G-Resources Group Limited — Annual Report 2017

Sep 27, 2017

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.

PALADIN LIMITED

(Incorporated in Bermuda with limited liability)

(Stock code: 495)

ANNOUNCEMENT OF RESULTS FOR THE YEAR ENDED 30 JUNE 2017

The board of directors (the “Board”) of Paladin Limited (the “Company”) is pleased to announce the audited consolidated results of the Company and its subsidiaries (hereinafter collectively referred to as the “Group”) for the year ended 30 June 2017 together with comparative figures for the previous year as follows:

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE YEAR ENDED 30 JUNE 2017

NOTES Revenue 2 Other income 4 Other gains and losses 5 Administrative expenses Fair value change on investment properties Gain on disposal of subsidiaries Share of loss of an associate Finance costs 6 Profit before taxation Taxation 7 Profit for the year	2017 HK$’000 14,446 4,259 2,276 (54,757) 135,470 – (1,841) (2,879) 96,974 (298) 96,676	2016 HK$’000 11,433 3,127 631 (52,306) (110,815) 894,565 – (13,066) 733,569 – 733,569

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Profit (loss) for the year attributable to Owners of the Company Non-controlling interests Other comprehensive income Items that may be subsequently reclassified to profit or loss: Exchange differences arising on translation Fair value gain on an available-for-sale investment Other comprehensive income for the year Total comprehensive income for the year Total comprehensive income attribute to Owners of the Company Non-controlling interests EARNINGS PER SHARE 8 Basic Diluted NOTES	96,899 (223) 96,676 1,317 556 1,873 98,549 98,317 232 98,549 7.28 HK cents 6.81 HK cents 2017 HK$’000	733,569 – 2016 HK$’000
		733,569
		1,558 2,372
		3,930
		737,499
		737,499 –
		737,499
		57.17 HK cents
		50.13 HK cents

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CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AT 30 JUNE 2017

Non-current assets Investment properties Property, plant and equipment Interest in an associate Available-for-sale investment Deposits placed for life insurance policies Deposits paid Current assets Other receivables, deposits and prepayments Bank balances and cash Current liabilities Other payables and accrued charges Other borrowing Amounts due to related parties Tax payable Bank overdrafts Secured bank borrowings Convertible redeemable preference shares Net current assets Total assets less current liabilities Capital and reserves Share capital Reserves Equity attributable to owners of the Company Non-controlling interests Total equity	2017 HK$’000 579,520 211,476 13,759 12,616 35,034 3,199 855,604 6,229 354,653 360,882 12,998 – 64,932 298 575 107,639 6,446 192,888 167,994 1,023,598 13,428 1,009,750 1,023,178 420 1,023,598	2016 HK$’000 649,050 34 – 12,060 20,926 4,915
		686,985
		15,532 428,238
		443,770
		14,697 92,743 12,870 – 43 97,303 15,997
		233,653
		210,117
		897,102
		13,275 883,827
		897,102 –
		897,102

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 30 June 2017

1. APPLICATION OF NEW AND AMENDMENTS TO HONG KONG FINANCIAL REPORTING STANDARDS (“HKFRSs”)

Amendments to HKFRSs that are mandatorily effective for the current year

The Group has applied the following amendments to HKFRSs issued by the Hong Kong Institute of Certified Public Accountant (“HKICPA”) for the first time in the current year:

Amendments to HKFRS 11 Accounting for acquisitions of interest in joint operations Amendments to HKAS 1 Disclosure initiative Amendments to HKAS 16 and Clarification of acceptable methods of depreciation and amortisation HKAS 38 Amendments to HKAS 16 and Agriculture: bearer plants HKAS 41 Amendments to HKFRS 10, Investment entities: applying the consolidation exception HKFRS 12 and HKAS 28 Amendments to HKFRSs Annual improvements to HKFRSs 2012 – 2014 cycle

The application of the amendments to HKFRSs in the current year has had no material impact on the Group’s financial performance and positions for the current and prior years and/or on the disclosures set out in these consolidated financial statements.

