Financial Performance - Revenue for the year ended March 31, 2022, was HK$ 473.7 million, a decrease of 10.0% from HK$ 530.0 million in 2021[25]. - Profit for the year was HK$ 76.3 million, representing a 3.4% increase from HK$ 73.8 million in 2021[25]. - Total assets decreased to HK$ 264.2 million from HK$ 276.5 million, a decline of 4.2%[25]. - Total equity decreased to HK$ 195.4 million from HK$ 208.7 million, a decline of 6.4%[25]. - Gross profit margin improved to 16.1% from 14.1%[25]. - Net profit margin decreased to 4.7% from 13.9%[25]. - Return on total assets decreased significantly to 8.4% from 26.7%[25]. - Dividend payout ratio decreased to 40.0% from 48.0%[25]. - Interest coverage ratio decreased to 228.4 times from 376.9 times[25]. - Current ratio decreased to 4.1 times from 4.6 times[25]. - The Group recorded a revenue decline of HK$56.3 million or 10.6% to approximately HK$473.7 million for FY2022, compared to HK$530.0 million for the Previous Year[43]. - Revenue from environmental hygiene and related services amounted to approximately HK$473.7 million in FY2022, with nil revenue from airline catering support services due to ongoing COVID-19 impacts[55][57]. - The cost of services for FY2022 was approximately HK$397.3 million, accounting for about 83.9% of total revenue, compared to HK$455.2 million and 85.9% in FY2021[56][58]. - Gross profit increased slightly from approximately HK$74.8 million in FY2021 to approximately HK$76.3 million in FY2022, with the gross profit margin rising from approximately 14.1% to 16.1%[63][64]. - General operating expenses decreased by approximately 21.4% to approximately HK$51.1 million in FY2022, down from approximately HK$65.0 million in FY2021[72][74]. - The Group's profit attributable to owners for FY2022 was approximately HK$22.1 million, representing about 4.7% of total revenue, a decrease from HK$73.8 million and 13.9% in FY2021[73][74]. Business Development and Strategy - The Group maintained a relatively steady operating performance for FY2022 despite the prolonged COVID-19 pandemic, which impacted the business environment[27]. - The Group registered as a supplier to a public health service operator and secured a contract for waste management services for a key district hospital in April 2022[27]. - The Group aims to target public hygiene projects in the governmental and public service sectors, including recycling and eco-friendly hygiene services[27]. - A strategic cooperation framework agreement was established with Lask JV Facility Management Services Limited to explore business opportunities in the Guangdong-Hong Kong-Macao Greater Bay Area[29]. - Increased government spending on environmental cleanliness and waste management is expected, along with rising demand from the private sector[30]. - The long-term development plans announced by the government, such as the Northern Metropolis and Lantau Tomorrow, are anticipated to boost the supply of housing and commercial properties, providing expansion opportunities for the environmental hygiene market[30]. - The Group is well-positioned to tender for business opportunities related to various railway network extension projects due to established relationships with railway operators[30]. - The Group is prepared to explore technologically advanced hygiene and waste management services once travel restrictions are relaxed[30]. - The long-term outlook for the Group and the market remains positive[30]. - The Group aims to broaden its service offerings, including recycling of kitchen waste and environmental services, to diversify its customer base[44]. - A contract for waste management services for a key district hospital was awarded in April 2022, marking a significant milestone for the Group[44]. - The Group entered into a strategic cooperation framework agreement with Lask to explore business opportunities in the Greater Bay Area[48]. - Future market outlook remains positive, driven by urban and transportation development plans announced by the government[48]. Corporate Governance - The Board consists of seven members, including four executive directors and three independent non-executive directors[117]. - The company has maintained compliance with Listing Rules, having at least three independent non-executive directors, representing at least one-third of the Board[125]. - The Board held a total of six meetings during the year ended March 31, 2022, and passed resolutions through written resolutions[136]. - Each independent non-executive director has confirmed their independence, and the Board has assessed and concluded that all are independent[122]. - The term of appointment for independent non-executive directors has been renewed for two years starting from March 16, 2022[123]. - The company has not appointed a chief executive officer; the role is performed collectively by all executive directors[132]. - The Board Diversity Policy was adopted to enhance effectiveness and recognize the benefits of diversity in the boardroom[133]. - Notices for regular Board meetings are provided at