Financial Performance - For the fiscal year ending July 31, 2025, the group's revenue decreased by approximately 0.7% to about SGD 12,229,000 from SGD 12,315,000 for the previous year[9]. - Gross profit fell by approximately 32.5% to about SGD 2,036,000 from SGD 3,016,000 in the prior year, primarily due to increased resource allocation to corporate development and training services[9]. - The group recorded a net loss of approximately SGD 1,130,000 for the fiscal year ending July 31, 2025, compared to a loss of about SGD 3,270,000 in the previous year, mainly due to fair value changes in financial assets[9]. - Revenue from manpower outsourcing services decreased from approximately SGD 12,257,000 to about SGD 8,881,000, with a significant decline in the hotel and resort sector by about 21.3%[13]. - Revenue from corporate development and training services contributed approximately SGD 3,287,000, marking a new revenue stream for the group[10]. - The manpower recruitment service revenue slightly increased to about SGD 61,000 from SGD 58,000, driven by higher demand for foreign labor[14]. - Other income decreased by approximately SGD 261,000 or 49.1% from SGD 532,000 for the year ended July 31, 2024, to approximately SGD 271,000 for the year ended July 31, 2025[17]. - The net other income and losses increased significantly to approximately SGD 1,612,000 for the year ended July 31, 2025, compared to approximately SGD 108,000 for the year ended July 31, 2024[18]. - Administrative expenses decreased by approximately SGD 378,000 from SGD 4,424,000 for the year ended July 31, 2024, to approximately SGD 4,046,000 for the year ended July 31, 2025[19]. - Other operating expenses increased by approximately SGD 248,000 from SGD 258,000 for the year ended July 31, 2024, to approximately SGD 506,000 for the year ended July 31, 2025[20]. - Financing costs decreased by approximately SGD 111,000 or 55.8% from SGD 199,000 for the year ended July 31, 2024, to SGD 88,000 for the year ended July 31, 2025[21]. - The company's loss for the year ended July 31, 2025, was approximately SGD 1,130,000, a reduction from a loss of approximately SGD 3,270,000 for the year ended July 31, 2024[22]. - The total assets as of July 31, 2025, were approximately SGD 7,473,000, compared to SGD 7,270,000 as of July 31, 2024, with a total liabilities of approximately SGD 5,681,000[26]. - Cash and cash equivalents decreased by approximately SGD 3,513,000 from SGD 4,154,000 as of July 31, 2024, to approximately SGD 641,000 as of July 31, 2025[27]. Business Strategy and Development - The group expanded its service offerings by launching corporate development and training services in Hong Kong during the fiscal year[8]. - The group continues to focus on developing business opportunities with existing and potential clients in Singapore and Hong Kong[8]. - The company is reviewing its business strategy to explore opportunities for expanding the types of manpower solutions offered[8]. - The company aims to deepen relationships with existing clients and explore new business opportunities to enhance market competitiveness and shareholder value[50]. Corporate Governance - The company has adopted a code of conduct for directors' securities trading, ensuring compliance with GEM Listing Rules[63]. - The board is responsible for the overall management of the group, focusing on strategic direction and enhancing shareholder value[64]. - The company aims to maintain high levels of corporate governance to foster accountability and integrity, ensuring sustainable business development[61]. - The current structure of the board, with sufficient independent non-executive directors, ensures a balance of power and responsibilities between the board and management[62]. - The board has a commitment to reviewing and monitoring compliance with legal and regulatory requirements[64]. - The company has established policies and practices for corporate governance based on the GEM Listing Rules[61]. - The board consists of four directors, including one executive director and three independent non-executive directors[68]. - The company held seven board meetings during the fiscal year ending July 31, 2025[72]. - All independent non-executive directors confirmed their independence according to GEM Listing Rules[69]. - The board is committed to maintaining a balanced composition to ensure strong independent judgment[67]. - The company has established internal policies to ensure independent viewpoints are obtained for board decisions[71]. - The board's effectiveness in governance policies was reviewed and deemed satisfactory[66]. - The company’s annual general meeting is scheduled for December 30, 2024[72]. - The nomination committee evaluates the independence of all independent non-executive directors annually[70]. - Directors are required to abstain from voting on transactions where they have a significant interest[76]. - The board has mechanisms in place to ensure timely access to information and independent professional advice[70]. - The board of directors has established a diversity policy, considering factors such as gender, age, cultural background, and professional experience to enhance governance and performance[78]. - As of July 31, 2025, the board consists of four members, including one female director, demonstrating a commitment to gender diversity[78]. - The audit committee, formed on June 20, 2016, consists of three independent non-executive directors and has reviewed the consolidated financial statements for the year ending July 31, 2025, ensuring compliance with applicable accounting standards[83]. - The audit committee held three meetings during the year ending July 31, 2025, with all members attending all meetings[84]. - The