三爱健康集团二零二三年年报

CONTENTS目錄 Corporate Information2Management Discussion and Analysis4Corporate Governance Report14Directors’Biographies28Directors’Report32Independent Auditor’s Report50Consolidated Statement of Profit or Loss57Consolidated Statement of Profit or Loss andOther Comprehensive Income58Consolidated Statement of Financial Position59Consolidated Statement of Changes in Equity60Consolidated Statement of Cash Flows62Notes to the Consolidated Financial Statements64Five-Year Financial Summary159 Corporate Information公司資料 董事會 BOARD OF DIRECTORS 執行董事 Executive DirectorsMr. Chen ChengqingProfessor Zhang RongqingMr. Gao BoruiMr. Yuan ChaoyangMr. She Hao 非執行董事 Non-executive DirectorMr. Xiu Yuan 獨立非執行董事 Independent Non-executive DirectorsProfessor Zhu Yi ZhunMr. Khor Khie Liem AlexMr. Zhang Ruigen COMPANY SECRETARYMs. Li Yuen Shan 公司秘書 法定代表 AUTHORIZED REPRESENTATIVES Mr. She HaoMs. Li Yuen Shan 審核委員會 AUDIT COMMITTEE Mr. Khor Khie Liem Alex(Chairman)Professor Zhu Yi ZhunMr. Zhang Ruigen 薪酬委員會 REMUNERATION COMMITTEE Mr. Khor Khie Liem Alex(Chairman)Professor Zhu Yi ZhunMr. Zhang RuigenProfessor Zhang Rongqing NOMINATION COMMITTEE 提名委員會 Mr. Zhang Ruigen(Chairman)Professor Zhu Yi ZhunMr. Khor Khie Liem AlexProfessor Zhang Rongqing 核數師 AUDITORMazars CPA Limited HONG KONG LEGAL ADVISOR 香港法律顧問 111302–13031802 Raymond Siu & LawyersUnits 1302–1303 & 1802Ruttonjee HouseRuttonjee Centre11 Duddell StreetCentral, Hong Kong 主要往來銀行 PRINCIPAL BANKERS Nanyang Commercial Bank LimitedHang Seng Bank LimitedChina Construction BankIndustrial and Commercial Bank of China LimitedChina Citic Bank Corporation Limited 註冊辦事處 REGISTERED OFFICE Grand PavilionHibiscus Way802 West Bay RoadP.O. Box 31119KY1-1205Cayman Islands Grand PavilionHibiscus Way802 West Bay RoadP.O. Box 31119KY1-1205Cayman Islands 香港主要營業地點 PRINCIPAL PLACE OF BUSINESS IN HONG KONG 5775 Unit 5, 7/F.Nanyang Plaza57 Hung To RoadKwun TongKowloon, Hong Kong 股份過戶登記處 SHARE REGISTRARS AND TRANSFER OFFICES Royal Bank of Canada Trust Company(Cayman) Limited4th Floor, Royal Bank House24 Shedden Road, George TownGrand Cayman KY1-1110Cayman Islands Principal share registrar and transfer officeRoyal Bank of Canada Trust Company(Cayman) Limited4th Floor, Royal Bank House24 Shedden Road, George TownGrand Cayman KY1-1110Cayman Islands 18317M Hong Kong branch share registrar and transfer officeComputershare Hong Kong Investor Services Limited17M FloorHopewell Centre183 Queen’s Road EastWanchai, Hong Kong 股份代號1889 STOCK CODE 1889 網址www.1889hk.com WEBSITEwww.1889hk.com Management Discussion and Analysis管理層討論與分析 BUSINESS REVIEW 業務回顧 報告期(i)(ii)(iii) During the year ended 31 December 2023 (the“Reporting Period”),the Group was principally engaged in three businesses: (i)pharmaceutical products business; (ii) finance leasing business; (iii)genetic testing and molecular diagnostic services. The threebusinesses are stated as below: 醫藥產品業務 Pharmaceutical Products Business 51%51% Since the successful transfer of the production line of the Group fromour 51%-owned subsidiary to our wholly-owned subsidiary in August2022, the core production centre as well as the exclusive saleschannel of the Group’s own developed pharmaceutical products hasbeen under control of our wholly-owned subsidiary during theReporting Period. As such, the Group has been able to increase itsshare of profit generated from the sales of this segment as a significantportion of such profit is no longer required to be shared by the non-controlling interests of our 51%-owned subsidiary as in the past years.However, there is a very substantial increase in the general cost aswell as a shortage in the volume of supply of traditional Chinese herbalmaterials in the PRC since the start of the year of 2023 which hasadversely affected the gross profit margin as well as the volume of thesales of our own developed pharmaceutical products in the ReportingPeriod. The Group will take a more cautious approach to increase its marketshare by expanding its production capacity and promoting its owndeveloped pharmaceutical products as the actual pace and progressof economic recovery in China has not been as promising andencouraging as originally expected during the Reporting Period. Fujian Zhixin, an indirect wholly-owned subsidiary of the Company,acts as a sales agent nationwide for herbal medical materials, Chineseherbal medicine, Chinese patent medicine, chemical drugpreparations, antibiotic preparations, biochemical pharmaceuticals,biological products, healthcare products and food products. 34.15%100.52152.6519.8270.9072.05% During the Reporting Period, the revenue derived from thepharmaceutical products business decreased by 34.15% toapproximately RMB100.52 million (2022: approximately RMB152.65million). The profit derived from the pharmaceutical products businessdecreased to RMB19.82 million for the Reporting Period, representinga decrease of approximately 72.05% as compared to RMB70.90million for