新利软件(08076) - 2021 Q1 - 季度财报

Company Information This section provides essential corporate details including board members, key management, auditors, banks, and company registration information Company Basic Information This section details the company's board, key management, committees, auditors, principal bankers, and registration information - The company's board members include executive directors Xiong Rongli (Chairman), Xiong Ying (Vice Chairman), Lin Xuexin (CEO), Cui Jian, and independent non-executive directors Pu Bingrong, Tan Guoqing, and Lu Jingwen[6] - The company secretary is Tang Zhijun, with Xiong Rongli and Tang Zhijun serving as compliance officers and authorized representatives[6] - Deloitte Touche Tohmatsu is the auditor, and principal bankers include Industrial and Commercial Bank of China (Asia) Limited and Bank of China (Hong Kong) Limited[6] - The company's GEM stock code is 8076, and its official website is www.singlee.com.cn[8](index=8&type=chunk)[9] Consolidated Statement of Profit or Loss and Other Comprehensive Income This section presents the unaudited consolidated financial results for the three months ended March 31, 2021, showing significant revenue growth but continued losses, albeit narrowed Overview of Consolidated Statement of Profit or Loss and Other Comprehensive Income This section presents the unaudited consolidated financial results for the three months ended March 31, 2021, showing significant revenue growth but continued losses, albeit narrowed Consolidated Statement of Profit or Loss and Other Comprehensive Income Key Data (For the three months ended March 31) | Indicator | 2021 (RMB '000) | 2020 (RMB '000) | Year-on-Year Change (%) | | :--- | :--- | :--- | :--- | | Sales Revenue | 13,615 | 3,347 | +307.0% | | Cost of Sales and Services | (23,868) | (18,076) | +32.0% | | Gross Loss | (10,253) | (14,729) | -30.4% | | Other Income | 320 | 233 | +37.3% | | Loss Before Tax | (18,453) | (24,004) | -23.1% | | Loss and Total Comprehensive Expense for the Period | (18,453) | (23,219) | -20.6% | | Basic Loss Per Share (RMB cents) | (1.40) | (1.76) | -20.4% | | Diluted Loss Per Share (RMB cents) | (1.40) | (1.76) | -20.4% | Consolidated Statement of Changes in Equity This section outlines the changes in the company's equity for the three months ended March 31, 2021, primarily reflecting the impact of period losses and lapsed share options Overview of Consolidated Statement of Changes in Equity This section outlines the changes in the company's equity for the three months ended March 31, 2021, primarily reflecting the impact of period losses and lapsed share options Consolidated Statement of Changes in Equity Key Data (For the three months ended March 31) | Indicator | March 31, 2021 (RMB '000) | March 31, 2020 (RMB '000) | | :--- | :--- | :--- | | Share Capital | 12,538 | 12,538 | | Share Premium | 179,132 | 179,132 | | Statutory Reserve | 3,613 | 3,613 | | Shareholder's Contribution | 786 | 786 | | Exchange Reserve | 5,217 | 5,217 | | Share-based Payment Reserve | 7,217 | 32,095 | | Accumulated Losses | (161,208) | (159,648) | | Total | 47,295 | 73,733 | - As of March 31, 2021, total equity was RMB 47,295,000, a decrease from RMB 65,748,000 on January 1, 2021, primarily due to losses for the period and lapsed share options[12] - In accordance with PRC laws and regulations, the company's subsidiaries in China are required to establish two non-distributable statutory reserves: an enterprise development fund and a statutory surplus reserve[13] Notes to the Consolidated Statement of Profit or Loss and Other Comprehensive Income This section provides detailed notes to the unaudited consolidated financial statements, covering general information, revenue breakdown, other income, tax, loss per share, and dividends 1. General Information This section outlines the basis of preparation for the unaudited consolidated financial statements, confirming compliance with IFRS and GEM Listing Rules, and consistency in accounting policies - The unaudited consolidated financial statements are prepared in accordance with International Financial Reporting Standards, disclosure requirements of the Hong Kong Companies Ordinance, and the GEM Listing Rules, presented in RMB[14][15] - Accounting policies for the current period are consistent with the 2020 annual financial statements, and the adoption of new IFRS has no significant impact on the condensed consolidated financial statements[16] - The unaudited consolidated results have been reviewed by the company's Audit and Risk Management Committee but have not been reviewed or audited by external auditors[16] 2. Sales Revenue This section details the composition of sales revenue, primarily from computer software, hardware sales, and significantly increased technical support services Sales Revenue Composition (For the three months ended March 31) | Revenue Source | 2021 (RMB '000) | 2020 (RMB '000) | Year-on-Year Change (%) | | :--- | :--- | :--- | :--- | | Sales