Persistence Gold Group Ltd — Earnings Release 2005

Apr 24, 2006

Listed Company Information

Listed Company Information
SHANGHAI MER H<01104> - Results Announcement Shanghai Merchants Holdings Limited announced on 24/04/2006: (stock code: 01104 ) Year end date: 31/12/2005 Currency: HKD Auditors' Report: Qualified (Audited ) (Audited ) Last Current Corresponding Period Period from 01/01/2005 from 01/01/2004 to 31/12/2005 to 31/12/2004 Note ('000 ) ('000 ) Turnover : 68,393 22,305 Profit/(Loss) from Operations : 8,283 (22,751) Finance cost : (1,744) (335) Share of Profit/(Loss) of Associates : N/A N/A Share of Profit/(Loss) of Jointly Controlled Entities : N/A N/A Profit/(Loss) after Tax & MI : 6,501 (36,299) % Change over Last Period : N/A % EPS/(LPS)-Basic (in dollars) : 0.0157 (0.0879) -Diluted (in dollars) : N/A N/A Extraordinary (ETD) Gain/(Loss) : N/A N/A Profit/(Loss) after ETD Items : 6,501 (36,299) Final Dividend : NIL NIL per Share (Specify if with other : N/A N/A options) B/C Dates for Final Dividend : N/A Payable Date : N/A B/C Dates for (-) General Meeting : N/A Other Distribution for : N/A Current Period B/C Dates for Other Distribution : N/A Remarks: 1. Impact of New Hong Kong Financial Reporting Standards ("HKFRS") and Hong Kong Accounting Standards ("HKAS") The Hong Kong Institute of Certified Public Accountants (the "HKICPA") has issued a number of new HKFRSs, HKASs and interpretations that are effective for accounting periods beginning on or after 1 January 2005. The Group has adopted the relevant new HKFRSs and HKASs and there has had no material impact on the Group's accounting policies and methods of computation, presentation and disclosure in the Group's financial statements. 2. Turnover Turnover for the year ended 31 December 2005 and 31 December 2004 are from continuing operations. 3. Profit / (Loss) from operations Profit / (Loss) from operations has been arrived at after crediting / ( charging) the following: 2005 2004 HK$'000 HK'000 Auditors' remuneration 250 430 Depreciation and amortisation 7 17 Loss on disposal of property, plant and equipment 16 112 Credit arising from a scheme of arrangement with creditors 15,421 - 4. Credit Arising from a Scheme of Arrangement with Creditors On 28 February 2005, Merchants (Hong Kong) Limited ("Merchants HK"), a wholly-owned subsidiary of the Company, held a meeting with its creditors pursuant to the Order of The Honourable Deputy Justice Poon on 2 February 2005 authorising the convening of such meeting, at which a scheme of arrangement (the "Scheme") allowing Merchants HK to compromise its debts with its creditors was duly approved by the creditors present thereat. A petition hearing before the High Court took place on 19 April 2005 at which the Court also sanctioned the Scheme, the Order for which was duly filed with the Registrar of Companies in Hong Kong on the same date whereupon the Scheme has become fully effective with the effect of reducing the Group's liabilities by approximately HK$15,421,000. 5. Earnings/(Loss) Per Share The calculation of the basic earnings/(loss) per share is based on the profit for the year of HK$6,501,000 (2004: loss of HK$36,299,000) and on 413,000,000 (2004: 413,000,000) shares in issue during the year. Diluted loss per share has not been presented for the years ended 31 December 2005 and 2004 as there were no potential dilutive shares outstanding during both years. 6. Summary of auditors' qualified report The auditors' report on the Group's financial statements for the year ended 31 December 2005 contained a qualified opinion arising from limitation of audit scope. The followings are extracts from auditors' report. "Basis of opinion We planned our audit so as to obtain all the information and explanations which we considered necessary in order to provide us with sufficient evidence to give reasonable assurance as to whether the financial statements are free from material misstatement. However, the evidence available to us was limited as set out below. Included in the consolidated balance sheet at 31 December 2005, there was available-for-sale investment. Such investment represents the Group's 100% equity interest in Chaoyang Hua Loong Textiles and Dyeing Limited (" Chaoyang Hua Loong"), a company established in the People's Republic of China, and is stated at nil value. In addition, full allowance against an amount of HK$24,806,000 due from Chaoyang Hua Loong had been made by the Group in previous years. In the absence of reliable current financial information relating to the assets and liabilities of Chaoyang Hua Loong, we are unable to satisfy ourselves as to whether the interest in Chaoyang Hua Loong at 31 December 2005 is free from material misstatement and also whether the full allowance against the amount due from Chaoyang Hua Loong is appropriate. Any adjustment found to be necessary to the value of the available-for-sale investment and the amount due from Chaoyang Hua Loong would affect the profit of the Group for the year ended 31 December 2005 and its net assets as at that date. In forming our opinion we also evaluated the overall adequacy of the presentation of information in the financial statements. We believe that our audit provides a reasonable basis for our opinion. Qualified opinion arising from limitations of audit scope Except for any adjustments that might have been found to be necessary had we been able to obtain sufficient evidence concerning the matters referred to in the basis of opinion section of this report, in our opinion the financial statements give a true and fair view of the state of affairs of the Company and of the Group as at 31 December 2005 and of the profit and cash flows of the Group for the year then ended and have been properly prepared in accordance with the disclosure requirements of the Hong Kong Companies Ordinance. In respect alone of the limitations on our work set out in the basis of opinion section of this report: . we have not obtained all the information and explanations that we considered necessary for the purpose of our audit; and . we were unable to determine whether proper books of account had been kept."