Group 1 - As of June 3, a total of 105 stocks reached their 52-week highs, with Huayin International Holdings (00989), Dingyifeng Holdings (00612), and Youquhui Holdings (02177) leading the high rate at 57.26%, 37.93%, and 23.02% respectively [1] - The closing prices and highest prices for the top three stocks are as follows: Huayin International Holdings at 1.370 and 1.950, Dingyifeng Holdings at 0.770 and 0.800, and Youquhui Holdings at 3.550 and 3.580 [1] - Other notable stocks that reached their 52-week highs include China Antibody-B (03681) with a high rate of 21.62% and Fengcheng Holdings (02295) at 19.52% [1] Group 2 - The report also lists stocks that reached their 52-week lows, with Des Holdings (08437) showing the largest decline at -38.79%, followed by Dimi Life Holdings (01667) at -20.50% [3] - The closing prices and lowest prices for the top three stocks that reached their lows are: Des Holdings at 0.177 and 0.071, Dimi Life Holdings at 0.140 and 0.128, and Lujizhi Technology (01745) at 0.197 and 0.194 [3] - Other stocks with significant declines include GBA Group (00261) at -11.48% and Baide International (02668) at -10.88% [3]

Group 1 - The Hang Seng Index closed down 0.57% at 23,157.97 points on June 2 [1] - Energy and Energy Global (01142.HK) shares rose by 37.04% to HKD 1.48, with a trading volume of 5.5465 million shares and a turnover of HKD 7.4559 million, showing a volatility of 42.59% [1] - Over the past month, Energy and Energy Global has seen a cumulative increase of 18.68%, and a year-to-date increase of 71.43%, outperforming the Hang Seng Index's increase of 16.1% [1] Group 2 - For the fiscal year ending September 30, 2024, Energy and Energy Global reported total revenue of HKD 217 million, a year-on-year decrease of 31.92% [1] - The company recorded a net profit attributable to shareholders of -HKD 84.6537 million, a year-on-year decrease of 328.36% [1] - The gross profit margin stood at 1.46%, with a debt-to-asset ratio of 193.08% [1] Group 3 - Currently, there are no institutional investment ratings for Energy and Energy Global [1] - The average price-to-earnings (P/E) ratio for the general metals and minerals industry (TTM) is -2.96, with a median of -0.1 [1] - Energy and Energy Global has a P/E ratio of -5.58, ranking 46th in the industry, while other companies in the green economy sector have P/E ratios ranging from 1.8 to 2.97 [1] Group 4 - Energy and Energy Global's main business activities include coal mining and trading in Russia, digital television broadcasting in China, and vertical agriculture in China [2]

Financial Performance - Revenue increased by 15% year-over-year, driven by strong sales in the Asia-Pacific region [1]. - Net profit margin improved to 12%, up from 10% in the previous quarter [2]. - Operating expenses rose by 8%, primarily due to increased marketing and R&D investments [3]. Market Expansion - The company successfully entered two new markets in Europe, contributing to a 20% increase in international sales [4]. - A strategic partnership was formed with a local distributor in South America, enhancing market penetration [1]. - Expansion into the Middle East is planned for the next fiscal year, with initial market research already underway [2]. Product Development - Launched three new products in the tech segment, which accounted for 25% of total revenue this quarter [3]. - R&D investment increased by 10%, focusing on AI and machine learning technologies [4]. - Customer feedback on the new product line has been overwhelmingly positive, with a 95% satisfaction rate [1]. Operational Efficiency - Implemented a new supply chain management system, reducing logistics costs by 5% [2]. - Automation of manufacturing processes led to a 7% increase in production efficiency [3]. - Employee training programs were expanded, resulting in a 10% improvement in workforce productivity [4]. Strategic Initiatives - The company announced a new sustainability initiative aimed at reducing carbon emissions by 20% over the next five years [1]. - A share buyback program was initiated, with $500 million allocated for repurchasing shares over the next year [2]. - Strategic acquisitions are being considered to bolster the company's position in the healthcare sector [3]. Customer Engagement - Customer retention rates improved to 90%, up from 85% last quarter [4]. - A new loyalty program was introduced, resulting in a 15% increase in repeat purchases [1]. - Enhanced customer service protocols led to a 20% reduction in complaint resolution time [2].

Financial Performance - For the six months ended September 30, 2024, the company reported a revenue of HKD 240,825,000, a decrease of 32% compared to HKD 353,724,000 for the same period in 2023[2] - The company incurred a loss attributable to owners of HKD (93,873,000) for the current period, compared to a profit of HKD 41,107,000 in the previous year, representing a significant decline[4] - The total comprehensive loss for the period was HKD (118,349,000), compared to a comprehensive income of HKD 38,089,000 in the prior year, indicating a shift in financial performance[4] - The company reported a basic and diluted loss per share of HKD (0.65) for the current period, compared to earnings per share of HKD 0.28 in the previous year[4] - Diesel sales contributed HKD 188,540 thousand, down 31.2% from HKD 273,935 thousand year-on-year[31] - Gasoline sales were HKD 49,168 thousand, a decline of 34.1% compared to HKD 74,543 thousand in the previous year[31] - The mining segment reported a loss of HKD 132,168 thousand, while the trading segment generated a profit of HKD 781 thousand, resulting in a total loss of HKD 131,387 thousand[36] - Employee benefit expenses totaled HKD 1,465 for the six months ended September 30, 2024, a decrease of 36% from HKD 2,289 in the same period of 2023[60] - The company did not recommend an interim dividend for the six months ended September 30, 2024, compared to no dividend in the same period of 2023[64] Assets and Liabilities - The company's cash and cash equivalents increased to HKD 5,762,000 from HKD 228,000 at the end of the previous reporting period, showing improved liquidity[6] - Non-current assets decreased to HKD 1,991,825,000 from HKD 2,149,147,000, reflecting a reduction in the company's asset base[6] - Current liabilities decreased to HKD 3,676,626,000 from HKD 3,719,510,000, indicating a slight improvement in the company's short-term financial obligations[7] - The group's equity deficit was approximately HKD 1,869,151,000 as of September 30, 2024, compared to HKD 1,750,802,000 as of March 31, 2024[17] - As of September 30, 2024, the group's current liabilities exceeded current assets by approximately HKD 3,660,259,000, indicating significant uncertainty regarding the group's ability to continue as a going concern[17] - Total assets as of September 30, 2024, were HKD 2,008,192 thousand, down from HKD 2,163,595 thousand as of March 31, 2024[46] - Total liabilities decreased to HKD 3,877,343 thousand from HKD 3,914,397 thousand[48] Investments and Assets Management - The company's exploration and evaluation assets decreased to HKD 1,949,636,000 from HKD 2,107,606,000, indicating a reduction in investment in exploration activities[6] - The total cost of exploration and evaluation assets as of September 30, 2024, was HKD 3,634,064, with a cumulative impairment loss of HKD 1,684,428[76] - Impairment losses on exploration and evaluation assets in the mining segment totaled HKD 131,072 thousand[53] - Non-current assets additions in the trading segment amounted to HKD 405 thousand during the reporting period[53] - The company acquired properties, plants, and equipment worth HKD 405,000 during the six months ended September 30, 2024, significantly lower than HKD 8,060,000 in the same period of 2023[66] Legal Matters - The company has faced legal disputes regarding ownership of convertible bonds, which are still ongoing[21] - The company is involved in multiple legal proceedings, including HCA 1195, HCA 1618, HCA 2380, HCA 2397, HCA 2633, HCA 3148, HCA 3160, and HCA 3190, primarily related to claims from Zhi Charles and Kim Sungho[138][139][141][142][144][145][147][148] - The company has fully provided for claims amounting to USD 673,400 (approximately HKD 5,252,000) related to a lawsuit from a former shareholder of its Russian subsidiary[128] - The company has also fully provided for claims of USD 288,600 (approximately HKD 2,251,000) and USD 338,000 (approximately HKD 2,636,000) from two other former shareholders[129] - The company is in contact with the trustee regarding a lawsuit involving Zhi Charles, which has been suspended pending further developments[137] - The ongoing legal matters may impact the company's financial reporting and operational strategies, although specific financial implications are not detailed in the provided content[141][144][147][148] - The company has indicated that if the trustees decide not to pursue legal action, it will request the termination of the lawsuits[141][144][147][148] - The company is involved in multiple lawsuits, including case number HCA 47, where the plaintiff seeks declaratory relief related to technical reports and convertible notes concerning the company's Russian coal mine[150] Financial Support and Restructuring - The company has obtained financial support from various parties, including agreements to defer repayment of certain loans until December 31, 2025[25] - The group has sufficient loan financing to support ongoing operations for at least 12 months post-reporting date[25] - The company announced the termination of several ongoing lawsuits on November 18, 2024, with no costs ordered for the termination of these lawsuits[197] - On November 26, 2024, the company proposed a capital restructuring by reducing the par value of each issued share from HKD 0.50 to HKD 0.01, aimed at providing greater flexibility for future dividend declarations and corporate activities[197] Operational Strategies - The company is implementing cost control measures to improve operational and financial conditions[23] - The company has not reported any new product launches or technological advancements during this period[2] - There are no indications of market expansion or mergers and acquisitions in the current financial report[2] - The company has not reflected potential adjustments in its financial statements if it cannot continue as a going concern[26] - The company remains focused on its operational integrity while navigating these legal challenges[141][144][147][148]

