Financial Performance - The group's revenue, gross profit, and net profit for the year ended March 31, 2021, were approximately HKD 816.4 million, HKD 47.2 million, and HKD 18.3 million, representing a decrease of 21.9%, an increase of 0.6%, and an increase of 14.4% respectively compared to the previous year[23]. - The group's revenue for the period was HKD 816,400,000, a decrease of 21.9% compared to HKD 1,045,300,000 in the corresponding period[27]. - Revenue from diesel sales was approximately HKD 734,700,000, accounting for 90.0% of total revenue, with sales volume increasing by about 16.49% to 273,510,000 liters[28]. - Revenue from lubricants was approximately HKD 49,000,000, representing 6.0% of total revenue, with sales volume decreasing by about 12.8% to 3,400,000 liters[29]. - Fleet card service revenue was approximately HKD 28,900,000, accounting for 3.5% of total revenue, an increase from HKD 26,200,000 in the corresponding period[32]. - Total sales cost was approximately HKD 769,200,000, a decrease of about 23.0% compared to HKD 998,400,000 in the corresponding period[34]. - Gross profit increased by approximately HKD 300,000 or 0.6% to about HKD 47,200,000, with a gross margin rising from 4.5% to 5.8%[35]. - Net profit for the period was approximately HKD 18,300,000, an increase of 14.4% from HKD 16,000,000 in the corresponding period, with a net profit margin rising to 2.2%[41]. Business Operations and Strategy - The group managed a total of 50,606 fleet card accounts as of March 31, 2021, compared to 38,380 accounts in the previous year, indicating a significant growth in user data[22]. - The group remains optimistic about future profitability due to reduced procurement costs from the decline in international oil prices, which is seen as a favorable factor for business operations[18]. - The company plans to expand its business into Malaysia and Vietnam, capitalizing on strong demand for lubricants and other petroleum products in the Asian market[24]. - The successful development of vaccines is expected to contribute to the recovery of the global economy and the group's business activities, with a positive outlook for the second half of 2021[19]. - The group has upgraded its multifunctional warehouse in Tsuen Wan, which has significantly improved productivity and operational efficiency[24]. - The group aims to enhance its operational mechanisms and organizational structure to seize economic opportunities and maintain a competitive edge in the market[19]. - The company is committed to continuous self-improvement and actively seeks to recruit talent to strengthen its market leadership[19]. Financial Position and Capital Structure - The group recorded a net current asset value of approximately HKD 79,600,000 as of March 31, 2021, down from HKD 90,900,000 a year earlier[49]. - As of March 31, 2021, the group's current assets were approximately HKD 128.2 million, a decrease from HKD 130.3 million in 2020, with cash balances at HKD 55.2 million and trade receivables at HKD 64.7 million[50]. - The group's current liabilities amounted to approximately HKD 48.6 million, up from HKD 39.4 million in 2020, including trade payables of HKD 5.1 million and bank borrowings of HKD 35.4 million[50]. - The current ratio as of March 31, 2021, was 2.6, down from 3.3 in 2020, indicating a decrease in liquidity[50]. - The debt-to-equity ratio was 19.1% as of March 31, 2021, slightly up from 18.5% in 2020, reflecting a marginal increase in leverage[50]. - The net proceeds from the share issuance were approximately HKD 53.2 million, with allocations for new storage facilities, vehicle purchases, and talent retention[62]. - Capital expenditures for property, plant, and equipment during the period were HKD 27 million[55]. - The group provided a guarantee of HKD 4 million to a supplier through bank financing as of March 31, 2021[56]. - The group mortgaged its leased land and buildings valued at HKD 63.9 million and investment properties at HKD 32.1 million for bank borrowings[57]. - The group has no significant foreign exchange risk due to the peg of the Hong Kong dollar to the US dollar, with minimal transactions and currency assets in USD[58]. - The group's capital structure remained unchanged during the period, with equity attributable to owners at approximately HKD 195.1 million[55]. Corporate Governance - The company has strengthened its internal controls and corporate governance policies to enhance operational transparency and accountability[71]. - The company has maintained compliance with all applicable corporate governance codes during the reporting period[90]. - The board of directors is committed to achieving high standards of corporate governance to protect shareholder interests and enhance corporate value[90]. - The company has adopted the corporate governance code as the basis for its governance practices[90]. - The company has established specific inquiries for all directors and relevant employees to ensure compliance with securities trading standards[92]. - The board regularly reviews the contributions of directors and their commitment to fulfilling their responsibilities[95]. - The company has a strong focus on transparency and accountability in its business strategies and policies[90]. - The company has appointed a new company secretary with over 15 years of experience in corporate services[87]. - The board includes independent non-executive directors with extensive experience in finance and governance[81][82]. - The company has a dedicated finance manager overseeing overall financial reporting and accounting activities[83]. - The company has maintained compliance with listing rules by appointing at least three independent non-executive directors, constituting one-third of the board[100]. - All independent non-executive directors have confirmed their independence in writing, and the company believes they all meet independence criteria[100]. - The term for non-executive directors, including independent non-executive directors, is one year, with re-election at the annual general meeting[101]. - The board is responsible for all significant matters, including company policies, strategies, budgets, and major transactions[105]. - The audit committee is composed of three independent non-executive directors, with a designated chairman[112]. - The company encourages all directors to