Risk Management and Internal Controls - The Company conducted a gap analysis and evaluation of the effectiveness of its risk management system using ISO31000:2018 as a basis for comparison[13]. - The internal auditor performed audit tests to verify the effectiveness of the Company's internal controls, with no significant deficiencies identified during the year[13]. - The Audit Committee received a review report in 2022 regarding the effectiveness of the risk management and internal control systems, which was reported to the Board[9]. - The Company has assessed its internal control system with reference to the COSO internal control framework, focusing on five key elements[4]. - The Company has a structured approach to risk management and internal controls, ensuring compliance with relevant regulations[20]. - The Board acknowledges its overall responsibility for the Group's risk management and internal control systems, which are designed to manage rather than eliminate risks[86]. - The risk management framework is based on the principles outlined in the international standard ISO31000, integrating risk management activities into business planning and operations[88]. - The risk management process includes six steps: establishing scope, risk assessment, risk treatment, monitoring and review, recording and reporting, and communication and consultation[88]. - The Company has established a monitoring and reporting regime to ensure the effectiveness of risk treatments[82]. - The Board reviews the effectiveness of risk management systems annually, covering financial, operational, and compliance controls[86]. Corporate Governance - The Company has implemented internal policies to govern dealings in its shares by Directors and staff, ensuring compliance with inside information regulations[17]. - The external auditors communicated with the Audit Committee regarding significant audit findings and deficiencies identified during their audit[9]. - The Company confirmed compliance with all corporate governance code provisions during the year ended December 31, 2022[73]. - The Corporate Governance Committee consists of five Independent Non-executive Directors, ensuring good corporate governance functions[107]. - The Corporate Governance Committee's main responsibilities include upholding good corporate governance functions for the Company and its subsidiaries[107]. - The Company conducts an annual evaluation of board independence, ensuring that independent non-executive directors (INEDs) continue to provide independent judgments[95]. - The role of Chairman and Chief Executive Officer is separate, ensuring a balance of power and authority within the Board[95]. - The Company receives confirmations from all INEDs regarding their independence as per the Listing Rules[95]. - The Audit Committee met twice in 2022, with 100% attendance from all members[102]. - The Corporate Governance Committee held two meetings in 2022, with a 100% attendance rate from all members[110]. Board Composition and Diversity - As of December 31, 2022, the Board consists of three Executive Directors, four Non-executive Directors, and five Independent Non-executive Directors, meeting the requirement of at least one-third independent members[30]. - The diversity profile of the Board includes a mix of genders and age groups, contributing to a well-rounded governance structure[38]. - The Board currently has two female directors, representing 16.7% of the total board composition, aligning with the market average in Hong Kong[126]. - The gender ratio in the workforce for 2022 was documented, reflecting the company's commitment to diversity[129]. - The Nomination Committee adopted a new policy for board diversity, limiting the tenure of new Independent Non-executive Directors to a maximum of 9 years[125]. - The company plans to phase out existing Independent Non-executive Directors who have served for more than nine years[125]. - The gender ratio across the entire workforce is 1.26:1 (male to female), while senior management has a balanced ratio of 1:1[136]. Shareholder Communication - The Company has established a Shareholders Communication Policy to enhance communication with shareholders and investors[196]. - The Board reviewed the effectiveness of the Shareholders Communication Policy during the year and expressed satisfaction[196]. - Shareholders can choose to receive corporate communications either through the website or in printed form[196]. - Regular newsletters on the Company's latest business developments are published on the Company's website[196]. - A free subscription service is available for email notifications regarding major updates on investor information[196]. - Shareholders can submit inquiries regarding other matters as outlined in the Shareholders Communication Policy[198]. Financial Performance and Audit - The Company has arranged appropriate Directors' and Officers' liability insurance with coverage of HK$100 million during the year[95]. - The external auditors, KPMG, attended the 2022 AGM to confirm the audited financial statements and answer shareholder questions[89]. - The audit fee paid to KPMG in 2022 was HK$1.03 million, a slight decrease from HK$1.04 million in 2021[105]. - The non-audit related service fee paid to KPMG in 2022 was HK$0.08 million, down from HK$0.09 million in 2021[105]. - The Audit Committee reviewed the Group's financial statements for 2021 and interim financial statements for the six months ended June 30, 2022[103]. - The Directors confirmed that appropriate accounting policies have been consistently applied in preparing the financial statements for the year ended 31 December 2022[89]. Company Mission and Vision - The mission of the company is to empower clients with business-enabled e-solutions for their commercial and financial activities[79]. - The vision of the company is to promote a prosperous Hong Kong where companies and people can readily achieve and enjoy the benefits of digital efficiency[79]. - Tradelink aims to continue serving Hong Kong's trading community by providing comprehensive, secure, and reliable e-commerce services[173]. Risk Management Initiatives - An emergency response team was established in February 2020 to develop a Business Continuity Plan (BCP) to mitigate risks associated with the COVID-19 pandemic[9]. - The Company has continuously monitored the COVID-19 situation and made necessary adjustments to its BCP and policies[9]. - The Company is committed to continuous monitoring of risks and ensuring appropriate risk treatments are embedded into daily operations[82]. - The risk management activities are tailored to the specific needs of different business departments, acknowledging that the level of acceptable risk varies[84].
贸易通(00536) - 2022 - 年度财报