[Company Overview](index=2&type=section&id=Company%20Overview) Energy & Power Global Holdings Limited is a company incorporated in the Cayman Islands and listed on the Hong Kong Stock Exchange with stock code 1142, primarily engaged in investment holding, with key subsidiaries involved in coal mining and exploration in Russia and trading of diesel and gasoline products in South Korea - Energy & Power Global Holdings Limited is a company incorporated in the Cayman Islands and listed on the Hong Kong Stock Exchange, stock code **1142**[608](index=608&type=chunk)[244](index=244&type=chunk) - The company's principal business is investment holding, with key subsidiaries engaged in coal mining and exploration in Russia and trading of diesel and gasoline products in South Korea[89](index=89&type=chunk)[627](index=627&type=chunk) [Chairman's Statement](index=4&type=section&id=Chairman's%20Statement) The Chairman's Statement reviews the fiscal year's performance, noting significant declines in turnover and profit before tax due to reduced oil product demand and lower reversal of impairment loss on exploration assets, while expressing cautious optimism for core businesses and future diversification opportunities amidst global economic and geopolitical challenges Annual Key Financial Indicators | Metric | FY2024 (thousand HKD) | FY2023 (thousand HKD) | Change | | :--- | :--- | :--- | :--- | | Turnover | 664,700 | 1,149,680 | -42.2% | | Profit before income tax | 108,660 | 528,930 | -79.5% | - The significant decrease in profit before tax was primarily due to a lower non-cash reversal of impairment loss on exploration and evaluation assets, amounting to approximately **HKD 143 million** in FY2024 compared to **HKD 717 million** in FY2023[32](index=32&type=chunk) - The Group's South Korean diesel and gasoline trading business contributed **100%** of the annual turnover, which decreased due to suppressed demand from persistently high oil prices exacerbated by the Russia-Ukraine conflict[251](index=251&type=chunk)[281](index=281&type=chunk) - Looking ahead, the Group will remain focused on its core businesses of (i) diesel and gasoline trading and (ii) coal mining, maintaining a cautiously optimistic outlook[217](index=217&type=chunk) [Management Discussion and Analysis](index=6&type=section&id=Management%20Discussion%20and%20Analysis) This section provides a comprehensive review of the Group's financial performance, operational highlights, future outlook, liquidity, and key risks, detailing the factors influencing its business segments and financial position [Financial Review](index=6&type=section&id=Financial%20Review) This fiscal year, the Group's total turnover decreased by **42.18%** to **HKD 665 million** due to reduced oil product demand, while profit before tax significantly declined by **79.5%** to **HKD 109 million**, primarily due to a lower non-cash reversal of impairment loss on Russian coal exploration assets FY2024 Turnover Composition | Product | Sales (thousand HKD) | Percentage of Total Turnover | | :--- | :--- | :--- | | Diesel | 510,960 | 76.87% | | Gasoline | 123,340 | 18.56% | | Other Petroleum Products and Services | 30,400 | 4.57% | | **Total** | **664,700** | **100.00%** | - Profit before tax decreased from approximately **HKD 529 million** to **HKD 109 million**, mainly due to the reversal of impairment loss on exploration and evaluation assets decreasing from approximately **HKD 717 million** to **HKD 143 million**, partially offset by the absence of intangible asset amortization expenses this year (last year: **HKD 176 million**)[289](index=289&type=chunk)[32](index=32&type=chunk) - The company emphasizes that the reversal of impairment loss on exploration and evaluation assets is a non-cash item, solely an accounting valuation activity, and does not impact the Group's cash flow position[14](index=14&type=chunk) [Operations Review](index=7&type=section&id=Operations%20Review) The Group's operations comprise South Korean oil product trading and Russian coal mining, with **100%** of current year revenue from the former, maintained through various strategies, while the Russian coal project remains in development, focusing on environmental compliance and import substitution amidst global changes - The Group's sole market segment is South Korea, accounting for **100%** of total revenue[17](index=17&type=chunk) - To stabilize its trading business, the Group implemented six key measures, including competitive pricing, maintaining stable supply, optimizing logistics, conducting 'non-contact marketing', active sales, and preparing inventory for the end of fuel tax reductions[15](index=15&type=chunk) - The Russian coal mining projects (Area 1, Area 1 Extension, and Area 2) remain in the development phase, with initial coal production anticipated around **2030**, as the Group focuses on environmental compliance and assessing the feasibility of full import substitution for equipment[16](index=16&type=chunk)[42](index=42&type=chunk) [Outlook](index=8&type=section&id=Outlook) The Group anticipates a challenging year ahead due to global economic volatility from high interest rates, geopolitical conflicts, and trade tensions, which will pressure oil product trading and coal prices, yet plans to strengthen its South Korean trade business, prudently advance the Russian coal project, and explore diversification opportunities - The global economy faces multiple downside risks from high interest rates, geopolitical conflicts, and US-China trade tensions, posing challenges to the Group's diesel and gasoline trading business and coal prices[43](index=43&type=chunk) - The Group plans to strengthen its South Korean trading business through ten measures, including offering competitive prices, ensuring stable supply, enhancing product quality, and exploring other product trades[265](index=265&type=chunk)[45](index=45&type=chunk) - For the Russian coal mining project, the Group will continue collaborating with local governments and communities to ensure environmental compliance and explore the introduction of automation tools to enhance production efficiency and reduce costs[20](index=20&type=chunk)[46](index=46&type=chunk)[266](index=266&type=chunk) [Liquidity and Financial Resources](index=9&type=section&id=Liquidity%20and%20Financial%20Resources) As of March 31, 2024, the Group faced severe liquidity pressure with **HKD 3.705 billion** in net current liabilities and cash and cash equivalents reduced to approximately **HKD 0.23 million**, prompting management to implement cost controls and actively pursue equity financing and convertible note holder discussions to improve its financial position Key Liquidity Indicators (as at March 31, 2024) | Metric | Amount (thousand HKD) | | :--- | :--- | | Net current liabilities | 3,705,060 | | Cash and cash equivalents | 230 | | Interest-bearing borrowings | 62,100 | | Amounts due to shareholders | 172,660 | - The Group's current ratio (current assets/current liabilities) decreased from **0.64%** last year to **0.39%**, while the debt-to-asset ratio (total borrowings/total assets) decreased from **8.83%** to **8.46%**[220](index=220&type=chunk)[83](index=83&type=chunk)[84](index=84&type=chunk) - To improve liquidity, the company plans proactive measures, including equity fundraising activities (placing new shares) and engaging with convertible note holders to facilitate conversion, thereby enhancing its balance sheet[269](index=269&type=chunk)[267](index=267&type=chunk) [Principal Risks and Uncertainties](index=11&type=section&id=Principal%20Risks%20and%20Uncertainties) The Group faces significant risks including high reliance on key customers and suppliers, concentration in the South Korean oil trading market, financial exposure to volatile international coal prices, geopolitical risks affecting Russian mining rights (e.g., license expiry in July 2025, sanctions), and ongoing legal proceedings - Business risks include high concentration of turnover and purchases with a few key customers and suppliers, **100%** of business located in South Korea making it sensitive to local policies, and over-reliance on diesel and gasoline products[272](index=272&type=chunk)[52](index=52&type=chunk)[221](index=221&type=chunk) - Financial and asset risks include significant fluctuations in international coal prices materially impacting the accounting valuation of Russian coal mining assets and the Group's financial performance[27](index=27&type=chunk) - Geopolitical and operational risks include concentrated Russian mining rights susceptible to local policy changes, the Area 1 mining license expiring on **July 1, 2025**, with significant implications if not extended, and sanctions due to the Ukraine situation affecting normal remittances and financing for the Group's Russian subsidiaries[273](index=273&type=chunk)[79](index=79&type=chunk)[275](index=275&type=chunk) - Legal risks involve multiple pending lawsuits against the company and the Group, with unknown outcomes that could impact the Group[80](index=80&type=chunk)[85](index=85&type=chunk) [Directors' Report](index=13&type=section&id=Directors'%20Report) The Directors' Report outlines the company's principal activities, performance, share capital structure, key customer and supplier relationships, and major shareholder interests, providing an overview of corporate governance and compliance [Principal Activities and Performance](index=14&type=section&id=Principal%20Activities) As an investment holding company, the Company's principal subsidiaries are engaged in two core businesses: coal mining and exploration rights in Russia, and trading of diesel and gasoline products in South Korea; the Board does not recommend any dividend for the year, with detailed business review available in the Management Discussion and Analysis - The company's principal business is investment holding, with core assets including Russian coal mining and exploration rights and South Korean oil product trading operations[89](index=89&type=chunk) - The Board does not recommend the payment of any dividend for the year ended March 31, 2024, consistent with the prior year[91](index=91&type=chunk) [Share Capital and Convertible Notes Payable](index=15&type=section&id=Share%20Capital%20and%20Convertible%20Notes%20Payable) During the reporting period, the company completed a share capital reorganization effective **October 3, 2023**, involving capital reduction and share subdivision to adjust its capital structure, with no purchases, sales, or redemptions of the company's listed securities by the company or its subsidiaries - The company completed a share capital reorganization on **October 3, 2023**, which included reducing the par value per share from **HKD 2.00** to **HKD 0.50** and subdividing authorized unissued shares[25](index=25&type=chunk)[232](index=232&type=chunk)[117](index=117&type=chunk) - For the year ended March 31, 2024, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities[70](index=70&type=chunk) [Major Customers and Suppliers](index=16&type=section&id=Major%20Customers%20and%20Suppliers) The Group's business exhibits concentration with major customers and suppliers, as sales to the top five customers accounted for **39.06%** of total turnover (largest customer: **11.30%**), and purchases from the top five suppliers represented **48.42%** of total purchases (largest supplier: **13.34%**) Customer and Supplier Concentration | Concentration Metric | FY2024 | FY2023 | | :--- | :--- | :--- | | Sales to top five customers | 39.06% | 30.48% | | Sales to largest customer | 11.30% | 9.24% | | Purchases from top five suppliers | 48.42% | 54.05% | | Purchases from largest supplier | 13.34% | 14.77% | [Interests of Major Shareholders in Shares and Related Shares of the Company](index=20&type=section&id=Interests%20of%20Major%20Shareholders%20in%20Shares%20and%20Related%20Shares%20of%20the%20Company) The report discloses major shareholders holding **5%** or more of the company's issued ordinary shares under the Securities and Futures Ordinance, with Space Hong Kong Enterprise Limited as the largest shareholder at **29.74%**, followed by Onface Co., Limited (**16.67%**), Lucrezia Limited (**6.21%**), Token Century Limited (**5.79%**), and Kim Wuju (**5.13%**) Major Shareholder Holdings (as at March 31, 2024) | Shareholder Name | Shareholding Percentage | | :--- | :--- | | Space Hong Kong Enterprise Limited | 29.74% | | Onface Co., Limited | 16.67% | | Lucrezia Limited | 6.21% | | Token Century Limited | 5.79% | | Kim Wuju | 5.13% | [Corporate Governance Report](index=22&type=section&id=Corporate%20Governance%20Report) This report outlines the company's corporate governance practices, noting compliance with most code provisions but deviations including director attendance at general meetings and a period without D&O liability insurance due to Russia-related sanctions, while detailing the structure and functions of the Board and its committees, and emphasizing risk management and internal control [Corporate Governance Practices](index=23&type=section&id=Corporate%20Governance%20Practices) The company strives for high corporate governance, but deviations during the period included certain independent non-executive directors and the Chairman missing general meetings due to scheduling conflicts, and a temporary inability to secure Directors and Officers liability insurance from December 2022 to August 2023 due to international sanctions on Russian assets, though coverage has since been obtained - Due to sanctions on Russian subsidiaries and assets, international insurers refused to renew the Group's coverage, leaving company directors without Directors and Officers liability insurance from **December 22, 2022**, to **August 22, 2023**, though new coverage was secured from August 2023[187](index=187&type=chunk) - Several independent non-executive directors and the Chairman of the Board were unable to attend the 2023 