优越集团控股(01841) - 2020 - 中期财报

Corporate Information The report details the company's board members, committee chairs, authorized representatives, company secretary, auditors, legal advisors, principal bankers, and share registrar, providing core corporate governance and operational support information - The report details the company's board members, committee chairs and members, authorized representatives, company secretary, auditors, legal advisors, principal bankers, and share registrar, providing core corporate governance and operational support information[4] Management Discussion and Analysis This section provides an overview of the company's operational performance, financial position, and future outlook Business Review and Future Prospects For the six months ended September 30, 2019, the Group's total revenue decreased by 8.9% year-on-year, primarily due to the US-China trade war and social unrest in Hong Kong, significantly reducing revenue from the company announcements and shareholder circulars segment - The company announcements and shareholder circulars segment was the primary driver of revenue decline, decreasing by approximately HKD 8.6 million[7] - Revenue from the debt circulars and IPO prospectuses segment grew against the trend, increasing by approximately HKD 1.4 million, partially offsetting declines in other businesses[7] - Facing market volatility from the US-China trade war and Hong Kong social unrest, the Group maintains a cautious outlook and plans to expand its customer base and market penetration[8] Financial Review During the period, the Group's revenue decreased by 8.9% to approximately HKD 80.4 million and gross profit declined by 9.7% to approximately HKD 45.5 million, with profit for the period ultimately decreasing by 16.0% to approximately HKD 19.2 million Summary of Financial Performance for the Six Months Ended September 30 | Financial Metric | 2019 (HKD Thousands) | 2018 (HKD Thousands) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Revenue | 80,374 | 88,266 | -8.9% | | Cost of Services | (34,912) | (37,896) | -7.9% | | Gross Profit | 45,462 | 50,370 | -9.7% | | Selling and Distribution Expenses | (7,754) | (6,899) | +12.4% | | Administrative Expenses | (15,898) | (16,926) | -6.1% | | Profit Before Tax | 22,772 | 27,158 | -16.2% | | Profit for the Period | 19,180 | 22,842 | -16.0% | - Service costs, primarily composed of staff costs (37.9%), printing costs (36.0%), and translation costs (20.5%), decreased broadly in line with the revenue decline[12] - Administrative expenses decreased mainly due to the absence of approximately HKD 2.9 million in GEM to Main Board transfer-related legal and professional fees incurred in the prior period[16] Liquidity, Financial Resources and Capital Structure As of September 30, 2019, the Group maintained a sound financial position with no bank borrowings, approximately HKD 110 million in cash and cash equivalents, and a net current asset value of approximately HKD 120 million, with a gearing ratio of 2.9% due to the initial application of HKFRS 16 Capital Position | Metric | September 30, 2019 (HKD Thousands) | March 31, 2019 (HKD Thousands) | | :--- | :--- | :--- | | Cash and Cash Equivalents | 110,057 | 116,806 | | Net Current Assets | 120,476 | 139,273 | | Bank Borrowings | 0 | 0 | - As of September 30, 2019, the Group's gearing ratio was 2.9%, primarily due to the recognition of lease liabilities upon the initial application of HKFRS 16[20] Dividends The Board recommended an interim dividend of HKD 2.5 cents per share for the six months ended September 30, 2019, totaling HKD 10 million, with no interim dividend declared in the prior period Interim Dividend Details | Item | Details | | :--- | :--- | | Interim Dividend Per Share | 2.5 HK Cents | | Prior Period Dividend | Nil | | Total Dividend Amount | 10,000,000 HKD | | Register of Members Closing Date | December 16, 2019 | | Estimated Payment Date | On or before January 17, 2020 | Other Information This section covers directors' and major shareholders' interests, share option schemes, and corporate governance compliance