Financial Performance - The company's revenue for the year ended December 31, 2020, decreased by approximately SGD 7.28 million or 35.6% to about SGD 13.15 million, down from approximately SGD 20.43 million for the year ended December 31, 2019[13]. - The company recorded a net loss of approximately SGD 2.00 million for the year ended December 31, 2020, primarily due to the impact of COVID-19 and related preventive measures[13]. - The adverse effects on the company's performance were partially offset by subsidies and rent concessions obtained from local government and landlords[13]. - The company experienced a significant decline in business activity during the circuit breaker period, which led to a near halt in consumer activity and retail operations[12]. - Following the easing of the circuit breaker measures on June 1, 2020, the company began to see a recovery in economic activity, although strict safety measures limited restaurant capacity and significantly reduced revenue[12]. - The company benefited from government support measures aimed at preventing layoffs, which included wage subsidies[12]. - The last two months of the fiscal year saw a surprising rebound in consumer spending, contributing to a gradual recovery in business conditions[12]. - The company's revenue decreased by approximately 7.28 million SGD or 35.6% to about 13.15 million SGD for the year ended December 31, 2020, compared to approximately 20.43 million SGD for the year ended December 31, 2019, primarily due to the impact of COVID-19[24]. - Cost of goods sold decreased by approximately 1.87 million SGD or 35.1% to about 3.46 million SGD for the year ended December 31, 2020, aligning with the revenue decline[25]. - Other income increased by approximately 2.64 million SGD or 880.0% to about 2.94 million SGD for the year ended December 31, 2020, mainly due to government subsidies related to COVID-19[26]. - Employee benefits expenses decreased by approximately 1.75 million SGD or 23.6% to about 5.66 million SGD for the year ended December 31, 2020, due to cost-saving measures[27]. - Depreciation of right-of-use assets increased by approximately 0.74 million SGD or 21.4% to about 4.20 million SGD for the year ended December 31, 2020, due to lease renewals[28]. - The group recorded losses of approximately SGD 2.00 million and SGD 2.87 million for the years ended December 31, 2020, and 2019, respectively, primarily due to the impact of COVID-19 on overall revenue[33]. Business Strategy and Operations - The company plans to continue expanding its restaurant business in Singapore and its bakery chain in Malaysia to enhance brand awareness and service quality[21]. - The company has paused all expansion plans due to the long-term weakness in the restaurant industry in Singapore and Malaysia exacerbated by the COVID-19 pandemic[22]. - The company aims to maintain healthy cash flow by closely monitoring expenses during the economic downturn[18]. - The company has adopted more technology, such as QR code menus and ordering systems, to improve operational efficiency[18]. - The company encourages shareholders to remain patient and confident in the management team as it strives to protect stakeholder interests[18]. - Rental and related expenses decreased significantly from approximately SGD 1.43 million in the year ended December 31, 2019, to about SGD 0.24 million for the year ended December 31, 2020, a reduction of approximately SGD 1.19 million or 83.2%[31]. - Other expenses reduced from approximately SGD 3.14 million for the year ended December 31, 2019, to about SGD 2.25 million for the year ended December 31, 2020, a decrease of approximately SGD 0.89 million or 28.3%[32]. - Cash and bank balances as of December 31, 2020, were approximately SGD 4.65 million, compared to SGD 3.33 million as of December 31, 2019, with 82.9% held in Singapore dollars[34]. - Net cash generated from operating activities for the year ended December 31, 2020, was approximately SGD 4.54 million, which would be approximately SGD 1.68 million after adjusting for IFRS 16 impacts[34]. - The capital expenditure for the year ended December 31, 2020, was approximately SGD 0.42 million, primarily for renovations of the new headquarters and existing restaurants[39]. - The capital-to-debt ratio increased to 46% as of December 31, 2020, compared to 19% as of December 31, 2019[38]. - The net cash flow used in financing activities was SGD 2.16 million, which included repayment of bank loans and lease liabilities[36]. - The net proceeds from the share issuance amounted to approximately HKD 23.7 million, with 76.4% allocated for expanding the restaurant business in Singapore[48]. - The company plans to delay the opening of new restaurants in Singapore until the second half of 2021 due to the adverse business environment caused by COVID-19[55]. - The renovation of the new headquarters was completed in early January 2020, and all headquarters staff began working there in mid-January 2020[56]. - The company has fully utilized funds for upgrading the sales points and CCTV systems in restaurants and retail stores[62]. - The company will continue to hire additional staff at the headquarters to improve administrative efficiency[59]. - Marketing activities and brand exposure initiatives have been funded adequately, with ongoing collaboration with marketing consultants[61]. - The company has suspended and delayed its business expansion plans until the second half of 2021 due to the uncertainty surrounding COVID-19[51]. - The actual use of funds will be determined based on the company's future development[51]. - The company has not utilized HKD 0.2 million for enhancing brand awareness in Singapore and Malaysia, as well as for upgrading IT systems[50]. - The board regularly evaluates the company's business objectives and may adjust plans based on market conditions[51]. Corporate Governance - The company has appointed independent non-executive directors to provide independent judgment on strategy, policy, performance, accountability, and key appointments[74]. - The company has a diverse board with members having extensive experience in various industries including finance, law, and management consulting[81]. - The company is focused on enhancing its operational efficiency and strategic decision-making through experienced leadership[74]. - The company is committed to high standards of corporate governance, believing it is crucial for sustainable growth and enhancing shareholder value[85]. - The board of directors is responsible for overseeing the company's overall management and ensuring the implementation of strategic plans to enhance shareholder value[91]. - The company has adopted a code of conduct for directors' securities trading, aligning with GEM Listing Rules[87]. - The company is actively seeking suitable candidates to fill