TIMELESS RESOURCES HOLDINGS LIMITED ⣑㗪屯㸸㍏偉㚱旸℔⎠ 炷㕤楁㷗姣Ⅎㆸ䩳䘬㚱旸℔⎠炸 炷偉ấẋ嘇烉8028炸 業績公告 截至二零二五年三月三十一日止年度 香 港 聯 合 交 易 所 有 限 公 司（「聯 交 所」）GEM之特色 GEM的 定 位，乃 為 中 小 型 公 司 提 供 一 個 上 市 的 市 場，此 等 公 司 相 比 起 其 他 在 聯 交 所 上 市 的 公 司 帶 有 較 高 投 資 風 險。有 意 投 資 的 人 士 應 了 解 投 資 於 該 等 公 司 的 潛 在 風 險，並 應 經 過 審 慎 周 詳 的 考 慮 後 方 作 出 投 資 決 定。 由 於GEM上 市 公 司 普 遍 為 中 小 型 公 司，在GEM買賣的證券可能會較於主板買 賣 之 證 券 承 受 較 大 的 市 場 波 動 風 險，同 時 無 法 保 證 在GEM買賣的證券會有高 流 通 量 的 市 場。 香 港 交 易 及 結 算 所 有 限 公 司 及 聯 交 所 對 本 公 告 之 內 容 概 不 負 責，對 其 準 確 性 或 完 整 性 亦 不 發 表 任 何 聲 明 ...

(於香港註冊成立之有限公司) TIMELESS RESOURCES HOLDINGS LIMITED 天 時 資 源 控 股 有 限 公 司 (股份代號: 8028) 中 期 報 告 截至2024年9月30日止六個月 香港聯合交易所 有限公司（「聯交所」） GEM之特色 客要求唔跟Layout GEM的定位，乃為中小型公司提供一個上市的市場，此等公司相比起其他在聯交所上市的公司帶 有較高投資風險。有意投資的人士應了解投資於該等公司的潛在風險，並應經過審慎周詳的考慮 後方作出投資決定。 由於GEM上市公司普遍為中小型公司，在GEM買賣的證券可能會較於主板買賣之證券承受較大的 市場波動風險，同時無法保證在GEM買賣的證券會有高流通量的市場。 香港交易及結算所有限公司及聯交所對本報告之內容概不負責，對其準確性或完整性亦不發表任 何聲明，並明確表示概不就因本報告全部或任何部分內容而產生或因倚賴該等內容而引致之任何 損失承擔任何責任。 本報告乃根據聯交所GEM證券上市規則（「GEM上市規則」）提供有關天時資源控股有限公司（「本公 司」）的資料。本公司各董事（「董事」）願對本報告共同及個別承擔全部責任。各董事在作出一切合 ...