The Group has not early applied the following new and amendments to HKFRSs that have been issued but are not yet effective:

HKFRS 9 Financial instruments[2] HKFRS 15 Revenue from contracts with customers and the related amendments[2] HKFRS 16 Leases[3] HK(IFRIC) – Int 22 Foreign currency transactions and advance consideration[2] HK(IFRIC) – Int 23 Uncertainty over income tax treatments[3] Amendments to HKFRS 2 Classification and measurement of share-based payment transactions[2] Amendments to HKFRS 4 Applying HKFRS 9 Financial instruments with HKFRS 4 Insurance contracts[2] Amendments to HKFRS 10 and Sale or contribution of assets between an investor and its associate or HKAS 28 joint venture[4] Amendments to HKAS 7 Disclosure initiative[1] Amendments to HKAS 12 Recognition of deferred tax assets for unrealised loss[1] Amendments to HKAS 40 Transfers of investment property[2] Amendments to HKFRSs Annual improvements to HKFRSs 2014 – 2016 cycle[5]

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• 1 Effective for annual periods beginning on or after 1 January 2017

• 2 Effective for annual periods beginning on or after 1 January 2018

• 3 Effective for annual periods beginning on or after 1 January 2019

• 4 Effective for annual periods beginning on or after a date to be determined

• 5 Effective for annual periods beginning on or after 1 January 2017 or 1 January 2018, as appropriate

Except as described below, the directors anticipate that the application of these new and revised HKFRSs will have no material impact on the consolidated financial statements of the Group.

HKFRS 9 “Financial instruments”

HKFRS 9 introduces new requirements for the classification and measurement of financial assets, financial liabilities, general hedge accounting and impairment requirements for financial assets.

Key requirements of HKFRS 9 which are relevant to the Group are:

• All recognised financial assets that are within the scope of HKAS 39 “Financial instruments: Recognition and measurement” are subsequently measured at amortised cost or fair value. Specifically, debt investments that are held within a business model whose objective is to collect the contractual cash flows, and that have contractual cash flows that are solely payments of principal and interest on the principal outstanding are generally measured at amortised cost at the end of subsequent accounting periods. Debt instruments that are held within a business model whose objective is achieved both by collecting contractual cash flows and selling financial assets, and that have contractual terms that give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding, are generally measured at fair value through other comprehensive income (“FVTOCI”). All other debt investments and equity investments are measured at their fair values at the end of subsequent reporting periods. In addition, under HKFRS 9, entities may make an irrevocable election to present subsequent changes in the fair value of an equity investment (that is not held for trading) in other comprehensive income, with only dividend income generally recognised in profit or loss.

• In relation to the impairment of financial assets, HKFRS 9 requires an expected credit loss model, as opposed to an incurred credit loss model under HKAS 39. The expected credit loss model requires an entity to account for expected credit losses and changes in those expected credit losses at each reporting date to reflect changes in credit risk since initial recognition. In other words, it is no longer necessary for a credit event to have occurred before credit losses are recognised.

Based on the Group’s financial instruments and risk management policies as at 30 June 2017, the directors anticipate that the application of HKFRS 9 in the future will affect the classification and measurement of the Group’s financial assets but unlikely affect the Group’s financial liabilities. The Group’s available-forsale investment currently stated at fair value through other comprehensive income will either be measured at fair value through profit of loss or be designated as FVTOCI. In addition, the expected credit loss model may result in early provision of credit losses which are not yet incurred in relation to the Group’s financial assets measured at amortised cost. However, it is not practicable to provide a reasonable estimate of that effect until a detailed review has been completed.

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HKFRS 15 “Revenue from contracts with customers”

HKFRS 15 was issued which establishes a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. HKFRS 15 will supersede the current revenue recognition guidance including HKAS 18 “Revenue”, HKAS 11 “Construction contracts” and the related interpretations when it becomes effective.

The core principle of HKFRS 15 is that an entity should recognise revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Specifically, the standard introduces a 5-step approach to revenue recognition:

• Step 1: Identify the contract(s) with a customer

• Step 2: Identify the performance obligations in the contract

• Step 3: Determine the transaction price

• Step 4: Allocate the transaction price to the performance obligations in the contract

• Step 5: Recognise revenue when (or as) the entity satisfies a performance obligation

Under HKFRS 15, an entity recognises revenue when (or as) a performance obligation is satisfied, i.e. when “control” of the goods or services underlying the particular performance obligation is transferred to the customer. Far more prescriptive guidance has been added in HKFRS 15 to deal with specific scenarios. Furthermore, extensive disclosures are required by HKFRS 15.

