Financial Performance - The Group recorded a revenue of approximately HK$1,110,226,000 for the year ended 31 December 2024, representing a decrease of approximately 27.61% compared to HK$1,533,714,000 in the previous year[33]. - For the year ended 31 December 2024, the Group recorded a loss attributable to owners of the Company of approximately HK$68,486,000, a decrease in loss of approximately 95.8% compared to the loss of approximately HK$1,632,535,000 in 2023[34]. - The Group incurred a net loss of approximately HK$249,235,000 during the year ended 31 December 2024, with net current liabilities and net liabilities of approximately HK$1,488,805,000 and HK$570,868,000 respectively[36]. - The Group's revenue from continuing operations for the year ended 31 December 2024 was approximately HK$1,110,226,000, a decrease of about 27.61% from approximately HK$1,533,714,000 in the previous year[37]. - The decrease in revenue was primarily attributed to the chemical trading operation, which saw a decline compared to the previous year[33]. Mining Operations - Full-scale mining operations resumed in October 2024 after nearly three years of suspension due to licensing issues, with expectations to return to or exceed pre-suspension output levels in upcoming quarters[15][16]. - The molybdenum concentrate grades remained consistent, and the focus on cost control and process improvements positions the Group for a strong rebound in mining operations[17]. - Enhanced safety protocols and upgraded equipment have been implemented to ensure operational efficiency and environmental compliance in mining operations[16]. - The mining licence has been successfully renewed and is valid up to 22 February 2034, which is essential for the Group's mining activities[47]. - The Safety Production Licence has also been renewed, valid until 17 October 2027, allowing the Group to resume full mining operations[48]. - The mining operation sold approximately 714 tonnes of molybdenum concentrate during the year, with an average selling price of approximately HK$135,710 per tonne, contributing approximately HK$116,378,000 to the Group's revenue[49]. - The gross profit from the mining operation was approximately HK$54,745,000, resulting in a gross profit margin of 47.04%[49]. - For the year ended 31 December 2024, impairment losses for mining operations were approximately HK$147,503,000 for property, plant and equipment, HK$1,020,000 for right-of-use assets, and HK$215,715,000 for mining rights, compared to HK$30,818,000, HK$Nil, and HK$51,564,000 respectively in 2023[53][69]. Chemical Operations - Significant strides in cost optimization were achieved in the chemical operation, reducing operating expenses across several product lines through process automation and strategic sourcing[18][22]. - The Group continues to explore opportunities to expand its chemical product offerings in high-demand sectors, reinforcing its role in overall performance[25]. - The Group's revenue from chemical trading operations for the year ended 31 December 2024 was approximately HK$993,830,000, a decrease from approximately HK$1,533,714,000 in 2023[55][59]. - No impairment loss was recognized for the chemical trading operation for the year ended 31 December 2024, compared to an impairment loss of approximately HK$790,000 and HK$149,000 in 2023[58][62]. - The chemical operation aims to improve product quality and competitiveness through research and development and additional production facilities[87]. Financial Position and Liquidity - The Group's cash and cash equivalents increased from approximately HK$5,941,000 as of December 31, 2023, to approximately HK$15,247,000 as of December 31, 2024[97]. - As of December 31, 2024, the Group's current ratio improved to approximately 0.24, up from approximately 0.17 in 2023, primarily due to the resumption of mining operations[98]. - The Group's debt to equity ratio as of December 31, 2024, was approximately 48.72, an improvement from a deficit of approximately 52.44 in 2023, reflecting a reduction in total liabilities[101]. - The Group's total liabilities were approximately HK$2,109,133,000 as of December 31, 2024, compared to approximately HK$2,096,113,000 in 2023[101]. - Current liabilities rose to approximately HK$1,953,133,000 in 2024 from HK$1,842,120,000 in 2023, an increase of about 6.0%[102]. Strategic Focus and Future Outlook - The strategic focus includes sustaining safe and efficient mining production, expanding the chemical portfolio, investing in innovation, and strengthening financial resilience[32]. - The Group anticipates ongoing macroeconomic challenges in 2025, including geopolitical uncertainties and inflation, and aims to enhance resilience through strategic management and supply chain improvements[86]. - The Group aims to enhance its operational efficiency and broaden its revenue base by actively identifying investment opportunities and expanding mineral resources[91]. - Changes in the pre-tax discount rate and growth rate assumptions could significantly impact the recoverable amounts for both mining and chemical operations, with variations of 0.5% leading to changes of up to HK$25,056,000 for mining and HK$2,478,000 for chemical operations[72][78]. Governance and Management - The Group is committed to long-term value creation for shareholders and stakeholders through operational optimization and strategic initiatives[26]. - The Group will maintain effective communication with stakeholders and improve investor relations management to enhance operational management and corporate governance[88]. - The Directors do not recommend the payment of any dividend for the year ended December 31, 2024, consistent with 2023[156]. - The Group's single largest customer accounted for approximately 12% of total operating revenue in 2024, up from 11% in 2023[157]. - The Group's five largest customers accounted for approximately 33% of total operating revenue in 2024, down from 39% in 2023[157]. Risk Management - The Company is subject to economic environment risks due to macroeconomic conditions and policies in Mainland China and abroad, which could impact its mining and trading operations[140]. - Market price risks are significant, with sharp fluctuations in molybdenum concentrate and chemical product prices affecting cash flow and revenue[142]. - The Company has implemented measures to enhance risk control capabilities and strengthen production cost management in response to market price risks[143]. - Safety and environmental risks are critical, as any accidents could lead to substantial losses in reputation and assets, particularly in molybdenum concentrate production[146]. - The Company is committed to improving safety and environmental management through enhanced training and investment in technology upgrades[147].

