香港交易及結算所有限公司及香港聯合交易所有限公司對本公告之內容概不負責，對其準確性或完整 性亦不發表任何聲明，並明確表示，概不對因本公告全部或任何部分內容而產生或因倚賴該等內容而 引致之任何損失承擔任何責任。 PROSPERITY INVESTMENT HOLDINGS LIMITED 嘉進投資國際有限公司 * （於百慕達註冊成立之有限公司） (股份代號：00310) 負債淨值 本公告備有中英文版本。如有任何抵觸，概以英文版本為準。 * 僅供識別 Prosperity Investment Holdings Limited 嘉進投資國際有限公司（「本公司」）謹此公告本公司於 2025 年 7 月 31 日之每股股份的未經審核綜合負債淨值約為 0.126 港元。 每股股份的未經審核綜合負債淨值乃根據本公司於 2025 年 7 月 31 日已發行每股面值 0.001 港 元的 121,132,020 股計算, 已經考慮 2023 年 12 月 13 日資本重組生效後所有影響。 承董事會命 嘉進投資國際有限公司 公司秘書 温達基 香港，2025 年 8 月 15 日 於本公告日期，董事會由一名非執行董事劉高原先生和 ...

股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2025年7月31日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 嘉進投資國際有限公司 呈交日期: 2025年8月11日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 00310 | 說明 | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 100,000,000,000 | HKD | | 0.001 | HKD | | 100,000,000 | | 增加 / 減少 (-) | | | | | | | HKD | | | | 本月底結存 | | | 100,000,000,000 | HKD | | 0.001 | HKD | | 100,000,000 | 本 ...

Core Viewpoint - Guangxi Energy (600310.SH) inflated its revenue by a total of 6.8 billion yuan over two years, leading to administrative penalties and a lawsuit from 10 investors who sought compensation of 142,300 yuan but lost in the first instance [2][4][5]. Group 1: Financial Misconduct - Guangxi Energy inflated its revenue by 3.542 billion yuan in 2019 and 3.286 billion yuan in 2020, violating information disclosure regulations [2][5]. - The inflated figures represented 13.39% and 14.07% of the reported revenue and costs for 2019, respectively [5]. - The 2020 semi-annual report also showed significant overstatements, with 3.286 billion yuan in inflated revenue and costs, accounting for 28.95% and 30.16% of the reported figures [6]. Group 2: Legal Proceedings - The court dismissed the lawsuit from the 10 investors, stating that the alleged false statements did not significantly impact stock prices or trading volumes [8][9]. - The investors purchased shares between April 15, 2020, and January 5, 2022, and claimed losses after selling or holding the stock [7][8]. - Other individual investors also attempted to claim damages through civil lawsuits but faced similar outcomes, with courts ruling that the false statements did not have a substantial effect on market performance [8][9]. Group 3: Regulatory Actions - The Guangxi Securities Regulatory Bureau issued a warning and imposed fines totaling 1.2 million yuan on Guangxi Energy and its executives for the violations [6]. - Key executives, including the chairman and financial director, received individual fines ranging from 600,000 to 800,000 yuan for their roles in the misconduct [6]. Group 4: Investor Sentiment - Legal experts suggest that the severity of the violations may justify investor claims, and they recommend considering appeals against the first-instance rulings [3][10]. - The negative outcomes of these lawsuits could undermine investor confidence in Guangxi Energy and raise concerns about the risks associated with similar legal actions in the future [10].

