.831 million**, a slight decrease from **HK$1.857 million** in the prior year, primarily from bank borrowings interest Breakdown of Finance Costs | Item | H1 2024 (HK$ Thousand) | H1 2023 (HK$ Thousand) | | :--- | :--- | :--- | | Interest on bank borrowings | 1,826 | 1,834 | | Interest on lease liabilities | 5 | 23 | | **Total** | **1,831** | **1,857** | [7. Income Tax (Credit)/Expense](index=21&type=section&id=7.%20INCOME%20TAX%20(CREDIT)%2FEXPENSE) For the six months ended June 30, 2024, the Group recorded an income tax credit of **HK$1.020 million**, compared to an expense of **HK$0.662 million** in the prior year, mainly due to deferred tax credits Breakdown of Income Tax (Credit)/Expense | Item | H1 2024 (HK$ Thousand) | H1 2023 (HK$ Thousand) | | :--- | :--- | :--- | | Current tax: Hong Kong profits tax | 390 | 65 | | Current tax: PRC corporate income tax | – | 296 | | Deferred tax (credited)/charged | (1,410) | 301 | | **Total** | **(1,020)** | **662** | - In H1 2024, the Group made no provision for PRC corporate income tax as it generated no taxable profits in China[42](index=42&type=chunk) - One of the company's PRC subsidiaries qualifies as a high-tech enterprise, enjoying a preferential tax rate of **15%** for the 2024 fiscal year[47](index=47&type=chunk) [8. Loss for the Period](index=22&type=section&id=8.%20LOSS%20FOR%20THE%20PERIOD) The loss for the period is calculated after accounting for depreciation, staff costs, and inventory costs, and includes gains from termination of lease contracts and exchange gains Key Items Affecting Loss for the Period | Item | H1 2024 (HK$ Thousand) | H1 2023 (HK$ Thousand) | | :--- | :--- | :--- | | Depreciation of property, plant and equipment | 25,652 | 27,963 | | Depreciation of right-of-use assets | 342 | 582 | | Gain on termination of lease contracts | (10) | – | | Staff costs (including directors' emoluments) | 19,574 | 23,898 | | Cost of inventories recognized as expense | 98,586 | 101,893 | | Exchange (gain)/loss, net | (81) | 141 | [9. Loss Per Share](index=23&type=section&id=9.%20LOSS%20PER%20SHARE) For the six months ended June 30, 2024, basic and diluted loss per share attributable to owners was **HK 5.34 cents**, an improvement from **HK 7.22 cents** in the prior year Loss Per Share Data | Metric | H1 2024 | H1 2023 | | :--- | :--- | :--- | | Loss (HK$ Thousand) | (43,677) | (59,065) | | Weighted average number of ordinary shares | 817,644,000 | 817,644,000 | | Basic and diluted loss per share (HK Cents) | (5.34) | (7.22) | - The calculation of diluted loss per share did not assume the exercise of share options because their exercise price was higher than the average market price of the shares[50](index=50&type=chunk) [10. Dividends](index=23&type=section&id=10.%20DIVIDENDS) No dividends were declared or proposed by the company for the six months ended June 30, 2024, or 2023 - No dividends were declared or proposed during the reporting period or at period-end[49](index=49&type=chunk)[51](index=51&type=chunk) [11. Property, Plant and Equipment](index=23&type=section&id=11.%20PROPERTY,%20PLANT%20AND%20EQUIPMENT) For the six months ended June 30, 2024, the Group acquired property, plant, and equipment totaling approximately **HK$1.06 million**, a significant decrease from **HK$8.5 million** at year-end 2023 - Acquisitions of property, plant, and equipment amounted to **HK$1.06 million** in H1 2024, compared to **HK$8.5 million** for the full year 2023[51](index=51&type=chunk)[53](index=53&type=chunk) [12. Right-of-Use Assets](index=24&type=section&id=12.%20RIGHT-OF-USE%20ASSETS) As of June 30, 2024, the carrying amount of right-of-use assets was **HK$17.937 million**, a decrease from **HK$19.223 million** at year-end 2023, primarily due to the termination of an office lease in Macau Carrying Amount and Depreciation of Right-of-Use Assets | Item | June 30, 2024 (HK$ Thousand) | Dec 31, 2023 (HK$ Thousand) | | :--- | :--- | :--- | | Carrying Amount | 17,937 | 19,223 | | Depreciation Expense (H1) | 342 | 582 | - The Group derecognized right-of-use assets and lease liabilities of **HK$636 thousand** due to early termination of a Macau office lease agreement, recognizing a gain on lease termination[54](index=54&type=chunk)[55](index=55&type=chunk) [13. Inventories](index=25&type=section&id=13.