Financial Performance - For the year ended December 31, 2023, the revenue from property development and investment was approximately RMB 4,442,000, a significant decrease from RMB 60,709,000 in 2022[12]. - The total area of residential and commercial properties recognized as sales for the year was approximately 747 square meters, down from 10,043 square meters in 2022[13]. - The company reported a loss attributable to owners of the company of RMB 46,231,000 for 2023, compared to a loss of RMB 55,768,000 in 2022[9]. - Basic and diluted loss per share for 2023 was RMB (18.17) cents, an improvement from RMB (21.92) cents in 2022[9]. - The Group's revenue for the year amounted to approximately RMB 4,442,000, a significant decrease from RMB 60,709,000 in 2022, with a loss attributable to owners of approximately RMB 46,231,000[27]. - The Group incurred a net loss of approximately RMB 51,637,000 for the year ended December 31, 2023, continuing a trend of recurring net losses over four years[72]. Assets and Liabilities - Total assets as of December 31, 2023, were RMB 651,734,000, an increase from RMB 614,052,000 in 2022[9]. - Total liabilities increased to RMB (503,659,000) in 2023 from RMB (414,096,000) in 2022[9]. - Net asset value decreased to RMB 148,075,000 in 2023 from RMB 199,956,000 in 2022[9]. - As of December 31, 2023, the Group's bank balances and cash were approximately RMB 17,208,000, down from RMB 26,710,000 in 2022[28]. - The total secured bank borrowings and other borrowings amounted to approximately RMB 29,994,000 as of December 31, 2023, compared to RMB 21,028,000 in 2022[29]. - The gearing ratio increased to approximately 20% as of December 31, 2023, up from 11% in 2022[29]. - Current liabilities include trade and other payables for construction costs amounting to approximately RMB 79,424,000, amounts due to non-controlling interests of approximately RMB 115,498,000, and other borrowings of approximately RMB 29,994,000 due within the next twelve months[72]. Property Development Projects - The company is currently developing the Second Maoming Project, which is expected to contribute to future revenue once completed[11]. - The majority of the proceeds from the First Maoming Project have been reinvested into the development of the Second Maoming Project[11]. - The company continues to focus on property development in Maoming City, Guangdong Province, as part of its strategic growth plan[11]. - The Second Maoming Project has a total site area of approximately 29,274.16 square meters, with a consideration of approximately RMB 241,512,000 for land use rights[17]. - As of December 2023, approximately 60% of the construction for the Second Maoming Project has been completed, with pre-sales for residential properties scheduled for the second half of 2024[20]. - The Group plans to continue pre-selling properties from the Second Maoming Project to generate cash flow[79]. Corporate Governance - The Company has maintained compliance with all relevant provisions of the Corporate Governance Code during the year[125]. - The Board consists of seven Directors, including four executive Directors and three independent non-executive Directors, ensuring compliance with Listing Rules regarding professional qualifications[131]. - The Company is committed to high standards of corporate governance practices and procedures[124]. - The Directors have confirmed compliance with the Model Code for Securities Transactions during the year[126]. - The Company has a strong focus on internal control, risk management, and regulatory compliance, as evidenced by the Directors' backgrounds[121][122]. - The Board aims to enhance corporate value through effective management oversight[131]. - The Company has a structured approach to corporate governance, aligning with the principles set out in the CG Code[128]. Board Composition and Meetings - The Company has appointed new executive Directors, including Mr. Zhang Xiao Jun on October 30, 2023, and Mr. Liang Zhichao on January 29, 2024[132]. - The roles of Chairman and Chief Executive Officer are held by separate individuals to ensure independence and accountability[154]. - The Board held 13 meetings during the year, ensuring Directors received relevant information for informed decision-making[142]. - The attendance of independent non-executive Directors at Board meetings was high, with Mr. Lee Chun Tung and Mr. Yau Sze Yeung attending all 13 meetings[143]. - The Company established a Nomination Committee to review and supervise the structure, size, and composition of the Board, ensuring board diversity policy effectiveness[159]. - During the Year, the Nomination Committee held 2 meetings to recommend the re-appointment of Directors and assess the independence of independent non-executive Directors[164]. Financial Management and Capital Structure - The company reduced its share capital from HK$1.00 to HK$0.01 per share through a capital reduction, resulting in a total of 50,888,000 shares being issued at a placing price of HK$0.14, representing an approximate discount of 18.13% to the closing price on the date of the agreement[45][51]. - The gross proceeds from the placing amounted to approximately HK$7.12 million, with net proceeds of approximately HK$6.88 million after deducting commissions and expenses[51][55]. - As of the report date, approximately HK$3.40 million of the net proceeds have been used for repayment of outstanding liabilities, with the remaining HK$3.48 million intended for general working capital by December 31, 2024[53][56]. - The Company plans to use the net proceeds from the placing for repayment of liabilities and general operational expenses, including staff costs and professional fees[52][55]. Market Conditions and Outlook - The overall real estate market is still in a bottoming out phase, with weak demand and declining transaction volumes and prices[25]. - Management is optimistic about the upcoming year due to increasing policy support and improving market sentiment[26]. Employee Information - The company employed 47 full-time employees as of December 31, 2023, with total remuneration for the year amounting to approximately RMB 13,220,000, a decrease from RMB 14,633,000 in 2022[63][68].
中国上城(02330) - 2023 - 年度财报