Economic Performance - The company reported a resilient economic performance with a core inflation rate in the US increasing from 2.7% in July to 2.8% in November 2024[5]. - Non-farm employment in the US grew by 256,000 jobs in December, exceeding market expectations, indicating a robust job market[5]. - The US dollar index surged by 7.7% in Q4 2024, with an annual increase of 7.1%[6]. - The European Central Bank reduced the main refinancing rate by 0.25% to 3.15% in December 2024, marking the fourth rate cut of the year[6]. - The Eurozone's GDP grew by 0.9% year-on-year in Q3 2024, an acceleration compared to the first two quarters[6]. - The company expects average inflation in the Eurozone to be around 2.4% for 2024, with economic growth projected at 0.7%[6]. - The Federal Reserve is expected to reduce interest rates only twice in 2025, lowering the target range to 3.9%, up from a previous forecast of 3.4%[20]. - The Eurozone's core CPI has fallen close to the 2% target, with expectations for interest rate cuts in 2025 due to economic demand stabilization[21]. - Hong Kong's real GDP growth for Q3 2024 was 1.8%, significantly lower than the previous two quarters, leading to a downward revision of the full-year growth forecast to 2.5%[22]. Market Outlook - The company anticipates continued volatility and uncertainty in the market due to geopolitical tensions and inflationary pressures[5]. - The company is closely monitoring the impact of potential tariff increases on trade relations following the US presidential election[5]. - The company anticipates ongoing geopolitical risks and a high-interest rate environment to impact market performance in 2025[24]. - The company expects that if mainland China implements stronger-than-expected policies in 2025, it could restore foreign investor confidence and stimulate A-share trading activity[21]. Financial Performance - The group's total revenue for 2024 was HKD 1,719 million, a 26% increase from HKD 1,364 million in 2023[12]. - The group's net profit after tax for 2024 was HKD 103.4 million, compared to a net loss of HKD 12.85 million in 2023, representing a 181% improvement[13]. - The asset management segment's revenue remained stable at HKD 57.05 million, with a profit increase of 35% to HKD 21.43 million[14]. - The corporate financing segment recorded underwriting fee income of HKD 42.75 million, a 388% increase from HKD 8.76 million in the previous year[17]. - The group managed to complete 28 offshore issuance projects in the corporate financing segment, significantly benefiting from the improved atmosphere in the offshore bond market[17]. - The average scale of bond investments increased by 167% compared to the same period last year, contributing to the rise in fixed income investment revenue[12]. - The group’s operating costs decreased by 9% to HKD 105.99 million, aided by a 10% reduction in personnel expenses[12]. - The group’s share of profits from joint ventures was HKD 20.7 million, down 15% from HKD 24.35 million in 2023[13]. - The group’s other income fell by 51% to HKD 5.95 million, primarily due to reclassification of foreign exchange gains and losses from the sale of two domestic subsidiaries[12]. - The group’s operating profit for the corporate financing segment was HKD 48.12 million, a 150% increase from HKD 19.23 million in the previous year[17]. - Daily trading volume averaged HKD 131.8 billion, a year-on-year increase of 26%, but segment operating income decreased by 3% to HKD 47.97 million[18]. - The fixed income investment segment, newly reported this year, achieved a revenue of HKD 38.74 million, up 158% from HKD 15.04 million last year, with a profit of HKD 16.57 million compared to HKD 1.65 million in 2023[19]. Corporate Governance - The board held two regular meetings in the first and third quarters of the fiscal year 2024, which is below the corporate governance code requirement of at least four meetings annually[40]. - The board consists of two executive directors, one non-executive director, and three independent non-executive directors, ensuring compliance with listing rules regarding financial expertise[41]. - The chairman and CEO roles are separated to maintain a balance of power and avoid concentration of authority[44]. - All non-executive directors, including independent non-executive directors, serve a term of three years and are subject to rotation as per the company's articles of association[45]. - The board members have diverse backgrounds and possess adequate experience and professional knowledge to ensure effective governance and oversight[43]. - The board's attendance record shows that the chairman attended 2 out of 2 regular board meetings and all relevant committee meetings[47]. - Independent non-executive directors confirmed their independence and have not served on more than seven listed company boards, complying with independence guidelines[45]. - The company encourages open discussions among directors to ensure independent judgment and contributions to strategic decisions[45]. - The board will continue to monitor and review corporate governance practices to ensure compliance with applicable codes[40]. - The company has established policies and procedures to maintain high standards of corporate governance throughout the fiscal year 2024[40]. Environmental, Social, and