%20INVENTORIES) As of June 30, 2024, total inventories were **HK$15.836 million**, a decrease from **HK$22.068 million** at year-end 2023, mainly reflecting a reduction in raw materials Breakdown of Inventories | Item | June 30, 2024 (HK$ Thousand) | Dec 31, 2023 (HK$ Thousand) | | :--- | :--- | :--- | | Raw Materials | 15,580 | 21,834 | | Finished Goods | 256 | 234 | | **Total** | **15,836** | **22,068** | [14. Trade and Other Receivables](index=25&type=section&id=14.%20TRADE%20AND%20OTHER%20RECEIVABLES) As of June 30, 2024, total trade and other receivables were **HK$45.776 million**, a slight decrease from **HK$47.598 million** at year-end 2023, with a small proportion of overdue amounts considered recoverable Breakdown of Trade and Other Receivables | Item | June 30, 2024 (HK$ Thousand) | Dec 31, 2023 (HK$ Thousand) | | :--- | :--- | :--- | | Trade receivables, net | 36,267 | 37,828 | | Other receivables | 9,509 | 9,770 | | **Total** | **45,776** | **47,598** | - The average age of trade receivables was **62 days**, consistent with year-end 2023[61](index=61&type=chunk) - As of June 30, 2024, total overdue trade receivables amounted to **HK$14.748 million**, with **HK$842 thousand** overdue for **90 days or more**[61](index=61&type=chunk) [15. Trade and Other Payables](index=27&type=section&id=15.%20TRADE%20AND%20OTHER%20PAYABLES) As of June 30, 2024, total trade and other payables were **HK$90.858 million**, a slight decrease from **HK$92.451 million** at year-end 2023, with accrued salaries and wages being a major component of accrued expenses Breakdown of Trade and Other Payables | Item | June 30, 2024 (HK$ Thousand) | Dec 31, 2023 (HK$ Thousand) | | :--- | :--- | :--- | | Trade payables | 26,128 | 27,483 | | Payables for acquisition of property, plant and equipment | 4,805 | 3,121 | | Other PRC taxes payable | 12,515 | 12,576 | | Accrued expenses | 44,204 | 46,758 | | Other payables | 3,206 | 2,513 | | **Total** | **90,858** | **92,451** | - The Group grants suppliers credit terms of **30 to 90 days** and has financial risk management policies to ensure timely settlement[61](index=61&type=chunk) [16. Due to a Director](index=27&type=section&id=16.%20DUE%20TO%20A%20DIRECTOR) As of June 30, 2024, the amount due to a director was zero, compared to **HK$1.365 million** at year-end 2023, with the prior amount being interest-free, unsecured, and without fixed repayment terms - As of June 30, 2024, the amount due to a director has been **cleared to zero**[9](index=9&type=chunk) [17. Lease Liabilities](index=28&type=section&id=17.%20LEASE%20LIABILITIES) As of June 30, 2024, total lease liabilities were **HK$0.215 million**, a significant decrease from **HK$0.934 million** at year-end 2023, with most due within one year Breakdown of Lease Liabilities | Item | June 30, 2024 (HK$ Thousand) | Dec 31, 2023 (HK$ Thousand) | | :--- | :--- | :--- | | Within one year | 150 | 611 | | More than one year but not exceeding two years | 65 | 323 | | **Total** | **215** | **934** | [18. Bank Borrowings](index=29&type=section&id=18.%20BANK%20BORROWINGS) As of June 30, 2024, total bank borrowings increased to **HK$89.874 million** from **HK$72.831 million** at year-end 2023, primarily due to a significant increase in borrowings due in over two years Analysis of Bank Borrowings Repayment Period | Repayment Period | June 30, 2024 (HK$ Thousand) | Dec 31, 2023 (HK$ Thousand) | | :--- | :--- | :--- | | Within one year | 4,266 | 52,959 | | More than one year but not exceeding two years | 4,266 | 1,092 | | More than two years but not exceeding five years | 81,342 | 18,780 | | **Total** | **89,874** | **72,831** | - Non-current bank borrowings significantly increased from **HK$19.872 million** at year-end 2023 to **HK$85.608 million** as of June 30, 2024[68](index=68&type=chunk) [19. Share Capital](index=29&type=section&id=19.%20SHARE%20CAPITAL) As of June 30, 2024, the company's issued and fully paid share capital was **HK$81.764 million**, comprising 817,644,000 ordinary shares of **HK$0.10** each, consistent with year-end 2023
合丰集团(02320) - 2024 - 中期业绩
2024-08-26 08:31
