Share Option Scheme - The Share Option Scheme allows the company to grant options to eligible participants as incentives for their contributions [8]. - The maximum number of shares that may be allotted under the Share Option Scheme must not exceed 10% of the issued shares at the time of approval [16]. - Each grant of options to Directors or substantial shareholders must be approved by independent non-executive Directors [18]. - The exercise price for options granted under the Share Option Scheme must be at least the highest of the closing price on the date of grant or the average closing price for the preceding five business days [20]. - The total number of shares issued upon exercise of options to each participant in any 12-month period shall not exceed 1% of the shares in issue [20]. - The Share Option Scheme will remain in effect until June 15, 2027, after which no further options will be offered [10]. - As of December 31, 2023, the total number of shares available for issue under the Share Option Scheme is 44,444,823, representing approximately 10% of the issued share capital of the Company [25]. - No share options were granted, cancelled, or exercised during the year, and the number of options available for grant remained unchanged at 44,444,823 shares [24]. - There were no outstanding share options under the Share Option Scheme as of January 1, 2023, and December 31, 2023 [24]. Financial Performance - The Group recorded a loss of approximately HK$21,335,000 for the year ended 31 December 2023, compared to a loss of approximately HK$1,388,000 in 2022 [48]. - The consolidated loss attributable to the owners of the Company amounted to approximately HK$23,415,000 for the year, compared to a loss of approximately HK$8,059,000 in 2022 [48]. - The Directors do not recommend the payment of any dividend for the year, consistent with the previous year [48]. - The overall revenue for the year ended December 31, 2023, was HK$92,360,000, compared to HK$106,028,000 in 2022, reflecting a decline [134]. - Gross profit for the year was HK$67,992,000, down from HK$72,812,000 in 2022 [134]. - Basic and diluted loss per share was HK$5.27, compared to HK$1.81 in 2022 [134]. - The Group recorded a net loss of approximately HK$21,335,000 for the Year, compared to a net loss of approximately HK$1,388,000 in 2022 [160]. - The Group's gross profit decreased by approximately 6.6% to approximately HK$67,992,000 from approximately HK$72,812,000 in 2022 [160]. Software Business - The Software Business accounted for approximately 88.6% of the Group's total revenue during the year [48]. - The Software Business recorded revenue of approximately HK$81,847,000 in 2023, a decrease of approximately 4.6% compared to HK$85,770,000 in 2022, with a segment loss of approximately HK$8,382,000 [100]. - The impairment loss on goodwill for the Software Business amounted to approximately HK$18,000,000, and impairment loss on intangible assets was approximately HK$6,638,000, both recorded in 2023 [100]. - The Boom Max Group launched new product updates, including Advanced SystemCare 17 and IObit Malware Fighter 11, during the fourth quarter of 2023 [106]. - The company plans to continue developing new upgrades to its software products to keep pace with the latest technology trends and enhance user experience [106]. Economic Environment - The Group's operations have been adversely impacted by growing uncertainties in the global macro-economic environment [48]. - The Group is cautiously optimistic about future market conditions despite a challenging business environment [92]. - The Board will closely monitor the performance of the Software Business segment amid uncertainties from economic factors such as inflation and geopolitical pressures [108]. Goodwill and Impairment - As of December 31, 2023, the Group reported goodwill with a carrying value of approximately HK$42,525,000, resulting from the acquisition of Boom Max International Limited and Wafer Systems (Hong Kong) Limited [67]. - Goodwill is required to be tested for impairment on an annual basis, with the recoverable amounts determined based on fair value less cost of disposal or value-in-use models [67]. - The impairment assessment of goodwill involves significant estimates concerning future cash flows, discount rates, and growth rates assumptions, which are based on management's expectations of future business performance [67]. - The inherent risk related to the impairment assessment of goodwill is considered significant due to the subjective nature of the estimates and assumptions involved [67]. - The audit evaluated the effectiveness of management's estimation process by reviewing the outcomes of prior period impairment assessments [67]. Cash Flow and Assets - As of December 31, 2023, the Group had cash and cash equivalents and pledged bank deposits of approximately HK$83,976,000 [91]. - The Group's net current assets were approximately HK$83,650,000 as of December 31, 2023 [91]. - Cash and cash equivalents increased from HK$70,592,000 in 2022 to HK$83,342,000 in 2023, indicating improved cash flow management [142]. - The Group's total assets were approximately HK$272,946,000 as of December 31, 2023, down from HK$301,537,000 as of December 31, 2022 [1]. - The Group's intangible assets were approximately HK$109,588,000, and goodwill was approximately HK$42,525,000 as of December 31, 2023 [1]. Directors' Responsibilities - The Directors confirmed that the information contained in the report is accurate and complete in all material respects and not misleading or deceptive [41]. - The Directors are collectively and individually responsible for the report's contents, ensuring all opinions expressed are based on fair and reasonable assumptions [41]. Audit and Compliance - The Audit Committee has reviewed and discussed the Company's financial statements for the year before disclosure [51]. - The independent auditor, RSM Hong Kong, will retire and is eligible for re-appointment [56]. - The consolidated financial statements were prepared in compliance with Hong Kong Financial Reporting Standards and provide a true and fair view of the Group's financial position as of December 31, 2023 [66].
智易控股(08100) - 2023 - 年度业绩