Company Overview - Good Fellow Healthcare Holdings Limited is incorporated in the Cayman Islands and listed on the GEM with stock code 8143[1]. - The registered office is located in Grand Cayman, while the principal place of business is in Hong Kong[7]. Corporate Governance - The audit committee is chaired by Jeanne Wong Ka Wai, indicating a focus on corporate governance[7]. - The company has adopted the Corporate Governance Code effective from April 1, 2012, to enhance shareholder value and accountability[108]. - The company complied with the applicable code provisions in the Corporate Governance Code for the year ended March 31, 2022[109]. - The Board consists of two executive Directors and three independent non-executive Directors, with nine full Board meetings held during the year ended March 31, 2022[118]. - The Board has established three committees: Audit Committee, Nomination and Corporate Governance Committee, and Remuneration Committee, to oversee specific aspects of the Company's affairs[126]. - The Company has arranged appropriate directors' liability insurance to indemnify directors for liabilities arising from corporate activities[126]. - The Board believes it is appropriately structured to provide sufficient checks and balances to protect the interests of the Group and shareholders[126]. - Independent non-executive Directors have confirmed their independence in accordance with GEM Listing Rules[128]. - The company has appointed non-executive directors for specific terms, subject to re-election, ensuring compliance with Code provision A.4.1[137]. - The company provides comprehensive induction and ongoing training for newly appointed directors to ensure understanding of operations and responsibilities under GEM Listing Rules[134]. Financial Performance - The financial summary section of the report provides insights into the company's performance metrics[3]. - The Group's revenue for the year ended 31 March 2022 was approximately HK$54.238 million, representing an increase of approximately 0.65% compared to HK$53.886 million in 2021[22]. - Gross profit for the year was approximately HK$26.660 million, an increase of approximately 0.81% from HK$26.447 million in 2021[18]. - The operating loss from operations was approximately HK$5.891 million, significantly improved from an operating loss of approximately HK$37.053 million in 2021[18]. - Net loss attributable to owners of the Company was approximately HK$12.689 million, down from a net loss of approximately HK$30.183 million in 2021[18]. - Other revenue for the year ended 31 March 2022 amounted to approximately HK$2.132 million, a decrease of approximately 52.06% compared to HK$4.437 million in 2021[32]. - Selling and distribution expenses for the year ended 31 March 2022 were approximately HK$20.902 million, representing a decrease of approximately 1.88% from HK$21.303 million in 2021[30]. - Administrative expenses for the year ended 31 March 2022 amounted to approximately HK$41.447 million, a decrease of approximately 12.68% compared to HK$47.466 million in 2021[31]. - Finance costs for the year ended 31 March 2022 were approximately HK$1.655 million, representing a decrease of approximately 29.57% from HK$2.350 million in 2021[31]. - The Group recorded a net loss from operations before taxation of approximately HK$7.546 million for the year ended 31 March 2022, a significant decrease from approximately HK$39.403 million in 2021[37]. Operational Developments - The Group operates two general hospitals in Putian and Beijing, maintaining the same number as in 2021[23]. - Management plans to diversify hospital services to meet various public needs, including treatments for common and special diseases[23]. - The Group continues to allocate resources to expand hospital services and explore business opportunities[23]. - The management envisions more diversified hospital services becoming available in the next few years[23]. - The Group's focus remains on providing general hospital services in the People's Republic of China[21]. - The Group will focus on chronic disease treatment and management, allocating more resources to explore new opportunities in the upcoming financial year[44]. Risk Management - The company has faced higher investment risks due to its small and mid-sized company status on the GEM, which may lead to greater market volatility[2]. - The management continues to focus on training medical staff and exploring new business approaches to optimize resources for better outcomes in the medical and financial sectors[39]. - The Group's risk exposure to currency fluctuations is considered minimal, as most transactions are denominated in Renminbi and Hong Kong dollars[48]. - The restructuring of central ministries in China may slow down hospital operations and management procedures, posing potential risks to marketing plans[85]. - Regional governance of hospitals varies by city, impacting operational standardization and consistency, which presents a significant management challenge[86]. Compliance and Internal Controls - The Group's internal control and risk management systems are designed to provide reasonable assurance against material misstatement or loss, with the Board satisfied with their effectiveness in 2022[189]. - The Group has established policies to ensure the reliability of financial reporting and compliance with applicable laws and regulations[194]. - The Audit Committee monitored the integrity of financial statements and compliance with statutory and listing requirements[155]. - The Board is responsible for establishing and maintaining effective risk management and internal control systems to achieve the Company's strategic objectives[190]. Events and Changes - The company has undergone changes in its executive team, with the resignation of the Chief Executive Officer on May 31, 2021[6]. - The disposal of the entire equity interest of Edin Hospital Management (Putian) Co., Ltd. was completed on 1 September 2021, resulting in the Target Group ceasing to be subsidiaries of the Company[62]. - Edinburgh International Hospital Management (Shenzhen) Co. Ltd. is involved in a civil complaint filed by China Merchants Hainan Development Investment Co. Ltd. on 9 March 2022[70]. - China Merchants is seeking to terminate a cooperation agreement with Edinburgh Hospital Management regarding the establishment of an international diabetes center in Hainan, involving a refund of approximately RMB 12.13 million[77]. - The company is also pursuing liquidated damages and costs related to the civil complaint amounting to approximately RMB 1.4 million[79]. - No significant events occurred after the end of the reporting period[82]. Human Resources - The Group had 137 full-time employees as of March 31, 2022, a decrease from 340 in 2021[53]. - For the year ended 31 March 2022, staff costs amounted to approximately HK$31.487 million, an increase of 6.8% from HK$29.485 million in 2021[57]. - The Group has adopted employee share option schemes to incentivize eligible employees, although there were no outstanding share options granted as of 31 March 2022[57].
金威医疗(08143) - 2022 - 年度财报