亚洲富思(08413) - 2025 - 年度财报

Chairman's Report Chairman's Report Summary The Chairman reviewed the Group's performance, noting a 3.4% revenue growth despite an 8.6% retail sales decline, attributed to resilience and strong relationships - The Group has operated its food and beverage grocery distribution business under the 'Hung Fat Ho' brand in Hong Kong for over 40 years, serving restaurants, hotels, food processors, and wholesalers[8] - Despite a macroeconomic environment where Hong Kong's total retail sales value decreased by approximately 8.6% year-on-year, the Group's revenue for the year ended March 31, 2025, still recorded an approximate 3.4% growth[8] - The Group's competitive advantages stem from strong relationships with suppliers and manufacturers, market familiarity, a long-standing reputation, and an experienced team capable of quickly responding to changes in customer preferences[8] Management Discussion and Analysis Business Review and Outlook The Group achieved a modest 3.4% revenue growth to HK$303 million despite economic challenges, planning to enhance marketing, develop high-margin products, and improve operational efficiency - Despite multiple challenges including persistent northbound consumption trends, labor shortages, rising operating costs, and a subdued local catering industry, the Group's annual revenue still recorded a modest growth of approximately 3.4%[22] Annual Revenue Performance | Financial Year | Revenue (HK$) | Year-on-Year Growth | | :--- | :--- | :--- | | As of March 31, 2025 | Approx. 302,544,000 | 3.4% | | As of March 31, 2024 | Approx. 292,476,000 | - | - Future strategic priorities include strengthening marketing to solidify market share, accelerating the development of high-margin specialty products, exploring opportunities to enhance operational efficiency, and closely monitoring market trends to identify niche markets and strategic partners[22] Financial Review Total revenue grew 3.4% to HK$302.5 million, gross profit increased 8.0% to HK$71.41 million, but profit attributable to owners decreased to HK$1.06 million due to a subsidiary disposal loss and higher administrative expenses Revenue Analysis Total revenue grew 3.4%, primarily driven by a 10.0% increase in Household and Grain Products, while Packaged Food and Dairy Products sales declined Revenue Breakdown by Product Category (HK$ Thousand) | Product Category | FY2025 (HK$ Thousand) | FY2024 (HK$ Thousand) | Change Percentage | | :--- | :--- | :--- | :--- | | Household and Grain Products | 95,842 | 87,142 | 10.0% | | Packaged Food | 58,404 | 59,862 | -2.4% | | Sauces and Condiments | 62,592 | 60,893 | 2.8% | | Dairy Products and Eggs | 34,284 | 35,357 | -3.0% | | Beverages and Alcoholic Drinks | 26,180 | 24,974 | 4.8% | | Kitchen and Hygiene Products | 25,242 | 24,248 | 4.1% | | Total | 302,544 | 292,476 | 3.4% | - Household and Grain Products, Packaged Food, and Sauces and Condiments are the primary revenue sources, collectively accounting for 71.7% of total revenue[25] Gross Profit and Gross Margin Gross profit increased 8.0% to HK$71.41 million, with gross margin rising from 22.6% to 23.6%, driven by tourism recovery, customer expansion, and lower procurement costs Gross Profit and Gross Margin Performance | Metric | FY2025 (HK$ Thousand) | FY2024 (HK$ Thousand) | Change | | :--- | :--- | :--- | :--- | | Gross Profit (HK$ Thousand) | 71,406 | 66,113 | +8.0% | | Gross Margin | 23.6% | 22.6% | +1.0 ppt | Other Income, Losses and Expenses Net other losses of HK$3.74 million were recorded, mainly from a subsidiary disposal, while administrative expenses increased to HK$33.99 million due to higher emoluments and depreciation - Other income slightly decreased from HK$4.8 million to HK$4.56 million, primarily due to reduced handling fee income[31] - A net other loss of approximately HK$3.74 million was recorded, mainly comprising a loss of approximately HK$3.33 million from the disposal of a subsidiary and a write-off of bad debts of approximately HK$0.42 million[32] - Administrative expenses increased from HK$32.53 million to HK$33.99 million, primarily due to higher directors' emoluments and increased depreciation from new vehicles and warehouses[34] Profit Analysis Profit attributable to owners decreased to HK$1.061 million, primarily due to reduced handling fees, a subsidiary disposal loss, and increased emoluments and depreciation Profit Performance | Metric | FY2025 (HK$ Thousand) | FY2024 (HK$ Thousand) | | :--- | :--- | :--- | | Profit Attributable to Owners of the Company | 1,061 | 1,864 | Dividends The Board does not recommend any dividend payment for the year ended March 31, 2025, consistent with the prior year - The Directors do not recommend the payment of any dividend for the year ended March 31, 2025[39] Liquidity, Financial Resources and Capital Structure As of March 31, 2025, the Group's financial position was robust, with cash increasing to HK$61.45 million, current ratio improving to 4.8x, and gearing ratio decreasing to 4.8% Key Financial Position Indicators (as of March 31) | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Bank Balances and Cash (HK$ Thousand) | 61,449 | 47,606 | | Current Ratio | 4.8x | 4.4x | | Gearing Ratio | 4.8% | 13.8% | - Capital expenditure was approximately HK$2.36 million, primarily for acquiring vehicles to meet increased sales orders[49] - As of March 31, 2025, the Group employed 72 staff, with total staff costs amounting to approximately HK$29.16 million[55] Use of Proceeds from Listing The Group disclosed changes in the use of HK$48.5 million net listing proceeds, with HK$12.91 million remaining for catering, ERP, and marketing, expected to be fully utilized by December 2025 Use of Net Proceeds and Progress (HK$ Thousand) | Intended Use | Revised Allocation | Unutilized Amount as of Report Date | | :--- | :--- | :--- | | Developing catering services through restaurant expansion | 9,000 | 5,936 | | Upgrading Enterprise Resource Planning (ERP) system | 8,330 | 2,965 | | Conducting sales and marketing activities | 4,444 | 4,004 | | Total Unutilized | - | 12,905 | - Due to rising industrial building rents in Hong Kong, the original plan to lease two warehouses was adjusted to establish a new warehouse in Yau Tong, Kowloon[58] - The Group previously attempted to develop a catering business by opening a restaurant in Tsim Sha Tsui, but it was closed in March 2022 due to the pandemic, and the Group is still seeking development opportunities for this segment[61] Directors' Report Key Risks and Uncertainties The Group faces key business, economic, financial, and human resource risks, including customer retention, inventory management, macroeconomic changes, and talent retention - Business risks: Facing the risk of inability to retain key customers and inventory obsolescence[71] - Economic and political risks: Changes in the macroeconomic environment and government policies may affect the company's ability to execute its strategies[72] - Financial risks: Facing foreign currency, interest rate, credit, and liquidity risks in daily operations[73] - Human resource risks: Potential difficulty in retaining key management talent in a competitive market[74] Dividend Policy The company's dividend policy allows the Board discretion, considering financial performance and future plans, with no dividend recommended for the current year - The Board does not recommend the payment of a dividend for the year ended March 31, 2025[76] - Dividend decisions will consider factors including: financial performance, working capital requirements, capital expenditure, future expansion plans, retained earnings, liquidity, and economic conditions[77] Directors' and Major Shareholders' Interests in Shares As of March 31, 2025, Executive Directors Mr. Wong Siu Man and Mr. Wong Siu Wah, through Yuan Tian Investment Limited, collectively held 51.88% of the company's issued share capital Directors' Long Positions in the Company's Shares (as of March 31, 2025) | Director's Name | Capacity/Nature of Interest | Number of Shares | Approximate Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Mr. Wong Siu Man | Interest in controlled corporation | 602,800,000 | 51.88% | | Mr. Wong Siu Wah | Interest in controlled corporation | 602,800,000 | 51.88% | Major Shareholders' Long Positions in the Company's Shares (as of March 31, 2025) | Shareholder's Name/Name | Capacity/Nature of Interest | Number of Shares | Approximate Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Yuan Tian Investment Limited | Legal and beneficial owner | 602,800,000 | 51.88% | Share Option Scheme The company's 2017 share option scheme aims to incentivize eligible individuals, with no options granted or exercised in FY2025, and a maximum of 116.2 million shares available for issue - For the year ended March 31, 2025, no