Financial Performance - The company's revenue increased by approximately 43.0% from HKD 72,376,000 in 2020 to HKD 103,513,000 in 2021[5] - The net loss for the year was HKD 21,973,000, compared to a profit of HKD 16,884,000 in the previous year[5] - The company's net asset value rose significantly from HKD 21,497,000 in 2020 to HKD 66,548,000 in 2021[5] - Cash and bank balances decreased from HKD 33,238,000 in 2020 to HKD 30,663,000 in 2021[5] - The group's revenue increased by approximately 43.0% from about HKD 72,400,000 last year to about HKD 103,500,000 this year[30] - Revenue from the telecommunications business rose by approximately 41.0% to about HKD 102,100,000, primarily due to greater contributions from wholesale voice telecommunications[30] - The group's gross profit decreased by approximately 17.2% to about HKD 4,800,000, with a gross profit margin dropping from about 7.9% to about 4.7%[30] - Other income and losses fell by approximately 65.2% to about HKD 14,500,000, mainly due to the absence of certain income recorded last year[31] - The group reported a loss attributable to owners of the company of about HKD 22,000,000, compared to a profit of about HKD 16,900,000 last year[33] - The group's net asset value increased to about HKD 66,500,000 from about HKD 21,500,000 last year, primarily due to funds raised from rights issues[35] - Total capital expenditure for the year was approximately HKD 24,000, compared to about HKD 200,000 last year[36] - The group's bank balances and cash decreased slightly to about HKD 30,700,000 from about HKD 33,200,000 last year[38] - The debt-to-asset ratio improved to approximately 8.6% from about 73.1% last year, mainly due to the increase in net assets from rights issues[39] Business Strategy and Development - The company completed the sale of its underperforming travel business during the year[12] - The company is actively seeking opportunities in the Technology, Media, and Telecommunications (TMT) sectors to enhance service offerings[12] - The company acquired a property holding company to generate stable rental income and benefit from long-term capital appreciation[12] - The company aims to diversify its business and seek new investment opportunities in e-commerce and TMT sectors[12] - The group expects to maintain telecommunications business development by leveraging existing infrastructure and operational resources, while regularly adjusting business strategies to seize new development opportunities[25] - The group anticipates challenges in business development due to COVID-19 restrictions affecting sales personnel and potential business partners[25] - The group aims to enhance its market share in Hong Kong by providing higher quality services than competitors[26] - The group will continue to streamline business processes and strictly control costs in response to uncertainties brought by the COVID-19 pandemic[25] Corporate Governance - Zhang Shaohui was appointed as the executive director and chairman on March 2, 2021, and has extensive experience in investment banking, previously holding senior positions at Merrill Lynch and Citigroup[46] - Xu Zhenwei joined as an executive director on March 2, 2021, with a background in structured investments and derivatives, having served as a managing director at BNP Paribas[47] - The company emphasizes high standards of corporate governance, with the chairman and CEO roles currently held by Zhang Shaohui until a suitable candidate is found[53] - The board is committed to reviewing the current management structure to ensure the separation of the chairman and CEO roles in the future[53] - The company has not reported any non-compliance with the Listing Rules regarding corporate governance codes during the year[53] - The board believes that having Zhang Shaohui serve as both chairman and acting CEO provides strong leadership and efficiency in decision-making[53] - The company has a focus on enhancing shareholder value and maintaining accountability to its shareholders[53] - The independent non-executive directors bring over 17 years of experience in audit and business consulting, contributing to the company's governance[49] - The company is actively seeking to appoint a qualified candidate for the CEO position to ensure effective leadership[53] - The board will continue to assess the management structure to align with the best interests of the company and its shareholders[53] - The board of directors consists of two executive directors and three independent non-executive directors, with a total of 17 board meetings held during the year[63] - Executive directors have service contracts with a specific term of three years, subject to re-election at the annual general meeting[58] - Independent non-executive directors are required to attend shareholder meetings to understand shareholder opinions comprehensively[55] - The company has adopted a board diversity policy to ensure a balanced mix of skills, expertise, and perspectives among board members[60] - The nomination committee reviews the board's structure and diversity policy annually to assess its effectiveness and propose necessary changes[61] - All directors confirmed compliance with the standard code of conduct for securities trading during the year ended December 31, 2021[56] - The company has a policy that at least one-third of the directors must retire by