Financial Performance - The Group reported a loss after tax of approximately HK$9.46 million for the Period, an improvement from the loss of HK$10.28 million in the 2023 Period[14]. - The Group recorded a loss of approximately HK$9.46 million for the current period, compared to a loss of HK$10.28 million in the 2023 period[17]. - The loss before income tax for the period was HK$9,459,000, compared to a loss of HK$10,275,000 in the previous year, indicating a slight improvement[65]. - The loss attributable to owners of the Company for the period was HK$9,459,000, which is a decrease of 7.9% from HK$10,275,000 in 2023[65]. - Basic and diluted loss per share for the period was HK$7.8, compared to HK$8.5 in the same period last year, reflecting a reduction in loss per share[65]. - The company experienced a loss for the period of HK$9,459,000, contributing to an accumulated loss of HK$466,969,000 as of June 30, 2024[80]. Revenue and Income - Proceeds from the disposal of financial assets at FVTPL which are revenue in nature decreased by approximately HK$892,000, totaling HK$1,357,000 compared to HK$2,249,000 in 2023[15]. - Dividend income for the Period was HK$54,000, a significant decrease from HK$5,390,000 in the previous year[15]. - For the six months period ended June 30, 2024, the gross proceeds from operations were HK$1,414,000, a decrease of 81.6% compared to HK$7,659,000 in the same period of 2023[65]. - Revenue for the same period was HK$3,000, down 85% from HK$20,000 in 2023[65]. - Dividend income for the same period was HK$3,000, down 85% from HK$20,000 in 2023[102]. Assets and Liabilities - The Group's unaudited consolidated net liabilities as of 31 July 2024 amounted to HK$6,495,000, with a net liabilities value per share of approximately HK$0.05[12]. - At the end of the period, the margin loan from a securities broker amounted to approximately HK$2.56 million, compared to HK$2.42 million at the end of 2023[29]. - The Group's gearing ratio at Period End Date was 119.58%, significantly increased from 66.33% at 31 December 2023[35]. - As of June 30, 2024, total assets less current liabilities amounted to HK$5,937,000, a decrease of 46.0% from HK$10,996,000 as of December 31, 2023[68]. - The company reported a net current asset value of HK$2,000, a significant decline from HK$4,262,000 at the end of 2023[71]. - The total (deficit)/equity as of June 30, 2024, was HK$(2,463,000), compared to HK$6,996,000 at the end of 2023, indicating a substantial decrease in equity[71]. Investments - The Group's significant investment in ITC Properties Group Ltd saw a share price decrease of 38.46% during the period, with an unrealized loss of HK$3.66 million[30]. - The Group's investment in ITC represented 46.56% of its total assets at the end of the period[30]. - The Group held a 14.7% equity interest in Wealth Spread, which has an indirect 54% equity interest in a lead and zinc mining entity in the PRC[33]. - The Group's investment strategy focuses on identifying and investing in both listed and unlisted investments with growth potential across various industries[29]. - The fair value of financial assets at FVTPL was approximately HK$5,854,000 as of June 30, 2024, down from HK$9,513,000 on December 31, 2023, indicating a decrease of about 38.9%[134]. Expenses - Investment management expenses decreased from HK$0.32 million to HK$0.24 million, contributing to the reduction in overall losses[14]. - Administrative expenses amounted to approximately HK$4.77 million, an increase from HK$4.22 million in the 2023 period[19]. - Staff remuneration was the largest component of administrative expenses at HK$2.88 million, representing approximately 60.42% of total administrative expenses[22]. - Interest expenses for the period were approximately HK$365,000, a decrease from HK$806,000 in the 2023 period, due to reduced margin loans[29]. - Staff costs, including directors' remuneration, increased to HK$2,883,000 for the six months ended June 30, 2024, from HK$2,398,000 in 2023[117]. Corporate Governance and Management - The Company complied with the corporate governance code provisions during the period, ensuring proper governance practices[59]. - The audit committee reviewed the accounting principles and practices adopted by the Group, focusing on internal control and financial reporting matters[62]. - The board of directors and senior management's compensation policies are reviewed at least annually by the compensation committee[49]. - Management is exploring options to raise additional equity funding to strengthen the balance sheet for future investment opportunities[48]. - The position of executive director has been vacant since June 10, 2021, and the Board continues to assess performance as a whole[99]. Market Outlook - The company anticipates a challenging outlook for the upcoming year due to economic uncertainties, geopolitical tensions, and potential financial market instability[49]. - The company is expanding its market presence in Southeast Asia, targeting a 25% increase in market share by 2025[196]. - The company provided an optimistic outlook, projecting a revenue growth of 10-15% for the second half of 2024[196]. - New product launches are expected to contribute an additional HK$30 million in revenue by the end of 2024[196]. - A new marketing strategy is being implemented, aiming to increase brand awareness by 30% in the next year[196].

