锦胜集团(控股)(00794) - 2024 - 年度业绩

Group Performance Consolidated Statement of Profit or Loss For the year ended March 31, 2024, the Group's net loss significantly narrowed, primarily due to improved gross profit and increased other gains, despite a slight decrease in revenue Key Data from Consolidated Statement of Profit or Loss | Metric | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Revenue | 764,520 | 787,078 | | Cost of sales | (632,781) | (668,789) | | Gross profit | 131,739 | 118,289 | | Other income | 2,896 | 10,449 | | Other gains and losses | 24,971 | (8,546) | | Selling expenses | (59,066) | (68,097) | | Administrative expenses | (77,577) | (89,310) | | Other operating expenses | (9,903) | (355) | | Finance costs | (27,708) | (28,027) | | Loss before tax | (14,648) | (65,597) | | Income tax expense | (1,170) | (1,639) | | Loss for the year | (15,818) | (67,236) | | Basic and diluted loss per share | (4.78) HK cents | (19.84) HK cents | Consolidated Statement of Profit or Loss and Other Comprehensive Income Total comprehensive expenses for the year significantly decreased, mainly due to reduced exchange differences from translating overseas operations and gains from revaluation of prepaid land lease payments and property, plant and equipment Key Data from Consolidated Statement of Profit or Loss and Other Comprehensive Income | Metric | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Loss for the year | (15,818) | (67,236) | | Exchange differences arising from translation of overseas operations | (13,031) | (29,710) | | Revaluation of prepaid land lease payments and property, plant and equipment upon transfer to investment properties | 8,616 | – | | Fair value loss on financial assets at fair value through other comprehensive income | (601) | (540) | | Other comprehensive expenses for the year, net of income tax | (5,016) | (30,250) | | Total comprehensive expenses for the year | (20,834) | (97,486) | Consolidated Statement of Financial Position The Group's total assets slightly increased, but current liabilities also rose significantly due to a substantial increase in trade and bills payables, leading to a slight decrease in net assets Key Data from Consolidated Statement of Financial Position | Metric | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Non-current assets | | | | Prepaid lease payments | 8,841 | 28,035 | | Right-of-use assets | 171,897 | 196,187 | | Property, plant and equipment | 108,952 | 182,339 | | Investment properties | 348,108 | 248,680 | | Goodwill | 11,631 | 11,631 | | Current assets | | | | Inventories | 50,813 | 57,338 | | Trade and bills receivables | 218,892 | 222,836 | | Pledged bank deposits | 37,241 | 10,054 | | Bank and cash balances | 101,657 | 75,896 | | Current liabilities | | | | Trade and bills payables | 218,001 | 98,673 | | Short-term bank borrowings | 69,885 | 100,009 | | Non-current liabilities | | | | Long-term bank borrowings | 2,800 | 7,000 | | Lease liabilities | 188,071 | 206,584 | | Net assets | 515,628 | 535,927 | | Total equity | 515,628 | 535,927 | Notes to the Consolidated Financial Statements 1. Application of New and Revised Hong Kong Financial Reporting Standards This year, the Group first applied several new and revised Hong Kong Financial Reporting Standards, which had no significant impact on the Group's financial position, performance, or disclosures, nor did the Group early adopt other issued but not yet effective standards - Several amendments to Hong Kong Financial Reporting Standards were first applied this year, including amendments to HKFRS 17 and HKAS 8, 1, and 12[8] - The application of these amendments had no significant impact on the Group's financial position and performance for the current and prior years[8] - The Group did not early adopt other new and revised Hong Kong Financial Reporting Standards that have been issued but are not yet effective, and no significant impact is expected in the future[9] 2. Revenue and Segment Information The Group's revenue primarily derives from sales of corrugated products, offset-printed corrugated products, and property leasing. Despite a slight decrease in total revenue, property leasing revenue grew, with varied segment performance and notable profitability in the property leasing segment. The Group's major customers are concentrated in China, and a single customer A accounts for a high proportion of total revenue - The Group has three reportable operating segments: corrugated products, offset-printed corrugated products, and property leasing[13] Segment Revenue and Results (2024) | Segment | External Sales (HK$ thousand) | Segment Results (HK$ thousand) | | :--- | :--- | :--- | | Corrugated Products | 572,329 | (1,337) | | Offset-Printed Corrugated Products | 185,870 | 2,460 | | Property Leasing | – | 30,168 | | Total | 764,520 (Customer Contracts: 758,199 + Rental Income: 6,321) | 31,291 (Total Segment Results) | Segment Assets and Liabilities (March 31, 2024) | Segment | Segment Assets (HK$ thousand) | Segment Liabilities (HK$ thousand) | | :--- | :--- | :--- | | Corrugated Products | 531,945 | 343,957 | | Offset-Printed Corrugated Products | 185,579 | 96,064 | | Property Leasing | 348,947 | 4,587 | | Total Reportable Segments | 1,066,471 | 444,608 | Geographical Information (2024) | Region | Revenue from External Customers (HK$ thousand) | Non-current Assets (HK$ thousand) | | :--- | :--- | :--- | | Hong Kong | 100,820 | 244,045 | | Macau | 331 | – | | Mainland China (excluding Hong Kong and Macau) | 663,369 | 398,673 | | Consolidated Total | 764,520 | 642,718 | - Customer A contributed HK$89,085 thousand in revenue this year, primarily from corrugated products, accounting for over 10% of total revenue[29] 3. Other Income Other income significantly decreased this year, mainly due to the absence of exchange gains recorded last year, despite slight increases in dividend and miscellaneous income Details of Other Income | Item | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Dividend income from equity securities at fair value through profit or loss | 117 | 110 | | Government grants | 1,264 | 2,086 | | Bank interest income | 191 | 493 | | Other rental income | 417 | 368 | | Exchange gains | – | 6,894 | | Miscellaneous income | 907 | 498 | | Total | 2,896 | 10,449 | 4. Other Gains and Losses Significant other gains were recorded this year, primarily benefiting from the fair value change of investment properties shifting from a loss to a gain Details of Other Gains and Losses | Item | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Fair value change on equity securities at fair value through profit or loss | (218) | (107) | | Fair value change on investment properties | 24,872 | (9,010) | | Income from wealth management products | 317 | 571 | | Total | 24,971 | (8,546) | 5. Other Operating Expenses Other operating expenses significantly increased this year, mainly due to losses on disposal of property, plant and equipment and one-off staff severance costs Details of Other Operating Expenses | Item | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Loss on disposal of property, plant and equipment | 5,037 | 43 | | Write-off of property, plant and equipment | 344 | 238 | | Staff severance costs | 4,322 | – | | Others | 200 | 74 | | Total | 9,903 | 355 | 6. Finance Costs Total finance costs remained stable this year, with a decrease in interest on lease liabilities offset by an increase in interest on bank borrowings Details of Finance Costs | Item | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Interest on bank borrowings | 10,465 | 9,475 | | Interest on lease liabilities | 17,243 | 18,552 | | Total | 27,708 | 28,027 | 7. Income Tax Expense Income tax expense decreased this year, with Hong Kong profits tax calculated at 16.5% (8.25% for the first HK$2 million), and PRC subsidiaries enjoying a 15% preferential tax rate for high-tech enterprises and tax reductions for small-profit enterprises Details of Income Tax Expense | Item | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Hong Kong profits tax | 1,256 | 1,197 | | PRC enterprise income tax | (86) | 442 | | Total | 1,170 | 1,639 | - Hong Kong profits tax rate is 16.5%, with the first HK$2 million of assessable profits taxed at 8.25%[33] - PRC subsidiaries enjoy a 15% preferential enterprise income tax rate for high-tech enterprises, and tax reductions for small-profit enterprises (for assessable income not exceeding RMB3 million, 25% is included in assessable income and taxed at 20%)[34][36] - Certain PRC subsidiaries of the Group are eligible to apply for a 200% income tax deduction for research and development costs[37] 8. Loss for the Year Loss for the year significantly decreased, primarily due to lower total depreciation and amortization, increased rental income from investment properties, and a shift from exchange losses to gains Items Affecting Loss for the Year | Item | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Total depreciation and amortization | 37,779 | 39,988 | | Net rental income from investment properties | (6,029) | (5,653) | | Cost of inventories recognized as expense | 632,489 | 668,606 | | Auditors' remuneration | 1,200 | 1,200 | | Net exchange losses (gains) | 495 | (6,894) | 9. Dividends The Board does not recommend the payment of a