EXHIBIT 99.1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

 

浙江极筑科技有限公司

 

 

CONSOLIDATED FINANCIAL STATEMENTS

 

FOR THE YEAR ENDED 31 DECEMBER 2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Image 1 



 

ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

 

 

Table of Content

Pages

 

 

Report of Independent Registered Public Accounting Firm

1

 

 

Consolidated Statement of Comprehensive Income

3

 

 

Consolidated Statement of Financial Position

4

 

 

Consolidated Statement of Changes in Equity

6

 

 

Consolidated Statement of Cash Flows

7

 

 

Notes to the Consolidated Financial Statements

9



Image 8 

 

 

 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

TO THE MEMBERS OF ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

(Incorporated in People's Republic of China with limited liability)

 

 

Opinion

 

We have audited the consolidated financial statements of ZheJiang Jizhu Technology Company Limited (“the Company ”) and its subsidiary ("the Group"), which comprise the consolidated statement of financial position as at 31 December 2024, the consolidated statement of comprehensive income, consolidated shareholders' equity and consolidated cash flows for the year then ended, and the related notes to the consolidated financial statements.

 

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the financial position of the Group as at 31 December 2024, and the results of its operations and its cash flows for the years then ended in accordance with generally accepted accounting principles in the United States of America (“US GAAP”).

 

 

Basis of opinion

 

These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Group's consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Group in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCA.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.


Page 1


 

Image 9 

 

 

 

 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM CONTINUED

TO THE MEMBERS OF ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

(Incorporated in People's Republic of China with limited liability)

 

 

Critical Audit Matters

 

Critical audit matters are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. We determined that there are no critical audit matters.

 

 

 

 

 

GARY CHENG CPA LIMITED

We have served as the Company's auditor since 2025.

Hong Kong, People's Republic in China

Date: 12 June 2025


Page 2


 

ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

CONSOLIDATED FINANCIAL STATEMENTS

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2024

(EXPRESSED IN RENMINBI)

 

 

 

 

 

NOTE

 

From 1.1.2024

to 31.12.2024

 

From 1.1.2023

to 31.12.2023

 

 

 

 

 

 

 

REVENUE

5

 

21,110,334

 

1,626,549

 

 

 

 

 

 

 

COST OF SALES

 

 

(15,890,265)

 

(398,230)

 

 

 

 

 

 

 

GROSS PROFIT

 

 

5,220,069

 

1,228,319

 

 

 

 

 

 

 

OPERATING EXPENSES

 

 

(10,539,890)

 

(6,308,092)

 

 

 

 

 

 

LOSS FROM OPERATIONS

 

 

(5,319,821)

 

(5,079,773)

 

 

 

 

 

 

 

OTHER INCOME / (EXPENSE)

6

 

(840,750)

 

(367,913)

 

 

 

 

 

 

LOSS BEFORE TAXATION

7

 

(6,160,571)

 

(5,447,686)

 

 

 

 

 

 

TAXATION

8

 

-

 

-

 

 

 

 

 

 

LOSS FOR THE YEAR

 

 

(6,160,571)

 

(5,447,686)

 

 

 

 

 

 

OTHER COMPREHENSIVE INCOME

   FOR THE YEAR

 

 

 

-

 

 

-

 

 

 

 

 

 

TOTAL COMPREHENSIVE EXPENSE

  FOR THE YEAR

 

 

 

(6,160,571)

 

 

(5,447,686)

 

 

 

 

 

 

TOTAL COMPREHENSIVE EXPENSES

  ATTRIBUTABLE TO:

 

 

 

 

 

- Owners of the Company

 

 

(6,103,989)

 

(5,426,859)

- Non-controlling interests

 

 

(56,582)

 

(20,827)

 

 

 

 

 

 

 

 

 

(6,160,571)

 

(5,447,686)

 

 

 

 

 

 

 

 

The accompanying accounting policies and explanatory notes form an integral part of, and should be read in

conjunction with, these consolidated financial statements.