Financial Performance - Gross proceeds from operations for the six months ended June 30, 2024, were HK$1,414,000, a decrease of 81.6% compared to HK$7,659,000 for the same period in 2023[3] - Revenue for the same period was HK$3,000, representing a 85% decline from HK$20,000 in 2023[3] - Loss before income tax for the period was HK$9,459,000, slightly improved from a loss of HK$10,275,000 in the previous year[4] - Total comprehensive expense attributable to owners of the Company was HK$9,459,000, compared to HK$10,275,000 in 2023[4] - Basic and diluted loss per share for the period was HK(7.8) cents, an improvement from HK(8.5) cents in the prior year[4] - The Group reported a loss attributed to the owners of the Company of HK$9,459,000 for the six months ended June 30, 2024, slightly improved from a loss of HK$10,275,000 in 2023[20] - The Group reported a loss after tax of approximately HK$9.46 million for the Period, an improvement from a loss of HK$10.28 million in the 2023 Period[37] Financial Position - Cash held by securities brokers decreased to HK$13,000 from HK$14,000 as of December 31, 2023[6] - Bank balances and cash significantly decreased to HK$616,000 from HK$4,003,000 as of December 31, 2023[6] - Total assets less current liabilities decreased to HK$5,937,000 from HK$10,996,000 as of December 31, 2023[7] - The net liabilities/assets value per share at the end of the period was HK(0.02), down from HK$0.06 at the end of 2023[8] - As of June 30, 2024, the company had issued and fully paid 121,132,020 ordinary shares, with an authorized share capital of HK$100,000,000,000[28] - As of July 31, 2024, the company's unaudited consolidated net liabilities amounted to HK$6,495,000, with a net liabilities value per share of approximately HK$0.05[31] Cash Flow and Investments - For the six months ended June 30, 2024, the gross proceeds from the disposal of financial assets at FVTPL amounted to HK$1,357,000, a decrease of 39.5% from HK$2,249,000 in the same period of 2023[16] - Dividend income for the same period was HK$3,000, down 85% from HK$20,000 in 2023[16] - The net realized losses on the disposal of financial assets at FVTPL were HK$210,000, compared to net realized losses of HK$5,595,000 in the previous year[19] - The fair value changes of financial assets at FVTPL included net unrealized losses of HK$3,926,000, compared to net unrealized gains of HK$635,000 in the previous year[19] - Proceeds from the disposal of financial assets at FVTPL which are revenue in nature decreased by approximately HK$892,000 compared to the 2023 Period, totaling HK$1.36 million[38] - Proceeds from the disposal of financial assets at FVTPL which are capital in nature decreased by approximately HK$5.336 million compared to the 2023 Period, totaling HK$54,000[38] Corporate Actions - No interim dividend was recommended for the current period, consistent with the previous year where no dividend was paid[22] - The Company issued convertible notes with an aggregate principal amount of HK$4,000,000 on December 29, 2023, maturing on December 29, 2025, with an interest rate of 8% per annum[24] - If fully converted, the convertible notes would result in the issuance of an additional 24,096,384 ordinary shares, representing 16.59% of the enlarged issued share capital[25] - A capital reorganization was completed on December 13, 2023, resulting in a reduced share capital of approximately HK$30,162,000 being transferred to the contributed surplus account[30] - The Group's gearing ratio at Period End Date was 119.58%, up from 66.33% at the end of 2023[46] Operational Insights - Administrative expenses increased to approximately HK$4.77 million from HK$4.22 million in the 2023 Period[37] - Staff remuneration accounted for approximately 60.42% of administrative expenses, totaling HK$2.883 million, compared to 57% in the 2023 Period[42] - The Group did not make any new unlisted investments during the Period[36] - The Group's investments during the period were primarily denominated in HK$, USD, and RMB, with no significant exposure to exchange rate fluctuations expected due to the peg of HK$ to USD[54] - There were no material acquisitions or disposals of subsidiaries, associates, or joint ventures during the period[55] - The Group does not have major customers or suppliers, resulting in no aging analysis of accounts receivable and accounts payable[56] Strategic Outlook - The Group plans to prudently manage business operations and financial resources amid ongoing economic uncertainty and geopolitical tensions[59] - Management is exploring options to raise additional equity funding to strengthen the balance sheet and capture investment