abc Multiactive Limited — Regulatory Filings 2021

Jul 14, 2021

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

abc Multiactive Limited 辰 罡 科 技 有 限 公司[*]

(Incorporated in Bermuda with limited liability)

(Stock Code: 8131)

SUPPLEMENTAL ANNOUNCEMENT IN RELATION TO DECISION OF THE GEM LISTING COMMITTEE

Reference is made to (i) the announcement of abc Multiactive Limited (the “ Company ”) dated 15 March 2021 in relation to, among others, the Decision of the Stock Exchange to suspend trading in the Shares pursuant Rule 9.04(3) of the GEM Listing Rules; (ii) the announcement of the Company dated 23 March 2021 in relation to, among others, the Company’s submission to the Stock Exchange to apply for the Decision to be referred to the GEM Listing Committee for review; and (iii) the announcement of the Company dated 13 July 2021 in relation to, among others, the decision of the GEM Listing Committee to uphold the Decision to suspend trading in the Shares under Rule 9.04(3) of the GEM Listing Rule (collectively, the “ Announcements ”). Unless otherwise specified, capitalized terms used in this announcement shall have the same meaning as those defined in the Announcements.

The Company would like to supplement that the GEM Listing Committee arrived at the LC’s Decision for, among others, the following reasons:

• (i) The Company is principally engaged in (a) sales and rental of computer software and provision of related services; (b) provision of software maintenance services to the existing customers of the sales and rental of computer software related business; and (c) sales of third parties’ software or solutions and computer hardware (together with (a) and (b), the “ Financial Solution Business ”). The Company also commenced (a) provision of secondment and recruitment services of IT professionals (the “ Fintech Resources Business ”) in 2017; and (b) provision of mortgage loan consultancy services through a mobile platform (the “ Consultancy Business ”) in 2020. The Company has operated the Financial Solution Business at a low level without substantial improvement in the past years. In recent years, the Company started Fintech Resources Business and Consultancy Business but these businesses are also small in scale. Given its minimal profit and scale of operation of the Company for the three months ended 28 February 2021 remained small, the GEM Listing Committee considered that the businesses of the Company is not viable and sustainable.

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• (ii) The GEM Listing Committee noted the Company’s effort to upgrade its principal software product, expand its customer base and product base with its regulatory technology related products, and enhance its marketing activities, as well as the contracts recently signed with a number of customers. The GEM Listing Committee considered that the scale of operation of the Financial Solution Business remained small with reference to the total contract sum and the forecasted revenue for the year ending 30 November 2021.

• (iii) The Company tried to expand the Fintech Resources Business through the acquisition of Leadership Solutions Limited which was completed in March 2021. However, the GEM Listing Committee considered that Leadership Solutions Limited was small in size and recorded minimal profit for the two years ended 31 December 2020.

• (iv) The GEM Listing Committee considered that the forecasted scale of operation of the Financial Solution Business and Fintech Resources Business would remain small and there is uncertainty on whether the forecast could be achieved for the year ending 30 November 2021.

• (v) The GEM Listing Committee considered that the Company does not have sufficient level of assets to support its operations. As at 30 November 2020, the Company had total assets of approximately HK$12.1 million (including cash and cash equivalents of approximately HK$4.4 million) and net liabilities of HK$25.2 million. Given the Company’s net loss for the year ended 30 November 2020 and net liabilities position as at 30 November 2020, the Company’s auditors have expressed in its opinion that there was material uncertainty relating to going concern.

As mentioned in the announcement of the Company dated 13 July 2021, the Company may request the LC’s Decision referred to the GEM Listing Review Committee for a further and final review under Chapter 4 of the GEM Listing Rules. The Company is in the process of seeking professional advice and will actively consider lodging a request for reviewing the LC’s Decision.

Further announcement will be made by the Company on the development of this matter as and when appropriate in accordance with the GEM Listing Rules.

Shareholders of the Company who have queries about the implication of the delisting of the Shares are advised to seek appropriate professional advice.

By Order of the Board abc Multiactive Limited Joseph Chi Ho HUI Chairman

Hong Kong, 14 July 2021

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As at the date of this announcement, the executive Directors are Mr. Joseph Chi Ho HUI and Ms. Clara Hiu Ling LAM; and the independent non-executive Directors are Mr. Kwong Sang LIU, Mr. Edwin Kim Ho WONG and Mr. William Keith JACOBSEN.

This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this announcement misleading.

This announcement will remain on the “Latest Listed Company Information” page of the GEM website at www.hkgem.com for at least seven days from the day of its publication and on the Company’s website at www.hklistco.com.

• For identification purposes only

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