Page 3


 

 

ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

CONSOLIDATED FINANCIAL STATEMENTS

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2024

(EXPRESSED IN RENMINBI)

 

 

 

 

NOTE

 

2024

 

2023

 

 

 

 

 

 

 

NON-CURRENT ASSETS

 

 

 

 

 

 

Plant and equipment

9

 

1,828,046

 

980,681

 

Right-of-use assets

10

 

1,577,553

 

1,969,232

 

 

 

 

 

 

 

 

 

 

3,405,599

 

2,949,913

 

 

 

 

 

 

 

CURRENT ASSETS

 

 

 

 

 

 

Inventories

12

 

10,277,006

 

2,018,746

 

Trade and other receivable

13

 

22,888,037

 

16,473,794

 

Other tax recoverable

 

 

364,589

 

224,346

 

Cash and cash equivalents

14b

 

2,985,109

 

7,500,513

 

 

 

 

 

 

 

 

 

36,514,741

 

26,217,399

 

 

 

 

 

 

CURRENT LIABILITIES

 

 

 

 

 

 

Trade and other payables

15

 

(6,658,100)

 

(3,028,182)

 

Contract liabilities

18

 

(3,053,500)

 

(465,000)

 

Lease liabilities

16

 

(898,843)

 

(646,305)

 

Borrowings

17

 

(13,659,911)

 

(9,212,200)

 

 

 

 

 

 

 

 

 

(24,270,354)

 

(13,351,687)

 

 

 

 

 

 

NET CURRENT ASSETS

 

 

12,244,387

 

12,865,712

 

 

 

 

 

 

TOTAL ASSETS LESS

  CURRENT LIABILITIES

 

 

 

15,649,986

 

 

15,815,625

 

 

 

 

The consolidated financial statements were approved and authorized for issue by the board of directors on

12 June 2025.

 

 

 

/s/ Xing Yunzhu

 

/s/ MA Senhua

Director – XING Yunzhu

 

Director – MA Senhua

 

 

 

The accompanying accounting policies and explanatory notes form an integral part of, and should be read in

conjunction with, these consolidated financial statements.


Page 4


 

 

ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

CONSOLIDATED FINANCIAL STATEMENTS

CONSOLIDATED STATEMENT OF FINANCIAL POSITION CONTINUED

AS AT 31 DECEMBER 2024

(EXPRESSED IN RENMINBI)

 

 

 

 

NOTE

 

2024

 

2023

 

 

 

 

 

 

 

NON-CURRENT LIABILITY

 

 

 

 

 

 

Lease liabilities

16

 

(410,448)

 

(1,035,516)

 

 

 

 

 

 

 

NET ASSETS

 

 

15,239,538

 

14,780,109

 

 

 

 

 

 

 

EQUITY

 

 

 

 

 

 

Share capital

19

 

5,230,974

 

3,380,000

 

Other reserves

 

 

22,939,026

 

18,170,000

 

Accumulated losses

 

 

(12,953,053)

 

(6,849,064)

 

 

 

 

 

 

 

 

Equity attributable to owners

  of the Company

 

 

 

15,216,947

 

 

14,700,936

 

Non-controlling interests

 

 

22,591

 

79,173

 

 

 

 

 

 

 

TOTAL EQUITY

 

 

15,239,538

 

14,780,109

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The consolidated financial statements were approved and authorized for issue by the board of directors on

12 June 2025.

 

 

 

/s/ Xing Yunzhu

 

/s/ MA Senhua

Director – XING Yunzhu

 

Director – MA Senhua

 

 

 

The accompanying accounting policies and explanatory notes form an integral part of, and should be read in

conjunction with, these consolidated financial statements.


Page 5


 

ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

CONSOLIDATED FINANCIAL STATEMENTS

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2024

(EXPRESSED IN RENMINBI)

 

 

Attributable to owners of the Company

 

 

 

 

 

 

 

NOTE

 

 

Share Capital

 

 

Capital Reserves

 

 

Accumulated Losses

 

 

 

Sub-Total

 

Non-Controlling Interest

 

 

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at

  1 January 2023

 

 

 

400,000

 

 

-

 

 

(1,422,205)

 

 

(1,022,205)

 

 

-

 

 

(1,022,205)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share allotment

19

 

2,980,000

 

18,170,000

 

-

 

21,150,000

 

-

 

21,150,000

Non-controlling interest on newly set-up subsidiary

 

 

 

 

-

 

 

-

 

 

-

 

 

-

 

 

100,000

 

 

100,000

Loss for the year

 

 

-

 

-

 

(5,426,859)

 

(5,426,859)

 

(20,827)

 

(5,447,686)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at

  31 December 2023

 

 

 

3,380,000

 

 

18,170,000

 

 

(6,849,064)

 

 

14,700,936

 

 

79,173

 

 

14,780,109

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share allotment

19

 

1,850,974

 

4,769,026

 

-

 

6,620,000

 

-

 

6,620,000

Loss for the year

 

 

-

 

-

 

(6,103,989)

 

(6,103,989)

 

(56,582)

 

(6,160,571)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at

  31 December 2024

 

 

 

 

5,230,974

 

 

22,939,026

 

 

(12,953,053)

 

 

15,216,947

 

 

22,591

 

 

15,239,538

 

 

 

 

 

 

 

 

The accompanying accounting policies and explanatory notes form an integral part of, and should be read in conjunction with, these consolidated financial statements.


