万邦投资(00158) - 2023 - 年度财报

Company Structure and Governance - As of September 30, 2023, the company holds a 100% equity stake in Iau On Company Limited, primarily engaged in property investment[18] - The company has a 50% equity stake in Chuen King Enterprises Limited, which is currently inactive, suggesting potential for future strategic decisions[18] - The board of directors includes key executives such as Mr. Chung Yin Shu, Frederick (Chairman) and Mr. Tsang On Yip, Patrick, indicating strong leadership[19] - The company has established a remuneration committee and nomination committee to oversee executive compensation and board member selection, enhancing governance practices[19] - The Company appointed two new Independent Non-Executive Directors on 31 May 2023[49] - The late Mr. Chung Ming Fai served as an Executive Director until his passing on 4 May 2023[33] - The Board consists of 8 Directors, including 2 Executive Directors, 2 Non-Executive Directors, and 4 Independent Non-Executive Directors[159] - The Board consists of 4 Independent Non-Executive Directors, ensuring strong independent views and input are available[172] - Non-Executive Directors serve to provide independent judgment on the Group's development, performance, and risk management[167] - The Company has fully complied with all applicable code provisions of the Corporate Governance Code throughout the year ended September 30, 2023[154] Financial Performance - The company reported a consolidated comprehensive income statement reflecting significant financial performance, although specific figures were not detailed in the provided content[7] - The Group's performance for the year is outlined in the comprehensive income statement on page 68 of the report[31] - The financial results for the year ended September 30, 2023, are included in the report, highlighting key performance metrics[31] - The Directors' Business Review includes a comprehensive analysis of the Group's performance for the fiscal year[31] - The Group's financial results for the year ended 30 September 2023 are detailed in the consolidated statement of comprehensive income[52] - The Group's performance and financial position over the last five fiscal years are summarized in the annual report[56] Dividends and Reserves - The Group's interim dividend of HK$1.80 per share was paid in July 2023, totaling HK$45,000,000, with a final dividend of HK$1.80 per share also recommended, amounting to HK$45,000,000[26] - As of September 30, 2023, the distributable reserves of the Company were HK$207,055,000, compared to HK$209,150,000 in 2022[32] - The company declared an interim dividend of HK$1.80 per share, totaling HK$45,000,000 in July 2023, and is recommending a final dividend of HK$1.80 per share, also amounting to HK$45,000,000[54] Audit and Compliance - The auditor for the company is PricewaterhouseCoopers, ensuring compliance and accuracy in financial reporting[20] - The consolidated financial statements have been audited by PricewaterhouseCoopers, who are eligible for re-appointment at the forthcoming AGM[152] - The Audit Committee has reviewed the financial reporting process and internal controls for the year[152] - The independent auditor has issued an unqualified letter regarding the Group's continuing connected transactions, confirming compliance with relevant regulations[79] Related Party Transactions - The Company has a continuing connected transaction with Fu Hop, a company ultimately owned by two Executive Directors and a Non-Executive Director[35] - The total consideration received from Fu Hop during the year ended September 30, 2023, under the Lease Agreement amounted to HK$3,621,000, which did not exceed the annual cap of HK$3,700,000[79] - The Group has established continuing connected transactions with Kin Fung Hong Limited and Dedicare Limited regarding rental income, which are exempt from shareholder approval due to being below the de minimis threshold[66] - The Group's related party transactions for the year ended September 30, 2023, are disclosed in note 25 of the consolidated financial statements[66] Accounting Policies and Financial Instruments - The Group employs the acquisition method of accounting for business combinations, recognizing identifiable assets and liabilities at their fair values at the acquisition date[78] - The Group classifies its financial assets into categories measured at fair value or amortised cost, depending on the business model for managing those assets[123] - For debt instruments, the Group measures them at amortised cost if they are held for collecting contractual cash flows, which represent solely payments of principal and interest[126] - The Group applies a forward-looking approach to assess expected credit losses for debt instruments carried at amortised cost, recognizing lifetime losses for trade receivables from initial recognition[133] - The Group recognizes financial assets on trade date, which is when the commitment to purchase or sell the asset is made[126] - The Group's interest income from financial assets is calculated using the effective interest rate method and included in financial income[126] Property and Investment Management - The main business of the Company involves property investment and holding investments in Hong Kong[30] - The Group's investment properties include land held under operating leases and buildings under finance leases, classified as investment property when meeting specific criteria[139] - Investment properties are initially measured at cost, including transaction costs, and subsequently carried at fair value, with changes recognized in the consolidated statement of comprehensive income[141] - The depreciation of property, plant, and equipment is calculated using the straight-line method over estimated useful lives of 5 to 10 years, with residual values reviewed at each reporting period[136] Corporate Social Responsibility and Diversity - The Company ensures all Directors receive timely updates on performance, financial position, and prospects to enable effective decision-making[165] - The Nomination Committee reviews the structure, size, and composition of the Board annually to ensure diversity[164] - The Company has appointed Ms. Imma Ling as Independent Non-Executive Director, fulfilling gender diversity requirements[164] - As of September 30, 2023, the workforce gender ratio achieved is 8:8 male to female, including senior management[164] Taxation and Provisions - Current taxation is based on tax laws enacted at the balance sheet date in the country of operation[183] - Deferred income tax is provided in full using the liability method on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements[187] - Deferred income tax assets are recognized only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilized[191] - A provision for the bonus plan is recognized when the Company has a present legal or constructive obligation as a result of services rendered by employees[197]