Financial Performance - For the fiscal year ending March 31, 2020, the total revenue decreased by approximately HKD 48.4 million or 35.7% to about HKD 87.1 million from approximately HKD 135.5 million for the fiscal year ending March 31, 2019[8]. - The company recorded a net loss of approximately HKD 21.9 million for the fiscal year ending March 31, 2020, compared to a net profit of approximately HKD 3 million for the fiscal year ending March 31, 2019[8]. - Total revenue decreased by approximately HKD 48.4 million or 35.7% to about HKD 87.1 million for the year ended March 31, 2020, compared to approximately HKD 135.5 million for the year ended March 31, 2019[15]. - Gross profit decreased by approximately HKD 18.9 million or 72.4% to about HKD 7.2 million, with gross margin dropping from approximately 19.3% to 8.3%[19]. - Administrative expenses increased by approximately HKD 6.2 million or 31.1% to about HKD 26.3 million, mainly due to accounting treatment related to arbitration results[21]. - Financing costs increased by approximately HKD 400,000 or 16.5% to about HKD 3.0 million, primarily due to increased average borrowing levels[22]. - Total assets as of March 31, 2020, were approximately HKD 155.1 million, down from approximately HKD 188.0 million as of March 31, 2019[27]. - The company's debt-to-equity ratio increased from approximately 54.7% to 55.6% due to the net loss for the year[28]. - The company did not declare or propose any dividends for the years ended March 31, 2020, and 2019[26]. - The company reported no final dividend for the fiscal year ending March 31, 2020, consistent with the previous year[163]. Business Operations - The group had 28 construction management projects during the reporting period, compared to 24 projects in the previous year, but zero consulting projects, down from four[13]. - The group’s services include construction management, consulting, and maintenance services for water circulation systems, primarily targeting private residential projects and commercial developments in Hong Kong and Macau[13]. - The company provides maintenance services for water circulation systems as part of its business operations[159]. - The company operates primarily as a contractor specializing in the design, procurement, and installation of water circulation systems[159]. - The company has a diversified service offering that includes construction management and consulting services related to water circulation systems[159]. Market Conditions - The economic environment remains uncertain due to the COVID-19 pandemic and ongoing social movements in Hong Kong, which are expected to impact financial performance, especially in the first half of the fiscal year 2020/2021[9]. - The significant decline in revenue was attributed to prolonged protests and the COVID-19 pandemic, leading to a historic economic recession in Hong Kong[13]. - The company expresses optimism about the long-term business prospects in Hong Kong and Macau despite the current adverse conditions[9]. Governance and Management - The board consists of seven directors, including four executive directors and three independent non-executive directors[43]. - The company held four board meetings during the fiscal year ending March 31, 2020, to approve financial performance and review governance compliance[50]. - The company has adopted a board diversity policy to ensure a balanced composition of skills, experience, and perspectives among board members[48]. - The independent non-executive directors represent at least one-third of the board, ensuring compliance with GEM listing rules[43]. - The chairman and CEO roles are held by the same individual, Mr. Lan Haokun, which the board believes is in the best interest of the company[40]. - The board is responsible for overseeing the company's governance policies and ensuring compliance with legal and regulatory requirements[41]. - The company emphasizes the importance of board diversity, with a mix of educational backgrounds, professional expertise, and gender representation[46]. - The board has established a code of conduct and compliance manual for directors and employees[42]. - The company has received annual confirmations of independence from its independent non-executive directors[43]. - The board's decision-making process includes regular updates from management on business performance and developments[41]. - The company appointed new service agreements for executive directors, with terms lasting three years, ensuring continuity in leadership[56]. - The audit committee held four meetings during the fiscal year ending March 31, 2020, to review financial performance and compliance with governance codes[64]. - The remuneration committee conducted one meeting to review the compensation structure for directors and senior management, ensuring alignment with market standards[65]. - The nomination committee is responsible for reviewing the board's structure and identifying qualified candidates for board membership[68]. - The company emphasizes continuous professional development for directors, with all directors attending training related to regulatory updates during the fiscal year[58]. - The company has adopted a code of conduct for directors' securities trading, with no known violations reported for the fiscal year ending March 31, 2020[57]. - The company’s governance framework includes three committees: audit, remuneration, and nomination, to oversee specific matters effectively[61]. - The independent non-executive director, Mr. Zeng Yongfa, was appointed to the audit committee and became its chairman on April 6, 2020[62]. - The company ensures that one-third of directors retire at each annual general meeting, maintaining a cycle of re-election and governance[56]. - The company has adopted a nomination policy to enhance the nomination process and serve as a guideline for the selection process and board succession planning[69]. - The nomination committee evaluates candidates based on qualifications, skills, experience, and gender diversity to complement the existing board's capabilities[70]. - The audit committee has reviewed and deemed the internal control system and existing procedures sufficient for the company's current business model and environmental needs[76]. - The company aims to provide stable and sustainable returns to shareholders through its dividend policy, considering operational performance, cash flow, and financial condition[78]. Environmental Impact - The total greenhouse gas emissions for the fiscal year 2019/20 amounted to 29.59 tons, a decrease of 17.2% from 35.74 tons in the