此乃要件 請即處理 閣下如 對本通函任何方面或應採取之行動 有任何疑問，應諮詢 閣下之股票經紀或其他註 冊證券交易商、銀行經理、律師、專業會計師或其他專業顧問。 閣下如 已 將 名 下 之 科 軒 動 力（控 股）有 限 公 司 股 份 全 部 售出或轉讓，應立即將本通函及隨附 之代表委任表格送交買主或經手買賣之銀行或股票經紀或其他代理商，以便轉交買主或承 讓人。 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通函之內容概不負責，對其準 確性或完整性亦不發表任何聲明，並明確表示概不會就因本通函全部或任何部份內容而產 生或因倚賴該等內容而引致之任何損失承擔任何責任。 釋 義 於本通函內，除文義另有所指外，下列詞彙具備以下涵義： Ev Dynamics (Holdings) Limited 科軒動力（控股）有限公司 （於百慕達註冊成立之有限公司） （股份代號：476） 建議發行股份及 回購股份之一般授權、 重選退任董事及 繼續委任已任職逾九年之 獨立非執行董事、 續聘核數師 及 股東周年大會通告 科 軒 動 力（控 股）有 限 公 司（「本公司」）謹 訂 於 二 零 二 五 年 九 月 二 十 九 日（星 ...

2025 2025 年 報 Annual Report Ev D y n a mics (H oldin gs) Limited Ev Dynamics (Holdings) Limited 科軒動力（控股）有限公司 (Incorporated in Bermuda with limited liability) (Stock Code: 476) 目 錄 | | 頁 次 | | --- | --- | | 公司資料 | 2 | | 主席報告 | 3 | | 管理層討論與分析 | 5 | | 董事會報告書 | 33 | | 企業管治報告 | 48 | | 獨立核數師報告 | 63 | | 經審核綜合財務報表 | | | 綜合損益及其他全面收益表 | 65 | | 綜合財務狀況表 | 67 | | 綜合權益變動表 | 69 | | 綜合現金流量表 | 70 | | 綜合財務報表附註 | 72 | 科軒動力（控股）有限公 司 Annual Report 2025 年報 1 科軒動力（控股）有限公司 二零二五年年報 公司資料 董 事 執行董事 張韌先生 （主席兼行政總裁） 陳凱盈小姐 孫景春先生 獨立非執行董事 陳 ...

Summary of Key Points Core Viewpoint - As of July 11, a total of 167 stocks reached their 52-week highs, indicating a strong market performance with notable leaders in the stock price increases [1]. Group 1: Top Performing Stocks - The top three stocks with the highest increase rates are: - Mistrategy Equity (02902) with a high rate of 67.86% and a closing price of 1.600 [1] - Kexuan Power Holdings (00476) with a high rate of 58.73% and a closing price of 1.000 [1] - Xingzheng International (06058) with a high rate of 36.00% and a closing price of 0.590 [1] Group 2: Notable Stock Performance - Other notable stocks include: - China National Cultural Industry (00745) with a high rate of 34.62% [1] - Aluminum Corporation of China International (02068) with a high rate of 28.21% [1] - Shandong Xinhua Pharmaceutical (00719) with a high rate of 13.20% [1] Group 3: Additional Stocks with Significant Increases - Additional stocks with significant increases include: - Yuyuan Agriculture (09858) with a high rate of 12.62% [1] - WuXi AppTec (02359) with a high rate of 11.70% [1] - Kailai Ying (06821) with a high rate of 10.90% [1] Group 4: 52-Week Low Rankings - The 52-week low rankings show: - XI II Nan CO (07311) with a low rate of -12.60% [5] - XI II Nan Strategy (07399) with a low rate of -11.18% [5] - Ying Tai Medical (01501) with a low rate of -10.67% [5]

Group 1 - The core viewpoint of the news highlights the significant stock performance of Kexuan Power Holdings, with a recent increase of 69.49% in share price, outperforming the Hang Seng Index by 19.78% year-to-date [1] - Kexuan Power Holdings reported a total revenue of 2.7796 million HKD for the fiscal year ending March 31, 2025, representing a year-on-year decrease of 92.87% [1] - The company recorded a net profit attributable to shareholders of -343 million HKD, a decline of 16.5% compared to the previous year, with a gross margin of -65.41% and a debt-to-asset ratio of 13.21% [1] Group 2 - Kexuan Power Holdings is identified as an innovative solution provider, integrating leading technologies to develop high-tech products, primarily in the electric vehicle, battery, and mining sectors [2] - The company possesses unique and leading patented technology in lithium-ion polymer solid batteries and has secured the first electric bus project from the Hong Kong Productivity Council [2]

[Financial Statements](index=1&type=section&id=Financial_Statements) The group's total loss expanded to HKD 374 million this fiscal year, primarily due to a significant revenue decline and increased impairment losses on mineral assets [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=1&type=section&id=Consolidated_Statement_of_Profit_or_Loss) The group's total loss for the year expanded to HKD 374 million, driven by a sharp revenue decline and increased mineral asset impairment, leading to a higher loss per share Annual Financial Performance Summary | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Revenue | 3,012 | 42,239 | -92.9% | | (Gross Loss)/Gross Profit | (1,970) | 2,701 | N/A | | Loss Before Income Tax | (374,029) | (326,951) | +14.4% | | Loss for the Year | (373,908) | (326,829) | +14.4% | | Loss Attributable to Owners of the Company | (372,028) | (319,337) | +16.5% | | Basic and Diluted Loss Per Share (HKD) | (1.93) | (1.72) | +12.2% | - The increase in loss for the year is primarily due to (i) an increase in impairment loss on mineral assets to approximately **HKD 285 million** (last year: HKD 171 million); partially offset by (ii) a decrease in fair value changes and disposal losses on financial assets to approximately **HKD 21.9 million** (last year: HKD 72.1 million)[61](index=61&type=chunk) [Consolidated Statement of Financial Position](index=3&type=section&id=Consolidated_Statement_of_Financial_Position) As of March 31, 2025, the group's total assets and net assets significantly declined due to mineral asset impairment, while net current liabilities sharply increased, indicating severe liquidity challenges Balance Sheet Key Items | Indicator | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | **Non-current Assets** | | | | Mineral Assets | 845,000 | 1,139,000 | | **Total Assets** | **976,987** | **1,351,168** | | **Current Liabilities** | 120,248 | 128,490 | | **Net Current Liabilities** | **(70,360)** | **(6,811)** | | **Total Liabilities** | 129,060 | 134,869 | | **Net Assets** | **847,927** | **1,216,299** | - The group's liquidity position deteriorated, with net current liabilities sharply increasing from **HKD 6.81 million** to **HKD 70.36 million**, indicating significant short-term repayment pressure[6](index=6&type=chunk) [Notes to Financial Statements](index=5&type=section&id=Notes_to_Financial_Statements) The financial statements are prepared under significant