Lease Accounting - The Group has applied the practical expedient for COVID-19-related rent concessions, not assessing whether the change constitutes a lease modification if certain conditions are met[8]. - Rental income from operating leases is recognized on a straight-line basis over the lease term, with initial direct costs added to the carrying amount of the leased asset[9]. - Changes in lease contracts not part of the original terms are accounted for as lease modifications, including lease incentives through rental forgiveness or reduction[10]. - The Group remeasures lease liabilities based on the modified lease term and revised payments using a revised discount rate at the effective date of modification[5]. - The Group accounts for lease modifications as a new lease from the effective date, considering any prepaid or accrued payments as part of the new lease[11]. - The Group allocates consideration in modified contracts to each lease component based on relative stand-alone prices[6]. - The Group's financial statements reflect adjustments for forgiven or waived lease payments, recognized in profit or loss during the period of occurrence[10]. Financial Performance - The Group's rental income derived from ordinary business operations is presented as revenue[9]. - As of December 31, 2022, the Group's current assets were approximately RMB 7,616,001,000, a decrease from RMB 9,086,867,000 in 2021, while current liabilities were approximately RMB 7,916,622,000, down from RMB 8,698,668,000 in 2021[63]. - The Group's net assets as of December 31, 2022, were approximately RMB 227,334,000, representing a decrease of about 76% compared to RMB 948,346,000 in 2021[63]. - Total bank and other borrowings amounted to approximately RMB 2,704,114,000 as of December 31, 2022, down from RMB 3,017,367,000 in 2021, with a total borrowings to total assets ratio of 32.0%[66]. - The net gearing ratio as of December 31, 2022, was 1,104.2%, significantly higher than 268.1% in 2021[66]. - The Group does not recommend the payment of any final dividend for the year, consistent with the previous year[65]. - The Group has reached a mutual agreement with lenders regarding the restructuring of borrowings to alleviate a material portion of its debt[41]. - The Group's cash and bank balances were approximately RMB 183,449,000 as of December 31, 2022, down from RMB 277,168,000 in 2021[66]. - The Group's restructuring transactions aim to secure additional funding and improve financial stability moving forward[41]. Regulatory Compliance - The consolidated financial statements have been prepared in accordance with HKFRSs issued by the HKICPA, considering material information that is expected to influence decisions made by primary users[26]. - The Group has not early applied the new and amendments to HKFRSs that have been issued but are not yet effective, including HKFRS 17 on Insurance Contracts, effective from January 1, 2023[25]. - The Directors anticipate that the application of new and amendments to HKFRSs will have no material impact on the consolidated financial statements in the foreseeable future[25]. - The effective date for certain amendments to HKFRSs is set for January 1, 2024, for annual periods beginning on or after that date[25]. - The Group's financial reporting adheres to the Hong Kong Companies Ordinance and relevant accounting standards[26]. Fair Value Measurement - Fair value measurements for financial instruments and investment properties are based on observable inputs and are categorized into three levels, with Level 1 being quoted prices in active markets[29]. - The Group measures fair value using valuation techniques that ensure the results equal the transaction price for financial instruments and investment properties[31]. - The fair value of non-financial assets considers the market participant's ability to generate economic benefits through the asset's highest and best use[29]. Corporate Governance - The Company emphasizes high standards of business ethics and corporate governance, regularly reviewing its corporate governance policy[185]. - The Board comprises at least three independent non-executive Directors, representing at least one-third of the Board, ensuring a strong element of independence[143]. - The Company has established whistleblowing channels for external parties to raise concerns regarding possible misconduct in a confidential manner[140]. - The Company has implemented various governance policies and systems to support high standards of business, professional, and ethical conduct, ensuring best practices across the organization[140]. - The Company has adopted a Board Diversity Policy to enhance diversity among Board members, focusing on gender, age, cultural background, and professional experience[159]. - The Nomination Committee regularly reviews the Board Diversity Policy to ensure its effectiveness and aims to include at least one female director by December 31, 2024[159]. - The Company has a Nomination Policy in place since December 31, 2018, applicable to directors and senior management under succession planning[160]. - The Audit Committee has reviewed the effectiveness of internal controls and risk management, as well as the Group's anti-bribery and anti-corruption policies[165]. - The Company’s remuneration committee is responsible for recommending compensation policies for all directors and senior management, ensuring transparency[166]. Employee and Management Information - As of December 31, 2022, the Group had 106 employees, and employee remuneration is aligned with market terms, including discretionary year-end bonuses based on individual performance[74]. - Employees are selected, remunerated, and promoted based on merit, qualifications, competence, and contribution to the Group[119]. - The Company has adopted a Share Option Scheme as a long-term incentive scheme for the Group[119]. Shareholder Information - As of December 31, 2022, the total issued share capital was 11,365,386,067 shares[110]. - Zheng Jiaying holds a spouse interest of 6,416,140,000 shares, representing 56.45% of the company's issued share capital[108]. - Hong Kunsen has an interest of 1,307,019,402 shares, representing 11.5% of the company's issued share capital[109]. - The controlling shareholder, Mr. Pan, holds 6,416,140,000 shares, representing approximately 56.45% of the issued share capital of the Company[133]. - The company did not allot, issue, or grant any equity securities, options, warrants, or similar rights during the year[95]. - Neither the company nor its subsidiaries purchased, sold, or redeemed any of the company's listed securities during the year[95]. Risk Management - The Company is committed to compliance with relevant laws and regulations, with no known violations that have a significant impact[129]. - The risk management strategies include ongoing monitoring and regular reporting of risk assessment results to management and the Board[199]. - The risk assessment process evaluates identified risks based on management-developed criteria, considering their impact and likelihood of occurrence[199]. - Control procedures are in place to maintain reliable financial information for business use and publication, providing reasonable assurance against material misstatement, loss, or fraud[199]. - The Board is responsible for establishing and maintaining internal controls and risk management, with ongoing monitoring of their effectiveness[197].
福晟国际(00627) - 2022 - 年度财报