Financial Performance - The Group recorded an operating profit before valuation changes in investment properties of HK$482.0 million for the year ended 31 March 2020, compared to HK$504.4 million in 2019, representing a decrease of 4.4%[6]. - The loss attributable to equity shareholders was HK$460.1 million for the year, a significant decline from a profit of HK$73.7 million in 2019, indicating a shift of over 700%[6]. - Net valuation losses on investment properties amounted to HK$1,314.1 million, compared to HK$270.5 million in 2019, reflecting an increase of 386.3%[6]. - The Board recommended a final dividend of HK$0.10 per share for the year, down from HK$0.22 per share in 2019, resulting in a total distribution of HK$0.31 per share compared to HK$0.44 per share in the previous year[6]. - The Group's cash flows were not affected by the valuation losses, indicating a stable operational cash position despite accounting losses[6]. Corporate Governance - The Company is committed to maintaining high standards of corporate governance, having reviewed and formalized its practices and policies[14]. - The Company complied with all applicable provisions of the Corporate Governance Code during the financial year ended 31 March 2020, with some deviations noted[16]. - The Board believes that the current risk management and internal control systems adequately manage the Directors' exposure to legal action risks[16]. - The Company does not have an internal audit function, but the Board reviewed the need for one in March 2020 and found no immediate necessity[24]. - All Independent Non-executive Directors had full attendance at the Company's meetings, achieving a 100% attendance rate[20]. - The Board comprises three Independent Non-executive Directors who provide a "check and balance" effect on management[18]. - The Company believes that the current governance structure allows for prompt and efficient decision-making[18]. - The Board of Directors is accountable to shareholders for the Group's performance and oversees financial and management performance, corporate governance, and risk management[33]. - The Board has established three committees: remuneration, nomination, and audit, to focus on specific areas of governance[33]. Risk Management - The Board is responsible for the Group's risk management and internal control systems, evaluating the nature and extent of risks it is willing to take[102]. - The Group faces daily risks and uncertainties, with the Board evaluating the severity and impact of these risks based on composite risk reports[121]. - The Group has established procedures for approval and control of operating expenditures, with capital expenditures requiring management approval prior to commitment[114]. - The management conducts a half-yearly risk assessment exercise, with findings reported to the audit committee[111]. - The Group's operations are primarily based in Hong Kong, making it vulnerable to adverse changes in the local political and economic climate, which have negatively impacted retail sales and consumer sentiment[133]. COVID-19 Impact - The outbreak of COVID-19 severely impacted the travel and tourism industries, leading to a drastic drop in visitor arrivals and negatively affecting retail sales in Hong Kong[130]. - The company faced significant downward pressure on rental levels and increased vacancies due to new retail supply and the rise of online shopping, exacerbated by social incidents and the COVID-19 pandemic[126]. - The board acknowledged the high uncertainty regarding the impact of COVID-19 on tenant business outlook and the potential increase in default risk[126]. - The company implemented short-term relief measures for tenants to alleviate business pressures and maintain sustainable partnerships[126]. - The risk management strategies included close monitoring of tenant financial performance and direct engagement to support their operations[126]. Environmental and Social Responsibility - The Corporate Social Responsibility Report reviews the Group's performance in environmental and social responsibilities for the financial year ended 31 March 2020[177]. - The Company engaged key stakeholders, including shareholders and employees, through discussions and questionnaires to understand their views on sustainability development[181]. - The Company complied with all applicable "comply or explain" provisions set out in the Environmental, Social and Governance Reporting Guide during the financial year[177]. - The Company recognizes the impact of its business conduct on the environment and society, striving for sustainable development[176]. - The Group's main contributor to carbon footprint is the indirect GHG emissions from electricity consumption, given its focus on property investment and service-oriented operations[195]. Shareholder Engagement - The Company encourages shareholder participation in annual general meetings, providing a platform for direct communication with the Board[145]. - Shareholders representing at least 2.5% of total voting rights can request to circulate a resolution at the AGM[154]. - The Company provides various communication channels for shareholders to make inquiries[150]. - The Company aims to ensure transparency and encourage participation among shareholders in governance matters[167]. - The Company adopted a dividend policy in November 2018 aimed at providing shareholders with a sustainable dividend stream, considering financial performance, working capital requirements, and future development plans[173].
天德地产(00266) - 2020 - 年度财报