uncertainty regarding the going concern assumption, with auditors raising concerns despite management's plans for share placement and shareholder loan extensions [General Information and Basis of Preparation](index=5&type=section&id=General_Information_and_Basis_of_Preparation) The financial statements are prepared under significant uncertainty regarding the going concern assumption, with auditors raising concerns despite management's plans for share placement and shareholder loan extensions [Company Information](index=5&type=section&id=Company_Information) The Company is a limited company incorporated in Bermuda with shares listed on the Hong Kong Stock Exchange, primarily engaged in investment holding, with its group involved in electric vehicle development and sales, mining, and trading of metals and minerals - The group primarily engages in three businesses: **development and sales of electric vehicles**, **mining**, and **trading of metals and minerals**[7](index=7&type=chunk) [Basis of Preparation and Going Concern](index=6&type=section&id=Basis_of_Preparation_and_Going_Concern) Despite being prepared on a going concern basis, the financial statements highlight significant uncertainties due to the group's substantial losses, net current liabilities, and a post-period court ruling, with the validity of the going concern assumption critically dependent on unconfirmed financing and shareholder support - As of March 31, 2025, the group incurred a loss of **HKD 374 million** and had net current liabilities of **HKD 70.36 million**[10](index=10&type=chunk) - A post-period court ruling requires the group to refund and compensate approximately **HKD 40 million**, further exacerbating liquidity pressure[10](index=10&type=chunk) - Management plans two key measures to maintain going concern: - Expected completion of a share placement in August 2025 to raise no less than **HKD 80 million** - Shareholders' commitment not to demand repayment of approximately **HKD 12 million** in loans earlier than December 31, 2026[12](index=12&type=chunk) - The validity of the going concern assumption depends on the success of financing plans and continued financial support from shareholders, which involves significant uncertainty and may prevent the group from realizing assets and settling liabilities in the normal course of business[13](index=13&type=chunk)[16](index=16&type=chunk) [Segment Reporting](index=7&type=section&id=Segment_Reporting) The group's three segments—EVs, mining, and metal trading—showed the EV segment as the sole revenue source with a sharp decline, while the mining segment, despite no revenue, incurred significant losses from asset impairment, and revenue shifted geographically to Asia Performance by Business Segment | Business Segment | Revenue (HKD thousands) | Segment Loss (HKD thousands) | | :--- | :--- | :--- | | **2025** | | | | Development and Sales of Electric Vehicles | 3,012 | (33,754) | | Mining | – | (285,298) | | Trading of Metals and Minerals | – | (25) | | **2024** | | | | Development and Sales of Electric Vehicles | 42,239 | (47,149) | | Mining | – | (185,133) | | Trading of Metals and Minerals | – | (79) | Revenue by Geographical Region | Region | 2025 Revenue (HKD thousands) | 2024 Revenue (HKD thousands) | | :--- | :--- | :--- | | China, including Hong Kong | 2,618 | – | | Philippines | 276 | – | | Thailand | 118 | – | | Mexico | – | 42,239 | | **Total** | **3,012** | **42,239** | - This year, Customer B contributed **HKD 2.618 million** in revenue, accounting for **86.9%** of total revenue, becoming the primary customer, while last year's primary customer A (contributing HKD 42.239 million) generated no revenue this year[21](index=21&type=chunk) [Key Financial Items Breakdown](index=10&type=section&id=Key_Financial_Items_Breakdown) This year's revenue was solely from EV sales, with other income and finance costs decreasing, while the annual loss was significantly impacted by large non-cash items like mineral asset and trade receivables impairment, and no dividends were proposed - The largest item impacting loss before income tax for the year is impairment loss on mineral assets, amounting to **HKD 285 million** (last year: HKD 171 million)[25](index=25&type=chunk) - The Company does not recommend the payment of dividends for the years ended March 31, 2025 and 2024[27](index=27&type=chunk) - Basic and diluted loss per share was **HKD 1.93**, higher than last year's **HKD 1.72** (restated), with diluted loss per share being the same as basic loss per share due to the anti-dilutive effect of convertible notes and share options[28](index=28&type=chunk)[29](index=29&type=chunk) [Key Assets Analysis](index=14&type=section&id=Key_Assets_Analysis) The group's key assets, primarily mineral and other intangible assets, saw mineral assets incur a substantial impairment loss due to market and valuation changes, reducing their carrying value and freezing mining rights, while EV technology assets showed no impairment [Mineral Assets](index=14&type=section&id=Mineral_Assets) Mineral assets, specifically the Glauber's salt mine, remained inoperative and incurred a significant impairment loss due to revised market price forecasts and valuation changes, further complicated by frozen mining rights and ongoing legal disputes Mineral Assets Impairment Movement | Item | Amount (HKD thousands) | | :--- | :--- | | Carrying value as at March 31, 2024 | 1,139,000 | | Impairment loss for the year | (284,752) | | **Carrying value as at March 31, 2025** | **845,000** | - The impairment test used the multi-period excess earnings method, with key assumptions including: - Glauber's salt price per tonne: **RMB 681** (last year: RMB 752) - Post-tax discount rate: **23.08%** (last year: 23.91%)[34](index=34&type=chunk) - The commencement of mining operations faces significant legal