香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內 容 概 不 負 責，對 其 準 確 性 或 完 整 性 亦 不 發 表 任 何 聲 明，並 明 確 表 示，概 不對因本公告全部或任何部份內容而產生或因倚賴該等內容而引致的 任 何 損 失 承 擔 任 何 責 任。 ARES ASIA LIMITED 安域亞洲有限公司 （於 百 慕 達 註 冊 成 立 之 有 限 公 司） （股 份 代 號：645） 截至二零二五年三月三十一日止年度 全年業績公告 – 1 – 安 域 亞 洲 有 限 公 司（「本 公 司」）董 事（「董 事」）會（「董 事 會」）宣 佈 本 公 司 及 其 附 屬 公 司（以 下 統 稱「本 集 團」）截 至 二 零 二 五 年 三 月 三 十 一 日 止 年 度 的 經 審 核 全 年 業 績 連 同 二 零 二 四 年 同 期 的 比 較 數 字 如 下： 綜合全面收益表 截至二零二五年三月三十一日止年度 | | | 二零二五年 | 二零二四年 | | --- | --- | --- | --- | | | 附 註 | 千美元 | 千美元 | | 收 益 | 3 | 3,317 ...

Financial Performance - For the six months ended September 30, 2024, the company reported a revenue of $3,317,000, compared to $76,000 in the same period of 2023, indicating a significant increase[12]. - The company incurred a loss before tax of $652,000 for the six months ended September 30, 2024, compared to a loss of $648,000 in the same period of 2023[12]. - The net loss for the period was $652,000, resulting in a total equity of $6,306,000 as of September 30, 2024, down from $6,958,000[17]. - The company reported a basic and diluted loss per share of $0.13 for the six months ended September 30, 2024[12]. - The pre-tax loss for the period was $652,000, compared to a loss of $553,000 for the same period last year, reflecting a worsening financial performance[44]. - The group reported a net loss attributable to shareholders increased by approximately 17.9% compared to the same period last year, primarily due to reduced gross profit[62]. Revenue and Sales - The company reported revenue from external customers of $3,317,000 for the six months ended September 30, 2024, compared to $27,930,000 for the same period in 2023, indicating a significant decline[36]. - The group's revenue from coal and other commodity trading was approximately $3.3 million, a decrease of 88.12% or $24.61 million compared to $27.93 million in the same period last year[60]. - The total sales volume of coal sold to mainland China was approximately 0.038 million tons, down from approximately 0.33 million tons in the same period last year[60]. - The company's incurred a cost of goods sold of $3,241,000 for the period, a significant decrease from $27,780,000 in the prior year, indicating a reduction in sales volume[39]. - The group's gross profit for the period was approximately $0.08 million, compared to $0.15 million for the six months ended September 30, 2023, indicating a decline in gross margin due to reduced trading volume and unfavorable market conditions in mainland China[60]. Assets and Liabilities - Total assets decreased from $6,958,000 as of March 31, 2024, to $6,426,000 as of September 30, 2024[13]. - The company's cash and cash equivalents decreased from $6,258,000 at the beginning of the period to $2,769,000 at the end of the period[19]. - The company’s total liabilities decreased from $1,000,000 to $772,000 during the reporting period[13]. - As of September 30, 2024, the group's cash and bank balances totaled approximately $2.77 million, down from $6.26 million as of March 31, 2024[64]. - The debt-to-equity ratio as of September 30, 2024, was approximately 14.1%, compared to 12.43% as of March 31, 2024[64]. Operational Activities - The company experienced a net cash outflow from operating activities of $3,392,000 for the six months ended September 30, 2024[19]. - Selling and administrative expenses for the period were approximately $0.72 million, an increase from $0.70 million in the same period last year, primarily due to increased depreciation costs from a new two-year office lease agreement[60]. - The company recognized a right-of-use asset of approximately $323,000 for a two-year lease of an office in Hong Kong during the reporting period[46]. Corporate Governance and Management - The company has adhered to the corporate governance code as per the listing rules, with the exception of the separation of roles between the Chairman and CEO, which is currently held by Robert Lai[85]. - The board believes that the current structure does not compromise the balance of power and authority between the board and management, ensuring effective decision-making[85]. - The audit committee has reviewed the accounting principles and practices adopted by the group and has no objections regarding the interim financial statements for the six months ending September 30, 2024[89]. Future Plans and Strategies - The company plans to focus on market expansion and new product development in the upcoming quarters[10]. - The group is closely monitoring macroeconomic issues that may impact its performance and is planning strategies to manage these factors for potential long-term shareholder value creation[63]. Stock Options and Employee Information - No stock options were granted, exercised, lapsed, or locked during the six months ended September 30, 2024[71]. - The maximum number of stock options that can be granted under the stock option plan shall not exceed 10% of the issued share capital as of the date of shareholder approval[75]. - As of the adoption date, the total number of shares available for issuance under the stock option plan is 32,561,693 shares, representing 6.35% of the total issued shares as of the mid-term report date[75]. - The company provides competitive and fair remuneration based on individual and group performance, including stock option plans and medical insurance[84]. - The group had a total of 6 full-time employees as of September 30, 2024, consistent with the number as of March 31, 2024[84].

