尝高美集团(08371) - 2025 - 年度财报

Company Information Company Information This section provides general information about the company Financial Highlights Financial Highlights The Group achieved robust performance growth in FY2025, with revenue increasing by 19.1% year-on-year to HKD 1.22 billion and profit for the year increasing by 2.8% year-on-year to HKD 93.16 million, reflecting steady expansion in business scale Five-Year Financial Summary (As at March 31) | Metric (Thousand HKD) | 2021 | 2022 | 2023 | 2024 | 2025 | | :--- | :--- | :--- | :--- | :--- | :--- | | Revenue | 379,023 | 568,056 | 747,517 | 1,023,946 | 1,219,605 | | Profit Before Tax | 24,758 | 27,339 | 76,076 | 108,303 | 111,158 | | Profit for the Year | 24,232 | 22,088 | 69,521 | 90,650 | 93,163 | | Total Assets | 446,204 | 506,013 | 688,549 | 835,154 | 876,757 | | Total Liabilities | (288,081) | (351,073) | (498,592) | (595,810) | (603,945) | | Net Assets | 158,123 | 154,940 | 189,957 | 239,344 | 272,812 | Chairman's Statement Chairman's Statement The Chairman's Statement highlights that Hong Kong's catering industry faces multiple structural challenges including northward consumption shifts, impact from food delivery platforms, competition from mainland brands, and rising costs, leading the Group to implement strategic reforms and digital transformation - Hong Kong's catering industry faces multiple pressures of weak demand, high costs, and intensified competition, constituting long-term structural challenges[8] - The Group actively addresses rising rental, food ingredient, and labor costs through measures such as scaled procurement, logistics optimization, and flexible talent management[9] - The Group's customer relationship management system membership has exceeded 190,000, enabling more effective understanding of customer needs and strengthening customer relationships through data analysis[9] - The Group will continue to deepen its brand diversification strategy, explore new market opportunities, and enhance operational efficiency through digital transformation[11] CEO's Report Business Review In FY2025, the Group actively expanded, opening 12 new restaurants, including its first entry into the Shenzhen market, and closing 1 underperforming restaurant, bringing the total number of restaurants to 66, while also acquiring the 'Tagano' trademark and achieving full ownership of its Chinese subsidiary - In FY2025, 12 new restaurants were opened, including 'Shi Li Xiang Hui' in Shenzhen Bay MixC, marking the Group's first entry into the Shenzhen market[14] Changes in Number of Restaurants (As at Report Date) | Region | March 31, 2024 | March 31, 2025 | Report Date | | :--- | :--- | :--- | :--- | | Hong Kong | 50 | 60 | 63 | | Mainland China | 5 | 6 | 6 | | Total | 55 | 66 | 69 | - The Group acquired the trademark for the Japanese ramen brand 'Tagano' and acquired the remaining 40% equity interest in its Chinese subsidiary for RMB 9 million, achieving full control[18] Restaurant Operations In FY2025, the Group's restaurants served a total of 5.23 million customers, a year-on-year increase of 26.4%, though average spending per customer decreased to HKD 233.2 due to an increased revenue contribution from lower-spending brands, with Japanese cuisine remaining the largest revenue source at 49.7% of total revenue - Total customer visits increased by 26.4% year-on-year to 5,230,386, but average spending per customer decreased to HKD 233.2[20] Key Operating Data by Cuisine Type for FY2025 | Cuisine Type | Revenue (Thousand HKD) | Customer Visits | Average Spending Per Customer (HKD) | Daily Average Table Turnover Rate | | :--- | :--- | :--- | :--- | :--- | | Southeast Asian | 104,561 | 675,633 | 154.8 | 2.5 | | Japanese | 606,740 | 2,593,787 | 233.9 | 2.4 | | Chinese | 459,296 | 1,776,937 | 258.5 | 2.3 | | Western | 48,119 | 184,029 | 261.5 | 3.3 | | Total | 1,218,716 | 5,230,386 | 233.0 | 2.4 | Financial Review Total revenue for FY2025 increased by 19.1% year-on-year to HKD 1.22 billion, primarily driven by new restaurant contributions, while net profit increased by 2.8% to HKD 93.16 million, with slight increases in raw material and staff costs as a percentage of revenue reflecting changes in the restaurant portfolio Revenue Breakdown by Cuisine Type | Cuisine Type | FY2025 Revenue (Thousand HKD) | Percentage of Total Revenue | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Southeast Asian | 104,561 | 8.6% | 41.5% | | Japanese | 606,740 | 49.7% | 17.3% | | Chinese | 459,296 | 37.7% | 22.4% | | Western | 48,119 | 3.9% | (13.9%) | | Total Revenue | 1,219,605 | 100.0% | 19.1% | Key Costs as Percentage of Revenue | Cost Item | FY2025 (%) | FY2024 (%) | | :--- | :--- | :--- | | Raw Materials