Financial Performance - The company recorded a total loss and comprehensive expenses of approximately HKD 8.9 million for the year ended December 31, 2021, compared to a loss of about HKD 2.1 million for the year ended December 31, 2020[11]. - Revenue from placement and underwriting commissions decreased by approximately HKD 30.9 million due to reduced IPO activity and market pessimism[9]. - The total revenue for the year ended December 31, 2021, was approximately HKD 12.9 million, a decrease of about 73.0% compared to HKD 47.8 million for the year ended December 31, 2020[26]. - The group reported a pre-tax loss of HKD 8.4 million for the year, an increase of 327.6% compared to a loss of HKD 1.97 million in 2020[24]. - The revenue from asset management services decreased by approximately 26.1% to HKD 1.7 million from HKD 2.3 million in 2020[27]. - Other income decreased by approximately 26.9% to HKD 1.9 million, primarily due to the absence of government subsidies received in the previous year[28]. - Interest income from securities and IPO financing was approximately HKD 4.6 million, a decrease of about 39.5% from HKD 7.6 million in the previous year[21]. - The company recorded a net gain of approximately HKD 23.1 million from fair value changes of financial assets, compared to HKD 0.5 million in the previous period[30]. - The total cash and bank balances amounted to approximately HKD 165.6 million in 2021, down from HKD 196.6 million in 2020, due to cash used in operating activities of approximately HKD 12.9 million and purchases of debt securities totaling HKD 12.0 million[53]. - The company recorded a loss of approximately HKD 8.9 million for the year, compared to a loss of HKD 2.1 million in the previous period[36]. Business Strategy and Operations - The company plans to focus on placement and underwriting services and corporate finance advisory services while continuing to support brokerage services and IPO financing as ancillary services[13]. - The company completed the acquisition of 25% of RS (BVI) Holdings Limited for HKD 32,853,000, aiming to expand its placement and underwriting business through collaboration with RS (BVI)'s subsidiaries[10]. - The company’s subsidiary, New Power Capital Limited, obtained a money lending license in December 2021 to diversify income sources[37]. - The group completed 7 placement mandates in the year, generating revenue of approximately HKD 1.4 million, down from HKD 1.9 million in 2020[19]. - The company has changed its English name to "RaffAello-Astrum Financial Holdings Limited" and its stock abbreviation to "RAFFAELLOASTRUM" effective from October 29, 2021[61]. - The group’s main business remains unchanged, focusing on investment holding and providing brokerage, underwriting, corporate finance advisory, financing, and asset management services[135]. Market Conditions - The Hang Seng Index fell by approximately 14.1% by the end of 2021, reflecting the overall performance challenges in the Hong Kong financial market[9]. - The number of new listed companies in Hong Kong decreased by approximately 36.4% to 98 in 2021, with total fundraising amounting to approximately HKD 331.3 billion, down 17.2% from the previous year[24]. - The global economic growth is projected to slow to 4.4% in 2022 from 5.9% in 2021, influenced by various factors including the pandemic and inflation[39]. Risk Management - The group faces various financial risks, including credit risk and liquidity risk, with a focus on minimizing potential adverse impacts on financial performance[67]. - To mitigate credit risk, the management has established a team to set trading limits and monitor receivables, significantly reducing credit risk[68]. - The group complies with regulatory liquidity requirements and has monitoring systems in place to ensure sufficient liquidity for business obligations[69]. - The board is responsible for assessing the nature and extent of risks acceptable in achieving strategic objectives and ensuring effective risk management and internal control systems are in place[123]. - The group has implemented a risk management framework to identify, assess, and manage key business risks, ensuring effective control in line with the group's risk appetite[124]. Corporate Governance - The company has adopted and complied with the corporate governance code as of December 31, 2021, with the exception of deviation from code provision A.2.1[87]. - The board consists of 7 members, including 4 executive directors and 3 independent non-executive directors, ensuring compliance with GEM listing rules[90]. - The company aims to provide long-term value to shareholders while balancing the interests of a wide range of stakeholders[90]. - The independent non-executive directors bring over 20 years of experience in financial reporting and accounting, enhancing the board's expertise[82]. - The company has a strong internal control and corporate governance framework to promote accountability and transparency[87]. - The company has established three board committees: the Remuneration Committee, the Nomination Committee, and the Audit Committee to oversee special matters[98]. - The company has arranged suitable insurance plans covering legal liabilities arising from company activities for its directors and senior officers[178]. Shareholder Relations - The group has adopted a shareholder communication policy to ensure timely and equal access to comprehensive information for shareholders and potential investors[127]. - The group encourages shareholders to actively engage with the board and management during annual general meetings[128]. - The group has established procedures for shareholders to propose resolutions for consideration at special general meetings[132]. - The company has no predetermined dividend payout ratio, and any dividend declaration is subject to board approval based on various financial and operational factors[122]. Employee Relations - As of December 31, 2021, the company had 30 employees, with total employee costs of approximately HKD 17.7 million[42]. - The company maintained strong relationships with employees, customers, and business partners, with no complaints received during the year[165]. Related Party Transactions - The group engaged in related party transactions, including a significant acquisition that constituted a discloseable transaction under GEM listing rules, with a percentage exceeding 5% but below 25%[191]. - The maximum annual limit for financing services provided to the Pan family was set at HKD 80 million, with actual transactions approximating HKD 76.995 million[194]. - The maximum annual limit for interest payments to the Pan family was set at HKD 2.3 million, with actual payments amounting to HKD 682,000[194]. - The company conducted related party transactions that required disclosure and independent shareholder approval, with the total annual limit exceeding HKD 10 million[199]. - The independent shareholders approved the financing service agreements at a special meeting held on September 24, 2020[199]. Environmental Commitment - The company is committed to environmental protection through green office measures, including energy-efficient lighting and resource conservation[164].
阿仕特朗金融(08333) - 2021 - 年度财报