Financial Performance - For the fiscal year ended December 31, 2022, the company's revenue decreased by 16.4% to approximately SGD 66.5 million from SGD 79.6 million in 2021[10]. - The company's gross profit increased by 21.0% to approximately SGD 7.7 million, resulting in a gross margin of 11.6%, up from 8.0% in the previous year[14]. - The net loss for the year was SGD 1.4 million, an increase of 21.9% from a net loss of SGD 1.1 million in 2021, primarily due to one-time legal and professional fees of approximately SGD 1.9 million related to the resumption of operations[10]. - The group's total revenue decreased from approximately SGD 79.6 million for the year ended December 31, 2021, to approximately SGD 66.5 million for the year ended December 31, 2022, representing a decline of about SGD 13.1 million or 16.4%[16]. - The cost of sales decreased from approximately SGD 73.2 million for the year ended December 31, 2021, to approximately SGD 58.8 million for the year ended December 31, 2022, a reduction of about SGD 14.4 million or 19.7%[18]. - Other income decreased to approximately SGD 0.6 million for the year ended December 31, 2022, from approximately SGD 1.5 million for the year ended December 31, 2021, primarily due to the absence of government subsidies related to COVID-19[20]. - Administrative expenses increased to approximately SGD 8.7 million for the year ended December 31, 2022, compared to approximately SGD 8.1 million for the year ended December 31, 2021[21]. - Financing costs rose to approximately SGD 536,000 for the year ended December 31, 2022, from SGD 409,000 for the year ended December 31, 2021, due to increased bank fees and interest expenses[22]. - The net loss attributable to owners increased to approximately SGD 1.4 million for the year ended December 31, 2022, from approximately SGD 1.1 million for the year ended December 31, 2021[24]. - As of December 31, 2022, the group had cash and bank balances totaling approximately SGD 4.0 million, down from approximately SGD 10.7 million as of December 31, 2021[27]. Business Outlook - The Building and Construction Authority of Singapore forecasts construction demand to reach between SGD 27 billion and SGD 32 billion in 2023, with private sector demand expected to be between SGD 11 billion and SGD 13 billion[8]. - The company is well-positioned to seize new business opportunities as the Singapore construction industry recovers, with a projected annual construction demand of SGD 25 billion to SGD 32 billion from 2024 to 2027[11]. - The company anticipates that business will begin to recover in 2023 to 2024, despite project delays due to market uncertainties[11]. - The gross profit margin improved significantly due to lower project values obtained in the first half of 2022, allowing for higher profit margins as projects could be completed internally[10]. - The company expressed confidence in overcoming challenges posed by global supply chain disruptions and inflation due to the ongoing COVID-19 pandemic and the Russia-Ukraine conflict[11]. Corporate Governance - The company reported a commitment to high standards of corporate governance, ensuring shareholder interests and enhancing corporate value[65]. - The board of directors consists of a balanced mix of executive and independent non-executive directors, ensuring effective independent judgment[72]. - The company has adhered to the corporate governance code throughout the fiscal year ending December 31, 2022, with no violations reported[70]. - The board held regular meetings, with attendance rates for directors being high, indicating active participation in governance[75]. - The company aims to provide satisfactory and sustainable returns to shareholders while maintaining high-quality products and services[68]. - The company has established a corporate governance framework based on the principles outlined in the corporate governance code[66]. - The company has implemented policies and procedures to enhance the board's ability to oversee business conduct and affairs[65]. - The company has confirmed the independence of all independent non-executive directors, complying with listing rules[78]. - The company has a clear separation of roles between the chairman and the CEO, ensuring effective governance[76]. - The company has a strong focus on ethical business standards, which it believes will benefit shareholders and the community in the long term[65]. - The board of directors has established an independence assessment mechanism to ensure effective independent judgment and enhance shareholder interests[79]. - All directors completed their independence assessments for the year ended December 31, 2022, with satisfactory results reported[80]. - The company has three board committees: Audit Committee, Remuneration Committee, and Nomination Committee, each with clearly defined powers and responsibilities[91]. - The Audit Committee, composed of four independent non-executive directors, held nine meetings in the year ended December 31, 2022, focusing on financial reporting and internal control systems[93]. - The Audit Committee's main responsibilities include reviewing financial data, risk management, and internal audit effectiveness[93]. - Directors are encouraged to participate in relevant training courses, with costs covered by the company, to ensure ongoing professional development[89]. - The company provides reading materials on compliance and legal updates to directors for their reference and learning[89]. - Independent non-executive directors are responsible for ensuring high standards of regulatory reporting and providing independent judgment on corporate actions[84]. - The company has arranged appropriate insurance coverage for directors and senior management against legal actions arising from corporate activities, reviewed annually[85]. - The board will conduct an annual review of its independence assessment, with results discussed collectively[79]. Shareholder Matters - The company has adopted a dividend policy with a payout ratio expected to be no less than 35% of retained earnings prior to declaration[139]. - The company did not declare or pay any interim dividends for the year ended December 31, 2022, and does not recommend a final dividend for the same period, compared to zero in 2021[193][194]. - The company has established a communication policy to ensure shareholder and stakeholder concerns are adequately addressed[138]. - The company ensures shareholder rights are protected by proposing resolutions for independent matters at the annual general meeting, with voting results published post-meeting[128]. - Shareholders holding at least 10% of the paid-up capital can request the board to convene a special general meeting within two months of the request[129]. Management and Leadership - The company has appointed Mr. Huang as CFO, who has over 29 years of experience in finance, accounting, and corporate governance across the US, Singapore, and China[51]. - Mr. Chen, an independent non-executive director, has extensive experience in corporate finance and has been involved in significant corporate transactions in Asia, including IPOs and mergers[52][55]. - Ms. Zhang, the group's CFO, has over 20 years of experience in accounting and auditing, previously holding senior financial positions in publicly listed companies in Singapore[60]. - The company is focused on enhancing its internal control systems and financial reporting processes under the leadership of its experienced management team[60]. - The management team is committed to expanding the company's market presence and exploring new business opportunities in the Asia-Pacific region[52][56]. - The company is leveraging its leadership's extensive network in the financial and legal sectors to drive growth and innovation[53][56]. Risk Management - The company aims to maintain a robust risk management and internal control system to safeguard shareholder interests and assets, with the board responsible for annual reviews of its effectiveness[114]. - The company has established a risk management policy that includes quarterly assessments of major risks and the development of mitigation plans[116]. Social Responsibility - The company is actively involved in public service and charitable activities, reflecting its commitment to corporate social responsibility[57]. - The company reported a total revenue of HKD 13,632 for charitable donations in the fiscal year ending December 31, 2022[153].
RAFFLESINTERIOR(01376) - 2022 - 年度财报