Financial Performance - The group's revenue for the year ended December 31, 2023, decreased by approximately 12% to about HKD 155,905,000, compared to HKD 177,458,000 in 2022[9]. - The loss attributable to the company's owners for the year was approximately HKD 30,532,000, compared to a loss of HKD 6,825,000 in 2022, with a basic and diluted loss per share of HKD 0.0934[9]. - Revenue from toy products decreased by approximately 11% to about HKD 152,049,000, accounting for approximately 98% of total revenue, with losses increasing to about HKD 16,714,000[10]. - Revenue from novelty and decorative products decreased by approximately 41% to about HKD 3,856,000, with losses of about HKD 3,766,000, primarily due to decreased demand in Europe[11]. - Distribution costs increased by approximately 24% to about HKD 2,460,000, while administrative expenses rose by approximately 10% to about HKD 77,982,000, mainly due to an increase in the average number of full-time employees[12]. - The group's bank balances and cash amounted to approximately HKD 42,986,000, down from HKD 67,298,000 in 2022[16]. - The net asset value per share as of December 31, 2023, was approximately HKD 0.19, down from HKD 0.28 in 2022[17]. - The top five customers accounted for approximately 98% of the total revenue, with the largest customer contributing about 90%[158]. - The group spent approximately HKD 3,403,000 on property, machinery, and equipment during the year[162]. - As of December 31, 2023, the company had no distributable reserves, but approximately HKD 118,895,000 in share premium could be distributed as bonus shares[164]. Corporate Governance - The company has adopted the latest corporate governance code as per the listing rules, enhancing transparency and governance standards[45]. - The board of directors is composed of six members, all experienced professionals, responsible for setting long-term strategic goals and evaluating management performance[51]. - The independent non-executive directors constitute more than half of the board, ensuring high standards of financial reporting and governance[57]. - The company has complied with the listing rules regarding the appointment of at least three independent non-executive directors, with at least one possessing appropriate professional qualifications[57]. - The company has established appropriate insurance coverage for legal actions against directors and senior executives due to corporate activities[63]. - The board has established clear guidelines for management's authority and responsibilities, ensuring effective governance[84]. - The board has three committees: the Remuneration Committee, Audit Committee, and Nomination Committee, each with specific responsibilities[91]. - The board's performance will be reviewed annually, including benchmarking against other industry boards to ensure effectiveness[108]. - The company emphasizes the importance of diversity in its board composition, including gender, age, cultural background, and professional experience[100]. - The company has a succession plan in place for management and ensures that the board is informed of all significant matters[67]. Risk Management - The company has established and maintained an effective risk management and internal control system as of December 31, 2023[132]. - The internal audit function operates independently and assesses the risk management and internal control systems through various evaluations[137]. - The board conducts annual reviews of the internal control and risk management systems, with no significant concerns or weaknesses identified[139]. - No significant risks were identified during the risk assessment conducted for the year ending December 31, 2023[136]. Strategic Initiatives - The company aims to actively seek acquisition opportunities in the oil and gas exploration and production, as well as sustainable energy infrastructure sectors, to enhance its core energy business[28]. - The company has entered into a non-binding cooperation framework agreement with the government of Wuwei City, Gansu Province, and Huaneng Jinxin Hengshun New Energy Co., Ltd. to develop sustainable energy infrastructure, including energy storage facilities and transmission stations[24]. - A non-binding cooperation framework agreement was established for the acquisition of all assets and/or equity of Nanjing Dingzhen Automation Technology Co., Ltd., which focuses on R&D and manufacturing in the renewable energy sector[25]. - The company will continue to optimize its product portfolio to meet customer needs and improve operational efficiency while implementing strict cost control measures[28]. Shareholder Communication - The company emphasizes maintaining transparency and timely disclosure of information, including annual and interim reports[151]. - The group has established a shareholder communication policy to ensure timely and equal access to relevant information[147]. - The company will provide shareholders with detailed information about proposed candidates, including their qualifications and independence status[107]. Employment and Workforce - The group employed approximately 740 full-time employees as of December 31, 2023, compared to 700 in 2022[22]. - The company has a workforce gender ratio of 55% female and 45% male as of December 31, 2023, reflecting its commitment to diversity at all levels[113]. Financial Controls - The audit committee is responsible for ensuring effective risk management and internal controls, as well as compliance with financial reporting obligations[123]. - The audit committee held two meetings during the year ending December 31, 2023, to discuss the company's annual and interim performance with external auditors[125]. - The external auditor's fee for audit services amounted to HKD 800,000 for the review year[141]. - The company has proposed to reappoint the external auditor for the upcoming year, subject to shareholder approval[127].
PERFECTECH INTL(00765) - 2023 - 年度财报