Financial Performance - The Group's revenue for the year ended December 31, 2022, was approximately HK$2,715,000, a decrease of 14% compared to approximately HK$3,157,000 for the year ended December 31, 2021[15]. - The loss attributable to owners of the Company for the year ended December 31, 2022, was approximately HK$227,735,000, significantly reduced from a loss of approximately HK$581,677,000 for the year ended December 31, 2021[15]. - The loss from changes in fair value of investment properties was approximately HK$3,393,000 in 2022, down from approximately HK$24,944,000 in 2021[15]. - The impairment loss recognized for financial assets under the expected credit losses model was approximately HK$177,609,000 in 2022, compared to HK$192,300,000 in 2021[15]. - The Group's share of losses from associates was approximately HK$766,000 in 2022, a significant decrease from HK$169,558,000 in 2021[15]. - The economic environment remains sluggish due to the lingering effects of the COVID-19 pandemic, impacting overall business activities[14]. Strategic Direction - The Group adopted a more conservative strategy in property development and investment due to the uncertain real estate market in the PRC[20]. - The Group plans to continue identifying and exploring business opportunities in the natural gas sector both in the PRC and globally[20]. - The Group's management is focused on navigating the challenges posed by the pandemic while seeking growth opportunities in its core sectors[20]. - The Group's strategic adjustments reflect a response to the ongoing market disruptions caused by the COVID-19 outbreak[20]. Capital Structure and Financial Position - The Group's capital structure includes debt, cash and bank balances, and equity attributable to owners, which comprises issued share capital and reserves[35]. - A capital reorganization was approved, involving share consolidation, capital reduction, and share subdivision to enhance the capital structure[36][40]. - The share consolidation involved consolidating every ten issued shares of par value HK$0.05 into one consolidated share of par value HK$0.5[36]. - As of December 31, 2022, the underlying current ratio was approximately 0.12, a decrease from 0.55 in 2021[46]. - The equity attributable to owners of the Company was a deficit of approximately HK$(315,683,000), an increase of approximately 290% from the deficit of HK$(80,917,000) at the end of 2021[47]. - The net current liabilities as of December 31, 2022, were approximately HK$402,555,000, compared to HK$173,265,000 in 2021[47]. - Cash and bank balances at December 31, 2022, were approximately HK$2,347,000, up from HK$1,862,000 in 2021[47]. - The underlying gearing ratio was approximately (30%) as of December 31, 2022, compared to (81%) in 2021[46]. - The current liabilities to total assets ratio was approximately 573% as of December 31, 2022, compared to 159% in 2021[46]. Governance and Board Structure - The Board held a total of 2 board meetings during the financial year, with a 100% attendance rate from all directors[85]. - As of December 31, 2022, independent non-executive directors represented at least one-third of the Board, complying with Rule 3.10A of the Listing Rules[90]. - The Company has appointed at least three independent non-executive directors, with one possessing appropriate professional qualifications in accounting or related financial management expertise[90]. - The Board is committed to ensuring independent views and input are available, with independent professional advice obtained at the Company's expense[79]. - The Company has established mechanisms to ensure that all directors have access to timely information, including monthly updates on business operations[88]. - The Board will review the implementation and effectiveness of governance mechanisms on an annual basis[79]. - The Company has not established an internal audit function, as the Board believes it is unnecessary given the current scale and complexity of the business[73]. - The Board aims to comply with the Code provision C.5.1, which stipulates that board meetings should be held at least four times a year[87]. Risk Management and Internal Controls - The Board conducts an annual review of significant risks, including ESG risks, and assesses the Company's ability to respond to changes in the business environment[178]. - The management is responsible for the ongoing monitoring of the risk management and internal control systems, which are reviewed annually for effectiveness[180]. - The risk management procedures are designed to identify, evaluate, and manage significant risks associated with the Group's business[184]. - The Group's risk management strategies include risk retention, avoidance, sharing, and transfer to mitigate potential losses[188]. - The internal control systems aim to reduce risks and provide reasonable assurance against material misstatement or loss[186]. - The Board considers the risk management and internal control systems to be reasonably effective and adequate for the year ended December 31, 2022[189]. Compliance and Policies - The Group has implemented a Whistleblowing Policy to allow confidential reporting of concerns related to possible improprieties[191]. - An Anti-Bribery and Anti-Corruption Policy has been adopted to outline guidelines and responsibilities for employees to resist fraud[192]. - The Group maintains awareness of confidentiality regarding inside information and complies with relevant regulations for its dissemination[190]. - The company has adopted an Anti-Bribery and Anti-Corruption Policy to prevent and address any form of bribery and corruption among employees and third parties[194]. - The Board and the Audit Committee will periodically review the effectiveness of the Anti-Bribery and Anti-Corruption Policy to ensure compliance and commitment to prevention and investigation[196]. Human Resources and Diversity - The Group had approximately 14 staff as of December 31, 2022, with remuneration based on performance and industry practices to retain talent[30]. - The Group employed 14 individuals during the financial year, with 50% being female, indicating achievement of gender diversity[100]. - The Board currently has one female director, and the Company aims to increase the proportion of female members over time[98]. - All directors participated in continuous professional development programs during the year, ensuring their contributions remain informed and relevant[105].
中国基建投资(00600) - 2023 - 年度财报