Financial Performance - For the fiscal year ending December 31, 2024, the company reported total revenue of HKD 1,110,226,000, a decrease of 27.5% from HKD 1,533,714,000 in 2023[3] - The cost of sales for the same period was HKD 982,541,000, down 31.9% from HKD 1,441,307,000 in 2023, resulting in a gross profit of HKD 127,685,000, an increase of 38.2% from HKD 92,407,000[3] - The company recorded a net loss of HKD 249,235,000 for the year, significantly improved from a loss of HKD 1,759,872,000 in 2023[3] - Total comprehensive loss for the year was HKD 233,702,000, compared to a loss of HKD 1,753,633,000 in the previous year[4] - The total loss from continuing operations for the year was HKD 574,234 thousand, compared to a loss of HKD 1,759,866 thousand in 2023[15] - The pre-tax loss from continuing operations for 2024 was HKD 195,236,000, a significant improvement compared to a loss of HKD 1,632,531,000 in 2023[31] Assets and Liabilities - As of December 31, 2024, total assets amounted to HKD 1,538,265,000, down from HKD 1,758,947,000 in 2023[5] - Current liabilities were reported at HKD 1,953,133,000, slightly up from HKD 1,842,120,000 in 2023[6] - The total assets as of December 31, 2024, amounted to HKD 1,538,265 thousand, while total liabilities were HKD 2,109,133 thousand[19] - The net debt position was HKD 570,868,000, compared to HKD 337,166,000 in the previous year, indicating a worsening financial leverage situation[6] - The company reported a total of HKD 47,685,000 in accounts receivable for 2024, down from HKD 118,486,000 in 2023, indicating a reduction of approximately 59.8%[33] - The total accounts payable decreased to HKD 264,698,000 in 2024 from HKD 373,998,000 in 2023, a reduction of about 29.3%[37] Cash Flow and Funding - The company had cash and cash equivalents of HKD 15,247,000 as of December 31, 2024, an increase from HKD 5,941,000 in 2023[5] - The group plans to enhance cash flow management by closely monitoring administrative expenses and operational costs[13] - The group is actively seeking additional funding and negotiating with banks for financing and loan extensions[13] - The company’s cash and cash equivalents were only HKD 15,247,000 as of December 31, 2024, raising concerns about liquidity given the net loss of approximately HKD 249,235,000 for the year[40] Operational Highlights - Mining operations resumed in October 2024, expected to generate positive cash flow and improve liquidity[13] - The mining segment generated revenue of HKD 116,378 thousand, while the chemical sales segment contributed HKD 993,830 thousand in 2024[15] - The mining business generated a profit with a sales volume of approximately 714 tons of molybdenum concentrate, contributing about HKD 116,378,000 in revenue, with an average selling price of HKD 135,710 per ton[44] - The gross profit from the mining business was approximately HKD 54,745,000, resulting in a gross margin of 47.04%[44] - The chemical trading business generated revenue of approximately HKD 993,830,000, a decrease from HKD 1,533,714,000 in the previous year[46] Corporate Governance - The company has adhered to the corporate governance code principles as per the listing rules, with one exception regarding the separation of roles between the chairman and CEO[65] - The audit committee consists of three independent non-executive directors, responsible for reviewing and supervising the company's financial reporting processes[68] - The independent auditor confirmed that the financial figures in the performance announcement align with the consolidated financial statements for the year ending December 31, 2024[69] - The board of directors includes both executive and independent non-executive members, ensuring a diverse governance structure[72] Future Outlook and Challenges - The company is facing significant uncertainty regarding its ability to continue as a going concern due to its reliance on obtaining new funding for operations[10] - The company is facing uncertainties regarding its ability to generate sufficient cash flow to support operations and repay debts by December 31, 2024[42] - The group aims to enhance resilience amid unclear economic prospects for 2025, facing macroeconomic challenges such as geopolitical uncertainties and inflation[51] - Domestic molybdenum demand is expected to continue increasing, driven by the steel industry's transformation towards high-quality steel production[52] Shareholder Information - The company did not recommend any final dividend for the year ending December 31, 2024, consistent with the previous year[30] - The company has not proposed any dividend for the year ending December 31, 2024[62] - There were no purchases, redemptions, or sales of the company's listed securities during the year ending December 31, 2024[63] - The number of ordinary shares issued increased to 12,511,640,397 in 2024 from 3,788,827,715 in 2023, indicating a significant increase in share capital[34]