In 2016, the HKICPA issued clarification to HKFRS 15 in relation to the identification of performance obligations, principal versus agent considerations, as well as licensing application guidance.

The directors of the Company anticipate that the application of HKFRS 15 in the future may result in more disclosures, however, the directors of the Company do not anticipate that the application of HKFRS 15 will have a material impact on the timing and amounts of revenue recognised in the respective reporting periods.

HKFRS 16 “Leases”

HKFRS 16 introduces a comprehensive model for the identification of lease arrangements and accounting treatments for both lessors and lessees. HKFRS 16 will supersede HKAS 17 “Leases” and the related interpretations when it becomes effective.

HKFRS 16 distinguishes lease and service contracts on the basis of whether an identified assets is controlled by a customer. Distinctions of operating leases and finance leases are removed for lessee accounting, and is replaced by a model where a right-of-use asset and a corresponding liability have to be recognised for all leases by lessees, except for short-term leases and leases of low value assets.

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The right-of-use asset is initially measured at cost and subsequently measured at cost (subject to certain exceptions) less accumulated depreciation and impairment losses, adjusted for any remeasurement of the lease liability. The lease liability is initially measured at the present value of the lease payments that are not paid at that date. Subsequently, the lease liability is adjusted for interest and lease payments, as well as the impact of lease modifications, amongst others. For the classification of cash flows, the Group currently presents upfront prepaid lease payments as investing cash flows in relation to leasehold lands for owned use and those classified as investment properties while other operating lease payments are presents as operating cash flows. Under the HKFRS 16, lease payments in relation to lease liability will be allocated into a principal and an interest portion which will be presented as financing cash flows.

Under HKAS 17, the Group has already recognised prepaid lease payments for leasehold lands where the Group is a lessee. The application of HKFRS 16 may result in potential changes in classification of these assets depending on whether the Group presents right-of-use assets separately or within the same line item at which the corresponding underlying assets would be presented if they were owned.

In contrast to lessee accounting, HKFRS 16 substantially carries forward the lessor accounting requirements in HKAS 17, and continues to require a lessor to classify a lease either as an operating lease or a finance lease.

Furthermore, extensive disclosures are required by HKFRS 16.

As at 30 June 2017, the Group as lessee has non-cancellable operating lease commitments of HK$10,490,000. A preliminary assessment indicated that these arrangements will meet the definition of a lease under HKFRS 16, and hence the Group will recognise a right-of-use asset and a corresponding liability in respect of all these leases unless they qualify for low value or short-term leases upon the application of HKFRS 16. In addition, the application of new arrangements may result changes in measurement, presentation and disclosure as indicated above. However, it is not practicable to provide a reasonable estimate of the effect until the directors of the Company perform a detailed review.

Amendments to HKAS 7 “Disclosure initiative”

The amendments require an entity to provide disclosures that enable users of financial statements to evaluate changes in liabilities arising from financing activities including both changes arising from cash flows and non-cash changes. Specially, the amendments require the following changes in liabilities arising from financing activities to be disclosed: (i) changes from financing cash flows; (ii) changes arising from obtaining or losing control of subsidiaries or other businesses; (iii) the effect of changes in foreign exchange rates; (iv) changes in fair values; and (v) other changes.

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The amendments apply prospectively for annual periods beginning on or after 1 January 2017 with earlier application permitted. The application of the amendments will result in additional disclosures on the Group’s financing activities, specifically reconciliation between the opening and closing balances in the consolidated statement of financial position for liabilities arising from financing activities will be provided on application.

The directors of the Company do not anticipate that the application of the amendments to HKAS 7 will have a material effect on the Group’s financial performance and positions in these consolidated financial statements. However, the directors of the Company anticipate that the application may result in more disclosures in these consolidated financial statements.

Amendments to HKAS 40 “Transfers of investment property”

The amendments clarify that a transfer to, or from, investment property necessitates an assessment of whether a property meets, or has ceased to meet, the definition of investment property, supported by observable evidence that a change in use has occurred. The amendments further clarify that the situation listed in HKAS 40 are not exhaustive and that a change in use is possible for properties under construction.

The amendments are effective for annual periods beginning on or after 1 January 2018 with application permitted. Entities can apply the amendments either retrospectively or prospectively. The directors of the Company do not anticipate that the application of the amendments to HKAS 40 will have a material effect on the Group’s financial performance and positions and/or the disclosures set out in these consolidated financial statements.