Financial Performance - For the six months ended September 30, 2024, the company reported revenue of $3.317 million, a significant decrease of 88.1% compared to $27.930 million in the same period of 2023[3]. - The cost of sales for the same period was $3.241 million, resulting in a gross profit of $76, down 49.3% from $150 in the previous year[3]. - The operating loss for the period was $648 thousand, compared to an operating loss of $548 thousand in the prior year, indicating a worsening of 18.2%[3]. - The net loss for the period was $652 thousand, which is a 17.9% increase from the net loss of $553 thousand in the same period last year[3]. - Basic and diluted loss per share was $0.13 cents, compared to $0.11 cents in the previous year, reflecting a 18.2% increase in loss per share[3]. - The group reported a pre-tax loss of $652,000 for the six months ended September 30, 2024, compared to a loss of $553,000 for the same period in 2023[38]. - The gross profit for the period was approximately $0.08 million, a decrease from $0.15 million in the same period last year[53]. - Selling and administrative expenses were approximately $0.72 million, an increase of $0.02 million compared to $0.70 million in the same period last year[55]. - The net loss attributable to shareholders increased by approximately 17.9% compared to the same period last year, primarily due to reduced gross profit[55]. Assets and Liabilities - Total assets as of September 30, 2024, were $6.426 million, a decrease from $6.958 million as of March 31, 2024[10]. - Current assets decreased to $6.889 million from $7.791 million, while current liabilities decreased to $772 thousand from $865 thousand[9]. - Cash and cash equivalents decreased to $2.769 million from $6.258 million, indicating a cash outflow during the period[18]. - The company reported a significant increase in trade receivables, which rose to $4.120 million from $1.533 million, indicating potential cash flow issues[7]. - The total equity as of September 30, 2024, was $6.306 million, down from $6.958 million as of March 31, 2024, reflecting a decline in the company's net worth[12]. - Trade receivables and other receivables totaled $4,120,000 as of September 30, 2024, compared to $1,533,000 as of March 31, 2024[43]. - Other payables and accrued expenses amounted to $469,000 as of September 30, 2024, down from $672,000 as of March 31, 2024[48]. - The group has committed to repay lease liabilities and interest totaling $176,000 as of September 30, 2024, compared to $193,000 in the previous year[49]. - The debt-to-equity ratio was approximately 14.1% as of September 30, 2024, compared to approximately 12.43% as of March 31, 2024[57]. Revenue Sources - Total revenue from external customers for the six months ended September 30, 2024, was $3,317,000, with no revenue reported from Hong Kong and Singapore[31]. - The revenue from coal and other commodity trading business was approximately $3.3 million, a decrease of 88.12% or $24.61 million compared to the same period last year[52]. - The total sales volume of coal sourced from Indonesia was approximately 0.038 million tons, down from approximately 0.33 million tons in the same period last year[52]. - The cost of inventory for the six months ended September 30, 2024, was $3,241,000, significantly reduced from $27,780,000 in the same period of 2023[35]. Governance and Compliance - The company has adhered to the corporate governance code, with the chairman and CEO roles held by the same individual, Robert Lai, which the board believes does not compromise the balance of power[64]. - The board consists of experienced and capable individuals who regularly meet to discuss matters affecting the company's operations, ensuring effective governance[64]. - The audit committee has reviewed the accounting principles and practices adopted by the group, with no dissent regarding the interim financial statements for the six months ending September 30, 2024[66]. - The company confirms full compliance with the standards for securities trading by directors as of September 30, 2024[65]. Future Outlook - The group has no significant capital expenditure plans and believes it has sufficient liquidity to meet its current and future operational funding needs[59]. - The group has not incurred any bad debts in its coal and other trading businesses to date[59]. - The company has no plans for significant investments or capital assets as of the announcement date[56]. - The group did not declare any interim dividends for the six months ended September 30, 2024, consistent with the previous year[37]. - The interim results announcement and report will be available on the company's website and sent to shareholders in due course[68].

