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(於百慕達註冊成立之有限公司) China Railway Logistics Limited Limited Logistics Railway China (incorporated in Bermuda with limited liability) 股份代號 : 8089 Stock Code: 8089 中國鐵路貨運有限公司 年 報 Annual Report 2008 2008 Annual Report 2008 2008 Report Annual 年報 僅供識別 CHARACTERISTICS OF THE GROWTH ENTERPRISE MARKET (“GEM”) OF THE STOCK EXCHANGE OF HONG KONG LIMITED (THE “STOCK EXCHANGE”) GEM has been positioned as a market designed to accommodate companies to which a higher investment risk may be attached than other companies listed on the Stock Exchange. Prospective investors should be aware of the potential risks of investing in such companies and should make the decision to invest only after due and careful consideration. The greater risk profile and other characteristics of GEM mean that it is a market more suited to professional and other sophisticated investors. Given the emerging nature of companies listed on GEM, there is a risk that securities traded on GEM may be more susceptible to high market volatility than securities traded on the Main Board and no assurance is given that there will be a liquid market in the securities traded on GEM. Hong Kong Exchanges and Clearing Limited and the Stock Exchange take no responsibility for the contents of this annual report, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this annual report. This annual report, for which the directors (the “Directors”) of China Railway Logistics Limited collectively and individually accept full responsibility, includes particulars given in compliance with the Rules Governing the Listing of Securities on GEM of the Stock Exchange (“GEM Listing Rules”) for the purpose of giving information with regard to China Railway Logistics Limited. The Directors, having made all reasonable enquiries, confirm that, to the best of their knowledge and belief (1) the information contained in this annual report is accurate and complete in all material respects and not misleading; (2) there are no other matters the omission of which would make any statement in this annual report misleading; and (3) all opinions expressed in this annual report have been arrived at after due and careful consideration and are founded on bases and assumptions that are fair and reasonable. China Railway Logistics Limited Annual Report 2008 CONTENTS Corporate Information 3 Management Discussion and Analysis 5 Profile of Directors and Senior Management 10 Report of Directors 16 Corporate Governance Report 26 Independent Auditor’s Report 37 Consolidated Income Statement 39 Consolidated Balance Sheet 40 Consolidated Statement of Changes in Equity 42 Consolidated Cash Flow Statement 43 Notes to the Consolidated Financial Statements 45 Five-Year Financial Summary 115 China Railway Logistics Limited • Annual Report 2008 CORPORATE INFORMATION BOARD OF DIRECTORS NOMINATION COMMITTEE Executive Directors Ms. Yeung Sau Han Agnes (Chairman) Ms. Yuen Wai Man Ms. Yeung Sau Han Agnes Mr. Law Wing Tak Jack Ms. Chan Shui Sheung Ivy Mr. Lam Raymond Shiu Cheung Mr. Lam Ka Wai Graham Non-Executive Director REMUNERATION COMMITTEE Mr. Xie Jintai Mr. Lam Raymond Shiu Cheung (Chairman) Independent Non-executive Ms. Yeung Sau Han Agnes Directors Ms. Yuen Wai Man Mr. Law Wing Tak Jack Mr. Lam Ka Wai Graham Ms. Yuen Wai Man Mr. Law Wing Tak Jack COMPANY SECRETARY Mr. Lam Raymond Shiu Cheung Mr. Lam Ka Wai Graham Mr. Li Chak Hung AUTHORISED REPRESENTATIVES COMPLIANCE OFFICER Ms. Yeung Sau Han Agnes Ms. Yeung Sau Han Agnes Ms. Chan Shui Sheung Ivy QUALIFIED ACCOUNTANT AUDIT COMMITTEE Ms. Siu Yuk Wa Joe Joe Mr. Law Wing Tak Jack (Chairman) Ms. Yuen Wai Man REGISTERED OFFICE Mr. Lam Raymond Shiu Cheung Mr. Lam Ka Wai Graham Clarendon House 2 Church Street Hamilton HM 11 Bermuda 3 China Railway Logistics Limited • Annual Report 2008 CORPORATE INFORMATION HEAD OFFICE AND PRINCIPAL HONG KONG BRANCH SHARE PLACE OF BUSINESS REGISTRAR AND TRANSFER AGENT OFFICE Units 01-03, 5/F Skyline Commercial Centre Union Registrars Limited 71-77 Wing Lok Street Rooms 1901-02, Fook Lee Commercial Centre Sheung Wan Town Place, 33 Lockhart Road Hong Kong Wanchai, Hong Kong WEB-SITE AUDITOR www.chinarailwaylogistics.com SHINEWING (HK) CPA Limited 16/F., United Centre E-MAIL 95 Queensway Hong Kong [email protected] PRINCIPAL BANKERS PRINCIPAL SHARE REGISTRAR AND TRANSFER AGENT OFFICE Bank of Communications Co., Ltd China Construction Bank Corporation Butterfield Fulcrum Group (Bermuda) Limited Fuban Bank (Hong Kong) Limited Rosebank Centre 11 Bermudiana Road Pembroke HM08 Bermuda 4 China Railway Logistics Limited • Annual Report 2008 MANAGEMENT DISCUSSION AND ANALYSIS FINANCIAL REVIEW Turnover of the Group for the year ended 31 December 2008 was approximately HK$21,856,000 (2007: approximately HK$11,338,000), which represents an increase of approximately 93% as compared with the preceding financial year. During the year ended 31 December 2008, turnover from telecommunications business increased by approximately 33% to approximately HK$4,766,000 (2007: approximately HK$3,583,000), representing approximately 22% (2007: approximately 32%) of the Group’s total turnover. Turnover attributable to computer telephony business increased by approximately 8% to approximately HK$8,403,000 (2007: approximately HK$7,755,000), representing approximately 38% (2007: approximately 68%) of the Group’s total turnover. Turnover attributable to voice search engine portal and one-stop value chain service, a newly acquired business during the year, was approximately HK$787,000 and approximately HK$7,900,000 respectively, representing approximately 4% and approximately 36% of the group’s total turnover respectively. The gross profit and gross profit margin for the year ended 31 December 2008 were approximately HK$6,872,000 and 31% respectively (2007: approximately HK$5,596,000 and 49% respectively). Administrative expenses for the year ended 31 December 2008 was approximately HK$61,961,000 (2007: approximately HK$100,835,000), representing a decrease of approximately 39% over that of the previous year. The reduction in operating costs recorded for the year was primarily attributable to (i) decrease in staff costs including directors’ emoluments to approximately HK$23,939,000 (2007: approximately HK$58,535,000); (ii) increase in professional and consultancy fees to approximately HK$19,169,000 (2007: approximately HK$13,859,000), principally related to the dealing and solving of problems encountered during the investigation and negotiation process in its railway logistics transportation business. The impairment loss recognized for the year in respect of goodwill and a loan receivable amounted to approximately HK$103,001,000 and HK$151,980,000 respectively (2007: approximately HK$1,621,794,000 and Nil respectively). The audited consolidated loss for the year attributable to equity holders decreased by approximately 83% to approximately HK$281,578,000 (2007: approximately HK$1,690,637,000). Loss per share was approximately HK55.8 cents for the year under review (2007: Loss per share HK422.3 cents). 5 China Railway Logistics Limited • Annual Report 2008 MANAGEMENT DISCUSSION AND ANALYSIS BUSINESS REVIEW IT and Telecommunications Despite the fact that the Mainland’s overall economic growth has been affected by global financial meltdown, as well as the post-Olympic effect and a series of severe and unprecedented natural disasters, the IT and telecommunications markets remained relatively stable in 2008, having recovered from the difficult operating environment in recent years. In general, our overall IT and telecommunications business was steady with stable income generated from major customers, including various government departments, Citibank, VANCO and Hutchison Telecom. The IT and telecommunications markets have continued to benefit from a number of factors, in particular, the recent launch of 3G in the People’s Republic of China (the “PRC”) has attracted numerous overseas corporations to focus on and participate intensively in this resurging market. The favourable commercial and geographical environment of Hong Kong makes it one of the most favorable Asian hubs for overseas corporations. In order to take full advantage of the potential growth, the Company in 2008 acquired 69.54% interest in Linefan Technology Holdings Limited (“Linefan”), a company incorporated in the Cayman Islands and continued into Bermuda with limited liability and the shares of which are listed on GEM of the Stock Exchange (stock code: 8166). Linefan and its subsidiaries are principally engaged in the business of sales, development and implementation of non-structural knowledge integration systems, knowledge management (“KM”) related network application systems and technology, provision of voice search engine portal and one-stop value chain services. Logistics As stated in the Company’s 2007 annual report, the Company had encountered problems in its adventure into the railway logistics transportation business in the PRC. The matters have been well documented by the Company and after lengthy investigation and negotiation, no satisfactory resolution was reached. As such, in November 2008, Dragon Billion Limited (“Dragon Billion”), a wholly owned subsidiary of the Company, disposed the entire shareholding interest (the “Sale Shares”) in Eternity Profit Investments Limited (“Eternity Profit”), a wholly owned subsidiary of the Company. The consideration
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