Financial Performance - Depreciation expenses increased to approximately HKD 11.4 million, up 20.6% due to business expansion[3] - Operating lease payments and related expenses rose to HKD 6.5 million, an increase of 48.3% attributed to the increase in the number of restaurants/bars[4] - Financing costs increased to HKD 4.8 million, a rise of 7.1% compared to HKD 4.5 million in the previous year, primarily due to rising borrowing rates[5] - Total assets as of March 31, 2024, amounted to HKD 68.563 million, down from HKD 71.513 million in 2023[8] - The group's capital commitments as of March 31, 2024, were approximately HKD 949,000, down from HKD 2,050,000 in 2023[6] - The group faces various risks, including market risk, credit risk, and liquidity risk, which may impact its financial performance[75] Corporate Governance - The company maintains a focus on corporate governance to ensure effective leadership and transparency[23] - The board has complied with GEM listing rules regarding the appointment of independent non-executive directors[25] - The board has established three committees: Audit Committee, Remuneration Committee, and Nomination Committee to oversee specific areas of the company's affairs[34] - The Remuneration Committee considers various factors including past contributions of grant recipients, their roles, and the overall business performance when determining share awards[35] - The board consists of six directors, with independent non-executive directors making up 50% of the board, exceeding GEM listing rules requirements[46] - The Remuneration Committee is composed of one executive director and three independent non-executive directors, with Mr. Qian serving as the chairman[59] - The board emphasizes the importance of good corporate governance to achieve effective accountability and risk management[44] - The company has established a system for internal controls and risk management to ensure compliance with legal and regulatory requirements[42] - The audit committee is composed of independent non-executive directors, with Mr. Chan serving as the chairman[61] - The company has complied with GEM Listing Rule 5.28, ensuring at least one member of the audit committee has appropriate professional qualifications or accounting expertise[62] Shareholder Engagement - The company has provided channels for shareholders to express opinions and obtain information regarding company matters[92] - The company has established a process for shareholders to request special meetings if the board does not convene within 21 days[90] - The company will seek shareholder approval for any grants exceeding 1% of issued shares within a 12-month period[120] - The company plans to re-elect directors at the 2024 annual general meeting, with no service contracts that require compensation for termination within one year[128] - The company anticipates a suspension of share transfer registration from August 27 to August 30, 2024, to confirm shareholder attendance at the annual general meeting[124] Risk Management - The board is responsible for assessing risks related to environmental, social, and governance factors, establishing effective risk management systems[67] - The company is committed to monitoring risks continuously that could significantly impact its business[122] - The company engages independent professional advisors to conduct annual audits of its risk management and internal control systems[88] Environmental, Social, and Governance (ESG) Practices - The company disclosed its compliance with relevant laws and regulations affecting its environmental, social, and governance practices[96] - The company is committed to implementing sustainable development strategies across all levels, including respect for human rights and support for employees[198] - The group has adopted green office measures to reduce energy and natural resource consumption[190] - The company has maintained a focus on environmental protection through various initiatives[190] - The report covers the period from April 1, 2023, to March 31, 2024, and includes disclosures on environmental, social, and governance practices[199] Share Options and Dividends - The company did not recommend the payment of a final dividend for the year 2023[98] - The company has not granted, exercised, or cancelled any share options under the share option scheme since its adoption date[117] - The company has a share option plan that allows for the issuance of shares not exceeding 30% of the issued share capital[114] - The company has established a limit on the maximum equity that can be granted to each participant under the share option plan[135] - The share plan has a remaining duration of approximately 9 years and 3 months from the adoption date of September 29, 2023[145] - The number of shares granted under the share plan this year, relative to the weighted average number of shares issued, was 0.0336[149] - As of March 31, 2024, the number of rewards available for grant under the share plan is 57,104,000 shares, compared to zero as of April 1, 2023[168] Auditor and Compliance - The company appointed a new auditor, Tianji, effective December 30, 2022, following the resignation of the previous auditor[180] - The company received annual confirmation letters from the covenantors regarding their compliance with the non-competition agreements as of June 2024[184] - The company has adopted the GEM Listing Rules regarding securities trading standards, confirming compliance by all directors for the year[93] - The company disclosed that independent non-executive directors confirmed their independence in accordance with GEM Listing Rules[101] - The company has maintained a public float of at least 25% of its issued shares as per GEM listing rules[182] - The company has complied with GEM listing rules regarding related party transactions, with no significant related party transactions disclosed[150] Employee Welfare - The company has adopted a group hospitalization and personal accident insurance plan for its employees[171] - The company has provided training for directors, with at least 15 hours of relevant professional training completed by a director during the year[94]
太平洋酒吧(08432) - 2024 - 年度财报