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佈之內容概不負責, 對其準確性或完整性亦不發表任何聲明,並明確表示概不對因本公佈全部或任何 部份內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 財務摘要 截至六月三十日止六個月 二零二四年 二零二三年 變動 百萬港元 百萬港元 收益 107.8 106.2 +1.51% 息稅折舊攤銷前盈利* (16.9) (28.0) -39.6% 期間虧損 (43.7) (59.1) -26.1% 於 於 二零二四年 二零二三年 六月三十日 十二月三十一日 變動 負債比率 11.6% 8.6% +3個百分點 淨負債比率** 5.0% 3.0% +2個百分點 (於開曼群島註冊成立的有限公司) 股份代號:2320 截至二零二四年六月三十日止六個月之 中期業績公佈 * 息稅折舊攤銷前盈利指未扣除財務成本、稅項、折舊及攤銷前盈利 ** 指銀行結餘總額及現金超出銀行借款總額 1 合豐集團控股有限公司(「本公司」)董事會(「董事會」或「董事」)欣然宣佈本公司 及其附屬公司(統稱「本集團」)截至二零二四年六月三十日止六個月之未經審核簡 明綜合業績,連同二零二三年同期之比較數 ...
合丰集团(02320) - 2023 - 年度财报
2024-04-30 08:30
Financial Performance - In 2023, the Group recorded a loss due to lower gross profit margins and higher expenses compared to a more substantial loss in 2022[14]. - The revenue from the Group's corrugated packaging business continued to decline compared to 2022, primarily due to sluggish post-pandemic economic recovery in Mainland China[12]. - The Group's revenue decreased by HK$200 million in 2023, representing a fall of 47.1% from HK$424.4 million in 2022 to HK$224.4 million in 2023[33]. - The net loss for the year decreased from HK$192.7 million in 2022 to HK$100.8 million in 2023, representing a reduction in loss by HK$91.9 million[44]. - The gross profit increased from HK$7.4 million in 2022 to HK$13.9 million in 2023, with the gross profit margin improving from 1.7% to 6.2%[35]. - Selling and distribution costs reduced by 33.6% from HK$18.8 million in 2022 to HK$12.5 million in 2023[37]. - Administrative expenses decreased by 48.0% from HK$90.5 million in 2022 to HK$47.0 million in 2023[37]. - Finance costs decreased from HK$6.2 million in 2022 to HK$3.6 million in 2023 due to lower borrowing levels[43]. Debt and Capital Management - The Group maintained low bank borrowings at the end of the financial year, continuing a track record of close to "zero" bad or doubtful debts[14]. - As of December 31, 2023, the Group's bank balances and cash were HK$47.3 million, down from HK$110.8 million in 2022[45]. - Bank borrowings decreased from HK$98.1 million at December 31, 2022, to HK$72.8 million at December 31, 2023[45]. - The current ratio decreased from 1.7 in 2022 to 0.84 in 2023, primarily due to a bank loan of HK$52.4 million due for repayment in 2024[47]. - The group aims to maintain low debt levels and a healthy balance sheet while focusing on price rising power, production efficiency, and reducing raw material wastage to achieve profitability in the foreseeable future[55][59]. Operational Challenges - The business environment for the corrugated packaging industry is expected to remain challenging due to geopolitical tensions and sluggish global and domestic demand[21]. - The Group's corrugated packaging revenue relies mainly on Chinese domestic sales, which have been affected by shrinking demand in the industry[12]. - The business environment for the corrugated packaging industry remains challenging due to slower-than-expected economic recovery and geopolitical tensions[55][59]. Internal Controls and Governance - The Company has adopted the Corporate Governance Code as the basis for its governance practices, ensuring compliance with all provisions except for C.2.1, D.3.3, and E.1.2[139]. - The Company has established a corporate governance framework and policies to enhance oversight on business conduct[138]. - The Group is committed to regular evaluations of the effectiveness and efficiency of its internal control system and risk management[98]. - Enhanced internal control measures have been implemented at both the entity and activity levels, and these will continue in the current year[89]. - The Group has strengthened internal control measures at both corporate and operational levels, including enhanced review and monitoring procedures for approvals, payments, and tax treatments[98]. Tax Matters - The group has lodged appeals against tax-related decisions, and management believes it is probable that the taxation authority will accept their objections, leading to no provision for corporate income tax being made[67]. - The management's assessment of contingent liabilities related to tax matters remains uncertain, with ongoing appeals affecting the recognition of tax obligations[66][67]. - The company expects the court decision regarding the audit issues to be released before December 31, 2024, which will resolve the uncertainties related to the Decisions and the Tax Matter Notice[70]. - The