of Software Products | 1,595 | 902 | +76.8% | | Sales of Related Hardware Products | 69 | 14 | +392.9% | | Provision of Technical Support Services | 11,951 | 2,431 | +391.6% | | Total Sales Revenue | 13,615 | 3,347 | +307.0% | - Revenue from technical support services significantly increased by 391.6% to RMB 11,951,000, being the primary driver of sales revenue growth for the period[17] 3. Other Income This section discloses the components of other income, including interest income and other miscellaneous income, showing an overall increase Other Income Composition (For the three months ended March 31) | Income Source | 2021 (RMB '000) | 2020 (RMB '000) | Year-on-Year Change (%) | | :--- | :--- | :--- | :--- | | Interest Income | 34 | 133 | -74.4% | | Others | 286 | 100 | +186.0% | | Total Other Income | 320 | 233 | +37.3% | 4. Income Tax Credit This section explains the group's income tax position, noting no tax provision was made due to the absence of assessable profits in Hong Kong and mainland China - No provision for Hong Kong profits tax was made as the Group did not generate estimated assessable profits in Hong Kong[19] - For the three months ended March 31, 2021, the Group did not generate assessable profits in China, thus no provision for PRC enterprise income tax was made[20] Income Tax Credit (For the three months ended March 31) | Indicator | 2021 (RMB '000) | 2020 (RMB '000) | | :--- | :--- | :--- | | PRC Enterprise Income Tax – Under-provision in Prior Years | – | (1,174) | | Deferred Tax – Current Year | – | 1,959 | | Total Income Tax Credit | – | 785 | 5. Loss Per Share This section provides details on the calculation of basic and diluted loss per share, which decreased to RMB 1.40 cents for the period Loss Per Share Calculation (For the three months ended March 31) | Indicator | 2021 (RMB '000 / '000 shares) | 2020 (RMB '000 / '000 shares) | | :--- | :--- | :--- | | Loss for the Period Attributable to Owners of the Company | (18,453) | (23,219) | | Weighted Average Number of Ordinary Shares | 1,317,240 | 1,317,240 | | Basic and Diluted Loss Per Share (RMB cents) | (1.40) | (1.76) | 6. Dividends This section states that the board of directors does not recommend the payment of any dividends for the three months ended March 31, 2021 - The Board does not recommend the payment of any dividend for the three months ended March 31, 2021 (2020: nil)[23] Management Discussion and Analysis This section provides an overview of the group's financial and business performance, strategic initiatives, and future outlook Financial Review and Performance This section reviews the group's first-quarter financial performance, highlighting increased sales revenue driven by technical support services and narrowed losses due to cost control - For the three months ended March 31, 2021, sales revenue was approximately RMB 13,615,000, an increase of approximately 307% year-on-year, primarily driven by growth in technical support services revenue[25] - Cost of sales and services increased by approximately 32% to RMB 23,868,000, and administrative expenses increased by approximately 23% to RMB 4,584,000, both primarily due to higher staff costs[25] - Distribution and selling expenses decreased by approximately 15% to RMB 3,862,000, mainly attributable to the Group's effective cost-saving initiatives[25] - Loss for the period was approximately RMB 18,453,000, a decrease of approximately 21% year-on-year, with increased sales revenue being the primary reason for the reduced loss[26] - The Group will continue to intensify marketing efforts and implement cost-saving measures, expecting improved performance in the next quarter as products mature and costs are controlled[26] Business Review This section reviews the group's business performance amidst the pandemic, highlighting significant sales growth, strategic focus on online payment scenarios, and preparation for digital currency - Despite the ongoing global pandemic, the mainland China market gradually recovered, with the Group's first-quarter sales increasing by 307% year-on-year and overall costs rising by 20%, indicating a significant business improvement[28] - The Group actively advanced its 'New One Body, Two Wings' strategy, achieving breakthroughs in new payment forms, shifting R&D towards online solutions, launching cloud-based MIS payment software, and collaborating with banks and third parties to build payment scenarios[29] - Strategic adjustments include expanding payment products to small and medium-sized banks and merchants, and preparing for the comprehensive development of digital currency[29] - Bank merchant outsourcing services have expanded to 15 provinces, with a 70% bid-winning rate, integrating with payment businesses to become a core of the Group's strategic development[31] - The digital currency pilot program led by the People's Bank of China presents development opportunities for the Group in the payment sector[31] Future