Financial Performance - For the fiscal year ended March 31, 2019, the group recorded a profit of approximately HKD 3.3 million, compared to a loss of approximately HKD 3.8 million for the fiscal year ended March 31, 2018[11]. - Revenue increased by approximately 41.4% to about HKD 243.2 million for the fiscal year ended March 31, 2019, up from HKD 172.0 million in the previous year[11]. - Gross profit rose by approximately 87.8% to about HKD 44.7 million, compared to HKD 23.8 million in the previous year[11]. - The company recorded revenue of approximately HKD 243.2 million for the year ended March 31, 2019, representing an increase of about 41.4% compared to HKD 172.0 million in 2018[24]. - The sales volume of plywood products increased by approximately 26.4% from about 52,600 cubic meters for the year ended March 31, 2018, to about 66,500 cubic meters for the year ended March 31, 2019[21]. - The gross profit margin increased by approximately 4.6 percentage points to about 18.4% for the year ended March 31, 2019, compared to about 13.8% in 2018[25]. - The company achieved a profit of approximately HKD 3.3 million for the year ended March 31, 2019, compared to a loss of approximately HKD 3.8 million in 2018[27]. - Revenue for the year ended March 31, 2019, was HKD 243,232,000, representing a 41.5% increase from HKD 171,997,000 in 2018[191]. - Gross profit for the same period was HKD 44,654,000, up from HKD 23,779,000, indicating an increase of 87.7%[191]. - Operating profit turned positive at HKD 9,824,000 compared to an operating loss of HKD 3,300,000 in the previous year[191]. - The company reported a profit attributable to equity shareholders of HKD 3,344,000, a significant recovery from a loss of HKD 3,843,000 in 2018[191]. Assets and Liabilities - The total bank and other borrowings amounted to approximately HKD 175.6 million as of March 31, 2019, compared to about HKD 24.3 million as of March 31, 2018[31]. - The company's current liabilities net amount was approximately HKD 74.3 million as of March 31, 2019, compared to about HKD 29.3 million as of March 31, 2018[30]. - The asset-liability ratio increased to approximately 79.4% as of March 31, 2019, from about 37.9% as of March 31, 2018[32]. - Total assets as of March 31, 2019, were HKD 354,956,000, compared to HKD 175,159,000 in 2018, reflecting a growth of 102.5%[194]. - Current liabilities increased to HKD 206,441,000 from HKD 45,690,000, resulting in a negative net current liabilities of HKD 74,268,000[194]. - Non-current liabilities rose to HKD 133,441,000 from HKD 9,565,000, indicating a substantial increase[194]. - The company's net asset value decreased slightly to HKD 88,342,000 from HKD 90,603,000[194]. Corporate Governance - The company has complied with the corporate governance code as of March 31, 2019[60]. - The board consists of six directors, including two executive directors and three independent non-executive directors[63]. - All directors confirmed full compliance with the trading standards set out in the standard code for the year ending March 31, 2019[61]. - The roles of the chairman and the CEO are separated, with the chairman focusing on overall strategy and the CEO managing daily operations[71]. - The company has adopted a board diversity policy to ensure a balance of skills, experience, and perspectives among board members[72]. - Independent non-executive directors confirmed their independence in accordance with GEM Listing Rules[66]. - The company plans to hold at least four regular board meetings annually to discuss overall strategy and financial performance[65]. - The company’s articles of association require that one-third of directors retire by rotation at each annual general meeting[67]. - The chairman and an independent non-executive director are eligible and willing to stand for re-election at the upcoming annual general meeting[68]. - The Audit Committee held four meetings during the year ended March 31, 2019, with all members attending all meetings[77]. - The Nomination Committee held one meeting during the year ended March 31, 2019, with all members attending[79]. - The Remuneration Committee held one meeting during the year ended March 31, 2019, with all members attending[87]. - The company has a dividend policy that allows for the declaration of dividends from profits or reserves deemed no longer necessary by the board[91]. - The company has arranged suitable insurance coverage for directors and senior officers against legal liabilities arising from corporate activities, which will be reviewed annually[90]. - All new directors received comprehensive onboarding guidance to ensure understanding of the company's operations and responsibilities under GEM listing rules[89]. - The company emphasizes diversity in its board composition, considering factors such as gender, age, and professional experience[86]. - The Remuneration Committee reviewed the remuneration of directors and senior management, ensuring no individual director participated in determining their own remuneration[88]. - The company’s Audit Committee is composed of three independent non-executive directors, ensuring oversight of financial reporting and risk management[76]. - The Nomination Committee is responsible for reviewing the board's composition annually to ensure it meets the company's business needs[78]. Risk Management - The board confirmed its responsibility for maintaining a sound internal control and risk management system, which was reviewed during the year[99]. - The company has adopted a three-tier risk management approach to identify, assess, mitigate, and respond to risks[100]. - The internal control system includes monitoring and reviewing sales, purchases, production, and inventory processes[101]. - Financial monitoring is crucial for identifying and managing assets and liabilities to avoid unnecessary financial risks[102]. - The company has implemented measures to enhance cash flow control, requiring