Financial Performance - The company's revenue for the year ended December 31, 2022, was approximately $100.2 million, a decrease of about $1.1 million or 1.1% compared to approximately $101.3 million in the previous year[7]. - The net profit attributable to the company's owners for the year was approximately $572,000, translating to earnings per share of $0.16, down from a net profit of approximately $4.8 million or $1.37 per share in the previous year[5][7]. - The group's revenue from the UK electronic manufacturing services business for the year ended December 31, 2022, was approximately $72.3 million, a decrease of about $3.7 million or 4.8% compared to approximately $76 million in 2021[16]. - The cash and cash equivalents of the group as of December 31, 2022, were approximately $12.1 million, down from approximately $18.4 million as of December 31, 2021[20]. - The net current assets of the group as of December 31, 2022, were approximately $348 million, compared to $351 million in 2021[20]. - The group has no bank borrowings or financing commitments as of December 31, 2022[21]. - The board has decided not to declare any dividends for the year ended December 31, 2022[29]. - The company did not recommend the payment of any dividends for the year ended December 31, 2022, consistent with the previous year[52]. - The total remuneration for executive directors in 2022 was $48,000, with Feng Zhong Yun receiving $15,000 and Zhang Xue receiving $33,000[158]. Business Operations - The graphite business generated revenue of approximately $27.4 million, an increase of 14.8% compared to approximately $23.9 million in the previous year, primarily due to the easing of the COVID-19 pandemic[14]. - The company views its graphite business as a core growth area, with significant inventory in Madagascar and a fully operational production line[8]. - The company anticipates continued strong demand for delivery services in Hong Kong, driven by changes in consumer behavior due to the pandemic[12]. - The company has installed solar panels at Axiom facilities to mitigate rising energy costs and is renegotiating with customers to pass on some cost increases while maintaining competitiveness[13]. - The company has taken measures to mitigate the impact of COVID-19, including adjusting the construction schedule for the graphite production line in Madagascar[20]. - Supply chain issues are expected to persist throughout 2023 and most of 2024, but the impact on the business is considered limited[56]. Investments and Acquisitions - The company acquired a 9.87% equity interest in Scientific Energy, Inc. (SEI) through a share exchange agreement, involving the issuance of 250,250,000 new shares for 26 million shares of SEI, valued at approximately HKD 10.01 million[10]. - The company issued a total of 250,250,000 ordinary shares at a price of HKD 0.04 per share to exchange for 26,000,000 shares of SEI, valued at approximately USD 1,284,000[30]. - The company completed a share consolidation effective December 16, 2022, merging every twenty existing shares into one ordinary share[30]. - The group plans to invest in the latest capital equipment and R&D activities to further increase production capacity and expand service offerings[18]. Governance and Compliance - The company has maintained compliance with all corporate governance codes as of December 31, 2022, with two exceptions regarding the roles of the Chairman and CEO[35]. - The company has adopted corporate governance practices in compliance with the relevant listing rules throughout the year[99]. - The company has confirmed the independence of all independent non-executive directors as per the Hong Kong Stock Exchange Listing Rules[83]. - The board consists of five members, including two executive directors and three independent non-executive directors, ensuring a balanced composition for independent judgment[114]. - The company has not separated the roles of Chairman and CEO, believing that this structure provides stable and effective leadership[106]. - The board will continue to review and consider the separation of the chairman and CEO roles as appropriate[135]. - The company has established a whistleblowing policy to provide guidance and reporting channels for employees and third parties to report suspected misconduct[175]. - The board has adopted an anti-fraud and anti-corruption policy, emphasizing zero tolerance for fraud and corruption among employees and representatives[178]. Risk Management - The board has conducted an annual review of the effectiveness of the risk management and internal control systems, finding them appropriate and effective as of December 31, 2022[171]. - The company has adopted a three-tier risk management approach to identify, assess, and manage significant risks, with operational units responsible for the first line of defense[171]. - The company aims to mitigate major risks by covering multiple markets and industries, reducing the impact of economic downturns in any single country or region[55]. Employee and Stakeholder Engagement - The group employed 344 employees as of December 31, 2022, an increase from 310 in 2021[27]. - The company emphasizes a non-discriminatory hiring policy based on merit[138]. - The company provides ongoing professional development for all directors to ensure they are informed and can contribute effectively[131]. - The company is committed to maintaining ongoing dialogue with shareholders, particularly through annual and special general meetings, where directors will address shareholder inquiries[191]. - The company emphasizes effective communication with shareholders to enhance long-term value and ensure timely access to accurate public information[190]. Environmental, Social, and Governance (ESG) - The company’s environmental, social, and governance report covers activities and performance from January 1, 2022, to December 31, 2022, aligning with the fiscal year[197]. - The company has adopted a board diversity policy to ensure a balance of skills, experience, and perspectives among board members[137]. - The company has committed to sustainable growth and development, continuously reviewing and adjusting its business strategies to meet changing market conditions[110].
谊砾控股(00076) - 2022 - 年度财报