previous year[98]. - Indirect emissions from electricity consumption were recorded at 29.56 tons, down from 35.71 tons, reflecting a reduction of 17.2%[98]. - The company aims to minimize environmental impact through sustainable practices in its operations, including compliance with relevant environmental laws and regulations[96]. - The company has implemented measures to monitor and reduce energy consumption in its Hong Kong office to lower operational costs and greenhouse gas emissions[101]. - The company has established policies to ensure that construction activities minimize adverse environmental impacts and comply with industry regulations[96]. - The company has a vision to be socially and environmentally responsible, focusing on reducing its environmental footprint and contributing positively to the community[91]. - The company continues to engage with stakeholders to understand and address significant environmental, social, and governance issues[92]. - The company has implemented waste management protocols prioritizing avoidance, reduction, recycling, and proper disposal of construction waste[103]. - The company has not been aware of any significant violations of environmental laws or regulations during the reporting period[106]. - The company actively encourages employees to reduce water usage in the office[106]. - The company has adopted measures to minimize harmful and non-harmful emissions from construction activities[107]. - The company has implemented energy-saving measures to improve electricity efficiency in its main office[111]. - The company has established a system for the classification and recycling of excavated materials on construction sites[103]. - The company has not received any public complaints or fines from environmental protection agencies during the reporting period[106]. - The company continues to promote the use of recycled paper and electronic methods to reduce paper consumption[113]. Employee and Labor Practices - Total number of employees as of March 31, 2020, remained stable at 37 compared to the previous year[119]. - The ratio of male to female employees increased from 1:2.2 to 1:3.6, indicating a shift towards greater gender diversity[119]. - The number of office employees, including executive directors and senior management, increased by 16.7% from 6 to 7[119]. - The age distribution of employees showed a decrease of 10.9% in the 19-40 age group, while the 41-60 age group increased by 8.2%[119]. - Employee compensation and benefits are linked to individual performance and company performance, with annual reviews based on industry practices[121]. - The company has no records of any employment disputes, violations, or lawsuits during the reporting period[127]. - The company adheres to local labor laws and has established a safe and healthy work environment, with no incidents of fatalities or occupational health hazards reported[123]. - Continuous learning and development are emphasized, with resources allocated for employee training programs[125]. Supplier and Procurement Practices - The procurement policy ensures transparency and fairness in supplier selection, with regular evaluations of suppliers based on ethical standards[131]. - The company has a list of approved subcontractors who have passed quality control tests and have a good track record for timely delivery[131]. - The group evaluated 77 key suppliers and subcontractors, with 61 in Hong Kong, 8 in Macau, 3 in China, and 5 in other regions, showing no change from the previous year[132]. - The group emphasizes high-quality final products, adhering to strict government regulations and independent oversight during planning, design, and construction phases[134]. - The group has a zero-tolerance policy towards bribery, extortion, fraud, and money laundering, with no reported cases during the reporting period[140]. - The company has established a recognized supplier list and regularly evaluates supplier performance[180]. Shareholder and Equity Information - As of March 31, 2020, the company's reserves available for distribution to shareholders were approximately HKD 58,954,000, compared to HKD 58,972,000 in 2019, reflecting a slight decrease of 0.03%[167]. - The company has not granted any stock options under the stock option plan from its adoption date until March 31, 2020, but will consider granting options as incentives in the future[171]. - As of March 31, 2020, Mr. Lan Haokun held 652,290,000 shares, representing 50.18% of the company's issued shares, making him a significant shareholder[174]. - On April 2, 2020, Morgan Star Investment Limited sold its 109,590,000 shares, resulting in no longer holding any interest in those shares[179]. - As of April 2, 2020, Mr. Zhang Wei sold 134,160,000 shares, and no longer held any interest in those shares, while Ms. Chen Mingxia held 243,750,000 shares, equivalent to 18.75% of the total issued share capital[179]. - The stock option plan allows for a maximum of 10% of the issued shares to be granted as options, subject to shareholder approval for any increase beyond this limit[169]. - The company has not entered into any equity-related agreements other than the stock option plan during the fiscal year ending March 31, 2020[172]. - The company’s bank borrowings details are available in the consolidated financial statements, indicating financial leverage considerations[168]. - The company’s property, plant, and equipment changes for the fiscal year ending March 31, 2020, are detailed in the consolidated financial statements[165]. - The company’s capital structure as of March 31, 2020, is outlined in the consolidated financial statements, reflecting its financial position[166]. - Revenue from the top five customers accounted for approximately 93.7% of total revenue for the year ended March 31, 2020, down from 96.9% in 2019[180]. - The largest customer contributed about 79.2% of total revenue for the year ended March 31, 2020, compared to 86.5% in 2019[180]. - Procurement from the top five suppliers represented approximately 10.5% of total service costs for the year ended March 31, 2020, a decrease from 21.0% in 2019[180]. - The largest supplier accounted for about 3.3% of total service costs for the year ended March 31, 2020, down from 11.0% in 2019[180]. - Payments to the top five subcontractors constituted approximately 56.5% of total service costs for the year ended March 31, 2020, up from 47.7% in 2019[180]. - The largest subcontractor received about 45.5% of total subcontracting fees for the year ended March 31, 2020, compared to 42.4% in 2019[180].
浩柏国际(08431) - 2020 - 年度财报