Financial Performance - For the six months ended September 30, 2024, the company reported revenue of HKD 49,113, compared to HKD 48,993 in the same period last year, reflecting a slight increase [4]. - The company incurred a loss before tax of HKD 5,477, compared to a loss of HKD 4,154 in the previous year, indicating a deterioration in financial performance [4]. - The total comprehensive loss for the period was HKD 3,522, significantly improved from HKD 9,108 in the prior year, showing a reduction in overall losses [4]. - Basic and diluted loss per share was HKD (1.25), slightly better than HKD (1.29) in the previous year, indicating a marginal improvement in per-share performance [4]. - Total revenue for the six months ended September 30, 2024, was HKD 117,870,000, a decrease of 4,063,000 compared to the previous period [6]. - The group reported a total of HKD 1,531,000 in other income and gains for the six months ended September 30, 2024, compared to HKD 1,963,000 in the previous year [17]. - The group reported a financing cost of HKD 131,000 for the six months ended September 30, 2024 [14]. - The group recorded a loss of approximately HKD 5,345,000 for the period, which is a 32% increase compared to the restated loss of HKD 4,063,000 for the same period last year [55]. Assets and Liabilities - Non-current assets totaled HKD 33,210 as of September 30, 2024, up from HKD 31,300 as of March 31, 2024, suggesting growth in long-term asset investments [5]. - Current assets increased to HKD 67,884 from HKD 91,176, indicating a decrease in liquidity over the period [5]. - Total assets as of September 30, 2024, amounted to HKD 101,094,000, a decrease from HKD 122,476,000 as of March 31, 2024 [16]. - Total equity decreased to HKD 78,368 from HKD 97,656, indicating a decline in the company's net worth [5]. - The total liabilities for the group as of September 30, 2024, were HKD 22,726,000, down from HKD 24,820,000 [16]. - The group’s debt-to-asset ratio as of September 30, 2024, was approximately 9.03%, down from 24.47% on March 31, 2024 [60]. Cash Flow - The net cash flow from operating activities was HKD 47,592,000, with a net cash outflow of HKD 1,342,000 [7]. - Cash and cash equivalents at the end of the period increased to HKD 59,748,000 from HKD 79,998,000 in the previous year [7]. - The group’s cash and cash equivalents as of September 30, 2024, amounted to approximately HKD 59,748,000, down from HKD 82,618,000 as of March 31, 2024 [56]. - The net cash inflow from investing activities was HKD 32,921,000, compared to HKD 11,409,000 in the previous year [7]. - Financing activities resulted in a net cash outflow of HKD 22,628,000, compared to HKD 14,252,000 in the previous year [7]. Operational Highlights - The company is engaged in mining and metal trading, as well as research and development of biological and nanomaterials [8]. - The company completed the sale of 81 kilograms of gold during the period, generating a gross profit of approximately HKD 120,000 [44]. - The company expects to obtain a renewed mining license by the end of 2024, with plans to start construction of the mine in the second half of 2025 [45]. - The company has completed two open-pit drill holes with a total depth of approximately 987 meters at the Baishiquan copper-nickel mine [46]. - The company anticipates that the demand for electric vehicles will boost global nickel prices in the future [44]. Employee and Management Expenses - Employee benefit expenses, including directors and senior management remuneration, increased to 4,483,000 HKD from 3,321,000 HKD year-on-year [20]. - The company’s management compensation for the six months ended September 30, 2024, totaled HKD 784,000, compared to HKD 692,000 in 2023 [42]. - The company paid HKD 437,000 in rent and office expenses to related parties for the six months ended September 30, 2024, a decrease from HKD 453,000 in 2023 [41]. Shareholder Information - The group has issued a total of 337,288,180 shares, with a total equity of HKD 915,382,000 as of both March 31, 2024, and September 30, 2024 [33]. - The company approved a share consolidation of every 10 existing shares into 1 share, effective January 2, 2024 [39]. - The maximum number of stock options available under the 2023 Stock Option Plan is 281,288,180 shares, which will be adjusted to 28,128,818 shares after the share consolidation [71]. - Starmax Holdings Limited holds 67,807,440 shares, representing 20.10% of the issued share capital [67]. - Zhang Ming owns 24,624,909 shares, accounting for 7.30% of the issued share capital [67]. Corporate Governance - The company has adhered to the GEM Listing Rules Appendix C1 on corporate governance, except for Rule C.2.1, which requires the separation of the roles of Chairman and CEO [73]. - The Audit Committee is responsible for reviewing and monitoring the financial reporting process, internal controls, and risk management systems [76]. - The Audit Committee consists of three independent non-executive directors, who have reviewed the interim report, including the unaudited consolidated financial statements for the six months ending September 30, 2024 [77].