opportunities domestically and internationally[59] - Future outlook includes strategic initiatives aimed at market expansion and potential mergers or acquisitions[70] - Market expansion strategies are being implemented, focusing on key regions outside of Hong Kong[70] - The company is exploring new strategies to enhance shareholder value, including potential share buybacks or dividends[70] - Research and development investments are increasing, aimed at innovation and competitive advantage in the market[70] Compliance and Governance - The audit committee reviewed the accounting principles and practices adopted by the Group and discussed financial reporting matters during the period[61] - The Company complied with the corporate governance code provisions during the period[62] - All Directors confirmed compliance with the Model Code regarding securities transactions throughout the period[65] - The management team emphasized the importance of maintaining compliance with the Listing Rules and corporate governance standards[70] Market Trends - The Hang Seng Index increased by 5.53% from January 2, 2024, to June 30, 2024, reflecting market recovery trends[33] - User data trends indicate a growth in active users, with percentage increases to be highlighted in the performance metrics[70] - New product developments and technological advancements are in the pipeline, with expected launch dates and market impact to be discussed[70] - The company provided performance guidance for the upcoming quarters, projecting revenue growth percentages[70]

Financial Performance - The Group reported a loss after tax of approximately HK$22.4 million for the year, compared to a loss of HK$4.8 million for the year 2022[22]. - The company reported a loss of approximately HK$5.18 million in 2023, compared to a loss of HK$1.6 million in 2022, primarily due to fluctuations in the stock market affecting fair value of listed equity investments[27]. - A fair value loss of approximately HK$14.9 million was recognized as other comprehensive expense, compared to an income of HK$0.17 million in 2022[23]. - The company recorded unrealized losses of HK$6.91 million in 2023, compared to unrealized gains of HK$3.5 million in 2022, reflecting the challenging market conditions[33]. - Realized loss amounted to HK$17,508,000, while unrealized loss at year-end was HK$36,253,000[51]. Investment Activities - The Group disposed of a significant portion of its listed investments, leading to a substantial increase in gross proceeds from the disposal of financial assets[17]. - Gross proceeds from the disposal of financial assets at FVTPL increased significantly to HK$16.53 million in 2023 from HK$4.27 million in 2022, driven by the disposal of a substantial portion of listed investments[30]. - The Group did not make any new unlisted investments during the year[18]. - The fair value of the investment in a zinc and lead mine in the PRC was determined based on limited financial information and an independent valuation[24]. - The Group held a 14.7% equity interest in Wealth Spread, which has a 54% indirect interest in a lead and zinc mining entity in the PRC[52]. Expenses and Costs - Investment management expenses were reduced from HK$0.96 million to HK$0.56 million during the year[22]. - Administrative expenses increased to approximately HK$9.4 million in 2023 from HK$7.1 million in 2022, largely due to an increase in directors' emoluments[27]. - The margin loan from a securities broker decreased to approximately HK$2.42 million at year-end 2023 from HK$10.51 million at year-end 2022, resulting in lower interest expenses of approximately HK$994,000 compared to HK$1.11 million in 2022[40]. - Other income for the year was HK$10,000, a significant decrease from HK$295,000 in 2022, which included a government subsidy of HK$192,000[35]. Shareholder and Corporate Governance - The Board does not recommend the payment of a dividend for the Year, consistent with the previous year (2022: Nil)[92]. - The Group's share capital underwent a reorganization approved by shareholders on December 11, 2023, effective from December 13, 2023[93]. - The Company has no service contracts with directors that are not determinable within one year without compensation[125]. - The Company considers all INEDs to be independent, having received annual confirmations of their independence[126]. - The Board established a schedule of matters specifically reserved for its decision and those reserved for management[199]. Market Conditions and Future Outlook - The overall operating environment faced uncertainties, with macroeconomic pressures including rising interest rates and geopolitical tensions impacting