Business Operations and Performance - In 2022, the Group's surgery and Day Procedure Centre officially opened in November, enhancing the range of medical and healthcare services offered to customers[17] - The Group faced continuous challenges from the COVID-19 pandemic in the first half of 2022, yet its development plan remained on track[17] - The annual results for the year ended December 31, 2022, were presented to shareholders, indicating ongoing operational activities despite external challenges[16] - The Group's commitment to comprehensive medical services reflects its strategic focus on customer care and service expansion[17] - The Group's operational resilience during the pandemic highlights its strategic planning and adaptability in a volatile market[17] - The Group's healthcare products and services segment saw substantial improvement starting from Q3 2022 due to the easing of the COVID-19 pandemic, despite challenges in the first half of the year[27] - The Group has focused on expanding its business dimensions by establishing a day surgery and medical centre during the pandemic[27] - The healthcare products and services segment is expected to expand, with plans to open more centers and cooperate with hospitals and sanatoriums despite market uncertainties[42] - The Group aims to enhance its market share and client base in the healthcare sector, leveraging social media for promotion and sourcing advanced treatment devices[39][41] - The Group's performance was impacted by COVID-19 measures, but there has been a recovery in customer visits to health and beauty services in Hong Kong and China post-lockdown[40][41] Financial Performance - The Group recorded a revenue of approximately HK$231.6 million for the year ended December 31, 2022, representing an 18% decrease from HK$282.9 million in 2021[47] - Gross profit decreased by 44% to approximately HK$37.62 million, with a gross profit margin dropping from 24% in 2021 to 16% in 2022[47] - The profit attributable to owners of the Company for the year was approximately HK$4.555 million, down from HK$13.3 million in the previous year, resulting in earnings per share of HK$0.002 compared to HK$0.02 in 2021[48] - Total operating expenses for the year amounted to approximately HK$25.817 million, a 54% decrease from HK$47.4 million in 2021[49] - As of December 31, 2022, the Group had net current assets of HK$90.927 million, down from HK$111.1 million in 2021, while net assets increased to HK$158.1 million from HK$147.0 million[54] - The Group's cash and bank balances as of December 31, 2022, were approximately HK$1.85 million, a decrease from HK$9.90 million in 2021[55] - The working capital ratio as of December 31, 2022, was 1.58, down from 1.75 in 2021, with a gearing ratio of 0.46 compared to 0.36 in the previous year[56] - Current assets were approximately HK$249,093,000 as of December 31, 2022, compared to HK$258,400,000 in 2021, while current liabilities were approximately HK$158,166,000, up from HK$147,300,000 in 2021, resulting in a current ratio of 1.58, down from 1.75 in 2021[61] - The Group's debt-to-equity ratio as of December 31, 2022, was 0.46, an increase from 0.36 in 2021[61] Corporate Governance - The Directors confirm that the information in the report is accurate and complete, ensuring transparency for investors[6] - The Company has undergone changes in its corporate governance, including the appointment of a new company secretary in September 2022[9] - The company has been expanding its board with independent non-executive directors to enhance governance and oversight[92] - The company has complied with all code provisions of the Corporate Governance Code throughout the reporting period, except for the deviation regarding the roles of chairman and chief executive officer being held by the same individual[99] - The board believes that having the same person serve as both chairman and chief executive officer can enhance the execution of the group's business strategies and operational efficiency[99] - The board is collectively responsible for promoting the success of the company and its businesses by directing and supervising the company's affairs[106] - The company has established a framework for ethical standards to promote high levels of professional conduct among all employees and directors[105] - The board is committed to maintaining high standards of corporate governance practices to enhance accountability and transparency to shareholders[98] - The company will continue to review its governance structure to ensure compliance with the Corporate Governance Code and align with the latest developments[99] - The Company Secretary is tasked with updating the Board on governance and regulatory matters[127] Management and Strategy - The Company aims to provide more value-added services to meet diverse customer needs[17] - The Group has implemented measures to optimize asset portfolios and improve operational efficiency, aiming to significantly enhance profitability[26] - Strategic cooperation with companies in Mainland China has been initiated to complement resources and improve service levels, targeting sustainable growth[26] - The Company plans to build a regenerative medical health management ecosystem to improve service capabilities and quality in the upcoming year[19] - The Board will continuously evaluate the business environment and existing income streams to enhance profitability post-pandemic[28] - The Company aims to attract more quality partners in the industry to share development dividends and replicate successful business models[20] - The management structure has been optimized by introducing influential talents to enhance the Company's competitiveness[26] Board Composition and Diversity - As of December 31, 2022, the Board consisted of five Directors: one executive, one non-executive, and three independent non-executive Directors[111] - The Group's employee gender ratio is 9.0% male and 91.0% female, which the Group considers to be within a reasonable range[119] - The Board has established measurable objectives to implement its Board Diversity Policy, focusing on various diversity perspectives including gender, age, and professional experience[118] - The Board regularly reviews the contribution of each Director to ensure they are dedicating sufficient time to their responsibilities[123] - All Directors participated in continuous professional development during the Reporting Period, ensuring their contributions remain informed and relevant[132] Audit and Compliance - The Audit Committee consists of independent non-executive Directors, ensuring compliance with GEM Listing Rules and enhancing corporate governance[175] - The Audit Committee's responsibilities include reviewing significant adjustments resulting from audits and ensuring compliance with accounting principles and GEM Listing Rules[182] - The Audit Committee met once with the external auditor during the Reporting Period without management present, ensuring independent oversight[179] - The Audit Committee held 4 meetings during the reporting period to review and supervise the financial reporting process and internal control of the Group[184] - The attendance of the Audit Committee members at the meetings was 100%, with all three members attending all 4 meetings[186] - The Company has established a proper corporate governance structure with three subcommittees: Audit, Nomination, and Remuneration Committees[171] - The Nomination Committee is responsible for assessing the effectiveness of the Board and making recommendations for changes to complement the Company's corporate strategy[194] - The majority of the members of the Remuneration Committee are independent non-executive Directors[198] - The Company has received annual confirmations of independence from all independent non-executive Directors, affirming their impartiality[165] - The Company is committed to reviewing and monitoring compliance with legal and regulatory requirements as part of its governance practices[174]
中国再生医学(08158) - 2022 - 年度财报