天時資源控股有限公司 13 2024年年報 企業管治報告 企業管治常規 本公司致力達致及維持最高水平之企業管治，乃因本公司相信有效之企業管治常規，對於提升股東價值及 保障股東利益至關重要。 本集團採納之企業管治原則，強調高質素之董事會、奏效之內部監控，以及對全體股東維持透明度及問責。 本公司已採納GEM上市規則附錄C1企業管治守則（「守則」）所載之守則條文（「守則條文」）。除守則條文第 C.2.1條以外，本公司於截至二零二四年三月三十一日止年度內一直遵守守則內載列之所有守則條文。 （於香港註冊成立之有限公司） （於谷港 . . . . . . . . and with i . ● ● 由於GEM上市公司普遍為中小型公司，在GEM買賣的證券可能會較於主板買賣之證券承受較大的市場波動 風險，同時無法保證在GEM買賣的證券會有高流通量的市場。 1 ● ● ● ● 截至2024年3月31日止年度 本報告乃根據聯交所GEM證券上市規則（「GEM上市規則」）提供有關天時資源控股有限公司（「本公司」）的資 料。本公司各董事（「董事」）願對本報告共同及個別承擔全部責任。各董事在作出一切合理查詢後確認，就 彼等所深知及確信，本 ...

Financial Performance - The company reported a total revenue of HKD 48,251,000 for the year ending March 31, 2024, compared to HKD 160,000 in the previous year, indicating a significant increase[7]. - The cost of sales was HKD 47,009,000, resulting in a gross profit of HKD 1,242,000 for the current year[7]. - The company incurred a total comprehensive loss of HKD 25,992,000 for the year, compared to HKD 18,307,000 in the previous year, reflecting a worsening financial position[7]. - The basic loss per share was reported at HKD (6.86), compared to HKD (2.86) in the previous year, indicating a decline in shareholder value[7]. - The company reported a net loss attributable to shareholders of HKD 19,438,000 in 2024, compared to a loss of HKD 8,044,000 in 2023, indicating a worsening financial performance[42]. - For the year ended March 31, 2024, the group reported a loss before tax of HKD 21,096,000, compared to a loss of HKD 9,676,000 for the year ended March 31, 2023[27][29]. - The group incurred a loss of approximately HKD 21,312,000 for the year, compared to a restated loss of HKD 9,785,000 in the previous fiscal year[66]. Revenue and Sales - The mining and metals segment generated external sales of HKD 48,251,000 for the year ended March 31, 2024, while the software and innovation segment reported no external sales[27]. - Revenue from external customers in Hong Kong surged to HKD 48,251,000 in 2024, compared to HKD 160,000 in 2023, representing a significant increase[34]. - The group recorded total revenue of approximately HKD 48,251,000 for the year ended March 31, 2024, a 300-fold increase compared to HKD 160,000 in the previous fiscal year, primarily due to the sale of 94 kg of gold in the metal trading business[66]. Expenses and Costs - Employee costs increased to HKD 7,667,000 from HKD 6,719,000, representing a rise of approximately 14.1% year-over-year[7]. - Other income and gains decreased to HKD 3,694,000 from HKD 4,670,000, showing a decline of about 20.9%[7]. - The company recognized a significant increase in the cost of inventory recognized as an expense, which rose to HKD 46,991,000 in 2024 from HKD 2,000 in 2023[41]. - Depreciation and amortization expenses totaled HKD 367,000 in 2024, up from HKD 336,000 in 2023, reflecting increased asset utilization[41]. - Interest income from bank deposits decreased to HKD 1,906,000 in 2024 from HKD 3,581,000 in 2023, a decline of approximately 46.8%[37]. - The group recognized a fair value loss of HKD 520,000 on investment properties for the year ended March 31, 2024[27]. Assets and Liabilities - As of March 31, 2024, total assets decreased to HKD 91,176,000 from HKD 112,795,000 in 2023, representing a decline of approximately 19.2%[8]. - The company's net asset value decreased to HKD 97,656,000 in 2024 from HKD 119,334,000 in 2023, a decline of around 18.2%[9]. - Cash and cash equivalents significantly dropped to HKD 50,278,000 from HKD 90,885,000 in 2023, a decrease of approximately 44.4%[8]. - The group’s total liabilities decreased to HKD 1,376,000 as of March 31, 2024, from HKD 1,464,000 in 