and Consumables Used | 27.4% | 26.9% | | Staff Costs | 30.6% | 30.0% | | Depreciation of Right-of-Use Assets | 13.6% | 13.7% | | Property Rental and Related Expenses | 5.0% | 5.4% | - Net profit was approximately HKD 93.16 million, a year-on-year increase of 2.8%; profit attributable to owners of the Company was HKD 95.53 million, a year-on-year increase of 5.6%[27] Financial Resources and Position The Group's financial position is robust, with no bank borrowings as of March 31, 2025, and a net cash position, with cash and cash equivalents amounting to HKD 191 million, primarily denominated in HKD, and no significant foreign exchange risk anticipated in the next 12 months - As of March 31, 2025, the Group had no bank borrowings, and cash and cash equivalents amounted to HKD 190.9 million[28] - The Group is in a net cash position with no significant contingent liabilities[29][30] Dividend Policy and Distribution The Board recommends a final cash dividend of HKD 0.080 per share, bringing the full-year dividend payout ratio to 56%, which exceeds the company's policy guideline of not less than 50%, demonstrating its commitment to shareholder returns - A final cash dividend of HKD 0.080 per share is proposed, higher than the previous year's HKD 0.074[32] - The Company has adopted a policy of an annual dividend payout ratio of not less than 50% of profit attributable to shareholders, with the actual payout ratio for the current year being 56%[33] Future Outlook Facing global economic downturn pressures, the Group will continue to adhere to its core principle of 'value for money' by enhancing food quality and service, while actively seeking new potential restaurant locations in Hong Kong and mainland China to support future expansion - The key to the Group's success is providing a 'value for money' dining experience, and it will continue to improve food quality and service levels in the future[34] - The Group will continue to negotiate with mall landlords to identify new potential restaurant locations in Hong Kong and mainland China[34] Directors' and Senior Management's Biographies Directors' and Senior Management's Biographies This section provides biographical details of the company's directors and senior management Directors' Report Principal Activities and Results The Company, an investment holding entity, primarily operates full-service restaurants in Hong Kong, with its financial performance detailed in the consolidated financial statements, and the Board recommends a final cash dividend of HKD 0.080 per share, with distributable reserves amounting to HKD 87.062 million as of March 31, 2025 - The Company's principal activities are operating full-service restaurants and kiosks in Hong Kong[55] - The Board recommends a final cash dividend of HKD 0.080 per share[58] - As of March 31, 2025, the Company's distributable reserves amounted to HKD 87,062,000[59] Directors and Their Interests The report discloses the Board members and their service contracts, noting that Chairman Mr. Wong Ngai Shan and CEO Ms. Chan Wai Chun, as spouses, collectively hold 68.59% of the Company's equity through controlled corporations, making them controlling shareholders, with detailed interests of directors and major shareholders in shares and share options also provided Directors' Long Positions in Shares (As at March 31, 2025) | Name of Director | Capacity/Nature of Interest | Total Interests | Approximate Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Mr. Wong Ngai Shan | Interest in Controlled Corporation and Spouse's Interest | 260,302,000 | 68.59% | | Ms. Chan Wai Chun | Interest in Controlled Corporation and Spouse's Interest | 260,302,000 | 68.59% | | Mr. Yu Mang To | Beneficial Owner | 1,026,000 | 0.27% | - Controlling shareholders Mr. Wong Ngai Shan and Ms. Chan Wai Chun collectively hold 260,302,000 shares, representing 68.59% of the total share capital, through IKEAB Limited and Kam Wah Enterprises Limited[73][78][80] Share Option Scheme The Company adopted a 10-year share option scheme in 2017 to incentivize and retain eligible individuals, with 9,126,000 outstanding share options as of March 31, 2025, representing approximately 2.4% of the issued share capital, following the grant of 3,540,000 new options and the exercise of 804,000 options during the year - The Share Option Scheme aims to incentivize and reward eligible individuals such as directors, employees, and business partners who contribute to the Group[81] - As of March 31, 2025, there were 9,126,000 outstanding share options under the Share Option Scheme, representing approximately 2.4% of the issued share capital[87] Movements in Share Options During the Year | Item | Number of Shares | | :--- | :--- | | Outstanding as at April 1, 2024 | 6,390,000 | | Granted during the period | 3,540,000 | | Exercised during the period | (804,000) | | Lapsed during the period | – | | Outstanding as at March 31, 2025 | 9,126,000 | Other Disclosures During the reporting period, the Group had no significant connected transactions, and controlling shareholders complied with their non-competition undertaking, while the Company maintained a public float of not less than 25% as required by GEM Listing Rules, and its remuneration policy is linked to individual and company performance, supported by a large and diversified customer base and top five suppliers accounting for approximately 27% of operating costs - For the year ended March 31, 2025, the Group had no discloseable connected transactions[94] - The Company maintained a sufficient public float of not less than 25% as required by the GEM Listing Rules[99] - As of March 31, 2025, the Group had 1,646 employees, and its remuneration policy is linked to individual performance and company results[103] Corporate Governance Report Board and Governance Structure The Company is committed to maintaining a high level of corporate governance and complied with the Corporate Governance Code during the reporting year, with a six-member Board comprising two executive, one non-executive, and three independent non-executive directors, meeting Listing Rules requirements and ensuring a balance of power through the separation of Chairman and CEO roles - For the year ended March 31, 2025, the Company has consistently complied with the code provisions set out in the Corporate Governance Code[111] - The Board comprises six members, with three independent non-executive directors, constituting half of the Board members, in compliance with Listing Rules requirements[113][116] - The roles of Chairman (Mr. Wong Ngai Shan) and Chief Executive Officer (Ms. Chan Wai Chun) are separated, ensuring a balance of power and accountability[127] Board Committees The Company has established four Board committees—Remuneration, Audit, Nomination, and Compliance—each chaired by an independent non-executive director, which regularly convene to fulfill their duties, including reviewing remuneration policies, financial statements, director nominations, and compliance matters, with good meeting attendance during the reporting period - The Remuneration Committee comprises one executive director and three independent non-executive directors, responsible for reviewing the remuneration policies for directors and senior management[139][140] - The Audit Committee comprises three independent non-executive directors, responsible for reviewing financial statements and internal controls[143][144] - The Nomination Committee comprises three independent non-executive directors, responsible for making recommendations to the Board on director nominations and appointments[147][148] - The Compliance Committee comprises three independent non-executive directors, responsible for reviewing the Group's regulatory compliance procedures and systems[152][153] Risk Management, Internal Control and Others The Board oversees the effectiveness of risk management and internal control systems through annual reviews by the Audit Committee, covering financial, operational, and compliance controls, while the Company has established insider information handling procedures and adopted a standard code for directors' securities transactions, with Deloitte as the external auditor whose total audit and non-audit service fees amounted to HKD 2.7 million for the year, and maintains communication with shareholders through various channels - The Board, through the Audit Committee, reviewed the overall effectiveness of the Group's risk management and internal control systems, deeming them effective[155][156][158] - The Company has adopted the standard code of the GEM Listing Rules as the code of conduct for directors' securities transactions, and all directors have confirmed compliance[161] Auditor's Remuneration (For the year ended March 31, 2025) | Service Type | Amount (HKD) | | :--- | :--- | | Audit Services | 2,400,000 | | Non-Audit Services | 300,000 | | Total | 2,700,000 | Environmental, Social and Governance Report Environment The Group disclosed its environmental performance data, showing increased total greenhouse gas emissions and energy consumption with business expansion, but relatively stable emissions and energy intensity per operating day, while implementing waste management measures for food waste and used cooking oil, and adopting various energy-saving initiatives like energy-efficient lighting and electric vehicles to mitigate environmental impact, also addressing