Corporate Information The company experienced significant changes in its board and committee members, is registered in Bermuda with its principal place of business in Hong Kong, and its auditor is Evergreen (Hong Kong) CPA Limited - Frequent changes in board members included the resignation/retirement of executive directors Mr. Liu Xinchen, Mr. Zhou Yihong, Mr. Zhang Rujie, and the appointment of Mr. Zhu Jianhong; independent non-executive directors Mr. Man Wai Lun, Mr. Chow Chun Chuen, Mr. Chan Wing Ping, Ms. Wong Chun Lin retired, while Mr. Sin Ka Man, Ms. Leung Lai Na, Mr. Chan Yat Fan were appointed3568911 - Company Secretary Ms. Yan Wai Kam resigned on April 30, 2024, and Mr. Chow Chiu Ho was appointed on May 1, 202445 - The chairmen and members of the Audit Committee, Remuneration Committee, and Nomination Committee all experienced changes to comply with listing rule requirements78911 - The company's registered office is in Bermuda, its China headquarters is in Futian District, Shenzhen, and its principal place of business in Hong Kong is in Sheung Wan45 - The auditor is Evergreen (Hong Kong) CPA Limited1112 Management Discussion and Analysis This section reviews the Group's 2024 financial performance, liquidity, capital structure, and risks, noting a decline in revenue and a shift to net loss, significant board changes, and multiple stock trading suspensions - In FY2024, the Group recorded a net loss of approximately 23.3 million HKD, compared to a net profit of approximately 19.5 million HKD in 2023, primarily due to reduced cross-border trade in nutritional food and health products and increased impairment losses on trade receivables4248 - As of December 31, 2024, cash and bank balances totaled approximately 3.6 million HKD (2023: 24.3 million HKD), the current ratio decreased from 1.76 times to 1.25 times, and the gearing ratio increased from 37.0% to 52.1%43498390 - The Group's total borrowings increased to approximately 200.8 million HKD (2023: 153.3 million HKD), including loans from the ultimate holding company, bank and other borrowings, promissory notes, and corporate bonds5055 - During the reporting period, the company's stock trading was suspended and resumed multiple times due to changes in board members, delayed release of interim results, receipt of demand letters, and debt restructuring113115117118121123125126127128129132133 - The Group signed a strategic cooperation agreement with Shenzhen Yuanshijie Technology Co., Ltd. to explore the application of AI technology, data analysis, and software development in cross-border business, finance, and other fields106107108110 BUSINESS REVIEW The Group primarily operates cross-border business and provides finance lease and consulting services, with strict credit risk assessment and no repayment defaults in the reporting period - The Group primarily engages in providing cross-border business and finance lease and consulting services1317 - Cross-border business expanded since 2017 in S2B2C and B2C models, enhancing competitiveness through cross-border e-commerce platforms, bonded warehouses, customs declaration, warehousing, and logistics141819 - Finance lease business has been one of the Group's principal businesses since 2014, primarily in the form of direct finance leases and sale-and-leaseback arrangements15162021222628 - The finance lease business employs strict customer screening, due diligence, feasibility studies, verification, and credit risk assessment procedures; as of December 31, 2024, the cumulative impairment loss on finance lease receivables was zero HKD (2023: 12,000 HKD), with no record of repayment defaults25272933 - In 2024, the Group implemented strategic customized arrangements, including introducing new customers and suppliers, strengthening product lines and platforms, improving operations and reducing costs, and seeking new financing3034 FINANCIAL REVIEW The Group's revenue and gross profit significantly declined in FY2024, resulting in a net loss, primarily due to reduced cross-border business and increased impairment losses 2024 Revenue and Gross Profit Comparison | Indicator | 2024 (million HKD) | 2023 (million HKD) | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | 630.1 | 761.8 | -17.3% | | Cost of Sales | 599.3 | 711.6 | -15.8% | | Gross Profit | 30.9 | 50.2 | -38.5% | | Gross Margin | 4.9% | 6.6% | -1.7% | - A net loss of approximately 23.3 million HKD was recorded for the year, compared to a net profit of approximately 19.5 million HKD in 2023, mainly due to reduced cross-border trade in nutritional food and health products and increased impairment losses on trade receivables4248 - Administrative and other expenses decreased by 28.5% to approximately 8.8 million HKD, primarily due to reduced revenue and related operating costs3945 - Hong Kong subsidiaries are subject to a two-tiered profits tax system (8.25% on the first 2 million HKD, 16.5% on the remainder), while China subsidiaries are subject to a 25% tax rate40414647 LIQUIDITY, FINANCIAL RESOURCES AND CAPITAL STRUCTURE The Group's liquidity significantly deteriorated in 2024, with decreased cash and increased borrowings, facing multiple repayment demands and unsuccessful debt restructuring attempts Liquidity Indicators | Indicator | December 31, 2024 (million HKD) | December 31, 2023 (million HKD) | | :--- | :--- | :--- | | Cash and Bank Balances | 3.6 | 24.3 | | Current Ratio | 1.25 times | 1.76 times | Total Borrowings Composition | Borrowing Type | December 31, 2024 (million HKD) | December 31, 2023 (million HKD) | | :--- | :--- | :--- | | Loan from Ultimate Holding Company | 50.0 | 50.0 | | Bank and Other Borrowings | 6.6 | 17.8 | | Promissory Notes | 91.6 | 33.8 | | Corporate Bonds | 51.5 | 51.2 | | Lease Liabilities | 1.1 | 0.5 | | Total Borrowings | 200.8 | 153.3 | - On September 16, 2024, a demand letter was received from a promissory note holder requesting repayment of approximately 20.3 million HKD; on October 10, 2024, a statutory demand was received for 20,316,438 HKD, potentially leading to a winding-up petition6466676871[73](index=73&type=chunk
正乾金融控股(01152) - 2025 - 年度财报