company's management believes it is improbable that the group will have to pay the relevant tax amounts due to ongoing appeals and the lack of final decisions from the courts[74]. - The audit committee has reviewed the audit issues and agrees that no provision should be made under relevant Hong Kong Accounting Standards until an irrevocable court decision is made[74]. Corporate Governance - The Board of Directors consists of five members, including two Executive Directors and three Independent Non-executive Directors[147]. - The Company has independent non-executive directors with extensive experience in various industries, including packaging and manufacturing[125][129]. - The Company is committed to maintaining high corporate governance standards to safeguard shareholder interests and enhance corporate value[136]. - The Company has implemented a code of conduct for Directors' dealings in securities, ensuring strict adherence[144]. - The Company has established a Nomination Committee to identify suitable candidates for directorship, ensuring independent views are available to the Board[153]. Management and Workforce - The workforce as of December 31, 2023, was approximately 246 full-time staff, down from 360 in 2022[57][60]. - Mr. Tsui Yung Wai, the General Manager, has over 28 years of experience in the corrugated packaging industry[127]. - The Company provided new directors with onboarding training and legal advice to ensure they understand their responsibilities under listing rules and regulations[180].
合丰集团(02320) - 2023 - 年度业绩
2024-03-28 13:08
Financial Performance - The company's revenue decreased to approximately HKD 224,400,000, down about 47.1% compared to HKD 424,411,000 in 2022[2] - The loss attributable to the company's owners was approximately HKD 100,800,000, a reduction from HKD 192,700,000 in 2022[2] - The EBITDA loss (Earnings Before Interest, Taxes, Depreciation, and Amortization) was HKD 25,300,000, improved from a loss of HKD 103,700,000 in 2022[2] - The company reported a basic and diluted loss per share of HKD 12.33, compared to HKD 23.57 in 2022[4] - The pre-tax loss for the year ended December 31, 2023, was HKD (100,461,000), compared to a pre-tax loss of HKD (191,237,000) for the year ended December 31, 2022[12][14] - The basic and diluted loss per share for the year ended December 31, 2023, was HKD (0.123) compared to HKD (0.236) for the year ended December 31, 2022[22] - Operating loss for 2023 was HKD 100.8 million, a reduction of HKD 91.9 million compared to the loss of HKD 192.7 million in 2022, with the net loss margin decreasing from 45.4% to 44.9%[46] Assets and Liabilities - The total assets less current liabilities were HKD 871,680,000, down from HKD 1,066,579,000 in 2022[5] - The company's net asset value decreased to HKD 842,892,000 from HKD 961,914,000 in 2022[5] - Trade receivables as of December 31, 2023, amounted to HKD 38,695,000, down from HKD 51,056,000 in the previous year[24] - The total trade and other payables as of December 31, 2023, were HKD 92,451,000, a decrease from HKD 119,885,000 in the previous year[28] - The group recorded a net current liability of HKD 24,137,000 as of December 31, 2023[64] Cash Flow and Financing - Cash and cash equivalents net of bank borrowings amounted to HKD 25,600,000, compared to HKD 12,700,000 in 2022[2] - Cash and bank balances as of December 31, 2023, were HKD 47.3 million, down from HKD 110.8 million in 2022[47] - Total bank borrowings decreased from HKD 98.1 million in 2022 to HKD 72.8 million in 2023, with a net debt of HKD 25.6 million[48] - The company has obtained a letter of intent from a major bank for loan financing of up to RMB 300,000,000 to alleviate liquidity pressure[7] Tax and Legal Matters - The company did not recognize any tax provisions for Macau supplementary tax due to no taxable profits generated in Macau for the reporting periods[17] - The company’s subsidiary, Senye Paper Industry, received tax treatment and penalty decisions involving 1,073 VAT invoices totaling approximately RMB 742,707,000, which includes product procurement costs of about RMB 636,940,000 and VAT of approximately RMB 105,767,000[30] - Senye Paper Industry is required to pay approximately RMB 109,142,000 in unpaid taxes, which includes VAT of RMB 