Financial Performance - For the fiscal year ending March 31, 2024, the company reported revenue of approximately $70.4 million, an increase of about 33.8% compared to the previous fiscal year[8]. - The gross profit for the same period was approximately $0.3 million, a decrease of about 72.7% from the previous fiscal year[8]. - The net loss attributable to shareholders was approximately $1.2 million, an increase of about 62.5% compared to the previous fiscal year[8]. - The pre-tax loss for the fiscal year was $1.2 million, which included a profit of $0.3 million from coal trading and regular corporate expenses of $1.5 million[11]. - The company recorded a pre-tax loss of $1.2 million for the fiscal year, compared to a pre-tax loss of $0.8 million in the previous year, mainly due to the reduction in gross profit[15]. - As of March 31, 2024, the company's cash and bank balances were approximately $6.3 million, down from $7.7 million as of March 31, 2023[16]. - The debt-to-equity ratio was approximately 12% as of March 31, 2024, a significant decrease from 132% in the previous year[17]. Business Operations - The company operates primarily in coal and other commodity trading, with clients mainly being state-owned and private companies in China and Singapore[10]. - The company does not maintain any coal inventory, relying on market knowledge and supplier relationships to meet customer demands[10]. - The total sales volume was approximately 0.91 million tons, up from about 0.67 million tons in the previous year[12]. - Gross profit for the fiscal year was approximately $0.3 million, a decrease from about $1.1 million in the previous year, primarily due to increased sales costs and inflation in labor, materials, and other production inputs[12]. - The company anticipates facing challenges in the future business environment due to economic fluctuations, conflicts, and supply-demand dynamics, which may adversely affect its business and short-term performance[24]. Corporate Governance - The company is committed to achieving good corporate governance and focuses on creating long-term sustainable growth for shareholders[93]. - The board consists of two executive directors, one non-executive director, and three independent non-executive directors, ensuring a diverse skill set and experience[94]. - The board has delegated daily management responsibilities to the executive directors while retaining approval rights for major decisions, including financial reports and capital raising activities[95]. - The company has adopted all provisions of the corporate governance code as per the listing rules, ensuring compliance and transparency[93]. - Independent non-executive directors provide support and independent opinions to the board, enhancing decision-making processes[96]. - The company emphasizes the importance of risk assessment and management in its corporate governance framework[93]. Shareholder Information - Reignwood International Holdings owns 337,465,038 shares, representing 65.76% of the company's issued share capital as of March 31, 2024[69]. - The largest supplier accounts for 25% of the group's procurement, while the top five suppliers collectively account for 82%[76]. - The largest customer contributes 30% to the group's sales, with the top five customers accounting for 89%[76]. - The company has maintained sufficient public float as per listing rules throughout the fiscal year ending March 31, 2024[77]. - Shareholders holding at least 10% of the paid-up capital have the right to request a special general meeting[150]. Environmental, Social, and Governance (ESG) Performance - The company conducts annual materiality assessments to reflect stakeholders' concerns regarding ESG issues, with no significant changes in the importance matrix from the previous year[166]. - Key ESG issues identified include greenhouse gas emissions, waste management, and employee welfare, which are crucial for long-term business success[167]. - The company has implemented measures to enhance communication with stakeholders, focusing on their concerns and improving sustainable development performance[161]. - The company’s sustainable development governance policy is guided by applicable environmental and social laws, ensuring compliance and effective management[158]. - The company maintains ongoing dialogue with investors and shareholders through annual reports and ESG disclosures[162]. Employee Information - The total number of employees as of March 31, 2024, is 6, a decrease from 7 in the previous year, with 83% holding a bachelor's degree or higher[190]. - The employee turnover rate is 17% as of March 31, 2024, compared to 14% in the previous year, with 100% of the turnover occurring in employees under 31 years old[192]. - All employees received training, achieving a 100% training attendance rate, with total training hours increased to 76 hours from 45 hours in the previous year[197]. - The company has implemented various employee benefits, including medical insurance and annual salary reviews based on performance[186]. - The company confirmed compliance with employment laws and regulations in its operating jurisdictions as of March 31, 2024, with no use of child or forced labor[200].