and operational obstacles due to unresolved land use rights issues in Guangxi and the mining right being frozen by a preservation order due to a dispute with a contractor[31](index=31&type=chunk)[32](index=32&type=chunk) [Other Intangible Assets](index=16&type=section&id=Other_Intangible_Assets) Other intangible assets, primarily technical know-how and industrial proprietary rights related to electric buses, had their carrying value amortized from HKD 3.64 million to HKD 1.78 million, with directors, based on independent valuers' assessments, concluding that the recoverable amount of the electric vehicle cash-generating unit containing these assets was higher than their carrying value, thus no impairment was recognized Other Intangible Assets Carrying Value | Category | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Technical know-how | – | – | | Industrial proprietary rights | 1,778 | 3,639 | | **Total** | **1,778** | **3,639** | [Key Liabilities and Equity Analysis](index=18&type=section&id=Key_Liabilities_and_Equity_Analysis) The group's trade receivables and payables show significant aging and collection risk, while the year saw complex capital operations, including reorganization and share consolidation, substantially altering the share capital structure [Trade Receivables and Payables](index=18&type=section&id=Trade_Receivables_and_Payables) Net trade receivables and payables both show significant portions overdue by more than one year, indicating substantial collection and payment challenges - Net trade receivables amounted to **HKD 5.814 million**, with aging analysis showing all amounts overdue by more than one year, indicating significant collection risk[41](index=41&type=chunk) [Share Capital](index=19&type=section&id=Share_Capital) The year saw multiple complex capital operations, including capital reorganization, rights issue, and share consolidation, significantly altering the Company's share capital structure and issued share count - Complex share capital restructuring occurred during the year, including two share consolidations (10-for-1 in 2023, 5-for-1 in 2024), one capital reduction, and one rights issue, to adjust the capital structure and raise funds[44](index=44&type=chunk)[46](index=46&type=chunk) [Share-based Payments and Commitments](index=21&type=section&id=Share-based_Payments_and_Commitments) The Company has a share option scheme and a share award scheme, but no new share options or share awards were granted in the current or prior year, and as of year-end, the group had capital commitments of approximately HKD 38.84 million, primarily for the acquisition of property, plant and equipment, and mining-related expenditures - No new share options or share awards were granted in either of the two years[48](index=48&type=chunk)[53](index=53&type=chunk) Capital Commitments | Item | 2025 (HKD thousands) | 2024 (HKD thousands) | | :--- | :--- | :--- | | Acquisition of property, plant and equipment | 17,979 | 18,943 | | Mining-related expenditures | 20,839 | 21,019 | | Electric vehicle-related expenditures | 19 | 779 | | **Total** | **38,837** | **40,741** | [Independent Auditors' Report](index=23&type=section&id=Independent_Auditors_Report) The auditors issued a "Disclaimer of Opinion" on the group's consolidated financial statements, primarily due to the inability to obtain sufficient audit evidence regarding the appropriateness of the going concern assumption, raising significant doubts about the feasibility of management's proposed share placement plan and shareholder financial support commitments, thus preventing a conclusion on the group's ability to continue as a going concern [Disclaimer of Opinion](index=23&type=section&id=Disclaimer_of_Opinion) The auditors issued a "Disclaimer of Opinion" on the group's consolidated financial statements, primarily due to the inability to obtain sufficient audit evidence regarding the appropriateness of the going concern assumption, raising significant doubts about the feasibility of management's proposed share placement plan and shareholder financial support commitments, thus preventing a conclusion on the group's ability to continue as a going concern - The auditors explicitly stated a "Disclaimer of Opinion" on the group's consolidated financial statements, which is one of the most severe types of audit opinions[56](index=56&type=chunk) - The core basis for the disclaimer of opinion is the limitation of audit scope related to the "going concern assumption," as the auditors could not obtain sufficient evidence to assess the likelihood of success of management's measures to address the liquidity crisis (e.g., share placement, shareholder loan extensions)[57](index=57&type=chunk)[58](index=58&type=chunk) - The auditors warned that if the group cannot continue as a going concern, significant adjustments to assets and liabilities (e.g., asset write-downs, liability reclassification) would be required, which are not reflected in the current financial statements[59](index=59&type=chunk) [Management Discussion and Analysis](index=24&type=section&id=Management_Discussion_and_Analysis) The management discussion and analysis provides insights into the group's severe performance decline, operational challenges across segments, deteriorating financial position, and significant post-reporting date events [Overall Performance Review](index=24&type=section&id=Overall_Performance_Review) The group's overall performance severely declined this year, marked by a sharp drop in revenue, a shift to gross loss, and an expanded annual loss primarily due to increased mineral asset impairment, with no dividends proposed - Electric vehicle sales revenue significantly decreased from **HKD 42.2 million** to **HKD 3 million** due to a drop in overseas sales orders[60](index=60&type=chunk) - The annual loss expanded to **HKD 374 