85,450,000, other taxes and surcharges of RMB 10,064,000, and corporate income tax of RMB 13,628,000[31] - The company has filed an administrative lawsuit against the tax bureau's decision regarding the unpaid taxes and penalties, with the court ruling against the company on April 19, 2023, and the company has the right to appeal[33] - An appeal was filed with the Intermediate People's Court, which upheld the previous ruling on July 5, 2023, and the company subsequently applied for a review by the High People's Court[34] - As of the financial report date, the company has not received a ruling from the High People's Court regarding the review application[35] - The company has paid approximately RMB 20,297,000 of the unpaid taxes as part of the administrative review process, which was recognized as "other expenses" in the financial statements for the year ending December 31, 2022[36] - On February 8, 2023, the company received a tax notice requiring the repayment of approximately RMB 32,070,000 in VAT refunds for the assessment years 2015 to 2020[39] - The company completed the tax guarantee procedures on March 23, 2023, and applied for an administrative review against the tax notice on April 7, 2023[39] - The tax bureau ruled in favor of the company on June 2, 2023, stating that the tax notice should be revoked and reprocessed according to applicable laws[40] - The company believes that the ongoing appeals regarding the tax penalty and notice have significant uncertainty regarding their financial impact on the consolidated financial statements[40] Operational Highlights - For the year ended December 31, 2023, the total revenue from external sales in the corrugated packaging segment was HKD 224,357,000, while the total segment loss was HKD (73,817,000)[12] - In the previous year, for the year ended December 31, 2022, the total revenue from external sales in the corrugated packaging segment was HKD 424,411,000, with a total segment loss of HKD (161,387,000)[14] - The financial costs for the year ended December 31, 2023, decreased to HKD 3,555,000 from HKD 6,188,000 in the previous year[16] - The company achieved a reduction in selling and distribution costs by 33.6%, from HKD 18.8 million in 2022 to HKD 12.5 million in 2023[45] - Administrative expenses decreased by 48.0% from HKD 90.5 million in 2022 to HKD 47 million in 2023, aligning with the revenue decline[46] - The company plans to implement measures to improve financial conditions and cash flow management in the upcoming year[7] - The company plans to complete the boiler permit annual inspection and resume upstream production in the second half of 2024, aiming for vertical integration advantages[50] - The company employed approximately 246 full-time employees as of December 31, 2023, down from 360 in 2022[52] Auditor and Governance - The independent auditor's report highlighted uncertainties regarding tax provisions, specifically mentioning a tax expense of approximately HKD 23,628,000 related to prior years[61] - The audit committee held one meeting with the auditor during the year to discuss matters arising from the audit[59] - The company has not appointed its auditor to review the interim financial information[59] - The group has significant uncertainties regarding its ability to continue as a going concern due to ongoing losses and potential tax liabilities[64] - The financial statements were prepared in accordance with Hong Kong Financial Reporting Standards and reflect a true and fair view of the group's financial position[60] Shareholder Information - Over 25% of the company's issued shares were held by public shareholders as of December 31, 2023[65] - The annual report for the year ended December 31, 2023, is scheduled to be published in April 2024[66] - The chairman expressed gratitude to shareholders and business partners for their support during the year[67]
合丰集团(02320) - 2023 - 中期业绩
2023-08-28 10:51
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佈之內容概不負責, 對其準確性或完整性亦不發表任何聲明,並明確表示概不對因本公佈全部或任何 部份內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 (於開曼群島註冊成立的有限公司) 股份代號:2320 截至二零二三年六月三十日止六個月之 中期業績公佈 財務摘要 截至六月三十日止六個月 二零二三年 二零二二年 變動 百萬港元 百萬港元 收益 106.2 241.9 -56.1% 息稅折舊攤銷前盈利* (28.0) (41.6) -32.7% 期間虧損 (59.1) (83.1) -28.9% 於 於 二零二三年 二零二二年 六月三十日 十二月三十一日 變動 ...