Directors' and Major Shareholders' Interests As of September 30, 2019, Executive Directors Mr. Lam Kim Wan and Mr. Fong Wing Kwong collectively held 58.3% of the company's shares through Brilliant Ray Global Limited, with other major shareholders holding over 5% also disclosed Directors' Shareholdings (As of September 30, 2019) | Director Name | Capacity | Number of Shares Held | Approximate Percentage of Issued Share Capital | | :--- | :--- | :--- | :--- | | Mr. Lam Kim Wan | Interest in Controlled Corporation | 233,160,000 | 58.3% | | Mr. Fong Wing Kwong | Interest in Controlled Corporation | 233,160,000 | 58.3% | Major Shareholders' Shareholdings (As of September 30, 2019) | Shareholder Name | Number of Shares Held | Approximate Percentage | | :--- | :--- | :--- | | Brilliant Ray Global Limited | 233,160,000 | 58.3% | | Wise Reward Enterprises Limited | 24,000,000 | 6.0% | | Long Style Investment Limited | 20,770,000 | 5.2% | Share Option Scheme The company adopted a share option scheme on March 23, 2016, with no options granted or outstanding during the six months ended September 30, 2019, and a maximum of 40 million shares issuable under the scheme - No share options were granted or outstanding during the reporting period[45] - Under the share option scheme, a total of 40,000,000 shares can be issued, representing 10% of the issued share capital as of the reporting date[45] Corporate Governance and Compliance For the six months ended September 30, 2019, the company complied with the Corporate Governance Code, with all directors confirming adherence to securities dealing standards, the audit committee reviewing interim financial statements, and sufficient public float maintained - The company consistently complied with the code provisions of the Corporate Governance Code throughout the reporting period[48] - Controlling shareholders confirmed compliance with the non-competition undertaking, which was reviewed and confirmed by independent non-executive directors[55] - The Audit Committee, comprising three independent non-executive directors, reviewed the interim financial statements[57] Unaudited Condensed Consolidated Financial Statements This section presents the unaudited condensed consolidated financial statements, including the statement of profit or loss, financial position, changes in equity, and cash flows Statement of Profit or Loss and Other Comprehensive Income For the six months ended September 30, 2019, the Group reported revenue of HKD 80.374 million, a 8.9% decrease, and gross profit of HKD 45.462 million, a 9.7% decrease, with profit attributable to owners and total comprehensive income at HKD 19.18 million, down 16.0%, and basic and diluted EPS at HKD 4.80 cents Summary of Statement of Profit or Loss (For the Six Months Ended September 30) | Item | 2019 (HKD Thousands) | 2018 (HKD Thousands) | | :--- | :--- | :--- | | Revenue | 80,374 | 88,266 | | Gross Profit | 45,462 | 50,370 | | Profit Before Tax | 22,772 | 27,158 | | Profit Attributable to Owners | 19,180 | 22,842 | | Basic Earnings Per Share (HK Cents) | 4.80 | 5.71 | Statement of Financial Position As of September 30, 2019, the Group's total assets were HKD 172 million, total liabilities HKD 35.342 million, and net assets HKD 137 million, with the initial application of HKFRS 16 leading to the recognition of HKD 3.818 million in right-of-use assets and HKD 3.918 million in lease liabilities Summary of Statement of Financial Position | Item | September 30, 2019 (HKD Thousands) | March 31, 2019 (HKD Thousands) | | :--- | :--- | :--- | | Non-current Assets | 20,107 | 18,246 | | Current Assets | 151,847 | 169,247 | | Total Assets | 171,954 | 187,493 | | Current Liabilities | 31,371 | 29,974 | | Non-current Liabilities | 3,971 | 87 | | Total Liabilities | 35,342 | 30,061 | | Net Assets | 136,612 | 157,432 | Statement of Changes in Equity As of September 30, 2019, total shareholders' equity decreased from HKD 157 million at the beginning of the period to HKD 137 million, primarily due to the payment of HKD 40 million in dividends for the year ended March 31, 2019, partially offset by HKD 