rotation at the annual general meeting[59] - The attendance record for board meetings shows that the chairman attended 16 out of 17 meetings, while other directors had varying attendance rates[65] - The company emphasizes the importance of gender balance in the board composition as part of its diversity goals[60] - The board is responsible for setting the overall strategy and monitoring the group's operational and financial performance[66] - The company appointed new directors and provided them with immediate onboarding training to ensure they understand the business and regulatory responsibilities[68] - The Audit Committee, composed entirely of independent non-executive directors, held two meetings during the year to review the financial performance and internal controls[76] - The Remuneration Committee held three meetings to determine the remuneration framework and budget for directors and senior management for the year ending December 31, 2022[79] - The company encourages directors to participate in external training, with costs covered by the company, ensuring continuous professional development[68] - The company has established three permanent committees: the Audit Committee, the Remuneration Committee, and the Nomination Committee, each with specific responsibilities[74] - The Remuneration Committee provided recommendations on the remuneration of newly appointed directors to the Board[79] - The company maintains a high level of compliance with financial reporting regulations through the participation of independent non-executive directors[71] - The company’s governance practices include regular training and development for all directors to enhance their skills and knowledge[68] - The Nomination Committee was established on December 9, 2011, primarily composed of independent non-executive directors, with a focus on evaluating and recruiting new board members[83] - The Nomination Committee held three meetings this year to review the board's structure, size, and composition, and to assess the independence of non-executive directors[83] - The attendance record for the Nomination Committee meetings shows that all members attended their respective meetings, with Zhang Shaohui attending 2 out of 2 meetings[85] Risk Management and Internal Controls - The internal control mechanism aims to provide reasonable assurance regarding the reliability of financial reporting and compliance with applicable laws and regulations[107] - The company has not identified any significant risks based on the risk assessment conducted during the year[106] - The internal control consultant submitted a report on the effectiveness of the internal control and risk management mechanisms to the audit committee and the board in March 2022[111] - The company has established a mechanism for handling insider information to ensure the accuracy and timeliness of disclosures[110] - The board is responsible for maintaining the internal control mechanisms and reviewing their effectiveness[106] - The company has not established an internal audit function but relies on an internal control consultant for assessments[111] - The internal control mechanism includes risk identification, assessment, management, monitoring environment, and communication[108] - The company has a policy in place to prevent violations of disclosure regulations related to insider information[110] - The board believes that the risk management and internal control mechanisms of the group are effectively executed and sufficient, with ongoing reviews to adapt to changing business environments[112] Environmental, Social, and Governance (ESG) Initiatives - The group has successfully implemented all applicable mandatory measures for the Hong Kong Green Organization Certification and reported related achievements[123] - The ESG report includes quantitative data and key performance indicators (KPIs) that provide a balanced overview of the group's overall ESG performance[123] - The group focuses on improving data collection systems and expanding disclosure scope, particularly regarding greenhouse gas emissions and climate change awareness[122] - The board aims to integrate ESG considerations into business decision-making processes and regularly review progress towards ESG-related goals[117] - The group has been recognized for reducing waste in its operations, receiving the "Waste Reduction Certificate - Excellence Level" for seven consecutive years[121] - The ESG report covers the group's main operating companies in Hong Kong and Singapore, emphasizing their overall performance in environmental and social aspects[115] - The board is responsible for overseeing ESG matters, including assessing and determining significant ESG-related issues and risks[116] - The group encourages cross-departmental collaboration to address sustainability issues and create long-term value for stakeholders[118] - Stakeholders are invited to provide feedback on the ESG policies and performance to help improve the group's ESG outcomes[124] - The company reported a total greenhouse gas emissions of 17.18 tons CO2 equivalent for the year, an increase of 5.7% compared to 16.26 tons in the previous year[130] - The electricity consumption-related indirect emissions (Scope 2) rose by 11.9% to 15.68 tons from 14.01 tons[133] - The company generated no hazardous waste during the year, maintaining a consistent