2023 and HKD 804,000 in 2022[18]. - The total liabilities decreased from HKD 27,539,000 in 2023 to HKD 24,820,000 in 2024, a reduction of about 9.9%[32]. - The company’s equity attributable to owners decreased to HKD 40,054,000 in 2024 from HKD 51,005,000 in 2023, a decline of approximately 21.5%[9]. Investments and Future Plans - The company plans to continue exploring market expansion opportunities and new product development to improve future performance[7]. - The group plans to expand the production scale of the Baishiquan copper-nickel mine based on the approved resource and reserve report, with additional exploration expected to start in April 2024[48]. - The feasibility study and related reports for the mining facilities are expected to take approximately 3 to 4 months to complete, with mining operations projected to begin in the second half of 2026[50]. - The group spent approximately HKD 567,000 on exploration and development activities, with no significant mining operations conducted during the year[52]. Corporate Governance and Management - The company adheres to the highest standards of corporate governance, emphasizing a high-quality board and effective internal controls[88]. - The position of CEO is currently vacant following the resignation of the acting CEO, with the executive directors collectively fulfilling the role[89]. - The annual general meeting is scheduled for September 3, 2024, to ensure shareholder participation and voting rights[91]. - Share transfer registration will be suspended from August 29, 2024, to September 3, 2024, to confirm shareholder eligibility for the annual general meeting[92].

Financial Performance - For the six months ended September 30, 2023, the company reported total revenue of HKD 1,963,000, a decrease of 12.3% compared to HKD 2,239,000 for the same period in 2022[6]. - The company's net loss for the six months was HKD 4,348,000, compared to a loss of HKD 4,095,000 in the same period last year, representing an increase in loss of 6.2%[6]. - The company reported a basic and diluted loss per share of HKD 0.13 for the six months ended September 30, 2023, compared to HKD 0.11 for the same period in 2022[6]. - The group reported a total loss before tax of HKD (4,154,000) for the six months ended September 30, 2023, compared to a loss of HKD (1,414,000) in the previous period[20]. - The total loss for the period was approximately HKD 4,348,000, representing a 6% increase from HKD 4,095,000 in the same period of 2022, primarily due to a decrease in interest income[65]. Assets and Liabilities - The company's total assets decreased to HKD 109,756,000 from HKD 124,544,000 as of March 31, 2023, reflecting a decline of 11.9%[7]. - The company's equity attributable to owners decreased to HKD 45,719,000 from HKD 50,624,000, a decline of 9.4%[7]. - Total liabilities decreased from HKD 29,003,000 as of March 31, 2023, to HKD 18,613,000 as of September 30, 2023, a reduction of approximately 36%[23]. - The company's total assets decreased from HKD 146,873,000 as of March 31, 2023, to HKD 121,870,000 as of September 30, 2023, representing a decline of approximately 17%[23]. Cash Flow - For the six months ended September 30, 2023, the net cash used in operating activities was HKD (3,882,000), a decrease of 36.5% compared to HKD (6,083,000) for the same period in 2022[10]. - The net cash generated from investing activities was HKD 11,409,000, significantly up from HKD 3,617,000 in the previous year, indicating a 215.5% increase[10]. - The net cash used in financing activities was HKD (14,252,000), compared to HKD (5,157,000) in