Outlook This section outlines the group's future direction, focusing on "payment + outsourcing services" as core, developing new OFFLINE TO ONLINE operational models, and emphasizing cost control and risk monitoring - 'Payment + Outsourcing Services' will remain Xinli's core business, with new payment scenarios for small and medium-sized merchants and 'Bank-School Connect' becoming key sources of the Group's big data[32] - The Group will develop a distinctive OFFLINE TO ONLINE operational model and evolve with a 'new combination punch' approach to meet financial environment demands[32] - The Group will continue to strictly control costs and strengthen risk monitoring across all businesses to achieve a virtuous cycle of 'increasing revenue and reducing expenditure'[32] Other Information This section covers disclosures regarding substantial shareholders, directors' interests, share option schemes, and corporate governance practices Interests and Short Positions of Substantial Shareholders and Other Persons in Shares, Underlying Shares and Debentures This section discloses the interests and short positions of substantial shareholders (excluding directors or chief executives) in the company's shares as of March 31, 2021 Substantial Shareholder Holdings (As of March 31, 2021) | Shareholder Name | Capacity/Nature of Interest | Number of Shares Held (Long Position) | Percentage of Share Capital Held | | :--- | :--- | :--- | :--- | | Goldcorp Industrial Limited | Beneficial Owner | 431,782,500 | 32.78% | | Great Song Enterprises Limited | Beneficial Owner | 431,782,500 | 32.78% | | Mr. Xiong Rongli | Corporate Interest | 431,782,500 | 32.78% | | Mr. Xiong Rongli | Beneficial Owner | 72,782,500 | 5.53% | | Ms. Li Qiling | Corporate Interest | 431,782,500 | 32.78% | | Ms. Yao Bin | Family Interest | 504,565,000 | 38.31% | - Mr. Xiong Rongli and Ms. Li Qiling are deemed to be interested in the shares held by Goldcorp Industrial Limited due to their equity and voting control in the company[39] - Ms. Yao Bin, as the spouse of Mr. Xiong Rongli, is deemed to be interested in the shares held by Mr. Xiong Rongli under the Securities and Futures Ordinance[39] Interests and Short Positions of Directors and Chief Executive in Shares, Underlying Shares and Debentures This section details the interests and short positions of the company's directors and chief executive in the company's and its associated corporations' shares as of March 31, 2021 Directors' Interests in Company Securities (As of March 31, 2021) | Name of Director | Capacity/Nature of Interest | Interest in Ordinary Shares | Interest in Underlying Shares in Respect of Share Options | Total Interest | Percentage of Company's Issued Share Capital | | :--- | :--- | :--- | :--- | :--- | :--- | | Mr. Xiong Rongli | Corporate Interest | 431,782,500 | – | 431,782,500 | 32.78% | | Mr. Xiong Rongli | Beneficial Owner | 72,782,500 | – | 72,782,500 | 5.53% | | Mr. Xiong Ying | Beneficial Owner | 14,547,500 | 3,862,822 | 18,410,322 | 1.40% | | Mr. Lin Xuexin | Beneficial Owner | 9,470,000 | 4,992,682 | 14,462,682 | 1.10% | | Mr. Pu Bingrong | Beneficial Owner | – | 307,606 | 307,606 | 0.02% | | Mr. Tan Guoqing | Beneficial Owner | – | 307,606 | 307,606 | 0.02% | | Mr. Lu Jingwen | Beneficial Owner | – | 307,606 | 307,606 | 0.02% | - Mr. Xiong Rongli holds a 50% beneficial interest in the associated corporation Goldcorp Industrial Limited[42][44] Share Option Scheme This section outlines the company's share option scheme, including its history, authorized limits, exercise price determination, and details of unexercised options as of March 31, 2021 - The company's share option scheme was adopted in 2001, with a new scheme effective immediately upon its expiry in 2011, primarily to reward directors and eligible employees[43] - The scheme's authorized limit has been updated multiple times, most recently in 2018, allowing for the grant of share options for up to 61,032,000 shares[45] - The exercise price of share options is determined by the Board, not less than the higher of the closing price of shares on the grant date and the average closing price for the preceding five business days[46] Overview of Share Options (As of March 31, 2021) | Name of Director, Continuing Contract Employees and Consultants | Number of Unexercised Share Options as at January 1, 2021 | Number of Share Options Lapsed During the Period | Number of Unexercised Share Options as at March 31, 2021 | | :--- | :--- | :--- | :--- | | Xiong Rongli | 76,901,500 | (76,901,500) | – | | Lin Xuexin | 816,339 | (816,339) | – | | Continuing Contract Employees (excluding Directors) | 13,723,960 | (13,723,960) | – | | Xiong Ying | 47,324 | – | 47,324 | | Lin Xuexin | 3,549,300 | – | 3,549,300 | | Pu Bingrong | 307,606 | – | 307,606 | | Tan Guoqing | 307,606 | – | 307,606 | | Lu Jingwen | 307,606 | – | 307,606 | | Consultants | 42,644,839 | – | 42,644,839 | | Total | 198,275,729 | (91,441,799) | 106,833,930 | - As of March 