the vacancy left by the resignation of an independent non-executive director, with a target to find a replacement within three months[86]. - The board consists of both executive and independent non-executive directors, ensuring a balance of experience and expertise in decision-making[93]. - The company has not separated the roles of chairman and CEO, which the board believes allows for more effective strategic planning and decision-making[85]. - Independent non-executive directors provide opinions on strategic and key matters, contributing their rich experience and expertise[93]. - The company maintains proper accounting records to ensure accurate disclosure of its financial position[91]. - The board will continue to review the separation of the chairman and CEO roles at an appropriate time[85]. - All independent non-executive directors have confirmed their independence according to GEM Listing Rules[95]. - The company has maintained a governance structure where the roles of Chairman and CEO are held by the same individual, which the board believes enhances internal leadership and strategic planning efficiency[97]. - The Audit Committee, established on April 4, 2018, consists of three independent non-executive directors and is responsible for reviewing the group's quarterly, interim, and annual performance[98]. - The Remuneration Committee evaluates the performance of directors and senior management and determines their compensation[99]. - The Nomination Committee provides recommendations to the board regarding the appointment of directors and senior management members[100]. - As of December 31, 2020, the board comprised three executive directors and three independent non-executive directors, complying with GEM listing rules[107]. - The board has adopted a diversity policy to ensure a balanced mix of professional knowledge, skills, and experience among its members[103]. - The company has arranged appropriate insurance to protect directors against liabilities arising from corporate activities, in accordance with governance codes[104]. - Related party transactions were regularly reviewed and approved by the Audit Committee during the fiscal year ending December 31, 2020[105]. - The board held at least four regular meetings annually, with active participation from the majority of directors[106]. - The board of directors is responsible for preparing financial statements that fairly reflect the group's business status, with no known significant uncertainties affecting the company's ability to continue as a going concern[115]. - The independent auditor's fee for statutory audit services was SGD 170,000 for the year ended December 31, 2020[118]. - The company has established policies and procedures to identify, assess, and manage significant risks, with the board responsible for maintaining effective risk management and internal control systems[120]. - All directors have received training on the latest updates regarding GEM listing rules to ensure compliance and good corporate governance practices[115]. - The company has not established a corporate governance committee, and the board is responsible for executing corporate governance functions[119]. - The company has a designated company secretary to ensure compliance with board procedures and maintain detailed meeting records[123]. - The company emphasizes adherence to insider trading policies and keeps employees updated on regulatory news[120]. Market Position and Shareholder Relations - The company reported that its five largest customers accounted for less than 30% of total revenue for the year ended December 31, 2020[144]. - The largest supplier and the top five suppliers accounted for approximately 12.0% and 40.0% of total purchases, respectively, compared to 11.4% and 36.5% in the previous year[144]. - The board proposed not to declare any dividends for the year ended December 31, 2020, maintaining a balance between sufficient capital for business development and rewarding shareholders[146]. - The company operates primarily in Singapore's full-service restaurant sector and Malaysia's handcrafted bakery chain[138]. - The company emphasizes the importance of brand recognition, stating that any negative publicity could significantly impact business performance[140]. - The competitive landscape in Singapore and Malaysia is intense, with numerous restaurants and bakeries vying for similar customer bases[141]. - The company has adopted a shareholder communication policy to enhance transparency and investor confidence[135]. - No significant charitable donations were made during the year, consistent with the previous year[148]. - The company did not purchase, sell, or redeem any of its listed securities during the year ended December 31, 2020[152]. - The board acknowledges the need to protect and enhance brand value as part of its business strategy[140]. - Liu Yanzhen holds a beneficial interest of 282,000,000 shares, representing 56.4% of the company's total shares[156]. - The company has adopted a share option scheme since April 4, 2018, allowing participants to purchase shares as an incentive for their contributions[159]. - The maximum number of shares that can be issued under the share option scheme is limited to 10% of the company's issued shares, equating to 50,000,000 shares[164]. - No share options were granted, exercised, or cancelled during the year ended December 31, 2020[165]. - Bright Honor Investment International Limited holds 90,500,000 shares, representing 18.1% of the company's total shares[169]. - The company maintained compliance with GEM listing rules regarding public float as of December 31, 2020[178]. - There were no significant investments, acquisitions, or disposals related to subsidiaries, associates, or joint ventures during the year ended December 31, 2020[197]. - The company reported no available distributable reserves as of December 31, 2020, consistent with the previous year[195]. - The independent non-executive directors confirmed their independence in accordance with GEM listing rules[199]. - The company established a remuneration committee to review the remuneration policy based on operational performance and market practices[175]. - There were no related party transactions that required compliance with GEM listing rules during the year[177]. - The company provided a healthy and safe working environment for employees, with no reported strikes or workplace accidents during the year[192]. - The company has not entered into any management contracts for its business operations during the year[187]. - The company confirmed compliance with the disclosure requirements of GEM listing rules regarding related party transactions[176]. - The company has no significant interests in any business that competes directly or indirectly with its operations[179].
聚利宝控股(08527) - 2020 - 年度财报