Financial Performance - For the fiscal year ending March 31, 2024, the company reported total revenue of $70,382,000, an increase of 33.9% compared to $52,594,000 in the previous year[3] - The cost of sales for the same period was $70,051,000, resulting in a gross profit of $331,000, down from $1,065,000 in the prior year, indicating a significant decline in profitability[3] - The operating loss for the year was $1,257,000, compared to a loss of $757,000 in the previous year, reflecting a worsening operational performance[3] - The company reported a loss before tax of $1,265,000, which is an increase of 63.1% from the loss of $775,000 in the previous year[3] - Basic and diluted loss per share for the year was $0.25, compared to $0.16 in the previous year, indicating a deterioration in earnings per share[3] - The group reported a pre-tax loss of $1,265,000 for the year ended March 31, 2024, compared to a loss of $829,000 in 2023, indicating a deterioration in financial performance[18] - The pre-tax loss for the fiscal year ending March 31, 2024, was $1.2 million, compared to a pre-tax loss of $0.8 million for the previous year, mainly due to reduced gross profit[32] Revenue and Sales - Total revenue from coal trading for the year ended March 31, 2024, was $70,382,000, an increase from $52,594,000 in 2023, representing a growth of 33.9%[13] - Revenue from major customers contributing over 10% to total revenue included Customer A at $12,396,000 (down 22.9% from $16,068,000 in 2023) and Customer D at $20,811,000 (new in 2024)[11] - The group's revenue from coal and other commodity trading increased to $70.4 million, a 33.8% increase from $52.6 million in the previous year[27] - The group's cash and bank balances as of March 31, 2024, were approximately $6.3 million, down from $7.7 million as of March 31, 2023[34] - The total coal sales volume for the fiscal year ending March 31, 2024, was approximately 0.91 million tons, an increase from 0.67 million tons in the previous year[30] Assets and Liabilities - Total assets decreased to $6,958,000 from $8,274,000 in the previous year, showing a decline in the company's asset base[4] - Current liabilities decreased to $10,895,000 from $10,551,000, indicating a slight improvement in the company's short-term financial obligations[4] - Cash and bank balances decreased to $6,258,000 from $7,695,000, reflecting a reduction in liquidity[4] - Trade receivables and other receivables totaled $1,533,000 as of March 31, 2024, a significant decrease from $11,455,000 in 2023, primarily due to the absence of trade receivables in 2024[20] - Non-current assets reported for the year ended March 31, 2024, included $30,000 in Hong Kong and $2,000 in Singapore, compared to $16,000 and $3,000 respectively in 2023[13] Expenses - The group's selling and administrative expenses for the fiscal year ending March 31, 2024, were approximately $1.6 million, a decrease from $1.8 million in the previous year[31] - The financial expenses incurred for the fiscal year ending March 31, 2024, were $8,000, down from $20,000 in the previous year, primarily due to a reduction in discounted notes[31] Corporate Governance and Compliance - The company has adhered to corporate governance standards, with a noted exception regarding the roles of the Chairman and CEO being held by the same individual[46] - The audit committee has reviewed the accounting principles and practices adopted by the group and has no objections to the audited consolidated financial statements for the year ending March 31, 2024[48] - The consolidated financial statements for the year ending March 31, 2024, have been audited and confirmed by the auditor, Dahua Ma Shiyun Certified Public Accountants Limited[50] Future Outlook and Challenges - The group anticipates facing challenges in the future business environment due to global economic fluctuations, conflicts, and supply-demand dynamics, which may negatively impact business performance and profitability[41] Employee and Shareholder Information - The total number of full-time employees in Hong Kong and Singapore as of March 31, 2024, is 6 (2023: 7)[42] - The company will suspend share transfer registration from September 20, 2024, to September 25, 2024, to determine eligibility for the annual general meeting[43] - The annual performance announcement will be published on the company's website and the Hong Kong Stock Exchange website, with the annual report containing all required information to be sent to shareholders[51]