potential climate change risks to business operations Greenhouse Gas Emissions (Tonnes of CO2e) | Scope | FY2025 | FY2024 | | :--- | :--- | :--- | | Scope 1: Direct Emissions | 803.11 | 717.79 | | Scope 2: Indirect Emissions | 6,003.05 | 4,866.65 | | Total Emissions | 6,806.16 | 5,584.44 | Resource Consumption | Resource | Unit | FY2025 | FY2024 | | :--- | :--- | :--- | :--- | | Total Energy Consumption | kWh | 18,081,689 | 14,184,062 | | Total Water Consumption | Cubic Meters | 272,327 | 181,126 | - The Group has implemented various energy-saving measures, including using energy-efficient lighting in all restaurants and offices, turning off air conditioning and lights in certain areas during off-peak hours, and utilizing electric vehicles for all company cars[209][207] Society In terms of social responsibility, the Group emphasizes its role as an equal opportunity employer, committed to providing employees with competitive remuneration, incentive bonuses, and a positive working environment, with detailed employee data by gender, job level, age, and region, prioritizing employee health, safety, and career development through on-the-job training and external course subsidies, totaling 6,817.6 training hours in FY2025 Workforce Data (As at March 31, 2025) | Category | Breakdown | Number of Employees | Percentage of Total | | :--- | :--- | :--- | :--- | | By Gender | Female | 864 | 52.5% | | | Male | 782 | 47.5% | | By Employment Category | Senior Management | 73 | 4.4% | | | Middle Management | 207 | 12.6% | | | General Staff | 1,366 | 83.0% | | By Geographical Region | Hong Kong | 1,484 | 90.2% | | | Mainland China | 162 | 9.8% | | Total | | 1,646 | 100.0% | - The Group is an equal opportunity employer, tolerating no form of discrimination, and implements a performance-linked incentive bonus scheme to retain employees[211] Training Data for FY2025 | Category | Total Training Hours | Average Training Hours Per Employee | | :--- | :--- | :--- | | Total | 6,817.6 | 4.14 | Operating Practices The Group rigorously manages its supply chain, selecting suppliers based on strength, reputation, quality, and pricing, maintaining an approved list of over 300 key suppliers, while food safety and hygiene are central to operations with comprehensive quality control policies, and the Company strictly prohibits any form of commercial fraud and corruption, having donated approximately HKD 118,000 to charities and other organizations during the year - The Group maintains an approved list of over 300 key suppliers, selected and managed according to a strict set of standards to ensure stable supply and quality of ingredients[222][224] - Food safety and hygiene are the most critical factors in restaurant operations, and the Group has implemented quality control policies closely integrated with supplier selection and food preparation processes[228] - The Group strictly prohibits any form of commercial fraud, including corruption and deception, and has established internal control policies and reporting channels[231] - During the year, the Group made donations of approximately HKD 118,000 to charities and other organizations[234] Independent Auditor's Report Audit Opinion and Key Audit Matters Independent auditor Deloitte Touche Tohmatsu issued an unqualified opinion on the Group's consolidated financial statements for the year ended March 31, 2025, affirming that the statements fairly present the Group's financial position and performance, with a key audit matter identified as the impairment of property, plant and equipment and right-of-use assets related to loss-making restaurants, due to the significant management judgment involved in its assessment - The auditor believes that the consolidated financial statements fairly present, in all material respects, the consolidated financial position of the Group as of March 31, 2025, and its financial performance and cash flows for the year then ended[236] - A key audit matter is the impairment assessment of property, plant and equipment and right-of-use assets for loss-making restaurants, as it requires significant management judgment on future cash flows, growth rates, and discount rates[238][240] - Based on management's assessment, the total impairment loss recognized for property, plant and equipment and right-of-use assets for the year ended March 31, 2025, amounted to HKD 9,960,000[241] Consolidated Financial Statements Consolidated Statement of Profit or Loss and Other Comprehensive Income In FY2025, the Group's revenue was HKD 1.22 billion, a year-on-year increase of 19.1%, with profit before tax at HKD 111 million, up 2.6%, and profit for the year at HKD 93.16 million, up 2.8%, resulting in basic earnings per share