final dividend for the year ended March 31, 2024 - The Board does not recommend the payment of a final dividend for the year ended March 31, 2024[41] 10. Loss Per Share Basic and diluted loss per share attributable to owners of the Company significantly improved due to a substantial reduction in loss for the year Loss Per Share Calculation Data | Metric | 2024 (HK$ thousand/Number of shares) | 2023 (HK$ thousand/Number of shares) | | :--- | :--- | :--- | | Loss for the year attributable to owners of the Company | (15,839) | (67,236) | | Weighted average number of ordinary shares | 331,084,000 | 338,853,392 | | Basic and diluted loss per share | (4.78) HK cents | (19.84) HK cents | - There were no potential dilutive ordinary shares for the years ended March 31, 2024 and 2023, for the purpose of calculating loss per share[44] 11. Trade and Bills Receivables Total trade and bills receivables slightly decreased, with an increase in overdue receivables, but the provision for expected credit losses remained stable, deemed recoverable by management Ageing Analysis of Trade and Bills Receivables | Item | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Not yet due | 138,661 | 162,713 | | Overdue 1 to 30 days | 36,494 | 7,235 | | Overdue 31 to 90 days | 14,454 | 7,363 | | Overdue 91 to 365 days | 4,136 | 294 | | Overdue over one year | 3,494 | 3,600 | | Total trade receivables | 197,239 | 181,205 | | Less: Provision for expected credit losses | (3,089) | (3,191) | | Bills receivables | 24,742 | 44,822 | | Total | 218,892 | 222,836 | - Overdue but not impaired trade receivables totaled HK$55,489 thousand (2023: HK$15,301 thousand), which management considers recoverable[49] - The provision for expected credit losses includes individually impaired trade receivables involving liquidation or severe financial difficulties, totaling approximately HK$3,089 thousand (2023: HK$3,191 thousand)[49][50] 12. Trade and Bills Payables Total trade and bills payables significantly increased, mainly due to a substantial rise in bills payables, reflecting extended payment terms with suppliers Ageing Analysis of Trade and Bills Payables | Item | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Trade payables 0 to 30 days | 65,674 | 58,042 | | Trade payables 31 to 90 days | 16,161 | 2,003 | | Trade payables over 90 days | 1,175 | 353 | | Bills payables | 134,991 | 38,275 | | Total | 218,001 | 98,673 | - All bills payables are due within 180 days[51] - Supplier credit terms range from 15 to 90 days, and the Group has established financial risk management policies to ensure timely settlement[51] Management Discussion and Analysis Industry Review China's paper packaging industry faces multiple challenges including slow economic recovery, weak demand, intense competition, and supply chain shifts, yet the growth of China's online retail market presents long-term potential for high-quality paper packaging products - China's economic and overall consumer spending recovery is slow, with the real estate crisis continuously impacting the market[53] - China's paper and paper products industry's total revenue decreased by 2.4% year-on-year to approximately RMB1,392.6 billion, while the cumulative export value of paper and paperboard container manufacturing decreased by 11.3% year-on-year to approximately RMB8.47 billion[53] - Weak global trade, US destocking, and geopolitical uncertainties led customers to shift supply chains to Southeast Asia, impacting China's paper packaging industry exports[53] - China's online retail sales increased by 11.0% year-on-year to approximately RMB15,426.4 billion, supporting the expansion of the express delivery industry and driving demand for high-quality paper packaging products[54] Business Review Facing a challenging market environment, the Group successfully maintained sales volume and improved gross profit margin through diversifying its customer base, adjusting product mix (increasing the proportion of paperboard and semi-finished products), strict cost control, and production line integration, while property leasing business profitability also improved, leading to a significant narrowing of net loss - The Group focuses on high-value-added printed corrugated paper packaging products, but demand is in a recovery phase due to challenging global business environment and a weak domestic home appliance market[56] - The Group successfully maintained sales volume by diversifying its customer base, adjusting its product portfolio to increase the proportion of paperboard and semi-finished product sales, and expanding into the medical equipment industry[56] - Revenue for the year slightly