Page 6


 

ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

CONSOLIDATED FINANCIAL STATEMENTS

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2024

(EXPRESSED IN RENMINBI)

 

 

 

 

 

NOTE

 

From 1.1.2024

to 31.12.2024

 

From 1.1.2023

to 31.12.2023

 

 

 

 

 

 

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

 

Loss before taxation

7

 

(6,160,571)

 

(5,447,686)

 

Adjustments for:

 

 

 

 

 

 

 

Depreciation of plant and equipment

 

 

419,802

 

145,816

 

 

Depreciation of right-of-use assets

 

 

791,895

 

56,264

 

 

Interest expense on bank loan

 

 

822,800

 

391,795

 

 

Interest on lease liabilities

 

 

88,161

 

7,455

 

 

 

 

 

 

 

 

Operating loss before working capital changes

 

 

(4,037,913)

 

(4,846,356)

 

 

 

 

 

 

 

 

Increase in inventories

 

 

(8,258,260)

 

(2,018,746)

 

Increase in trade and other receivables

 

 

(6,414,243)

 

(13,563,954)

 

Increase in trade and other payables

 

 

3,629,918

 

942,545

 

Increase in contract liabilities

 

 

2,588,500

 

465,000

 

 

 

 

 

 

 

 

Cash used in operations

 

 

(12,491,998)

 

(19,021,511)

 

Other tax paid

 

 

(140,243)

 

(206,130)

 

 

 

 

 

 

 

 

Net cash used in operating activities

 

 

(12,632,241)

 

(19,227,641)

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

 

 

 

 

 

Purchase of plant and equipment

 

 

(1,267,167)

 

(660,481)

 

 

 

 

 

 

 

 

Net cash used in investing activities

 

 

(1,267,167)

 

(660,481)

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

 

Paid up share capital

 

 

6,620,000

 

21,150,000

 

Payment of principal portion of the lease liabilities

14a

 

(772,746)

 

(343,675)

 

Payment of interest portion of the lease liabilities

14a

 

(88,161)

 

(7,455)

 

Addition of bank loan

14a

 

13,500,000

 

9,000,000

 

Repayment of borrowings

14a

 

(9,052,289)

 

(3,048,560)

 

Payment for interest on bank loan

14a

 

(822,800)

 

(391,795)

 

Capital contribution from a non-controlling interest

 

 

-

 

100,000

 

 

 

 

 

 

 

 

Net cash generating from financing activities

 

 

9,384,004

 

26,458,515

 

 

 

 

The accompanying accounting policies and explanatory notes form an integral part of, and should be read in

conjunction with, these consolidated financial statements.


Page 7


 

 

ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

CONSOLIDATED FINANCIAL STATEMENTS

CONSOLIDATED STATEMENT OF CASH FLOWS CONTINUED

FOR THE YEAR ENDED 31 DECEMBER 2024

(EXPRESSED IN RENMINBI)

 

 

 

 

 

NOTE

 

From 1.1.2024

to 31.12.2024

 

From 1.1.2023

to 31.12.2023

 

 

 

 

 

 

 

NET (DECREASE) / INCREASE IN

  CASH AND CASH EQUIVALENTS

 

 

 

(4,515,404)

 

 

6,570,393

 

 

 

 

 

 

 

CASH AND CASH EQUIVALENTS

  AT BEGINNING OF THE YEAR

 

 

 

7,500,513

 

 

913,120

 

 

 

 

 

 

 

CASH AND CASH EQUIVALENTS

  AT END OF THE YEAR

 

14b

 

 

2,985,109

 

 

7,500,513

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The accompanying accounting policies and explanatory notes form an integral part of, and should be read in

conjunction with, these consolidated financial statements.


Page 8


 

ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

NOTES TO THE FINANCIAL STATEMENTS

(EXPRESSED IN RENMINBI)

 

 

1.ORGANISATION AND DESCRIPTION OF BUSINESS 

 

ZheJiang Jizhu Technology Company Limited (“the Company”) is a company incorporated in People's Republic of China with limited liability. The Company's registered office is located at Room 1307, Building 4, 509 Guokang Street, Binjiang District, Hangzhou City, Zhejiang Province, China.

 

The principal activities of the Company and its subsidiary ("the Group") are research, development and manufacturing of molds and houses through 3D printing.

