中科生物2024 年报

Stock Code: 1237()(Incorporated in the Cayman Islands with limited liability) 2024年報ANNUAL REPORT Contents Corporate Information2Financial Summary5Management Discussion and Analysis8Corporate Governance Report14Directors’ Report32Board of Directors and Senior Management49Independent Auditor’s Report52Consolidated Statement of Profit or Loss andOther Comprehensive Income60Consolidated Statement of Financial Position62Consolidated Statement of Changes in Equity64Consolidated Statement of Cash Flows65Notes to the Consolidated Financial Statements67 Corporate Information BOARD OF DIRECTORSExecutive DirectorsMs. Xie Qingmei(Chairlady)Mr. Wu Zheyan(Chief Executive Officer) Independent Non-executive DirectorsProf. Jin Zhongwei(resigned on 29 July 2024) Prof. Su Wenqiang(resigned on 29 July 2024) Mr. Tse Kwok Hing, HenryMs. Zheng Bingqian(appointed on 29 July 2024) Ms. Wu Liping(appointed on 29 July 2024) AUDIT COMMITTEE Mr. Tse Kwok Hing, Henry(Chairman)Ms. Zheng BingqianMs. Wu Liping REMUNERATION COMMITTEE Ms. Wu Liping(Chairperson)Ms. Zheng BingqianMr. Tse Kwok Hing, Henry NOMINATION COMMITTEE Ms. Zheng Bingqian(Chairperson)Ms. Wu LipingMr. Tse Kwok Hing, Henry RISK MANAGEMENT COMMITTEE Mr. Tse Kwok Hing, Henry(Chairman)Ms. Zheng BingqianMs. Wu Liping COMPANY SECRETARYMr. Wong Wai Lun, FCPA FCPA FCPA AUTHORISED REPRESENTATIVESMr. Wu ZheyanMr. Wong Wai Lu, FCPA Corporate Information(Continued) AUDITORS OOP CPA & Co.Certified Public AccountantsRegistered Public Interest Entity Auditors LEGAL ADVISORBird & Bird PRINCIPAL BANKERS Agricultural Bank of China, Zhangping BranchChina Construction Bank, Zhangping BranchBank of China, Zhangping Branch REGISTERED OFFICE Cricket SquareHutchins DriveP.O. Box 2681Grand Cayman KY1-1111Cayman Islands Cricket SquareHutchins DriveP.O. Box 2681Grand Cayman KY1-1111Cayman Islands PRINCIPAL PLACE OF BUSINESSIN HONG KONG 28814B Unit B, 14/F, Eton Building288 Des Voeux Road CentralSheung WanHong Kong HEAD OFFICE IN THE PRC Fushan Industrial DistrictZhangping, Fujian, the PRC PRINCIPAL SHARE REGISTRAR ANDTRANSFER OFFICE IN CAYMAN ISLANDS Codan Trust Company (Cayman) LimitedCricket SquareHutchins DriveP.O. Box 2681Grand Cayman KY1-1111Cayman Islands Codan Trust Company (Cayman) LimitedCricket SquareHutchins DriveP.O. Box 2681Grand Cayman KY1-1111Cayman Islands Corporate Information(Continued) HONG KONG BRANCH SHARE REGISTRARAND TRANSFER OFFICE 183171712–1716 Computershare Hong Kong Investor Services LimitedShops 1712–1716, 17th FloorHopewell Centre183 Queen’s Road EastWan ChaiHong Kong www.merrygardenholdings.com WEBSITEwww.merrygardenholdings.com 1237 STOCK CODE1237 Financial Summary(In RMB’000 unless otherwise stated) Financial Summary(Continued) (In RMB’000 unless otherwise stated) Financial Summary(Continued)(In RMB’000 unless otherwise stated) Management Discussion and Analysis BUSINESS REVIEW Segment review TheGroup’s core business segments are comprised ofmanufacturing and sales of wooden products and manufacturingand sales of renewable energy products. The performance of ourbusiness segments are as follows: Management Discussion and Analysis(Continued) During the Reporting Year, the distribution of revenue from our globalmarkets are as follows: Manufacturing and sales of wooden products remains to be theGroup’s largest business segment, contributing 99.5% of the Group’srevenue. The revenue derived from such business increased by38.1%. 99.5%38.1% 38.1%407.4295.14.16.1 Manufacturing and sales of wooden products is the principalsegment of the Group. Market demand from the all markets forthe Group’s products has shown improvement in 2024. As a result,revenue from manufacturing and sales of wooden products duringthe Reporting year increased by 38.1% to RMB407.4 million (2023:RMB295.1 million), and recorded a reportable segment profit ofRMB4.1 million (2023: a reportable segment loss of RMB6.1 million). The Group’s renewable energy business focuses on the recycling ofleftover sawdust from the production of our wooden products intobiomass pellet fuel. Revenue from the renewable energy businessdecreased by 8.5% to RMB2.2 million during the reporting year, witha profit of approximately RMB0.2 million (2023: revenue of RMB2.4million and profit of RMB1.0 million). 8.5%2.20.22.41.0 Management Discussion and Analysis(Continued) FINANCIAL REVIEWRevenue by product category Total Revenue from wooden products remained the largest income streamof the Group during the Reporting Year. Revenue from such categoryincreased by 38.1% to RMB407.4 million (2023: RMB295.1 million),representing 99.5% of total sales for the Reporting Year (2023: 99.2%),mainly attributable to the increase in sales to the Australasianmarkets. 38.1%407.4295.199.5%99.2%) During the Reporting Year, the Group’s revenue from the renewableenergy business decreased by 8.5% to approximately RMB2.2 million(2023: RMB2.4 million), due to the decrease in demand from thedom