Corporate Governance - The board has adopted the corporate governance code as the basis for the group's governance practices[2]. - No violations of the standard code were found among employees with access to unpublished inside information during the year ending December 31, 2023[3]. - The remuneration committee approved the compensation details for senior management, excluding directors, for the year ending December 31, 2023[13]. - The board's diversity policy includes considerations of various factors such as candidates' qualifications and independence[11]. - The nomination committee reviewed the independence of independent non-executive directors during the year ending December 31, 2023[32]. - The board has mechanisms in place to enhance the credibility of independent opinions[36]. - The board is committed to ensuring a balanced skill set, experience, and diverse perspectives necessary for executing the company's business strategy[39]. - The company has established a diversity policy for its board, considering factors such as gender, age, cultural background, and professional experience[41]. - The board is responsible for maintaining adequate resources, employee qualifications, and financial reporting functions[49]. - The company has adopted a whistleblowing policy to provide guidance and reporting channels for employees and relevant third parties to report any suspected misconduct[78]. - The audit committee is composed of four independent non-executive directors, with Mr. Cao serving as the chairman[97]. - The company emphasizes the importance of continuous professional development for all directors to ensure they contribute effectively to the board[74]. - The company appointed Mr. Kwan Chi-seng as an independent non-executive director on November 25, 2019, who is a member of the audit, remuneration, and nomination committees[199]. - Mr. Kwan has been a registered land surveyor since February 2003 and has extensive experience in the field, having worked in various capacities since 1984[199]. - The company has established G&T Surveying Services Company Limited and Kwan Chi-seng Surveying Company Limited, with Mr. Kwan as one of the founding shareholders[199]. Risk Management - The company faces various risks including credit risk, ESG-related risks, interest rate risk, liquidity risk, operational risk, and legal compliance risk[27]. - The independent auditor is responsible for auditing and confirming the financial statements of the group[28]. - The company has strict prohibitions against unauthorized use of confidential or inside information[31]. - The company has implemented a risk management and internal control system to protect its assets and ensure compliance with applicable laws[49]. - The board and audit committee oversee the management of significant risks and the effectiveness of the internal control system[71]. - The board believes that the risk management and internal control systems are effective and ensure the accuracy, reliability, and timeliness of the data presented[72]. - The company’s financial and administrative staff conduct regular independent credit assessments of clients to manage credit risk[181]. - The company closely monitors its working capital to ensure it can meet financial commitments on time[181]. Financial Performance - For the fiscal year ending December 31, 2023, the company recorded revenue of approximately HKD 168.2 million, a decrease of about HKD 24.1 million or 12.5% compared to HKD 192.3 million for the fiscal year ending December 31, 2022[131]. - The profit attributable to equity holders for the year was HKD 13.9 million, down by approximately HKD 0.5 million or 3.7% from HKD 14.5 million in the previous year[131]. - The adjusted profit attributable to equity holders, excluding financial support from the anti-epidemic fund, was approximately HKD 13.9 million, an increase of about HKD 2.9 million or 25.7% from HKD 11.1 million in the previous year[131]. - As of December 31, 2023, the company's cash and bank balances were approximately HKD 114.6 million, a decrease of about HKD 32.8 million or 22.3% from HKD 147.4 million as of December 31, 2022[131]. - The net asset value of current assets as of December 31, 2023, was approximately HKD 137.2 million, a decrease of about HKD 24.0 million from approximately HKD 161.2 million as of December 31, 2022[159]. - The company's asset-to-equity ratio decreased from approximately 1.0% as of December 31, 2022, to approximately 0.5% as of December 31, 2023, primarily due to a reduction in lease liabilities by about 54.4%[158]. - Adjusted profit and total comprehensive income for the year ended December 31, 2023, was approximately HKD 13.9 million, an increase of about HKD 2.9 million or 25.7% compared to approximately HKD 11.1 million for the year ended December 31, 2022[172]. - The total employee cost (excluding directors' remuneration) for the year ended December 31, 2023, was approximately HKD 57.1 million, compared to HKD 56.5 million for the year ended December 31, 2022[163]. - The company did not recommend the payment of a final dividend for the year ended December 31, 2023[155]. Project and Operational Updates - The company secured 42 contracts during the fiscal year, with a total contract value of approximately HKD 838.9 million, of which 29 contracts valued at approximately HKD 166.5 million were completed[135]. - The number of public projects decreased from 17 to 16, while private projects increased from 25 to 31, resulting in a total increase in confirmed revenue-generating projects from 42 to 47[136]. - Service costs decreased from approximately HKD 171.4 million to HKD 147.5 million, a reduction of about HKD 23.9 million or 13.9%[149]. - Gross profit decreased slightly from approximately HKD 20.9 million to HKD 20.7 million, but the gross profit margin increased from approximately 10.9% to 12.3%[150]. - Administrative expenses remained stable at approximately HKD 9.0 million for the year ending December 31, 2023, compared to HKD 8.9 million in the previous year[138]. - The company plans to continue expanding its operations in slope engineering and related services, focusing on enhancing stability and safety in slope and retaining wall projects[145]. - The percentage of private projects in total projects increased from 59.5% for the year ended December 31, 2022, to 66.0% for the year ended December 31, 2023, indicating the company's efforts to expand its customer base[179]. ESG Commitment - The company is committed to sustainable ESG management policies, which are considered essential for future success[89]. - The ESG report focuses on social and environmental aspects, with key performance indicators based on revenue generated during the reporting year[69]. - The board regularly reviews the performance, strategies, and effectiveness of the ESG plans to ensure alignment with market developments and regulatory requirements[91]. - The board is committed to integrating ESG principles into the overall business strategy, identifying ESG-related risks and opportunities, and adjusting strategies accordingly[104]. - The company emphasizes stakeholder engagement to enhance performance and considers stakeholder expectations in operational strategies and ESG measures[109]. Shareholder Communication - The company maintains effective communication channels with shareholders through its website and annual general meetings[62]. - The company has established a shareholder communication policy to provide balanced and easily understandable information to shareholders and investors[85]. - The company is dedicated to maintaining effective communication with shareholders through annual general meetings and other shareholder meetings[86]. - The company will hold its annual general meeting on May 21, 2024[34].
丰城控股(02295) - 2023 - 年度财报