 

The consolidated financial statements are presented in Renminbi ("RMB"), which is the same as the functional currency of the Group.

 

2.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES 

 

a.Basis of presentation and preparation 

 

The consolidated financial statements include the accounts of the Company and its subsidiary. The consolidated financial statements and accompanying notes have been prepared in conformity with accounting principles generally accepted in the United States of America ("US GAAP") and in accordance with the standards and requirements of the Public Company Accounting Oversight Board ("PCAOB") for entities required to have financial statements.

 

The consolidated financial statements presented in this report cover the annual periods ended 31 December 2023 and 2024. This structure enables a comprehensive evaluation of both annual financial performance and recent interim developments. Through comparative analysis across these reporting dates, the report provides meaningful insights into the entity's financial trajectory and current position.

 

b.Revenue 

 

The Group records revenue net of taxes collected from customers that are remitted to governmental authorities.

 

c.Cash equivalents 

 

All highly liquid investments with maturities of three months or less at the date of purchase are treated as cash equivalents.

 

d.Inventories 

 

Inventories are measured using the first-in, first-out method.

 

e.Plant and equipment 

 

Depreciation on plant and equipment is recognized on a straight-line basis.

 

f.Leases 

 

The Group combines and accounts for lease and non-lease components as a single lease component for leases of corporate, data center and retail facilities.


Page 9


 

ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

(EXPRESSED IN RENMINBI)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES CONTINUED

 

g.Subsidiary 

 

Subsidiary is the entity (including structured entity) over which the Group has control. The Group controls an entity when the Group is exposed to, or has right to, variable returns from its involvement with the entity and had the ability to affect those returns through its power over the entity. When assessing whether the Group has power of controls, substantive rights held by the Group are only considered.

 

In the Group's consolidated statement of financial position, subsidiaries are fully consolidated when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. All intragroup assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on consolidation.

 

Non-controlling interests in the results and equity of subsidiaries are shown separately in the consolidated financial statement.

 

3.FINANCIAL INSTRUMENTS 

 

The Group has classified its financial assets and financial liabilities in the following categories:

 

 

2024

 

2023

 

 

 

 

Financial assets at amortized cost

12,489,007

 

14,858,662

 

 

 

 

Financial liabilities at amortized cost

20,318,011

 

12,240,382

 

a.Financial risk factors 

 

The Group is exposed to credit risk, interest rate risk and liquidity risk arising in the normal course of its business and financial instruments. The Group's risk management objectives, policies and processes mainly focus on minimizing the potential adverse effects of these risks on its financial performance and position by closely monitoring the individual exposure.

 

i)Credit risk 

 

The Group’s exposure to credit risks are influenced mainly by trade and other receivables amounted to RMB9,503,898 (2023: RMB7,358,149) and cash at banks amounted to RMB2,940,849 (2023: RMB7,500,513).

 

In order to minimize the credit risk, the Group reviews the recoverable amount of each individual trade and other debts at the end of each reporting period to ensure that adequate impairment losses are made for irrecoverable amounts.


Page 10


 

ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

(EXPRESSED IN RENMINBI)

 

 

3. FINANCIAL INSTRUMENTS CONTINUED

 

a.Financial risk factors continued 

 

i) Credit risk continued 

 

In addition, the Group performs impairment assessment under expected credit loss model on trade receivable balance individually. The provision rates applied is estimated using the historical observed default rates of the debtors taking into consideration forward-looking information that is reasonably and supportably available without undue costs or effort. At the end of each of the reporting period, these historical loss rates are reassessed and updated if required after considering the forward-looking information then available to the directors of the Group. In this regard, the directors consider that the Group’s credit risk is significantly reduced.

 

The credit risk on bank balances is limited because the counterparties are banks with good credit ratings assigned by international credit rating agencies. The Group has not taken account of any collateral held as represented by the carrying amount of each financial asset.

 

The credit risks on other receivables are managed closely. The credit quality of each counterparty is investigated before an advance or a transaction is made or entered into. The Group also actively monitors the outstanding amounts owed by each debtor and identifies any credit risks in a timely manner in order to reduce the risk of a credit related loss. In this regard, the directors of the Group consider that the Group’s credit risk is significantly reduced.

 

The Group has considered that credit risk on other receivables and bank balances has not increased significantly since initial recognition and has assessed the expected credit loss rate under 12-month ECL method based on the Group ’ s assessment in the risk of default of the respective counterparties.