2. REVENUE

Revenue represents the aggregate of the amounts received and receivable for rental income from investment properties. An analysis of the Group’s revenue is as follows:

	2017	2016
	HK$’000	HK$’000
Rental income from investment properties	14,446	11,433

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3. SEGMENT INFORMATION

The Group determines its operating segments based on internal reports reviewed by the chief operating decision maker, the Chairman of the Company, for the purpose of allocating resources to the segments and to assess their performances.

During the year ended 30 June 2017, in order to more accurately reflect the current business activities and business model of the Group, the internal organisation structure and reporting was changed such that property development and property investment activities are no longer separately assessed or reviewed. Instead, the information reviewed by the chief operating decision maker as at the end of the reporting period analyses the performance of the property business as a whole. Accordingly, it is determined that the Group now has one operating segment. The operating results and other financial information of this operating segment that are regularly reviewed by the chief operating decision maker have been prepared in accordance with accounting policies as disclosed in note 1 that are regularly reviewed by the directors of the Company.

As the segment information for the comparative period have to be restated whenever the composition of reportable segments changes during a reporting period, the segment information presented in the preceding year or period’s published accounts of the Group are not presented in this announcement as comparative information.

4. OTHER INCOME

Bank interest income Consultancy fee income Interest income from deposits placed for life insurance policies Rental income from properties held for sale Others OTHER GAINS AND LOSSES Net exchange gain Gain on disposal of property, plant and equipment Reversal of provision for litigations	2017 HK$’000 51 426 3,737 – 45 4,259 2017 HK$’000 – 145 2,131 2,276	2016 HK$’000 385 746 893 801 302
		3,127
		2016 HK$’000 631 – –
		631

5. OTHER GAINS AND LOSSES

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6. FINANCE COSTS

Interest on bank borrowings Interest on bank overdrafts Interest on other borrowing Finance costs on convertible redeemable preference shares TAXATION Under provision in prior years	2017 HK$’000 2,167 57 – 655 2,879 2017 HK$’000 298	2016 HK$’000 4,914 60 6,870 1,222
		13,066
		2016 HK$’000 –

7. TAXATION

Hong Kong Profits Tax is calculated at 16.5% of the estimated assessable profit for both years.

Taxation arising in other jurisdictions is calculated at the rates prevailing in the relevant jurisdictions.

No current year tax provision has been provided as the Group had no assessable profit for both years.

Taxation for the year can be reconciled to profit before taxation per the consolidated statement of profit or loss and other comprehensive income as follows:

Profit before taxation Tax charge at Hong Kong Profits Tax rate of 16.5% Tax effect of income not taxable for tax purpose Tax effect of expenses not deductible for tax purpose Tax effect of tax losses not recognised Underprovision in respect of prior years Effect of different tax rates of subsidiaries operating in other jurisdictions Others Taxation for the year	2017 HK$’000 96,974 16,001 (22,876) 7,052 366 298 147 (690) 298	2016 HK$’000 733,569
		121,039 (148,373) 26,719 482 – (6) 139
		–

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8. EARNINGS PER SHARE

The calculation of the basic and diluted earnings per share attributable to the owners of the Company is based on the following data:

Earnings Profit for the year attributable to owners of the Company for the purposes of basic earnings per share Effect of dilutive potential shares: Interest on convertible redeemable preference shares (net of income tax) Earnings for the purposes of diluted earnings per share Number of shares Weighted average number of shares for the purposes of calculating basic earnings per share Effect of dilutive potential shares: Convertible redeemable preference shares Convertible notes Weighted average number of shares for the purpose of calculating diluted earnings per share	For the year ended 30 June 2017 2016 HK$’000 HK$’000 96,899 733,569 655 1,222 97,554 734,791 2017 2016 1,330,495,814 1,283,247,688 34,608,440 70,979,239 66,854,209 111,401,433 1,431,958,463 1,465,628,360	For the year ended 30 June 2017 2016 HK$’000 HK$’000 96,899 733,569 655 1,222 97,554 734,791 2017 2016 1,330,495,814 1,283,247,688 34,608,440 70,979,239 66,854,209 111,401,433 1,431,958,463 1,465,628,360
		734,791
		2016 1,283,247,688 70,979,239 111,401,433
		1,465,628,360

The computation of diluted earnings per share for the years ended 30 June 2017 and 2016 does not assume the exercise of the Company’s share options because the exercise price of those share options was higher than the average market price for shares.

