PROLONGED SUSPENSION STATUS REPORT (GEM BOARD)

(as at 31December2007)

Trading in the shares of the following companies has been suspended for three months or more. Set out below are the reasons for these companies’ suspensions and their current status, with the developments since the previous report underlined.

ArgosEnterprise (Holdings) Limited (Stock code: 8022)
Date of suspension: / 26 March 2007
Reasons for suspension (based on Company’s announcements) 1: / (5)Pending announcement of price sensitive information
Delay in releasing results announcements (not yet released as at the date of this report): / No
Auditors’ reports with qualified / modified opinion: / Final results for the year ended 31 December 2006
Major developments since suspension (based on announcements of companies and the Exchange) 2:
On 26 March 2007, the Company announced that it was notified by the auditors that during their annual audit of 2006, they had discovered certain omissions of financial information from the Company’s financial statements for the years ended 31 December 2004 and 2005. The Company was liaising with the auditors with a view to ascertaining the nature of the accounting issues (if any).
On 25 April 2007, the Company announced that the publication of the annual results for the year ended 31 December 2006 (the “2006 Annual Results”) would be further delayed as additional time was required for the Company and its auditors to investigate into the omitted financial information and apply the proper procedures for correcting the audited financial statements for years ended 31 December 2004 and 2005.
On 10 May 2007, the Company announced HLB Hodgson Impey Cheng (“HLB”) have resigned as auditors of the Company and its subsidiaries with effect from 7 May 2007. Messrs. Ting Ho Kwan & Chan (“THKC”) had been appointed by the Company as auditors of the Group with effect from 8 May 2007 until the conclusion of annual general meeting. It was stated in HLB’s resignation letter that information had come to their attention that materially impacts upon the reliability of the audited financial statements of the Group for the years ended 31 December 2004 and 2005. As a result, HLB gave formal notice to withdraw the auditors’ reports of the Company for the year ended 31 December 2004 and 2005.
On 6 July 2007, the Company announced that after preliminary investigations by THKC, it was discovered that Nanjing Public Transport Argos Bus Company Limited (“Nanjing Argos”, a 60% owned subsidiary of the Company) borrowed a bank loan of RMB12,000,000 during the year ended 31 December 2004 and such bank loan was then onward lent to Argos Recreation and Sport (Nanjing) Company Limited, a related company outside the Group. The effect of the omissions was that both the assets and liabilities of the Group in the financial years ended 31 December 2004 and 2005 were understated, although there would not be any material effects on the net asset values of both Nanjing Argos and the Group, and on the net profits of the Group in its consolidated income statements of the Group for the years ended 31 December 2004 and 2005. The publication of the 2006 Annual Results would be further delayed until on or before 31 August 2007. The publication of the first quarterly results for the three months ended 31 March 2007 would also be delayed accordingly.
On 14 August 2007, the Company published the 2006 Annual Results. The auditors of the Company, Ting Ho Kwan & Chan (“THKC”), issued an unqualified opinion. However, THKC emphasized the existence of a material uncertainty which may cast significant doubt about the Group’s ability to continue as a going concern in their audit report.
Hyperlink to the announcements of the Company:
Please go to: input the relevant “Stock Code”, i.e., 8022, select “Date of Release” from the date of suspension, i.e., 26 March 2007, and press “Search”.
Blu Spa Holdings Limited (Stock code: 8176)
Date of suspension: / 27 May 2003
Reasons for suspension (based on Company’s announcements) 1: / (5)Pending announcement of price sensitive information
Delay in releasing results announcements (not yet released as at the date of this report): / No
Auditors’ reports with qualified / modified opinion: / Final results for the years ended 30 June 2005,30 June 2006 and 30 June 2007
Major developments since suspension (based on announcements of companies and the Exchange) 2:
On 5 June 2003, the Company announced that it had received a receiving order dated 22 May 2003 issued by the Ontario Bankruptcy Court of Justice in Bankruptcy, Toronto, Canada in the matter of bankruptcy of Blu Spa Canada Inc. (“BSC”), a subsidiary of the Company in Canada. The Court ordered that BSC be adjudged bankrupt and a receiving order was made against BSC.