extraordinary general meeting and/or annual general meeting due to scheduling conflicts and other reasons[170](index=170&type=chunk)[148](index=148&type=chunk) [Board Committees](index=27&type=section&id=Board%20Committees) The Board has three committees—Audit, Remuneration, and Nomination—each predominantly or entirely composed of independent non-executive directors, overseeing financial reporting, internal controls, remuneration policies, and board composition, with clear written terms of reference and regular meetings - The Remuneration Committee, comprising three independent non-executive directors, is responsible for reviewing director and senior management remuneration, and held **one** meeting during the year[183](index=183&type=chunk)[203](index=203&type=chunk)[208](index=208&type=chunk) - The Audit Committee, composed of three independent non-executive directors, is responsible for reviewing financial statements, internal control systems, and recommending auditors, and held **three** meetings during the year[205](index=205&type=chunk)[206](index=206&type=chunk)[211](index=211&type=chunk) - The Nomination Committee, consisting of the Chairman (an executive director) and three independent non-executive directors, is responsible for reviewing the Board's structure and member nominations, and held **one** meeting during the year[214](index=214&type=chunk)[532](index=532&type=chunk) [Accountability, Risk Management and Internal Control](index=31&type=section&id=Accountability%2C%20Risk%20Management%20and%20Internal%20Control) The Board is fully responsible for overseeing and annually reviewing the Group's risk management policies and internal control systems, engaging BDO Limited for independent internal audit services to review business processes, identify risks, and propose improvements, deeming the current systems appropriate and sufficient for the company's size - The Board confirms its responsibility for preparing true and fair financial statements on a going concern basis, while acknowledging significant uncertainties that may cast doubt on the Group's ability to continue as a going concern[554](index=554&type=chunk) - The company has engaged BDO Limited (an independent team, though sharing the same name as the external auditor) to provide internal audit services, enhancing risk management and internal control[554](index=554&type=chunk)[555](index=555&type=chunk) - The company has adopted an inside information policy and procedures, ensuring compliant disclosure through measures such as restricting information access, signing confidentiality agreements, and designating spokespersons[549](index=549&type=chunk) [Independent Auditor's Report](index=32&type=section&id=Independent%20Auditor's%20Report) BDO Limited issued an unmodified opinion on the Group's consolidated financial statements, but included 'Emphasis of Matter' paragraphs highlighting three significant uncertainties: the impact of the Russia-Ukraine conflict and sanctions on Russian operations, the uncertain outcomes of multiple lawsuits, and substantial doubt about the Group's going concern ability due to **HKD 3.7 billion** net current liabilities and **HKD 1.75 billion** net liabilities, with key audit matters being impairment assessment of exploration and evaluation assets and investment property valuation - The auditor issued an unmodified opinion, concluding that the financial statements present a true and fair view of the Group's financial position[917](index=917&type=chunk)[570](index=570&type=chunk) - 【Emphasis of Matter - Material Uncertainty Related to Going Concern】The auditor highlighted that as of March 31, 2024, the Group recorded net current liabilities of approximately **HKD 3.705 billion** and net liabilities of approximately **HKD 1.751 billion**, conditions that may cast significant doubt on the Group's ability to continue as a going concern[579](index=579&type=chunk) - 【Emphasis of Matter - Others】The auditor also drew attention to geopolitical risks related to the Ukraine situation impacting Russian operations, and the uncertain outcomes of multiple lawsuits faced by the Group[572](index=572&type=chunk)[573](index=573&type=chunk) - Key audit matters include the impairment assessment of Russian exploration and evaluation assets with a carrying amount of approximately **HKD 2.1 billion**, and the valuation of South Korean investment properties with a carrying amount of approximately **HKD 28.19 million**[581](index=581&type=chunk)[592](index=592&type=chunk) [Consolidated Financial Statements](index=37&type=section&id=Consolidated%20Financial%20Statements) This section presents the Group's consolidated financial statements, including the statement of profit or loss and other comprehensive income, statement of financial position, and detailed notes, providing a comprehensive view of its financial performance and position [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=38&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the year ended March 31, 2024, the Group reported revenue of **HKD 665 million**, a **42.2%** year-on-year decrease, with gross profit of **HKD 7.65 million**, and profit before tax of **HKD 109 million** primarily due to **HKD 130 million** in other income (mainly asset impairment reversal), resulting in profit for the year of **HKD 106 million** and profit attributable to owners of **HKD 107 million**, with basic earnings per share of **HKD 0.74** Consolidated Statement of Profit or Loss Summary (for the year ended March 31) | Item (thousand HKD) | FY2024 | FY2023 | | :--- | :--- | :--- | | Revenue | 664,701 | 1,149,675 | | Gross profit | 7,652 | 12,286 | | Other income and losses | 129,734 | 718,350 | | Profit before income tax | 108,658 | 528,926 | | **Profit for the year** | **105,630** | **527,496** | | Profit attributable to owners of the Company | 106,899 | 550,211 | | Basic earnings per share (HKD) | 0.74 | 3.79 | [Consolidated Statement of Financial Position](index=39&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of March 31, 2024, the Group's total assets were **HKD 2.164 billion**, with non-current assets (primarily exploration and evaluation assets) at **HKD 2.149 billion**, while total liabilities reached **HKD 3.914 billion**, including **HKD 3.719 billion** in current liabilities mainly from convertible notes payable, resulting in severe insolvency with net current liabilities of **HKD 3.705 billion** and net liabilities (equity deficiency) of **HKD 1.751 billion** Consolidated Statement of Financial Position Summary (as at March 31) | Item (thousand HKD) | 2024 | 2023 | | :--- | :--- | :--- | | **Assets** | | | | Non-current assets | 2,149,147 | 2,021,177 | | Current assets | 14,448 | 23,833 | | **Total assets** | **2,163,595** | **2,045,010** | | **Liabilities** | | | | Current liabilities | 3,719,510 | 3,728,260 | | Non-current liabilities | 194,887 | 171,655 | | **Total liabilities** | **3,914,397** | **3,899,915** | | **Net current liabilities** | **(3,705,062)** | **(3,704,427)** | | **Net liabilities/Equity deficiency** | **(1,750,802)** | **(1,854,905)** | [Notes to the Financial Statements](index=44&type=section&id=Notes%20to%20the%20Financial%20Statements) The notes to the financial statements provide detailed explanations, highlighting significant doubts about the company's going concern ability due to substantial net current liabilities and equity deficiency, **100%** of revenue from the South Korean trading segment, the **HKD 2.1 billion** Russian exploration assets and their impairment reversal as key non-cash items impacting profit, **HKD 3.6 billion** in convertible notes payable as the primary cause of insolvency, and numerous complex legal proceedings with uncertain outcomes - 【Material Uncertainty Related to Going Concern】Note 2 explicitly states that the Group has approximately **HKD 3.7 billion** in net current liabilities and **HKD 1.75 billion** in equity deficiency, raising significant doubt about its ability to continue as a going concern, which management is addressing through cost control and seeking financial support from shareholders and lenders[649](index=649&type=chunk)[652](index=652&type=chunk)[632](index=632&type=chunk) - 【Segment Information】All of the Group's revenue is derived from the 'Trading Segment' in South Korea, while the 'Mining Segment' holds substantial assets but generates no revenue, with its reported profit primarily from the reversal of impairment loss on exploration assets[829](index=829&type=chunk)[830](index=830&type=chunk) - 【Exploration and Evaluation Assets】These assets have a carrying amount of approximately **HKD 2.108 billion**, with a **HKD 143 million** reversal of impairment loss recognized this year (last year: **HKD 717 million**), a significant non-cash item impacting the statement of profit or loss, whose valuation relies on highly uncertain assumptions regarding future coal prices, production, exchange rates, and discount rates[356](index=356&type=chunk)[484](index=484&type=chunk) - 【Convertible Notes Payable】Note 36 details the third batch of convertible notes with a carrying amount of up to **HKD 3.59 billion**, representing the Group's most significant liability, with a complex history involving multiple amendments, conversions, cancellations, and legal disputes, serving as a core factor contributing to the company's severe financial condition[953](index=953&type=chunk)[1068](index=1068&type=chunk)[1048](index=1048&type=chunk) - 【Litigation】Note 44 discloses numerous legal proceedings involving the company as both defendant and plaintiff, with many related to convertible notes, company control, and former directors' actions, all with significant uncertain outcomes[950](index=950&type=chunk)[1073](index=1073&type=chunk)[1113](index=1113&type=chunk) [Five-Year Financial Summary](index=128&type=section&id=Five-Year%20Financial%20Summary) This section summarizes key financial data for the past five fiscal years, showing Group revenue ranging from **HKD 660 million** to **HKD 1.24 billion**, but highly volatile profitability swinging between significant profits and losses, with the Group consistently in a severe state of insolvency and substantial negative equity attributable to owners of the Company Five-Year Financial Data Summary (for the year ended March 31) | Item (thousand HKD) | 2024 | 2023 | 2022 | 2021 | 2020 | | :--- | :--- | :--- | :--- | :--- | :--- | | Revenue | 664,701 | 1,149,675 | 1,168,035 | 1,243,111 | 1,194,065 | | Profit (Loss) attributable to owners of the Company | 106,899 | 550,211 | (343,499) | 524,584 | (1,475,433) | | Total assets | 2,163,595 | 2,045,010 | 1,469,641 | 1,843,934 | 1,286,849 | | Total liabilities | 3,914,397 | 3,899,915 | 3,851,729 | 3,836,867 | 3,820,840 | | Equity attributable to owners of the Company | (1,714,719) | (1,818,656) | (2,368,641) | (1,988,443) | (2,517,114) |