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DIVIDEND

The Directors of the Company do not recommend the payment of a final dividend (2016: nil).

CLOSURE OF REGISTER OF MEMBERS

For determining the entitlement to attend and vote at the forthcoming annual general meeting to be held on Monday, 11 December 2017, the register of members of the Company will be closed from Wednesday, 6 December 2017 to Monday, 11 December 2017 (both days inclusive), during which period no transfer of shares of the Company will be registered. In order to qualify for attendance and voting at the forthcoming annual general meeting of the Company, all transfers of shares of the Company accompanied by the relevant share certificates must be lodged with the Hong Kong share registrar and transfer office of the Company, Computershare Hong Kong Investor Services Limited of Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong for registration not later than 4:30 p.m. on Tuesday, 5 December 2017.

MANAGEMENT DISCUSSION AND ANALYSIS

The principal activities of the Group are property investment and research and development of high technology system and applications.

BUSINESS REVIEW AND PROSPECTS

Properties investment

Turnover of the group for the year ended 30 June 2017 comprising rental income from its investment properties amounted to approximately HK$14 million (2016: HK$11 million). The profit for the year decreased by approximately 87% to HK$97 million as compared to that of the corresponding period in 2016. Such decrease is mainly due to the one-off gain of HK$895 million arising from disposal of subsidiaries in relation to the peak road project for the year ended 30 June 2016 which did not occur for the year ended 30 June 2017.

The Group will continue to seek and explore investment opportunities to strength its investment portfolios.

Research and development

Sensors Integration Technology Limited, a wholly-owned subsidiary of the Group, has planned to conduct research and development of digital camera, camcorder, surveillance, video capturing and processing technology. It generated a revenue of approximately HK$0.5 million for the year ended 30 June 2017.

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The Group will actively expand its business to cover a broader spectrum in the field of high technology products. During the year, the Group together with an independent third party established an associate known as Imagica Technology Inc. which is owned as to 49% by the Group and established 3 subsidiaries namely, Next Level A.I. Solutions, LLC., Navigs Oy and Pexray Oy, to conduct research and development, software and hardware design for the manufacture and sales of a range of high technology products including:

• portable x-ray systems used in inspection devices for security and counter terrorism applications;

• accurate positioning and image sensing technologies to be integrated into semiautomated agriculture vehicles and advanced driver assistance systems (ADAS);

• advanced algorithm and software solutions used in ADAS, for example, systems for identifying objects, vehicles and people in difficult lighting conditions, forward collision warning systems, lane departure and driver awareness systems, and for surveillance and intelligent traffic markets, for example, advance camera and video systems for traffic monitoring purpose; and

• image sensors such as line scan sensors used in spectroscopy and document scanners, and other sensors used in security applications.

Looking forward, the Group’s corporate strategy will gradually expand its focus from property investment to high technology development. The Group look forward to all potential opportunities to expand its high technology business in different areas and diversity the investments.

Convertible redeemable preference shares

The convertible redeemable preference shares (the “Preference Shares”) became redeemable at the option of their holders at a price of HK$0.25 per Preference Share on 31 December 2016. The listing of the Preference Shares was withdrawn on 30 December 2016. After 31 December 2016 all rights of conversion to ordinary shares attached to the Preference Shares lapsed.

On 5 July 2017, the Group redeemed all the Preference Shares. After this redemption, the Preference Shares ceased to exist and all unpaid amounts on them became a liability of the Group.

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LIQUIDITY, FINANCIAL RESOURCES AND CAPITAL STRUCTURE

As at 30 June 2017, net current assets of the Group were approximately HK$168 million. The current ratio was 1.87. The bank balances and cash were approximately HK$355 million.

As at 30 June 2017, the Group has outstanding liabilities of approximately HK$193 million comprising (i) other payables and accrued charges of approximately HK$13 million, (ii) amounts due to related parties of approximately HK$65 million, (iii) bank borrowings and overdrafts of approximately HK$108 million and (iv) convertible redeemable preference shares of approximately HK$6 million. The bank borrowings are on floating interest rates basis.