 

ii)Interest rate risk 

 

The Group’s exposure on cash flow interest rate risk which is mainly arising from its variable rate bank balances and interest-bearing borrowings with the bank. It is a common practice in PRC to have floating rate borrowings with the banks.

 

Sensitivity analysis

 

The Sensitivity analyses below have been determined based on the exposure to interest rates for variable-rate bank borrowings. The analysis is prepared assuming the amount of liabilities outstanding at the end of the reporting period were outstanding for the whole period / year. A 100 basis point increase or decrease in variable-rate bank borrowings are used and represents management's assessment of the reasonably possible change in interest rates. The exposure of cash flow interest rate risk arising from variable-rate bank balances is insignificant in the view of low interest rate and therefore the sensitivity analysis is not presented.

 

If interest rates had been 100 basis points higher and all other variables were held constant, the Group's post-tax loss for the year ended 31 December 2024 would increase by RMB116,109 (2023: RMB78,304).

 

The analysis is prepared on the same basis for 2023.


Page 11


 

ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

(EXPRESSED IN RENMINBI)

 

 

3. FINANCIAL INSTRUMENTS CONTINUED

 

a.Financial risk factors continued 

 

iii)Liquidity risks 

 

The Group is exposed to liquidity risk on financial liabilities. It manages its funds conservatively by maintaining a comfortable level of cash and cash equivalents in order to meet continuous operational need. A banking facility has also been arranged with bank in order to fund any emergency liquidity requirements.

 

The following table details the Group ’ s remaining contractual maturity for its financial liabilities. The table has been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Group can be required to pay. The maturity dates for financial liabilities are prepared based on the agreed repayment dates.

 

The table includes both interest and principal cash flows. To the extent that interest flows are floating rate, the undiscounted amount is derived from interest rate curve at the end reporting period.

 

 

Summary quantitative data:

 

 

 

 

 

 

 

 

 

 

 

Note

 

 

Carrying amount

 

 

Less than

1 year

 

 

Over

1 year

 

Total undiscounted cash flows

2024

 

 

 

 

 

 

 

 

 

Trade and other payables

15

 

6,658,100

 

6,658,100

 

-

 

6,658,100

Lease liabilities

16

 

1,309,291

 

950,708

 

418,674

 

1,369,382

Bank loan

17

 

13,659,911

 

13,865,794

 

110,466

 

13,976,260

 

 

 

 

 

 

 

 

 

 

 

 

 

21,627,302

 

21,474,602

 

529,140

 

22,003,742

 

 

 

 

 

 

 

 

 

 

2023

 

 

 

 

 

 

 

 

 

Trade and other payables

15

 

3,028,182

 

3,028,182

 

-

 

3,028,182

Lease liabilities

16

 

1,681,821

 

723,987

 

1,085,981

 

1,809,968

Bank loan

17

 

9,212,200

 

9,427,010

 

176,745

 

9,603,755

 

 

 

 

 

 

 

 

 

 

 

 

 

13,922,203

 

13,179,179

 

1,262,726

 

14,441,905

 

b.Fair value estimation 

 

The directors consider that the carrying amounts of the financial assets and financial liabilities recognised in the consolidated financial statements of the Group approximate their fair value.


Page 12


 

ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

(EXPRESSED IN RENMINBI)

 

 

4.CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS 

 

The Group’s management makes assumptions, estimates and judgements in the process of applying the Group ’ s accounting policies that affect the assets, liabilities, income and expenses in the consolidated financial statements prepared in accordance with US GAAP. The assumptions, estimates and judgements are based on historical experience and other factors that are believed to be reasonable under the circumstances. While the management reviews their judgements, estimates and assumptions continuously, the actual results will seldom equal to the estimates.

 

Key assumptions and other key sources of estimation uncertainty

 

Certain key assumptions and risk factors in respect of the financial risk management are set out in note 3. Other key sources of estimation uncertainty that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are set out as follows:

 

i)Estimated impairment of plant and equipment and right-of-use asset 

 

Plant and equipment and right-of-use asset are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. The recoverable amounts of plant and equipment have been determined based on value-in-use calculations, taking into account latest market information and past experiences. These calculations and valuations require the use of judgments and estimates.

 

ii)Current taxation and deferred taxation 

 

Significant judgement is required in determining the amount of the provision for taxation and the timing of payment of the related taxation. There are many transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the income tax and deferred tax provisions in the periods in which such determination are made.

 

Deferred tax assets relating to certain temporary differences and tax losses are not recognised as management considers it is not probable that future taxable profit will be available against which the temporary differences or tax losses can be utilised. Where the expectation is different from the original estimate, such differences will impact the recognition of deferred taxation assets and taxation in the periods in which such estimate is changed.