Financial Performance - For the six months ended June 30, 2024, the group recorded revenue of approximately HKD 621,311,000, a decrease of about 16.72% compared to HKD 746,078,000 for the same period in 2023[2] - The group reported a loss of approximately HKD 99,790,000, which is a reduction of about 36.05% from a loss of HKD 156,043,000 in the same period of 2023[2] - The gross profit for the same period was HKD 8,122,000, down 85.3% from HKD 55,486,000 in 2023[19] - The total comprehensive loss for the six months ended June 30, 2024, was HKD (377,166) thousand, compared to HKD (92,358) thousand for the same period in 2023[23] - The company reported other income of HKD 53,000 for the six months ending June 30, 2024, compared to HKD 759,000 in the same period of 2023, indicating a significant decrease of approximately 93%[32] Mining Operations - The mining business, primarily focused on molybdenum concentrate, did not contribute any revenue during the review period due to the need for a safety license renewal[3][4] - The molybdenum concentrate produced by the group's mining operations has a grade of approximately 45%-50%[3] - The mining license granted by the Ministry of Natural Resources of China is valid until February 22, 2034, following its renewal on February 10, 2023[4] - The company has successfully renewed its molybdenum mining license and plans to invest in upgrading mining machinery to enhance production efficiency and safety[10] - The mining operations are expected to resume in 2024 after obtaining necessary approvals from Chinese authorities, which is anticipated to generate positive cash flow and improve overall liquidity[28] Chemical Trading Business - The chemical trading business generated revenue of approximately HKD 621,311,000, with a loss of about HKD 32,595,000 for the six months ended June 30, 2024[5] - Sales of chemical products decreased to HKD 621,311,000 for the six months ending June 30, 2024, down from HKD 746,078,000 in the same period of 2023, representing a decline of approximately 16.7%[31] Financial Position - As of June 30, 2024, total assets decreased to HKD 1,692,902 thousand from HKD 1,758,947 thousand as of December 31, 2023, representing a decline of approximately 3.73%[21] - The company's total equity decreased to HKD (429,524) thousand from HKD (337,166) thousand, indicating a decline of 27.4%[22] - The company's cash and cash equivalents increased to HKD 18,363 thousand from HKD 5,941 thousand, marking a significant increase of 208.5%[24] - The total liabilities to equity ratio was approximately 20.42% as of June 30, 2024, a significant improvement from 52.44% on December 31, 2023[13] - Total liabilities as of June 30, 2024, were HKD 2,122,426,000, an increase of 1.24% from HKD 2,096,113,000 as of December 31, 2023[38] Operational Efficiency and Future Plans - The company aims to improve operational efficiency and expand its mineral resources to enhance future financial performance and profitability[12] - The company plans to enhance measures to improve working capital and cash flow, including close monitoring of administrative expenses and operating costs[28] - The company is actively seeking additional funding and negotiating with several banks for extra financing and/or loan extensions[28] - The company incurred a total capital expenditure of HKD 27,620,000 during the reporting period, with HKD 26,330,000 allocated to mining operations[36] Corporate Governance - The company has adopted the corporate governance code and has complied with all applicable provisions, except for the separation of the roles of Chairman and CEO[54] - The Audit Committee, consisting of three independent non-executive directors, reviewed the interim results for the six months ending June 30, 2024[56] - The company has implemented a board diversity policy to ensure sustainable and balanced development of its strategic goals[54] - The company confirmed that all directors fully complied with the standard code of conduct for securities trading during the six months ending June 30, 2024[55] Shareholder Information - The average number of shares outstanding for calculating basic loss per share increased to 12,511,640,397 shares from 1,168,519,314 shares in the previous year due to a capital reorganization[43] - As of June 30, 2024, Guangzhou Fund International Asset Management Co., Ltd. holds 2,380,886,925 shares, representing 19.03% of the company's issued voting shares[52] - Qian Baohua holds 2,575,478,816 shares through controlled companies, accounting for 20.58% of the company's issued voting shares[52] - Huatune Holding Group Limited owns 2,438,619,133 shares, which is 19.49% of the company's issued voting shares[52] - The company has a total of 12,511,640,397 issued shares as of June 30, 2024, which is the basis for calculating the ownership percentages[53]

Financial Performance - Revenue for the six months ended June 30, 2024, was HKD 621,311,000, a decrease of 16.7% compared to HKD 746,078,000 for the same period in 2023[2] - Gross profit for the same period was HKD 8,122,000, down from HKD 55,486,000, reflecting a significant decline[2] - Operating loss for the six months was HKD 68,268,000, an improvement from a loss of HKD 114,854,000 in the previous year, indicating a reduction in operational losses[2] - The company reported a loss before tax of HKD 99,790,000, compared to a loss of HKD 156,043,000 in the prior year, showing a narrowing of losses[2] - The loss attributable to owners of the company was HKD 58,543,000, compared to HKD 98,598,000 in the previous year, reflecting a reduction in losses[3] - The group recorded a net loss of approximately HKD 99,790,000 for the six months ended June 30, 2024[8] - The company recorded revenue of approximately HKD 621,311,000 for the six months ended June 30, 2024, a decrease of about 16.72% compared to HKD 746,078,000 for the same period in 2023[32] - The company reported a loss of approximately HKD 99,790,000 for the six months ended June 30, 2024, which is a reduction of about 36.05% from a loss of HKD 156,043,000 in the same period of 2023[32] Assets and Liabilities - Total assets as of June 30, 2024, were HKD 1,692,902,000, down from HKD 1,758,947,000 at the end of 2023[5] - Current liabilities totaled HKD 1,530,196,000, slightly up from HKD 1,520,388,000 at the end of 2023[5] - The company’s total liabilities increased to HKD 2,122,426,000 from HKD 2,096,113,000, indicating a rise in financial obligations[5] - The total assets as of June 30, 2024, were HKD 1,692,902,000, while total liabilities were HKD 