Shareholding Structure - Ocean Expert Investments Limited holds 804,159,697 shares, representing 41.29% of the issued share capital of the Company[2] - Mr. Lau Cheung Hung owns 162,752,000 shares, accounting for 8.35% of the issued share capital[2] - Flourish Zone Limited has 149,455,740 shares, which is 7.67% of the issued share capital[2] - CK Hutchison Holdings Limited holds 143,233,151 shares, representing 7.35% of the issued share capital[2] - At least 25% of the Company's total issued share capital was held by the public as of the report date[18] Audit and Governance - The Audit Committee met quarterly during the year ended December 31, 2023, to review financial reporting and internal control procedures[17] - The Company confirmed that all independent non-executive Directors are considered independent[20] - There were no significant interests in competing businesses held by Directors or management shareholders during the year[28] - The Company has established an Audit Committee to ensure compliance with GEM Listing Rules and enhance governance practices[17] - The Audit Committee's principal duties include reviewing and supervising the financial reporting process, internal control procedures, and risk management system of the Group[175] - The Company confirmed that annual confirmations of independence were received from each of the independent non-executive Directors, ensuring all are considered independent[186] - The Remuneration Committee, consisting of independent non-executive directors, is responsible for making recommendations on the remuneration policy for all Directors and Senior Management[179] - The Company has arranged appropriate liability insurance for Directors, which is reviewed annually to cover risks arising from corporate activities[192] - The Company Secretary assists the Board in ensuring compliance with corporate governance and provides advice on related matters[158] - The Company met with the external auditor to review and make recommendations for the Board's approval on annual, interim, and quarterly reports[200] - The audit fee was reviewed and approved by the Company[200] - The Company recommended the re-appointment of Grant Thornton Hong Kong Limited as auditor, subject to Shareholders' approval at the annual general meeting[200] - The effectiveness of the Company's risk management and internal control systems was reviewed[200] - The adequacy of resources, qualifications, and experience of the Company's accounting and financial reporting staff was reviewed[200] Financial Performance - The Group's revenue for the year ended December 31, 2023, amounted to HK$21,422,000, a decrease of 25.7% compared to HK$28,785,000 in 2022[73] - For the year ended December 31, 2023, the Group's revenue was HK$21,422,000, a decrease of 25.5% from HK$28,785,000 in 2022[88] - Sales of gold and jewellery products decreased by 42% to HK$6,457,000, down from HK$11,181,000 in 2022[86] - Revenue from enterprise software products fell by 38% to HK$8,346,000, compared to HK$13,388,000 in 2022[86] - The rehabilitation products segment generated revenue of approximately HK$5 million, contributing 23% to the total revenue for the year[104] - The Group reported a loss before income tax of HK$13,815,000 for the year, compared to a loss of HK$8,820,000 in 2022[1] - For the year ended December 31, 2023, the Group reported a loss attributable to owners of HK$12,405,000, compared to a loss of HK$6,915,000 in 2022[110] - Revenue from the Jewellery Products segment decreased by 42% to HK$6,457,000, down from HK$11,181,000 in 2022[110] - Revenue from the IT Products and Services segment fell by 38% to HK$10,094,000, compared to HK$16,163,000 in 2022[119] - Revenue from the Rehabilitation Products segment increased to HK$4,871,000, up from HK$1,441,000 in 2022[119] Financial Position - Total assets as of December 31, 2023, were HK$122,979,000, a decrease from HK$130,484,000 in 2022[1] - The Group maintained cash and bank balances of HK$21,031,000 as of December 31, 2023, down from HK$23,438,000 in 2022[90] - The gearing ratio was nearly zero, indicating a strong financial position with no significant debt[91] - As of December 31, 2023, the Group's capital commitments amounted to HK$2,550,000, significantly higher than HK$396,000 in 2022[118] Strategic Outlook - The Group will adopt a prudent but optimistic view on the business environment for 2024, with any expansion plans and investment decisions being assessed with dual care[69] - The Board maintains a prudent but optimistic outlook for 2024, focusing on health and rehabilitation industries less affected by economic cycles[122] - The Group anticipates that the performance of its health and rehabilitation business will become more prominent later in 2024 as a joint venture in Shandong commences operations[124] - The Company emphasizes the importance of understanding the potential risks associated with investing in small and mid-sized companies listed on GEM[59] - The Group's financial position will be closely monitored to ensure sustainable growth and effective resource allocation[74] - The Company aims to enhance shareholder value through strategic initiatives and careful management of financial resources[68] - The Board expresses gratitude to shareholders for their continued support and confidence in the Company's future prospects[68] Corporate Developments - The Group signed an agreement to establish a joint venture in Shandong, PRC, for promoting home-use electronic medical devices[81] - There were no significant investments or acquisitions during the year, with the last notable investment being RMB 5 million in a newly established subsidiary in 2022[117] - The Group's employee count increased slightly to 56 from 55 in 2022, with remuneration based on market terms and individual performance[121] - Mr. Chong Yu Ping has been appointed as the Chairman of the Board and Chief Executive Officer since December 2023, with a commitment to maintaining a balance of power and authority[168] - The Group's issued shares remained unchanged at 1,947,690,000 shares as of December 31, 2023[112]
御德国际控股(08048) - 2023 - 年度业绩