Business Operations - The Group is primarily engaged in providing medical equipment finance leasing services, maternal and child postpartum care industry services, and trading of medical equipment and consumables in the PRC[26] - The Group's operations are focused on the PRC market, indicating a strategic emphasis on this region for growth and service delivery[27] - The Group's revenue doubled from 2021 to over RMB 300 million, indicating significant growth in its financial leasing services focused on medical equipment[29] - The Group provided finance leasing services to approximately 4,300 SMEs customers across 30 provinces in China, generating revenue of RMB 37.3 million during the year[48] - The maternal and child postpartum care industry services recorded revenue of RMB 50.8 million, but faced a segmental loss of RMB 1.7 million due to operational restrictions from epidemic control measures[55] Financial Performance - The financial year ended on December 31, 2022, marking the end of the reporting period for the Group[26] - The Group is optimistic about sustaining its core business despite economic uncertainties due to Covid-19, actively seeking opportunities to leverage its existing client base[29] - The Group's profit attributable to owners increased to approximately RMB 15.8 million for the Year, up from RMB 5.5 million in the Prior Year, primarily due to increased income from trading medical equipment and consumables[73] - Finance costs rose from approximately RMB 8.0 million in the Prior Year to approximately RMB 13.1 million for the Year, mainly due to increased interest on bank and other borrowings[72] - As of December 31, 2022, the Group's bank balances and cash were approximately RMB 13.7 million, down from RMB 33.5 million in 2021[76] - The Group's total equity as of December 31, 2022, was approximately RMB 310.8 million, compared to RMB 304.3 million in 2021[76] - The gearing ratio increased to approximately 42.4% as of December 31, 2022, from 38.6% in 2021, attributed to increased borrowings for business expansion[76] Risk Management - The Group's financial leasing services are focusing on risk management to improve asset quality and reduce risks, protecting shareholders' interests[34] - The Group has established a risk management system to address various risks including credit, liquidity, and operational risks associated with finance leasing services[49] - The Group continues to monitor and improve its risk management system to adapt to changes in market conditions and regulatory environments[49] Strategic Growth - The healthcare industry is expected to become a new economic breakthrough post-pandemic, with the Group positioning itself in the medical equipment leasing and trading sectors[29] - By 2025, China aims to establish a comprehensive medical equipment standard system, which is expected to drive growth in the high-end medical equipment market[34] - The full liberalization of the "three-child policy" is anticipated to increase demand for maternal and child postpartum care services, providing growth opportunities for the Group[37] - The Group plans to build a comprehensive mother and baby ecosystem with full industry chain coverage in the maternal and child postpartum care industry[37] - The Group will continue to increase investment across various businesses to find opportunities amid global economic challenges[38] Corporate Governance - The company emphasizes the importance of its Board in providing effective leadership and ensuring transparency and accountability in operations[100] - The Board has delegated various responsibilities to its committees to enhance corporate governance practices[105] - The company has been compliant with the GEM listing rules and corporate governance code, except for a specific deviation noted[103] - The Company has established a code of conduct and compliance manual applicable to Directors and employees[129] - The Board meets the requirements of the GEM Listing Rules, ensuring effective governance and oversight[129] - The Company has arranged appropriate liability insurance coverage for all Directors, which will be reviewed by the Board regularly[135] - The Company has implemented corporate governance practices in line with the GEM Listing Rules, ensuring transparency and accountability in operations[131] Board Composition and Responsibilities - The current Board composition includes two executive Directors, one non-executive Director, and three INEDs, ensuring a balance of skills and experiences[136] - The Board believes that the current structure does not impair the balance of power and authority between the Board and management[143] - The Company has established a Nomination and Corporate Governance Committee to oversee board appointments and governance practices[146] - The Board retains decision-making authority over significant transactions, requiring prior approval for any major dealings[133] - The independent directors provide critical insights and advice to the Board, enhancing decision-making processes[92] Employee and Supplier Relations - The Group employs a total of 281 employees, with 62 male and 219 female employees, indicating a diverse workforce[185] - During the Reporting Period, the Group had approximately 219 suppliers, all of which are from the PRC, and none failed to meet the Group's requirements[157] - The Group focuses on maintaining long-term relationships with suppliers that have good creditworthiness and quality products[157] - The Group is committed to providing a safe and equitable work environment for employees, adhering to labor laws in China and Hong Kong[153] Environmental Responsibility - The Group has implemented measures to reduce water consumption, although specific wastewater data could not be provided due to lack of sub-metering[181] - The Company has implemented measures for the disposal and recycling of computer-related products[149] Dividend and Shareholder Returns - A final dividend of HK 2.5 cents per share is recommended for the financial year 2022, reflecting the Group's commitment to returning value to shareholders[42] Acquisition and Profit Guarantees - The profit guarantee for the acquisition of Desheng Meimei requires a net profit after tax of no less than RMB 1.8 million for the period ending December 31, 2022, and RMB 2.2 million for the year ending December 31, 2023[60] - The actual profit after tax for Desheng Meimei from the completion date to December 31, 2022, was approximately RMB 0.9 million, resulting in the profit guarantee not being met[61] - The Group plans to exercise the option to request the vendor to repurchase the 51% equity interest in Desheng Meimei due to unmet profit guarantees, with the repurchase anticipated in the second half of 2023[61] - The Group acquired a 54% equity interest in Wuhan Jiaenbei Health Management Co., Ltd. for a consideration of RMB 3.24 million[64] - Jiaenbei is guaranteed to achieve a net profit after tax of no less than RMB 1.0 million for the periods ending December 31, 2021, 2022, and 2023[67]
紫元元(08223) - 2022 - 年度财报