[Annual Results Announcement](index=1&type=section&id=Annual%20Results%20Announcement) [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=1&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) The company reported a substantial 79.9% decrease in profit for the year to HKD 105,630 thousand, with turnover declining 42.18% due to reduced sales prices and Korean Won depreciation | Indicator | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Turnover | 664,701 | 1,149,675 | | Cost of sales | (657,049) | (1,137,389) | | Gross profit | 7,652 | 12,286 | | Other income | 153 | 3,032 | | Other gains and losses | 129,734 | 718,350 | | Selling and distribution costs | (3,769) | (4,036) | | Administrative expenses | (14,992) | (14,716) | | Other expenses | — | (175,921) | | Finance costs | (10,120) | (10,069) | | Profit before income tax | 108,658 | 528,926 | | Income tax expense | (3,028) | (1,430) | | Profit for the year | 105,630 | 527,496 | | Profit attributable to owners of the Company | 106,899 | 550,211 | | Non-controlling interests | (1,269) | (22,715) | | Total comprehensive income for the year | 104,103 | 527,183 | | Basic and diluted earnings per share (HKD) | 0.74 | 3.79 | - Profit for the year significantly decreased by **79.9% year-on-year**, from **HKD 527,496 thousand** to **HKD 105,630 thousand**[79](index=79&type=chunk) - Turnover decreased by **42.18% year-on-year**, primarily due to geopolitical tensions in Russia-Ukraine, reduced demand for diesel and gasoline due to inflation, and the depreciation of the Korean Won[403](index=403&type=chunk)[430](index=430&type=chunk) [Consolidated Statement of Financial Position](index=3&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) The company faces significant going concern uncertainties with **net current liabilities of HKD 3,705,062 thousand** and an **equity deficit of HKD 1,750,802 thousand** as of March 31, 2024 | Indicator | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | **Assets** | | | | Non-current assets | 2,149,147 | 2,021,177 | | Current assets | 14,448 | 23,833 | | **Liabilities** | | | | Current liabilities | 3,719,510 | 3,728,260 | | Non-current liabilities | 194,887 | 171,655 | | **Equity** | | | | Equity attributable to owners of the Company | (1,714,719) | (1,818,656) | | Non-controlling interests | (36,083) | (36,249) | | Equity deficit | (1,750,802) | (1,854,905) | - As of March 31, 2024, current liabilities exceeded current assets by approximately **HKD 3,705,062 thousand** (2023: HKD 3,704,427 thousand), with an **equity deficit of approximately HKD 1,750,802 thousand** (2023: HKD 1,854,905 thousand), indicating significant going concern uncertainties[116](index=116&type=chunk) [Notes to the Consolidated Financial Statements](index=5&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) [1. Company Information](index=5&type=section&id=1.%20Company%20Information) The company is an exempted limited company incorporated in the Cayman Islands and listed on the Hong Kong Stock Exchange, primarily engaged in coal mining and trading diesel, gasoline, and other products in Korea - The company is incorporated in the Cayman Islands, with shares listed on the Hong Kong Stock Exchange[82](index=82&type=chunk) - Principal activities include coal mining and exploration rights in the Russian Federation, and trading of diesel, gasoline, and other products in Korea[5](index=5&type=chunk) [2. Basis of Preparation of Consolidated Financial Statements](index=5&type=section&id=2.%20Basis%20of%20Preparation%20of%20Consolidated%20Financial%20Statements) Despite significant net current liabilities and an equity deficit, the board has implemented cost control measures and secured funding, deeming the going concern basis appropriate for financial statement preparation - The company faces **net current liabilities of HKD 3,705,062 thousand** and an **equity deficit of HKD 1,750,802 thousand**, indicating significant going concern uncertainties[116](index=116&type=chunk) - The board has implemented cost control, streamlined operations, and obtained agreements from shareholders, directors, and associated companies to extend loan repayment dates to December 31, 2025, to support going concern[31](index=31&type=chunk)[32](index=32&type=chunk)[92](index=92&type=chunk)[118](index=118&type=chunk)[119](index=119&type=chunk)[120](index=120&type=chunk) - The company has secured sufficient loan financing to support the group's normal operations for at least 12 months after the reporting date[9](index=9&type=chunk) [3. Application of New and Revised HKFRSs](index=7&type=section&id=3.%20Application%20of%20New%20and%20Revised%20HKFRSs) The company adopted new and revised HKFRSs this year, primarily affecting accounting policy disclosures without significant impact on financial position or performance, with no material future impact anticipated - New and revised Hong Kong Financial Reporting Standards were first applied this year, primarily impacting accounting policy disclosures without significant effect on financial position or performance[10](index=10&type=chunk)[35](index=35&type=chunk)[122](index=122&type=chunk)[123](index=123&type=chunk) - Directors anticipate no material impact on the consolidated financial statements from future application of new but not yet effective HKFRS amendments[12](index=12&type=chunk) [4. Revenue](index=9&type=section&id=4.%20Revenue) All group revenue for the year, totaling HKD 664,701 thousand, was generated in Korea, primarily from the sale of diesel, gasoline, and other products, representing a significant year-on-year decrease | Product | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Sale of diesel | 510,957 | 836,329 | | Sale of gasoline | 123,339 | 199,369 | | Sale of others | 30,405 | 113,977 | | **Total revenue** | **664,701** | **1,149,675** | - All revenue for the year (based on operating location) was generated in Korea[38](index=38&type=chunk) - Revenue recognition occurs at a point in time, with all remaining performance obligations having a duration of one year or less[14](index=14&type=chunk)[99](index=99&type=chunk) [5. Segment Information](index=9&type=section&id=5.%20Segment%20Information) The group operates two reportable segments: mining and trading, with trading contributing all revenue while mining contributes most of the segment profit, and non-current assets are primarily located in Russia - The group has two reportable operating segments: the mining segment (coal mining and exploration rights in the Russian Federation) and the trading segment (sale of diesel, gasoline, and other products in Korea)[15](index=15&type=chunk)[101](index=101&type=chunk) Segment Revenue and Profit (2024) | Indicator | Mining (HKD '000) | Trading (HKD '000) | Total (HKD '000) | | :--- | :--- | :--- | :--- | | Segment revenue | — | 664,701 | 664,701 | | Segment profit (loss) | 136,346 | (10,843) | 125,503 | | Unallocated corporate expenses | | | (6,725) | | Unallocated finance costs | | | (10,120) | | Profit before income tax | | | 108,658 | Segment Assets (2024) | Segment | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Mining | 2,120,872 | 1,986,047 | | Trading | 41,054 | 57,181 | | **Total segment assets** | **2,161,926** | **2,043,228** | | Corporate and other assets | 1,669 | 1,782 | | **Total assets** | **2,163,595** | **2,045,010** | Geographical Revenue and Non-current Assets (2024) | Indicator | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | **Revenue from external customers** | | | | Korea | 664,701 | 1,149,675 | | **Non-current assets** | | | | Russia | 2,120,224 | 1,984,830 | | Korea | 28,736 | 36,049 | | **Total** | **2,148,960** | **2,020,879** | - Two major customers (Customer A and Customer B) contributed over **10%** of the group's total revenue for the year[109](index=109&type=chunk) [6. Other Income](index=14&type=section&id=6.%20Other%20Income) Other income for the year totaled HKD 153 thousand, primarily from interest and miscellaneous income, a significant decrease from the prior year due to the absence of net exchange gains | Item | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Interest income | 98 | 173 | | Miscellaneous income | 55 | 58 | | Net exchange gains | — | 2,801 | | **Total** | **153** | **3,032** | [7. Other Gains and Losses](index=14&type=section&id=7.%20Other%20Gains%20and%20Losses) Other gains and losses for the year amounted to HKD 129,734 thousand, mainly comprising a reversal of impairment loss on exploration and evaluation assets of HKD 142,912 thousand, partially offset by a fair value loss on investment properties of HKD 13,186 thousand, a significant reduction from the prior year | Item | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Reversal of impairment loss on exploration and evaluation assets | 142,912 | 717,456 | | Reversal of impairment loss on trade and other receivables | 8 | 832 | | Fair value change of investment properties | (13,186) | — | | Gain on disposal of property, plant and equipment | — | 62 | | **Total** | **129,734** | **718,350** | - Reversal of impairment loss on exploration and evaluation assets significantly decreased year-on-year, from **HKD 717,456 thousand** to **HKD 142,912 thousand**[50](index=50&type=chunk) - A fair value loss on investment properties of **HKD 13,186 thousand** was recorded this year, with no comparable item in the prior year[50](index=50&type=chunk) [8. Finance Costs](index=14&type=section&id=8.%20Finance%20Costs) Total finance costs for the year were HKD 10,120 thousand, largely consistent with the prior year, primarily from interest on loans from third parties, shareholders, directors, and associated companies | Item | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Interest on loans from third parties | 3,233 | 3,207 | | Interest on loans from shareholders | 6,067 | 5,795 | | Interest on loans from a director | 80 | — | | Interest on loans from an associate company | 683 | 1,032 | | Interest on lease liabilities | 57 | 35 | | **Total** | **10,120** | **10,069** | [9. Income Tax Expense](index=15&type=section&id=9.%20Income%20Tax%20Expense) Income tax expense for the year was HKD 3,028 thousand, an increase from the prior year, mainly comprising Korean corporate tax and deferred tax | Item | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Current tax: Korean corporate tax | 563 | 1,361 | | Over-provision in prior years: Korean corporate tax | — | (44) | | Deferred tax | 2,465 | 113 | | **Total** | **3,028** | **1,430** | [10. Profit for the Year](index=15&type=section&id=10.%20Profit%20for%20the%20Year) Profit for the year is stated after deducting (crediting) various expenses and income, including employee benefit expenses, depreciation, amortisation, and reversal of impairment losses, with cost of inventories recognised as an expense of HKD 657,049 thousand | Item | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Salaries and wages | 3,727 | 3,596 | | Pension contributions | 80 | 212 | | Amortisation of intangible assets | — | 175,921 | | Depreciation of property, plant and equipment | 251 | 268 | | Depreciation of right-of-use assets | 947 | 879 | | Auditor's remuneration | 1,410 | 1,270 | | Reversal of impairment loss on exploration and evaluation assets | (142,912) | (717,456) | | Reversal of impairment loss on trade and other receivables | (8) | (832) | | Net exchange loss (gain) | 4,646 | (2,801) | | Cost of inventories recognised as an expense | 657,049 | 1,137,389 | [11. Dividends](index=16&type=section&id=11.%20Dividends) No dividends were paid or declared by the company for the year ended March 31, 2024 - No dividends were paid or declared by the company for the year ended March 31, 2024 (2023: HKD nil)[70](index=70&type=chunk) [12. Earnings Per Share](index=16&type=section&id=12.%20Earnings%20Per%20Share) Basic and diluted earnings per share for the year ended March 31, 2024, were both HKD 0.74, a significant decrease from HKD 3.79 in the prior year, primarily due to reduced profit attributable to owners of the Company | Indicator | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Profit attributable to owners of the Company for basic and diluted earnings per share calculation | 106,899 | 550,211 | | Weighted average number of ordinary shares | 145,017,062 | 145,017,062 | | Basic and diluted earnings per share (HKD) | 0.74 | 3.79 | - There were no potential dilutive ordinary shares during the year, thus diluted earnings per share are the same as basic earnings per share[72](index=72&type=chunk) [13. Property, Plant and Equipment](index=17&type=section&id=13.%20Property%2C%20Plant%20and%20Equipment) As of March 31, 2024, the carrying amount of property, plant and equipment decreased to HKD 12,411 thousand, mainly due to transfers from construction in progress, exchange realignment, and depreciation Carrying Amount of Property, Plant and Equipment | Indicator | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Carrying amount | 12,411 | 17,989 | - Additions to construction in progress amounted to **HKD 7,452 thousand** and transfers out were **HKD 10,237 thousand** during the year[58](index=58&type=chunk) - Depreciation is calculated on a straight-line basis: furniture and fixtures **20%**, equipment **10% to 20%**, and motor vehicles **10% to 30%**[59](index=59&type=chunk)[75](index=75&type=chunk) [14. Right-of-use Assets and Lease Liabilities](index=18&type=section&id=14.