The majority of the Group’s assets and borrowings are denominated either in Hong Kong dollars or US dollars thereby avoiding exposure to undesirable exchange rate fluctuations. In view of the stability of the exchange rate of HK dollars and US dollars, the directors consider that the Group has no significant exposure to exchange fluctuation and does not pledge against foreign exchange risk.

The Group’s bank borrowings and overdrafts were secured by investment properties of approximately HK$204 million and deposit placed for a life insurance policy of approximately HK$17 million.

The Group’s gearing ratio, total debts divided by total assets, was approximately 16%.

SIGNIFICANT INVESTMENTS, ACQUISITIONS AND DISPOSALS

During the year ended 30 June 2017, the Group had no material acquisitions and disposals of subsidiaries.

As at 30 June 2017, the Group had no material investment.

EMPLOYEES AND REMUNERATION POLICIES

As at 30 June 2017, the Group employed total of 32 employees. They were remunerated according to market conditions.

CONTINGENT LIABILITIES

As at 30 June 2017, there were contingent liabilities in respect of certain legal proceedings against certain subsidiaries of the Company. The aggregate amount of claims was approximately HK$13 million. In the opinion of the directors, the claims were remote and no provision has been made in the consolidated financial statements.

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PURCHASE, SALE AND REDEMPTION OF SHARES

For the year ended 30 June 2017, the Company repurchased 3,055,000 shares of its own ordinary shares through the Stock Exchange at a total consideration of HK$916,500.

On 5 July 2017, the Group redeemed all the Preference Shares at a price of HK$0.25 per share.

Save as the above, neither the Company nor any of its subsidiaries purchased, sold or redeemed any of the Company’s listed shares.

REVIEW OF FINAL RESULTS

The Audit Committee has reviewed the annual results of the Group for the year ended 30 June 2017.

CORPORATE GOVERNANCE

The board of directors of the Company (the “Board”) believes that corporate governance is essential to the success of the Company. During the year ended 30 June 2017, the Company has complied with all the code provisions in the Corporate Governance Code (the “Code”) set out in Appendix 14 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, save and except as disclosed below:

– the non-executive directors and independent non-executive directors are not appointed for a specific term in accordance with code provision A.4.1 of the Code, but are subject to retirement by rotation and re-election at the annual general meeting of the Company in accordance with the provisions of the bye-laws of the Company.

– under code provision A.6.7 of the Code, independent non-executive directors and other non-executive directors should attend general meetings of the Company. Certain independent non-executive directors of the Company were unable to attend the annual general meeting of the Company as they had other business commitment.

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• Under the Code provision A.2.1, the roles of the chairman and chief executive officer should be separated and should not be performed by the same individual. Dr. Oung Shih Hua, James is the Chairman of the Company and the Company currently does not appoint Chief Executive Officer. In the opinion of the Board, Dr. Oung temporarily acts as the role of the Chief Executive Officer. The Board considers that the present structure provides the Group with strong and consistent leadership and allows for efficient and effective business planning and execution.

• Code provision A.5.6 requires that the nomination committee should have a policy concerning diversity of board members. The Company does not consider it necessary to have a policy concerning diversity of board members. Board appointments are based on merit, in the context of the skills, experience and expertise that the selected candidates will bring to the Board. While the Company is committed to equality of opportunity in all aspects of its business and endeavours to ensure that its Board has the appropriate balance of skills, experience and diversity of perspectives, the Company does not consider a formal board diversity policy will provide measurable benefits to enhance the effectiveness of the Board.

The Company will review the current bye-laws as and when it becomes appropriate in the future.

PUBLICATION OF ANNUAL RESULTS AND ANNUAL REPORT

The annual results announcement is available for viewing on the website of the Stock Exchange and on the website of the Company at http://www.aplushk.com/clients/00495paladin/. The annual report of the Company will be despatched to the shareholders of the Company in due course.

By Order of the Board Oung Shih Hua, James Chairman

Hong Kong, 27 September 2017

At the date of this announcement, the Chairman and executive director of the Company is Dr. Oung Shih Hua, James; the non-executive directors of the Company are Mr. Yuen Chi Wah and Mr. Chan Chi Ho; and the independent non-executive directors of the Company are Dr. Au Chik Lam Alexander, Mr. Liu Man Kin Dickson and Mr. Luo Rongxuan.

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