海港企业(00051) - 2024 - 年度财报

Financial Performance - The group's consolidated revenue decreased by 14% to HKD 1.354 billion, down from HKD 1.579 billion in the previous year[13] - Hotel revenue fell to HKD 874 million, compared to HKD 952 million in the previous year, resulting in an operating loss of HKD 55 million[14] - Investment property income decreased to HKD 199 million from HKD 242 million, with operating profit dropping to HKD 171 million from HKD 213 million[14] - Development property revenue declined to HKD 152 million from HKD 238 million, but operating profit increased to HKD 166 million from HKD 28 million due to the reversal of previously overestimated costs[14] - The group recorded a basic net profit of HKD 83 million, a significant improvement from a loss of HKD 201 million in the previous year, primarily due to a reduction in impairment provisions for development properties[13] - Revenue decreased by 14% to HKD 1,354 million in 2024, compared to HKD 1,579 million in 2023[30] - Operating profit slightly decreased by 1% to HKD 404 million in 2024, from HKD 408 million in 2023[30] - Basic net profit improved to HKD 83 million in 2024, a 141% increase from a loss of HKD 201 million in 2023[29] - Total assets decreased by 6% to HKD 15,801 million in 2024, down from HKD 16,896 million in 2023[30] - Hotel revenue in Hong Kong fell by 8% to HKD 874 million in 2024, compared to HKD 952 million in 2023[30] - Investment property income decreased by 18% to HKD 199 million in 2024, down from HKD 242 million in 2023[30] - Development property revenue decreased by 36% to HKD 152 million in 2024, compared to HKD 238 million in 2023[31] - The group recorded a loss attributable to shareholders of HKD 70 million for the year, compared to a loss of HKD 107 million in 2023, resulting in a loss per share of HKD 0.10, down from HKD 0.15 in 2023[38] Assets and Liabilities - The total assets of the group amounted to HKD 15.8 billion, with a net asset value per share of HKD 20.06[15] - The group's total assets decreased to HKD 15.8 billion, down from HKD 16.9 billion in 2023, with operating assets totaling HKD 15.37 billion, compared to HKD 16.29 billion in 2023[41] - The group's cash inflow netted HKD 199 million, with a cash net position of HKD 66 million, improving from a net debt position of HKD 145 million at the end of the previous year[15] - The group's cash net position improved to HKD 66 million, compared to a net debt of HKD 145 million in 2023, consisting of HKD 431 million in cash and HKD 365 million in bank borrowings[48] Dividends - The group declared an interim dividend of HKD 0.05 per share, compared to no dividend in the previous year[14] - The group declared a dividend of HKD 0.05 per share for 2024, not applicable in 2023[30] - The interim dividend of HKD 0.05 per share will be paid on April 23, 2025, replacing the final dividend[160] Market Outlook - The group is in the final stages of exiting the mainland China property development market, with only unsold and slow-selling inventory remaining[5] - The outlook for 2025 anticipates continued challenges due to geopolitical and economic uncertainties, although new stimulus measures from the central government may provide hope for gradual market recovery[17] Corporate Governance - The board of directors emphasizes robust corporate governance as crucial for the company's long-term sustainable development, ensuring transparency and accountability to stakeholders[71] - The company has applied the principles of the Corporate Governance Code for the fiscal year ending December 31, 2024, with one exception noted in section C.2.1[71] - The board consists of nine members, including one executive director, two non-executive directors, and six independent non-executive directors, with all directors committed to their responsibilities[75] - The board held a total of five meetings during the fiscal year, with all directors actively participating in the decision-making process[75] - The company has adopted a Nomination Policy to guide the selection and evaluation of directors, ensuring a structured approach to board composition[80] - The board consists of two-thirds independent non-executive directors, enhancing independent opinions in decision-making[83] - The board diversity policy aims for a balanced composition, currently with 11% female representation after the appointment of a female director[86] - Independent non-executive directors have confirmed their independence annually, ensuring they can provide unbiased opinions[84] - The board's age distribution shows 56% are aged 66-75, indicating a wealth of experience[90] - The nomination policy emphasizes a balanced skill set and diversity in board members to meet business needs[92] - The board regularly reviews its composition to ensure it aligns with the company's operational requirements[87] - The company has a 100% ethnic Chinese board composition, reflecting its market focus[90] - The board has established a constructive relationship between independent non-executive directors and other board members to enhance governance[83] - The nomination committee assesses the contributions of directors up for re-election, ensuring continued effectiveness[84] - The company encourages gender diversity in senior management and board positions through regular recruitment and promotion practices[86] Risk Management - The company confirmed its responsibility for risk management and internal control systems to protect the interests of shareholders, with a focus on environmental, social, and