Corporate Governance - The company appointed Ms. Elizabeth Law as an Independent Non-Executive Director effective April 1, 2023, for a term of two years[5]. - The Remuneration Committee held three meetings during the fiscal year ending March 31, 2024, with a participation rate of 100%[15]. - The Audit Committee, consisting of all four Independent Non-Executive Directors, held two meetings with a participation rate of 100%[28]. - The Nomination Committee assessed the independence of Independent Non-Executive Directors, confirming their compliance with the independence criteria set out in Listing Rule 3.13[17]. - The company encourages all directors to participate in continuous professional development courses to enhance their skills and knowledge[10]. - The company has adopted a nomination policy outlining the conditions and processes for nominating and appointing directors[32]. - The Nomination Committee will consider various factors, including skills, knowledge, and experience relevant to the company's business when evaluating candidates[24]. - The company ensures timely delivery of board documents to all directors to facilitate informed decision-making[13]. - The company’s governance policies and practices are regularly reviewed to ensure compliance with legal and regulatory requirements[43]. - The company maintains a high level of attendance at board meetings, reflecting strong commitment from its directors[20]. - The Company Secretary, Mr. Poon Kwok Ching, has been appointed since April 1, 2019, ensuring Board procedures are followed and activities are conducted efficiently[44]. - All Directors confirmed compliance with the Model Code for Securities Transactions for the year ended March 31, 2024[46]. - The Company Secretary is responsible for ensuring compliance with legislative, regulatory, and corporate governance developments[68]. Risk Management - The Group's risk management framework includes the Board, Audit Committee, and Senior Management, with annual reviews of effectiveness covering financial, operational, and ESG performance[53]. - The Audit Committee reviewed the interim and annual results for the year ended March 31, 2024, ensuring compliance with generally accepted accounting practices in Hong Kong[64]. - The Group has established a Risk Management Policy to identify, evaluate, and manage significant risks, including ESG risks, with annual assessments conducted by Senior Management[77]. - Significant internal control deficiencies are reported to the Audit Committee and the Board for timely remediation[55]. - The Board considers the Group's risk management and internal control systems effective and adequate during the year[56]. - The Group has engaged an independent professional advisor for ongoing monitoring of risk management and internal control systems[55]. Financial Performance - The Group's working capital surplus as of March 31, 2024, was approximately HK$235 million, unchanged from the previous year[109]. - The Group maintained a net cash position with cash and cash equivalents of approximately HK$149 million as of March 31, 2024, compared to HK$150 million in 2023[109]. - The gearing ratio improved to 11% as of March 31, 2024, down from 14% in the previous year, with total borrowings of approximately HK$69 million[109]. - The Group's consolidated financial statements were audited by PwC, with audit fees amounting to approximately HK$3,045,000 and non-audit services fees of approximately HK$341,000[100]. - The Directors recommended a final dividend of HK1.5 cents per share for the year ended March 31, 2024, resulting in a total dividend of HK2.5 cents per share for the financial year[91]. - The group recorded a profit of approximately HKD 17 million, compared to a profit of approximately HKD 5 million in the same period last year[134]. - The group has maintained its core profit level due to easing inflationary pressures, a decline in major raw material prices, and effective cost optimization measures[158]. - Interest expenses for the year were approximately HK$4 million, down from HK$6 million the previous year, indicating improved financial management[179]. Operational Performance - The ASEAN region experienced a decline in sales but managed to achieve a turnaround from loss during the reporting period[104]. - The Guangzhou plant continued to record profits, while the Shaoguan plant turned around from a loss, and the Suzhou plant experienced a slight decline but remained profitable[104]. - The Group's operations in Southeast Asia faced challenges due to slow global economic recovery but successfully turned profitable[94]. - The overall business revenue from the South China plants decreased, but profitability was achieved through effective cost-saving measures and intelligent initiatives[144]. - The Group's operations in the Southern China region are expected to be affected by weak global market sentiment for books and greeting cards due to various uncertainties[146]. - The Group's operations in Eastern China experienced a slight decrease in revenue due to the slowdown in economic growth and shrinking consumption, with increased industry competition impacting marginal profits[169][174]. - The Southeast Asia operation recorded a decline in revenue but managed to turn losses into profits through effective material control measures and strategic investments in electronics and pharmaceuticals[177]. Strategic Initiatives - The Group's strategic focus includes enhancing customer service quality and investing in new markets and businesses, particularly in electronics and pharmaceuticals[105]. - The group is actively promoting the construction of an AI-driven operational network and integrating the entire value chain to enhance operational efficiency and risk management[144]. - The Group is committed to green, energy-saving, and low-carbon innovation while expanding into new markets and businesses[138]. - The Group's frontline business team actively engaged in domestic and international exhibitions to explore long-term business opportunities in Europe, the United States, and Southeast Asia[145]. - The Group's new product series, including the Habi Rabbit STEAM education series, was launched, and efforts to expand sales channels in mainland China and Southeast Asia were emphasized[148]. - The Group is actively exploring new markets in biotechnology, pharmaceuticals, and game cards to diversify its production capacity and identify future growth opportunities[174][175]. Awards and Recognition - The Group pledged to donate 4% of profits beyond the 8% profit range for charitable purposes, enhancing its commitment to ESG development[145]. - The Group was awarded the "Greater Bay Area Power Brand Award 2022–2023" and the "Most Promising Enterprise Award" at the 2023 Global Economic Influence Awards Ceremony[145]. - The Group has received awards for its contributions to the Greater Bay Area and recognition as a company with significant development potential, enhancing its reputation in the market[170]. Innovation and Technology - A new Heidelberg eight-colour UV printing machine was acquired to enhance printing quality and innovation, alongside the establishment of a fully automated intelligent production line for children's books[172]. - The Shaoguan plant launched a fully automated production line for children's books, improving efficiency and reducing labor intensity[200]. - Automation projects, including smart glue machines and robotic feeding systems, effectively saved labor costs and created unique competitive advantages[200]. - The Group's artificial intelligence initiatives include smart typesetting, automated logistics, and smart production scheduling to enhance operational efficiency and risk management[167]. - The management team implemented lean production management, significantly enhancing operational efficiency and profitability in South China[200].
星光集团(00403) - 2024 - 年度财报