Governance (ESG) Initiatives - The company received several environmental, social, and governance awards in 2024, reflecting its commitment to corporate social responsibility[85]. - The greenhouse gas emissions for 2024 are projected to be 246.05 tons, an increase from 238.52 tons in 2023, primarily due to business aviation flights[97]. - Direct greenhouse gas emissions from company vehicles decreased from 0.59 tons in 2023 to 0.43 tons in 2024[97]. - Energy indirect greenhouse gas emissions from electricity consumption reduced from 208.24 tons in 2023 to 194.44 tons in 2024[97]. - Paper consumption indirect greenhouse gas emissions decreased from 10.47 tons in 2023 to 9.64 tons in 2024[97]. - The company is actively promoting electronic communication methods to reduce greenhouse gas emissions from air travel and electricity consumption[92]. - The company has implemented measures to reduce paper consumption, including promoting e-statements and using double-sided printing[96]. - The company aims to integrate environmental, social, and governance considerations into its business decision-making processes[88]. - The environmental, social, and governance report is published annually and aligns with the company's annual report[87]. - The board of directors is responsible for overseeing environmental, social, and governance matters and ensuring the integrity of the related reports[88]. - Total greenhouse gas emissions increased by 3% compared to 2023, with a target to reduce emissions by approximately 1% to 2% or maintain levels similar to 2024 by 2025[98]. - Nitrogen oxides (NOx) emissions decreased from 132.97 grams in 2023 to 61.63 grams in 2024, representing a reduction of approximately 54.8%[99]. - Sulfur oxides (SOx) emissions decreased from 3.19 grams in 2023 to 2.33 grams in 2024, a reduction of about 27%[99]. - Total paper consumption decreased by 8% compared to 2023, with a total waste generation of 3,603 kilograms[100]. - Direct energy consumption (unleaded gasoline) decreased from 2,100.89 kWh in 2023 to 1,533.85 kWh in 2024, a reduction of approximately 27%[103]. - Indirect energy consumption (electricity) decreased from 267,882 kWh in 2023 to 243,046 kWh in 2024, a reduction of about 9.3%[103]. - Total energy consumption decreased from 269,982.89 kWh in 2023 to 244,579.85 kWh in 2024, a reduction of approximately 9.4%[103]. - Electronic waste recycling rate decreased by about 27% compared to 2023 due to effective measures in evaluating and balancing the number of electronic devices replaced[101]. - The company aims to further reduce energy consumption by 1% to 3% in 2025[103]. - No non-compliance incidents related to air and greenhouse gas emissions, water pollution, or waste generation were reported in 2024[104]. Employee and Workforce Management - The group has a total of 78 employees, with an equal distribution of 39 male and 39 female employees, all of whom are full-time and based in Hong Kong[112]. - The annual turnover rate for male employees is 33.3% (13 out of 39), while for female employees it is 23.1% (9 out of 39) in the Hong Kong office[116]. - The group provided over 1,700 hours of training during the reporting period, emphasizing the importance of employee skills and professional knowledge[120]. - The company offers a wide range of benefits, including comprehensive medical insurance, life insurance, and educational subsidies, which also cover employees' family members[111]. - The group has implemented various health and safety measures, maintaining a zero-injury culture and ensuring compliance with health and safety regulations[118]. - There are 57 general staff members, 14 middle management, 5 senior management, and 2 executive-level employees in the Hong Kong office[114]. - The company has a diversity policy in place to ensure equal employment opportunities regardless of gender, marital status, disability, race, or religion[110]. - The group conducts regular performance evaluations to provide rewards and promotion opportunities based on work performance, attitude, and capabilities[108]. - The company has no recorded employees with disabilities, as there is no documentation of employees' health status[112]. - The group actively sponsors training programs and workshops to encourage personal and professional development among employees[121]. - Total training hours for male employees in Hong Kong and mainland China offices amounted to 910.25 hours, while female employees totaled 863.00 hours[123]. - The average training duration for male employees was 16.55 hours, and for female employees, it was 16.60 hours[124]. - Senior management received an average training duration of 23.20 hours, while ordinary employees received 14.03 hours[124]. - The company strictly adheres to the Employment Ordinance in Hong Kong, prohibiting child labor and forced labor[125]. - No significant violations related to child labor and forced labor laws were reported during the reporting period[125]. Shareholder Engagement and Communication - The company actively communicates with shareholders and ensures equal access to information, with annual and interim reports provided as per listing rules[75]. - The company encourages shareholder participation in annual general meetings, providing a platform for communication between shareholders