%20Right-of-use%20Assets%20and%20Lease%20Liabilities) As of March 31, 2024, the carrying amount of right-of-use assets decreased to HKD 755 thousand, with total lease liabilities of HKD 777 thousand, of which HKD 750 thousand is current, and new leased equipment additions were approximately HKD 278 thousand Carrying Amount of Right-of-use Assets | Indicator | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Carrying amount | 755 | 1,360 | Lease Liabilities | Item | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Total lease liabilities | 777 | 1,357 | | Less: Current portion | (750) | (686) | | Non-current portion | 27 | 671 | | Amounts payable within one year | 750 | 686 | | Amounts payable after one year but within two years | 10 | 644 | | Amounts payable after two years but within five years | 17 | 27 | - Additions to leased equipment amounted to approximately **HKD 278 thousand** during the year (2023: HKD 48 thousand)[76](index=76&type=chunk)[380](index=380&type=chunk) - Total cash outflow for leases for the year ended March 31, 2024, was approximately **HKD 978 thousand** (2023: HKD 1,114 thousand)[381](index=381&type=chunk) [15. Intangible Assets](index=19&type=section&id=15.%20Intangible%20Assets) As of March 31, 2024, intangible assets (mining rights) have been fully amortised to zero, resulting in no amortisation expense, impairment loss, or reversal for the current year Cost and Accumulated Amortisation of Mining Rights | Item | Mining Rights (HKD '000) | | :--- | :--- | | Cost as at March 31, 2024 | 1,063,895 | | Accumulated amortisation as at March 31, 2024 | 1,063,895 | | Carrying amount as at March 31, 2024 | — | | Carrying amount as at March 31, 2023 | — | - Intangible assets (related to mining rights for Block 1 and Block 1 Extension in the Russian coal mine) were fully amortised as of March 31, 2024, resulting in no impairment loss or reversal[157](index=157&type=chunk) - Mining rights were acquired as part of the acquisition of a **90% equity interest** in Langfeld Group, initially recognised at fair value[382](index=382&type=chunk) [16. Exploration and Evaluation Assets](index=21&type=section&id=16.%20Exploration%20and%20Evaluation%20Assets) As of March 31, 2024, exploration and evaluation assets had a carrying amount of HKD 2,107,606 thousand, with a reversal of impairment loss of HKD 142,912 thousand recorded this year, primarily influenced by increased coal prices, Ruble appreciation against the USD, and a lower discount rate Carrying Amount of Exploration and Evaluation Assets | Indicator | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Carrying amount | 2,107,606 | 1,969,122 | | Reversal of impairment loss | (142,912) | (717,456) | - The reversal of impairment loss on exploration and evaluation assets is primarily due to the net effect of a change in the first year of expected coal production to 2025, increased coal prices, appreciation of the Ruble against the USD, and a lower post-tax discount rate[188](index=188&type=chunk) - The cash flow forecast period is **12 years** up to 2035, with the first year of production expected in 2026[160](index=160&type=chunk) - Coal sales prices increased by approximately **10% to 17%** compared to the prior year, and the post-tax discount rate was **37.00%** (2023: 38.16%)[163](index=163&type=chunk)[186](index=186&type=chunk) [17. Inventories](index=23&type=section&id=17.%20Inventories) As of March 31, 2024, inventories primarily consisted of gasoline products for sale, amounting to HKD 1,799 thousand | Item | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Gasoline products for sale | 1,799 | — | [18. Trade Receivables](index=23&type=section&id=18.%20Trade%20Receivables) As of March 31, 2024, total trade receivables amounted to HKD 4,999 thousand, predominantly within 0 to 90 days, with no specific credit period granted by the company Ageing Analysis of Trade Receivables | Ageing | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | 0 to 90 days | 4,994 | 3,489 | | 91 to 180 days | 5 | — | | 181 to 365 days | — | 41 | | **Total** | **4,999** | **3,530** | - The group does not grant specific credit periods to its trade customers[190](index=190&type=chunk) [19. Other Receivables](index=23&type=section&id=19.%20Other%20Receivables) As of March 31, 2024, the current portion of other receivables was HKD 7,422 thousand, a significant decrease from the prior year, mainly due to reduced prepayments | Item | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Deposits | 187 | 299 | | Other loans receivable | 1,827 | 1,878 | | Other receivables | 883 | 1,240 | | Prepayments | 3,049 | 10,027 | | Prepayments | 1,663 | 1,808 | | Less: Lease deposits classified as non-current assets | (187) | (298) | | **Current portion included in other receivables** | **7,422** | **14,954** | [20. Trade Payables](index=24&type=section&id=20.%20Trade%20Payables) As of March 31, 2024, trade payables amounted to HKD 10,771 thousand, primarily due within 0 to 90 days, with an average credit period of 30 to 90 days Ageing Analysis of Trade Payables | Ageing | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | 0 to 90 days | 10,771 | 8,929 | - The average credit period for purchases of goods is **30 to 90 days**[219](index=219&type=chunk) [21. Other Payables](index=24&type=section&id=21.%20Other%20Payables) As of March 31, 2024, the current portion of other payables was HKD 28,828 thousand, mainly comprising accrued expenses and interest payable | Item | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Other payables | 279 | 416 | | Accrued expenses | 7,400 | 4,145 | | Interest payable | 24,379 | 21,226 | | Less: Other payables classified as non-current liabilities | (3,230) | (2,126) | | **Current portion included in other payables** | **28,828** | **23,661** | [22. Interest-bearing Borrowings](index=24&type=section&id=22.%20Interest-bearing%20Borrowings) As of March 31, 2024, total interest-bearing borrowings were HKD 62,096 thousand, with HKD 28,561 thousand classified as current liabilities due to loan defaults, though most repayment dates have been extended to December 31, 2025 Total Interest-bearing Borrowings | Item | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Other loan 1 | 28,561 | 28,561 | | Other loan 2 | 13,131 | 12,467 | | Other loan 3 | 17,404 | 17,404 | | Other loan 4 | 3,000 | 3,000 | | **Total** | **62,096** | **61,432** | Repayment Terms of Interest-bearing Borrowings | Term | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Within one year | 28,561 | 41,028 | | After one year but within two years | 33,535 | 20,404 | | **Total** | **62,096** | **61,432** | | Less: Amounts presented under non-current liabilities | (33,535) | (20,404) | | Amounts presented under current liabilities | 28,561 | 41,028 | | Less: Carrying amount of other borrowings repayable on demand due to loan default | (28,561) | (12,467) | - The effective interest rate ranges from **4.6% to 6%**[195](index=195&type=chunk) - A total of **HKD 28,561 thousand** in borrowings defaulted and was classified as current liabilities, with the company negotiating refinancing with lenders[200](index=200&type=chunk)[224](index=224&type=chunk) - Lenders for Other Loans 2, 3, and 4 have agreed to extend repayment dates to **December 31, 2025**[198](index=198&type=chunk)[199](index=199&type=chunk)[226](index=226&type=chunk) [23. Amounts Due to Shareholders](index=26&type=section&id=23.%20Amounts%20Due%20to%20Shareholders) As of March 31, 2024, amounts due to shareholders totaled HKD 39,097 thousand, with most repayment dates extended to December 31, 2025 | Item | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Amounts due to shareholders (current) | 39,097 | 38,622 | | Amounts due to shareholders (non-current) | 133,559 | 127,475 | - One shareholder has agreed not to demand repayment of amounts due before **December 31, 2025**[32](index=32&type=chunk) - A total of approximately **HKD 133,559 thousand** bears interest at **5% to 6% per annum**, and shareholders have agreed to extend all loan repayment dates to **December 31, 2025**[202](index=202&type=chunk) [24. Amount Due to a Director](index=27&type=section&id=24.%20Amount%20Due%20to%20a%20Director) As of March 31, 2024, the amount due to a director was HKD 2,596 thousand, bearing interest at 5% per annum, with the director agreeing to extend the repayment date to December 31, 2025 | Item | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Amount due to a director (non-current) | 2,596 | — | - The amount due to a director is **HKD 2,596 thousand**, bearing interest at **5% per annum**, and the director has agreed to extend the repayment date to **December 31, 2025**[119](index=119&type=chunk)[229](index=229&type=chunk) [25. Amount Due to an Associate Company](index=27&type=section&id=25.%20Amount%20Due%20to%20an%20Associate%20Company) As of March 31, 2024, the amount due to an associate company was HKD 16,167 thousand, with the associate company agreeing to extend the repayment date to December 31, 2025 | Item | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Amount due to an associate company (non-current) | 16,167 | 16,863 | - The associate company has agreed not to demand repayment of amounts due before **December 31, 2025**[120](index=120&type=chunk) - The company obtained an unsecured loan of approximately **HKD 14,500 thousand** from an associate company during the year, bearing interest at **4.6% per annum**[258](index=258&type=chunk) [26. Acquisition Consideration Payable for Additional Acquisition](index=27&type=section&id=26.%20Acquisition%20Consideration%20Payable%20for%20Additional%20Acquisition) As of March 31, 2024, the acquisition consideration payable for an additional acquisition was HKD 3,338 thousand, with no further payments made during the year | Item | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Acquisition consideration payable for additional acquisition (current) | 3,338 | 3,349 | - No further payment was made for the fourth adjusted consideration during the year[231](index=231&type=chunk) - The acquisition consideration relates to the remaining **30% equity interest** in LLC "Shakhta Lapichevskaya" (Lapi), with partial payment contingent on obtaining new exploration and mining licenses and tax confirmation[259](index=259&type=chunk) [27. Convertible Bonds Payable](index=28&type=section&id=27.%20Convertible%20Bonds%20Payable) As of March 31, 2024, the total principal amount of convertible bonds payable was HKD 3,591,498 thousand, with an effective interest rate of 12.01%, reflecting complex history of revisions, transfers, and conversion attempts that were ultimately rescinded due to regulatory rejections and subsequent agreements Carrying Amount of Convertible Bonds Payable | Item | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Convertible bonds payable (current) | 3,591,498 | 3,591,498 | - As of March 31, 2024, the total outstanding principal amount was **USD 460,448,500** (approximately **HKD 3,591,498 thousand**), with an effective interest rate of **12.01%**[246](index=246&type=chunk) - The third batch of convertible bonds was re-evaluated following the withdrawal of the House Report and underwent principal adjustments[208](index=208&type=chunk)[234](index=234&type=chunk)[261](index=261&type=chunk)[262](index=262&type=chunk) - Attempts to convert portions of the convertible bonds into shares were rescinded due to HKEX rejection and subsequent cancellation agreements, restoring issued shares to their original state[90](index=90&type=chunk)[91](index=91&type=chunk)[245](index=245&type=chunk)[274](index=274&type=chunk) - The terms of the convertible bonds were revised, including an extension of the maturity date to **October 19, 2019**, and the release of share charges[268](index=268&type=chunk)[269](index=269&type=chunk) [28. Promissory Notes Payable](index=32&type=section&id=28.%20Promissory%20Notes%20Payable) As of March 31, 2024, promissory notes payable had a carrying amount of HKD 15,600 thousand, consistent with the prior year, with some notes converted into ordinary shares in previous years | Item | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Promissory notes payable (current) | 15,600 | 15,600 | - The revised promissory notes are non-interest bearing and payable in a lump sum on the maturity date of **May 25, 2015**, with an effective interest rate of **10.5% per annum**[278](index=278&type=chunk) - Three promissory note holders converted all revised promissory notes into ordinary shares during the year ended March 31, 2013[302](index=302&type=chunk) [29. Provision for Decommissioning, Restoration and Environmental Costs](index=33&type=section&id=29.