recovery[9]. - Management is exploring options to raise additional equity funding to strengthen the balance sheet and capture investment opportunities[10]. - The Group's principal activity is significantly affected by global economic volatility, impacting the earning power of business enterprises and stock market fluctuations[160]. - The Group aims to enhance corporate value by identifying and investing in both listed and unlisted investments with growth potential, without a specific industry focus[46]. Employee and Director Information - The Group had 6 employees and 5 Directors at Year End Date, with a remuneration policy that includes a 5% contribution to the MPF Scheme from both the Group and its employees[85]. - Staff remuneration accounted for approximately 57% of total administrative expenses, amounting to HK$5.47 million in 2023, up from HK$4.32 million in 2022[36]. - Each Independent Non-Executive Director (INED) received a director's fee of HK$100,000 per annum, which will remain the same for 2024[120]. - The Group's remuneration committee will meet at least once a year to review the remuneration policy and packages for Directors and senior management[85]. Compliance and Risk Management - The Group complies with legal and regulatory requirements, focusing on the Listing Rules and relevant laws in Hong Kong and the PRC[163]. - The auditor issued an unqualified letter regarding the continuing connected transaction, confirming compliance with relevant rules[153]. - The Board is responsible for corporate governance functions, including developing and reviewing policies and practices on risk management[200]. - The Group promotes environmental protection through practices such as recycling and reducing energy consumption in daily operations[161][166].

Financial Performance - For the fiscal year ending December 31, 2023, the Group reported a loss after tax of approximately HK$22.4 million, compared to a loss of HK$4.8 million in 2022[22]. - The company reported a loss of approximately HK$5.18 million in 2023, compared to a loss of HK$1.6 million in 2022, primarily due to fluctuations in the stock market affecting fair value of listed equity investments[27]. - Administrative expenses increased to approximately HK$9.4 million in 2023 from HK$7.1 million in 2022, largely due to an increase in directors' emoluments[27]. - Other income for the year was HK$10,000, a significant decrease from HK$295,000 in 2022, which included a government subsidy of HK$192,000[35]. - The share price decreased by 35.00% during the year[51]. - Realized loss amounted to HK$17,508,000, with an unrealized loss of HK$36,253,000 at year-end[51]. - The fair value loss recognized was approximately HK$14,894,000, compared to an income of HK$0.17 million in 2022[53]. - The Group recorded unrealized losses of HK$6.906 million in 2023, compared to unrealized gains of HK$3.5 million in 2022, reflecting the adverse market conditions[33]. Investment Activities - The Group disposed of a significant portion of its listed investments, resulting in a substantial increase in gross proceeds from the disposal of financial assets at FVTPL compared to 2022[17][21]. - Gross proceeds from the disposal of financial assets at FVTPL increased significantly to HK$16.534 million in 2023 from HK$4.271 million in 2022, driven by the disposal of a substantial portion of listed investments[30]. - The Group did not make any new unlisted investments during the year[18][21]. - The company plans to focus on identifying and investing in both listed and unlisted investments with growth potential, without a specific industry focus[46]. - The Group's principal activities are investment holding, with detailed discussions found in the Management Discussion section of the annual report[91]. Financial Position - The Group's cash and cash equivalents increased to approximately HK$4,017,000 from HK$455,000 in the previous year[61]. - The gearing ratio at year-end was 66.33%, up from 25.71% in 2022[63]. - The margin loan from a securities broker decreased to approximately HK$2.415 million at year-end 2023, down from HK$10.505 million at year-end 2022, resulting in lower interest expenses[40]. - The Group held 14,635,763 shares, representing 1.61% of total shares at year-end[51]. - The Group's size relative to total assets for the investment in 康展投資 was 25.47% at year-end[59]. Management and Governance - Management emphasized the importance of vigilance and resilience to navigate ongoing economic challenges[10]. - The Board does not recommend the payment of a dividend for the Year, consistent with the previous year where no dividend was paid[92]. - The Group's remuneration committee