2,122,426,000[18] - The group had bank loans and other borrowings totaling approximately HKD 642,171,000, with HKD 608,019,000 classified as current liabilities[8] - The company’s accounts receivable as of June 30, 2024, amounted to HKD 47,721,000, down from HKD 118,486,000 as of December 31, 2023[30] Cash Flow and Liquidity - The company’s cash and cash equivalents increased to HKD 18,363,000 from HKD 5,941,000, indicating improved liquidity[4] - The company recorded a net cash inflow of approximately HKD 13,773,000 during the review period, compared to a cash outflow of approximately HKD 1,055,000 as of June 30, 2023[42] - As of June 30, 2024, the company's current ratio was approximately 0.19, up from 0.18 on December 31, 2023[42] Business Operations - The company’s mining business did not contribute any revenue during the review period due to the need for renewing safety licenses and the expiration of mining licenses[34] - The mining business is expected to resume operations in 2024, which is anticipated to generate positive cash flow[8] - The company’s chemical trading business generated revenue of approximately HKD 621,311,000 for the six months ended June 30, 2024, compared to HKD 746,078,000 for the same period in 2023, with a loss of approximately HKD 32,595,000[36] Corporate Governance - The company has adopted a corporate governance code and has complied with all applicable provisions, except for the separation of the roles of Chairman and CEO, which are held by Mr. Yang Yingmin[48] - The board has established a diversity policy to ensure sustainable and balanced development, with annual reviews to assess its effectiveness[49] - The company has confirmed that all directors have fully complied with the standard code of conduct for securities trading during the six months ending June 30, 2024[50] - The audit committee, consisting of three independent non-executive directors, has reviewed the interim financial results for the six months ending June 30, 2024, prior to approval by the board[51] - The interim results announcement is available on the Hong Kong Stock Exchange website and the company's website, ensuring compliance with listing rules[52] Future Plans and Strategies - The group plans to enhance measures to improve working capital and cash flow, including monitoring administrative expenses and operating costs[8] - The company aims to enhance resilience amid economic uncertainties, focusing on strategic management and expanding its core businesses[39] - The domestic molybdenum market is expected to improve in the second half of 2024, driven by demand from the steel industry[40] Employee and Capital Management - The company employed 657 full-time employees as of June 30, 2024, a slight decrease from 659 employees in the previous year[47] - The company did not recommend the payment of an interim dividend for the six months ended June 30, 2024, consistent with no dividends declared for the same period in 2023[25] - The board does not recommend the payment of an interim or final dividend for the six months ended June 30, 2024[44] - The total amount raised from investors was HKD 40,000,000, which has been fully utilized by December 31, 2023, with no remaining balance[38] - The company incurred capital expenditures of HKD 2,289,000 during the period[16] - The company has no capital commitments as of June 30, 2024, consistent with the previous year[43]

Financial Performance - Revenue for the year ended December 31, 2023, was HK$1,533,714,000, an increase of 18.4% from HK$1,295,666,000 in 2022[6] - Gross profit decreased to HK$92,407,000, down 50.7% from HK$187,081,000 in the previous year[6] - Loss for the year amounted to HK$1,759,872,000, compared to a loss of HK$246,058,000 in 2022, representing a significant increase in losses[8] - The company reported a loss per share of HK$43.09, compared to HK$13.92 in the previous year, indicating a worsening financial position[8] - For the year ended December 31, 2023, the total comprehensive loss was HK$1,636,018,000, which includes a loss for the year of HK$1,632,535,000[35] - The loss attributable to owners of the Company for the year was approximately HK$1,632,535,000, an increase of approximately 9 times compared to a loss of HK$162,643,000 in 2022[56] Assets and Liabilities - Total assets decreased to HK$1,758,947,000 from HK$2,017,000,000, reflecting a decline of 12.8%[10] - Total liabilities were reported at HK$2,096,113,000, down from HK$3,523,078,000, indicating a reduction of 40.5%[14] - Cash and cash equivalents decreased to HK$5,941,000 from HK$11,344,000, a decline of 47.6%[10] - Total equity and liabilities amounted to HK$1,758,947,000, a decrease from HK$2,017,000,000[15] - Net current liabilities were reported at HK$(1,520,388,000), down from HK$(2,854,163,000)[16] - Net liabilities decreased to HK$(337,166,000) from HK$(1,506,078,000)[18] - As of December 31, 2023, total equity attributable to owners of the Company was HK$250,233,000, a decrease from HK$373,926,000 at the beginning of the year[35] Operational Highlights - The Group's mining operations are expected to resume full operation in the second half of 2024, following the completion of necessary government licenses[46] - The financial difficulties faced by the Group have hindered operations at Jiu Long Kuang Ye, but efforts are ongoing to renew the mining license[47] - The Group has cooperated closely with the Shaanxi Provincial Emergency Management Department to meet government construction requirements[48] - The Group's chemical trading operations generated revenue of approximately HK$1,533,714,000 for the year, up from approximately HK$1,074,334,000 in 2022[70] - The mining operation did not contribute any revenue during the year under review, compared to