新华联合投资(08159) - 2025 - 年度财报

Corporate Information The report details core company information including board members, committee structures, registered office, principal bankers, and auditors - The report provides comprehensive corporate information, including the Board of Directors, various committee compositions, registered office, principal bankers, and auditors[12][13][15] Chairman's Statement The Chairman's statement reviews performance, strategic adjustments, and future initiatives amidst market challenges Annual Performance Overview (As of March 31) | Indicator | FY2025 (12 months) | FY2024 (15 months) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Total Revenue | approximately HK$164.9 million | approximately HK$208.6 million | -20.9% | | Electronic Business Revenue | approximately HK$163.6 million | approximately HK$206.4 million | -20.7% | | Architectural Design Business Revenue | approximately HK$1.3 million | approximately HK$2.2 million | -40.9% | - Despite a decrease in total revenue due to a shorter reporting period, the average monthly revenue remained stable compared to the previous fiscal year, indicating operational stability[19][21] - To address US export controls on high-performance AI chips, the Group plans to gradually exit the accelerated computing business and further focus on its Vietnam production base to meet overseas order demands[20][21] - To enhance business performance, the Group continues to invest in R&D for new energy storage and electric vehicle wiring harness applications in its electronic business, while actively exploring emerging markets like Southeast Asia and South America; in architectural design, it is collaborating with an AI R&D team to build an AI platform for architects to reduce costs and improve efficiency[24][25] Message from Lead Independent Director The Lead Independent Director addresses stock trading suspension, ongoing operations, and efforts to strengthen internal controls - During the reporting period, the company faced stock trading suspension (effective July 2, 2024) and a challenging operating environment, with the Board diligently fulfilling resumption guidance from the Stock Exchange and releasing all overdue financial results[32][33] - The company's principal businesses are electronic products and architectural design, having divested its financial services business in 2023; despite the share trading suspension, the Group's business operations continue in all material aspects[34][37] - To resolve audit issues causing financial report delays, the company engaged an independent professional consulting firm for a comprehensive review, aiming to identify root causes and strengthen the internal control framework to mitigate risks and enhance decision-making transparency and flexibility[42] Management Discussion and Analysis Management discusses business segments, financial performance, and strategic outlook, including operational adjustments Business Review The Group's primary businesses are electronics and architectural design, with plans to phase out accelerated computing due to export controls - The Group primarily engages in electronic business (connectors, wiring harnesses, etc.) and architectural design business[46] - Due to escalating US export control measures on high-performance AI chips, the Group plans to gradually terminate its accelerated computing business in the future[46][48] Financial Review Total turnover decreased by 20.9% to HK$164.9 million, gross profit fell 34.0%, and net loss attributable to owners widened to HK$57 million Financial Performance Summary (As of March 31) | Indicator | FY2025 (12 months) | FY2024 (15 months) | Change | | :--- | :--- | :--- | :--- | | Total Turnover | HK$164.9 million | HK$208.6 million | -20.9% | | Electronic Business Revenue | HK$163.6 million | HK$206.4 million | -20.7% | | Architectural Design Business Revenue | HK$1.3 million | HK$2.2 million | -40.9% | | Gross Profit | HK$13.4 million | HK$20.3 million | -34.0% | | Administrative Expenses | HK$55.0 million | HK$72.1 million | -23.7% | | Net Loss Attributable to Owners | HK$57.0 million | HK$0.693 million | Loss Widened | | Basic Loss Per Share | 8.10 HK cents | 0.10 HK cents | Loss Widened | Key Financial Position Indicators (As of March 31) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Net Current Assets | HK$41.8 million | HK$85.8 million | | Cash and Bank Balances | HK$26.3 million | HK$75.2 million | | Current Ratio | 1.34 | 1.53 | | Gearing Ratio | 1.79 | 1.35 | - The decrease in