Financial Performance - The company reported a net profit attributable to shareholders of approximately HKD 153.8 million, an increase of 247.9% compared to HKD 44.2 million in 2020[7]. - Total revenue for the year was approximately HKD 95.7 million, a slight decrease from HKD 101.7 million in 2020, primarily due to a decline in revenue from healthcare-related products[13]. - The lending division generated sustainable interest income of approximately HKD 68.1 million, up from HKD 55.3 million in 2020[7]. - The financial services business recorded total revenue of HKD 21.4 million, representing a growth of approximately 30.6% from HKD 16.4 million in 2020[7]. - The company reported a gross profit improvement to approximately HKD 84.7 million, up from HKD 80.0 million in 2020, driven by growth in its lending and financial services segments[13]. - The group recorded an impairment loss on receivables of approximately HKD 27.9 million for the year ended December 31, 2021, compared to HKD 2.5 million in 2020, primarily due to an increase in receivables and uncertainty regarding the recoverability of certain overdue loans[26]. - The company reported no dividend payment for the fiscal year ending December 31, 2021, consistent with the previous year[78]. Revenue Segments - The healthcare-related products segment saw a revenue decline to approximately HKD 1.8 million from HKD 14.8 million in 2020 due to increased market competition[13]. - The group's revenue from healthcare-related products was approximately HKD 1.8 million in 2021, a significant decrease from HKD 14.8 million in 2020, resulting in a segment loss of approximately HKD 0.8 million[27]. - The lending segment generated revenue of approximately HKD 68.1 million, accounting for about 71.1% of the group's total revenue, with interest income increasing from approximately HKD 55.3 million in 2020[22]. - Interest income from clients, including margin and cash clients, was approximately HKD 18.3 million in 2021, up from HKD 12.7 million in 2020[18]. Investments and Acquisitions - The company completed the acquisition of approximately 1.05% of TNG FinTech Group Inc., aiming to enhance synergies within its existing business matrix[8]. - The group acquired 609,000 shares of TNG FinTech Group Inc. for USD 4.2 million (approximately HKD 32.76 million), representing about 1.05% of its issued share capital[33]. - The significant investment in 康健 International Medical Group Limited amounted to 706,342,000 shares, with an investment cost of HKD 866.8 million, representing approximately 9.39% of 康健's issued shares as of December 31, 2021[44]. - The fair value of the investment in 康健 was approximately HKD 310.8 million, accounting for about 19.08% of the group's audited total assets and 19.64% of the group's audited net asset value as of December 31, 2021[44]. - The group recorded a fair value gain of approximately HKD 121.7 million from its investment in 康健 during the year[44]. Market Conditions and Future Outlook - The company anticipates that market conditions in 2022 will be similar to the previous year, with potential social distancing measures due to ongoing COVID-19 variants[11]. - The group plans to explore potential lending opportunities for project financing, subject to market conditions and risk assessments[19]. - The group aims to explore investment opportunities in the healthcare sector, which continues to grow due to increasing health awareness[53]. - The Hong Kong Stock Exchange is expected to see 120 IPOs in 2022, raising approximately HKD 350 to 400 billion, positioning Hong Kong among the top three global IPO markets[50]. Corporate Governance - The company has appointed several independent non-executive directors to enhance governance and oversight[67][71]. - The board proposed a capital restructuring to eliminate the entire amount of the share premium account, which amounted to approximately HKD 3,800.25 million, to increase the company's distributable reserves[47]. - The proposed cancellation of the share premium account was approved by shareholders on June 18, 2021, and became effective on June 21, 2021[47]. - The company has adopted the new corporate governance code effective from January 1, 2022, aiming to enhance shareholder value and transparency[127]. - The board of directors consists of six members, including three executive directors and three independent non-executive directors, ensuring a balanced governance structure[130]. - The company has maintained compliance with the previous corporate governance code throughout the fiscal year ending December 31, 2021, with a noted deviation in one specific area[127]. Risk Management - The company has established internal controls for handling and disclosing insider information, promoting a culture of transparency and compliance[186]. - The board is responsible for maintaining an effective internal control system and has conducted an annual review of the risk management and internal control systems, ensuring adequate resources and training for staff[185]. - The company employs a "three lines of defense" governance structure for risk management, with risks assessed at least annually based on their likelihood and potential impact[189]. - The company has a risk register to track identified significant risks and actions taken to mitigate them, ensuring proactive risk management[189]. - The effectiveness of the risk management framework is evaluated at least annually, with management meetings held regularly to update on risk monitoring procedures[189]. Shareholder Engagement - Shareholders holding at least 1/20 of total voting rights or 100 shareholders can submit a request for a resolution at the general meeting[200]. - The request must include a resolution and a statement not exceeding 1,000 words signed by all relevant shareholders[200]. - Requests must be submitted at least six weeks before the meeting for resolutions requiring notice, or at least one week for other requests[200]. - Upon verification, the company secretary will request the board to include the resolution in the annual general meeting agenda or call a special general meeting[200].
嬴集团(00397) - 2021 - 年度财报