Financial Performance - For the six months ended September 30, 2023, the company reported revenue of $27,930,000, a significant increase of 63.3% compared to $17,086,000 for the same period in 2022[11] - The gross profit for the same period was $150,000, down from $511,000, indicating a decline in profitability despite increased revenue[11] - The operating loss for the six months was $548,000, compared to a loss of $204,000 in the previous year, reflecting increased operational challenges[11] - The net loss for the period was $553,000, compared to a net loss of $214,000 in the prior year, showing a worsening financial position[11] - The cost of goods sold for the six months ended September 30, 2023, was $27,780,000, compared to $16,575,000 for the same period in 2022, representing a 67.5% increase[33] - The company reported a pre-tax loss of $553,000 for the six months ended September 30, 2023, compared to a loss of $214,000 for the same period in 2022[38] - Basic loss per share for the six months ended September 30, 2023, was $0.00108, compared to $0.00042 for the same period in 2022[38] - The basic and diluted loss per share for the period was 0.11 cents, compared to 0.04 cents in the previous year, indicating a higher loss per share[11] - Other income for the six months ended September 30, 2023, was $3,000, a significant decrease from $25,000 for the same period in 2022[32] - The group recorded a net loss attributable to shareholders that increased by approximately 158.11% compared to the same period last year, mainly due to the decrease in gross profit[52] Cash and Liquidity - Cash and cash equivalents decreased to $4,437,000 from $7,695,000, indicating a cash outflow of $3,258,000 during the period[16] - As of September 30, 2023, the group's cash and bank balances totaled approximately $4.44 million, down from $7.70 million as of March 31, 2023[55] Trade and Receivables - Trade receivables decreased to $8,393,000 from $11,455,000, suggesting improved collection efforts or reduced sales on credit[13] - As of September 30, 2023, trade receivables amounted to $8,267,000, a decrease from $9,853,000 as of March 31, 2023[41] Liabilities and Equity - Current liabilities decreased to $5,176,000 from $10,895,000, indicating a reduction in short-term obligations[13] - The company's total equity as of September 30, 2023, was $7,670,000, down from $8,223,000 at the end of the previous reporting period[13] - Total liabilities as of September 30, 2023, included trade payables of $4,684,000, down from $9,830,000 as of March 31, 2023[45] - The debt-to-equity ratio as of September 30, 2023, was approximately 67.55%, a significant improvement from 133.10% as of March 31, 2023[55] Corporate Governance - The company has adopted the standard code of conduct for securities trading as per Appendix 10 of the listing rules, and all directors confirmed compliance for the six months ending September 30, 2023[82] - The company has been in compliance with the corporate governance code, except for the separation of roles between the Chairman and CEO, which is currently held by Robert Lai[79] - The audit committee reviewed the accounting principles and practices adopted by the group and discussed internal controls and financial reporting matters, with no objections raised regarding the interim financial statements[83] - The company will regularly review the effectiveness of its governance structure to ensure it remains suitable for current circumstances[79] - The company is currently in compliance with the minimum number of independent non-executive directors and audit committee members as per listing rules following the appointment of a new independent director on December 1, 2023[78] Shareholder Information - The company did not declare any interim dividend for the six months ended September 30, 2023, consistent with the previous year[37] - The board of directors did not recommend any interim dividend for the six months ended September 30, 2023, consistent with the same period last year[58] - The total number of shares issued by the company as of the adoption date is 340,616,934, with a maximum of 34,061,693 shares (10%) available for issuance under the share option plan[63] - The total number of shares available for issuance under the