decreased by 2.9% to approximately HK$764.5 million, primarily due to a decrease in average selling price per product[56] - Gross profit increased to approximately HK$131.7 million, and gross profit margin improved to 17.2% (2023: 15.0%), mainly benefiting from sales mix adjustment, strict cost control, and production line integration at the new Dongguan plant[57] - Property leasing business profitability improved, with the former Huizhou production base converted to investment properties, recording a fair value gain on investment properties of approximately HK$24.9 million (2023: loss of approximately HK$9.0 million)[59] - Net loss for the year was approximately HK$15.8 million, a significant narrowing compared to last year (HK$67.2 million)[59] Operating Results The Group successfully improved gross profit margin and significantly reduced net loss despite a slight revenue decrease, by adjusting business strategies, optimizing sales mix, strictly controlling costs, and integrating production lines. Fair value gains on investment properties contributed significantly to profit improvement, while one-off operating expenses increased Operating Results Overview | Metric | 2024 (HK$ thousand) | 2023 (HK$ thousand) | | :--- | :--- | :--- | | Paper packaging domestic sales in Mainland China | 663,369 | 656,306 | | Paper packaging domestic export shipments | 56,108 | 80,451 | | Paper packaging direct exports | 38,722 | 44,485 | | Property investment rental income | 6,321 | 5,836 | | Total revenue | 764,520 | 787,078 | | Gross profit margin | 17.2% | 15.0% | | Net loss margin | (2.1)% | (8.5)% | Revenue The Group's revenue slightly decreased, mainly due to business strategy adjustments focusing more resources on lower-priced paperboard and semi-finished product sales, despite maintaining overall sales volume and expanding into domestic and medical equipment industry customers - Revenue for the year slightly decreased to approximately HK$764.5 million (2023: approximately HK$787.1 million), mainly due to a decrease in average selling price per product resulting from a change in sales mix[61] - The Group adjusted its business strategy to increase the sales proportion of paperboard and semi-finished products, and expanded into domestic markets and medical equipment industry customers, maintaining overall sales volume[61] - Revenue attributable to Guangdong operations was approximately HK$733.7 million (2023: approximately HK$773.3 million), affected by market demand fluctuations and production line maintenance integration[63] - Property leasing business revenue remained stable at approximately HK$6.3 million (2023: approximately HK$5.8 million)[64] Gross Profit Despite a decrease in revenue, the Group's gross profit and gross profit margin both improved, mainly benefiting from continuous cost control, regional business and production line integration, and increased gross profit from property leasing operations - Overall gross profit for the year increased to approximately HK$131.7 million (2023: approximately HK$118.3 million), and gross profit margin improved to approximately 17.2% (2023: approximately 15.0%)[65] - Gross profit improvement was mainly attributable to cost control, integration of regional businesses and production lines to reduce fixed costs, and flexible procurement channels ensuring raw material cost-effectiveness[65] - Gross profit margin for Guangdong operations rose to approximately 17.1% (2023: approximately 14.6%), with gross profit increasing by approximately 11.6% to HK$125.7 million[67] - Gross profit from property leasing increased by approximately 5.3% to approximately HK$6.0 million (2023: approximately HK$5.7 million)[68] Other Income Other income decreased this year, primarily due to reduced foreign exchange gains - Other income for the year decreased to approximately HK$2.9 million (2023: approximately HK$10.4 million), mainly from government subsidies and miscellaneous income, but with reduced foreign exchange gains[69] Other Gains and Losses Other gains were recorded this year, primarily from fair value gains on investment properties, reversing last year's loss - Other gains of approximately HK$25.0 million were recorded this year (2023: loss of approximately HK$8.6 million), primarily fair value gains on investment properties of approximately HK$24.9 million[70] - Fair value gains on investment properties include approximately HK$32.6 million from the transfer of the former Huizhou production base to investment properties, and approximately HK$7.7 million in losses from other existing investment properties[70] Selling and Administrative Expenses Both selling and