gross profit is primarily attributed to higher raw material procurement prices for the electronic business and the accelerated computing services business, which had a low gross profit margin of only 2.4%, dragging down the overall gross margin[55][59] Outlook The Group plans to diversify electronic business production in Vietnam and enhance architectural design services with lifestyle aesthetics consulting - The electronic business will achieve production and product diversification through new production facilities in Vietnam and expansion into new product lines like advanced semiconductors, addressing the impact of US-China technology decoupling[86][90] - The architectural design business will strengthen its "lifestyle aesthetics consulting service," which integrates interior design with the sale of self-branded electronic interior accessories, with initial R&D for electronic accessory design and production processes already underway[87][91] Biographical Details of Directors and Senior Management Detailed biographies of executive, non-executive, and independent non-executive directors, along with senior management, are provided - The report provides detailed biographies of executive directors, non-executive directors, independent non-executive directors, and senior management members, including their age, position, professional background, and industry experience[92][94][101] Directors' Report The Directors' Report covers key operational aspects, including supplier/customer concentration, dividend policy, and directors' shareholdings Major Suppliers and Customers The Group shows high dependency on its top five suppliers and customers, accounting for 57.8% of total purchases and 57.6% of total turnover Supplier and Customer Concentration | Category | Percentage | | :--- | :--- | | Largest Supplier | 28.3% | | Top Five Suppliers | 57.8% | | Largest Customer | 16.8% | | Top Five Customers | 57.6% | Results and Appropriations The Board does not recommend a final dividend for the year ended March 31, 2025, due to the unstable external business environment - The Board does not recommend a final dividend for the reporting period[139][146] Directors' Interests and Short Positions in Shares and Underlying Shares Chairman Mr. Wang Lifeng holds significant interests in the company's shares as of March 31, 2025, through controlled corporations and as a beneficial owner Directors' Shareholding Details (Mr. Wang Lifeng) | Capacity | Number of Shares Held (Long Position) | Percentage of Issued Share Capital | | :--- | :--- | :--- | | Interest in Controlled Corporation | 355,620,000 | 50.51% | | Beneficial Owner | 52,595,000 | 7.47% | Corporate Governance Report The Corporate Governance Report details the Board's composition and functions, along with its committees, ensuring compliance with governance principles The Board The Board comprises six directors: one executive, one non-executive (Chairman), and four independent non-executive directors, with no inter-relationships - The Board consists of six directors: one executive director, one non-executive director (Chairman), and four independent non-executive directors[223] - The company has not had a Chief Executive Officer since December 29, 2022, with daily operations managed by the executive director and senior management; the separation of Chairman and management functions complies with corporate governance codes[231][232][235] Audit Committee The Audit Committee, composed of four independent non-executive directors, reviews financial reports, assesses internal controls, and oversees external auditors - The Audit Committee is composed of four independent non-executive directors, with Ms. Yang Chen and Dr. Yan Ka Sing serving as co-chairpersons[236] Auditor's Remuneration | Service Type | FY2024/25 (HKD) | FY2023/24 (HKD) | | :--- | :--- | :--- | | Audit Services | 1,150,000 | 1,150,000 | Independent Auditor's Report The independent auditor issued an unmodified opinion on the consolidated financial statements, highlighting receivables valuation as a key audit matter - The auditor, BDO Limited, issued an unmodified opinion on the company's consolidated financial statements for the year ended March 31, 2025, affirming that the statements present a true and fair view of the Group's financial position, performance, and cash flows[287][288] - A key audit matter in the report is the "valuation of loans, trade and other receivables," as the assessment of Expected Credit Losses (ECL) involves significant management judgment and potential