share option plan is 32,561,693, which represents 6.35% of the total shares issued as of the mid-term report date[63] - The exercise price for share options must be at least the higher of the closing price on the grant date or the average closing price over the five trading days preceding the grant date[63] - As of September 30, 2023, Reignwood International Holdings Company Limited holds 337,465,038 shares, representing 65.76% of the issued share capital[70] Employee Information - The company had a total of 5 full-time employees as of September 30, 2023, down from 7 employees as of March 31, 2023[76] - The company provides competitive salaries and additional benefits, including a share option plan and performance-based bonuses[76] Business Operations - The company operates in a single business segment, which is coal and other commodity trading[28] - The total sales volume of coal sold to mainland China was approximately 0.33 million tons, up from approximately 0.24 million tons in the same period last year[51] - The group's revenue from coal and other commodity trading for the six months ended September 30, 2023, was approximately $27.93 million, an increase of 63.43% or $10.83 million compared to approximately $17.10 million in the same period last year[51] - The group's selling and administrative expenses were approximately $0.71 million, a slight decrease from $0.74 million in the same period last year, primarily due to a reduction in employee costs[52] - The company has not purchased, sold, or redeemed any of its listed securities during the six months ending September 30, 2023[75] - The company has not adopted any new or revised Hong Kong Financial Reporting Standards that would have a significant impact on its financial statements[24] - The group has not experienced any bad debts in its coal and other trading business to date[55] - The company plans to continuously review its current business strategies and asset structure to mitigate various risks and uncertainties arising from the challenging global environment[54] - The company has purchased directors and officers insurance effective from April 6, 2023, after the resumption of trading, to cover potential legal claims against its directors and senior officers[82]

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內 容概不負責，對其準確性或完整性亦不發表任何聲明，並明確表示，概 不對因本公告全部或任何部份內容而產生或因倚賴該等內容而引致的 任何損失承擔任何責任。 ARES ASIA LIMITED 安 域 亞 洲 有 限 公 司 （於百慕達註冊成立之有限公司） （股份代號：645） 截 至 二 零 二 三 年 九 月 三 十 日 止 六 個 月 中 期 業 績 公 告 安 域 亞 洲 有 限 公 司（「本 公 司」）之 董 事（「董 事」）會（「董 事 會」）謹 此 宣 佈 本 公 司 及 其 附 屬 公 司（「本 集 團」）截 至 二 零 二 三 年 九 月 三 十 日 止 六 個 月（「本 期間」）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 如下： ...

Financial Performance - For the fiscal year ending March 31, 2023, the company reported revenue of approximately $52.6 million, a decrease of about 48.2% compared to the previous fiscal year[9] - The gross profit for the same period was approximately $1.1 million, an increase of about 161.0% from the previous fiscal year[9] - The net loss attributable to shareholders was approximately $0.8 million, a reduction of about 64.1% compared to the previous fiscal year[9] - The company's coal and other commodity trading business generated revenue of approximately $52.6 million, down from $101.6 million in the previous year, representing a decrease of about 48.2%[12] - The total coal sales volume for the year was approximately 0.67 million tons, down from approximately 1.25 million tons in the previous year[14] - The company recorded a pre-tax loss of $0.8 million, which included a profit of $0.6 million from coal trading and operating expenses of $1.4 million[13] - The increase in gross profit to $1.1 million was primarily due to rising coal price indices[14] - For the fiscal year ending March 31, 2023, the company recorded a pre-tax loss of $0.8 million, an improvement from a pre-tax loss of $2.1 million for the previous year[16] Cash and Debt Management - As of March 31, 2023, the company's cash and bank balances were approximately $7.7 million, down from $9.7 million a year earlier[17] - The company's debt-to-equity ratio improved to approximately 132% as of March 31, 2023, compared to 172% a year prior[17] - The company has no plans for significant capital expenditures and relies on internal cash flow and existing trade financing loans for daily operations[17] - The company’s distributable reserves as