administrative expenses decreased this year, reflecting the Group's strict cost control and improved operational efficiency amidst reduced revenue, adjusted sales mix, and capacity integration - Selling expenses decreased by approximately 13.3% to approximately HK$59.1 million (2023: approximately HK$68.1 million), mainly due to reduced revenue and an increased proportion of paperboard/semi-finished product sales[72] - Administrative expenses decreased by approximately 13.1% to approximately HK$77.6 million (2023: approximately HK$89.3 million), benefiting from strict internal controls and capacity integration enhancing operational efficiency[72] Other Operating Expenses Other operating expenses significantly increased this year, primarily due to losses on disposal of factory machinery and equipment and staff severance costs during production line integration - Other operating expenses increased to approximately HK$9.9 million (2023: approximately HK$0.4 million), mainly due to losses on disposal of factory machinery and equipment and staff severance costs[73] Finance Costs Total finance costs remained stable this year, with a decrease in interest on lease liabilities offset by an increase in interest on bank borrowings, the latter influenced by rising global interest rates - Interest expense on lease liabilities decreased to approximately HK$17.2 million (2023: approximately HK$18.6 million)[74] - Interest on bank borrowings increased to approximately HK$10.5 million (2023: approximately HK$9.5 million), influenced by sustained high global interest rates[74] Net Loss and Dividends The Group's net loss significantly narrowed, net loss margin substantially improved, and loss per share decreased accordingly, with the Board not recommending a final dividend - Net loss for the year was approximately HK$15.8 million (2023: approximately HK$67.2 million), with a net loss margin of approximately 2.1% (2023: approximately 8.5%)[75] - Basic and diluted loss per share was 4.78 HK cents (2023: 19.84 HK cents)[75] - The Board does not recommend the payment of a final dividend for the current year[75] Capital Structure The Group's current ratio slightly decreased but remained healthy, primarily impacted by increased trade and bills payables, partially offset by higher bank and cash balances Key Capital Structure Indicators | Metric | March 31, 2024 | March 31, 2023 | | :--- | :--- | :--- | | Current Ratio | 1.13 | 1.24 | - As at March 31, 2024, the Company's issued share capital was HK$3,310,840, divided into 331,084,000 shares of HK$0.01 par value each[77] Working Capital The Group's working capital management significantly improved, with a substantially shortened cash conversion cycle, primarily due to reduced trade receivables turnover days, extended trade payables turnover days, and shortened inventory turnover days, reflecting enhanced operational efficiency from sales mix adjustments and production line integration Working Capital Turnover Days | Metric | 2024 (Turnover Days) | 2023 (Turnover Days) | | :--- | :--- | :--- | | Trade and bills receivables | 106 | 121 | | Trade and bills payables | 92 | 61 | | Inventories | 31 | 43 | | Cash conversion cycle | 45 | 103 | - Trade and bills receivables turnover days improved from 121 days to 106 days, mainly due to a shift in sales mix towards paperboard and semi-finished products with shorter receivables turnover cycles[78] - Trade and bills payables turnover days significantly increased from 61 days to 92 days, reflecting close cooperation with suppliers and extended payment terms[79] - Inventory turnover days improved to 31 days (2023: 43 days), mainly due to shorter delivery periods for paperboard and semi-finished products[81] Liquidity and Financial Resources The Group's liquidity improved, with increased bank and cash balances, a lower gearing ratio, and sufficient unutilized bank facilities to support future business growth and investments Key Liquidity and Financial Resources Indicators | Metric | March 31, 2024 | March 31, 2023 | | :--- | :--- | :--- | | Current Ratio | 1.13 | 1.24 | | Gearing Ratio | 10.5% | 15.3% | | Bank and cash balances | 138,900 HK$ thousand | 86,000 HK$ thousand | | Unutilized bank facilities | 437,900 HK$ thousand | – | - All of the Group's bank borrowings are secured, primarily denominated in HKD and RMB, and bear interest at floating rates[84] - Total outstanding bank borrowings were approximately HK$114.9 million (2023: approximately HK$163.8 million), of which approximately HK$96.6 million is repayable within one year[84] Foreign Exchange Risk The Group faces foreign exchange risk and will closely monitor