On 12 March 2004 the Company announced that a writ of summons had been issued against the Company on 2 March 2004 in relation to certain dispute with a distributor of the Company’s products.
According to the Company’s annual report for the year ended 30 June 2005, the Group had settled the litigation with its former distributor. The auditors’ report on the Group’s financial statements was modified due to fundamental uncertainty relating to the going concern basis.
On 26 September 2006, the Company released its final results for the year ended 30 June 2006. The auditors’ report on the Group’s financial statements was modified due to fundamental uncertainty relating to the going concern basis.
On 21 September 2007, the Company released its final results for the year ended 30 June 2007 (the “2007 Final Results”). The auditors of the Company had highlighted in their auditors’ report on the 2007 Final Results the fundamental uncertainty relating to the going concern basis.
Hyperlink to the announcements of the Company:
Please go to: input the relevant “Stock Code”, i.e., 8176, select “Date of Release” from the date of suspension, i.e., 27 May 2003, and press “Search”.
Changchun Da Xing Pharmaceutical Company Limited (Stock code: 8067)
Date of suspension: / 28 July 2005
Reasons for suspension (based on Company’s announcements) 1: / (5)Pending announcement of price sensitive information
Delay in releasing results announcements (not yet released as at the date of this report): / Final results for the year ended 31 December 2005 and 31 December 2006
Interim results for the periods ended 30 June 2005, 30 June 2006 and 30 June 2007
Quarterly results for the periods ended 30 September 2005, 31 March 2006, 30 September 2006, 31 March 2007 and 30 September 2007
Auditors’ reports with qualified / modified opinion: / No
Major developments since suspension (based on announcements of companies and the Exchange) 2:
On 9 August 2005, the Company announced that the directors of the Company had detected certain irregularities in its accounting records (“Irregularities”) and was conducting enquiry on the Irregularities (the “Internal Enquiry”). As the enquiry was at its preliminary stage, the extent of the Irregularities was yet to be ascertained, the Company was not in a position to disclose further information on the Irregularities or to quantify the financial effects on the Company. The police department of the Government of the People’s Republic of China (the “PRC Police”) had made enquiry to the Company and commenced investigation (the “Investigation”) on the Irregularities.
On 31 March 2006, the board of directors announced that the process of the Internal Enquiry and the Investigation by the PRC Police were still under going.
On 8 December 2006, the Company announced that the board of directors had tried their best to bring the Company to normal operation and to minimize the shareholders’ loss, however, this could not be achieved because of the extremely large ratio of liability/asset the Company had. All the directors of the Company resigned from their position as directors with effect from 5 December 2006.
On 15 June 2007, the Exchange announced that the Exchange proposed to exercise its right to cancel the listing of the shares of the Company on the Exchange pursuant to Rule 9.14 of the GEM Listing Rules.
Hyperlink to the announcements of the Company:
Please go to: input the relevant “Stock Code”, i.e., 8067, select “Date of Release” from the date of suspension, i.e., 28 July 2005, and press “Search”.
China Data Broadcasting Holdings Limited (Stock code: 8016)
Date of suspension: / 28 December 2004
Reasons for suspension (based on Company’s announcements) 1: / (5)Pending announcement of price sensitive information
Delay in releasing results announcements (not yet released as at the date of this report): / No
Auditors’ reports with qualified / modified opinion: / Final results for the years ended 31 December 2005 and 31 December 2006
Major developments since suspension (based on announcements of companies and the Exchange) 2:
On 25 January 2005, the Company issued an announcement in relation to, among others, clarification on the press articles about claims by certain third parties against Apex Digital Inc. (“Apex Digital”), the controlling shareholder of the Company, for outstanding indebtedness due, and that Mr. Ji Long Fen (“Mr. Ji” the chairman of the Company and major shareholder of Apex Digital) had been arrested by authorities in the PRC and change in shareholding of Apex Digital in the Company.