approximately HK$221,332,000 in the previous year[88] Research and Development - Research and development costs rose to HK$46,464,000, up 45% from HK$32,048,000 in 2022, indicating increased investment in innovation[6] - The Group's focus on research and development aims to improve product quality and competitiveness in the chemical operation sector[99] Audit and Compliance - The impairment assessment of cash-generating units (CGUs) was identified as a key audit matter due to the material balance and significant management judgment required[24] - The auditor's report emphasizes the responsibility to ensure that the consolidated financial statements are free from material misstatement due to fraud or error[30] - The audit aims to provide reasonable assurance regarding the appropriateness of the going concern basis of accounting, assessing any material uncertainties that may affect the Group's ability to continue operations[32] - The report highlights the importance of communicating significant deficiencies in internal control identified during the audit process[34] - The Company is focused on compliance with relevant laws and regulations as part of its restructuring efforts[144] Strategic Initiatives - The company is focusing on market expansion and new product development as part of its strategic initiatives moving forward[6] - The Group aims to proactively identify investment opportunities and expand its mineral resources to enhance future financial performance and profitability[76] - The Group is committed to enhancing operational efficiency and exploring investment opportunities to broaden its revenue base[103] - The Group's strategy includes building protective measures in supply chains to mitigate shortages and manage rising costs[99] Corporate Governance - The Company has arranged appropriate directors' and officers' liability insurance for relevant legal actions against the Directors[188] - The Company has a board diversity policy aimed at achieving diversity on the Board, reviewed annually for effectiveness[195] - The Company believes it has taken sufficient measures to comply with the code as of December 31, 2023[197] Shareholder Information - No dividend was recommended for the year ended 31 December 2023[83] - The Directors do not recommend the payment of any dividend for the year ended 31 December 2023, consistent with 2022[175] - The Company has fulfilled all Resumption Guidance and applied for the resumption of trading in shares effective from 9:00 a.m. on October 3, 2023[106]

香港交易及結算所有限公司及香港聯合交易所有限公司（「聯交所」）對本公佈之內容概不負責， 對其準確性或完整性亦不發表任何聲明，並明確表示概不就因本公佈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。 本公佈僅供參考，並不構成收購、購買或認購本公司證券之邀請或要約。 NORTH MINING SHARES COMPANY LIMITED （於百慕達註冊成立之有限公司 ） 北方礦業股份有限公司 （股份代號：433） 有關截至二零二三年十二月三十一日止年度之 全年業績公佈的 澄清公佈 謹此提述北方礦業股份有限公司（「本公司」）日期為二零二四年三月三十一日 的公佈，內容有關本集團截至二零二三年十二月三十一日止年度之綜合業績（「該 公佈」）。除另行界定者外，本公佈所用詞彙與該公佈所用詞彙具有相同涵義。 本公司謹此澄清該公佈中出現的兩處不慎之文字錯誤：(i)每股虧損 — 基本， 港仙及每股虧損 — 攤薄，港仙應為「(43.09)」（而非「(10.14)」）；及(ii)普通股加權 平均數應為「3,788,828,000」（而非「16,103,157,000」）。 – 1 – 除本公佈上文所披露者外，該 ...

Revenue and Profitability - Revenue for the year 2023 was HK$1,533,714 thousand, compared to HK$1,295,666 thousand in 2022, representing an increase of 18.4%[3] - Gross profit for 2023 was HK$92,407 thousand, a significant decrease from HK$187,081 thousand in 2022, reflecting a 50.6% decline[3] - Operating loss for 2023 was HK$1,640,570 thousand, compared to HK$105,864 thousand in 2022, indicating a substantial deterioration[3] - Net loss for the year 2023 was HK$1,759,872 thousand, a significant increase from HK$246,058 thousand in 2022[3] - The company recorded a net loss of HKD 1,759,872,000 for the year ended December 31, 2023, compared to a net loss of HKD 246,058,000 in the previous year[29] - Total comprehensive expenses for the year amounted to HKD 1,753,633,000, up from HKD 237,230,000 in 2022[31] - The company reported a net loss attributable to owners of 1,632,535 thousand HKD in 2023, significantly higher than the 162,643 thousand HKD loss in 2022[50] - The company's revenue for the year ended December 31, 2023, was approximately HKD 1,533,714,000, an increase of 18.37% compared to HKD 1,295,666,000 in the previous year[88] - The company recorded a loss attributable to owners of approximately HKD 1,632,535,000 for the year ended December 31, 2023, a significant increase from the loss of HKD 162,643,000 in the previous year[88] - The company's total loss before tax was 245,894 thousand HKD in 2022, with a tax expense of 164 thousand HKD[59] - The company's total loss for the year 2022 was 246,058 thousand HKD, with a significant portion attributed to financing costs of 140,030 thousand HKD[59] R&D and Operating Costs - R&D costs increased to HK$46,464 thousand in 2023, up from HK$32,048 thousand in 2022, a 44.9% rise[3] - Depreciation and amortization expenses increased to HKD 80,157,000 in 2023 from HKD 67,779,000 in the previous year[44] - Capital expenditures decreased significantly to HKD 12,811,000 in 2023 from HKD 154,490,000 in 2022[44] - The company's cash outflow for 2023 was approximately HKD 6,275,000, compared to HKD 496,000 in 2022, primarily due to increased cash outflows from operating activities[106] Corporate Governance and Board Changes - The company has appointed new independent non-executive directors and restructured its board committees to enhance corporate governance[8] - The company has adopted a board diversity policy and is committed to regularly reviewing and improving its corporate governance practices[14] - The audit committee, consisting of three independent non-executive directors, has reviewed the financial statements for the year ended December 31, 2023[17] Mining Operations - The company expects its mining operations to