million**, primarily attributable to increased impairment losses on mineral assets[61](index=61&type=chunk) [Business Review by Segment](index=25&type=section&id=Business_Review_by_Segment) All of the group's business segments face severe challenges, with the EV business securing minor orders in Hong Kong but facing stalled or delayed overseas deliveries, and the "oil-to-electric" conversion business in Thailand still in early trial stages, while the mining business is completely halted due to legal disputes, asset impairment, and market pessimism, and the metal trading business had no transactions during the year [Electric Vehicles (EVs)](index=25&type=section&id=Electric_Vehicles_EVs) The EV business experienced mixed market performance, with delayed deliveries in Hong Kong and Southeast Asia, an expired large order in Mexico due to technical and geopolitical issues, and a significant arbitration ruling impacting finances - Hong Kong market: Secured a **HKD 9 million** contract to supply Electric Mobile Command Units (EMCU) to the Hong Kong Fire Services Department, but delivery is expected to be delayed until early 2026[66](index=66&type=chunk) - Southeast Asian market: Over **500 COMET** orders in the Philippines are delayed due to customer payment postponements; the Thailand market is actively expanding "oil-to-electric" conversion business, with multiple trial orders underway, and subsequent large orders depend on test results[68](index=68&type=chunk)[70](index=70&type=chunk)[71](index=71&type=chunk)[72](index=72&type=chunk) - Americas market: A large order for **1,000 van chassis** with a Mexican customer stalled after **200 units** were delivered due to technical and geopolitical issues, and the contract has expired and was not renewed[74](index=74&type=chunk)[75](index=75&type=chunk) - The group is in arbitration with a buyer regarding the sale of its interest in Suitong Company, with a final ruling requiring the group to refund **RMB 34 million** and pay liquidated damages, causing a financial blow to the group[77](index=77&type=chunk)[78](index=78&type=chunk)[79](index=79&type=chunk) [Mining and Mineral Products](index=30&type=section&id=Mining_and_Mineral_Products) The mining business remained completely halted, incurring substantial asset impairment due to pessimistic market outlooks and facing severe legal and operational challenges, including revoked land rights, frozen mining rights, and shareholder lawsuits - This year, mineral assets again recorded a substantial impairment of **HKD 285 million**, primarily due to the expected price of Glauber's salt in the valuation model decreasing from **RMB 752** per tonne to **RMB 681** per tonne[89](index=89&type=chunk)[87](index=87&type=chunk) - The group is considering implementing a revised mining plan, which is expected to require an initial investment of approximately **RMB 350 million**, but no fundraising or cooperation opportunities have been secured yet[92](index=92&type=chunk)[93](index=93&type=chunk) - The mining business faces severe legal disputes: 1. **Land Use Rights**: Guangxi land use rights were revoked by local authorities; although an administrative lawsuit was won, the outlook remains uncertain 2. **Mining Right Freeze**: Due to a **RMB 2.5 million** payment dispute with a contractor, the mining right was judicially frozen for three years until May 2026 3. **Shareholder Litigation**: Facing a lawsuit from plaintiffs demanding payment of **RMB 21.7 million** in unpaid share capital[95](index=95&type=chunk)[97](index=97&type=chunk)[98](index=98&type=chunk)[99](index=99&type=chunk) [Metal and Mineral Trading](index=37&type=section&id=Metal_and_Mineral_Trading) Due to persistent industry weakness and low profit margins, the group did not enter into any metal and mineral trading contracts during the year to mitigate risks, leaving this business segment stagnant - Due to market weakness and low profit margins, the group did not engage in any metal and mineral trading business during the year[103](index=103&type=chunk) [Financial Review](index=38&type=section&id=Financial_Review) The financial review highlights a sharp deterioration in performance, marked by a significant revenue decline, a shift to gross loss, and tight liquidity, with funds raised primarily for general operations offering limited fundamental improvement Revenue by Geographical Distribution | Region | 2025 (HKD thousands) | % | 2024 (HKD thousands) | % | | :--- | :--- | :--- | :--- | :--- | | Mexico | – | – | 42,239 | 100.0% | | Hong Kong | 2,618 | 86.9% | – | – | | Philippines | 276 | 9.2% | – | – | | Thailand | 118 | 3.9% | – | – | | **Total** | **3,012** | **100.0%** | **42,239** | **100.0%** | - Administrative expenses decreased by **34.0%** year-on-year to **HKD 39.9 million**, primarily due to reductions in staff costs, legal and professional fees, and depreciation and amortization[106](index=106&type=chunk) - The group raised funds to maintain liquidity through a rights issue (net proceeds of approximately **HKD 5.83 million**), issuance of convertible notes (net proceeds of approximately **HKD 4.75 million**), and a post-period share placement (net proceeds of approximately **HKD 7.86 million**)[111](index=111&type=chunk)[114](index=114&type=chunk)[115](index=115&type=chunk)[116](index=116&type=chunk) - As of March 31, 2025, the group's cash and bank balances were approximately **HKD 8.4 million**, a decrease from **HKD 13.9 million** last year, with **86.5%** denominated in RMB[112](index=112&type=chunk) [Post-Reporting Date Events](index=42&type=section&id=Post-Reporting_Date_Events) Post-reporting date events include a significant arbitration ruling requiring the group to refund and pay liquidated damages for a subsidiary sale, and a share placement completed to raise funds for general working capital - Received an arbitration