Financial Performance - The company reported total revenue of approximately SGD 14.9 million for the fiscal year 2024, a decrease of about 7.4% from SGD 16.1 million in fiscal year 2023[7]. - Manufacturing business revenue decreased to SGD 12.3 million, accounting for 82.66% of total revenue, down from SGD 15.8 million or 98.58% in the previous year[16]. - Online business revenue increased significantly to SGD 2.58 million, representing 17.34% of total revenue, compared to only SGD 228,000 or 1.42% in the previous year[16]. - The overall gross profit increased to approximately SGD 5.97 million in fiscal year 2024, up from SGD 5.94 million in fiscal year 2023[7]. - The net loss attributable to shareholders decreased to approximately SGD 3.4 million in fiscal year 2024, compared to a net loss of SGD 4.9 million in fiscal year 2023[7]. - Manufacturing business revenue decreased by approximately 22.4% to about 15.8 million SGD in FY2024, down from about 12.3 million SGD in FY2023 due to reduced market demand in Singapore's sheet metal manufacturing industry[17]. - Online mobile gaming revenue increased by approximately 1,031.1% to about 2.58 million SGD in FY2024, driven by the launch of new game experiences that expanded the player base[18]. - Gross profit for FY2024 was approximately 5.97 million SGD, a slight increase of about 0.5% from 5.94 million SGD in FY2023, with a gross margin of approximately 40.1% compared to 37.0% in FY2023, attributed to high-profit revenue from mobile gaming[19]. - Administrative expenses decreased by approximately 6.8% to about 5.1 million SGD in FY2024, down from about 5.5 million SGD in FY2023, due to effective cost-saving measures[20]. - Research and development expenses for mobile gaming increased by approximately 14.5% to about 3.2 million SGD in FY2024, up from about 2.8 million SGD in FY2023, primarily due to increased employee costs and outsourcing expenses[21]. - Income tax expenses decreased by approximately 33.2% to about 0.5 million SGD in FY2024, down from about 0.7 million SGD in FY2023, mainly due to reduced profits in the manufacturing business[23]. - The group recorded a net loss of approximately 3.4 million SGD in FY2024, an improvement from a net loss of approximately 4.9 million SGD in FY2023[24]. - The group did not recommend a final dividend for FY2024, consistent with FY2023[25]. - As of December 31, 2024, total equity attributable to owners was approximately 30.2 million SGD, down from about 34.1 million SGD in FY2023[27]. - The group had no significant acquisitions or disposals of subsidiaries, associates, or joint ventures in FY2024[32]. Business Strategy and Development - The company plans to enhance production efficiency and competitiveness by upgrading machinery and utilizing robotics in its manufacturing operations[8]. - The company is actively developing and optimizing mobile game products, with recent games in testing phases across various markets, generating approximately SGD 2.58 million in revenue during the fiscal year[14]. - The board is exploring other business opportunities to diversify revenue sources and improve performance in the current challenging environment[8]. - The company aims to regularly review its development strategies and online business operations to adapt to market changes[8]. Corporate Governance - The company has adopted all provisions of the Corporate Governance Code as its own governance practices for the fiscal year 2024[47]. - The board of directors held regular meetings in fiscal year 2024 to formulate overall strategies and monitor business development and financial performance[49]. - All directors participated in training related to their responsibilities under the listing rules during fiscal year 2024[56]. - The board includes two executive directors and three independent non-executive directors, ensuring compliance with relevant guidelines for financial reporting[53]. - The company emphasizes continuous professional development for all directors, ensuring they are well-informed about their duties and responsibilities[56]. - The company is committed to maintaining high levels of corporate governance to protect shareholder interests and enhance corporate value[47]. - The board has established a framework for internal control and risk management to evaluate financial performance[49]. - Independent non-executive directors confirm their independence in accordance with listing rules, ensuring compliance in financial reporting[53]. - The company has implemented a standard code for securities trading by directors, ensuring adherence to regulations during fiscal year 2024[58]. - The remuneration committee held one meeting this year to review the group's remuneration policy and structure, approving the remuneration packages for all directors and senior management[59]. - The audit committee conducted two meetings this year, reviewing the audited annual results for the year ending December 31, 2023, and the unaudited interim results for the six months ending June 30, 2024[65]. - The auditor's fees for the annual audit for the fiscal year 2024 amounted to approximately SGD 343,000, a decrease from approximately SGD 419,000 in the fiscal year 2023[67]. - The company has adopted a board diversity policy, recognizing that diversity contributes to sustainable development and enhances decision-making capabilities[68]. - The board composition analysis as of December 31, 2024, indicates that 60% of the board members are independent non-executive directors (INED) and 40% are executive directors (ED)[71]. - The board consists of 60% male and 40% female members, with 20% of directors aged 65 and above[71]. - The remuneration committee's responsibilities include ensuring that a significant portion of executive