Financial Performance - The group recorded revenue of approximately HKD 173 million for the year, a decrease from HKD 186 million in the previous year[7]. - The loss attributable to owners of the company was approximately HKD 11.798 million, compared to a loss of HKD 14.992 million in the previous year, with a basic loss per share of HKD 0.049[7]. - Administrative and other operating expenses were approximately HKD 8.213 million, down from HKD 9.016 million in the previous year[7]. - The net loss from fair value changes of financial assets recorded in profit or loss was approximately HKD 3.457 million, an improvement from a loss of HKD 5.546 million in the previous year[7]. - The company's revenue for the year ended December 31, 2022, was HKD 15,724,250, a significant decrease of 64.6% compared to HKD 44,394,813 in 2021[67]. - The pre-tax loss for the year was HKD (11,797,983), an improvement from the loss of HKD (14,991,938) in the previous year[67]. - Total assets as of December 31, 2022, were HKD 14,026,059, down from HKD 22,756,774 in 2021, representing a decline of 38.5%[68]. - Total liabilities increased to HKD (6,375,375) in 2022 from HKD (3,307,438) in 2021, marking a rise of 92.5%[68]. - The company's total equity decreased to HKD 7,650,684 in 2022 from HKD 19,449,336 in 2021, a decline of 60.7%[68]. - The company did not recommend any dividend for the year ended December 31, 2022, consistent with the previous year[63]. - As of December 31, 2022, the distributable reserves available for shareholders were zero, unchanged from 2021[64]. - The group faces foreign exchange risks due to transactions denominated in RMB and USD, with no current hedging policies in place[37]. Investment Strategy - The company's investment portfolio includes Tencent Holdings, Alibaba Group, and Meta Platforms, among others, indicating a diversified investment strategy[8]. - Dingli Capital has entered a strategic cooperation memorandum with a gold group to explore opportunities in mineral development and chain store business, indicating a focus on market expansion[14]. - The company will continue to seek and evaluate good investment opportunities to enrich its portfolio and maximize shareholder returns[47]. - The company did not have any major investments or capital asset agreements as of the report date, but will consider future investment opportunities[46]. Economic Outlook - The economic outlook remains uncertain, with expectations of continued volatility, but potential for growth as inflation stabilizes and government policies may shift towards easing[8]. - The management anticipates a challenging global economic environment in the near term and will adopt prudent measures to manage existing investments[47]. Corporate Governance - The board consists of two executive directors, two non-executive directors, and three independent non-executive directors as of December 31, 2022[115]. - The board is committed to maintaining a high level of corporate governance and has adopted the corporate governance code as per the listing rules[114]. - The company ensures that at least one independent non-executive director possesses appropriate professional qualifications or accounting knowledge[120]. - The independent non-executive directors do not receive performance-related equity remuneration to maintain their objectivity and independence[122]. - The board has established committees, including the audit committee, remuneration committee, and nomination committee, to oversee specific areas of the group's affairs[128]. - The nomination committee has the authority to seek independent professional advice when necessary[129]. - All directors are encouraged to participate in continuous professional development to enhance their knowledge and skills[117]. - The company has a mechanism in place to ensure independent viewpoints are obtained within the board[120]. - The board is responsible for the overall strategy development and monitoring of the company's financial performance[115]. - The company has adopted a nomination policy to ensure a balanced skill set, experience, and diversity within the board of directors[133]. - The nomination committee evaluates candidates based on multiple criteria, including character, qualifications, and willingness to commit time[133]. - The company has not made any changes to the board structure during the year[135]. - The remuneration committee reviews and recommends compensation policies for directors and senior management, considering individual performance and market practices[141]. - The audit committee monitors the integrity of the group's financial statements and reviews the effectiveness of financial controls and risk management systems[145]. - The audit committee held at least two meetings during the year with external auditors present[143]. - The company has established a remuneration policy that includes provisions for compensation arrangements related to termination or dismissal of directors[141]. - The nomination committee meets at least once a year and can convene additional meetings as necessary[132]. - The company ensures that no director participates in determining their own remuneration[141]. - The audit committee reviews the independence and objectivity of external auditors[145]. - The board of directors attended 100% of the annual general meeting and 100% of the board meetings, with all executive directors present at all meetings[147]. - Approximately 86% of the board members and 75% of total employees are male, indicating a need for further diversity initiatives[150]. - The company has adopted a board diversity policy, focusing on various aspects such as experience, skills, gender, and cultural background[150]. Risk Management - The company has faced significant risks and uncertainties, which are discussed in the management discussion and analysis section of the report[60]. - The board is responsible for ensuring the effectiveness of the internal control and risk management systems, which are designed to identify and manage risks[160]. - The company employs a business risk model for risk assessment, identifying strategic, operational, financial, and information risks, and prioritizing them based on qualitative and quantitative evaluations[164]. - The board believes that the existing internal control system is sufficient and effective in safeguarding the company's assets and preventing violations, thus protecting shareholders' interests[166]. - The company has implemented a whistleblowing policy to enhance internal fairness and control mechanisms, with no reported cases of misconduct for the year[153]. - The internal audit report found no significant deficiencies in the internal control system, which helps prevent unauthorized use of assets and ensures compliance with relevant laws and regulations[161]. - The audit plan for the next three years will be determined based on the results of the risk assessment and discussions with the audit committee[164]. - The board has set goals and policies to manage the financial risk exposure faced by the company, as detailed in the financial statements[167]. Environmental, Social, and Governance (ESG) - The company is committed to maintaining environmental and social standards, promoting sustainability through initiatives like paperless operations[38]. - The board is responsible for the company's environmental, social, and governance (ESG) risk management and internal control systems to ensure compliance with ESG strategies and reporting requirements[170]. - The company has established multiple channels for communication with shareholders, ensuring they receive comprehensive and understandable information regarding financial performance and strategic goals[177]. - The company emphasizes the importance of a robust environmental, social, and governance (ESG) framework for sustainability and ongoing development[197]. - The company aims to enhance data collection efforts to improve ESG performance and disclose more relevant information on sustainable development[197]. - The ESG report covers the operational scope in Hong Kong for the period from January 1, 2022, to December 31, 2022[191]. - The report is prepared in accordance with the Hong Kong Stock Exchange's ESG reporting guidelines, focusing on principles of materiality, quantification, balance, and consistency[192]. - The board reviewed and approved the ESG report on March 29, 2023, confirming its completeness and fairness[194]. - The company encourages stakeholder feedback regarding the ESG report and its performance in sustainable development[197]. - The board employs a risk-based management approach to assess and prioritize ESG-related issues[200]. - The company maintains regular communication with stakeholders through channels such as the annual general meeting[190]. - The company is committed to balancing shareholder interests with social responsibilities[197].
核心经济投资(00339) - 2022 - 年度财报