resume in 2024, which is anticipated to generate positive cash flow and improve liquidity[11] - The company's mining business did not generate any revenue in 2023, compared to HKD 221,332,000 in 2022, due to the lack of production of molybdenum concentrate[91] - The company's mining license was successfully renewed until February 22, 2034, allowing for the resumption of mining activities once the safety production license is obtained[90] - The company's mining business is expected to fully resume operations in the second half of 2024, pending the issuance of the safety production license[90] - The company's mining business assets, including mining rights and property, plant, and equipment, amounted to approximately HKD 1,279,188,000 as of December 31, 2023[94] - Impairment losses for mining rights and property, plant, and equipment were approximately HKD 51,560,000 and HKD 30,820,000, respectively, due to delayed resumption of operations[96] Chemical Trading Business - Revenue from chemical trading business was HKD 1,533,714,000 for the year ended December 31, 2023[41] - The chemical trading segment reported a loss of HKD 79,898,000 for the year[41] - The company's total revenue from chemical sales reached 1,533,714 thousand HKD in 2023, compared to 1,074,334 thousand HKD in 2022, a 42.8% increase[51] - The chemical trading business generated revenue of approximately HKD 1,533,714,000 in 2023, a significant increase from HKD 1,074,334,000 in 2022[97] - Impairment losses for property, plant, and equipment, and right-of-use assets in the chemical business were approximately HKD 790,000 and HKD 149,000, respectively, due to continued losses and a low gross margin of 6.03%[101] Financial Position and Liabilities - The company's total assets decreased to HKD 1,758,947,000 as of December 31, 2023, from HKD 2,017,000,000 in the previous year[35] - Total liabilities stood at HKD 2,096,113,000 as of December 31, 2023, compared to HKD 3,523,078,000 in 2022[37] - The company's net current liabilities were HKD 1,520,388,000 as of December 31, 2023, an improvement from HKD 2,854,163,000 in the previous year[37] - The company's net debt position was HKD 337,166,000 as of December 31, 2023, an improvement from HKD 1,506,078,000 in the previous year[37] - The company's total assets decreased to 1,758,947 thousand HKD in 2023 from 2,017,000 thousand HKD in 2022, a 12.8% decline[61] - The company's total liabilities decreased to 2,096,113 thousand HKD in 2023 from 3,523,078 thousand HKD in 2022, a 40.5% reduction[61] - The company recognized a debt restructuring loss of approximately 1,343,925 thousand HKD in 2023 due to a debt restructuring agreement with creditors[67] - The company's total liabilities exceeded its total assets by HKD 337,166,000 as of December 31, 2023, raising concerns about its ability to continue as a going concern[87] - The company's total liabilities decreased to approximately HKD 2,096,113,000 in 2023 from HKD 3,523,078,000 in 2022, while equity attributable to owners improved to a deficit of HKD 39,972,000 from a deficit of HKD 1,326,499,000[107] - The company's total liabilities from bank loans and other borrowings decreased from HKD 1,342,265,000 in 2022 to HKD 696,948,000 in 2023[113] Debt and Capital Structure - The company's debt-to-capital ratio increased to 52.44 in 2023 from 2.66 in 2022, mainly due to successful debt restructuring and capital reorganization[107] - The company's current ratio improved to 0.17 in 2023 from 0.12 in 2022, reflecting successful debt restructuring efforts[106] - The company's bank loans and other borrowings decreased to approximately HKD 669,415,000 in 2023 from HKD 1,325,375,000 in 2022, reflecting reduced debt levels[109] - The company's total bank loans and other borrowings amounted to HKD 696,948,000 as of December 31, 2023, with interest rates ranging from 6.09% to 15%[113] - The company successfully converted HKD 250,000,000 of convertible bonds into shares on September 29, 2023, along with accrued interest[110] - The company's restructuring plan was approved by the majority of creditors on August 28, 2023, and subsequently by the High Court on September 15, 2023[121] - The company issued 11,086,710,827 new shares to a plan company, which will hold the shares in trust for the benefit of creditors[123] Accounts Receivable and Payable - The company's accounts receivable and bills decreased to HKD 116,001,000 in 2023 from HKD 9,468,000 in 2022, with a credit loss provision of HKD 2,485,000[74] - The company's expected credit loss rate for accounts receivable was 36.40% in 2023, consistent with the range of 36.40% to 38.00% in 2022[80] - The company's accounts receivable aged 0-30 days increased significantly to HKD 22,883,000 in 2023 from HKD 9,462,000 in 2022[82] - The company's total accounts payable and bills amounted to HKD 373,998,000 in 2023, compared to HKD 286,444,000 in 2022[84] - The company's inventory decreased to approximately HKD 156,176,000 in 2023 from HKD 271,949,000 in 2022, while accounts receivable and bills remained stable at HKD 116,001,000[109] Share Issuance and Equity - The company issued a total of 256,410,256 new shares at a subscription price of HKD 0.156 per share, raising a total of HKD 40,000,000 from investor subscriptions[123] - The company completed the transfer of 51% equity in a target company on March 28, 2024, following a share transfer agreement signed on January 19, 2024[114] Employee and Dividend Information - The company employed 659 full-time employees as of December 31, 2023, a decrease from 708 employees in 2022[116] - The company did not pay any dividends for the year ended December 31, 2023[117] - The company did not engage in any hedging activities or speculative foreign exchange transactions during the year[111] Miscellaneous - The company has applied for the resumption of trading on the Hong Kong Stock Exchange starting from October 3, 2023[6] - Revenue from external customers in China increased to 1,533,714 thousand HKD in 2023, up from 1,295,666 thousand HKD in 2022, representing an 18.4% growth[45] - The company's deferred tax liabilities decreased to (12,891) thousand HKD in 2023 from 164 thousand HKD in 2022[69]