share options were granted, lapsed, cancelled, or exercised[112] - As of the date of this annual report, the number of shares available for issue under the share option scheme is 116,200,000 shares, representing 10% of the total issued shares[117] Corporate Governance Report Board Functions and Structure The Board provides overall leadership, strategy, and oversight, comprising three executive and three independent non-executive directors, with separate Chairman and CEO roles for governance - The company has complied with the Corporate Governance Code for the year ended March 31, 2025[131] - The Board comprises three executive directors and three independent non-executive directors, meeting the GEM Listing Rules' requirements for the number and professional qualifications of independent non-executive directors[138][139] - The roles of Chairman (Mr. Wong Siu Man) and Chief Executive Officer (Mr. Wong Siu Wah) are held by different individuals, with clearly defined responsibilities[142] Board Committees The Board has an Audit, Nomination, and Remuneration Committee, overseeing financial reporting, internal controls, risk management, Board structure, diversity, and executive remuneration policies - The Audit Committee comprises three independent non-executive directors, with the chairman possessing appropriate professional qualifications, and its primary responsibilities include monitoring financial statement integrity, reviewing internal control systems, and advising on external auditors[154] - The Nomination Committee, composed of three independent non-executive directors, is responsible for reviewing the Board's structure, size, composition, and diversity policy, and assessing the independence of independent non-executive directors[158] - The Remuneration Committee, consisting of three independent non-executive directors, is responsible for reviewing remuneration policies and determining the remuneration packages for directors and senior management[165] Risk Management and Internal Control The Board is responsible for internal controls, which were reviewed by an independent consultant and deemed effective, with key risks identified across strategic, operational, financial, and compliance areas - The Board has reviewed the Group's internal control system, including financial, operational, and legal compliance controls, and considers them effective and adequate[174][178] - This year, the Group engaged an independent third-party consultant to review the internal control system, and their optimization recommendations have been adopted[175] Identified Key Risks | Risk Category | Key Risks | | :--- | :--- | | Strategic Risk | Market competition | | Operational Risk | Employee commitment and satisfaction, warehouse operational disruptions | | Financial Risk | Customer credit risk, capital investment and returns | | Compliance Risk | Food safety regulations, changes in company and tax laws, etc. | Environmental, Social and Governance (ESG) Report Environmental Aspect The Group aims to reduce environmental impact, reporting 740.3 tonnes of CO2e emissions, with a 5% reduction target for Scope 1 and 2 intensity by 2028, while packaging material usage increased Greenhouse Gas Emissions (tonnes of CO2 equivalent) | Greenhouse Gas Emissions | 2025 (tonnes CO2e) | 2024 (tonnes CO2e) | | :--- | :--- | :--- | | Scope 1 Emissions | 66.5 | 86.3 | | Scope 2 Emissions | 235.9 | 212.3 | | Scope 3 Emissions | 437.9 | 0.3 | | Total Emissions | 740.3 | 298.9 | - The Group has set a target to reduce Scope 1 and Scope 2 greenhouse gas emission intensity by 5% by 2028, compared to the 2023 baseline year[220] Resource Consumption | Resource Type | 2025 | 2024 | | :--- | :--- | :--- | | Total Energy Consumption (MWh equivalent) | 634.94 | 970.43 | | Total Water Consumption (cubic meters) | 311.0 | 221.5 | | Total Packaging Material (tonnes) | 205.1 | 153.3 | Social Aspect The Group fosters a harmonious work environment for its 72 employees, with a 24% turnover rate, zero work-related fatalities, and prioritizes local suppliers, while actively engaging in anti-corruption and community investment - As of the end of the reporting period, the Group had a total of 72 employees, with an annual total employee turnover rate of 24%[244][247] - Over the past three years (including the reporting period), the Group has had no work-related fatalities and zero lost workdays due to occupational