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域高国际控股(01621) - 2019 - 年度财报

Financial Performance - The company's revenue for the period reached HKD 1,077,000,000, representing a 30.1% increase from HKD 828,100,000 in the corresponding period[13] - Diesel sales generated revenue of approximately HKD 1,006,700,000, accounting for 93.5% of total revenue, with sales volume increasing by 14.4% to 219,600,000 liters[14] - Lubricant sales revenue was approximately HKD 43,700,000, representing 4.1% of total revenue, with sales volume decreasing by about 10% to 2,700,000 liters[15] - The gross profit for the period was approximately HKD 45,400,000, a decrease of 4.3% compared to the previous year[9] - The net profit for the period was approximately HKD 18,000,000, reflecting a significant increase of 163.9% from the previous year[9] - Profit for the period increased by 163.9% to approximately HKD 18,000,000, with net profit margin rising from 0.8% to 1.7%[27] - Sales costs increased by 32.1% to approximately HKD 1,031,600,000 from HKD 780,700,000, aligning with revenue trends[19] - Gross profit decreased from approximately HKD 47,500,000 to HKD 45,400,000, with a slight decline in gross margin from 5.7% to 4.2%[20] - Fleet card services generated revenue of approximately HKD 21,500,000 and HKD 23,200,000, accounting for 2.0% and 2.8% of total revenue respectively[16] - Revenue from other products, primarily asphalt and kerosene, was approximately HKD 5,100,000 and HKD 3,400,000, representing 0.5% and 0.4% of total revenue respectively[18] Operational Developments - The company acquired a large multifunctional site in Tsuen Wan to enhance production capacity and operational efficiency[10] - The company is optimistic about growth potential in Vietnam, a rapidly growing economy, and has begun selling lubricant products there[10] - The company expects continued demand for diesel and lubricants due to major infrastructure projects in Hong Kong[10] - The company is actively seeking potential sales destinations to expand its business scale[10] Corporate Governance - The company has adopted the corporate governance code as per the Stock Exchange Listing Rules, ensuring transparency and accountability[65] - The company has complied with all applicable code provisions of the corporate governance code during the reporting period[66] - The company has established a securities trading code for all directors and relevant employees, ensuring adherence to regulations throughout the reporting period[67] - The company is committed to maintaining high corporate governance standards to protect shareholder interests and enhance corporate value[65] - The independent non-executive directors play a crucial role in the audit and remuneration committees, ensuring objective decision-making[71] - The board consists of eight directors, including five executive directors and three independent non-executive directors[71] - The company has a dedicated company secretary with over 25 years of experience in providing corporate services[62] - The board regularly reviews the contributions of directors to ensure they are fulfilling their responsibilities adequately[68] - The company has established three committees: the audit committee, the remuneration committee, and the nomination committee, each with specific written terms of reference[100] - The chairman and the CEO roles are held by different individuals, ensuring a clear division of responsibilities[75] Risk Management and Compliance - The company confirmed the effectiveness of its risk management and internal control systems as of March 31, 2019, ensuring reasonable assurance against significant misstatements or losses[129] - The company has engaged an external professional firm to provide internal audit functions and independently review the adequacy and effectiveness of risk management and internal control systems[129] - The company has implemented monitoring procedures to strictly prohibit unauthorized access to and use of inside information[131] - The independent non-executive directors have reviewed the compliance of controlling shareholders with the non-competition agreement and found that they have adhered to its terms[140] - The company has established a disclosure policy to ensure that inside information is released to the public in a timely and equal manner according to applicable laws and regulations[130] Shareholder Relations - The company maintains communication with shareholders through various channels and has established a shareholder communication policy to ensure that shareholder concerns are addressed[142] - The company emphasizes effective communication with shareholders to enhance investor relations and understanding of business performance[149] - The board of directors is committed to responding to shareholder inquiries and maintaining dialogue through annual general meetings[149] - The company has a shareholder communication policy that is regularly reviewed for effectiveness[150] Board Diversity and Composition - The company has adopted a board diversity policy, recognizing the benefits of diversity and considering various factors such as gender, age, cultural background, and professional qualifications in its board composition[112] - The board aims to maintain a balanced and suitable level of diversity in line with the company's business growth, and will consider setting measurable targets to implement the board diversity policy[112] - The board of directors has delegated the responsibility of selecting and appointing directors to the nomination committee, which has established relevant selection criteria and processes[115] - The attendance record of directors at board meetings indicates full participation, with all directors attending 100% of the board meetings held during the reporting period[123] Compensation and Remuneration - The company has established a formal and transparent process for developing a compensation policy to ensure no director participates in determining their own remuneration[105] - The compensation committee held two meetings during the reporting period to review the company's compensation policies and provide recommendations on executive director and senior management compensation changes for the year ending March 31, 2020[105] Experience and Expertise - The group has over 47 years of experience in the sales and distribution of diesel, lubricants, and other petrochemical products[44] - The CEO has four years of experience in promoting fleet card business and sales of petrochemical products[48] - The marketing manager has four years of experience in sales and marketing, focusing on fleet card promotion[51] - The non-executive director has over 20 years of experience in finance and fintech, holding multiple professional qualifications[52] - The independent non-executive director has a master's degree in finance (investment management) and has been appointed to the audit and nomination committees[53] - The company’s management team has extensive experience, with key members having over 20 years in finance and operations[59][58] Share Capital and Ownership - Junlong holds a total of 750,000,000 shares, representing 75% of the company's issued share capital[181] - Mr. Xu and Ms. Tang each own 35% of Junlong, while Mr. Xu Yehao owns 30%[188] - The company has no other directors or senior executives with disclosed interests in the company's shares or related securities as of March 31, 2019[181] - There are no significant transactions or contracts involving directors or related entities that directly or indirectly hold substantial interests in the company[189] - The company has not entered into any major contracts with its controlling shareholders for services provided[190] Dividend Policy - The company proposed a final dividend of HKD 0.01 per ordinary share for the year ended March 31, 2019, compared to no dividend in 2018[156] - As of March 31, 2019, the company had no distributable reserves, consistent with the previous year[163] - The company has not established a predetermined dividend payout ratio, allowing flexibility based on financial conditions[151]