WING ON CO(HK:00289)2020-04-29 03:11Annual General Meeting and Dividends - The company plans to hold its 29th Annual General Meeting on June 4, 2020, to discuss the financial statements for the year ending December 31, 2019[3]. - The company will propose a final dividend at the AGM, subject to shareholder approval[4]. - The financial report for the year ending December 31, 2019, will be accepted at the AGM[4]. - The board proposed a final dividend of HKD 0.65 per share for 2019, compared to HKD 0.42 per share in 2018, resulting in a total dividend of HKD 1.03 per share for the year[27]. - The company plans to maintain a dividend payout ratio of approximately 50% of the annual basic profit, barring unforeseen circumstances[42]. Board of Directors and Governance - The board of directors will seek re-election for retiring directors, including Mr. Guo Zhiqiang, Mr. Guo Zhi, and Ms. Tan Huizhu[9]. - The board of directors consists of 8 members, including the chairman and the CEO, who are brothers[80]. - The company has adopted the corporate governance code and complied with the relevant listing rules during the fiscal year ending December 31, 2019[78]. - All directors confirmed compliance with the standards set forth in the securities trading guidelines during the fiscal year[79]. - The board has established an ESG committee to implement policies aimed at reducing carbon emissions and improving employee welfare[58]. - The independent non-executive directors confirmed their independence annually as per the listing rules[86]. - The board is responsible for determining the overall business strategy, policies, and plans of the group[86]. Financial Performance - For the year ended December 31, 2019, the group's revenue decreased by 6.2% to HKD 1,371.5 million, down from HKD 1,462.8 million in 2018, primarily due to a decline in department store sales[27]. - The profit attributable to shareholders for the year was HKD 765.7 million, a decrease of 54.9% from HKD 1,697.7 million in 2018, mainly due to reduced net gains from investment property valuations[27]. - Basic earnings per share for 2019 were HKD 2.61, down from HKD 5.78 in 2018; excluding net gains from investment property valuations, basic earnings per share increased by 48.3% to HKD 1.907[27]. - The group recorded a net loss of HKD 10.6 million from foreign currency exchange, compared to a loss of HKD 2.4 million in 2018[37]. - The group anticipates continued challenges in the Hong Kong retail market in the first half of 2020 due to the impact of COVID-19[39]. Assets and Liabilities - As of December 31, 2019, total equity was HKD 19,547.3 million, an increase of 2.4% from HKD 19,086.5 million at the end of 2018[29]. - The company's total liabilities were HKD 1,438 million, an increase of 6.1% from HKD 1,356 million in 2018[119]. - Total assets increased to HKD 21,019 million in 2019, up 2.7% from HKD 20,469 million in 2018[119]. - The fair value of investment properties was HKD 16,090 million, accounting for 77% of the total assets[124]. - The company's equity attributable to shareholders totaled HKD 19,547,302,000, compared to HKD 19,080,443,000 in 2018, showing an increase of 2.4%[139]. Cash Flow and Liquidity - The group has a strong cash position and does not anticipate any liquidity issues in the near future[30]. - The group had cash and listed securities of approximately HKD 3,658.6 million as of December 31, 2019, providing sufficient liquidity for capital commitments and operational needs[29]. - The cash flow from operating activities for the year ended December 31, 2019, was HKD 421,771,000, an increase from HKD 217,497,000 in 2018, representing a growth of 93.8%[160]. - The net cash from operating activities was HKD 384,798,000 for 2019, compared to HKD 146,758,000 in 2018, indicating a significant increase of 162.5%[160]. Shareholder Information - Major shareholders include 永安國際集團有限公司, Wing On Corporate Management (BVI) Limited, and Kee Wai Investment Company (BVI) Limited, each holding 180,545,138 shares, accounting for 61.712% of the voting shares issued[72]. - Publicly held shares exceed 25% of the total issued shares of the company[73]. - The company reported a total equity of 1,508,298 shares held by key directors, representing 51.6% of the voting shares issued[66]. Risk Management and Compliance - The company has established a risk management policy to ensure consistency in measuring, controlling, monitoring, and reporting risks[108]. - The independent non-executive directors have reviewed and confirmed that the ongoing related party transactions are conducted within the normal course of business and are fair and reasonable[117]. - The external auditor has issued an unqualified opinion regarding the group's ongoing related party transactions, in compliance with the relevant accounting standards[118]. Employee and Social Responsibility - The company has been actively involved in social service organizations, reflecting its commitment to community engagement[20]. - The total employee cost, excluding directors' remuneration, was approximately HKD 211.2 million in 2019, down from HKD 222.2 million in 2018[38]. - Charitable donations for the year amounted to HKD 40,000, a decrease from HKD 83,000 in 2018[61]. Accounting Policies and Changes - The company adopted HKFRS 16 "Leases" effective January 1, 2019, which introduces a single accounting model for lessees, requiring recognition of right-of-use assets and lease liabilities for all leases, except for short-term leases and low-value assets[151]. - The adoption of HKFRS 16 significantly changed the cash flow presentation in the consolidated cash flow statement, with capitalized lease payments classified as financing activities rather than operating activities[159]. - The group recognizes expected credit losses based on a probability-weighted estimate of credit losses, with trade receivables measured using a lifetime expected credit loss model[181].