record of 0 kg for both the current and previous year[136] - The company aims to keep greenhouse gas emissions at levels similar to those of the current year in 2022[142] - The company has implemented various energy-saving measures to reduce electricity consumption, which is the primary source of its emissions[141] - The density of greenhouse gas emissions per employee increased to 0.75 tons from 0.68 tons in the previous year[130] - The company has set a goal to maintain the generation of non-hazardous waste at the lowest possible level in future years[139] - The company actively encourages the use of electronic documents to reduce paper usage[130] - The company has established effective communication channels with stakeholders to address their concerns and expectations[125] - The company has received no significant non-compliance issues regarding emissions and environmental regulations during the year[128] - The group's energy consumption in 2021 was 22,083 kWh, an increase from 17,291 kWh in 2020, with a density of 74.28 kWh per square meter[150] - The energy consumption per employee rose to 960.13 kWh in 2021 from 720.46 kWh in 2020, attributed to the gradual return to normal office operations in Hong Kong[150] - The group aims to maintain energy consumption at a level similar to 2021 in 2022, focusing on reducing electricity usage through various measures[153] - The group has implemented several energy efficiency measures, including encouraging employees to turn off lights and equipment when not in use[157] - The group has not encountered any issues in obtaining suitable water sources during the year[155] - The group has not used significant amounts of packaging materials due to the nature of its business[156] - The group has complied with all relevant environmental regulations in Hong Kong and Singapore, with no significant non-compliance issues reported[158] Human Resources and Employment Practices - The group has established a fair recruitment and promotion policy, ensuring compliance with equal employment opportunity laws[165] - The group provides competitive salaries and benefits, including medical and dental allowances, maternity leave, and training support[165] - There were no non-compliance cases related to employment laws and regulations during the year[167] - The total number of employees as of December 31, 2021, was 23, a decrease from 24 in 2020, with 100% being full-time employees[169] - The employee turnover rate for the year was 73.9%, up from 62.5% in 2020, with 17 employees leaving the company[174] - The percentage of trained employees was 30.8% for males and 10.0% for females, with a total training hours of 115.8 hours for the year[183] - The company provided various health and safety measures during the COVID-19 pandemic, including masks and hand sanitizers for all employees[182] - The company strictly adheres to labor laws and regulations, ensuring all employees are protected under relevant employment acts in Hong Kong and Singapore[184] - The company has not reported any significant non-compliance issues related to labor rights and laws during the year[187] - The company has implemented a series of internal policies to safeguard employee rights and welfare[184] - The employee turnover rate by age group showed a 125% turnover for ages 26-35 and 120% for ages 36-45[175] - The company has a focus on maintaining a safe working environment, with no reported major safety hazards during the year[178] - The company encourages continuous professional development, offering reimbursement for external training courses to enhance employee skills[181] Supplier and Data Management - The number of suppliers listed by region for the year 2021 is as follows: Singapore 56, Hong Kong 13, Malaysia 2, Thailand 2, Bulgaria 1, Myanmar 1, New Zealand 1, Switzerland 1, totaling 77 suppliers[189] - The company emphasizes good communication and efficient cooperation with suppliers to enhance trust and improve the ability to obtain environmentally friendly products[190] - The company has not identified any significant environmental or social risks posed by its suppliers and is committed to providing quality services while complying with relevant laws and regulations[190] - There were no major intellectual property issues discovered during the year, and the company is taking necessary actions to comply with all relevant regulations[192] - The company has implemented strict data protection measures, including software for data protection and restricted access to databases to prevent unauthorized access to customer data[195] - A total of 381 and 366 complaints were handled and resolved during the year, with remaining complaints still under processing at year-end[197] - The company has established a comprehensive internal control system and strict anti-corruption policies to prevent and monitor any misconduct or unethical behavior[198] - The company has complied with the Personal Data (Privacy) Ordinance in Hong Kong and has not discovered any incidents of customer personal data theft, alteration, damage, or leakage during the year[196] - The company is committed to hiring suppliers that focus on reducing carbon emissions in their operations[191] - The company has implemented measures to prevent corruption and enhance employee awareness regarding anti-corruption policies[200]
长城天下(00524) - 2021 - 年度财报