Financial Performance - For the fiscal year ending March 31, 2022, the group's revenue was HKD 2.0203 billion, a decrease of 11.2% compared to HKD 2.2755 billion in the previous year[8]. - Net profit attributable to equity shareholders was HKD 209 million, down 56.5% from HKD 468 million in the previous year[8]. - The investment portfolio recorded a loss of HKD 43 million due to significant market volatility in the fourth quarter of the fiscal year[18]. - Retail sales in Hong Kong decreased by 11.1% during the fiscal year, attributed to the severe retail environment and COVID-19 restrictions[15]. - Taiwan achieved record profit growth of over 100% due to improved gross margins and effective cost control[15]. - In China, the group recorded a strong performance with total retail sales increasing by 43.3%, including a 10.6% increase in physical retail store sales and a 210.4% increase in online retail sales[15]. - The group reported a cash net amount of HKD 2.0452 billion, positioning itself to withstand the upcoming global economic recession and difficult retail environment[25]. - The group has a net cash position of HKD 2.045 billion, which is expected to help navigate the upcoming economic recession and challenging retail environment[70]. Market Conditions - The group remains pessimistic about the retail environment in Hong Kong due to ongoing uncertainties related to COVID-19 and economic factors[20]. - The group is closely monitoring the impact of the recent COVID-19 outbreak in Taiwan on its market performance[20]. - The business environment in China is expected to remain very challenging for the current fiscal year due to ongoing COVID-19 impacts[25]. - The group maintains a cautious outlook on the retail environment in Hong Kong, citing uncertainties from COVID-19, high inflation, rising interest rates, and high unemployment[69]. - Taiwan was the strongest performing market for the group this year, achieving record profits, but growth has been impacted by the Omicron variant outbreak since March 2022[69]. Shareholder Information - The proposed final dividend is HKD 0.27 per share, maintaining the total dividend at HKD 0.35 per share, which corresponds to an annual dividend yield of 8.75% based on the closing price of HKD 4.00 per share on March 31, 2022[9]. - The company plans to extend the current general mandate for share issuance and buyback at the upcoming annual general meeting[48]. - The company has no plans to issue new ordinary shares at this time[48]. - As of March 31, 2022, the total shares held by Sir Pan Tze Sing and Mr. Pan Kwan Tat amounted to 233,481,426 shares, representing 59.23% of the company's issued share capital[114]. - Mr. Pan Kwan Tat holds 83,000 shares personally, in addition to his beneficial interest in 233,464,065 shares held through a trust, totaling 233,547,065 shares or 59.25%[114]. - The major shareholders include Yu Gui Zhu with 233,481,426 shares (59.23%) and Dickson Investment Holding (PTC) Corporation with 233,464,065 shares (59.22%) as trustees[119]. Corporate Governance - The company adhered to the new corporate governance code principles throughout the fiscal year ending March 31, 2022, except for one provision due to the CEO's responsibilities being assumed by the group executive chairman[154]. - The company will continue to strengthen its corporate governance practices to ensure compliance with the new corporate governance code and align with the latest regulatory developments[161]. - The independent auditor, KPMG, is willing to accept reappointment at the upcoming annual general meeting[156]. - The board held four regular meetings and one annual general meeting during the fiscal year ending March 31, 2022[168]. - The company has a clear separation of roles between the Chairman and the CEO, with the current CEO being the Group Executive Chairman[181]. - The company has three independent non-executive directors, all of whom have confirmed their independence as of the fiscal year ending March 31, 2022[182]. Related Party Transactions - Independent non-executive directors confirmed that the related party transactions were conducted in the ordinary course of business and on normal commercial terms[146]. - The independent auditor confirmed that there were no findings suggesting that the continuing connected transactions were not approved by the board[149]. Employee and Compensation - The total employee cost, including director remuneration, amounted to HKD 279.9 million, compared to HKD 278.3 million in the previous year[93]. - The main purpose of the compensation policy is to align executive compensation with performance and corporate goals to retain key management[189]. - The total compensation for directors is detailed in the financial statements, with specific amounts to be presented for shareholder approval at the upcoming annual general meeting[190]. Strategic Partnerships and Agreements - The company signed a renewal agreement for footwear licensing with a maximum annual fee cap of HKD 4.725 million for the fiscal year ending March 31, 2022, and HKD 5.25 million for the fiscal year ending March 31, 2023, with actual fees paid being HKD 3.15 million, which is below the cap[130]. - The exclusive licensing agreement for apparel products has a maximum annual fee cap of HKD 13.162 million for the fiscal year ending March 31, 2022, and HKD 15.048 million for the fiscal year ending March 31, 2023, with actual fees paid being HKD 9.74 million, also below the cap[133]. - The exclusive distribution agreement for luxury products has a maximum annual fee cap of HKD 65.459 million for the fiscal year ending March 31, 2022, and HKD 13.637 million for the fiscal year ending March 31, 2023, with actual payments being HKD 33.836 million, which is below the cap[134].
迪生创建(00113) - 2022 - 年度财报