will meet at least once a year to review the remuneration policy and packages for Directors and senior management[85]. - The Board established a schedule of matters specifically reserved for its decision and those reserved for management[199]. - The Board is responsible for corporate governance functions, including developing and reviewing policies and practices on risk management and compliance[200]. Market Environment - The overall operating environment faced uncertainties, with macroeconomic pressures including rising interest rates and geopolitical tensions impacting recovery[9][10]. - The Hang Seng index continued to decline, dropping 13.8% in 2023 after a 15.5% decline in 2022[16][20]. - The Group's principal activity is significantly affected by global economic volatility, impacting the earning power of business enterprises and stock market fluctuations[160]. Employee and Director Information - The Group had 6 employees and 5 Directors at Year End Date, with a remuneration policy that includes a 5% contribution to the MPF Scheme from both the Group and its employees[85]. - Staff remuneration accounted for approximately 57% of total administrative expenses, amounting to HK$5.469 million in 2023, up from HK$4.324 million in 2022[36]. - Each independent non-executive director received a director's fee of HK$100,000 per annum, which will remain the same for 2024[120]. - The independent non-executive directors are subject to retirement by rotation and re-election at each annual general meeting[115]. Compliance and Risk Management - The Group complies with legal and regulatory requirements, including Listing Rules and laws related to securities, taxation, and labor, ensuring operations align with applicable regulations[163]. - The Group promotes environmental protection through practices such as recycling and reducing energy consumption in daily operations[161][166]. - The Group's investment management agreement was confirmed to be fair and reasonable, conducted in the ordinary course of business[152]. Shareholder Communication - The Group maintains regular communication with shareholders through general meetings and announcements[171]. - The Company has sufficient public float as required under the Listing Rules[183].

Annual Report and Meeting Schedule - The annual report for the year ending December 31, 2023, will be delayed and is expected to be sent by June 5, 2024, or earlier [4]. - The annual general meeting has been rescheduled to take place on or before June 28, 2024, due to the delay in the annual report [6]. Shareholder Registration and Trading - The share transfer registration period will be suspended from May 24, 2024, to May 31, 2024, to determine the shareholders eligible to attend the annual general meeting [7]. - Trading of the company's shares has been suspended since April 2, 2024, pending further notice [8].

Financial Performance - The Group reported gross proceeds from operations of HK$16,534,000 in 2023, a significant increase from HK$4,271,000 in 2022, representing a growth of 286%[6] - Total revenue for the year was HK$30,000, compared to HK$1,176,000 in 2022, indicating a decline of 97.4%[6] - The Group incurred a loss before income tax of HK$22,401,000 in 2023, compared to a loss of HK$4,807,000 in 2022, reflecting an increase in losses of 366%[6] - The total comprehensive expense attributable to owners of the Company for the year was HK$37,295,000, compared to HK$4,638,000 in 2022, marking an increase of 704%[6] - Basic loss per share for 2023 was HK(18.49) cents, compared to HK(3.97) cents in 2022, indicating a deterioration in per-share performance[6] - The loss attributable to owners of the Company for 2023 was HK$22,401,000, compared to HK$4,807,000 in 2022, indicating a significant increase in losses[31] - The Group reported a loss after tax of approximately HK$22.4 million for the Year, compared to a loss of HK$4.8 million for the Year 2022[76] Asset and Liability Management - Non-current assets decreased to HK$6,734,000 in 2023 from HK$38,518,000 in 2022, a decline of 82.5%[7] - Current assets fell to HK$14,044,000 in 2023 from HK$21,098,000 in 2022, representing a decrease of 33.4%[7] - The Group's net assets dropped to HK$6,996,000 in 2023 from HK$44,291,000 in 2022, a decline of 84.2%[7] - The net asset value per share decreased to HK$0.06 as of December 31, 2023, down from HK$0.37 in 2022, based on net assets of HK$6,996,000[53] - The gearing ratio increased to 66.33% at year-end, compared to 25.71% at the end of 2022, indicating a higher level of financial leverage[100] Revenue Sources - The Group's revenue was primarily generated from Hong Kong, with significant dividend