SANDMARTIN INTERNATIONALHOLDINGS LIMITED INCORPORATED IN BERMUDA WITH LIMITED LIABILITYSTOCK CODE482 2 0 2 3ANNUAL REPORT CONTENTS目錄 246 Corporate InformationChairman’s Letter to ShareholdersBusiness Overview and Management Discussionand AnalysisFinancial Review15Corporate Governance Report23Biographies of Directors and Senior Management50Report of the Directors56Independent Auditor’s Report69Consolidated Statement of Profit or Loss andOther Comprehensive Income78Consolidated Statement of Financial Position80Consolidated Statement of Changes in Equity82Consolidated Statement of Cash Flows84Notes to the Financial Statements86Financial Summary196 CORPORATEINFORMATION公司資料 執行董事 EXECUTIVE DIRECTORSMr. Hung Tsung ChinMr. Chen Wei Chun 非執行董事 NON-EXECUTIVE DIRECTORMr. Kuo Jen Hao(Chairman) 獨立非執行董事 INDEPENDENT NON-EXECUTIVE DIRECTORS Ms. Chen Wei-HuiMr. Lu Ming-ShiuanMr. Wu Chia Ming 審核委員會 AUDIT COMMITTEE Ms. Chen Wei-Hui(Committee Chairperson)Mr. Lu Ming-ShiuanMr. Wu Chia Ming 薪酬委員會 REMUNERATION COMMITTEE Mr. Wu Chia Ming(Committee Chairman)Ms. Chen Wei-HuiMr. Lu Ming-Shiuan 提名委員會 NOMINATION COMMITTEE Mr. Lu Ming-Shiuan(Committee Chairman)Ms. Chen Wei-HuiMr. Wu Chia Ming 總辦事處及主要營業地點 HEAD OFFICE AND PRINCIPAL PLACE OF BUSINESS Unit 516, 5th Floor, Peninsula Centre, 67 Mody Road,Tsim Sha Tsui East, Kowloon,Hong Kong 675516 註冊辦事處Clarendon House, 2 Church Street HamiltonHM 11. Bermuda REGISTERED OFFICE Clarendon House, 2 Church Street, HamiltonHM 11, Bermuda 公司秘書 COMPANY SECRETARYMs. Tung Wing Yee Winnie 授權代表 AUTHORISED REPRESENTATIVESMr. Hung Tsung ChinMs. Tung Wing Yee Winnie 主要往來銀行 PRINCIPAL BANKERS CTBC Bank Co., Ltd.China Guangfa Bank Co., Ltd.Land Bank of Taiwan Co., Ltd. AUDITORBDO LimitedCertified Public Accountants 核數師 股份登記及過戶處 SHARE REGISTRAR AND TRANSFER OFFICE 148212103B Hong KongBoardroom Share Registrars (HK) LimitedRoom 2103B, 21/F.,148 Electric Road, North PointHong Kong Conyers Corporate Services (Bermuda) LimitedClarendon House2 Church StreetHamilton HM 11Bermuda BermudaConyers Corporate Services (Bermuda) LimitedClarendon House2 Church StreetHamilton HM 11Bermuda 公司網站www.sandmartin.com.hk CORPORATE WEBSITE www.sandmartin.com.hk STOCK CODE482 股份代號482 CHAIRMAN’SLETTERTOSHAREHOLDERS主席致股東報告 股東 Dear shareholders of the Company (the “Shareholders”), *本公司本集團董事董事會 On behalf of the board (the “Board”) of directors (the “Directors”) ofSandmartin International Holdings Limited (the “Company”, together with itssubsidiaries collectively referred to as the “Group”), I hereby present the resultsof the Group for the year ended 31 December 2023. 疫情 The financial performance of the Group was not satisfactory for the year ended31 December 2023. The 2019 novel coronavirus pandemic (the “Pandemic”)continued to have negative impacts on the business and operations of theGroup during the year. As a result of the tight monetary policy globally, therevenue of the Group for the year ended 31 December 2023 has declined whencompared with the corresponding period in 2022. The Group has taken somemeasures to mitigate the unfavourable impacts, including but not limited tosourcing from different suppliers to increase the Group’s profit margin. Dish Media Network Limited The tight monetary policy in Nepal had an adverse impact on the economicsentiment in Nepal which led to the decrease in the number of subscribers ofDish Media Network Limited (the Company’s associate and the largest satellitepay television operator in Nepal). The ongoing China-US trade war still has some negative impacts on certainsegments of the operations of the Group and the Group sought to mitigatesuch impacts by sourcing from suppliers in Southeast Asia, for the purposeof avoiding the excessive tariffs imposed by the United States (the “US”) onproducts from the People’s Republic of China (the “PRC” or “China”). 美國中國 Although the global economy is gradually recovering from the Pandemic,the geo-political and geo-economic tensions are yet to be resolved. Giventhese volatilities and challenges, the Group will continue to adopt a prudentapproach in managing its cash flow position and will make every endeavour toidentify business opportunities with promising potential in the manufacturingsegments in emerging markets or even other sectors so as to diversify theGroup’s income source to weather adverse economic cycle. CHAIRMAN’S LETTER TO SHAREHOLDERS(Continued)主席致股東報告(續) 該土地華算重建 Since 2018, the Group has, by outsourcing its production to suppliers inVietnam, progressively wound down its own production facilities housed inthe Group’s factory buildings built on an industrial land in Zhongshan, thePRC (the “Land”) owned by the Group. Most of the Group’s factory buildingson the Land had been leased to third parties independent of the Company inreturn for rental income. However, owing to the age of the factory buildings,the rental return was low. As such, the Group has been exploring opportunitiesto increase the