合丰集团(02320) - 2022 - 年度财报
2023-04-27 08:57
Financial Performance - In 2022, the Group recorded a loss, although it was less substantial than the previous year's loss due to significant impairment losses recognized in 2021[15]. - The Group's revenue decreased by HK$331.2 million in 2022, representing a fall of 43.8% from HK$755.6 million in 2021 to HK$424.4 million in 2022[32]. - The Group's revenue continued to decline in the second half of 2022 compared to the same period in 2021 due to low demand and sluggish consumption sentiment in Mainland China[12]. - The average selling price and sales volume decreased due to weak demand in Mainland China, leading to a revenue drop of 41.0% in the first half of 2022 compared to the same period in 2021[26]. - The Group recorded a gross profit of HK$7.4 million in 2022, a significant recovery from a gross loss of HK$371.5 million in 2021, with the gross profit margin changing from 49.2% to 1.7%[34]. - The net loss for the year was HK$192.7 million in 2022, a decrease in loss by HK$230.1 million compared to a loss of HK$422.8 million in 2021, with the net loss margin falling from 56.0% to 45.4%[40]. - The cost of sales decreased from HK$1,127.1 million in 2021 to HK$417.0 million in 2022, a decline of 41.0% after excluding a one-off impairment cost[33]. Business Environment - The business environment for the corrugated packaging industry is expected to remain challenging due to rising interest rates, geopolitical tensions, and a global economic slowdown[21]. - The Group anticipates a challenging business environment for the corrugated packaging industry due to rising interest rates, geopolitical tensions, and global economic slowdown[23]. Financial Position - The Group maintains a healthy financial position with a net cash position, where total bank balances and cash exceed total bank borrowings[15]. - The Group's bank balances and cash were HK$110.8 million as of December 31, 2022, down from HK$246.7 million at the end of 2021[41]. - Unsecured bank borrowings decreased from HK$226.9 million at December 31, 2021, to HK$98.1 million at December 31, 2022, with a net cash level of HK$12.7 million[42]. - As of December 31, 2022, the Group's net current assets were HK$85.7 million, down from HK$225.0 million in 2021, and the current ratio decreased from 1.8 to 1.7[43][46]. - The Group's total bank borrowings to equity ratio was 10.2% as of December 31, 2022, down from 18.2% in 2021, indicating improved financial leverage[46]. - The Group's net cash position was HK$12.7 million as of December 31, 2022, compared to HK$19.8 million in 2021[46]. - The Group's financial costs decreased from HK$8.4 million in 2021 to HK$6.2 million in 2022 due to lower borrowing levels[45]. Operational Developments - The Group is currently working on transitioning from coal-fuel boilers to gas-fuel boilers, with production expected to resume in the second half of 2023[14]. - A pulp production line is being installed at a leased facility in the Philippines to mitigate rising costs under a vertically integrated operating model[20]. - The Group is installing a pulp production line in the Philippines to mitigate rising cost pressures through vertical integration[23]. - The Group aims to complete the annual inspection procedures for the boilers license and resume upstream production in 2023, while continuing the installation of large-scale pulp production lines in the Philippines to mitigate rising costs[50][53]. - The Group is actively communicating with local government to expedite the annual inspection procedures for licenses related to its operations[14]. Human Resources - The Group employed approximately 360 full-time staff as of December 31, 2022, a decrease from 805 in 2021[51][54]. - As of December 31, 2022, the Group had a total of 88 female staff out of 360 employees, representing 24.4% of the workforce[193]. Corporate Governance - The company has adopted the principles and code provisions of the Corporate Governance Code as the basis of its corporate governance practices[124]. - The Board is composed of five Directors, including two Executive Directors and three Independent Non-executive Directors[133]. - The company has established a corporate governance framework and policies based on the Corporate Governance Code to enhance oversight on business conduct[125]. - Throughout the year ended December 31, 2022, the company complied with all code provisions of the Corporate Governance Code, except for provisions C.2.1, D.3.3, and E.1.2[126]. - The company has implemented a Code of Conduct for Directors' dealings in the company's securities, adhering to the Model Code for Securities Transactions[130]. - The Company has an effective mechanism to