for management bias[291][294][296] Consolidated Financial Statements This section presents the Group's consolidated financial statements, including profit or loss, financial position, and cash flows Consolidated Statement of Profit or Loss and Other Comprehensive Income For the year ended March 31, 2025, the Group reported HK$164.9 million revenue, HK$13.37 million gross profit, and a net loss attributable to owners of HK$57.03 million Consolidated Income Statement Key Data (For the Year Ended March 31) | Indicator | FY2025 (12 months) | FY2024 (15 months) | | :--- | :--- | :--- | | Revenue | HK$164.9 million | HK$208.6 million | | Gross Profit | HK$13.37 million | HK$20.34 million | | (Loss)/Profit from Continuing Operations | (HK$57.08 million) | HK$4.09 million | | Loss for the Year/Period | (HK$57.08 million) | (HK$4.27 million) | | Loss Attributable to Owners of the Company | (HK$57.03 million) | (HK$0.69 million) | | Basic Loss Per Share (Continuing Operations) | (8.10) HK cents | 0.70 HK cents (Profit) | Consolidated Statement of Financial Position As of March 31, 2025, total assets were HK$217.6 million, total liabilities HK$139.6 million, and net assets HK$78 million, with cash significantly reduced Consolidated Statement of Financial Position Key Data (As of March 31) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Total Assets | HK$217.6 million | HK$317.9 million | | Non-Current Assets | HK$54.02 million | HK$70.96 million | | Current Assets | HK$163.6 million | HK$247.0 million | | Total Liabilities | HK$139.6 million | HK$182.7 million | | Current Liabilities | HK$121.8 million | HK$161.2 million | | Non-Current Liabilities | HK$17.84 million | HK$21.55 million | | Net Assets | HK$78.0 million | HK$135.2 million | | Cash and Cash Equivalents | HK$26.31 million | HK$75.20 million | Consolidated Statement of Cash Flows For the year ended March 31, 2025, the Group experienced a net cash outflow from operating activities of HK$59 million, resulting in a net decrease in cash of HK$48.87 million Cash Flow Statement Summary (For the Year Ended March 31) | Indicator | FY2025 (12 months) | FY2024 (15 months) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | (HK$58.95 million) | (HK$23.43 million) | | Net Cash Flow from Investing Activities | (HK$2.59 million) | HK$51.90 million | | Net Cash Flow from Financing Activities | HK$12.67 million | (HK$59.22 million) | | Net Decrease in Cash and Cash Equivalents | (HK$48.87 million) | (HK$30.76 million) | | Cash and Cash Equivalents at End of Period | HK$26.31 million | HK$75.20 million | Notes to the Consolidated Financial Statements These notes provide detailed explanations of accounting policies, key estimates, segment information, and specific financial statement line items Note 5: Revenue Total revenue for FY2025 was HK$164.9 million, primarily from connector product sales, with the US, Mainland China, and Japan as key markets FY2025 Revenue Breakdown (Million HKD) | By Business Type | Amount | By Geographical Market | Amount | | :--- | :--- | :--- | :--- | | Sales of Connector Products | 163.7 | United States | 55.1 | | Comprehensive Architectural Services | 1.3 | China | 54.6 | | Total | 164.9 | Japan | 29.4 | | | | South Korea | 14.9 | | | | Taiwan | 7.5 | | | | Others | 3.5 | | | | Total | 164.9 | Note 6: Segment Information In FY2025, the connector products segment generated HK$163.7 million revenue with HK$1.1 million profit, while architectural services had HK$1.3 million revenue and a HK$1.6 million loss FY2025 Segment Performance (Million HKD) | Segment | Revenue | Segment Result | | :--- | :--- | :--- | | Connector Products | 163.7 | 1.1 | | Comprehensive Architectural Services | 1.3 | (1.6) | Note 13: Discontinued Operations The Group divested its financial services business in 2023, which incurred a HK$8.36 million loss in the prior fiscal year and is classified as discontinued operations - The Group completed the disposal of its financial services business between March and October 2023, which incurred a HK$8.36 million loss in FY2024 (15 months)[672][673][679] Note 27: Trade and Other Receivables Net trade receivables increased slightly to HK$28.2 million as of March 31, 2025, with HK$2.85 million overdue by more than 180 days Trade Receivables Aging Analysis (Net) | Aging | 2025 (thousand HKD) | 2024 (thousand HKD) | | :--- | :--- | :--- | | 0-30 days | 14,607 | 23,606 | | 31-120 days | 10,012 | 3,150 | | 121-180 days | 722 | 100 | | Over 180 days | 2,853 | – | | Total | 28,194 | 26,856 |