Financial Performance - For the fiscal year 2021-22, the total revenue of Somerley Capital Holdings Limited decreased by approximately 9.7% to about HKD 68.2 million from approximately HKD 75.5 million in 2020-21[10]. - Revenue from financial advisory and independent financial advisory services significantly dropped to about HKD 41.2 million, accounting for approximately 60% of total revenue, compared to 74% in 2021[10]. - Revenue from compliance advisory services increased to about HKD 26.5 million, representing approximately 39% of total revenue, up from 25% in 2021[10]. - The company recorded a loss of HKD 3.9 million for the fiscal year ending March 31, 2022, following a small profit in the first nine months[9]. - The group recorded a post-tax loss of approximately HKD 3.9 million for the year, compared to a post-tax profit of approximately HKD 7.3 million in 2020-21, primarily due to a decrease in total revenue[16]. - The group recorded a pre-tax loss of approximately HKD 3.8 million for the year, compared to a pre-tax profit of approximately HKD 6.9 million in 2021[28]. - Total revenue for the corporate finance consulting segment was approximately HKD 68.2 million, down from approximately HKD 75.0 million in the previous year, reflecting a challenging competitive environment[30]. - The asset management segment incurred a loss of approximately HKD 1.5 million, a significant reduction from a loss of approximately HKD 7.7 million in 2020-21, attributed to the absence of impairment losses recognized on goodwill and intangible assets[30]. Cost Management - Employee benefit costs decreased by about 0.8% to approximately HKD 52.7 million, despite the absence of government subsidies from the previous year[11]. - Depreciation and other operating expenses reduced by approximately 8.3% to about HKD 19.8 million, primarily due to lower rent after renewing the office lease[11]. - Cash and cash equivalents were approximately HKD 75.0 million, a decrease from HKD 96.5 million in the previous year[49]. - The group has implemented measures to closely monitor outstanding trade receivables and maintain high levels of liquidity amid the ongoing impact of COVID-19[25]. Strategic Initiatives - The company established a strategic partnership with CSH to explore opportunities in fintech and digital finance, integrating CSH's expertise in security token offerings with traditional corporate finance practices[14]. - A new entity, Sirely Digital Limited, was formed to apply for regulatory approval to operate an online subscription platform for tokenized assets and digital securities[14]. - The company aims to leverage its experience in traditional corporate finance to enhance its offerings in the digital finance sector[14]. - The group plans to explore opportunities in fintech and digital finance, including a partnership with CSH to leverage expertise in security token offerings[26]. - The company is considering investing time to advance opportunities in fintech and digital finance[74]. Market Outlook - The current business environment remains challenging, impacting corporate financing activities in Hong Kong[9]. - The group anticipates a recovery in business activities in the second half of the year, despite ongoing challenges in the corporate financing market due to rising interest rates and travel restrictions[20]. - The board remains optimistic about a recovery in business activity in the second half of the year, despite challenges such as rising interest rates and travel restrictions[74]. Corporate Governance - The board consists of three executive directors and three independent non-executive directors, complying with GEM listing rules[78]. - The company has appointed a new CEO and vice-chairman as of March 31, 2022, to enhance corporate governance[77]. - The company has implemented appropriate insurance arrangements for its directors against legal liabilities, reviewed annually[80]. - Independent non-executive directors provide independent judgment and advice on the group's performance and risk management[82]. - The board will continue to review its corporate governance practices to meet regulatory requirements and stakeholder expectations[77]. Risk Management - The company faces various risks, including operational disruptions to its main subsidiary, New Baili Financing, which could adversely affect its business and financial performance[68]. - The company has engaged an independent internal control consultant to evaluate the effectiveness of its risk management and internal control systems annually[156]. - The board is directly responsible for the risk management and internal control systems, supported by the audit committee[156]. - The audit committee reviewed the effectiveness of the internal control system and found no significant control deficiencies[154]. Shareholder Engagement - The company encourages active contributions from directors in board matters and promotes a culture of open debate[81]. - The board encourages shareholders to actively communicate and participate in the annual general meeting[163]. - The company has established a shareholder communication policy to ensure timely and equal access to information regarding financial performance and strategic goals[160]. - The company welcomes shareholder proposals for discussion at the annual general meeting[170]. Diversity and Inclusion - The company aims to appoint at least one female director by December 31, 2024, to enhance gender diversity on the board[101]. - As of March 31, 2022, male and female employees accounted for approximately 56.2% and 43.8% of the total workforce, respectively, indicating a commitment to gender diversity[101]. - The board diversity policy includes measurable targets, such as having at least one-third of board members as independent non-executive directors[100]. Financial Policies - The company has adopted a dividend policy aiming to distribute at least 40% of the annual consolidated net income to shareholders[171]. - The board emphasizes maintaining a consistent and sustainable dividend level, with the possibility of special dividends in particularly favorable years[171].
新百利融资(08439) - 2022 - 年度财报