income from investments contributing over 10% of total revenue[13] - Dividend income for the year was HK$30,000, a decrease of 97.45% compared to HK$1,176,000 in 2022[20] - The fair value changes of financial assets at FVTPL resulted in net realized losses of HK$9,081,000 (revenue in nature) and HK$22,655,000 (capital in nature) for 2023, compared to losses of HK$21,664,000 and HK$0 in 2022 respectively[22] Expenses and Costs - Staff costs increased to HK$5,469,000 in 2023 from HK$4,324,000 in 2022, reflecting a rise in salaries and benefits[31] - Administrative expenses increased to approximately HK$9.4 million in 2023 from HK$7.1 million in 2022, attributed to an increase in directors' emolument[81] - Other income for the year was HK$10,000, a significant decrease from HK$295,000 in 2022, primarily due to the absence of government subsidies[88] - Investment management expenses decreased to HK$560,000 from HK$960,000 in 2022, reflecting a reduction in fees paid to Opus Capital[90] Financing Activities - The margin loan from a securities broker decreased to approximately HK$2,415,000 in 2023 from HK$10,505,000 in 2022, secured by financial assets valued at HK$9,513,000[33] - The daily interest rate on the margin loan ranged from 12.00% to 20.00% in 2023, compared to 9.252% to 20.00% in 2022[33] - The Company issued convertible notes with a principal amount of HK$4,000,000 on 29 December 2023, maturing on 29 December 2025, with an interest rate of 8% per annum[35] - If the convertible notes are fully converted, an additional 24,096,384 ordinary shares will be issued, representing 16.59% of the enlarged issued share capital[36] - The company issued convertible bonds totaling HK$4,000,000 with an annual interest rate of 8%, maturing on December 29, 2025, which will increase the share capital by approximately 16.59% upon full conversion[39] Corporate Governance and Compliance - The company has adopted the Corporate Governance Code and has complied with its provisions, except for the separation of the roles of Chairman and Chief Executive Officer since June 10, 2021[117] - All Directors confirmed compliance with the Model Code for Securities Transactions throughout the year[119] - The company has no executive directors or Chief Executive Officer as of June 10, 2021, with a non-executive director serving as Chairman[117] - The company is in the process of appointing a suitable candidate for the role of executive director and Chief Executive Officer[117] - The company has confirmed that all directors have adhered to the securities transaction code of conduct throughout the year[122] Future Outlook and Events - Management is exploring options to raise additional equity funding to strengthen the balance sheet and capture investment opportunities[110] - The annual general meeting is scheduled for May 31, 2024, with the register of members closing from May 24 to May 31, 2024[120] - The annual report for the year ending December 31, 2023, will be published on the Stock Exchange and the company's website as soon as possible[121] - There are no major subsequent events reported after the year-end date[102] Audit and Valuation - The company was unable to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on the consolidated financial statements due to significant matters described in the disclaimer of opinion[58] - The fair value of the investment was determined based on limited financial information and a valuation performed by an independent external valuer[60] - A fair value loss of approximately HK$14,894,000 was recognized as other comprehensive expense, primarily due to a reduction in the investment in a zinc and lead mine in the PRC[77] - The investment accounted for as financial asset at fair value through other comprehensive income represents an indirect effective minority interest of 7.94% in a zinc and lead mine in the PRC[77]

Financial Reporting Errors - The company clarified errors in the 2022 annual report, specifically on pages 98 and 101 regarding investment details[3][4] - The company emphasized that all other information in the 2022 annual report remains unchanged, and this clarification serves as supplementary information[4] Investment Details - As of December 31, 2022, the company held a 14.70% stake in Rakarta Limited, with a cost value of HK$54.05 million and a fair value of HK$20.19 million[3] - The dividend income from Rakarta Limited for the year was reported as zero, with net assets attributable to the investment being (HK$2.545 million)[3] Board Composition - The board of directors consists of one non-executive director and four independent non-executive directors as of the announcement date[5]