directors' remuneration is linked to corporate and individual performance[59]. - The nomination committee reviewed the board's structure, size, and composition, and assessed the independence of independent non-executive directors this year[62]. - The company has no new share schemes or significant matters related to the share option plan for the fiscal year ending December 31, 2024[59]. - The company emphasizes the importance of maintaining high standards of corporate governance and recognizes the benefits of board diversity in enhancing board quality and efficiency[68]. Employee Relations and Training - The company has a total of 229 employees as of December 31, 2024, with a gender ratio of 1:4 (45 females and 184 males)[74]. - The employee turnover rate is 17.4% for males and 6.4% for females, with a total turnover rate of 10.1% for employees under 31 years old[194]. - The average training hours per employee are 20.64 for males and 25.44 for females, with production staff averaging 18.28 hours[191]. - The company emphasizes continuous development of employee skills and provides regular training opportunities[186]. - The company has provided a total of 43 hours of safety training to employees in production roles during 2024, emphasizing the importance of safety awareness[181]. - 80.3% of male employees and 19.7% of female employees received training during the reporting period[191]. - The new hire rate is 29.4% for males and 5.0% for females, with a total new hire rate of 20.2% for employees under 31 years old[194]. - The company has participated in various retirement plans across different regions, including Singapore, Malaysia, Hong Kong, and China[135]. Environmental and Social Responsibility - The group has established an environmental management system certified by ISO 14001:2015 to enhance energy efficiency and minimize operational impact[91]. - The company aims to reduce environmental impact and prevent pollution through its established environmental policy[198]. - The company has achieved ISO 14001:2015 certification for its environmental management system, ensuring compliance with environmental regulations[197]. - The group made charitable donations of approximately SGD 45,000 in the fiscal year 2024, compared to SGD 6,000 in fiscal year 2023[95]. - FSM Holdings Limited established an Environmental, Social, and Governance (ESG) committee in 2021, responsible for managing ESG-related risks and opportunities[155]. - The company has not encountered any significant complaints or violations of relevant laws and regulations during the reporting period[166]. - The company has established a supplier monitoring policy to manage supply chain risks effectively and ensure a smooth supply of quality products and services[167]. - The company has implemented measures to protect intellectual property, including confidentiality agreements and regular training for employees[169]. - The company has not identified any incidents of corruption or violations of anti-bribery laws during the reporting period[174]. - The group will continue to review its environmental measures and consider implementing further actions to enhance sustainability[92]. Risk Management - The company has established a continuous risk assessment method to identify and evaluate inherent risks affecting its strategic objectives[76]. - The board is responsible for assessing the nature and extent of acceptable risks while achieving strategic goals[76]. - The group faces several risks in its manufacturing business, including reliance on key customers and currency fluctuations[99]. - The internal audit function is performed by an outsourced team, which evaluates the adequacy and effectiveness of the company's risk management and internal control systems at least once a year[79]. - The board has reviewed the effectiveness of the risk management and internal control systems and considers them to be effective and sufficient[79]. Shareholder Information - The company has a policy for shareholders to request a special general meeting if they hold at least 10% of the voting shares[81]. - The company has adopted a dividend policy, allowing the board to declare dividends based on overall business conditions and financial performance[145]. - No final dividend for the fiscal year 2024 has been recommended by the board[146]. - The total issued share capital of the company as of December 31, 2024, was 1,000,000,000 shares with a par value of HKD 0.01 each[100]. - The group will suspend share transfer registration from June 20, 2025, to June 25, 2025, for the annual general meeting[96]. - The company has not engaged in any stock-linked agreements during the fiscal year 2024[130]. - The company has not conducted any related party transactions that require independent shareholder approval under the Listing Rules during the fiscal year 2024[122]. - There are no known tax exemptions or reliefs enjoyed by shareholders due to their holdings in the company's securities[124]. - The company has appropriate insurance arrangements for liabilities arising from legal actions against directors and senior management during the fiscal year 2024[125]. - The company has not purchased, sold, or redeemed any of its listed securities during the fiscal year 2024[139]. - The company has no other disclosures regarding interests or short positions held by directors or senior management in the company's shares or related securities as of December 31, 2024[115]. - The largest customer contributed approximately 41.1% to total revenue, with the top five customers accounting for around 77.7%[131]. - In the fiscal year 2024, the largest supplier accounted for approximately 9.7% of total procurement, while the top five suppliers represented about 40.0%[131].
FSM HOLDINGS(01721) - 2024 - 年度财报