Financial Performance - The Group's gross profit for 2022 was approximately RMB 7.4 million, representing a gross profit margin of approximately 8.2%, an increase from RMB 3.6 million and 2.3% in 2021[3][4]. - The profit margin for sales of shoes and clothing increased to approximately 10.5% in 2022 due to the commencement of local sales of clothing products in the PRC[3][4]. - Total cost of sales for the Group in 2022 was RMB 83.1 million, compared to RMB 151.9 million in 2021, indicating a significant reduction in costs[3]. - The Group incurred a loss of approximately RMB139,836,000 for the year ended 31 December 2022, with net current liabilities and capital deficiency of approximately RMB1,226,749,000 and RMB1,175,335,000 respectively[55]. - Selling and distribution expenses increased by 95.9% from approximately RMB3.0 million in 2021 to approximately RMB5.9 million in 2022 due to hiring more sales personnel[47]. - General and administrative expenses rose by 0.9% from approximately RMB31.7 million in 2021 to approximately RMB32.0 million in 2022, primarily due to increased staff costs and legal fees[48]. - The Group's total bank and cash balance was low at RMB1,298,000 as of 31 December 2022, indicating a net operating cash outflow for the year[55]. - The Group's bank borrowings of approximately RMB162,974,000 are subject to renewal or full repayment within the next twelve months, with approximately RMB102,974,000 overdue[55]. - The Group's ability to continue as a going concern depends on securing new financing, negotiating with lenders, obtaining external funding, and generating operating cash flows[60]. - For the year ended December 31, 2022, the Group reported a loss of approximately RMB 139.84 million, with current liabilities net amounting to approximately RMB 1.23 billion and capital deficiency of about RMB 1.18 billion[86]. - The Group's cost of sales decreased by 45.3% from approximately RMB 151.9 million for the year ended December 31, 2021, to approximately RMB 83.1 million, consistent with the decline in revenue for the year[81]. - The Group's revenue primarily came from two main geographical areas: Mainland China and Korea[121]. Corporate Governance - The Board is led by Acting Chairman Mr. Li Wanyuan, who is responsible for the Group's strategic direction and objectives[2]. - The Audit Committee reviewed the Group's 2022 interim financial statements and management accounts during meetings held in 2022[32][33]. - The Regulatory Compliance Committee held one meeting in the year to discuss compliance with relevant laws and regulations in China and Hong Kong[35]. - The Group's strategy includes enhancing corporate governance practices and ensuring compliance with applicable laws and regulations[20][34]. - The Board consists of 5 members, with 1 member having overseas working experience and 2 members possessing accounting or professional qualifications[22]. - The Audit Committee reviewed the external auditor's report and confirmed no disagreements regarding the selection or appointment of external auditors[51]. - The Group is in the process of locating an internal control advisor to address identified deficiencies in its internal control system[70]. - The Nomination Committee aims to ensure board diversity, including gender diversity, and will regularly review measurable targets to achieve this[41]. - The Audit Committee reviews the independent auditor's effectiveness and independence annually, ensuring compliance with audit processes[80]. - The Regulatory Compliance Committee ensures the Group's business operations comply with relevant laws and regulations, reporting directly to the Board[85]. - The Company has received confirmations of independence from all independent non-executive Directors, ensuring compliance with Listing Rules[190]. Financing and Capital Management - The Company plans to negotiate with financial institutions for restructuring existing borrowings or obtaining new financing to alleviate liquidity pressure[87]. - The Group aims to convince lenders of defaulted borrowings not to demand immediate repayment of principal and interest[87]. - The Company intends to raise external funding by issuing new shares to potential investors[87]. - Following the completion of the scheme shares issuance on January 4, 2023, all claims owed to scheme creditors, including bondholders, will be fully discharged[87]. - The directors believe that the Group will have sufficient working capital to finance operations and meet financial obligations within twelve months from December 31, 2022[87]. - The net proceeds from the 2022 First Share Subscription amounted to approximately HK$2.42 million, intended for debt restructuring and general working capital[129]. - The Company completed a share consolidation on 8 March 2022, consolidating every 10 existing shares into 1 consolidated share[126]. - The first share subscription completed on May 11, 2022, involved the issuance of 10,455,107 shares at a subscription price of HK$0.24 per share, raising net proceeds of approximately HK$2.42 million for restructuring and working capital[166]. - The Group's treasury activities are primarily managed through deposits with financial institutions, mainly in Renminbi and Hong Kong dollars, to minimize funding costs[158]. - The Group adopts a prudent cash and financial management policy to support its working capital and capital expenditure needs[157]. Operational Performance - The Group is engaged in the sales of shoes, clothes, and the manufacturing and sale of fabrics and yarns[120]. - The Group's management measures and technology improvements led to reduced unit electricity consumption and expenses in production compared to the previous year[184]. - Other income decreased by 46.3% from approximately RMB4.0 million in 2021 to approximately RMB2.1 million in 2022, mainly due to the absence of a reversal of impairment loss recognized in 2021[175]. - The net foreign exchange loss for 2022 was approximately RMB58.2 million, primarily due to the depreciation of RMB against HKD, affecting bonds valued at approximately RMB913.2 million[176]. - The Group's rental income increased from approximately RMB0.8 million in 2021 to approximately RMB1.5 million in 2022[175]. Shareholder Relations - The Company emphasizes the importance of effective communication with shareholders to enhance investor relations and transparency[79]. - The Group did not recommend the payment of a dividend for the year ended December 31, 2022, consistent with the previous year[184]. - As of December 31, 2022, no reserves of the Company were available for distribution, the same as in 2021[185]. - The Group did not make any charitable donations during the year, maintaining the same position as in 2021[186]. - The remuneration for executive directors includes a monthly salary of HK$30,000 for Mr. Li Wanyuan and HK$20,000 for Ms. Lin Yuxi, along with management bonuses at the Board's discretion[192]. - The Group's consolidated financial statements for the year ended December 31, 2022, are detailed in the annual report, summarizing the results and assets and liabilities over the last five financial years[194].
满地科技股份(01400) - 2022 - 年度财报