remuneration committee, also established on June 20, 2016, includes three independent non-executive directors and one executive director, focusing on the remuneration policies for directors and senior management[86]. - All directors participated in training courses or seminars to enhance their knowledge and skills, ensuring compliance with GEM listing rules and corporate governance standards[79]. - The company actively seeks to increase the proportion of female board members as part of its long-term strategy for gender diversity[78]. - The board members are required to retire at least once every three years, with one-third of the board up for re-election at each annual general meeting[77]. - The company provides formal, comprehensive, and tailored induction training for new directors to ensure they understand the business and their responsibilities[79]. - The audit committee has not encountered any disagreements with the board regarding the selection and appointment of external auditors[85]. - The remuneration committee held two meetings during the year ending July 31, 2025, to consider and approve the compensation of directors and senior management[87]. - The company reviewed its financial statements for the half-year and full-year, focusing on compliance with accounting standards and GEM listing rules[88]. - The remuneration of senior management members (excluding directors) for the year ending July 31, 2025, is detailed in the financial statements, with 1 individual earning up to HKD 1,000,000, 2 individuals earning between HKD 1,000,001 and HKD 2,000,000, and 2 individuals earning above HKD 2,000,001[101]. - The nomination committee, established on June 20, 2016, consists of three independent non-executive directors and two executive directors as of July 31, 2025[91]. - The nomination committee held two meetings during the year ending July 31, 2025, to consider and approve various matters related to board composition[92]. - The company has adopted a three-tier risk management approach to identify, assess, mitigate, and manage risks[102]. - The board is responsible for evaluating the nature and extent of risks the company is willing to take to achieve its strategic objectives[102]. - The company ensures that its risk management and internal control systems are appropriate and effective to avoid significant misstatements or losses[102]. - The nomination committee evaluates candidates based on qualifications, skills, experience, and diversity to enhance the current board's capabilities[99]. - The company regularly reviews and reassesses its nomination policy and its effectiveness[100]. - The company has engaged an independent internal control consultant to review its internal control system annually, with the next review scheduled for the fiscal year ending July 31, 2025[103]. - The external auditor, Long Cheng (Hong Kong) CPA Limited, received audit fees of SGD 90,431 for the fiscal year ending July 31, 2025, with no non-audit services provided[105]. - The board has adopted a dividend policy that balances shareholder expectations with prudent capital management, with no predetermined payout ratio currently in place[108]. - The company has a zero-tolerance policy towards bribery and corruption, with no confirmed public legal cases related to such issues for the fiscal year ending July 31, 2025[111]. - The company secretary, Ms. Tan Zhi Xin, has completed over 15 hours of relevant professional training as required by GEM Listing Rules by the fiscal year ending July 31, 2025[113]. - The company ensures compliance with the Securities and Futures Ordinance and GEM Listing Rules regarding the handling and disclosure of inside information[104]. - The board will review the need for an internal audit department annually, considering the effectiveness of the current internal control and risk management systems[103]. - The company provides channels for employees and clients to report any suspicious cases related to corruption, ensuring a commitment to ethical business practices[110]. - The company communicates with shareholders through annual general meetings and regular updates via quarterly, semi-annual, and annual reports[116]. - The company has no significant uncertainties regarding its ability to continue as a going concern as of the fiscal year ending July 31, 2025[107]. - The company has maintained effective communication with investors, reviewing the implementation of its shareholder communication policy for the year ending July 31, 2025, and found it effective[121]. Environmental, Social, and Governance (ESG) Initiatives - The company is committed to integrating environmental measures into its operations, focusing on energy conservation, waste reduction, and greenhouse gas emission reduction[126]. - The company has established an Environmental, Social, and Governance (ESG) working group led by department heads to promote sustainable business practices and monitor ESG-related data[123]. - The ESG report covers the company's operations in Singapore from August 1, 2024, to July 31, 2025, focusing on human resource outsourcing and recruitment services as the primary revenue sources[129]. - The company emphasizes the importance of stakeholder engagement in managing ESG issues and has conducted a survey to identify key ESG aspects[128]. - The company has set social goals that include respecting employee rights, promoting equal opportunities, and ensuring employee health and safety[126]. - The company is committed to providing a safe and healthy environment for employees and supporting local communities[128]. - The ESG report has been prepared in accordance with the Hong Kong Stock Exchange GEM Listing Rules, ensuring compliance with mandatory key