of March 31, 2023, amounted to $1,762,000, a decrease from $2,965,000 in 2022[42] Business Operations and Strategy - The company continues to focus on managing business risks and strategic development in response to global economic uncertainties[10] - The company does not maintain any coal inventory, relying instead on market knowledge and supplier relationships to meet customer demands[12] - The ongoing impact of the COVID-19 pandemic has significantly affected global business activities, leading to project delays and reduced revenue growth[9] - The company faces challenges in the future due to uncertainties in the global and local business environment, including the impact of the COVID-19 pandemic and trade tensions affecting coal imports from Australia[24] Corporate Governance - The company has a governance report detailing its corporate governance practices available in the annual report[89] - The board of directors includes experienced members with backgrounds in finance, project management, and international trade[96][97][101] - The company is committed to achieving good corporate governance and focuses on creating long-term sustainable growth for shareholders[105] - The board consists of two executive directors, one non-executive director, and three independent non-executive directors, ensuring a diverse skill set and experience[106] - The company has adopted all provisions of the corporate governance code as per the listing rules, demonstrating compliance and commitment to governance standards[105] Risk Management - The company emphasizes the importance of risk and opportunity management through effective governance structures[105] - The group has adopted a three-tier risk management approach to identify, assess, mitigate, and respond to risks[154] - The board has reviewed the effectiveness of the group's risk management and internal control systems for the year ending March 31, 2023, and considers them effective and adequate[160] - The company has committed to continuous improvement of its risk management and internal control systems to maintain baseline risks within acceptable limits[155] Transactions and Related Party Disclosures - The company has established a threshold of HKD 5 million for significant transactions, which must be reported to the CFO for disclosure and board approval[194] - The company has committed to ensuring that all significant transactions are reported and approved by the board[195] - The transaction department has created a checklist to monitor the status of contracts, enhancing the archiving of important documents[200] - All current directors and senior management are required to sign a written declaration of interests and related parties at least annually[193] Board Structure and Committees - The company has established a Nomination Committee to assess board composition and recommend suitable candidates[124] - The audit committee, chaired by Mr. Liu Ji, is responsible for reviewing the accounting principles adopted by the group and discussing audit and internal control matters[129] - The remuneration committee is composed of independent non-executive directors, with Mr. Zhang Zhenxi as the chairman, responsible for reviewing and approving the remuneration policies for directors and senior management[127] Shareholder Information - The company does not recommend any dividend distribution for the fiscal year ending March 31, 2023[31] - The company has adopted a dividend policy aimed at balancing shareholder interests with prudent capital management, considering factors such as current and future operations, profitability, and cash needs[146][152] - The board has the discretion to declare dividends, subject to compliance with Bermuda Company Law and company bylaws[148] Employment and Diversity - The company employed a total of 7 full-time employees in Hong Kong and Singapore as of March 31, 2023, consistent with the previous year[25] - The board consists of one female director and five male directors, achieving the measurable goal of gender diversity as of March 31, 2023[141] - The employee gender ratio as of March 31, 2023, is 16.7% male to 83.3% female[143]

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內 容概不負責，對其準確性或完整性亦不發表任何聲明，並明確表示，概 不對因本公告全部或任何部份內容而產生或因倚賴該等內容而引致的 任何損失承擔任何責任。 ARES ASIA LIMITED 安 域 亞 洲 有 限 公 司 （於百慕達註冊成立之有限公司） （股份代號：645） 截 至 二 零 二 三 年 三 月 三 十 一 日 止 年 度 全 年 業 績 公 告 ...

