Financial Performance - The Group reported a revenue of HK$368.32 million for the year ended 30 April 2021, representing an increase of 34.14% compared to HK$274.58 million in the previous year[12]. - The consolidated loss for the year was HK$12.21 million, a significant improvement from a loss of HK$68.15 million in the previous year[12]. - Basic and diluted loss per share decreased to HK6.49 cents from HK36.24 cents in the previous year[12]. - EBITDA for the year was HK$1.63 million, up from HK$0.68 million in the previous year[12]. - The Group did not recommend the payment of a dividend for the year[13]. - The Group's financial results for the year ended April 30, 2021, are detailed in the consolidated statement of profit or loss and other comprehensive income[186]. - The Directors do not recommend the payment of a dividend for the year ended April 30, 2021[190]. - The Company did not have reserves available for distribution to shareholders as of April 30, 2021[193]. - The Board will consider various factors, including financial performance and liquidity, when deciding on dividend payments[194]. - The Company does not have a pre-determined dividend distribution ratio, and past dividend levels do not guarantee future payments[198]. Expenses and Costs - Staff costs increased by 33.19% to HK$105.58 million, accounting for 28.67% of the Group's turnover[20]. - Other expenses rose by 10.72% to HK$90.87 million, representing 24.67% of the Group's turnover[20]. - The Group aims to tighten expenditure to minimize the impact of rising factory operating costs and administrative expenses[20]. - The Group's employee costs increased by 33.19% to HK$105.58 million, accounting for 28.67% of total revenue[22]. - Other expenses rose by 10.72% to HK$90.87 million, representing 24.67% of total revenue[22]. Assets and Liabilities - The gearing ratio increased to 31.8% from 14.9% in the previous year[8]. - The Group's total financial assets at FVTPL amounted to HK$61.02 million, which is approximately 9.98% of total assets[34]. - Total outstanding debts as of April 30, 2021, were HK$124.59 million, up from HK$59.65 million in 2020, including HK$39.88 million of collateralized bank borrowings[42]. - Interest-bearing debts included HK$73.06 million as of April 30, 2021, compared to HK$37.63 million in 2020[42]. - The amount due to a director increased to HK$43.46 million as of April 30, 2021, from HK$22.02 million in 2020[42]. - The increase in bank balances and cash was primarily due to an increase in collateralized bank borrowings by approximately HK$39.88 million[41]. - As of April 30, 2021, the Group's bank balances and cash amounted to HK$187.72 million, an increase from HK$154.89 million in 2020[42]. Corporate Governance - The Board consists of seven Directors, including four executive Directors and three independent non-executive Directors as of April 30, 2021[82]. - The Company has adopted its own corporate governance code, the "QPL Code," which complies with the Corporate Governance Code set out in the Listing Rules[72]. - The Company emphasizes quality Board, effective internal controls, stringent disclosure practices, and accountability to all Shareholders[71]. - The Board is responsible for formulating the Group's strategy, monitoring operational and financial performance, and approving major capital expenditures[73]. - The Company has established a policy for Directors to seek independent professional advice at the Company's expense[80]. - The independent non-executive Directors include members with extensive experience in finance, accounting, and risk management[68][69]. - The Company has three Board committees: the Audit Committee, the Remuneration Committee, and the Nomination Committee, overseeing specific aspects of the Group's affairs[75]. - The Board's composition is reviewed periodically to ensure a balanced mix of skills and experience[81]. - The Company has complied with all code provisions of the Corporate Governance Code except for certain deviations explained in the report[72]. - The Chief Executive supervises the day-to-day management and operations of the Group's businesses[74]. - The Board has at least three independent non-executive Directors, representing at least one-third of the Board[89]. - Mr. Li Tung Lok has served as both Chairman and Chief Executive since the establishment of the Company in January 1989, enhancing decision-making efficiency[98]. - The Company has complied with the CG Code by ensuring that all independent non-executive Directors are independent and have no material relationships that could interfere with their judgment[90]. - The Company Secretary assists in preparing meeting agendas and ensures compliance with applicable rules and regulations[94]. - The Board conducts regular meetings and provides at least 14 days' notice for regular meetings to ensure attendance[94]. - Mr. Li Tung Lok will voluntarily retire and be re-elected at least once every three years