 

5.REVENUE 

 

The Group recognizes revenue at the amount to which it expects to be entitled when control of the products or services is transferred to its customers. Control is generally transferred when the Group has a present right to payment and title and the significant risks and rewards of ownership of products or services are transferred to its customers. If service transfers over time, revenue is recognised over the period of the contract by reference to the progress towards complete satisfaction of that performance obligation. Otherwise, revenue is recognised at a point in time when the customer obtains control of the asset.

 


Page 13


 

ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

(EXPRESSED IN RENMINBI)

 

 

5. REVENUE CONTINUED

 

 

From 1.1.2024

to 31.12.2024

 

From 1.1.2023

to 31.12.2023

Revenue from contracts with customers

 

 

 

Sales of goods

21,110,334

 

1,626,549

 

6.OTHER INCOME/ (EXPENSE) 

 

 

From 1.1.2024

to 31.12.2024

 

From 1.1.2023

to 31.12.2023

Other income

 

 

 

Bank interest income

59

 

-

Government subsidiary

70,152

 

31,337

 

 

 

 

 

70,211

 

31,337

Finance Cost

 

 

 

Bank interest expense

(822,800)

 

(391,795)

Interest on lease liability

(88,161)

 

(7,455)

 

 

 

 

 

(910,961)

 

(399,250)

 

 

 

 

 

(840,750)

 

(367,913)

 

7.LOSS BEFORE TAXATION 

 

 

From 1.1.2024

to 31.12.2024

 

From 1.1.2023

to 31.12.2023

Loss before taxation has been arrived at after charging:

 

 

 

Cost of sales recognized as expenses

15,890,265

 

398,230

Depreciation

419,802

 

145,816

Research and development expense

4,738,718

 

3,943,669

Short-term lease for office premise

515,854

 

297,904

Staff costs:

 

 

 

-Pension costs – defined contribution plans 

537,305

 

240,720

-Staff salaries and allowances 

4,784,243

 

3,549,884

-Staff welfare and insurance 

119,629

 

252,980

 

8.TAXATION 

 

No provision for the PRC on Enterprise Income Tax is made in the financial statements as the Company did not generate assessable profits for both years.

 

The Company had no significant deferred tax assets or liabilities at the end of financial reporting period (2023: Nil).


Page 14


 

ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

(EXPRESSED IN RENMINBI)

 

 

9.PLANT AND EQUIPMENT CONTINUED 

 

 

 

 

Motor vehicle

 

Computer equipment

 

Furniture and fixtures

 

Plant and machinery

 

 

Total

Cost

 

 

 

 

 

 

 

 

 

At 1 January 2024

287,522

 

303,222

 

96,230

 

486,726

 

1,173,700

Additions

-

 

207,060

 

576,903

 

483,204

 

1,267,167

 

 

 

 

 

 

 

 

 

 

At 31 December 2024

287,522

 

510,282

 

673,133

 

969,930

 

2,440,867

 

 

 

 

 

 

 

 

 

 

Accumulated depreciation

 

 

 

 

 

 

 

 

 

At 1 January 2024

91,049

 

85,311

 

16,659

 

-

 

193,019

Charges for the year

68,287

 

128,023

 

92,856

 

130,636

 

419,802

 

 

 

 

 

 

 

 

 

 

At 31 December 2024

159,336

 

213,334

 

109,515

 

130,636

 

612,821

 

 

 

 

 

 

 

 

 

 

Net book value

128,186

 

296,948

 

563,618

 

839,294

 

1,828,046


Page 15


ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

(EXPRESSED IN RENMINBI)

 

 

9. PLANT AND EQUIPMENT CONTINUED

 

 

 

Motor vehicle

 

Computer equipment

 

Furniture and fixtures

 

Plant and machinery

 

 

Total

Cost

 

 

 

 

 

 

 

 

 

At 1 January 2023

287,522

 

166,839

 

58,858

 

-

 

513,219

Additions

-

 

136,383

 

37,372

 

486,726

 

660,481

 

 

 

 

 

 

 

 

 

 

At 31 December 2023

287,522

 

303,222

 

96,230

 

486,726

 

1,173,700

 

 

 

 

 

 

 

 

 

 

Accumulated depreciation

 

 

 

 

 

 

 

 

 

At 1 January 2023

22,762

 

19,556

 

4,885

 

-

 

47,203

Charges for the year

68,287

 

65,755

 

11,774

 

-

 

145,816

 

 

 

 

 

 

 

 

 

 

At 31 December 2023

91,049

 