Financial Performance - For the six months ended September 30, 2022, the company reported revenue of $17,086,000, a decrease of 76.8% compared to $73,740,000 in the same period last year[7] - The gross profit for the same period was $511,000, compared to $312,000 in the previous year, indicating a significant improvement in gross margin[7] - The operating loss narrowed to $204,000 from $1,165,000 year-over-year, reflecting a 82.5% reduction in operating losses[7] - The net loss for the period was $214,000, a significant improvement from the net loss of $1,329,000 in the prior year[7] - The company reported a basic and diluted loss per share of $0.04 compared to $0.26 in the previous year, showing an improvement in loss per share[7] - The company recorded a pre-tax loss of $214,000 for the six months ended September 30, 2022, compared to a loss of $1,329,000 for the same period in 2021[32] - The net loss attributable to shareholders decreased by approximately 83.89% compared to the same period last year, driven by increased gross profit and reduced sales and administrative expenses[57] Cash and Assets - Cash and bank balances increased to $10,120,000 from $8,781,000, representing a 15.2% increase[8] - Total assets decreased to $13,953,000 from $24,619,000, a decline of 43.1%[8] - The company's equity decreased to $8,838,000 from $9,052,000, a decrease of 2.4%[8] - The cash flow from operating activities was $564,000, a significant decrease from $31,364,000 in the previous year[11] - As of September 30, 2022, the group's cash and bank deposits amounted to approximately $10.12 million, up from $8.78 million as of March 31, 2022, indicating no significant fluctuations[59] Trade Receivables and Inventory - Trade receivables decreased to $3,833,000 from $14,938,000, a reduction of 74.3%[8] - The company’s cost of inventory for the six months ended September 30, 2022, was $16,575,000, significantly lower than $69,286,000 in the same period of 2021[29] - The company’s total trade receivables and other receivables amounted to $3,833,000 as of September 30, 2022, down from $14,938,000 as of March 31, 2022[35] Expenses and Liabilities - Sales and administrative expenses for the period were approximately $0.74 million, a decrease of $0.19 million compared to $0.93 million in the same period last year, mainly due to reduced employee costs[53] - The group incurred litigation expenses totaling approximately $1,390,000 related to a claim from Landway Investments Limited[46] - The group committed to repaying lease liabilities and interest amounting to $193,000 for the six months ending September 30, 2022[50] - The aging analysis of trade payables as of September 30, 2022, showed trade payables of $3,373,000 and other payables and accrued expenses of $1,323,000[42] Government Support and Subsidies - The company received government subsidies amounting to $19,000 during the six months ended September 30, 2022, under Singapore's "Job Support" scheme[28] Shareholder Information - The company did not declare any interim dividend for the six months ended September 30, 2022, consistent with the previous year[31] - No interim dividend has been recommended for the six months ended September 30, 2022, consistent with the same period last year[65] - As of September 30, 2022, Reignwood International Holdings Company Limited holds 337,465,038 shares, representing 65.76% of the issued share capital[77] - The company did not hold an annual general meeting for shareholders due to delays in completing the audit for the previous fiscal year[85] Corporate Governance - The company has complied with the corporate governance code, with the exception of the separation of roles between the Chairman and CEO during a specific period[82] - The audit committee reviewed the accounting principles and practices adopted by the group and had no objections to the interim financial statements[89] - The company has adopted the standard code of conduct for securities transactions by directors and confirmed compliance during the reporting period[86] - The company will regularly review the effectiveness of its governance structure to ensure it remains suitable for current circumstances[82] Employee Information - The total compensation for key management personnel for the six months ending September 30, 2022, was $130,000, a decrease from $144,000 in the same period last year[49] - The group had a total of 8 full-time employees as of September 30, 2022, an increase from 7 employees as of March 31, 2022[79] Impairment and Recoverability - As of September 30, 2022, there remained $11,064,000 in uncollected amounts, with an impairment loss of the same amount carried over from previous years[39] - The group has recognized a full impairment loss of $11,704,000 on prepaid amounts due to significant uncertainty regarding the recoverability of these amounts[38] Future Plans and Strategies - The group plans to implement strict cost control measures and enhance competitiveness through strengthening existing divisions in response to ongoing economic uncertainties[58] - The group currently has no significant capital expenditure plans and believes it has sufficient liquidity to meet its operational funding needs[61] Stock and Securities - The company did not purchase, sell, or redeem any of its listed securities during the six months ending September 30, 2022[78] - There were no stock options granted, exercised, expired, or canceled during the six months ended September 30, 2022[71] - There were no arrangements made for directors or key executives to acquire shares or debentures of the company or its subsidiaries during the six months ending September 30, 2022[74] - No major shareholders reported any interests or short positions in the company's shares or related securities as of September 30, 2022[76] Trading Performance - For the period ending September 30, 2022, the group reported revenue from coal and other commodity trading of approximately $17.10 million, a decrease of 76.81% or $56.64 million compared to the same period last year[52] - The total sales volume of coal was approximately 0.24 million tons, down from approximately 0.92 million tons in the same period last year[52] - The group has not recorded any bad debts in its coal and other trading businesses to date, reflecting strict control over credit and collection policies[61]