to comply with the CG Code[101]. - The Company has a fixed term of not more than three years for non-executive Directors, subject to retirement and re-election[99]. - The Company has assessed the independence of all independent non-executive Directors and considers them to be independent[90]. - The Board holds at least two meetings annually with independent non-executive Directors without the presence of executive Directors[93]. - The Company has a robust governance structure with a balance of power between the Board and management, with three out of seven Board members being independent non-executive Directors[98]. - The company has maintained a balanced power structure with three independent non-executive directors on the board, ensuring effective decision-making[102]. - The company secretary is responsible for compliance with Listing Rules and timely dissemination of annual and interim reports[115]. - Directors are required to attend external seminars and maintain training records to ensure they are updated on relevant topics[111]. - The company publishes its annual results within three months and interim results within two months after the respective periods[120]. - The directors are responsible for maintaining proper accounting records to prepare financial statements in accordance with applicable standards[124]. - The company has a policy for the re-election of retiring directors at general meetings, ensuring governance compliance[106]. - The company secretary confirmed compliance with all required qualifications and training as per Listing Rules[117]. - The board receives monthly updates from senior management to assess the company's performance and business activities[121]. - The company has adopted a Model Code for Securities Transactions, ensuring all directors comply with securities trading standards[109]. - The chairman and CEO roles are held by the same individual, which the company believes adds significant value to business growth[102]. Audit and Remuneration - The Audit Committee reviewed the annual report for the year ended April 30, 2021, ensuring compliance with Hong Kong Financial Reporting Standards[135]. - A remuneration of HK$0.87 million was payable to the external auditor HLB for audit services provided to the Group for the year ended April 30, 2021[138]. - The Remuneration Committee is responsible for reviewing and determining the remuneration packages of individual executive Directors and senior management, considering industry benchmarks and Group performance[147]. - The Audit Committee monitored the external auditor's independence and effectiveness of the audit process, holding meetings to discuss the scope and fees of the audit[135]. - The Group's policy regarding the engagement of HLB includes audit, non-audit, and taxation-related services, ensuring all audit services are provided by the external auditor[143]. - The Nomination Committee, established in January 2006, consists of three independent non-executive Directors, overseeing the nomination and appointment process[148]. - The Audit Committee's major functions include reviewing the Group's preliminary results, interim results, and annual financial statements[134]. - The Remuneration Committee's recommendations on Directors' and senior management's remuneration are based on their duties, expertise, and the Group's profitability[146]. - The Audit Committee assists the Board in maintaining an effective internal control system and risk management[137]. - The terms of reference for the Audit and Remuneration Committees are consistent with the CG Code and are available on the Company's and Stock Exchange's websites[139]. - The Board has reviewed the risk management and internal control system and considers them effective and adequate for the year ended April 30, 2021[166]. - The Group has engaged an independent internal control review advisor to perform systematic reviews of major financial, operational, and compliance controls[165]. Environmental and Social Responsibility - The Group is committed to reducing greenhouse gas emissions by implementing green office practices and encouraging employees to adopt environmentally friendly behaviors[170]. - The Group actively promotes investor relations and communications with the investment community during financial results announcements and throughout the year[172]. - The Group regularly reviews its environmental practices to make further improvements[171]. - The Group's environmental policies and performance are discussed in the Corporate Governance Report[191]. Business Strategy and Opportunities - The Group plans to monitor the market and adjust its labor force to enhance efficiency[20]. - The Group plans to enhance production efficiency and capacity by upgrading existing plants and machinery[27]. - The Group aims to explore additional business opportunities to expand its principal manufacturing business and improve shareholder returns[28].
QPL INT'L(00243) - 2021 - 年度财报