NOLTH 中 期 報 告 2023 獲委任·後於二零二二年四月一日辭任) www.northmining.com.hk 1 整體財務表現 業務回顧 本集團的採礦業務主要包括於中國開採及勘探組精粉。我們的銀精粉產自本集團的非全資附屬 公司陝西省洛南縣九龍礦業有限公司(「九龍礦業」)經營之組礦場。我們的組礦場生產的銀精粉 的品位為約45%–50%。 北方礦業股份有限公司（清盤中）/ 2023 中期報告 探礦業務的表現 謹此提越日期為二零二三年二月十日之公佈·中華人民共和國自然資源部於二零二三年二月十 日向本公司授予及發出採礦牌,成功重續後採礦牌照之有效期將直至二零三四年二月二十二 日。採礦牌照為本集團進行鋁礦場之採礦活動所需之重大牌照。 North Mining Shares Company Limited (In Liquidation) 北方礦業股份有限公司 (清盤中) (於百慕遴註冊成立之有限公司) (股份代號：433) 公司資料 | --- | --- | |----------------------------------------|-------------------------------- ...

NORTH MINING SHARES COMPANY LIMITED 北方礦業股份有限公司 （於百慕達註冊成立之有限公司） （股份代號：433） 北 方 礦 業 股 份 有 限 公 司（「本 公 司」）董 事（「董 事」）會（「董 事 會」）謹 此 公 佈 本 公 司 及 其 附 屬 公 司（統 稱「本 集 團」）截 至 二 零 二 三 年 六 月 三 十 日 止 六 個 月 之 未 經 審 核 簡 明 綜 合 中 期 業 績，連 同 二 零 二 二 年 同 期 之 比 較 數 字： | --- | --- | --- | --- | |------------------------------------------------------------------------------------|---------|-------------------------------------------------------------------------|----------------------------------------------------------------| | | ...

Corporate Governance - As of December 31, 2022, no directors or senior executives were aware of any individuals holding 5% or more of the company's issued share capital[1]. - No rights to acquire shares or debentures were granted to any director or their family members during the year under review[2]. - There were no significant contracts involving directors' material interests at the end of the year under review[4]. - The Board has the authority to determine directors' remuneration, which is subject to review by the Remuneration Committee[5]. - The Company complied with all applicable code provisions of the Corporate Governance Code for the year ended December 31, 2022, except for certain provisions regarding the separation of roles of chairman and CEO[17]. - The Board believes that good corporate governance is crucial for improving efficiency and performance while safeguarding shareholder interests[17]. - The Company has adopted the Model Code for Securities Transactions by directors and confirmed full compliance by all directors for the year ended December 31, 2022[22]. - The Board is responsible for reviewing the Group's strategic development and ensuring effective internal controls and risk management[25]. - The Company will periodically review and improve its corporate governance practices in line with the latest developments in corporate governance requirements[25]. - The Board diversity policy aims to achieve diversity on the Board and is reviewed annually for effectiveness[21]. - Minutes of all Board and committee meetings are kept by the Company Secretary and are available for inspection by any Director[26]. - The company did not purchase, redeem, or sell any of its listed securities during the year ended December 31, 2022[37]. - The company’s independent non-executive directors had no unexpired service contracts that are not determinable within one year without compensation[37]. - The company’s directors' remuneration for the financial year is detailed in Note 12 of the consolidated financial statements[37]. - The company did not report any significant contracts or interests held by directors during the financial year[35]. - The Remuneration Committee held one meeting during the fiscal year ended December 31, 2022, discussing the remuneration policy for Directors and making recommendations for newly appointed Directors[107]. - The company has arranged appropriate liability insurance for Directors to indemnify their liabilities arising from corporate activities[58]. - All non-executive Directors are appointed for specific terms and are subject to retirement by rotation at least once every three years[103]. - The company encourages all Directors to participate in continuous professional development to ensure their contributions to the Board remain informed and relevant[58]. - The company has adopted a remuneration policy consistent with the Listing Rules and the Bye-laws of the Company[110]. - The Remuneration Committee is responsible for determining the remuneration of Directors and ensuring it aligns with the company's policies[110]. - The company has a comprehensive induction program for newly appointed Directors to ensure they understand the company's operations and their responsibilities[58]. - The Audit Committee met no less than twice a year to review business affairs and financial statements before submission to the Board for approval[1]. - The Corporate Governance Committee confirmed compliance with the Code of the Listing Rules throughout the year, with some deviations noted[1]. - The total number of independent non-executive directors accounts for less than one-third of the Board, violating Rule 3.10A of the Listing Rules[1]. - The number of independent non-executive directors and Audit Committee members has fallen below the minimum requirement of three as per Rules 3.10(1) and 3.21[1]. - The Remuneration Committee consists of only one member who is not an independent non-executive director, failing to meet Rule 3.25 requirements[1]. - The company must appoint suitable candidates to fill board vacancies within three months of non-compliance with Listing Rules[1]. - The Audit Committee's terms of reference are aligned with the Code and are available on the company's website[1]. - The auditor's remuneration for the