Financial Performance - The company's gross profit decreased from approximately RMB 234.1 million for the year ended March 31, 2022, to approximately RMB 173.2 million for the year ended March 31, 2023, representing a decline of about 26.0%[6]. - The net loss for the year ended March 31, 2023, was approximately RMB 35.8 million, compared to a profit of approximately RMB 47.6 million for the year ended March 31, 2022, a decrease of about 175.2%[6]. - The overall gross profit margin decreased from approximately 27.0% for the year ended March 31, 2022, to approximately 22.5% for the year ended March 31, 2023[16]. - Cash and cash equivalents, along with restricted cash, amounted to RMB 159.0 million as of March 31, 2023, a decrease of RMB 10.9 million compared to the previous year[21]. - The increase in foreign exchange losses significantly impacted the net loss, with a rise of approximately RMB 37.2 million attributed to foreign currency loans and other risks[6]. - The net foreign exchange loss for the year ended March 31, 2023, was approximately RMB 37.2 million, compared to a net foreign exchange gain of RMB 4.5 million for the year ended March 31, 2022[51]. - As of March 31, 2023, the net current assets of the group were RMB 383.5 million, a decrease of RMB 68.4 million compared to March 31, 2022, primarily due to an increase in the current portion of borrowings[46]. - The group's debt-to-equity ratio as of March 31, 2023, was 70.3%, up from 44.6% on March 31, 2022, mainly due to increased borrowings[47]. - The total utilized net proceeds as of March 31, 2023, was RMB 485.5 million, with RMB 425.0 million utilized and RMB 60.5 million remaining[52]. Operational Challenges - The company faced significant challenges due to geopolitical tensions and economic downturns, impacting project timelines and overall performance[5]. - The impact of the COVID-19 pandemic continues to be monitored and assessed by the management[55]. Corporate Governance - The company emphasizes the importance of good corporate governance elements in its management structure and internal control procedures to achieve effective accountability[79]. - The board is responsible for leading and controlling the company, including setting overall strategy and reviewing operational and financial performance[81]. - The company has established three committees: audit, remuneration, and nomination, each with clear written terms of reference[90]. - The audit committee held two meetings during the fiscal year ending March 31, 2023, reviewing the audited annual results and the unaudited interim results, ensuring compliance with applicable accounting standards[91]. - The remuneration committee conducted two meetings, with all members present at both sessions, indicating strong governance in executive compensation matters[93]. - The nomination committee held one meeting during the fiscal year, focusing on principles for board member selection[95]. - The board held five meetings during the year ending March 31, 2023, ensuring active governance and oversight[118]. - The board has decided not to declare a final dividend for the year ended March 31, 2023 (2022: final dividend of HKD 0.016 per share)[168]. - The company has confirmed that all directors have complied with the trading regulations since the listing date, with no violations noted during the reporting period[80]. - The company has received annual independence confirmation letters from all independent non-executive directors as of March 31, 2023, and considers them independent according to the guidelines in Listing Rule 3.13[200]. Risk Management - The company has adopted a risk management policy to assess the likelihood and potential impact of risks, prioritizing mitigation plans accordingly[155]. - As of March 31, 2023, the board has conducted a comprehensive review of the risk management and internal control systems, deeming them effective and adequate[157]. - The audit committee is responsible for overseeing the internal audit function, ensuring that internal controls operate as planned[156]. - The internal control system aims to provide reasonable assurance against significant misstatements or losses, managing rather than eliminating risks[155]. Strategic Initiatives - The company established two new subsidiaries in Southern China to capitalize on opportunities in the Greater Bay Area[12]. - The company has significant future plans for acquisitions, investments, and capital assets[54]. - The management is focused on enhancing service capabilities and competitiveness[49]. - The company focuses on providing one-stop tower crane solutions to state-owned contractors in China, covering consulting, technical solutions, commissioning, construction, and after-sales services[166]. Human Resources - The company is committed to providing competitive compensation packages to attract and retain talent, which includes regular reviews based on market practices and employee performance[28]. - The company has adopted a board diversity policy to enhance business development and improve board performance, considering factors such as gender, age, cultural background, and professional experience[87]. - The company is focused on enhancing board diversity, particularly in gender balance, during the selection of new directors[134]. Compliance and Ethics - The company has implemented an internal anti-corruption policy to ensure compliance with relevant laws and prevent bribery, corruption, or fraud among directors and employees[174]. - The company has maintained effective communication with shareholders, particularly through annual and special general meetings[181]. - The company has not reported any significant violations or non-compliance with applicable laws and regulations during the year[189]. - The company maintains a whistleblowing policy to allow employees and third parties to report concerns confidentially without fear of retaliation[145]. - The company has established procedures for handling and disseminating inside information, including the appointment of a new company secretary[178]. Shareholder Engagement - The company has detailed its retirement obligations in the financial statements for the year ended March 31, 2023[194]. - The company has made amendments to its Articles of Association to comply with the revised listing rules effective from January 1, 2022[184]. - The company will hold its 2023 Annual General Meeting on September 28, 2023[187]. - The company's website serves as a comprehensive resource for shareholders and investors, providing updates on the company's latest developments[161]. Values and Culture - The company emphasizes three core values: integrity, safety, and excellence, guiding its operational and strategic decisions[106]. - The company has committed to social responsibility and sustainable development as part of its operational ethos[107]. - The company has adopted a dividend policy that requires maintaining sufficient cash reserves to meet operational needs and future growth before declaring dividends[138]. - The remuneration of directors is determined by the board based on their experience and responsibilities, and is reviewed annually by the remuneration committee and the board[200]. - The company has no predetermined dividend payout ratio, allowing flexibility in dividend declarations based on financial performance[139].
达丰设备(02153) - 2023 - 年度财报