名创优品2023年度报告

MINISO Group Holding Limited (於開曼群島註冊成立的有限責任公司 )(A company incorporated in the Cayman Islands with limited liability) Stock Code股份代號: 9896 Company Information2Financial Performance Highlights5Business Review and Outlook8Management Discussion and Analysis21Directors’ Report30Directors and Senior Management44Corporate Governance Report50Other Information72Independent Auditor’s Report86Consolidated Statement of Profit or Loss92Consolidated Statement of Profit or Loss and OtherComprehensive Income93Consolidated Statement of Financial Position94Consolidated Statement of Changes in Equity96Consolidated Statement of Cash Flows98Notes to the Consolidated Financial Statements100Five Year Financial Summary238Definitions239 Company Information DIRECTORS Executive DirectorMr. YE Guofu ()(Chairman and Chief Executive Officer) Independent Non-Executive DirectorsMs. XU Lili ()Mr. ZHU Yonghua ()Mr. WANG Yongping () AUDIT COMMITTEE Ms. XU Lili ()(Chairperson)Mr. ZHU Yonghua ()Mr. WANG Yongping () COMPENSATION COMMITTEE Mr. ZHU Yonghua ()(Chairperson)Ms. XU Lili ()Mr. WANG Yongping ()Mr. YE Guofu () NOMINATING AND CORPORATEGOVERNANCE COMMITTEE Mr. WANG Yongping ()(Chairperson)Ms. XU Lili ()Mr. ZHU Yonghua ()Mr. YE Guofu () JOINT COMPANY SECRETARIES Mr. ZHANG Jingjing ()Ms. WONG Hoi Ting () AUTHORISED REPRESENTATIVES 20231 31 Mr. YE Guofu ()(appointed with effect from January 31, 2023)Ms. WONG Hoi Ting () HEAD OFFICE AND PRINCIPAL PLACE OFBUSINESS IN CHINA 1098510000 8/F, M PlazaNo. 109 Pazhou AvenueHaizhu District, Guangzhou 510000Guangdong ProvinceChina MINISO•Annual Report 2023 PRINCIPAL PLACE OF BUSINESS IN HONGKONG 131 31/F, Tower Two, Times Square1 Matheson StreetCauseway BayHong Kong REGISTERED OFFICE Maples Corporate Services LimitedPO Box 309, Ugland HouseGrand Cayman, KY1-1104Cayman Islands Maples Corporate Services LimitedPO Box 309, Ugland HouseGrand Cayman, KY1-1104Cayman Islands AUDITOR 108 KPMGCertified Public AccountantsPublic Interest Entity Auditor registered in accordance with theAccounting and Financial Reporting Council Ordinance8th Floor, Prince’s Building10 Chater RoadCentralHong Kong HONG KONG SHARE REGISTRAR 183171712-1716 Computershare Hong Kong Investor Services LimitedShops 1712-1716, 17th FloorHopewell Centre183 Queen’s Road EastWan ChaiHong Kong PRINCIPAL SHARE REGISTRAR ANDTRANSFER OFFICE Maples Fund Services (Cayman) LimitedPO Box 1093Boundary Hall, Cricket SquareGrand Cayman, KY1-1102Cayman Islands Maples Fund Services (Cayman) LimitedPO Box 1093Boundary Hall, Cricket SquareGrand Cayman, KY1-1102Cayman Islands PRINCIPAL BANKS Citibank N.A.China Citic Bank Corporation LimitedAgricultural Bank of China LimitedChina Construction Bank Corporation Company Information 9896 HONG KONG STOCK CODE9896 MNSO NYSE SYMBOLMNSO https://ir.miniso.com COMPANY WEBSITEhttps://ir.miniso.com Non-IFRS Financial Measures In evaluating the business, MINISO considers and uses adjustednet profit and adjusted basic and diluted net earnings per shareas supplemental measures to review and assess its operatingperformance. The presentation of these non-IFRS financialmeasures is not intended to be considered in isolation or as asubstitute for the financial information prepared and presentedin accordance with IFRS. MINISO defines adjusted net profit asprofit for the period excluding equity-settled share-based paymentexpenses. MINISO computes adjusted basic and diluted netearnings per share by dividing adjusted net profit attributable tothe equity shareholders of the Company by the number of ordinaryshares used in the basic and diluted earnings per share calculationon an IFRS basis. Financial Performance Highlights MINISO presents these non-IFRS financial measures because theyare used by the management to evaluate its operating performanceand formulate business plans. These non-IFRS financial measuresenable the management to assess its operating results withoutconsidering the impacts of the aforementioned non-cash and otheradjustment items that MINISO does not consider to be indicativeof its operating performance in the future. Accordingly, MINISObelieves that the use of these non-IFRS financial measures providesuseful information to investors and others in understandingand evaluating its operating results in the same manner as themanagement and the Board. These non-IFRS financial measures are not defined under IFRSand are not presented in accordance with IFRS. These non-IFRSfinancial measures have limitations as analytical tools. One of thekey limitations of using these non-IFRS financial measures is thatthey do not reflect all items of income and expense that affectMINISO’s operations. Further, these non-IFRS financial measuresmay differ from the non-IFRS information used by other companies,including peer companies, and therefore their comparability may belimited. These non-IFRS financial measures should not be considered inisolation or construed as alternatives to profit, b