and the board[76]. - The board adopted a dividend policy in December 2018, allowing for the declaration of dividends based on various factors including the company's profits[80]. - The company secretary, who has served since May 2000, will retire in March 2024, with a successor already appointed[84]. - The company is committed to continuous monitoring and implementation of appropriate measures to adapt to changing business and regulatory environments[71]. - The company ensures compliance with legal and regulatory requirements in its governance practices[74]. - The board reviews the shareholder communication policy annually to ensure its effective implementation[75]. - The company has a structured process for shareholders to propose resolutions at special meetings, requiring a written request from shareholders holding at least 10% of the paid-up capital[77]. Related Party Transactions and Financing - The company engaged in related party transactions, including the sale of 50% equity in 信達領先 (Shenzhen) Equity Investment Fund Management Co., Ltd. for RMB 8.70 million (approximately HKD 9.57 million)[168]. - The company has complied with the listing rules regarding related party transactions as per the financial statements[173]. - The 2021 Master Agreement sets annual transaction caps for related party transactions, with HKD 35 million for Type 1 services in 2022, increasing to HKD 70 million by 2024[169]. - The 2024 Master Agreement establishes annual transaction caps starting at HKD 16 million for Type 1 services in 2025, reaching HKD 32 million by 2027[170]. - The company has established specific performance obligations for its major shareholders under the financing agreements[176]. - The 2024 Master Agreement was approved by independent shareholders at a special general meeting held on December 30, 2024[172]. - The company is committed to ensuring that its ownership structure remains compliant with the requirements set by China Cinda[179]. - As of December 31, 2024, the outstanding loan amount under Financing Agreement One is RMB 209 million (equivalent to HKD 222.27 million)[175]. - As of December 31, 2024, the outstanding loan amount under Financing Agreement Two is HKD 194 million[177]. - Financing Agreement Three requires that China Cinda must directly or indirectly control the company as a condition for the loan[180]. - As of December 31, 2024, the company has drawn HKD 150,000,000 under Financing Agreement Three[181]. - As of December 31, 2024, there are no outstanding loan amounts under Financing Agreement Four[183]. - As of December 31, 2024, there are no outstanding loan amounts under Financing Agreement Five[185]. - As of December 31, 2024, there are no outstanding loan amounts under Financing Agreement Six[187]. Audit and Compliance - The audit committee held three meetings during the 2024 fiscal year[61]. - The total fees paid to the external auditor, including audit and non-audit services, amounted to HKD 1,077,578[66]. - The company is committed to maintaining effective internal controls and risk management systems[69]. - The audit committee is responsible for reviewing the effectiveness of the external auditor's independence and audit processes[63]. - The audit committee reported on its work and findings to the board during the year[62]. - The company has a written human resources policy to manage employee recruitment and diversity[60]. - The board is responsible for overseeing the company's risk tolerance and ensuring the effectiveness of internal controls and risk management systems[71]. - The company has established three main management committees to oversee daily operations and management, including the Executive Management Committee, Risk Management Committee, and Investment Decision Committee[73]. Corporate Social Responsibility - The company has maintained a strong commitment to corporate social responsibility, receiving the "Caring Company" logo for 19 consecutive years since 2006[139]. - The company participated in community volunteer service for a total of 250 hours, with 22 employees involved during the reporting period[138]. - The company provided a total of 371 hours of anti-corruption training for employees during the reporting period[135]. - The company has not received any reports or legal cases related to corruption or bribery against its employees during the reporting period[136]. - The company has not made any charitable donations during the year[151]. - The company is committed to maximizing shareholder value by integrating environmental, social, and governance factors into its investment decisions[129]. - The company has established a policy to prioritize the use and purchase of environmentally friendly products[127]. - The company has implemented a copyright compliance policy to protect intellectual property rights[132]. Shareholding Structure - The company reported a significant shareholding structure, with 信達證券（香港） holding 403,960,200 shares, representing 63.00% of the total issued shares[162]. - The independent auditor, Lixin Dehao, will be proposed for reappointment at the upcoming annual general meeting[196]. - The consolidated financial statements reflect the group's financial position as of December 31, 2024, in accordance with Hong Kong Financial Reporting Standards[199].
信达国际控股(00111) - 2024 - 年度财报