Financial Performance - The Group recorded a revenue decrease of approximately HK$267.7 million, or 30.6%, from approximately HK$876.2 million in FY2024 to approximately HK$608.5 million in FY2025[12]. - The Group achieved a profit of approximately HK$5.4 million in FY2025, compared to a loss of HK$15.2 million in FY2024[13]. - Revenue from MVAC system projects contributed 73.4% of total revenue, while low voltage electrical system projects contributed 26.6%[12]. - The Group was awarded 5 MVAC system installation projects with a total contract sum of approximately HK$119.9 million in FY2025, down from HK$226.8 million in FY2024[15]. - The Group secured 3 low voltage electrical system installation projects with a total contract sum of approximately HK$121.2 million in FY2025, compared to none in FY2024[21]. - Revenue decreased by approximately HK$267.7 million, or 30.6%, from approximately HK$876.2 million for FY2024 to approximately HK$608.5 million for FY2025[35]. - Gross profit increased by approximately HK$16.7 million, or 102.5%, from approximately HK$16.3 million for FY2024 to approximately HK$33.0 million for FY2025[47]. - Gross profit margin increased by approximately 3.5 percentage points, from approximately 1.9% for FY2024 to approximately 5.4% for FY2025[47]. - Other income for FY2025 slightly decreased by approximately HK$0.2 million from approximately HK$3.5 million for FY2024 to approximately HK$3.3 million for FY2025[48]. - Finance costs decreased to approximately HK$1.2 million in FY2025 from HK$2.2 million in FY2024, primarily due to the repayment of bank borrowings[58]. - The Group's cash position improved, holding approximately HK$97.5 million in bank balance and cash as of March 31, 2025, compared to HK$44.6 million in FY2024[63]. - The current ratio increased to approximately 2.3 times as of March 31, 2025, up from 1.6 times in FY2024[64]. - The total number of employees decreased to 139 as of March 31, 2025, from 202 in 2024[90]. Strategic Focus and Market Position - The Group is focusing on targeted projects that align with market needs and implementing rigorous cost control measures to optimize operations[24]. - The Group is diversifying its portfolio by venturing into various types of E&M engineering services, including fire services systems and plumbing and drainage systems[25]. - The property market in Hong Kong is showing signs of steady improvement, indicating potential stabilization and recovery[23]. - The Group remains committed to adapting to market dynamics and seizing opportunities to ensure a sustainable future for the business[26]. - The Group is actively seeking opportunities to expand service capabilities beyond residential and commercial sectors[28]. - The Group's strategy includes strict cost control measures to optimize operations and enhance competitive advantages[28]. - The Group's confidence in achieving stable growth and delivering long-term value to shareholders is supported by its established reputation and customer satisfaction[28]. Corporate Governance and Board Structure - The Board did not recommend any final dividend for FY2025, consistent with FY2024[14]. - The Board currently consists of seven Directors, including three executive Directors and three independent non-executive Directors[108]. - All Directors participated in continuous professional development to ensure their contributions remain informed and relevant[110]. - The independent non-executive directors are appointed for a specific term and are subject to retirement by rotation at least once every three years[121]. - The Company has a Board Diversity Policy aimed at ensuring a balance of skills, experience, and diversity of perspectives to support business strategy execution[128]. - As of the date of the report, the Board comprised six male directors and one female director, with a male to female gender ratio in the workforce of 11.6:1[130]. - The management is responsible for implementing strategies established by the Board and reporting on the Group's operations regularly[124]. - All directors have independent access to senior management and can seek independent professional advice at the Group's expense[125]. - The Chairman and Chief Executive Officer roles are held separately to ensure independence and accountability[116]. - The Company has provided monthly updates on the Group's performance and financial position to all directors[125]. - The Board has reviewed the implementation and effectiveness of the Board Diversity Policy and found it to be effective during the year[131]. - The Board held four meetings during the Year, with all directors given the opportunity to propose agenda items and sufficient time to review documents[140]. - The attendance record for the Board meetings shows full attendance from executive directors, with Mr. Yu Cheung Choy, Mr. Lau Man Ching, and Mr. Yu Ho Chi attending all four meetings[142]. - The Nomination Committee consists of three independent non-executive directors and one non-executive director, ensuring a diverse selection process for Board appointments[152]. - The Company will review its Board structure and diversity policy at least annually to ensure compliance with relevant Listing Rules[144]. - The Board has established mechanisms to obtain independent opinions, including engaging legal teams or other professionals as needed[134]. - The Company held one general meeting during the Year, specifically the 2024 annual general meeting on August 29, 2024[146]. - The Company has arranged appropriate insurance coverage for its directors against relevant legal actions[145]. - The Board will continue to monitor the implementation and effectiveness of its diversity policy on an annual basis[138]. - The Nomination Committee held two meetings during the year, with all members attending both sessions[164]. - The committee assessed the independence of independent non-executive Directors and considered the re-election of Directors[166]. - A review of the structure, size, and diversity of the Board was conducted, including the nomination of a female candidate for non-executive Director[166]. Audit and Remuneration - The Remuneration Committee consists of three independent non-executive Directors and is responsible for recommending remuneration policies for all Directors and senior management[167]. - The Remuneration Committee reviews and approves management's remuneration proposals in line with the Board's corporate goals and objectives[168]. - The Remuneration Committee held two meetings during the Year[169]. - Senior management's remuneration for the Year included 2 individuals earning between HK$1,000,001 to HK$1,500,000 and 1 individual earning between HK$1,500,001 to HK$2,000,000[173]. - The Audit Committee also held two meetings during the Year[179]. - The Audit Committee reviewed the Group's annual financial statements for the year ended 31 March 2024 and interim financial statements for the six months ended 30 September 2024[181]. - The accounts for the Year were audited by Deloitte Touche Tohmatsu, with their term expiring at the conclusion of the 2025 AGM[181]. - The Audit Committee recommended the re-appointment of Deloitte Touche Tohmatsu as auditor at the 2025 AGM[181]. - The corporate governance functions are performed by the Board to ensure compliance with the CG Code and other legal requirements[183]. - The Board reviewed the training and continuous professional development of Directors during the Year[185]. - The remuneration paid/payable to the Company's auditor is detailed in the financial statements[186]. - The total fees paid/payable for audit services amounted to HK$1,750,000, with HK$1,488,000 for the audit of consolidated financial statements and HK$262,000 for the review of condensed consolidated financial statements[188]. - Non-audit services, primarily including tax compliance services and internal controls review, accounted for HK$227,000, bringing the total fees to HK$1,977,000[191]. Shareholder Communication - The Company emphasizes effective communication with shareholders to enhance investor relations and ensure transparency in corporate information[193]. - The Shareholders' Communication Policy has been reviewed and deemed effectively implemented during the year[199]. - The Company maintains a website for public access to financial information, corporate governance practices, and updates[194]. - The annual general meeting provides a platform for communication between the Board and shareholders, with key committee chairs available to answer questions[200]. - The Company recognizes the importance of timely disclosure of corporate information to aid shareholders in making informed investment decisions[193]. - Media interviews are conducted regularly to facilitate communication between the Company, shareholders, and the investment community[194].
顺兴集团控股(01637) - 2025 - 年度财报