award from the Chongqing Arbitration Commission, requiring the group to refund **RMB 34 million** for the sale of a subsidiary and pay approximately **RMB 5.5 million** in liquidated damages[119](index=119&type=chunk) - On May 9, 2025, a placement of **27 million** new shares was completed, raising net proceeds of approximately **HKD 7.86 million** for general working capital[119](index=119&type=chunk) [Corporate Governance](index=43&type=section&id=Corporate_Governance) The corporate governance section details the company's adherence to its code, noting a deviation where the Chairman and CEO roles are combined, and outlines the Audit Committee's review of financial reporting and internal controls [Corporate Governance Practices](index=43&type=section&id=Corporate_Governance_Practices) The Company has adopted the Corporate Governance Code, but during the reporting period, there was one deviation: the roles of Chairman and Chief Executive Officer are held by the same individual, Mr. Zhang Ren, which does not comply with Code Provision C.2.1 regarding segregation of duties, though the Board believes this arrangement enhances decision-making efficiency and will review its effectiveness periodically - The Company deviates from the Corporate Governance Code, as the roles of Chairman and Chief Executive Officer are held by the same person, Mr. Zhang Ren, violating Code Provision C.2.1[121](index=121&type=chunk) [Audit Committee](index=44&type=section&id=Audit_Committee) The Company has established an Audit Committee comprising three independent non-executive directors, which has reviewed the group's accounting principles and practices with management, and discussed audit, internal control, and financial reporting matters, including the review of the annual results for the current year - The Audit Committee, composed of three independent non-executive directors, has reviewed the annual results for the current year[125](index=125&type=chunk)

Core Viewpoint - A surge in AI computing power concept stocks has been observed, with Shenghong Technology reaching a historical high in stock price, indicating strong market interest and growth potential in the AI computing sector [1][3]. Company Performance - Shenghong Technology (300476) specializes in the research, production, and sales of high-density printed circuit boards (PCBs), with a comprehensive product range including rigid and flexible circuit boards. The company is benefiting from the growing demand in AI, data centers, and smart automotive applications, leading to a significant increase in global PCB demand [3]. - For 2024, Shenghong Technology is projected to achieve total revenue exceeding 10 billion yuan and a net profit of 1.154 billion yuan, both marking historical highs. In Q1 2025, the company reported total revenue of 4.312 billion yuan, a year-on-year increase of 80.31%, and a net profit of 921 million yuan, up 339.22% year-on-year [3][4]. - The stock price of Shenghong Technology has increased significantly, rising from a low of less than 14 yuan per share in 2024 to a closing price of 101.01 yuan, representing a growth of over 6.3 times [4]. Industry Trends - The Ministry of Industry and Information Technology has issued the "Computing Power Interconnection Action Plan," aiming for standardized interconnection of public computing power by 2028. This initiative is expected to accelerate the domestic computing power rate [5]. - The computing power industry is identified as a high-growth sector, benefiting from both policy support and industry transformation. The demand for domestic AI computing power is anticipated to remain robust, with several projects already demonstrating successful implementation [5]. - As of June 5, 2023, the total market capitalization of AI computing power stocks in the A-share market reached 2.76 trillion yuan, an increase of over 1 trillion yuan since the end of 2023. Five stocks have market capitalizations exceeding 100 billion yuan [6]. Investment Opportunities - Analysts remain optimistic about the future of AI computing power stocks, with 31 stocks expected to see net profit growth exceeding 20% in 2025 and 2026. Notable stocks such as Haiguang Information and Zhongji Xuchuang have garnered significant institutional attention [6]. - The potential for substantial price increases exists, with 15 stocks showing an upside potential of over 20%, and 7 stocks having an upside potential exceeding 30% [6][7].

Core Viewpoint - The company is involved in a legal dispute regarding the sale of its subsidiary, with significant financial implications stemming from the arbitration and court rulings [1][2]. Group 1: Sale Agreement and Initial Actions - On June 2, 2023, the company announced a sale agreement for the entire equity of Chongqing Zhong Copper New Energy Technology Co., Ltd. for RMB 34 million [1]. - The sale involves specific intangible assets held by a subsidiary, Chongqing Suitong New Energy Vehicle Manufacturing Co., Ltd., while other major assets and liabilities must be retained within the group until the restructuring is completed [1]. - The buyer has made payments totaling approximately RMB 24.9 million and RMB 9.1 million to the subsidiary, but the company disputes that about RMB 4.1 million should be paid to it or its other subsidiaries [1]. Group 2: Legal Proceedings and Arbitration - On August 21, 2024, the buyer filed for arbitration, seeking the return of the RMB 34 million, plus penalties of RMB 6.8 million and compensation of approximately RMB 400 million [2]. - On September 3, 2024, the company received a court order freezing its shares in several subsidiaries for three years [2]. - The arbitration ruling on May 16, 2025, declared the sale agreement effectively terminated and mandated the company to refund the RMB 34 million and pay additional penalties and fees [2].