%20Provision%20for%20Decommissioning%2C%20Restoration%20and%20Environmental%20Costs) As of March 31, 2024, the provision for decommissioning, restoration, and environmental costs was HKD 1,315 thousand, related to the Russian coal mine, determined by management's best estimate and reviewed annually | Item | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Provision as at April 1 | 1,585 | 1,305 | | Provision during the year | — | 158 | | Exchange realignment | (270) | 122 | | **Provision as at March 31** | **1,315** | **1,585** | - The provision relates to the Russian coal mine, and while management believes significant adverse financial impact from environmental liabilities is unlikely, cost estimates may be revised in the future due to stricter environmental standards[252](index=252&type=chunk)[281](index=281&type=chunk)[304](index=304&type=chunk) [30. Deferred Tax Liabilities](index=33&type=section&id=30.%20Deferred%20Tax%20Liabilities) As of March 31, 2024, deferred tax liabilities amounted to HKD 4,458 thousand, with the company possessing unutilised tax losses of approximately HKD 28,232 thousand, for which no deferred tax asset was recognised due to uncertain future profit streams | Item | 2024 (HKD '000) | 2023 (HKD '000) | | :--- | :--- | :--- | | Deferred tax liabilities as at April 1 | 2,531 | 2,170 | | Charged to profit or loss | 2,465 | 113 | | Exchange realignment | (538) | 248 | | **Deferred tax liabilities as at March 31** | **4,458** | **2,531** | - The company has unutilised tax losses of approximately **HKD 28,232 thousand** that can be carried forward indefinitely to offset future profits, but no deferred tax asset has been recognised[253](index=253&type=chunk) - The company has deductible temporary differences of approximately **HKD 3,173,830 thousand**, but no deferred tax asset has been recognised[255](index=255&type=chunk) [31. Share Capital](index=34&type=section&id=31.%20Share%20Capital) The company completed a capital reorganisation on October 2, 2023, involving a reduction in share par value from HKD 2.00 to HKD 0.50 and a share split, resulting in issued share capital decreasing from HKD 290,034 thousand to HKD 72,509 thousand Share Capital Movement | Item | Par Value Per Share (HKD) | Number of Shares | Amount (HKD '000) | | :--- | :--- | :--- | :--- | | Authorised share capital as at March 31, 2024 | 0.05 | 2,000,000,000 | 1,000,000 | | Issued share capital as at April 1, 2023 | 2.00 | 145,017,062 | 290,034 | | Capital reduction | Not applicable | — | (217,525) | | Issued share capital as at March 31, 2024 | 0.05 | 145,017,062 | 72,509 | - The capital reorganisation became effective on **October 2, 2023**, including a reduction in the par value of each issued share from **HKD 2.00 to HKD 0.50** and a subdivision of each authorised but unissued share into four shares[286](index=286&type=chunk)[287](index=287&type=chunk)[311](index=311&type=chunk) - The capital reorganisation itself does not alter the company's underlying assets, business operations, management, financial position, or shareholders' proportionate interests[313](index=313&type=chunk) [32. Litigation](index=35&type=section&id=32.%20Litigation) The company is involved in multiple legal proceedings, including claims from former shareholders, disputes over convertible bond ownership, technical and valuation report controversies, and civil lawsuits against former directors, with many cases progressing slowly or being stayed due to plaintiff bankruptcy or court backlogs, and some cases consolidated for trial - The company is involved in multiple legal proceedings, including claims from former shareholders, disputes over convertible bond ownership, and technical and valuation report controversies[35](index=35&type=chunk)[288](index=288&type=chunk)[330](index=330&type=chunk)[353](index=353&type=chunk) - Several lawsuits against the company (e.g., HCA 3190, HCA 47, HCMP 701, HCA 814, HCA 1050, HCA 2633, HCA 3148, HCA 3160) are stalled due to the bankruptcy of plaintiff Kim Sungho, with his property vested in the Official Receiver, and the company is liaising to terminate these proceedings[127](index=127&type=chunk)[131](index=131&type=chunk)[142](index=142&type=chunk)[143](index=143&type=chunk)[168](index=168&type=chunk)[171](index=171&type=chunk)[172](index=172&type=chunk)[173](index=173&type=chunk)[184](index=184&type=chunk)[212](index=212&type=chunk)[331](index=331&type=chunk)[332](index=332&type=chunk)[336](index=336&type=chunk)[351](index=351&type=chunk)[352](index=352&type=chunk)[355](index=355&type=chunk)[361](index=361&type=chunk)[386](index=386&type=chunk) - The convertible bond ownership dispute involving Daily Loyal Limited (HCA 1071, HCA 2501 counterclaim, HCA 2520) has been consolidated for trial, expected to commence as early as 2024[7](index=7&type=chunk)[132](index=132&type=chunk)[137](index=137&type=chunk)[339](index=339&type=chunk)[358](index=358&type=chunk)[365](index=365&type=chunk)[389](index=389&type=chunk)[390](index=390&type=chunk) - The company, as plaintiff, initiated civil proceedings against three former executive directors (HCA 706) to recover approximately **HKD 18,980 thousand** in damages, with pre-trial hearings completed and a judgment expected in mid-July 2023[369](index=369&type=chunk)[391](index=391&type=chunk)[395](index=395&type=chunk) - The company filed legal actions against Jian Xin New Energy Limited and Herman Tso (HCA 1016, HCA 51) alleging misrepresentation, seeking repayment and damages, with some proceedings currently being terminated[383](index=383&type=chunk)[396](index=396&type=chunk)[398](index=398&type=chunk)[423](index=423&type=chunk)[424](index=424&type=chunk) [33. Significant Events After Reporting Period](index=51&type=section&id=33.%20Significant%20Events%20After%20Reporting%20Period) Subsequent to the reporting period, the company entered into a loan financing agreement with an independent party for up to approximately USD 32,623 thousand in financial assistance and received a HKD 1,060 thousand loan from a shareholder - The company entered into a loan financing agreement with an independent party for up to approximately **USD 32,623 thousand** (approximately **HKD 254,459 thousand**) in financial assistance[377](index=377&type=chunk) - A company shareholder granted a loan of **HKD 1,060 thousand** to the company[399](index=399&type=chunk) [Independent Auditor's Report](index=52&type=section&id=Independent%20Auditor%27s%20Report) The independent auditor's report highlights significant going concern uncertainties, including substantial net current liabilities and an equity deficit, the impact of the Russia-Ukraine war on the Russian economy and group activities, and the uncertain outcome of litigation against the group, without issuing a modified opinion on these matters - The auditor emphasizes significant going concern uncertainties due to the company's **net current liabilities of approximately HKD 3,705,062 thousand** and an **equity deficit of approximately HKD 1,750,802 thousand**[428](index=428&type=chunk) - The auditor draws attention to the geopolitical tensions related to the Russia-Ukraine situation and sanctions impacting the Russian economy and the group's activities[379](index=379&type=chunk) - The auditor highlights the uncertainties regarding the outcome of litigation initiated against the group[402](index=402&type=chunk) - The auditor did not modify their opinion regarding the aforementioned emphasis of matter[379](index=379&type=chunk)[402](index=402&type=chunk)[428](index=428&type=chunk) [Management Discussion and Analysis](index=53&type=section&id=Management%20Discussion%20and%20Analysis) [Financial Review](index=53&type=section&id=Financial%20Review) Turnover for the year decreased by 42.18% to HKD 664.7 million, primarily affected by the Russia-Ukraine war, inflation, and Korean Won depreciation, while other gains and losses mainly comprised a reversal of impairment loss on exploration and evaluation assets, and administrative and finance costs remained stable - Total turnover was approximately **HKD 664.7 million**, a **42.18% year-on-year decrease**, mainly due to geopolitical tensions in Russia-Ukraine, reduced demand for diesel and gasoline due to inflation, and the depreciation of the Korean Won[403](index=403&type=chunk)[430](index=430&type=chunk) Turnover Product Mix | Product | 2024 (HKD million) | 2023 (HKD million) | 2024 % | 2023 % | | :--- | :--- | :--- | :--- | :--- | | Diesel sales | 510.96 | 836.33 | 76.87% | 72.75% | | Gasoline sales | 123.34 | 199.37 | 18.56% | 17.34% | | Other petroleum products and services | 30.40 | 113.98 | 4.57% | 9.91% | - Other gains and losses primarily refer to a reversal of impairment loss on exploration and evaluation assets of approximately **HKD 142.91 million**, partially offset by a fair value loss on investment properties of approximately **HKD 13.19 million**[432](index=432&type=chunk) - Total administrative expenses were approximately **HKD 14.99 million**, largely stable year-on-year; total finance costs were approximately **HKD 10.12 million**, also largely stable year-on-year[407](index=407&type=chunk)[409](index=409&type=chunk) - Profit before income tax was approximately **HKD 108.66 million**, mainly due to a decrease in reversal of impairment loss on exploration and evaluation assets, partially offset by reduced amortisation of intangible assets[409](index=409&type=chunk) [Operations Review](index=55&type=section&id=Operations%20Review) The group's turnover for the year primarily stemmed from its diesel, gasoline, and related petroleum product trading business in Korea, while for its coal mining operations, the group is consulting experts to mitigate environmental impact and assessing equipment import alternatives - The trading business of diesel, gasoline, and related petroleum products in Korea is the primary source of the group's turnover[436](index=436&type=chunk) - The group stabilises its trading business through time-managed procurement, maintaining stable supply, direct refinery delivery, social media marketing, concentrated sales at petrol stations, and inventory management[437](index=437&type=chunk) - For the coal mining business (Block 1 and Block 1 Extension), the first year of coal production is anticipated around 2030, with the group consulting experts to reduce environmental impact and evaluating equipment import alternatives[437](index=437&type=chunk) - For Block 2 open-pit and underground mining, the group is analysing technical documents to meet environmental standards and researching new methods for mine ventilation, backfilling mined-out areas, and establishing underground repair shops and fuel storage points[413](index=413&type=chunk)[414](index=414&type=chunk) [Outlook](index=56&type=section&id=Outlook) Looking ahead, the global economy faces uncertainties from geopolitical conflicts, high interest rates, and trade disputes, posing challenges to the group's trading and coal mining businesses, which the group plans to address by enhancing services, reducing costs, expanding markets, and introducing automation tools - The global economic outlook is volatile and uncertain due to conflicts in Israel-Hamas and Russia-Ukraine, US-China trade tensions, and high interest rates[464](index=464&type=chunk) - The group will strengthen its Korean trading business by offering competitive prices, stable supply, improved product quality, excellent customer service, reduced cost of sales, operating more petrol stations, and engaging in advertising and social media interaction[465](index=465&type=chunk) - The coal mining business will focus more on environmental compliance and explore introducing automation tools to enhance production efficiency and reduce labor costs[418](index=418&type=chunk)[467](index=467&type=chunk) - The group will continue to consult government officials and experts and plans to hold more public hearings to gain local community support[442](index=442&type=chunk) - The group will consider exploring other business areas for diversification when