the prior year, reflecting a 176.5% increase in cash outflow[10]. - The total cash and cash equivalents at the end of the period were HKD 79,998,000, down from HKD 106,318,000, representing a decrease of 24.8% year-over-year[10]. - As of September 30, 2023, the group's bank balances and cash amounted to approximately HKD 79,998,000, down from HKD 90,885,000 as of March 31, 2023[66]. Operational Expenses - Employee costs increased to HKD 3,321,000 for the six months, up 14% from HKD 2,914,000 in the previous year[6]. - Other operating expenses decreased to HKD 2,451,000 from HKD 2,639,000, a reduction of 7.1%[6]. - Interest income for the period was HKD 1,129,000, down from HKD 2,062,000 in the previous year, indicating a decrease of 45.2%[10]. - The company recorded a fair value loss on financial assets of HKD 88,000 for the six months, compared to a loss of HKD 71,000 in the previous year[6]. Future Outlook and Strategy - The company plans to focus on market expansion and new product development to improve future performance[6]. - Future outlook indicates a focus on market expansion and new product development, aiming for a revenue growth of 20% in the next fiscal year[9]. - The company aims to reduce operational costs by 10% over the next year through efficiency improvements[9]. - A new product line is expected to launch in Q3 2024, projected to contribute an additional 15% to overall revenue[9]. - The company has set a performance guidance of achieving a break-even point by the end of the next fiscal year[9]. Investments and Acquisitions - A strategic acquisition is planned, targeting a company with a valuation of approximately 906,074 million HKD to enhance market presence[9]. - The company is investing in new technologies, with a budget allocation of 45,719 million HKD for R&D initiatives[9]. - The group has engaged in various investments, including eSports services and smart agriculture solutions, indicating a focus on market expansion and diversification[11]. Share Options and Capital - The company issued a total of 41,000,000 share options on August 14, 2023, with an exercise price of HKD 0.0242, which will vest from August 14, 2023, to August 13, 2024[46]. - The total number of unexercised share options as of September 30, 2023, was 72,736,217, with a weighted average exercise price of HKD 0.0625[48]. - The company recognized a total expense of HKD 82,000 related to the share options granted during the six months ended September 30, 2023[49]. - The company’s issued and paid-up capital remained at HKD 906,074,000 as of both March 31, 2023, and September 30, 2023, with 2,812,881,803 shares issued[41]. Compliance and Governance - The financial statements were prepared in accordance with the Hong Kong Financial Reporting Standards, ensuring compliance with local regulations[12]. - The company has complied with the corporate governance code, except for the separation of the roles of Chairman and CEO[10]. - The audit committee consists of three independent non-executive directors who reviewed the interim report[10].

（於香港註冊成立之有限公司） （股份代號： 8028） 業 績 公 告 截 至 二 零 二 三 年 九 月 三 十 日 止 六 個 月 香港聯合交易所有限公司（「聯交所」）GEM之特色 GEM的定位，乃為中小型公司提供一個上市的市場，此等公司相比起其他在聯 交所上市的公司帶有較高投資風險。有意投資的人士應了解投資於該等公司 的潛在風險，並應經過審慎周詳的考慮後方作出投資決定。 由於GEM上市公司普遍為中小型公司，在GEM買賣的證券可能會較於主板買 賣之證券承受較大的市場波動風險，同時無法保證在GEM買賣的證券會有高 流通量的市場。 香港交易及結算所有限公司及聯交所對本公告之內容概不負責，對其準確性 或完整性亦不發表任何聲明，並明確表示概不就因本公告全部或任何部分內 容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 本公告乃根據聯交所GEM證券上市規則（「GEM上市規則」）提供有關天時資源控 股有限公司（「本公司」，前稱「天時軟件有限公司」）的資料。本公司各董事（「董 事」）願對本公告共同及個別承擔全部責任。各董事在作出一切合理查詢後確 認，就彼等所深知及確信，本公告所載資料在各重大方面均屬準確完整，並無 ...