Financial Performance - For the six months ended September 30, 2024, the group recorded revenue from electric vehicle sales of approximately HKD 2,200,000, a decrease from HKD 35,600,000 for the same period in 2023[17]. - Gross profit for the same period was approximately HKD 600,000, with a gross margin of 29.7%, compared to a gross margin of 14.3% in the previous year[17]. - The group reported a loss of approximately HKD 41,700,000, significantly reduced from HKD 104,200,000 in the prior year, mainly due to a decrease in fair value losses on financial assets[17]. - Basic and diluted loss per share for the six months ended September 30, 2024, was HKD 0.222, compared to HKD 0.535 for the same period in 2023[18]. - The total comprehensive loss for the period was HKD 12,060,000, compared to a loss of HKD 198,075,000 in the previous year, showing an improvement[120]. - The company reported a net loss of HKD 41,692,000 for the six months ended September 30, 2024, compared to a net loss of HKD 104,213,000 in the same period last year[118]. - The company’s equity attributable to owners was HKD 1,236,022,000, down from HKD 1,246,213,000[125]. - The basic and diluted loss per share for the period was HKD 0.222, compared to HKD 0.535 in the previous year[120]. - The total comprehensive loss before tax for the six months ended September 30, 2024, was HKD (41,753) thousand, compared to HKD (104,274) thousand for the same period in 2023, showing a reduction of approximately 60%[160]. Operational Developments - The group has successfully delivered a 12-meter electric bus to a non-governmental organization in Hong Kong, with expectations for more orders in the future[23]. - The group launched the all-electric 19-seat low-floor minibus "APEX-MINI," with the first unit delivered to a local green minibus operator during the reporting period[23]. - The group has developed the "COMET" city bus for emerging markets like the Philippines and India, with over 65 units delivered to date[26]. - The group is exploring new market opportunities in Southeast Asia, including a trial order in Thailand for an electronic conversion kit for local transportation electrification projects[26]. - The group continues to seek business opportunities in the Hong Kong market, believing it can successfully market and sell vehicles while maintaining competitiveness[25]. Financial Position and Assets - Non-current assets totaled HKD 1,250,540,000 as of September 30, 2024, an increase from HKD 1,229,489,000 as of March 31, 2024[122]. - Current assets decreased to HKD 86,804,000 from HKD 121,679,000, reflecting a reduction in liquidity[122]. - Total assets amounted to HKD 1,337,344,000, slightly down from HKD 1,351,168,000[122]. - The company has approximately HKD 5,300,000 in unencumbered cash and bank deposits as of September 30, 2024, down from HKD 13,900,000 as of March 31, 2024[64]. - The company reported a fair value gain of HKD 8,300 thousand on financial assets measured at fair value through profit or loss, compared to a gain of HKD 97,536 thousand in the previous year[130]. Capital and Funding - The company raised approximately HKD 5,830,000 from a rights issue completed in October 2024, with funds allocated for electric vehicle production and operational costs[67]. - The company issued convertible bonds amounting to HKD 5,000,000, with net proceeds of approximately HKD 4,750,000 used for general working capital[66]. - The company plans to raise up to approximately HKD 132.2 million through a rights issue, which was approved by shareholders on August 15, 2024, with 71,927,651 shares to be issued, representing about 5.17% of the total[79]. Legal and Regulatory Matters - The company has been actively communicating with local government officials and the buyer regarding disputes over the sale agreement, which remains unresolved[38]. - An administrative lawsuit has been initiated against the cancellation of land use rights, with a court hearing held on July 26, 2024, and a judgment expected by March 31, 2025[48]. - The company is actively seeking legal advice to address a lawsuit regarding unpaid capital contributions amounting to RMB 21.7 million, with a court ruling requiring the company to complete the payment and repay RMB 1.5 million to the plaintiff[55]. Market and Strategic Outlook - The company anticipates that the electric vehicle business will continue to grow rapidly, contributing a larger share to overall revenue as it diversifies into overseas export markets[72]. - The company is focused on expanding its electric vehicle development and sales, as well as mining and trading of metals and minerals[138]. - The company plans to enhance its market presence through strategic investments and potential acquisitions in the electric vehicle sector[138]. Shareholder and Governance - The company has adopted corporate governance principles as per the listing rules, with a noted deviation regarding the roles of Chairman and CEO being held by the same individual, Zhang Ren[111]. - The company maintains compliance with the Securities and Futures Ordinance regarding the disclosure of interests by directors and major shareholders[106]. - The company’s stock option plans are subject to approval by shareholders at the annual general meeting[89].