85,311

 

16,659

 

-

 

193,019

 

 

 

 

 

 

 

 

 

 

Net book value

196,473

 

217,911

 

79,571

 

486,726

 

980,681


Page 16


ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

(EXPRESSED IN RENMINBI)

 

10.RIGHT-OF-USE ASSETS 

 

 

Leased premises

Cost

 

At 1 January 2024

2,025,496

Additions

400,216

 

 

At 31 December 2024

2,425,712

 

 

Accumulated depreciation

 

At 1 January 2024

56,264

Charge for the year

791,895

 

 

At 31 December 2024

848,159

 

 

Net book value

 

At 31 December 2024

1,577,553

 

 

Cost

 

At 1 January 2023

-

Additions

2,025,496

 

 

At 31 December 2023

2,025,496

 

 

Accumulated depreciation

 

At 1 January 2023

-

Charge for the year

56,264

 

 

At 31 December 2023

56,264

 

 

Net book value

 

At 31 December 2023

1,969,232

 

 


Page 17


 

ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

(EXPRESSED IN RENMINBI)

 

 

10. RIGHT-OF-USE ASSETS CONTINUED

 

The right-of-use assets are amortised on a straight-line basis over the shorter period of lease term and useful life of the underlying asset.

 

Disclosure for leases include:

 

 

2024

 

2023

 

 

 

 

Depreciation of right-of-use assets

791,895

 

56,264

Interest expense on lease liabilities

88,161

 

7,455

Total cash outflow for leases

860,907

 

351,130

Addition of right-of-use assets

400,216

 

2,025,496

 

The Group entered into lease agreements in respect of premises at one commercial building for office and one factory in PRC. The lease term of the lease is two to three years with no extension or termination options and all the lease payments are fixed.

 

11.PARTICULARS OF SUBSIDIARY 

 

 

 

Company

Name

 

Country/ place of incorporation / operation

 

 

 

Registered capital/

Paid up capital

 

 

 

Percentage of  attributable

equity interest

 

 

 

Principal activities

 

 

 

 

 

 

12.2024    12.2023

 

 

 

 

 

 

 

 

 

 

 

Jizhu Technology

 (Huzhou) Co., Ltd.

 

PRC

 

Registered and paid up capital of

RMB 1,000,000

 

90.00%            90.00%

 

Scientific

research

and technical

services

 

Jizhu Technology (Huzhou) Co., Ltd incorporated on 12 September 2023.

 

On 17 February 2025, the Group's subsidiary disposal of 10.7% equity interest to an independent third party, comprising issuing 120,000 new shares for a consideration of RMB 6,000,000. As a result of this transaction, the Group's effective ownership interest in the subsidiary decreased from 90% to 80.36%. The consideration received in excess of the par value has been recognized in other reserves.

 

·The name of the company referred to in these consolidated financial statements represent management’s best effort in translation of the Chinese names of these companies as no English names have been registered or available. 


Page 18


 

ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

(EXPRESSED IN RENMINBI)

 

 

12.INVENTORIES 

 

 

2024

 

2023

 

 

 

 

Raw material

34,534

 

1,108

Work in progress

3,339,817

 

1,107,622

Finished goods

6,902,655

 

910,016

 

 

 

 

 

10,277,006

 

2,018,746

 

 

13.TRADE AND OTHER RECEIVABLES 

 

 

Note

 

2024

 

2023

 

 

 

 

 

 

Trade receivables

 

 

8,405,871

 

1,200,000

Bills receivables

 

 

-

 

395,960

Prepayments

(a)

 

13,384,139

 

9,115,645

Other receivables

 

 

1,098,027

 

5,529,651

Amount due from a holding company

(b)

 

-

 

1,400

Amount due from directors

(b)

 

-

 

131,138

Amount due from non-controlling interest

(b)

 

-

 

100,000

 

 

 

 

 

 

 

 

 

22,888,037

 

16,473,794

 

Note a:The balance mainly refer to prepayment for acquire of plant and machinery of approximately 

12,023,000 (2023: RMB 1,176,000).

 

 

Note b:  The balances are unsecured, non-trade in nature, interest-free and repayable on demand.