injuries[252][253] - The Group has 206 suppliers, of which 94% (194) are located in Hong Kong, aiming to reduce carbon emissions and transportation costs[258][274] - During the reporting period, the Group found no violations or legal cases related to corruption, fraud, money laundering, or bribery, and provided 5 hours of anti-corruption training for directors and employees[266] Independent Auditor's Report Independent Auditor's Report Summary Evergreen (Hong Kong) CPA Limited issued an unqualified opinion on the Group's consolidated financial statements, highlighting inventory valuation and trade receivables impairment as key audit matters - The auditor believes that the consolidated financial statements present a true and fair view of the Group's financial position, performance, and cash flows in accordance with Hong Kong Financial Reporting Standards[277] - Key audit matters are: - Inventory Valuation: Valuation involves significant estimates due to the perishable nature and expiry risk of inventory[281][282] - Impairment Assessment of Trade Receivables: The measurement of expected credit losses for significant trade receivables involves material judgments and assumptions[284] Consolidated Financial Statements Consolidated Statement of Profit or Loss and Other Comprehensive Income For FY2025, revenue grew 3.4% to HK$302.5 million, gross profit increased 8.0% to HK$71.41 million, but profit and total comprehensive income decreased to HK$1.061 million Consolidated Statement of Profit or Loss Summary (for the year ended March 31, HK$ Thousand) | Item | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Revenue | 302,544 | 292,476 | | Gross Profit | 71,406 | 66,113 | | Operating Profit | 2,550 | 2,757 | | Profit Before Tax | 2,017 | 1,878 | | Profit and Total Comprehensive Income for the Year | 1,061 | 1,864 | Consolidated Statement of Financial Position As of March 31, 2025, total assets were HK$125.1 million, total liabilities HK$25.2 million, and total equity increased to HK$99.93 million, reflecting improved liquidity Consolidated Statement of Financial Position Summary (as of March 31, HK$ Thousand) | Item | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Assets | | | | Non-current assets | 7,681 | 16,554 | | Current assets | 117,452 | 115,750 | | Total Assets | 125,133 | 132,304 | | Equity and Liabilities | | | | Total Equity | 99,932 | 98,871 | | Non-current liabilities | 745 | 6,839 | | Current liabilities | 24,456 | 26,594 | | Total Equity and Liabilities | 125,133 | 132,304 | Consolidated Statement of Cash Flows Net cash from operating activities increased to HK$23.94 million, while investing and financing activities resulted in net outflows of HK$2.78 million and HK$7.36 million, respectively, with year-end cash at HK$60.87 million Consolidated Statement of Cash Flows Summary (for the year ended March 31, HK$ Thousand) | Item | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Net cash from operating activities | 23,942 | 19,514 | | Net cash used in investing activities | (2,783) | (419) | | Net cash used in financing activities | (7,361) | (7,046) | | Net increase in cash and cash equivalents | 13,843 | 12,049 | | Cash and cash equivalents at beginning of year | 47,030 | 34,981 | | Cash and cash equivalents at end of year | 60,873 | 47,030 | Five-Year Financial Summary Five-Year Financial Summary The report summarizes five-year financial data, showing revenue growth from HK$228 million to HK$303 million, a return to profitability in FY2024, and stable total equity Five-Year Results Summary (for the year ended March 31, HK$ Thousand) | Item | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | 2023 (HK$ Thousand) | 2022 (HK$ Thousand) | 2021 (HK$ Thousand) | | :--- | :--- | :--- | :--- | :--- | :--- | | Revenue | 302,544 | 292,476 | 286,244 | 241,372 | 227,709 | | Profit/(Loss) Before Tax | 2,017 | 1,878 | (3,940) | (1,538) | (14,376) | | Profit/(Loss) for the Year | 1,061 | 1,864 | (4,408) | (2,137) | (14,618) | Five-Year Assets and Liabilities Summary (as of March 31, HK$ Thousand) | Item | 2025 (HK$ Thousand) | 2024 (HK$ Thousand) | 2023 (HK$ Thousand) | 2022 (HK$ Thousand) | 2021 (HK$ Thousand) | | :--- | :--- | :--- | :--- | :--- | :--- | | Total Assets | 125,133 | 132,304 | 135,604 | 123,163 | 124,063 | | Total Liabilities | 25,201 | 33,433 | 38,597 | 21,748 | 20,511 | | Total Equity | 99,932 | 98,871 | 97,007 | 101,415 | 103,552 |