Financial Performance - The Group experienced a decrease in overall profitability due to the prolonged impact of the COVID-19 pandemic, which has lasted over three years[12]. - The financial services business faced challenges, with performance affected by unfavorable market news, leading to slow development in the bond placing market[13]. - The Group recorded a turnover of approximately HK$198.9 million with a gross profit of approximately HK$32.9 million for the year ended 31 March 2023, compared to HK$169.4 million and HK$43.1 million respectively for the previous year[18]. - The loss for the year was approximately HK$41.8 million, an increase from HK$27.2 million in the last corresponding year, primarily due to decreases in gross profit and other income[18]. - Total assets as of 31 March 2023 amounted to approximately HK$916.1 million, down from HK$1,018.7 million in 2022, while net assets decreased to approximately HK$833.1 million from HK$924.3 million[18]. - The trading business generated a turnover of approximately HK$169.2 million with a loss of approximately HK$6.3 million for the year ended 31 March 2023, compared to HK$125.9 million and a loss of HK$7.5 million for the same period in 2022[20]. - The Group recognized an aggregate interest income of approximately HK$15.3 million and a profit of approximately HK$9.4 million for the year ended March 31, 2023, compared to approximately HK$16.4 million in interest income and a loss of approximately HK$5.4 million in the previous year[24]. - The finance leasing portfolio generated a turnover of approximately HK$1.9 million with a loss of approximately HK$6.7 million for the year ended March 31, 2023, compared to approximately HK$7.6 million in turnover and a loss of approximately HK$1.3 million in the previous year[28]. - The Group recorded a loss of approximately HK$4.8 million on held-for-trading investments, compared to a loss of approximately HK$1.2 million in the previous year[39]. Strategic Initiatives - In May 2023, the Group entered a non-legally binding memorandum of understanding to potentially venture into the healthcare business in mainland China[13]. - Future plans include actively identifying and exploring investment opportunities to strengthen and broaden the asset and revenue base[14]. - The Group is actively sourcing new potential customers in light of the PRC government's dual circulation strategy emphasizing the domestic market[22]. - The Group plans to explore potential acquisitions in the medical equipment and nutritional supplements sector, although no formal agreements have been made yet[37]. - The Group is actively seeking to develop the debt financing market and other financial services to diversify income sources[30]. - The Group is considering potential acquisitions, including a target company in China focused on medical devices and clinic management systems[40]. - The Group aims to identify and explore investment and business opportunities to expand its asset and revenue base, considering restructuring in response to the changing economic environment in China and Hong Kong[40]. Risk Management - The Group's financial risk factors include credit risk, market risk, and liquidity risk, with management measures detailed in the financial statements[47]. - The established risk management systems are designed to manage risks rather than eliminate them, providing reasonable assurance against material misstatement[121]. - The Group adopts a comprehensive bottom-up risk management process, including risk identification, assessment, evaluation, and treatment[123]. - The effectiveness of the risk management and internal control systems is reviewed through internal audit assignments, with recommendations provided for major control weaknesses[124]. - The Board, through the Audit Committee, reviewed the effectiveness of the risk management and internal control systems, concluding they were effective and adequate[122]. Corporate Governance - The Company has been in compliance with all code provisions set out in the Corporate Governance Code for the year ended March 31, 2023[56]. - The Board is responsible for corporate governance and has established an internal control group to oversee specific operations[57]. - The Company has established three committees: Audit, Remuneration, and Nomination, with a majority of independent non-executive Directors[99]. - The Company Secretary ensures compliance with Listing Rules and timely dissemination of information to shareholders[91]. - The Company has implemented whistleblowing and anti-corruption policies to promote ethical business standards[83]. - The Company has arranged appropriate insurance cover for Directors' liabilities, which will be reviewed and renewed annually[60]. Employee and Workforce Management - As of March 31, 2023, the Group employed 46 employees and continues to provide regular training to enhance workforce capabilities[49]. - The Group is committed to strict compliance with all relevant employment laws and regulations, with no material non-compliance reported during the Reporting Period[193]. - The Group's recruitment process is designed to be discrimination-free, evaluating candidates solely based on competencies, experience, and qualifications[198]. - Employee benefits and development are prioritized to enhance the well-being and maximize the potential of the workforce[194]. - The gender distribution of employees as of March 31, 2023, was 24 males and 22 females[197]. Environmental, Social, and Governance (ESG) - The Group's sustainability strategy is built on four pillars: creating value for employees, customers, the environment, and the community[163]. - The Group is committed to combating climate change by incorporating environmental considerations into daily operations through green measures[165]. - The Group conducts regular materiality assessments to identify significant ESG issues for stakeholders[163]. - The ESG Working Group is responsible for developing and implementing ESG-related matters and advising the Board regularly[168]. - The Group discloses quantitative environmental and social KPIs and provides historical data for comparison[163].
香港潮商集团(02322) - 2023 - 年度财报