31, 2021, 106,833,930 share options remained unexercised, with 91,441,799 share options lapsing during the period[54] Purchase, Sale or Redemption of the Company's Listed Securities This section confirms that neither the company nor its subsidiaries engaged in any purchase, sale, or redemption of its listed securities during the reporting period - Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities during the reporting period[55] Material Acquisitions and Disposals of Subsidiaries and Associates This section discloses a material transaction where the company conditionally agreed to sell its indirect wholly-owned subsidiary, Hangzhou Hengxinlirong Software Co., Ltd., for RMB 40,000,000 - The company conditionally agreed to dispose of its entire equity interest in Hangzhou Hengxinlirong Software Co., Ltd., an indirect wholly-owned subsidiary, for a cash consideration of RMB 40,000,000[56] - Upon completion, Hangzhou Hengxinlirong will cease to be a subsidiary of the Company, and its financial results will no longer be consolidated into the Company's financial statements[56] - The completion of this agreement is subject to the fulfillment of conditions precedent outlined in the Company's circular[58] Competition and Conflicts of Interest This section states that no directors, management shareholders, or substantial shareholders engaged in competing businesses or had conflicts of interest with the group during the reporting period - For the three months ended March 31, 2021, none of the company's directors, management shareholders, substantial shareholders, or their respective associates engaged in any business competing or likely to compete with the Group's business, nor did they have any other conflicts of interest with the Group[59] Corporate Governance Practices This section confirms the company's compliance with the Corporate Governance Code provisions outlined in Appendix 15 of the GEM Listing Rules during the reporting period - The Company has complied with the code provisions of the Corporate Governance Code set out in Appendix 15 to the GEM Listing Rules for the three months ended March 31, 2021[60] Securities Transactions by Directors This section confirms the company's compliance with GEM Listing Rules regarding directors' securities transactions and found no non-compliance after specific inquiries - For the three months ended March 31, 2021, the Company complied with the required standard of dealings concerning securities transactions by directors as set out in Rules 5.48 to 5.67 of the GEM Listing Rules[61] - The Company has made specific enquiries with all directors and is not aware of any non-compliance with the required standard of dealings regarding directors' securities transactions[61] - Employees who may possess unpublished price-sensitive information of the Group are also subject to the same code of conduct, and no breaches were identified during the period[61] Remuneration Committee This section describes the Remuneration Committee's establishment, primary function of reviewing and recommending remuneration policies for directors and senior management, and its current composition - The Remuneration Committee was established in November 2005, with its primary function being to review and make recommendations on the remuneration policies for directors and senior management[63] - Mr. Pu Bingrong chairs the Remuneration Committee, with members including Mr. Xiong Rongli, Mr. Tan Guoqing, and Mr. Lu Jingwen[63] Nomination Committee This section outlines the Nomination Committee's establishment, key responsibilities including developing nomination policies, recommending director appointments, and reviewing board diversity, along with its membership - The Nomination Committee was established in March 2012, primarily responsible for formulating nomination policies, recommending director nominations and appointments, succession planning for the Board, and developing and reviewing the Board Diversity Policy[64] - Mr. Xiong Rongli chairs the Nomination Committee, with members including Mr. Pu Bingrong, Mr. Tan Guoqing, and Mr. Lu Jingwen[64] Audit and Risk Management Committee This section details the Audit and Risk Management Committee's formation, terms of reference, key duties in overseeing financial reporting and risk management, and its review of the current unaudited results - The Audit and Risk Management Committee was established on August 27, 2001, primarily to review and oversee the Group's financial reporting process, internal control systems, and risk management systems[65] - Mr. Pu Bingrong chairs the Audit and Risk Management Committee, with members including Mr. Tan Guoqing and Mr. Lu Jingwen, all of whom are independent non-executive directors[65] - The Committee has reviewed the Group's unaudited results for the three months ended March 31, 2021, and considers them to be prepared in accordance with applicable accounting standards and requirements, with adequate disclosures[65]