opportunities arise[440](index=440&type=chunk) [Liquidity and Financial Resources](index=57&type=section&id=Liquidity%20and%20Financial%20Resources) For the year ended March 31, 2024, the group recorded a net cash outflow of HKD 9.19 million, reducing total cash and cash equivalents to HKD 0.23 million, and faces net current liabilities of HKD 3,705.06 million, which it addresses through cost control, seeking financing, and communicating with convertible bondholders - The year recorded a net cash outflow of **HKD 9.19 million** (2023: HKD 2.82 million), reducing total cash and cash equivalents to approximately **HKD 0.23 million** (2023: HKD 5.35 million)[420](index=420&type=chunk) - Net current liabilities amounted to **HKD 3,705.06 million**, with a current ratio of **0.39%** and a gearing ratio of **8.46%**[167](index=167&type=chunk) - Interest-bearing borrowings totaled **HKD 62.1 million**, and amounts due to shareholders were **HKD 172.66 million**, with most repayable after one year but within two years[445](index=445&type=chunk) - The group has implemented cost control measures and is actively seeking financing from financial institutions and equity fundraising opportunities, including placing new shares and other preferential offers[470](index=470&type=chunk) - The company will communicate with third-batch convertible bondholders to attempt conversion of a substantial portion of outstanding convertible bonds to improve its balance sheet and strengthen its equity base[419](index=419&type=chunk)[470](index=470&type=chunk) [Share Capital Structure](index=58&type=section&id=Share%20Capital%20Structure) The company completed a capital reorganisation in 2023, maintaining authorised share capital at HKD 1,000 million but with an increased number of shares and reduced par value per share, resulting in issued share capital decreasing from HKD 290.03 million to HKD 72.51 million - Authorised share capital is **HKD 1,000 million**, divided into **2,000 million shares** of **HKD 0.5** par value each (2023: 500 million shares of HKD 2.0 par value each)[446](index=446&type=chunk) - Issued share capital is approximately **HKD 72.51 million** (2023: HKD 290.03 million)[446](index=446&type=chunk) - The capital reorganisation, involving share reduction and share subdivision, became effective on **October 3, 2023**[447](index=447&type=chunk)[473](index=473&type=chunk) [Exchange Rate Fluctuation Risk and Related Hedging Instruments](index=59&type=section&id=Exchange%20Rate%20Fluctuation%20Risk%20and%20Related%20Hedging%20Instruments) The group's turnover, expenses, assets, and liabilities are denominated in HKD, USD, Ruble, and Korean Won, and while fluctuations in Ruble and Korean Won exchange rates against HKD may impact operating results, the group currently does not intend to hedge these risks - The group's turnover, expenses, assets, and liabilities are denominated in Hong Kong Dollars, US Dollars, Russian Rubles, and Korean Won[473](index=473&type=chunk) - Fluctuations in the exchange rates of the Ruble and Korean Won against the Hong Kong Dollar may have a favorable or unfavorable impact on the group's operating results[473](index=473&type=chunk) - Considering the amounts involved, the group currently does not intend to hedge against Ruble and Korean Won foreign currency exchange rate risks but will continuously review and consider using financial instruments for hedging when necessary[449](index=449&type=chunk) [Litigation (MDA)](index=59&type=section&id=Litigation%20(MDA)) The group has been involved in multiple legal proceedings during the year and up to the date of this announcement, with details provided in Note 32 to the financial statements - The group has been involved in multiple legal proceedings during the year and up to the date of this announcement, with details provided in Note 32 to the financial statements[450](index=450&type=chunk) [Capital Commitments](index=59&type=section&id=Capital%20Commitments) As of March 31, 2024, the group had no capital commitments for exploration-related contracts or the acquisition of property, plant, and equipment - As of March 31, 2024, the group had no capital commitments for exploration-related contracts (2023: nil)[451](index=451&type=chunk) - As of March 31, 2024, the group had no capital commitments for the acquisition of property, plant and equipment (2023: nil)[451](index=451&type=chunk) [Contingent Liabilities](index=59&type=section&id=Contingent%20Liabilities) As of March 31, 2024, the group had no significant contingent liabilities or guarantees - As of March 31, 2024, the group had no significant contingent liabilities or guarantees (2023: nil)[452](index=452&type=chunk) [Assets Pledged](index=60&type=section&id=Assets%20Pledged) As of March 31, 2024, the group had not pledged any assets to secure bank financing - As of March 31, 2024, the group had not pledged any assets to secure bank financing[476](index=476&type=chunk) [Major Acquisitions and Disposals](index=60&type=section&id=Major%20Acquisitions%20and%20Disposals) For the year ended March 31, 2024, the group was not involved in any other major investments, acquisitions, or disposals of subsidiaries or joint ventures - For the year ended March 31, 2024, the group was not involved in any other major investments, acquisitions, or disposals of any subsidiaries or joint ventures[477](index=477&type=chunk) [Employees and Remuneration Policy](index=60&type=section&id=Employees%20and%20Remuneration%20Policy) As of March 31, 2024, the group employed approximately 13 staff, with remuneration policies determined by the Remuneration Committee based on market practice, individual qualifications, and performance to retain and motivate directors - As of March 31, 2024, the group had approximately **13 employees** in Hong Kong, Russia, and Korea (2023: 10 employees)[477](index=477&type=chunk) - Remuneration policy is determined by the Remuneration Committee based on market practice, individual qualifications, directors' time commitment, responsibilities, performance, and contributions, aiming to retain and motivate directors[454](index=454&type=chunk) - The remuneration package includes salaries, commissions, and performance-based bonuses, with employee benefit schemes including provident fund plans, medical insurance, and subsidised training programs[477](index=477&type=chunk) [Amendments to Articles of Association](index=60&type=section&id=Amendments%20to%20Articles%20of%20Association) The company proposed amendments to its Articles of Association to comply with revisions to Appendix A1 of the HKEX Listing Rules, which were approved by a special resolution of shareholders on September 27, 2023 - The company proposed amendments to its Memorandum and Articles of Association to comply with revisions to Appendix A1 of the Listing Rules and reflect relevant legal updates[478](index=478&type=chunk) - The proposed amendments were duly passed as a special resolution by way of poll at the Annual General Meeting held on **September 27, 2023**[479](index=479&type=chunk) [Corporate Governance](index=61&type=section&id=Corporate%20Governance) [Purchase, Sale or Redemption of Listed Securities](index=61&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20Listed%20Securities) For the year ended March 31, 2024, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities - For the year ended March 31, 2024, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities[480](index=480&type=chunk) [Dividends (Corporate Governance)](index=61&type=section&id=Dividends%20(Corporate%20Governance)) The Board does not recommend the payment of any dividend for the financial year ended March 31, 2024 - The Board does not recommend the payment of any dividend for the financial year ended March 31, 2024 (2023: nil)[481](index=481&type=chunk) [Corporate Governance Code](index=61&type=section&id=Corporate%20Governance%20Code) The company generally complied with the Corporate Governance Code during the year, with deviations including the Chairman and some independent non-executive directors' absence from general meetings, and a temporary lapse in Directors' and Officers' liability insurance due to sanctions - The company has complied with the Corporate Governance Code as set out in Appendix C1 to the Listing Rules throughout the review year[457](index=457&type=chunk) - Mr Lee Jaeseong, the Chairman of the Board, was unable to attend the 2023 Annual General Meeting due to other commitments and courses[457](index=457&type=chunk) - Some independent non-executive directors were unable to attend the Extraordinary General Meeting and Annual General Meeting due to scheduling conflicts[482](index=482&type=chunk) - Directors' and Officers' liability insurance was refused renewal by international insurers due to sanctions against Russia, resulting in no coverage from **December 22, 2022, to August 22, 2023**, but a new insurer has since been found[483](index=483&type=chunk) [Model Code for Securities Transactions by Directors](index=62&type=section&id=Model%20Code%20for%20Securities%20Transactions%20by%20Directors) All directors confirmed compliance with the Model Code for Securities Transactions by Directors of Listed Issuers throughout the year ended March 31, 2024 - All directors confirmed full compliance with the Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix C3 to the Listing Rules throughout the year ended March 31, 2024[490](index=490&type=chunk) [Audit Committee](index=62&type=section&id=Audit%20Committee) The company has established an Audit Committee, comprising three independent non-executive directors, which has reviewed the group's annual results for the year ended March 31, 2024 - The Audit Committee comprises Mr Leung Yau Wan (Chairman), Ms Chan Toi, and Mr Kim Sung Rae, all of whom are independent non-executive directors[459](index=459&type=chunk) - The Audit Committee has reviewed the group's annual results for the year ended March 31, 2024[459](index=459&type=chunk) [Closure of Register of Members](index=62&type=section&id=Closure%20of%20Register%20of%20Members) To determine eligibility for attending and voting at the 2024 Annual General Meeting, the company will suspend its register of members from September 24 to September 27, 2024 - To determine eligibility for attending and voting at the 2024 Annual General Meeting, the company will suspend its register of members from **September 24, 2024, to September 27, 2024** (both dates inclusive)[485](index=485&type=chunk) [Auditor](index=62&type=section&id=Auditor) The consolidated financial statements for the year ended March 31, 2024, were audited by UHY CPA Limited, which will retire and is eligible and willing to be re-appointed - The consolidated financial statements for the year ended March 31, 2024, were audited by UHY CPA Limited, which will retire and is eligible and willing to be re-appointed at the upcoming Annual General Meeting[492](index=492&type=chunk) - The auditor agrees that the figures in the preliminary announcement are consistent with the amounts in the consolidated financial statements, but their work does not constitute an assurance engagement and therefore no assurance is provided[493](index=493&type=chunk) [Publication of Annual Results and Annual Report](index=63&type=section&id=Publication%20of%20Annual%20Results%20and%20Annual%20Report) This annual results announcement will be published on the HKEX and company websites, and the annual report will be dispatched to shareholders and made available for viewing in due course - This annual results announcement will be published on the HKEX website http://www.hkexnews.hk and the company website http://enp.todayir.com[462](index=462&type=chunk) - The company's annual report for the year ended March 31, 2024, will be dispatched to company shareholders and made available for viewing on the HKEX and company websites in due course[462](index=462&type=chunk)

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。 E&P Global Holdings Limited 能 源 及 能 量 環 球 控 股 有 限 公 司 （於開曼群島註冊成立之有限公司） （股份代號：1142） 截至二零二三年九月三十日止六個月之 中期業績公佈 能源及能量環球控股有限公司（「本公司」）之董事（「董事」，各為一名「董事」）會（「董 事會」）提呈本公司及其附屬公司（統稱「本集團」）截至二零二三年九月三十日止六 個月之未經審核簡明綜合中期業績連同比較數字如下： 簡明綜合損益及其他全面收入表 截至二零二三年九月三十日止六個月 二零二三年 二零二二年 附註 千港元 千港元 （未經審核） （未經審核） ...