proper review and approval for all payments[102]. - The board and audit committee systematically reviewed the internal control systems and identified areas for improvement[105]. Market Expansion and Acquisitions - The group aims to expand its market presence in North China, driven by favorable government policies and the development of the Xiong'an New Area[14]. - A wholly-owned subsidiary, Hebei Jiapin Trading Co., Ltd., has entered into a purchase agreement for RMB 34,500,000 to acquire commercial property in Shijiazhuang as an office and product display area[16]. - The acquisition of Hebei Youlin Technology Co., Ltd. was completed on March 28, 2019, to enhance the group's product range and achieve economies of scale[16]. - The company plans to explore potential markets such as Taiwan to expand its customer base and promote business growth[22]. - The company entered into a share transfer agreement to acquire 100% equity of Hebei Youlin for a consideration of RMB 28 million on January 24, 2019[38]. - The target company became a wholly-owned subsidiary of the group after the transaction completed on March 28, 2019[39]. Environmental Impact - The group has been actively identifying and managing its environmental impact, aiming to minimize waste through the adoption of eco-friendly machinery[133]. Shareholder Information - Shareholders holding at least 10% of the paid-up capital have the right to request a special general meeting[108]. - The company maintained a public float of at least 25% of its issued share capital prior to the report's publication[137]. - The top five customers accounted for approximately 79.1% of total sales, with the largest customer representing about 49.7% of total sales for the year ended March 31, 2019[138]. - The group’s major suppliers accounted for approximately 50.8% of total purchases, with the largest supplier representing about 16.1%[138]. Audit and Compliance - For the fiscal year ending March 31, 2019, the external auditor, KPMG, charged approximately HKD 1,700,000 for annual audit services[107]. - The audit procedures included evaluating management's assumptions against historical performance and external economic data to assess the reasonableness of cash flow forecasts[182]. - The audit identified key audit matters related to the impairment assessment of properties, plants, and equipment due to significant judgments and subjective assumptions involved[178]. - The company is responsible for preparing financial statements that are free from material misstatement due to fraud or error, and for maintaining effective internal controls[183]. - The auditor's responsibility is to obtain reasonable assurance that the financial statements are free from material misstatement, which may arise from fraud or error[185]. - The financial statements were prepared in accordance with the Hong Kong Financial Reporting Standards and the Hong Kong Companies Ordinance[178]. - The audit did not identify any significant misstatements in the other information provided in the annual report[181]. - The company must assess its ability to continue as a going concern and disclose relevant matters if applicable[183]. - The audit included sensitivity analysis on key assumptions used in the cash flow forecasts to evaluate potential biases in management's estimates[182]. Share Capital and Equity - As of March 31, 2019, the company had a total of 218,733,333 issued shares, with significant ownership by directors, including Ms. Sun Xuesong holding 123,041,695 shares (56.25%) and Mr. Xue Zhaoqiang holding 30,760,425 shares (14.06%)[152]. - The company did not engage in any purchases, sales, or redemptions of its listed securities during the fiscal year ending March 31, 2019[154]. - There were no outstanding stock options granted under the stock option plan as of March 31, 2019, and no stock options were granted during the fiscal year[165]. - The stock option plan allows for a maximum of 20,000,000 shares to be issued, representing approximately 9.14% of the total issued shares as of the report date[160]. - The company confirmed compliance with the GEM Listing Rules regarding related party transactions, with no additional transactions requiring disclosure[146]. - The independent non-executive directors confirmed their independence as per GEM Listing Rules, ensuring governance standards are met[149]. - The company has not entered into any management contracts for the fiscal year ending March 31, 2019, aside from employment contracts[150]. - The company has no arrangements that would allow directors to benefit from acquiring shares or debt securities of the company or any other entity[169]. - The auditor, KPMG, has been appointed to audit the financial statements for the years ending March 31, 2017, 2018, and 2019, and will be proposed for reappointment at the upcoming annual general meeting[171]. - The company does not have any provisions for preemptive rights for existing shareholders regarding the issuance of new shares, except as required by the Stock Exchange[156]. - The consolidated financial statements reflect a total asset value of HKD 226,610,000 after deducting accumulated impairment losses of HKD 2,950,000 as of March 31, 2019[178]. - Management identified potential impairment indicators for certain properties, plants, and equipment, necessitating a cash flow forecast assessment for recoverable amounts[178]. - The equity attributable to equity shareholders as of April 1, 2018, was HKD 90,603,000[198]. - The company’s share capital remained constant at HKD 2,187,000 across the reporting periods[198]. - The company’s premium on shares was HKD 72,403,000, unchanged from the previous year[198]. - The foreign exchange reserve improved from HKD 3,114,000 as of April 1, 2018, to a loss of HKD 2,491,000 by March 31, 2019[198]. - The total reserves, excluding cumulative losses, were HKD 41,355,000 as of both April 1, 2018, and March 31, 2019[198].
骏东控股(08277) - 2019 - 年度财报