it, taking hedging measures when necessary - The Group is exposed to foreign exchange risk as some business transactions, assets, and liabilities are denominated in currencies other than the functional currency[87] - The Group will closely monitor foreign exchange risk and consider appropriate actions to hedge significant foreign exchange exposures when necessary[87] Pledged Assets The Group pledged approximately HK$278.0 million in assets as collateral for bank financing - The Group pledged certain assets with an aggregate carrying value of approximately HK$278.0 million (2023: approximately HK$258.4 million), including bank deposits, property, plant and equipment, and investment properties, as collateral for bank financing[88] Capital Commitments The Group's contracted but unprovided capital expenditure for property, plant and equipment significantly decreased, with no authorized but uncontracted capital expenditure - The Group's contracted but unprovided capital expenditure for property, plant and equipment was approximately HK$200 thousand (2023: approximately HK$1.7 million)[89] - The Group had no authorized but uncontracted capital expenditure[89] Contingent Liabilities The Group faces contingent liabilities from Hong Kong Inland Revenue Department tax assessments totaling approximately HK$30.7 million, currently under negotiation with no provision made - The Hong Kong Inland Revenue Department issued estimated and additional tax assessments to six of the Group's subsidiaries for the tax years 2009/10 to 2017/18, totaling approximately HK$30.698 million[90] - The Group has filed objections and purchased tax reserve certificates of HK$9.766 million, and the Inland Revenue Department has held over profits tax of HK$20.204 million[90] - No tax provision was made at the end of the current year due to the uncertainty of negotiation outcomes[90] Employees and Remuneration Both the Group's employee headcount and total remuneration expenses decreased, with remuneration policies regularly reviewed based on individual performance and market conditions Employee and Remuneration Data | Metric | March 31, 2024 | March 31, 2023 | | :--- | :--- | :--- | | Total number of employees | 785 | 933 | | Total employee remuneration expenses | 116,900 HK$ thousand | 137,400 HK$ thousand | - Remuneration policies are formulated based on individual employee performance and current market conditions, and are reviewed regularly[92] Prospects Facing global uncertainties, the Group will continue to implement diversified procurement strategies, integrate resources, innovate production technologies, and prudently manage investments to seize growth opportunities in China's e-commerce and eco-friendly packaging industries for sustainable profitability - As the business environment becomes increasingly uncertain, the Group will continue to implement diversified procurement strategies to mitigate risks and ensure stable raw material supply[93] - The rapid growth of China's e-commerce industry and increasing demand for high-quality eco-friendly packaging present potential growth opportunities for China's paper packaging industry[93] - The Group will continue to integrate resources and production, allocate more resources to producing paperboard and semi-finished packaging products, and utilize advanced production technologies to enhance product quality[93] - The former Huizhou production base has been converted into investment properties and successfully leased out, expected to generate more rental income. Currently, there are no significant investment plans[95] Future Plans for Material Investments and Capital Assets As of the date of this announcement, the Group has no proposed plans for any material investments or capital assets - As at March 31, 2024 and the date of this announcement, the Group had no proposed plans for any material investments or capital assets[96] Purchase, Sale or Redemption of the Company's Listed Securities Neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the year - Neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the year[97] Other Information Corporate Governance The Board is committed to maintaining appropriate corporate governance practices and has complied with the Corporate Governance Code in Appendix C1 of the SEHK Listing Rules - The Board is committed to maintaining appropriate corporate governance practices to safeguard shareholders' interests and ensure compliance with statutory requirements and professional standards[98] - The Company has complied with the code provisions set out in the Corporate Governance Code in Appendix C1 of the SEHK Listing Rules during the