least 14 days in advance to allow directors to prepare[134]. - The company aims to hold Board meetings at least four times a year, approximately quarterly[134]. - Minutes of Board meetings are recorded in detail, including decisions made and concerns raised by directors[136]. - The Company held 1 general meeting during the year ended 31 March 2022, specifically the 2021 AGM on 10 August 2021[138]. - The Audit Committee was established on 21 February 2017 and comprises three independent non-executive Directors, with Mr. Chung Koon Yan as the chairperson[141]. - The Audit Committee held 3 meetings during the year ended 31 March 2022[143]. - The Audit Committee reviewed the consolidated financial statements for the year ended 31 March 2022 and confirmed compliance with applicable accounting standards and adequate disclosures[145]. - The Remuneration Committee was established on 21 February 2017 and consists of two independent non-executive Directors and one executive Director, with Mr. Yuen Ching Bor Stephen as the chairperson[148]. - The Remuneration Committee held 2 meetings during the year ended 31 March 2022[148]. - The Audit Committee discussed the effectiveness of the Group's financial reporting process, risk management, and internal control systems[145]. - The Audit Committee made recommendations to the Board regarding the re-appointment of the Company's auditor[145]. - The Company ensured that all Directors had sufficient time to review relevant documents before meetings[137]. - The attendance records of Directors and committee members at meetings are documented in the annual report[138]. - The Remuneration Committee held 2 meetings during the year ended 31 March 2022 to review and discuss the remuneration policy for Directors and senior management[150]. - The Nomination Committee conducted 1 meeting during the year ended 31 March 2022, assessing the Board's structure, size, composition, and diversity[162]. - The Nomination Committee made recommendations to the Board regarding the re-election of retiring Directors at the 2021 AGM[160]. - The Remuneration Committee made recommendations to the Board on salary adjustment proposals for executive Directors and senior management[151]. - The Nomination Committee comprises 1 executive Director and 2 independent non-executive Directors, with Madam Ng Sing Mui as the chairperson[155]. - The criteria for assessing candidates for the Board include their ability to devote sufficient time and contribute to Board diversity[160]. - The Remuneration Committee's primary responsibility is to recommend remuneration policies and structures for Directors and senior management[155]. - The Nomination Committee ensures a formal and transparent procedure for the selection and appointment of Directors[157]. - The Remuneration Committee's recommendations are based on discussions regarding existing remuneration policies and structures[151]. - The Nomination Committee evaluates the independence of independent non-executive Directors as part of its assessment process[160]. - Attendance of Executive Directors at board meetings was 100% for the year ended March 31, 2022, with all attending 6 out of 6 meetings[169]. - Independent non-executive Directors also showed full attendance, with Mr. Yuen Ching Bor Stephen attending 6 out of 6 meetings[169]. - Continuous professional development was emphasized, with all Directors participating in training and providing records for the year ended March 31, 2022[180]. - Directors received training on corporate governance and legal updates relevant to their duties[183]. - The company ensures compliance with Listing Rules and enhances awareness of good corporate governance practices among Directors[180]. - The company provided briefings and training to develop Directors' knowledge and skills throughout the year[180]. - The attendance records for Directors were summarized and documented for transparency[180]. Utilization of Proceeds - The company has utilized net proceeds from the Share Offer of approximately HK$40.1 million for the purposes outlined in the prospectus dated February 28, 2017[98]. - As of March 31, 2022, the unutilised net proceeds amounted to approximately HK$1.1 million, intended for enhancing the IT system (approximately HK$0.9 million) and increasing market penetration through brand promotion (approximately HK$0.2 million)[104]. - The company faced delays in its utilization plans due to the prolonged COVID-19 pandemic, which affected commercial activities and advertising budgets[104]. - The expected completion date for the use of unutilised net proceeds is by March 31, 2023[104]. - The total planned applications of the proceeds include strengthening financial resources (45.0%), enhancing IT systems (19.0%), and increasing market penetration (7.0%)[104]. - Actual usage of the proceeds as of March 31, 2022, was HK$40.1 million, with HK$39.0 million utilized[104]. - The company has placed the unutilised net proceeds as interest-bearing deposits with a licensed bank in Hong Kong[104].
永顺控股香港(06812) - 2022 - 年度财报