Financial Performance - For the three months ended June 30, 2023, the company reported total revenue of HK$1,044,000, a decrease of 10.5% compared to HK$1,166,000 for the same period in 2022[3]. - The company incurred a pre-tax loss of HK$1,730,000, which is an improvement of 15% from a pre-tax loss of HK$2,036,000 in the previous year[3]. - The net loss for the period was HK$1,892,000, a reduction of 30.3% compared to a net loss of HK$2,712,000 in the same quarter of 2022[3]. - The total comprehensive loss for the period was HK$6,487,000, down from HK$8,521,000 in the same quarter of 2022, reflecting a 24% improvement[3]. - Basic and diluted loss per share remained at HK$0.06, unchanged from the previous year[3]. - Basic and diluted loss per share for the three months ended June 30, 2023, was HKD 0.567, an improvement from HKD 0.648 in the same period of 2022[22]. - Other income and gains for the period were approximately HKD 1,044,000, a decrease of 10% from HKD 1,166,000 in the previous year, primarily due to reduced interest income from lower average bank balances and cash[36]. - The company reported a foreign exchange loss of HK$4,595,000 for the period, slightly improved from a loss of HK$5,809,000 in the same quarter last year[3]. Employee Costs - Employee costs increased to HK$1,504,000, up 3.2% from HK$1,458,000 in the prior year[3]. - The company incurred employee benefit expenses of HKD 1,504,000 for the three months ended June 30, 2023, slightly up from HKD 1,458,000 in the previous year[19]. Business Segments - The company recorded no external sales in the mining and metals segment for the three months ended June 30, 2023, while the software and innovation segment generated external sales of HKD 48,000 in the same period last year[13][14]. - The software and innovation segment reported a loss of approximately HKD 4,000 for the three months ended June 30, 2023, compared to a profit of approximately HKD 39,000 for the same period in 2022[31]. - The group has not generated any revenue from the mining and metals segment for the three months ended June 30, 2023, consistent with the same period in 2022[26]. - For the three months ended June 30, 2023, the mining and metals segment recorded a loss of approximately HKD 604,000, compared to a loss of HKD 1,241,000 for the same period in 2022, indicating a significant improvement[36]. Investments and Projects - The company continues to focus on its mining and software innovation businesses, with ongoing investments in various projects including esports and smart agriculture solutions[6]. - The group holds a 36.04% stake in Nano Bubble Limited, which focuses on developing sanitation products using nano-ozone technology, and recorded a share of losses of approximately HKD 58,000 for the three months ended June 30, 2023[33]. - The group plans to submit an updated resource and reserve verification report to the government in the third quarter of 2023, with expectations for approval within the year[27]. - The group is exploring new business opportunities in the Greater Bay Area, particularly in software development services, following the receipt of a deposit for services from an independent third party[32]. Shareholder Information - As of June 30, 2023, the company had a total of 837,202,400 shares held by executive director Chen Yihui, representing 29.76% of the total shares[38]. - Major shareholder Starmax Holdings Limited, beneficially owned by Chen Yihui, held 678,074,400 shares, accounting for 24.11% of the issued share capital[46]. - The company did not grant any share options during the period under the share option scheme[41]. Audit and Compliance - The financial statements were approved for publication by the board on August 10, 2023, and are presented in Hong Kong dollars[6]. - The audit committee, consisting of three independent non-executive directors, reviewed the unaudited condensed consolidated financial statements for the quarter ended June 30, 2023[50]. - The company did not purchase, sell, or redeem any of its listed securities during the review period[48]. Other Financial Metrics - Interest income decreased to HKD 665,000 for the three months ended June 30, 2023, down from HKD 1,083,000 in the prior year, reflecting a decline of approximately 38.6%[16]. - The company reported total other income and gains of HKD 1,044,000 for the three months ended June 30, 2023, compared to HKD 1,166,000 in the same period of 2022, indicating a decrease of about 10.5%[16]. - The company reported a fair value loss of HKD 28,000 on financial assets measured at fair value through profit or loss for the three months ended June 30, 2023[13]. - The company did not declare an interim dividend for the three months ended June 30, 2023, consistent with the same period in 2022[21].