year[98] Standard Code for Securities Transactions by Directors The Company has adopted the Standard Code set out in Appendix C3 of the Listing Rules, and all Directors confirmed compliance with it throughout the year - The Company has adopted the Standard Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix C3 of the Listing Rules[99] - All Board members confirmed compliance with the required standards set out in the Standard Code throughout the year[99] Audit Committee The Audit Committee, comprising three independent non-executive directors, is responsible for reviewing financial statements, risk management, and internal control systems, and has reviewed this results announcement and related financial matters - The Audit Committee's primary responsibilities include considering the relationship with external auditors, reviewing the Group's financial statements, and overseeing the Group's financial reporting system, risk management, and internal control systems[101] - The Audit Committee comprises three independent non-executive directors: Mr. Law Tsz Lun (Chairman), Mr. Chow On Tai Yuen, and Ms. Tsui Pui Man[101] - The Audit Committee has reviewed this results announcement, the audited consolidated financial statements, accounting principles and practices, and discussed auditing, internal control, risk management, and financial reporting matters[101] Dividends The Board does not recommend the payment of any final dividend for the current year - The Board does not recommend the payment of any final dividend for the current year[102] Closure of Register of Members To determine eligibility to attend and vote at the Annual General Meeting, the Company will suspend registration of members from September 4 to September 9, 2024 - The Company will suspend registration of members from September 4, 2024 to September 9, 2024 (both dates inclusive), during which no share transfers will be effected[103] - All share transfer documents, accompanied by the relevant share certificates, must be lodged with the Company's Hong Kong Share Registrar by 4:30 p.m. on September 3, 2024 at the latest[103] Events After the Reporting Period No significant events occurred after the end of the current year and up to the date of this announcement - No significant events occurred after the end of the current year and up to the date of this announcement[104] Public Float As at March 31, 2024, public shareholders held over 25% of the Company's issued shares - As at March 31, 2024, public shareholders held over 25% of the Company's issued shares[105] Scope of Work of Tianjian International Certified Public Accountants Limited The Group's auditor confirmed that the financial data in this results announcement is consistent with the audited consolidated financial statements, but their work does not constitute an assurance engagement on this announcement - The Group's auditor, Tianjian International Certified Public Accountants Limited, agreed that the data in the Group's consolidated statement of financial position, consolidated statement of profit or loss, consolidated statement of profit or loss and other comprehensive income, and their related notes for the current year, as presented in this results announcement, are consistent with the amounts in the Group's audited consolidated financial statements for the current year[107] - The work performed by the auditor in this regard does not constitute an assurance engagement conducted in accordance with Hong Kong Standards on Auditing, Hong Kong Standards on Review Engagements, or Hong Kong Standards on Assurance Engagements issued by the Hong Kong Institute of Certified Public Accountants, and therefore, no assurance is provided on this announcement[107] Publication of Annual Report The Company's annual report will be published on the Company's website and the SEHK website at the appropriate time and sent to shareholders upon request - The Company's annual report will be published on the Company's website and the SEHK website at the appropriate time[108] - The annual report will be sent to the Company's shareholders upon request[108] By Order of the Board This announcement is issued by Mr. Zhuang Jinzhou, Chairman of the Board, on behalf of the Board, and lists the current members of the Board - This announcement was issued by Mr. Zhuang Jinzhou, Chairman of the Board of Directors of Kam Shing Group (Holdings) Limited, on June 28, 2024[109][110] - The Board members include three executive directors (Mr. Zhuang Jinzhou, Mr. Zhuang Huabin, and Mr. Zhuang Huaqing) and three independent non-executive directors (Mr. Chow On Tai Yuen, Ms. Tsui Pui Man, and Mr. Law Tsz Lun)[110]