As disclosed in the announcement, the Company clarified that Mr. Ji had not been arrested by authorities in the PRC and he was at all times accessible by the Company and its management and his duties as executive director and chairman of the Company were uninterrupted. In addition, the purported indebtedness due by Apex Digital to the third parties had no material bearing on the financial and business operation of the Group and the Group did not have any outstanding payable to such third parties. Apex Digital made off-the market purchases of approximately 5% interest of the Company resulting in Apex Digital holding 70.09% interest in the Company.
On 14 July 2005, the Company announced that the controlling shareholder and Mr. Ji had pledged all their interest in the Company, representing in aggregate approximately 70.08% of the shareholding of the Company) to secure outstanding indebtedness due to independent third parties.
On 31 August 2006, the Company released its results announcement for the year ended 31 December 2005. The auditors of the Company were unable to form an opinion as to whether the financial statements give a true and fair view because of the significance of the possible effects of the scope limitations in evidence available to the auditors in respect of various matters.
On 11 October 2006, the Company announced that Apex Digital had transferred 95,368,000 Shares (representing app. 29.99% of issued share capital of the Company) to a third party. Upon completion of the transfer, Mr. Ji would continue to be a controlling shareholder of the Company and was interested in 40.1% interest of the Company.
On 29 March 2007, the Company announced that the publication of the final results for the year ended 31 December 2006 (the “2006 Annual Results”) would be delayed due to the clarification with the auditors of the Company regarding certain transactions of the Company and pending for further documents. The Company expected that the 2006 Annual Results to be announced as soon as practicable.
On 2 May 2007, the Company announced that on 13 February 2007, Sichuan Investment Management Company Limited, an asset management company and was indirectly wholly owned by the administrative authority of Sichuan Province State-owned Assets Supervision and Administration Commission, entered into an agreement with Apex Digital and Mr. Ji under which Sichuan Investment Management Company Limited had agreed to purchase 69,829,340 Shares and 13,180,000 Shares representing approximately 21.96% and 4.14% of the issued share capital of the Company from Apex Digital and Mr. Ji respectively at a consideration of HK$0.72 per Share. Upon completion of the Acquisition, Apex Digital would no longer hold any Share and Mr. Ji would decrease his shareholdings in the Company to 14%.
On 25 July 2007, the Company released its final results announcement for the year ended 31 December 2006. Because of the significance of the various matters, the auditors of the Company did not express an opinion on the financial statements as to whether they give a true and fair view.
Hyperlink to the announcements of the Company:
Please go to: input the relevant “Stock Code”, i.e., 8016, select “Date of Release” from the date of suspension, i.e., 28 December 2004, and press “Search”.
Creative Energy Solutions Holdings Limited (In Liquidation) (Stock code: 8109)
Date of suspension: / 30 September 2005
Reasons for suspension (based on Company’s announcements) 1: / (6)Delay in release of financial information
Delay in releasing results announcements (not yet released as at the date of this report): / Final results for the years ended 30 June 2005, 30 June 2006 and 30 June 2007
Interim results for the periods ended 31 December 2005 and 31 December 2006
Quarterly results for the periods ended 30 September 2005, 31 March 2006, 30 September 2006, 31 March 2007 and 30 September 2007
Auditors’ reports with qualified / modified opinion: / No
Major developments since suspension (based on announcements of companies and the Exchange) 2:
On 29 September 2005, the Company announced that publication of its annual results for the year ended 30 June 2005 would be delayed. The delay in the finalisation of the financial statements was caused by the resignation of the Company’s qualified accountant who was responsible for supervising the finance and auditing functions of the Company. Hence, the Company had encountered difficulties in preparing its financial statements.
On 1 December 2005, the Company announced that, as it had not yet finalized the financial statements of certain operating subsidiaries, its auditors could not complete the audit for the financial year ended 30 June 2005 as anticipated. Due to the delay in conclusion of audit, the board of directors of the Company expected that publication of the annual results of the Company for the year ended 30 June 2005 would be further delayed.
On 24 November 2006, the Exchange announced that it proposed to exercise its right to cancel the listing of the shares of the Company on the Exchange pursuant to Rule 9.14 of the GEM Listing Rules.