performance indicators (KPIs)[130]. - The company regularly assesses the implementation progress of its ESG goals and makes necessary adjustments if progress is below expectations[128]. - The board of directors is responsible for overseeing the company's governance and overall ESG management approach, ensuring effective risk management and internal control systems[122]. - The company reported a total greenhouse gas emissions of 12.45 tons of CO2 equivalent for the fiscal year 2024/25, with a density of 0.19 tons of CO2 equivalent per employee[141]. - The company consumed 20,490 kWh of electricity and 30,000 sheets of paper during the reporting year[141]. - The total amount of non-hazardous waste generated was 0.08 tons, with a density of 1.21 kg per employee for the fiscal year 2024/25[142]. - The company has implemented occupational health and safety measures to monitor and continuously improve safety levels[138]. - The company has established clear policies to ensure compliance with laws regarding the prevention of child labor and forced labor[138]. - The company aims to maintain electricity consumption at past levels while increasing the proportion of clean energy in purchased electricity[141]. - The company has not reported any non-compliance incidents with environmental laws during the reporting year[139]. - The company encourages employees to use double-sided printing and has set up recycling points for glass, aluminum cans, metals, and plastics[144]. - The company is committed to responsible resource usage and has implemented various measures to promote energy efficiency[146]. - The company has no significant direct greenhouse gas emissions and aims to minimize its operational environmental impact[139]. - Total indirect energy consumption for the fiscal year 2024/25 is 73.76 GJ, resulting in an energy density of 1.12 GJ per employee[150]. - Total water consumption for the fiscal year 2024/25 is 46.9 cubic meters, with a density of 0.71 cubic meters per employee[152]. - The company aims to maintain energy and water consumption levels similar to previous years while implementing various conservation measures[149][151]. - The company has not reported any significant direct or major impacts on the environment and natural resources from its business activities[154]. - The company is committed to reducing greenhouse gas emissions through comprehensive environmental protection measures[156]. - The company has implemented a data privacy protection policy in compliance with personal data protection laws, ensuring sensitive data is handled with care[180]. - The company encourages employee participation in community activities, although such activities were limited due to the pandemic[185]. - The company is committed to sustainable business practices while fulfilling social responsibilities and conserving resources[186]. - The company regularly evaluates the quality and pricing of services from its suppliers, ensuring reliability and reputation[177]. - A data protection officer has been appointed to oversee compliance with data protection regulations and training for staff[182]. - The company will continue to publish environmental, social, and governance reports to monitor and review its performance[186]. - The company reported a total of 1,000 tons of hazardous waste generated, with a density of 0.5 tons per production unit[189]. - The total energy consumption was 500,000 kilowatt-hours, with a density of 0.2 kilowatt-hours per production unit[189]. - The company aims to reduce greenhouse gas emissions by 20% over the next five years[189]. - The total water consumption was 200,000 liters, with a density of 0.1 liters per production unit[189]. - The employee turnover rate was reported at 5% for the year, with a breakdown by gender and age group provided[192]. - The company has implemented occupational health and safety measures, resulting in zero fatalities over the past three years[192]. - The number of suppliers was reported at 150, with a focus on managing environmental and social risks[194]. - The percentage of products recalled due to safety and health reasons was 0.1% of total products sold[194]. Employee and Community Engagement - Total employee count is 66, with 27 males and 39 females[166]. - Employee turnover rate is 30%, with 55% for males and 0% for females[169]. - 65% of employees received training, with an average training duration of 2.7 hours per employee[175]. - The company has not recorded any work-related fatalities or serious injuries in the past three years[171]. - 43% of senior management received training, while 90% of general staff participated in training[175]. - The company provides health insurance covering outpatient and dental check-ups for all full-time employees[170]. - The company encourages work-life balance by implementing a five-day work week and various family-oriented employment measures[164]. - The company has a policy against workplace discrimination and harassment, ensuring equal opportunities for all employees[165]. - 114 hours of training were provided in total during the reporting year[173]. - The company has implemented ergonomic office equipment to enhance occupational health[170]. - The company has a zero-tolerance policy towards forced labor and child labor, with no serious violations reported during the fiscal year[176]. - The company actively engages in community investment by hiring local residents to support the local labor market[184]. - Customer feedback is taken seriously, with no complaints regarding service quality reported during the fiscal year[178]. - No confirmed legal cases related to bribery, extortion, fraud, or money laundering were reported during the fiscal year[183].
星亚控股(08293) - 2025 - 年度财报