Cosmo Lady (China) Holdings Company Limited 都市麗人 ( 中國 ) 控股有限公司 (Incorporated in the Cayman Islands with limited liability) Stock Code : 2298 2020 ANNUAL REPORT Content 4 Corporate Information 5 Statement from Chairman 10 Management Discussion and Analysis 19 Biographies of Directors and Senior Management 25 Corporate Governance Report 35 Environmental, Social and Governance Report 53 Report of the Directors 64 Independent Auditor’s Report Consolidated Statement of Profit or Loss and Other 72 Comprehensive Income 74 Consolidated Balance Sheet 76 Consolidated Statement of Changes in Equity 78 Consolidated Statement of Cash Flows 79 Notes to the Consolidated Financial Statements 150 Five-year Financial Summary beauty Find your true love 3/2/2020 Tijo a la prensa que científicos postergaron Hinge 30/1/2020 Dicepresidente de exploración Save the Date 30/1/2020 Match 29/1/2020 Todos los escenarios posibles @ Elegance 29/1/2020 Cosmo elegance refinement kind style Find elegance gracefulness send a message kind video call Find send a message video call grace refinement fragrance send a message Hinge video call beauty refinement underwear send a message elegance video call grace event send a message beauty video call grace kind Find send a message video call beauty grace elegance COSMO LADY (CHINA) HOLDINGS COMPANY LIMITED ANNUAL REPORT 2020 CORPORATE INFORMATION BOARD OF DIRECTORS PRINCIPAL BANKERS Executive Directors Bank of China (Hong Kong) Limited Mr. Zheng Yaonan (Chairman) Industrial and Commercial Bank of China Limited Mr. Zhang Shengfeng (Deputy Chairman) Dongguan Rural Commercial Bank Ms. Wu Xiaoli China Construction Bank Corporation Mr. Siu Ka Lok PLACE OF LISTING AND STOCK CODE Non-executive Directors The Stock Exchange of Hong Kong Limited Mr. Lin Zonghong Stock Code: 2298 Mr. Wen Baoma Mr. Jiang Bo WEBSITE Mr. Zhao Yingming http://www.cosmo-lady.com.hk Independent Non-executive Directors INVESTOR RELATIONS Mr. Yau Chi Ming Porda Havas International Finance Communications Group Dr. Dai Yiyi Website: [email protected] Mr. Chen Zhigang Dr. Lu Hong Te AUTHORIZED REPRESENTATIVES Mr. Zheng Yaonan COMPANY SECRETARY Mr. Loo Hong Shing Vincent Mr. Loo Hong Shing Vincent FCA, AHKSA REGISTERED OFFICE BOARD COMMITTEES Ocorian Trust (Cayman) Limited Audit Committee Windward 3, Regatta Office Park Mr. Yau Chi Ming (Chairman) PO Box 1350 Dr. Dai Yiyi Grand Cayman KY1-1108 Mr. Chen Zhigang Cayman Islands Dr. Lu Hong Te HEAD OFFICE Remuneration Committee Building N1, Fenggang Tianan Digital City Dr. Dai Yiyi (Chairman) Fenggang Town, Dongguan City Mr. Zhang Shengfeng Guangdong Mr. Chen Zhigang Dr. Lu Hong Te PLACE OF BUSINESS IN HONG KONG Unit 909, 9/F. Nomination Committee China Merchants Tower, Shun Tak Centre Mr. Zheng Yaonan (Chairman) Nos. 168-200 Connaught Road Central Mr. Yau Chi Ming Hong Kong Mr. Chen Zhigang Dr. Lu Hong Te SHARE REGISTRAR IN HONG KONG Computershare Hong Kong Investor Services Limited Risk Management Committee Shops 1712-1716 Mr. Chen Zhigang (Chairman) 17/F., Hopewell Centre Mr. Yau Chi Ming 183 Queen’s Road East Dr. Dai Yiyi Wanchai Dr. Lu Hong Te Hong Kong AUDITOR LEGAL ADVISORS PricewaterhouseCoopers Hong Kong Certified Public Accountants and Registered PIE Auditor ReedSmith Richards Butler 004 / 005 STATEMENT FROM CHAIRMAN Zheng Yaonan Chairman Dear Shareholders, In 2020, in response to the outbreak and rapid spread of the 2019 coronavirus (“COVID-19”), many countries and regions have adopted appropriate measures to alleviate its adverse impact. These measures included but not limited to large-scale travel restrictions, social quarantine and suspension of work and school. As a result, various economic activities were greatly reduced causing tremendous downward pressure on the global macro-economy. The economy of China was also affected by the epidemic. According to the information of China’s National Bureau of Statistics, mainland China’s GDP in 2020 increased by only about 2.3%, the lowest growth rate in the last 3 decades. The various epidemic prevention measures have limited the foot traffic in the shopping areas and dampened consumer sentiment leading to devastating impact on the apparel industry in mainland China. The retail sales of apparel products in 2020 declined year-on-year by approximately 6.6% while the cumulative finished cloth volume of apparel enterprises above designated size fell by approximately 11.3%. In addition, there is keen competition in mainland China’s intimate wear market which continues to undergo structural adjustments in respect of sales channel diversification, product quality and mix of products. COSMO LADY (CHINA) HOLDINGS COMPANY LIMITED ANNUAL REPORT 2020 Statement from Chairman The Board has adopted and will adopt the following 2. Smart retail and