Business Development and Revenue - The company continues to develop its pandemic-oriented business and "Internet+" services, establishing a solid foundation for future growth[9] - "Internet+" services provided the main revenue source during the review period, with ongoing expansion into supply chain services for health products[10] - The company has successfully entered various platforms, including Douyin and Xiaodian, to offer one-stop product supply chain services[10] - Revenue from personal protective equipment (PPE) decreased due to reduced demand as the pandemic situation improved, prompting a resource reallocation towards health industry supply chain services[11] - Revenue from the "Internet+" supply chain services increased by 25% to HKD 37,100,000, compared to HKD 29,700,000 in the previous fiscal year[17] - The gross margin for "Internet+" supply chain services improved to 13%, up from 8% in the previous year[17] - Revenue from PPE decreased by 37% to HKD 5,700,000, down from HKD 9,100,000 year-on-year, with a gross margin of 12% compared to 26% previously[18] - The company is exploring new opportunities in the health industry, including production and distribution of health products, and has signed contracts with health product brands for supply chain services in China and Hong Kong[15] - The company has established a joint venture in China to develop distribution for traditional Chinese medicine and health products, which is now fully operational[15] Financial Performance - The company recorded revenue of HKD 42,800,000 for the year ended June 30, 2023, representing a 4% increase from HKD 41,000,000 in the same period of 2022[16] - Gross profit decreased to HKD 5,500,000, down 7% from HKD 5,900,000 year-on-year, primarily due to reduced income from personal protective equipment (PPE) and increased production costs[16] - The company reported a loss attributable to equity holders of HKD 10,600,000, an 88% decrease compared to a loss of HKD 88,000,000 in the previous year[16] Corporate Governance and Compliance - The company has adopted and complied with the GEM Listing Rules Appendix 15 Corporate Governance Code, with some deviations noted[43] - The roles of Chairman and CEO are currently held by executive directors, which the board believes benefits the group's business prospects and management[46] - The board is responsible for reviewing the group's financial performance and approving strategic plans, major investments, and risk management policies[49] - The company had three independent non-executive directors until May 15, 2023, but this number fell below the required minimum of three after resignations[50] - The company appointed an independent non-executive director on August 15, 2023, and another on September 15, 2023, to comply with GEM Listing Rules[50] - All independent non-executive directors have submitted annual confirmations of their independence as required by GEM Listing Rules[51] - The company provides regular updates to directors on business developments and encourages participation in relevant seminars for professional development[53] - The board of directors held a total of 9 meetings during the fiscal year ending June 30, 2023[54] - The audit committee conducted 5 meetings to review financial reporting and compliance procedures[59] - The company appointed Dr. Xu Dong'an to the audit committee on August 15, 2023, and Mr. Xiang Bilun on September 15, 2023, to comply with GEM listing rules[58] - The audit committee's main responsibilities include reviewing the company's financial information and internal control systems[59] - The company has committed to providing all relevant information to the board and committees in a timely manner[56] - The board of directors ensures compliance with all applicable rules and regulations during meetings[56] - The company has sought independent professional advice when necessary, with costs covered by the company[56] - The company has a clear structure for its board committees, including specific powers and responsibilities[57] Employee and Talent Management - The total employee cost for the year was approximately HKD 5,000,000, a significant decrease from HKD 19,000,000 in 2022, with 19 employees as of June 30, 2023, down from 32[31] - The company employed a total of 19 staff members as of June 30, 2023, with compensation policies based on performance and market trends[31] - The company has implemented internal training and development opportunities for employees, ensuring a healthy and safe work environment[83] - The company achieved a gender ratio of approximately 68% male to 32% female among staff, including senior management, as of June 30, 2023[71] - The board diversity policy was successfully implemented, achieving measurable targets including at least one director of a different gender and representation from multiple age groups[70] - The company reported zero work-related deaths and zero days lost due to work injuries for the years ending June 30, 2023, 2022, and 2021[181] - The percentage of trained employees increased for males to 26.00% in 2023 from 25.00% in 2022, while for females it rose to 5.00% from 0.00%[185] - Average training hours per employee remained at 1.00 hour for