participate in relevant training courses to enhance their knowledge and skills[106]. - The board has established three committees: audit committee, remuneration committee, and nomination committee, each with clearly defined terms of reference[110]. - The company ensures that all directors have access to necessary information and can seek independent professional advice when required[104]. - The Audit Committee held two meetings during the reporting period to review the annual financial performance and reports for the fiscal year ending March 31, 2020, and the interim financial performance for the six months ending September 30, 2020[115]. - The Remuneration Committee conducted one meeting to review the company's remuneration policy and structure, providing recommendations for salary adjustments for executive directors and senior management for the fiscal year ending March 31, 2021[116]. - The Nomination Committee held one meeting to assess the board's structure, size, and composition, considering the independence of non-executive directors and making recommendations for director appointments[119]. - The company aims to maintain a balanced level of diversity on the board, considering factors such as gender, age, culture, education background, professional qualifications, skills, knowledge, and industry experience[124]. - The board currently consists of nine directors, including five executive directors, one non-executive director, and three independent non-executive directors, achieving diversity in gender, age, and professional experience[125]. - The company recognizes the benefits of board diversity as a key factor in maintaining its competitive advantage[121]. - The Nomination Committee will continue to review the board diversity policy to ensure its effectiveness and relevance[125]. - The company has established a formal and transparent process for developing a remuneration policy and structure to ensure no director participates in determining their own remuneration[116]. - The Audit Committee's responsibilities include reviewing financial reporting, risk management, and internal control systems[115]. - The company is committed to ensuring that all levels of recruitment and selection have appropriate structures to consider diverse candidates[124]. - The company has adopted a director nomination policy to ensure a balanced skill set, experience, and diversity on the board[128]. - The board's corporate governance functions include reviewing and monitoring the training and continuous professional development of directors and senior management[134]. - The board confirms its responsibility for risk management and internal control systems, which aim to manage risks rather than eliminate them[137]. - The company has established multiple risk management procedures and guidelines to define implementation authority across key business processes[138]. - An external professional firm has been engaged to provide internal audit functions and independently review the adequacy and effectiveness of risk management and internal control systems[141]. - The board has reviewed the risk management and internal control systems and considers them effective and adequate as of March 31, 2021[141]. - The company has implemented monitoring procedures to strictly prohibit unauthorized access to and use of insider information[143]. - The company has a disclosure policy to ensure that insider information is released to the public in a timely and equal manner according to applicable laws and regulations[142]. - The board is aware of its responsibility for preparing the financial statements for the year ending March 31, 2021[144]. - The board is not aware of any significant uncertainties that may severely impact the company's ability to continue as a going concern[145]. Shareholder Communication - The company maintains effective communication with shareholders through various channels, ensuring their opinions and concerns are properly addressed[154]. - The company has established a shareholder communication policy that is regularly reviewed for effectiveness[154]. - The company’s board of directors is committed to engaging with shareholders during annual general meetings to address inquiries[159]. - The company’s secretary underwent no less than 15 hours of relevant professional training during the year ending March 31, 2021[153]. - The company has not declared any final dividend for the year ending March 31, 2021, compared to no dividend declared for the year 2020[168]. - As of March 31, 2021, the company had no distributable reserves, consistent with the previous year[176]. - The group’s main activities include the sale of diesel, lubricants, and other products, as well as providing fleet card services[166]. - The board of directors has reported on the audited consolidated financial statements for the period[165]. - The company’s shareholders communication policy ensures proper response to shareholder concerns and is reviewed regularly[162]. - The company’s capital structure details are provided in the consolidated financial statements[172]. - The group made no charitable donations during the period, similar to the previous year[177]. - The company’s bank borrowings details as of March 31, 2021, are included in the consolidated financial statements[171]. Director and Shareholder Interests - The board of directors consists of both executive and non-executive members, with specific terms of service contracts in place[181][183]. - The directors and senior management hold significant equity interests in the company, with each holding approximately 73% of the issued share capital[189]. - Junlong holds 730,000,000 shares, representing 73% of the company's issued share capital, making it the controlling entity under the Securities and Futures Ordinance[193]. - Mr. Xu and Ms. Tang each hold 35% of Junlong's shares, while Mr. Xu Yehao holds 30%[198]. - No other directors or senior executives have disclosed interests in the company's shares or related securities as of March 31, 2021[194]. - There are no significant transactions or contracts involving the company and its directors or related entities that would require disclosure under the Securities and Futures Ordinance[198]. - The company has not entered into any major contracts with its controlling shareholders for services provided[199].
域高国际控股(01621) - 2021 - 年度财报