year ended December 31, 2022, was approximately HK$1,320,000, consistent with the previous year[155]. - The company has established a Financial Reporting Committee responsible for overseeing the preparation of financial statements to ensure they provide a true and fair view of the Group's state of affairs[149]. - The Board is committed to maintaining effective risk management and internal control systems to safeguard shareholders' investments and the Group's assets[143]. - The company follows a policy of timely disclosure of relevant information to shareholders, with voting results posted on the company's website on the day of the annual general meeting[163]. - The Board will conduct regular reviews of the internal control and risk management systems, ensuring reliability in financial reporting and compliance with statutory requirements[164]. - There were no non-audit services provided by the auditor during the year, maintaining a focus on audit integrity[155]. - The company secretary has attended relevant professional seminars to update skills and knowledge, complying with professional training requirements[140]. - The Board has adopted a Board Diversity Policy to ensure diversity in its composition, considering various factors such as gender, age, and professional experience[157]. - Shareholders can requisition a special general meeting, which the Board must arrange within two months of receiving the request[138]. - The company maintains a corporate website that provides shareholders with timely access to corporate information, governance practices, and financial reports[163]. - The Board reviewed the internal control and risk management system for the year ended December 31, 2022, and found it effective and adequate, with no significant concerns affecting shareholders identified[166]. Financial Performance and Compliance - The Group's financial results and assets and liabilities summary for the last five financial years are detailed on pages 195 and 196 of the annual report[12]. - Elite Partners CPA Limited has been the auditor since 2012 and will offer themselves for re-appointment at the upcoming annual general meeting[12]. - The company received a letter on November 25, 2022, stating the decision to cancel its listing, but this was overturned on March 8, 2023[11]. - The Listing Review Committee granted an extension of the remedial period to September 30, 2023, with no further extensions expected[11]. - The remaining steps for compliance with the Resumption Guidance were deemed procedural and well underway[11]. - The company was ordered to be wound up on May 16, 2022, which halted the process of appointing suitable candidates to fill board vacancies[58]. - The company reported that Mr. Yang Ying Min and Mr. Shen Jian will retire by rotation at the annual general meeting and are eligible for re-election[37]. - Ms. Guo Xiao Ying and Dato Dr. Cheng Chak Ho resigned as independent non-executive directors effective April 1, 2022[37]. - The total number of shares held by China Huarong Asset Management Company Limited is 4,888,000,000, representing approximately 20.92% of the issued voting shares[41]. - The company’s executive directors include Mr. Yang Ying Min (Chairman and CEO) and Mr. Qian Yi Dong (Deputy Chairman)[37]. - The company had a total of 3,380,408,552 shares held by controlled corporations, representing approximately 14.46% of the issued voting shares[41]. - The company did not receive training records from two Directors who resigned during the year[102]. Environmental and Social Responsibility - The Group emphasizes communication with stakeholders to understand their concerns and needs, which aids in formulating effective corporate social responsibility policies[178]. - The Group has established a safety environment management committee to monitor safety issues and environmental impacts during production processes[179]. - The Group's ISO14001 environmental management system passed the annual review and verification during the Reporting Period, ensuring the validity of certification[183]. - No violations of environmental laws and regulations regarding emissions, discharge, or waste were found during the Reporting Period, and the Group was not subject to governmental penalties[184]. - The Group has implemented measures to monitor mining activities to mitigate negative impacts on the ecological structure of land, in compliance with the "EIA Report" and "Soil and Water Conservation Plan"[184]. - The Group's principal activities include investment holdings, mining operations, and chemical trading, with the trading of mineral resources operation discontinued[190]. - The Group is committed to maintaining stable growth and expanding the product mix of mining operations to achieve consistent revenue and returns[195]. - The Group emphasizes open and transparent communication with local communities regarding safety, environment, and community relationships[195]. - The Group has established guidelines for proper waste classification, recycling, and disposal of general office waste, including electronic products[186]. - The Group actively engages third-party agencies to inspect mining production activities and improve environmental protection measures based on their recommendations[184]. - The Group's environmental management procedures ensure that emissions from chemical trading operations do not exceed national limits[184]. - The Group aims to balance economic benefits, business development, and corporate social responsibility for sustainable development[195]. - The group aims to inform stakeholders about its performance beyond financial results and business operations[199]. - The report encourages stakeholders to share valuable feedback regarding the ESG report content[200].