Financial Performance - For the six months ended September 30, 2024, the company reported revenue of HKD 2,156,000, a significant decrease of 93.9% compared to HKD 35,567,000 for the same period in 2023[2] - The gross profit for the same period was HKD 641,000, down from HKD 5,070,000, indicating a decline of 87.4%[2] - The company incurred a loss before tax of HKD 41,753,000, compared to a loss of HKD 104,274,000 in the previous year, representing a 60% improvement[2] - Total comprehensive loss for the period was HKD 12,060,000, a reduction from HKD 198,075,000 in the prior year, reflecting a 93.9% decrease[8] - Basic and diluted loss per share was HKD 0.222, compared to HKD 0.535 in the previous year, showing an improvement of 58.5%[12] - The company reported a total comprehensive loss before tax of HKD (41,753,000), compared to HKD (104,274,000) in the previous year[28] - The group reported a loss of approximately HKD 41,700,000, a reduction from HKD 104,200,000 in the prior year, primarily due to a significant decrease in fair value losses on financial assets[101] Assets and Liabilities - The company's non-current assets totaled HKD 1,250,540,000 as of September 30, 2024, an increase from HKD 1,229,489,000 as of March 31, 2024[14] - Current assets decreased to HKD 86,804,000 from HKD 121,679,000, indicating a decline of 28.7%[14] - The total assets amounted to HKD 1,337,344,000, slightly down from HKD 1,351,168,000[14] - The company reported a net asset value of HKD 1,211,857,000, a slight decrease from HKD 1,216,299,000[16] - Total assets for reportable segments amounted to HKD 1,328,663,000 as of September 30, 2024, compared to HKD 1,314,196,000 as of March 31, 2024[30] - Total liabilities for reportable segments decreased to HKD (102,859,000) from HKD (114,253,000) in the previous year[30] Revenue Sources - Revenue from external customers for electric vehicle development was HKD 2,156,000, a decrease from HKD 35,567,000 in the previous year[26] - Revenue from external customers in China, including Hong Kong, reached HKD 1,880,000 for the six months ended September 30, 2024, compared to HKD 1,250,540, representing a significant increase[31] - The revenue from electric vehicle sales was HKD 2,156,000 for the six months ended September 30, 2024, down from HKD 35,567,000 in the previous year[34] Operational Focus - The company continues to focus on the development and sales of electric vehicles, mining, and trading of metals and minerals[18] - The group has established a production base in Chongqing for manufacturing electric buses and related systems, enhancing its market presence[104] - The company is actively exploring different market opportunities in the renewable energy sector, which is expected to be a key growth driver in the near future[113] Capital and Financing - The company incurred financing costs of HKD 178,000 for the six months ended September 30, 2024, down from HKD 544,000 in the previous year[37] - The company raised funds through a rights issue and issued convertible bonds amounting to HKD 5,000,000, providing significant financial support for liquidity and future development[137] - The company completed a rights issue in October 2024, generating a net amount of approximately HKD 5,830,000 after deducting all related expenses[142] Shareholder Information - The company has a total of four controlling shareholders, with the largest holding 34%[172] - The beneficial ownership of shares by major shareholder Entrust Limited is 98,272,751 shares, accounting for approximately 10.59% of the company[171] - The total number of shares held by Faith Profit Holding Limited, fully owned by Zhang Ren, is 22,258,640 shares, which is approximately 2.40% of the company[171] Corporate Governance - The company has adopted the corporate governance code as per the listing rules and has complied with the principles, except for the separation of the roles of Chairman and CEO, which are held by the same person[175] - The audit committee, consisting of three independent non-executive directors, has reviewed the unaudited interim financial statements for the six months ending September 30, 2024[181] - The board of directors has confirmed compliance with the standards set out in the code of conduct for securities transactions by directors for the six months ending September 30, 2024[180] Challenges and Future Plans - The company is facing challenges due to recent economic downturns and rising market interest rates, which have slowed overall delivery progress despite signing numerous overseas contracts[113] - The company is considering implementing a revised mining plan that utilizes modern technology for more efficient extraction of mineral resources[62] - The initial investment and operating capital required for the revised mining plan is approximately RMB 350 million, with construction expected to be completed within 18 to 24 months[121]

Financial Performance - The group recorded revenue from electric vehicle sales of approximately HKD 42.2 million for the year ending March 31, 2024, compared to HKD 36.3 million in 2023, representing a growth of 24.1%[7]. - Gross profit for the year was approximately HKD 9.6 million, with a gross margin of 22.7%, up from a gross loss of HKD 0.6 million and a gross margin of 11.5% in the previous year[7]. - The group reported a loss of approximately HKD 326.8 million for the year, an increase from a loss of HKD 81.4 million in 2023, primarily due to impairment losses and fair value changes[8]. - Basic and diluted loss per share for the year was HKD 0.34, compared to HKD 0.09 in the previous year[8]. - The company generated approximately HKD 42,200,000 in revenue from electric vehicle sales, an increase of 16.2% compared to HKD 36,300,000 in the previous year[60]. - The gross profit for the year was approximately HKD 9,600,000, with a gross profit margin rising to 22.7%, up from 11.5% in the previous year[61]. - The loss attributable to the company's owners for the fiscal year was HKD (319,300,000), compared to HKD (81,200,000) in the previous year, indicating a significant increase in losses[92]. - The current ratio decreased to 0.9 from 2.8, reflecting a decline in liquidity[92]. - The debt-to-equity ratio increased to 2.33% from 1.59%, indicating a rise in financial leverage[92]. - The total assets decreased to HKD 1,351,168,000 from HKD 1,709,870,000, a decline of approximately 21%[101]. - The total liabilities increased to HKD (134,869,000) from HKD (91,554,000), showing a rise in obligations[101]. Strategic