On 7 May 2007, the Company announced that the Company was ordered to be wound up pursuant to an Order of the High Court of Hong Kong dated 14 February 2007 and the Official Receiver was appointed to act as Provisional Liquidators of the Company. It was further announced that Mr. Desmond Chung Seng Chiong and Mr. Roderick John Sutton (the “Liquidators”), both of Ferrier Hodgson Limited, were appointed as joint and several liquidators of the Company by the High Court on 3 May 2007.
On 15 May 2007, the Company announced that the Company, Million Sino Investments Limited (“Million Sino”), the Liquidators and Ferrier Hodgson Limited entered into an escrow and exclusivity agreement (the “Agreement”) whereby Million Sino was given an exclusivity period up to 30 November 2007 for discussion and finalization of the proposal for the restructuring of the Company.
On 4 December 2007, the Company announced that the exclusivity period of the Agreement was extended from 30 November 2007 to 31 May 2008.
Hyperlink to the announcements of the Company:
Please go to: input the relevant “Stock Code”, i.e., 8109, select “Date of Release” from the date of suspension, i.e., 30 September 2005, and press “Search”.
Datasys Technology Holdings Limited (Stock code: 8057)
Date of suspension: / 17 May 2004
Reasons for suspension (based on Company’s announcements) 1: / (5)Pending announcement of price sensitive information
Delay in releasing results announcements (not yet released as at the date of this report): / Final results for the years ended 31 December 2004, 31 December 2005 and 31 December 2006
Interim results for the periods ended 30 June 2006 and 30 June 2007
Quarterly results for the periods ended 31 March 2006, 30 September 2006, 31 March 2007 and 30 September 2007
Auditors’ reports with qualified / modified opinion: / Final results for the year ended 31 December 2003
Major developments since suspension (based on announcements of companies and the Exchange) 2:
On 10 June 2004, the Company announced that one of its major subsidiaries was ordered by the Intermediate People’s Court of Nantong City Jiangsu Province to repay an outstanding loan of RMB12 million.
On 14 June 2004, the Company announced its annual results for the year ended 31 December 2003. The auditors of the Company were unable to form an opinion as to whether the financial statements give a true and fair view because of the significance of each of the possible effects of the scope limitations in evidence available to the auditors and the fundamental uncertainty relating to the going concern basis described in the auditors’ report.
On 1 November 2006, the Exchange issued an announcement stating that the Exchange proposed to exercise its rights to cancel the listing of the shares of the Company on the Exchange pursuant to Rule 9.14 of the GEM Listing Rules.
Hyperlink to the announcements of the Company:
Please go to: input the relevant “Stock Code”, i.e., 8057, select “Date of Release” from the date of suspension, i.e., 17 May 2004, and press “Search”.
Fast Systems Technology (Holdings) Limited (Stock code: 8150)
Date of suspension: / 3 April 2006
Reasons for suspension (based on Company’s announcements) 1: / (6)Delay in release of financial information
Delay in releasing results announcements (not yet released as at the date of this report): / No
Auditors’ reports with qualified / modified opinion: / Final results for the years ended 31 December 2005 and 31 December 2006
Major developments since suspension (based on announcements of companies and the Exchange) 2:
On 31 March 2006, the Company announced that there would be a delay in the publication of the audited annual results announcement for the year ended 31 December 2005. The Company was working to extend repayment term of US$1 million convertible note which was due on 30 June 2006. The result of this extension would affect the audit opinion on the going concern basis of the Company.
On 15 May 2006, the Company released its annual results for the year ended 31 December 2005. The auditors of the Company were unable to form an opinion as to whether the financial statements give a true and fair view because of the significance of each of the possible effects of the scope limitations in evidence available to the auditors in respect of various matters and the fundamental uncertainty relating to the going concern basis.
On 30 March 2007, the Company announced that there would be a delay in announcement of the final results for the year ended 31 December 2006 (the “2006 Annual Results”) as additional time was required to finalise the information in the annual report. It was expected that the 2006 Annual Results would be announced on or before 13 April 2007.
On 10 April 2007, the Company release its annual results for the year ended 31 December 2006. The auditors of the Company had expressed a qualified audit opinion on the financial statements arising from the limitations of audit scope.