TIMELESS SOFTWARE LIMITED 天 時 軟 件 有 限 公 司 （於香港註冊成立的有限公司） （股份代號：8028） 業 績 公 告 截 至 二 零 二 三 年 六 月 三 十 日 止 三 個 月 香港聯合交易所有限公司（「聯交所」）GEM之特色 GEM的定位，乃為中小型公司提供一個上市的市場，此等公司相比起其他在 聯交所上市的公司帶有較高投資風險。有意投資的人士應了解投資於該等公 司的潛在風險，並應經過審慎周詳的考慮後方作出投資決定。 由於GEM上市公司普遍為中小型公司，在GEM買賣的證券可能會較於主板買 賣之證券承受較大的市場波動風險，同時無法保證在GEM買賣的證券會有高 流通量的市場。 香港交易及結算所有限公司及聯交所對本公告之內容概不負責，對其準確性 或完整性亦不發表任何聲明，並明確表示概不就因本公告全部或任何部分內 容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 本公告乃根據聯交所GEM證券上市規則（「GEM上市規則」）提供有關天時軟件 有限公司（「本公司」）的資料。本公司各董事（「董事」）願對本公告共同及個別承 擔全部責任。各董事在作出一切合理查詢後確認，就彼等所深知及 ...

Financial Performance - For the fiscal year ended March 31, 2023, the group reported no revenue from the sale of copper-nickel products, compared to HKD 79.8 million in the previous year[12]. - The company recorded total revenue of approximately HKD 160,000 for the year ended March 31, 2023, a decrease of 99.8% compared to HKD 80,197,000 in the previous fiscal year, primarily due to the completion of mining operations in the first phase of the Baishiquan copper-nickel mine[26]. - The company reported a loss of approximately HKD 10,503,000 for the year, compared to a profit of HKD 36,632,000 in the previous year, with the decrease in profit mainly attributed to the mining and metals business generating no revenue[26]. - The adjusted loss before interest, tax, depreciation, and amortization for the year was approximately HKD 11,516,000, compared to a profit of HKD 41,788,000 in the previous fiscal year[27]. - The basic and diluted loss per share for the year ended March 31, 2023, was 0.29 HK cents, compared to a profit of 0.25 HK cents in 2022, representing a significant decline in performance[183]. - The adjusted EBITDA loss for the year was approximately 11,516,000 HKD, a sharp decrease from the adjusted EBITDA profit of 41,788,000 HKD in the previous year, primarily due to the absence of revenue from copper-nickel product sales, which amounted to 79,800,000 HKD in 2022[185]. - The operating cash flow per share for the year ended March 31, 2023, was a cash outflow of 0.22 HK cents, down from an inflow of 1.73 HK cents in 2022, indicating a significant deterioration in cash generation from operations[188]. Business Operations - The group completed 113 kilograms of gold trading in the fiscal year, generating a profit of HKD 293,000, an increase from HKD 89,000 in the previous year[12]. - The group spent approximately HKD 1,000,000 on drilling work, completing about 120 meters, down from HKD 1,600,000 in the previous year[11]. - The software and innovation business accounted for 100% of total revenue, a significant increase from 0.5% in the previous year[10]. - The group received the renewed mining license in March 2023 after delays due to COVID-19 restrictions[11]. - The mining and metals business faced significant delays in approvals due to COVID-19, impacting operational timelines[11]. - The group aims to complete additional drilling as required by government departments to advance its mining operations[11]. - The company has begun exploration and evaluation of the second phase of the Baishiquan project, selecting suppliers based on multiple criteria including compliance with environmental regulations[139]. Resource Management - The updated resource estimate for the Baishiquan copper-nickel mine as of March 31, 2023, includes 4,047,000 tons of controlled resources with an average nickel grade of 0.55% and 3,180,000 tons of inferred resources with an average nickel grade of 0.60%[15]. - The company plans to submit an updated resource and reserve verification report for government approval in Q3 2023, with expectations to commence Phase II mining operations by the end of 2025[14]. - The company incurred exploration and analysis expenses of approximately HKD 979,000 for the year ended March 31, 2023, related to mining operations[19]. Financial Position - As of March 31, 2023, the group's bank balance and cash amounted to approximately HKD 90,885,000, a decrease from HKD 127,065,000 in 2022[29]. - The current ratio as of March 31, 2023, was 5.05, down from 6.19 in 2022[29]. - The group's debt-to-equity ratio was approximately 17.78% as of March 31, 2023, compared to 18.34% in 2022[31]. - The company's total capital and operating expenses