both male and female employees in 2023, consistent with 2022[186] Legal and Regulatory Issues - The company is facing uncertainties in its lottery-related business and will explore its prospects while making necessary adjustments[12] - The company is currently in negotiations regarding the extension of convertible bonds issued in 2014, with a principal amount of HKD 89,625,000, which are no longer convertible[27] - A liquidation petition was filed against the company on August 31, 2023, for the repayment of HKD 53,106,849 related to convertible bonds, with a hearing scheduled for November 15, 2023[32] - The company is actively seeking legal advice and considering all necessary actions to protect its legal rights regarding a potential court application for a confirmation order[34] - The company will keep shareholders and potential investors informed of any significant developments related to the petition and its potential adverse effects on the group's business and operations[34] - The company is facing a liquidation petition for the repayment of convertible bonds totaling HKD 53,106,849, with a court hearing scheduled for November 15, 2023[147] - The company is actively negotiating with the petitioner to seek an amicable resolution to the liquidation petition[149] Environmental and Social Responsibility - The company has implemented energy-saving measures to reduce greenhouse gas emissions, which are primarily from daily electricity consumption[157] - The company reported zero emissions of nitrogen oxides, sulfur oxides, and suspended particulate matter for the year ending June 30, 2023, compared to 2,794 grams, 9.41 grams, and 205.72 grams respectively for the previous year[158] - The company is committed to improving energy and resource efficiency to manage its greenhouse gas emissions[159] - The company has adopted responsible waste management policies to minimize waste generation and promote recycling[157] - The company recognizes the potential financial impacts of climate-related risks and is monitoring regulatory environments and product markets to ensure compliance[175] - Supplier selection is based on environmental and social standards, with regular assessments of supply chain management risks[189] Shareholder and Capital Management - The total issued share capital as of June 30, 2023, was 4,592,326,397 shares, with a recent issuance of 54,637,617 shares at a price of HKD 0.28 per share[25] - On August 25, 2023, shareholders approved a share consolidation, merging every 25 shares into 1 share with a new par value of HKD 0.3125, effective August 29, 2023[26] - The board of directors did not recommend any dividend for the year ended June 30, 2023, consistent with the previous year[87] - The company has adopted a dividend policy that considers factors such as earnings per share and financial condition[88] - The company confirmed it has maintained sufficient public float as per GEM listing rules[94] - The company has not purchased, sold, or redeemed any listed securities during the year ended June 30, 2023[101] Stock Options and Incentives - The company granted a total of 263,900,000 share options at an exercise price of HKD 0.04, effective from July 1, 2023, to June 30, 2028[141] - The total number of stock options granted under the old stock option plan is 178,850,000[128] - The exercise price for the stock options is set at HKD 0.33[128] - The total number of stock options outstanding as of June 30, 2023, for the top five individuals was 60,100,000 shares[136] - The total number of stock options outstanding as of June 30, 2023, for other grantees was 96,650,000 shares[136] - The stock options granted to directors include a total of 128,900,000, with a significant portion still available for future exercise[137] - The company has granted stock options to multiple directors and employees, with significant allocations to key personnel[128] - The stock options are part of the company's strategy to incentivize and retain talent[128] Market and Customer Relations - Sales to the top five customers accounted for approximately 61% of total sales, with the largest customer representing about 33%[85] - Purchases from the top five suppliers constituted around 86% of total procurement, with the largest supplier accounting for 59%[85] - The company has maintained a cooperative relationship with suppliers to effectively meet customer demands[84] - The company received no written complaints regarding product and service quality during the year, and has procedures in place to investigate and address any complaints[196] Risk Management - The company faced risks related to the "Internet+" service business, which is influenced by industry trends and future developments[82] - Demand for personal protective equipment (PPE) was directly affected by community health measures and the severity of the pandemic, impacting production and distribution[82] - The company incurred costs due to material, transportation, and labor law changes, which may affect profit margins in its "Internet+" services and PPE manufacturing[82] - The company is focused on expanding its market presence through innovative product development and strategic partnerships[138]
国药科技股份(08156) - 2023 - 年度财报