Financial Performance - The company reported its financial performance and position for the year ended December 31, 2022, in the annual report, with detailed financial statements provided on pages 81 to 199[82]. - The company's distributable reserves as of December 31, 2022, amounted to HKD 993,100,000, a decrease from HKD 1,064,817,000 in 2021[96]. - The board may recommend the payment of interim, final, or special dividends based on the group's actual and expected financial performance, business performance, and other relevant factors[88]. - The board considers various factors, including financial and economic conditions, when determining dividend amounts[88]. - The company has adopted a dividend policy allowing for the declaration and distribution of dividends to shareholders, enabling them to share in the company's profits while retaining appropriate reserves for future development[83]. Real Estate and Property Development - The total leasable area of residential buildings and serviced apartments is approximately 60% sold[2]. - The group is cautiously optimistic about the sales of residential units in Central Plaza, located in a prime residential area of Shenyang, benefiting from direct subway access and proximity to restaurants and retail stores[20]. - The group plans to explore the feasibility of converting some land reserves in Nanjing and Tianjin from industrial to commercial use to enhance land value and development returns[20]. - The group is facing risks related to the real estate market in mainland China, including policy changes, currency fluctuations, interest rate changes, and overall economic conditions[31]. - The group is also exposed to risks associated with the Hong Kong real estate market, including government policies and competition affecting rental levels[32]. - The company expects the Chinese economy to rebound, benefiting the retail business core sources of its leasing division[19]. - The company will hold night market events from March to October 2023 to enhance the commercial atmosphere and attract potential tenants[19]. Corporate Governance and Compliance - The board is responsible for the group's environmental, social, and governance (ESG) strategy and reporting, ensuring compliance with ESG risk management and internal control systems[80]. - The company emphasizes the importance of corporate governance and compliance with regulatory requirements in its operations[80]. - The company has a comprehensive ESG policy and performance discussion included in the annual report, specifically on pages 54 to 74[81]. - The board includes independent non-executive directors who contribute to the governance and oversight of the company's operations[69][76]. - The company has set up compliance procedures to ensure adherence to applicable laws, rules, and regulations[59]. Operational Strategy and Market Expansion - The company plans to expand its customer base and establish production bases in countries with lower production costs[16]. - The company aims to maintain long-term relationships with loyal customers while expanding its customer base through referrals[18]. - The company has a focus on expanding its market presence through strategic investments and partnerships in various sectors[79]. - The group aims to improve operational performance in its agricultural sector by enhancing yields, sales distribution channels, and implementing cost control measures[28]. Legal Matters - The group is currently involved in a copyright infringement lawsuit against Nanjing Qingtian Technology Co., Ltd., seeking compensation of RMB 210.4 million for damages[41]. - The group is awaiting a judgment on the copyright infringement case, which has seen multiple hearings and appeals in the Jiangsu High Court[39]. - 南京擎天需向南华擎天支付人民币22,533,377.09元，辛颖梅女士需支付人民币4,392,329.95元，汪晓刚先生、张虹先生和南京擎天对该款项承担连带清偿责任[46]. - 江蘇省中級人民法院于2017年2月裁定南京擎天持有的银行账户内总额约人民币28,000,000元[47]. Shareholder Information - The company has a total of 13,221,302,172 ordinary shares issued as of December 31, 2022[125]. - The beneficial ownership includes 1,075,765,537 shares and 1,273,122,098 shares held by related parties, representing 66.22% of the total[156]. - The company has no provisions for preemptive rights regarding the issuance of new shares to existing shareholders[99]. - The company has a focus on medium to large property investment and development projects, while its subsidiary seeks to expand into financial services[170]. - The company maintains sufficient public float as per listing rules, ensuring compliance with regulatory requirements[174]. Related Party Transactions - The company reported a significant related party transaction involving a management service agreement for a residential development project covering approximately 58,000 square meters, with a total cost of RMB 30,000,000 (approximately HKD 34,100,000)[184]. - The company's independent non-executive directors confirmed that the transactions were part of the group's ordinary business and were conducted on fair and reasonable terms[191]. Employee Development and Corporate Culture - 公司高度重视员工个人发展，并已采用股权计划及股份奖励计划以表彰员工贡献[60]. - 公司致力于提供卓越的客户服务，并已建立多种方式加强与客户的沟通[61].
南华集团控股(00413) - 2022 - 年度财报