Company Information This section provides essential corporate details, including board composition, key personnel, auditors, bankers, and registered business locations Board of Directors Composition The company's Board of Directors comprises three executive directors (including the Chairman) and three independent non-executive directors, ensuring a balance between management's execution and independent oversight - Executive Directors include Han Wei (Chairman), Au Tat On, and Wang Linbo5 - Independent Non-Executive Directors include Tang Yiu Kee, Cao Jiemin, and Leung Kwok Kit5 Company Secretary and Authorized Representatives Xu Xinying serves as the Company Secretary and Authorized Representative, with Au Tat On also acting as an Authorized Representative, responsible for corporate compliance and external affairs - The Company Secretary is Xu Xinying5 - Authorized Representatives are Au Tat On and Xu Xinying5 Auditor and Legal Advisor Zhongzhixin (Hong Kong) Certified Public Accountants Limited serves as the auditor, and Leung Ho Yin & Co. Solicitors LLP is the legal advisor, providing professional audit and legal support - The auditor is Zhongzhixin (Hong Kong) Certified Public Accountants Limited5 - The legal advisor is Leung Ho Yin & Co. Solicitors LLP5 Principal Bankers The company's principal bankers include Industrial and Commercial Bank of China (Asia) and CMB Wing Lung Bank, providing financial services support to the Group - Principal bankers are Industrial and Commercial Bank of China (Asia) and CMB Wing Lung Bank5 Registered and Principal Place of Business The company's registered office is in Bermuda, with its head office and principal place of business in China Resources Building, Wan Chai, Hong Kong, and share registrars in Bermuda and Hong Kong - The registered office is located at Clarendon House, Bermuda5 - The head office and principal place of business are located at Room 4303, 43/F, China Resources Building, 26 Harbour Road, Wan Chai, Hong Kong5 - The Hong Kong share registrar is Tricor Investor Services Limited5 Website and Stock Code The company's official website is http://www.736.com.hk, and its stock code is 736 - The company's website is http://www.736.com.hk[5](index=5&type=chunk) - The stock code is 7365 Board Letter This section provides an overview of the Group's operating results, business review, key internal controls, and financial outlook for the year ended March 31, 2025 Operating Results For the year ended March 31, 2025, the Group's turnover from continuing operations decreased by 19.37% to 53.53 million HKD, primarily due to lower rental income from investment properties, while net loss significantly narrowed to 65.71 million HKD, with basic loss per share of 24.6 HK cents, and administrative expenses decreased by 40.04% due to strict cost control 2025 Financial Year Operating Results Overview | Indicator | 2025 Financial Year (thousand HKD) | 2024 Financial Year (thousand HKD) | Year-on-Year Change (%) | | :--- | :--- | :--- | :--- | | Turnover | 53,530 | 66,390 | -19.37% | | Net Loss | (65,710) | (130,820) | -49.80% | | Basic Loss Per Share (HK cents) | (24.6) | (49.0) | -49.80% | | Administrative Expenses | (15,380) | (25,650) | -40.04% | | Finance Costs | (7,300) | (7,500) | -2.67% | - The loss is primarily attributable to expected credit losses of 93.41 million HKD on loans receivable and interest receivable from the money lending business, and a fair value loss on investment properties of 9.14 million HKD7 Business Review During the year, the Group's principal businesses were property investment and money lending; as of March 31, 2025, all 7,004 sqm of investment properties were leased, generating approximately 9.63 million HKD in rental income, and the money lending loan portfolio reached 684 million HKD with an average interest rate of 11%, yielding approximately 43.9 million HKD in interest income - The Group's principal business activities include property investment and money lending business8 Property Investment and Money Lending Business Overview | Business Type | 2025 Financial Year Key Data | | :--- | :--- | | Property Investment | | | Total Floor Area | 7,004 sqm (100% leased) | | Rental Income | 9,630,000 HKD | | Money Lending Business | | | Total Loan Portfolio | 684,000,000 HKD | | Average Interest Rate | 11% | | Interest Income | 43,900,000 HKD | Business Model The Group holds a money lender's license in Hong Kong and provides loans to corporations and individuals through its wholly-owned subsidiary, San Wing Group Limited, with interest income as its primary revenue source - The Group holds a money lender's license under the Money Lenders Ordinance, Chapter 163 of the Laws of Hong Kong10 - Through its wholly-owned subsidiary, San Wing Group Limited, the Group provides loans to corporations and individuals, earning interest income10 Key Internal Controls The Group has established stringent internal control procedures for its money lending business, covering credit risk assessment, approval, ongoing monitoring, and collection, to safeguard the interests of the company and its shareholders and ensure comprehensive risk management - The Group has adopted and adheres to a series of internal control procedures to regulate its money lending business, ensuring comprehensive risk management11 Credit Risk Assessment The business team conducts credit risk assessments on potential clients in accordance with applicable laws and regulations, reviewing their credit ratings, repayment ability, and financial standing, performing "Know Your Customer" procedures, identity verification, historical credit record checks, evaluating loan purpose and repayment plans, and engaging independent valuers to assess collateral value - The business team conducts credit risk assessments in accordance with applicable laws and regulations in Hong Kong and China, reviewing potential clients' credit ratings, credit risk, repayment ability, and financial standing11 - The assessment includes "Know Your Customer" procedures, identity verification, historical credit records, loan purpose, repayment plans, cash flow, balance sheet, income streams, etc12 - The finance department performs name screening to confirm related party relationships and engages independent valuers to assess asset/collateral value12 Business Team Formulates Preliminary Proposals Based on credit risk assessment results, the business team formulates key loan terms, including principal amount, interest rate, and tenor, and submits them to the accounting team for review to ensure the interest rate reflects the transaction's risk level - The business team formulates preliminary proposals based on credit risk assessment results, setting key loan terms (principal amount, interest rate, and tenor)14 - The determined interest rate should reflect the transaction's risk level and be subject to applicable legal restrictions15 Accounting Team Review The accounting team independently reviews loan applications and preliminary proposals, conducts size tests to ensure compliance with listing rules, and consults legal or financial advisors when necessary - The accounting team independently reviews loan applications and preliminary proposals, and conducts size tests16 - This ensures compliance with Listing Rules regarding notification and shareholder approval, and involves consulting legal or financial advisors when necessary16 Credit Approval Loan applications that pass the above procedures are submitted for final approval to the San Wing Board, the Company's Board, or shareholders, depending on the transaction size - Loan applications are submitted to the San Wing Board, the Company's Board, or shareholders for approval based on transaction size17 Ongoing Monitoring of Loan Recoverability and Collection The finance department reviews loan repayment records monthly, while management and the Board quarterly monitor loan recovery and recoverability, identify risks, and plan mitigation measures; in case of client default, overdue notices and demand letters are issued, and legal action may be taken - The finance department reviews loan repayment records monthly and verifies repayment amounts18 - San Wing management and the Board conduct quarterly reviews to monitor loan recovery and recoverability, identify potential risks, and plan mitigation measures18 - In case of client default, overdue notices and demand letters are issued, and legal action may be taken if necessary19 [Key Terms of Transactions, Customer Size and Diversity, Concentration
中国置业投资(00736) - 2025 - 年度财报