governance risks[114] - The audit committee is authorized to continuously monitor and assess the effectiveness of the risk management and internal control systems, reporting to the board[117] - The risk management and internal control committee conducts an annual review based on the COSO framework, ensuring all business units self-assess their risk management activities[120] - The company confirmed the effectiveness of its risk management and internal control systems for the fiscal year ending December 31, 2024, covering financial, operational, compliance, and risk management aspects[124] - The company maintains a robust framework for managing risks across various business operations, supported by internal audit and corporate governance functions[114] Environmental and Social Responsibility - The group has implemented various strategies to mitigate environmental impact, including effective energy and resource management, waste recycling, and waste reduction practices[62] - The group achieved ISO 14001 environmental management system certification for its hotels, demonstrating commitment to environmental standards[62] - No environmental violations were reported during the reporting period, indicating compliance with applicable environmental laws and regulations[62] - The group has not recorded any work-related fatalities in 2024, reflecting a commitment to workplace safety[64] - The group has established a zero-tolerance policy towards corruption, fraud, extortion, and money laundering, ensuring compliance with relevant laws[60] - The group actively engages with stakeholders to enhance governance and social value, integrating sustainability into business strategies[59] - The company integrates environmental, social, and governance considerations into its supplier selection process, adhering to a "Green Procurement Policy" to prioritize local suppliers when feasible[68] - The company actively participates in local community activities, including education and environmental protection initiatives, and supports the "School Activation" program with various career-related events[69] Shareholder Communication - The company has established a shareholder communication policy to ensure timely and fair disclosure of key information to shareholders[138] - The company holds at least one annual general meeting to facilitate direct interaction with shareholders and address their questions[141] - The company has reviewed the effectiveness of its shareholder communication policy, which is deemed to be effectively implemented[143] Audit and Compliance - The audit committee held three meetings in 2024, reviewing the external auditor's annual audit plan and approving their remuneration[112] - The company has engaged KPMG as the auditor for the fiscal year, with an audit fee of HKD 2 million for both the current and previous year[130][135] - The audit committee is satisfied with KPMG's work and recommends their reappointment for the fiscal year 2025, pending shareholder approval[135] - The company has adopted a set of securities trading codes that exceed the standards set by the Listing Rules, ensuring compliance and integrity[100] - All directors have complied with the standards set by the company's securities trading codes during the fiscal year[101] - The company has implemented measures to ensure the confidentiality of insider information before public disclosure, including limiting the number of employees with access[126] - The audit committee will continue to monitor compliance with legal and regulatory requirements, ensuring the company adheres to governance standards[112] Employee and Director Information - The group employed approximately 1,200 employees as of December 31, 2024, with compensation based on job responsibilities and market trends, including performance bonuses[56] - The total annual remuneration for directors is set at HKD 80,000 for directors, HKD 50,000 for the chairman of the audit committee, and HKD 40,000 for audit committee members[96] - All directors participated in continuous professional development during the fiscal year, attending seminars and reading relevant materials[98] - The company provides indemnity to its directors for costs and liabilities incurred in the execution of their duties, with insurance coverage in place[172] - The company has a strong board of directors with extensive experience in finance and management, including members with over 30 years in the financial and securities industry[184][186] - The company’s management team is composed of experienced professionals from the hotel and property management sectors[189] - The company has a commitment to transparency in disclosing shareholdings and interests of its directors[192][196] - The company’s board members have diverse backgrounds, including legal, financial, and engineering expertise, which supports strategic decision-making[184][188] - Major shareholders include Kowloon Warehouse Property Investment Limited and Wheelock and Company Limited, each holding 506,946,196 shares, representing 71.53% of total issued shares[198] - Harson Investment Limited holds 57,054,375 shares, accounting for 8.05% of total issued shares[198] - The retirement benefits plan for Hong Kong employees is a defined contribution plan, with contributions made by both the company and employees based on a percentage of employee salaries[199] - The company's obligations for mainland China employees are limited to mandatory contributions to social insurance and housing funds as regulated by the Chinese government[199]