Financial Performance - The company reported audited consolidated results for the fiscal year ending March 31, 2022[9]. - The company's revenue decreased by approximately 49.7%, from about HKD 250,600,000 for the year ended March 31, 2021, to about HKD 126,200,000 for the year ended March 31, 2022[19]. - Revenue from two-way radios dropped by about 50.4%, from approximately HKD 187,400,000 to about HKD 92,900,000 during the same period[19]. - Revenue from baby monitors decreased by approximately 69.0%, from about HKD 3,300,000 to about HKD 1,000,000[19]. - The company's service business revenue fell by 100%, from approximately HKD 7,700,000 to zero, due to the absence of electronic manufacturing services[19]. - Gross profit margin declined from approximately 2.3% for the year ended March 31, 2021, to about -17.2% for the year ended March 31, 2022[25]. - The company recorded a loss of HKD 60,400,000 for the year ended March 31, 2022, compared to a loss of HKD 34,600,000 for the previous year[28]. - The company reported a loss attributable to owners of approximately HKD 60.447 million for the year ending March 31, 2022[158]. - The company reported a net loss of HKD 60,447,000 for the year, which is an increase of 74.8% from a net loss of HKD 34,586,000 in 2021[171]. - Basic and diluted loss per share was HKD 10.10, compared to HKD 5.78 in the previous year[171]. - Total revenue for the year ended March 31, 2022, was HKD 126,181,000, a decrease of 49.6% compared to HKD 250,599,000 in 2021[171]. - The company recorded a gross loss for the year of HKD 21,756,000, compared to a gross profit of HKD 5,813,000 in the previous year[171]. Corporate Governance - The board confirmed that the information provided in the announcement is accurate and complete, with no misleading elements[3]. - The board of directors is responsible for the accuracy of the report and has confirmed that all reasonable inquiries were made[3]. - The company has committed to adhering to corporate governance codes and is actively working towards compliance[76]. - The board has fulfilled its corporate governance responsibilities as of the report date[81]. - The company has adopted a board diversity policy to ensure a balanced skill set, experience, and diverse perspectives among board members, which will be reviewed annually[82]. - The Audit Committee was established on September 16, 2015, and held 4 meetings during the year to review the group's financial statements and internal control systems[86]. - The Remuneration Committee, also established on September 16, 2015, reviewed the remuneration of directors and senior management, finding it fair and reasonable for the fiscal year ending March 31, 2022[89]. - The Nomination Committee, established on September 16, 2015, held 1 meeting during the year to review the composition of the board and recommend reappointments of retiring directors[94]. - The company has established policies and procedures to ensure compliance with legal and regulatory requirements[79]. - The company ensures that all board committees have sufficient resources to fulfill their duties and can seek independent professional advice when necessary[83]. Changes in Management - The company has undergone several changes in its board of directors, with multiple resignations and appointments in 2022[7]. - The company is currently seeking suitable candidates for the roles of chairman and chief executive officer, following the resignation of the previous chairman on April 1, 2022[76]. - The board held a total of 5 meetings during the year, with all directors attending 100% of the meetings[70]. - The audit committee conducted 4 meetings, with all independent non-executive directors attending 100% of the meetings[70]. - The company has three independent non-executive directors, with at least one possessing appropriate financial management expertise[74]. Financial Position - The company's short-term borrowings and lease liabilities decreased to approximately HKD 5.9 million from HKD 15.9 million as of March 31, 2021, a reduction of about HKD 10 million[35]. - The net current asset value decreased from approximately HKD 25.5 million in 2021 to a net current liability of approximately HKD 28.3 million in 2022, primarily due to operational funding needs and increased trade payables[35]. - The company's cash and bank balances were approximately HKD 7.9 million as of March 31, 2022, down from HKD 11.8 million in 2021, a decrease of about HKD 3.9 million[35]. - The debt-to-equity ratio as of March 31, 2022, was approximately -19.9%, a significant decrease from 50.2% in 2021, mainly due to losses incurred during the year[36]. - The company reported a reserve available for distribution of approximately zero HKD as of March 31, 2022, down from approximately 16,581,000 HKD in 2021[122]. - Current liabilities and net liabilities as of March 31, 2022, were approximately HKD 28.27 million and HKD 28.051 million, respectively[158]. - The company's equity attributable to owners decreased to HKD (28,114,000) from HKD 30,994,000, indicating a negative shift in equity[179]. - Total assets decreased to HKD 56,062,000 from HKD 81,313,000 in 2021, reflecting a decline of 30.9%[175]. Future Plans and Strategies - The company plans to continue investing in R&D for new product lines and seek new customers and sales channels[12]. - The company aims to diversify its revenue sources and enhance its product portfolio to drive future growth[12]. - The company is considering outsourcing some production processes to Vietnam and Malaysia to mitigate the impact of trade tensions and tariffs[19]. - The company is negotiating a partnership to develop a sales network and value-added services for Internet System 5.0 G in China[50]. - The board believes that the acquisition is a good opportunity to expand current business and diversify products[51]. - The board is actively seeking opportunities to diversify revenue sources in light of negotiations with partners[51]. - After the completion of the placement and potential fundraising activities, the board believes the company's financial position will strengthen in the next fiscal year[51]. Shareholder Information - Major shareholders include Solution Smart Holdings Limited with 112,589,600 shares (18.81%) and SMK Investment Company Limited with 90,997,600 shares (15.20%) as of March 31, 2022[138]. - The company has confirmed a minimum of 25% public float in accordance with GEM listing rules[150]. - The company has not made significant changes to its articles of association during the year[107]. - The company maintains open communication channels with shareholders, including annual general meetings and various announcements[106]. - The company is committed to timely and accurate disclosure of information to ensure informed decision-making by shareholders and the public[113]. Audit and Compliance - The external auditor, KPMG, was reappointed for the fiscal year ending March 31, 2022, with audit fees amounting to HKD 420,000[102]. - The independent auditor's report indicates a lack of sufficient evidence to provide an opinion on the financial statements due to uncertainties affecting the company's going concern status[157]. - The Audit Committee has no disagreements with the board regarding the financial statements for the fiscal year ending March 31, 2022[86]. - The company has established a robust internal control system to safeguard assets and shareholder interests, with regular reviews to ensure effectiveness[99]. - The board is responsible for preparing true and fair consolidated financial statements in accordance with Hong Kong Financial Reporting Standards[98].
善裕集团控股(08245) - 2022 Q4 - 年度财报