19.18 million in profit for the current period Summary of Changes in Equity (For the Six Months Ended September 30, 2019) | Item | Amount (HKD Thousands) | | :--- | :--- | | As of April 1, 2019 | 157,432 | | Profit and Total Comprehensive Income for the Period | 19,180 | | Dividends Declared and Paid | (40,000) | | As of September 30, 2019 | 136,612 | Statement of Cash Flows For the six months ended September 30, 2019, net cash generated from operating activities was HKD 32.916 million, but net cash outflow from financing activities, primarily dividend payments, of HKD 40.107 million resulted in a net decrease in cash and cash equivalents of HKD 6.749 million, with an ending cash balance of HKD 110 million Summary of Statement of Cash Flows (For the Six Months Ended September 30) | Item | 2019 (HKD Thousands) | 2018 (HKD Thousands) | | :--- | :--- | :--- | | Net Cash Generated from Operating Activities | 32,916 | 31,410 | | Net Cash Generated from (Used in) Investing Activities | 442 | (128) | | Net Cash Used in Financing Activities | (40,107) | (10,000) | | Net (Decrease) Increase in Cash and Cash Equivalents | (6,749) | 21,282 | | Cash and Cash Equivalents at Beginning of Period | 116,806 | 100,728 | | Cash and Cash Equivalents at End of Period | 110,057 | 122,010 | Notes to the Unaudited Condensed Consolidated Interim Financial Statements This section provides detailed notes to the unaudited condensed consolidated interim financial statements, covering significant accounting policies and financial disclosures Note 3: Changes in Accounting Policies The Group first adopted HKFRS 16 "Leases" during this interim period, resulting in the recognition of approximately HKD 6.172 million in right-of-use assets and corresponding lease liabilities as of April 1, 2019, significantly impacting the statement of financial position without restating comparative information - The Group initially applied HKFRS 16 "Leases," replacing the previous HKAS 17[82] Impact of Initial Application of HKFRS 16 (As of April 1, 2019) | Item | Amount (HKD Thousands) | | :--- | :--- | | Recognition of Right-of-Use Assets | 6,172 | | Recognition of Lease Liabilities | 6,172 | | Of which: Current Lease Liabilities | 4,538 | | Of which: Non-current Lease Liabilities | 1,634 | Note 4: Revenue The Group's revenue is entirely derived from financial printing services in Hong Kong, with a significant decline in the "company announcements and shareholder circulars" segment and growth in the "debt circulars and IPO prospectuses" segment during the period Revenue by Service Type (For the Six Months Ended September 30) | Service Type | 2019 (HKD Thousands) | 2018 (HKD Thousands) | | :--- | :--- | :--- | | Results Announcements and Financial Reports | 41,926 | 41,476 | | Company Announcements and Shareholder Circulars | 18,624 | 27,186 | | Debt Circulars and IPO Prospectuses | 16,467 | 15,064 | | Fund Documents | 1,100 | 774 | | Others | 2,257 | 3,766 | | Total | 80,374 | 88,266 | Note 10: Dividends The Board proposed an interim dividend of HKD 2.5 cents per share, not recognized as a liability in the September 30, 2019 financial statements, while final and special dividends totaling HKD 40 million for the year ended March 31, 2019, were paid during the reporting period - A proposed interim dividend of HKD 2.5 cents per share (prior period: nil) was recommended[121] Dividends Paid During the Period | Item | 2019 (HKD Thousands) | 2018 (HKD Thousands) | | :--- | :--- | :--- | | Final Dividend | 10,000 | 10,000 | | Special Dividend | 30,000 | – | | Total | 40,000 | 10,000 | Note 11: Earnings Per Share For the six months ended September 30, 2019, basic earnings per share decreased to HKD 4.80 cents from HKD 5.71 cents in the prior period, with diluted EPS being identical due to the absence of potential dilutive ordinary shares Earnings Per Share Calculation | Item | 2019 | 2018 | | :--- | :--- | :--- | | Profit (HKD Thousands) | 19,180 | 22,842 | | Weighted Average Number of Ordinary Shares (Thousands of Shares) | 400,000 | 400,000 | | Basic and Diluted Earnings Per Share (HK Cents) | 4.80 | 5.71 |