ensure independent views are available to the Board, with the Nomination Committee assessing the independence of all independent non-executive directors annually[140]. - The Independent Non-executive Directors are appointed for a specific term of around two years, subject to renewal after the expiry of the current term[149]. - The Company organized two in-house briefings on updates on Listing Rules for all Directors during the year ended December 31, 2022[163]. - All Independent Non-executive Directors provided written annual confirmation of their independence in accordance with the guidelines set out in the Listing Rules[144]. - The Board is collectively responsible for promoting the success of the Company by directing and supervising its affairs[151]. - Directors are encouraged to participate in continuous professional development to refresh their knowledge and skills[162]. - The Company provides induction training for newly appointed Directors to ensure understanding of the business and their responsibilities[161]. Tax Matters - The Group has lodged appeals against tax decisions and plans to object to the Tax Matter Notice, with no final court decision as of the report date[61]. - The Group has not made provisions for value-added tax and other taxes, disclosing them as contingent liabilities due to ongoing appeals[62]. - The management believes it is probable that the relevant tax bureau will accept the objections, resulting in no provision for corporate income tax being made[63]. - The Audit Committee agrees with management's position that no provision should be made until a final court decision is reached[64]. - The Company expects the Audit Qualification to be removed by the end of 2023 based on the PRC legal advisor's experience[67]. - The auditor cannot confirm the removal of the Audit Qualification for the financial year ending December 31, 2023, due to lack of a concrete timeline[69]. - The Company has obtained confirmation from a principal bank to provide sufficient financial support if required to cover tax payments or penalties[70]. - Enhanced internal control measures will be implemented at both the entity and activity levels to address the tax issues[79]. - The management asserts that the irregular VAT Invoices were obtained due to inadvertence, with no intention to evade tax[78]. - The Board believes there was no fraud or dishonesty involved in the tax deductions made by the management[81]. - Green Forest Paper is required to make approximately RMB182.8 million in tax payments, including late fees, following a court ruling[89]. - The company has the right to appeal the court's decision within 15 days, and plans to do so[89]. - A principal bank has confirmed financial support for the company to ensure solvency in case of an unfavorable appeal outcome[90]. - The company filed an administrative proceeding against the tax bureau regarding a tax penalty decision, with a court hearing scheduled for April 25, 2023[91]. - Green Forest Paper applied for a tax payment guarantee on February 28, 2023, which was accepted by the tax bureau on March 23, 2023[92]. Board Diversity - The Company aims to appoint at least one female director by December 31, 2024, as part of its Board Diversity Policy[193]. - The company recognizes the importance of Board diversity as a competitive advantage and is committed to improving it[193]. - The Nomination Committee will review the board's structure and diversity annually, considering factors such as gender, age, and professional qualifications[197]. - The board diversity policy is deemed effective for the year ending December 31, 2022[196]. - The Director Nomination Policy includes criteria such as character, qualifications, and potential contributions to ensure a balanced board[200]. - The Nomination Committee will regularly assess the diversity profile of the board and progress towards diversity objectives[197]. - The company emphasizes the importance of board diversity for maintaining competitive advantage[195]. - The board is committed to improving diversity and will continue to seek opportunities to increase the proportion of female members[195].
合丰集团(02320) - 2022 - 年度业绩
2023-03-30 14:37
香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不 負責,對其準確性或完整性亦不發表任何聲明,並明確表示,概不對因本公告 全部或任何部份內容而產生或因倚賴該等內容而引致的任何損失承擔任何責 任。 合 豐 集 團 控 股 有 限 公 司 HOP FUNG GROUP HOLDINGS LIMITED (於開曼群島註冊成立的有限公司) 股份代號:2320 截 至 二 零 二 二 年 十 二 月 三 十 一 日 止 年 度 全 年 業 績 公 告 財務摘要 收益減少至約424,400,000港元,較二零二一年下跌約43.8%。 本公司擁有人應佔虧損約為192,700,000港元,而二零二一年之本公司擁有人 應佔虧損約為422,800,000港元。有關虧損主要由於(i)上游生產線自二零二一 年第四季度起暫時停產,導致收益減少;(ii)銷售量下跌及平均銷售價格下 跌;及(iii)有關上游生產線暫時停產的固定成本,例如若干物業、廠房及設 備折舊。 剔除年內確認之減值虧損約10,500,000港元(二零二一年:418,800,000港元)之 影響,息稅折舊攤銷前盈利(未扣除財務成本、稅項、折舊及攤銷前盈利) ...