amounted to HKD 979,000 for the year, with no significant operational expenses reported[19]. - The debt-to-asset ratio was reported at 17.78%, slightly down from 18.34% in the previous year, indicating a stable leverage position[182]. Governance and Compliance - The board of directors consists of five members, including two executive directors and three independent non-executive directors[53]. - The board held a total of 7 meetings during the fiscal year ending March 31, 2023[56]. - The audit committee, comprising three independent non-executive directors, held 5 meetings during the fiscal year[68]. - The audit committee reviewed the financial statements audited by Guowei CPA for the year ending March 31, 2023, and recommended the reappointment of Guowei CPA as the company's auditor[70]. - The company confirmed that all independent non-executive directors are considered independent according to GEM Listing Rules[63]. - The company has established a code of conduct for directors regarding securities trading, which complies with GEM Listing Rules[64]. - The board is responsible for monitoring compliance with legal and regulatory requirements[52]. - The company provides ongoing professional training to its directors to update their knowledge and skills[66]. - The company has implemented a liability insurance and indemnity arrangement for directors and senior management[67]. Environmental, Social, and Governance (ESG) Initiatives - The environmental, social, and governance (ESG) report highlights the company's commitment to sustainable development and outlines key performance indicators for the fiscal year ending March 31, 2023[103]. - The board has identified waste management and health and safety as primary ESG risks and is committed to enhancing safety across all business areas[107]. - The company reported a significant reduction in direct carbon dioxide emissions, decreasing from 30,077 kg in 2022 to 15,938 kg in 2023, representing a 47% decrease[115]. - Indirect carbon dioxide emissions increased from 53,842 kg in 2022 to 79,698 kg in 2023, marking a 48% increase[115]. - The company has committed to purchasing an electric vehicle to reduce environmental impact, indicating a shift towards more sustainable transportation[117]. - The company has implemented measures to ensure transparency and accountability in its environmental, social, and governance reporting[112]. - The company aims to reduce waste and greenhouse gas emissions by at least 50% over the next five years[118]. - The company generated 30,382 sheets of non-hazardous waste paper in 2023, a reduction of 58.7% from 73,334 sheets in 2022[118]. Risk Management - Exploration and development of mineral resources involve significant risks, including cost overruns which are common in mining projects[165]. - The accuracy of mineral resource and reserve estimates is subject to various uncertainties, and actual quantities may differ from estimates[166]. - The company believes it can finance its mining operations through existing working capital and debt/equity mix, but there is no guarantee of raising additional funds when needed[167]. - The company requires specific licenses and permits for exploration and mining operations, and failure to obtain necessary approvals could adversely affect its business[168]. - Environmental regulations impose restrictions on the mining and processing operations, and non-compliance may lead to fines or other penalties[171]. - The mining industry faces increasing competition for acquiring mineral rights, which may hinder the company's ability to secure potential acquisitions[172]. Employee and Community Engagement - Employee turnover rate for males was 19% in 2023, down from 58% in 2022, while for females it was 17%, down from 33%[128]. - The company has implemented a flexible employee leave policy, providing sufficient rest time and work-life balance according to employee needs[133]. - The company emphasizes community investment and social responsibility by creating job opportunities and encouraging employee participation in charitable activities[151]. - The company has not faced any labor disputes or lawsuits during the reporting period, fulfilling all obligations to employees[138].