Financial Performance - The company recorded total revenue of approximately HKD 1,149,680,000 for the fiscal year ending March 31, 2023, a slight decrease of about 1.57% compared to HKD 1,168,040,000 in 2022[6]. - The company achieved a profit before tax of approximately HKD 528,930,000, a significant turnaround from a loss of HKD 348,020,000 in the previous year, primarily due to the reversal of impairment losses on exploration and evaluation assets[7]. - The group reported a profit before tax of approximately HKD 528,930,000, a turnaround from a loss of HKD 348,020,000 in the previous year[23]. - The company reported a net profit of HKD 527,496,000 for the year, compared to a net loss of HKD 349,570,000 in the previous year[187]. - The company reported a net loss of HKD 343,499,000 for the year ended March 31, 2023, compared to a loss of HKD 550,211,000 in the previous year, indicating an improvement in financial performance[191]. - Gross profit increased to HKD 12,286,000, up from HKD 8,923,000, representing a 37.5% increase year-over-year[187]. - Basic earnings per share for the year was HKD 3.79, a significant improvement from a loss of HKD 2.37 per share in the prior year[187]. Revenue Breakdown - Total revenue for the group was approximately HKD 1,149,670,000, with diesel sales contributing about HKD 836,330,000 (72.75% of total revenue), gasoline sales at HKD 199,370,000 (17.34%), and other related oil products at HKD 113,970,000 (9.91%) [16]. - The five largest customers accounted for approximately 30.48% of total revenue for the year, down from 45.65% in the previous year[68]. - The largest customer contributed about 9.24% of total revenue, a decrease from 17.70% in the prior year[68]. Market and Business Outlook - The company plans to expand its market position in the diesel and gasoline trading business in South Korea by collaborating with more gas stations[10]. - The company is cautiously optimistic about its core business outlook, focusing on diesel and gasoline trading and coal mining while exploring potential business opportunities for diversification[9]. - The outlook for the coming year indicates challenges due to high inflation, rising interest rates, and geopolitical tensions, but the impact on the group's South Korean operations is expected to be manageable[29]. - The company expects global economic activity to gradually recover to pre-COVID-19 levels as major countries lift pandemic-related restrictions[9]. Expenses and Costs - Selling and distribution costs increased to approximately HKD 4,040,000 from HKD 2,940,000 due to higher freight and transportation expenses[19]. - Administrative expenses decreased to approximately HKD 14,720,000 from HKD 15,690,000, primarily due to reduced audit fees and employee costs[20]. - The company incurred financing costs of HKD 10,069,000, down from HKD 12,576,000, indicating improved cost management[187]. - The company’s administrative expenses decreased to HKD 14,716,000 from HKD 15,693,000, showing a focus on operational efficiency[187]. Assets and Liabilities - The group's net current liabilities as of March 31, 2023, were HKD 3,704,430,000, compared to HKD 3,662,810,000 in 2022, indicating a slight increase[35]. - The current ratio of the group was 0.64% as of March 31, 2023, down from 0.66% in 2022, reflecting a decrease in liquidity[35]. - Total assets as of March 31, 2023, amounted to HKD 2,021,177,000, an increase from HKD 1,445,309,000 in the previous year[188]. - Current liabilities increased to HKD 3,728,260,000 from HKD 3,687,138,000, indicating a slight rise in financial obligations[188]. - The company’s total liabilities as of March 31, 2023, amounted to HKD 171,655,000, slightly up from HKD 164,591,000 in 2022[189]. Environmental and Sustainability Efforts - The company emphasizes the importance of environmental sustainability in its operations, particularly in its Russian coal mining projects, which are expected to yield long-term economic benefits[12]. - The company engaged Ecosky LLC to analyze technical documents related to coal reserve development, emphasizing environmental sustainability in its Russian coal mining projects[8]. - The group is committed to promoting environmental sustainability and improving eco-friendly practices[102]. Corporate Governance - The company maintains high standards of corporate governance as detailed in the annual report[101]. - The board consists of five directors, including two executive directors and three independent non-executive directors, ensuring a balance of power[121]. - The company has established mechanisms to ensure the independence of the board, which are reviewed annually for effectiveness[129]. - The company has adopted a dividend policy that considers future operating capital needs, business development plans, and cash reserves[109]. Shareholder and Financing Activities - The group plans to continue exploring opportunities for equity financing and loan capitalization to improve its financial position[34]. - The company raised HKD 10,143,000 from shareholders' loans during the year, compared to HKD 6,123,000 in the previous year, showing increased financial support from shareholders[194]. - The company converted $340,390,000 of convertible bonds into shares, resulting in the issuance of 55,313,376 new shares at a price of HKD 48 per share[198]. Legal and Regulatory Matters - The company is involved in multiple legal proceedings, with outcomes still pending as of the report date[45]. - The company has complied with all significant legal and regulatory requirements affecting its business operations[105].

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。 E&P Global Holdings Limited 能 源 及 能 量 環 球 控 股 有 限 公 司 （於開曼群島註冊成立之有限公司） （股份代號：1142） 截至二零二三年三月三十一日止年度 之全年業績公佈 能源及能量環球控股有限公司（「本公司」）之董事（「董事」，各為一名「董事」）會（「董 事會」）宣佈，本公司及其附屬公司（統稱「本集團」）截至二零二三年三月三十一日 止年度之綜合財務業績連同截至二零二二年三月三十一日止年度之比較數字如下： 綜合損益表 截至二零二三年三月三十一日止年度 二零二三年 二零二二年 附註 千港元 千港元 營業額 4 1,149,675 1,168,035 銷售成本 (1,137,389) (1,159,112) 毛利 12,286 8,923 ...

Financial Performance - Revenue for the six months ended September 30, 2022, was HKD 632,663,000, representing an increase of 19.8% compared to HKD 527,710,000 in the same period of 2021[5] - Gross profit for the same period was HKD 6,060,000, up from HKD 3,537,000, indicating a significant improvement in profitability[5] - Profit before tax surged to HKD 691,565,000, compared to HKD 71,202,000 in the previous year, reflecting a year-on-year increase of 871.5%[5] - Net profit for the period was HKD 693,266,000, a substantial rise from HKD 68,223,000, marking an increase of 916.5%[5] - Basic earnings per share increased to HKD 4.75 from HKD 0.32, showcasing strong earnings growth[5] - Total comprehensive income for the period reached HKD 764,638,000, compared to HKD 81,253,000 in the prior year, indicating a significant increase[5] - The company reported a profit of HKD 688,956 thousand for the six months ended September 30, 2022, compared to HKD 46,186 thousand in the same period of 2021, representing a significant increase of 1,492%[10] - Total comprehensive income for the period was HKD 753,087 thousand, up from HKD 57,899 thousand in the previous year, indicating a growth of 1,200%[10] - Operating profit before tax for the six months was HKD 691,565 thousand, a substantial increase from HKD 71,202 thousand in the prior year[13] Assets and Liabilities - Non-current assets as of September 30, 2022, totaled HKD 2,244,733,000, up from HKD 1,445,309,000 as of March 31, 2022[6] - The company reported a net debt of HKD 3,690,071,000, slightly increased from HKD 3,662,806,000 as of March 31, 2022[6] - The company's equity attributable to owners decreased to HKD (1,930,523) thousand as of September 30, 2022, from HKD (1,988,443) thousand a year earlier[10] - The group’s current liabilities exceed current assets by approximately HKD 3,690,071,000 as of September 30, 2022, compared to HKD 3,662,806,000 as of March 31, 2022[20] - The company's equity deficit is approximately HKD 1,617,450,000 as of September 30, 2022, down from HKD 2,382,088,000 as of March 31, 2022[20] - The total liabilities of the group increased to HKD 3,884,162,000 as of September 30, 2022, from HKD 3,851,729,000 as of March 31, 2022, reflecting a slight increase of approximately 0.8%[42] Cash Flow and Financing - The company experienced a net cash inflow from operating activities of HKD 11,561 thousand, compared to HKD 14 thousand in the same period last year[13] - Cash and cash equivalents at the end of the period increased to HKD 3,429 thousand from HKD 2,667 thousand, reflecting a growth of 28.6%[16] - The company incurred a total cash outflow from investing activities of HKD 30,363 thousand, compared to HKD 107,286 thousand in the previous year, showing a reduction of 71.7%[16] - Financing activities generated a net cash inflow of HKD 28,091 thousand, down from HKD 106,192 thousand in the previous year, indicating a decrease of 73.6%[16] - The group has secured financing agreements providing up to USD 106,920,000 (approximately HKD 833,976,000) for operational support over 18 months starting June 2022[26] Operational Strategy - The company is focusing on expanding its exploration and evaluation assets, which increased to HKD 1,932,653,000 from HKD 1,254,707,000[6] - The company plans to enhance its operational efficiency and explore new market opportunities to sustain growth in the upcoming periods[5] - The group is focusing on cost control measures to improve operational performance and financial condition[24] Legal and Regulatory Matters - The company has faced significant uncertainty regarding its ability to continue as a going concern due to its financial position[20] - The company is involved in multiple legal proceedings, including case number HCA 3160, where the plaintiff seeks declaratory relief regarding accounting data and valuation reports[141] - Daily Loyal claims that the company violated the convertible bond agreement by issuing new shares without prior consent[152] - The company is actively working with legal representatives to potentially terminate ongoing legal actions if the bankruptcy trustee decides not to pursue litigation[146] Market and Sales Performance - Diesel sales contributed HKD 494,129,000 to revenue, up from HKD 395,167,000 year-on-year[32] - Diesel sales accounted for approximately 78.10% of total revenue, with sales amounting to HKD 494,130,000, up from HKD 395,170,000 in the previous year[195] - The company has adjusted its product mix strategy to enhance overall gross margins, contributing to the increase in diesel sales revenue[195] Impairment and Valuation - The group reported a reversal of impairment losses on exploration and evaluation assets amounting to HKD 672,254,000 for the six months ended September 30, 2022, compared to a loss of HKD 45,705,000 in the previous year[54] - The company reported a reversal of impairment loss of approximately HKD 260,486,000 compared to HKD 175,949,000 as of March 31, 2022, primarily due to changes in coal prices, ruble appreciation, and reduced production costs[70] - The company engaged an independent valuation firm to assess the recoverable amount of mining rights, which was determined based on discounted cash flow analysis, reflecting a strategic approach to asset valuation[68] Shareholder and Equity Matters - The company did not recommend an interim dividend for the six months ended September 30, 2022, consistent with the previous year where no dividend was declared[60] - The company confirmed an additional purchase price of USD 1,300,000 (approximately HKD 10,140,000) for acquiring the remaining 30% equity in LLC "Shakhta Lapichevskaya"[88] - The company issued 5,005,000 shares to Cordia as part of the conversion of USD 30,800,000 (approximately HKD 240,000,000) of the third batch of convertible bonds[92] Other Income and Expenses - Other income increased significantly to approximately HKD 8,200,000, primarily due to foreign exchange gains from the appreciation of the Russian ruble against the US dollar, which generated net foreign exchange gains of about HKD 8,050,000[196] - Administrative expenses totaled approximately HKD 8,540,000, compared to HKD 5,990,000 in the previous year, with notable increases in legal and professional fees, tax service fees, and employee costs[199]