membership management measures to mitigate the adverse impact of the factors (a) Continuing to strengthen the relationships with mentioned above, and continued to implement the major platforms, including Alibaba (for example transformation plan adopted in the second half of 2019: Rhino Smart Manufacturing Platform), JD.com and Vipshop, and proactively developing business with 1. New product development other e-commerce platforms (such as Tik Tak); (a) Continuing the Group’s shift from fast-moving- fashionable-sexy products to high technology, (b) Stepping up efforts on developing online “smart healthy, comfortable, good-looking and value-for- retail”, including Tencent mini APP and live money products; webcast, and integration of Tencent mini App and other sales system, realizing omni-channel (b) Focusing on classic products and reducing marketing and extending business hours; significantly the number of stock keeping unit (“SKU”), for example, the total number of SKU (c) Cooperating with China Youzan Limited from for 2020 spring-summer season products and the fourth quarter of 2020 onwards, to promote 2020 autumn-winter season products have been franchisees’ business through the use of Tencent reduced by about 30% when comparing with that mini APP, which will increase the interactions for 2019; between franchisees and the loyalty program customers of the Group, bringing more sales (c) Launching more quality high technology new opportunities to franchisees; products (such as soft cup bras, no-feeling seamless underwear, dust-free cotton loungewear, (d) Arranging 9 online live-streams in 2020 bringing thermal cloth using extra-fine yarn and special sales of around RMB150,000,000 to stores. weaving technology, extra elastic underpants); Number of online live-streams will be increased in 2021, which are expected to bring more sales for (d) Launching the 2020 autumn-winter season stores; and products which were popular in the market, with their cumulative sold-out rate about 10% (e) Enhancing membership system, refining membership higher than that for 2019 autumn-winter season management, establishing standardized membership products; and identification system, setting up consumers database, introducing appropriate products and promotions (e) Promoting the 2021 spring-summer season to improve the purchasing rate, re-purchasing rate products which have received positive appraisals and activity rate of members, and making use of the from franchisees of the Group. The value of private traffic of approximately 60 million members orders placed by our franchisees during the 2021 to boost sales. spring-summer season trade fair increased by more than 30%, when comparing with the value of orders placed during the 2020 spring-summer season trade fair. 006 / 007 3. New development on offline retail stores 4. Stepping up effort on clearing aged inventories – (a) With the gravest impact of the epidemic although being affected by the epidemic, part of gradually subsiding, the operating performance the aged inventories (purchased in 2019 or before), of offline retail stores in the second half of 2020 representing approximately 61.5% of the cost of these gradually improved. The same-store-sales growth inventories, have been cleared, and the amount of of self-managed stores turned into positive inventories has returned to a healthy level; from mid-September 2020 onwards, and the same-store-sales growth for the fourth quarter of 5. Launching new brand stories, focusing on promotion of 2020 was approximately 7.4%; hot-selling products and stepping up efforts on brand communications; (b) Optimizing and adjusting sales and distribution channels by closing certain stores located at 6. Improving supply chain management, product inappropriate areas and large loss-making stores; designing, product merchandising and product operating (such as ordering and re-ordering products (c) Up to 31 December 2020, 691 seventh generation accurately, transferring products flexibly, products life stores with new image have been opened or cycle management), and conducting on-site inspection renovated, and the sales performance of the of stores to understand the actual requirements of seventh generation stores was outstanding in consumers in order to enhance efficiency, lower costs 2020. Franchisees have signed agreements in the and shorten response time; and first quarter of 2021 to open about 400 stores in the future, and it is expected that there will be net 7. Stepping up investments in digital management for opening of 200 to 300 stores in 2021; supporting operation and management (such as work shift system for stores, stock replenishment system (d) Up to 31 December 2020, 15 shopping mall stores for stores, stock ordering system, purchase orders with