of 25.2 HK cents Consolidated Statement of Profit or Loss Summary (For the year ended March 31) | Metric (Thousand HKD) | 2025 | 2024 | | :--- | :--- | :--- | | Revenue | 1,219,605 | 1,023,946 | | Profit Before Tax | 111,158 | 108,303 | | Profit for the Year | 93,163 | 90,650 | | Profit for the Year Attributable to Owners of the Company | 95,533 | 90,458 | | Basic Earnings Per Share (HK cents) | 25.2 | 23.9 | Consolidated Statement of Financial Position As of March 31, 2025, the Group's total assets were HKD 877 million, total liabilities were HKD 604 million, and net assets were HKD 273 million, representing a 13.8% increase from the previous year, with non-current assets primarily comprising right-of-use assets (HKD 418 million) and property, plant and equipment (HKD 162 million), and cash and cash equivalents within current assets amounting to HKD 191 million Consolidated Statement of Financial Position Summary (As at March 31) | Metric (Thousand HKD) | 2025 | 2024 | | :--- | :--- | :--- | | Assets | | | | Non-current Assets | 656,812 | 664,291 | | Current Assets | 219,945 | 170,863 | | Total Assets | 876,757 | 835,154 | | Liabilities and Equity | | | | Current Liabilities | 286,389 | 239,186 | | Non-current Liabilities | 317,556 | 356,624 | | Total Liabilities | 603,945 | 595,810 | | Net Assets | 272,812 | 239,344 | | Total Equity | 272,812 | 239,344 | Consolidated Statement of Cash Flows In FY2025, net cash generated from operating activities was HKD 349 million, a 16.3% year-on-year increase, demonstrating strong core business cash generation, while net cash outflow from investing activities was HKD 73.52 million, primarily for property, plant and equipment, and net cash outflow from financing activities was HKD 228 million, mainly for lease liability repayments and dividend payments, resulting in a net increase in cash and cash equivalents of HKD 48.16 million to HKD 191 million at year-end Consolidated Statement of Cash Flows Summary (For the year ended March 31) | Metric (Thousand HKD) | 2025 | 2024 | | :--- | :--- | :--- | | Net Cash Generated from Operating Activities | 349,478 | 300,476 | | Net Cash Used in Investing Activities | (73,524) | (96,717) | | Net Cash Used in Financing Activities | (227,790) | (178,795) | | Net Increase in Cash and Cash Equivalents | 48,164 | 24,964 | | Cash and Cash Equivalents at End of Year | 190,888 | 142,973 | Notes to the Consolidated Financial Statements (Selected) The notes to the financial statements provide detailed explanations of accounting policies, key estimates, segment information, and various assets and liabilities, with revenue primarily deriving from restaurant operations in Hong Kong and China, right-of-use assets and lease liabilities as significant balance sheet items reflecting the Group's leased properties, and comprehensive disclosures on the share option scheme and related party transactions Note 5. Revenue and Segment Information The Group's revenue primarily comes from restaurant operations, with Japanese cuisine being the largest contributor at 49.7% by type, and geographically, Hong Kong is the main market, contributing HKD 1.156 billion in revenue (94.8% of total), while mainland China contributed HKD 63.92 million, with the Hong Kong segment recording a profit of HKD 134 million and the China segment a loss of HKD 3.24 million Segment Results by Region for FY2025 | Region | External Sales Revenue (Thousand HKD) | Segment Profit (Loss) (Thousand HKD) | | :--- | :--- | :--- | | Hong Kong | 1,155,690 | 133,875 | | China | 63,915 | (3,238) | | Consolidated | 1,219,605 | 130,637 | Note 15. Right-of-Use Assets As of March 31, 2025, the Group's right-of-use assets had a carrying amount of HKD 418 million, primarily consisting of leased restaurant properties, with depreciation expense of HKD 165 million and an impairment loss of HKD 4.63 million recognized during the year, and the Group holds renewal options for 13 premises to enhance operational flexibility - As of March 31, 2025, the carrying amount of right-of-use assets was HKD 417,988,000, with depreciation expense for the year amounting to HKD 165,305,000[363] Note 38. Share-based Payment Transactions The Company has a share option scheme to incentivize eligible individuals, with 3,540,000 new share options granted on February 17, 2025, at an exercise price of HKD 1.58 per share, and as of March 31, 2025, there were 9,126,000 outstanding share options with a weighted average remaining contractual life of 7.03 years - On February 17, 2025, 3,540,000 new share options were granted with an exercise price of HKD 1.58, valid until 2035[450] - As of March 31, 2025, the total number of outstanding share options was 9,126,000[451]