Expansion and Market Development - The group has diversified its sales network to multiple overseas markets, indicating a strategic expansion approach[16]. - The group successfully secured a contract to supply the first electric mobile command vehicle to the Hong Kong Fire Services Department, showcasing its capability in specialized vehicle manufacturing[18]. - The group launched a fully electric 19-seat low-floor minibus model (APEX-MINI) aimed at the Hong Kong market, with a total market size exceeding 4,000 units[17]. - The group anticipates significant growth in its electric bus and vehicle business, driven by the global trend towards zero-emission transportation[12]. - The company plans to deliver no less than 500 units of the COMET electric buses to the Philippines, with over 60 units already operational as of the report date[21]. - The company is confident in the future demand for customized electric vehicle solutions in Latin America, Asia, and Europe[22]. - The company has received a significant number of overseas contracts and orders, although delivery progress remains slow due to external pressures[27]. - The company has developed a fully electric transport solution, the COMET, designed specifically for emerging markets, enhancing its green policy initiatives[21]. Asset Management and Valuation - The company believes that its calcium nitrate mine is a valuable asset and will continue to evaluate its resources and financial viability regularly[12]. - As of March 31, 2024, the total mineral resources of Guangxi Glauberite Mine are estimated at 1,346,000 thousand tons, with a sodium sulfate grade of 17.53% and a metal tonnage of 236,000 thousand tons[33]. - The price per ton of Glauberite used in the valuation decreased from RMB 825 in the fiscal year ending March 31, 2023, to RMB 752 in the fiscal year ending March 31, 2024, due to a decline in average prices reported by third parties in the industry[43]. - The fair value of mineral assets decreased from approximately HKD 1,380,000,000 to HKD 1,139,000,000, primarily due to impairment losses of approximately HKD 170,631,000[45]. - The company recognized an impairment loss of RMB 156,200,000 on mineral assets due to a decline in fair value, compared to RMB 96,400,000 in the previous year[65]. - The fair value of the calcium sulfate mine was estimated at RMB 1,051,200,000 as of March 31, 2024, lower than its carrying value of RMB 1,207,400,000[65]. - The company has engaged qualified independent valuers to assess the fair value of its mineral assets annually, using a multi-period excess earnings method[38]. Legal and Regulatory Matters - A lawsuit regarding land use rights has been initiated, with the court hearing scheduled for July 26, 2024[48]. - The company is currently involved in arbitration concerning a construction contract, with claims amounting to approximately RMB 2,500,000[52]. - The company has made provisions of approximately RMB 1,583,000 as of March 31, 2024, related to legal matters[53]. - The company is actively seeking legal advice regarding ongoing litigation and is monitoring its potential impact on the group[57]. Corporate Governance and Management - The company has a strong governance framework, detailed in the annual report from pages 47 to 64[172]. - The board consists of three executive directors and three independent non-executive directors, ensuring a balanced structure with diverse knowledge and experience relevant to the group's business[185]. - The company has adopted the corporate governance code as per the listing rules and has complied with its principles and provisions as of March 31, 2024[180]. - The board has confirmed the independence of all independent non-executive directors as per listing rules[171]. - The company encourages continuous professional development for directors to ensure they are well-informed and can contribute effectively to the board[191]. - The board of directors meets at least four times a year to discuss overall strategy and financial performance[196]. - The company has established three committees under the board to ensure proper oversight and high standards of corporate governance[199]. - The remuneration committee consists of two independent non-executive directors and one executive director, with the board retaining final approval on any remuneration proposals[200]. Shareholder Information and Stock Options - The company has granted participants rights to subscribe for a total of 92,410,000 shares, unchanged from 2023[72]. - The company sold its 49% stake in Japan Power for JPY 10,000 (equivalent to HKD 500) as part of its strategic decisions[81]. - The 2013 share option plan allows for the issuance of 89,010,000 shares, representing 9.59% of the company's issued shares[123]. - The company adopted a new stock option plan on August 29, 2023, which will be effective for 10 years from the adoption date[126]. - The total number of stock options available for grant under the 2023 stock option plan as of March 31, 2024, is 92,796,789 shares, which does not exceed 10% of the issued share capital[128]. - The maximum number of shares that can be granted to a single participant within any 12-month period under the 2023 stock option plan is limited to 1% of the issued shares[129]. - The company has a total of 235,000,000 stock options granted to 12 employees under the 2022 plan, with 23,500,000 options available for exercise[125]. - The company’s stock option plan aims to incentivize and reward eligible participants contributing to the group's success[128]. Financial Position and Liquidity - The company had unrestricted cash and bank balances of approximately HKD 13,900,000 as of March 31, 2024, up from HKD 1,400,000 in 2023[73]. - Other payables and accrued liabilities rose sharply by 126.88% to HKD 66,700,000 as of March 31, 2024, compared to HKD 29,400,000 in 2023[72]. - The company is closely monitoring government policies and subsidies related to electric vehicle development and sales, which may impact product pricing and receivables[95]. - The company reported a 5.3% depreciation of the RMB against the HKD during the fiscal year, which adversely affected financial performance when converted for reporting purposes[93]. - The company maintains a credit risk concentration of 51% with its largest customer, down from 55% in the previous year, indicating improved diversification[95]. - The company reported a total of HKD 87,109,000 in retained earnings available for distribution as of March 31, 2024, unchanged from the previous year[107].