Page 19


 

ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

(EXPRESSED IN RENMINBI)

 

 

14.NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOW 

 

a.Reconciliation of liabilities arising from financing activities 

 

 

 

Lease

liabilities

(Note 16)

 

 

Bank loan

(Note 17)

 

 

 

Total

 

 

 

 

 

 

 

At 1 January 2023

 

-

 

3,000,000

 

3,000,000

 

 

 

 

 

 

 

Changes from cash flows:

 

 

 

 

 

 

 

Payment of the lease liabilities

 

 

 

 

 

 

 

 

- principal portion

 

(343,675)

 

-

 

(343,675)

 

 

- interest portion

 

(7,455)

 

-

 

(7,455)

 

Addition of bank loan

 

-

 

9,000,000

 

9,000,000

 

Repayment of bank loan

 

-

 

(3,000,000)

 

(3,000,000)

 

Interest paid

 

-

 

(391,795)

 

(391,795)

 

 

 

 

 

 

 

Non-cash changes:

 

 

 

 

 

 

 

Addition of right-of-use assets

 

2,025,496

 

-

 

2,025,496

 

Interest expense on lease liabilities

 

7,455

 

-

 

7,455

 

Interest accrued

 

-

 

391,795

 

391,795

 

 

 

 

 

 

 

At 31 December 2023

 

1,681,821

 

9,000,000

 

10,681,821

 

 

 

 

 

 

 

Changes from cash flows:

 

 

 

 

 

 

 

Payment of the lease liabilities

 

 

 

 

 

 

 

 

- principal portion

 

(772,746)

 

-

 

(772,746)

 

 

- interest portion

 

(88,161)

 

-

 

(88,161)

 

Addition of bank loan

 

-

 

13,500,000

 

13,500,000

 

Repayment of bank loan

 

-

 

(9,000,000)

 

(9,000,000)

 

Interest paid

 

-

 

(822,800)

 

(822,800)

 

 

 

 

 

 

 

Non-cash changes:

 

 

 

 

 

 

 

Addition of right-of-use assets

 

400,216

 

-

 

400,216

 

Interest expense on lease liabilities

 

88,161

 

-

 

88,161

 

Interest accrued

 

-

 

822,800

 

822,800

 

 

 

 

 

 

 

At 31 December 2024

 

1,309,291

 

13,500,000

 

14,809,291


Page 20


 

ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

(EXPRESSED IN RENMINBI)

 

 

 

b.Cash and cash equivalents 

 

 

2024

 

2023

 

 

 

 

Cash on hand

44,260

 

-

Cash at bank

2,940,849

 

7,500,513

 

 

 

 

Cash and cash equivalents in the statement of

  financial position and the statement of cash flows

 

2,985,109

 

 

7,500,513

 

 

15.TRADE AND OTHER PAYABLES 

 

 

Note

 

2024

 

2023

 

 

 

 

 

 

Trade receivables

 

 

5,322,109

 

142,667

Bills receivables

 

 

-

 

791,920

Accrued expenses

 

 

474,150

 

414,447

Other payables

 

 

-

 

1,672,044

Amount due to a holding company

(a)

 

861,841

 

-

Amount due to directors

(a)

 

-

 

7,104

 

 

 

 

 

 

 

 

 

6,658,100

 

3,028,182

 

Note (a): The balances are unsecured, non-trade in nature, interest-free and payable on demand.

 

 

16.LEASE LIABILITIES 

 

Future undiscounted lease payments for finance and operating leases with initial terms of one year or more are as follows:

 

 

2024

 

2023

Operating leases

 

 

 

Within 1 year

950,708

 

723,987

Within 1 to 2 years

418,674

 

723,987

Within 2 to 3 years

-

 

361,994

 

 

 

 

Total undiscounted lease payments

1,369,382

 

1,809,968

Less: imputed interest

(60,091)

 

(128,147)

 

 

 

 

Net lease liabilities

1,309,291

 

1,681,821


Page 21


 

ZHEJIANG JIZHU TECHNOLOGY COMPANY LIMITED

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

(EXPRESSED IN RENMINBI)

 

 

17.BORROWINGS 

 

At the end of reporting period, the borrowings were secured and repayable as follows:

 

 

2024

 

2023

 

 

 

 

Within 1 year

10,277,006

 

2,018,746

 

 

The bank loan was secured by continuing personal guarantee from directors of the Company.

 

 

18.CONTRACT LIABILITIES 

 

 

2024

 

2023

 

 

 

 

At the end of the year

3,053,500

 

465,000

 

Contract liabilities relate to advance consideration received from customers of which the revenue are deferred and recognised as revenue as (or when) the Group satisfies the performance obligations under its contract.

 

All unsatisfied performance obligations for revenue as at the end of the reporting period are expected to be satisfied within one year.

 

 

19.SHARE CAPITAL 

 

 

2024

 

2023

Paid-up capital:

 

 

 

As at beginning of the year

3,380,000

 

400,000

Addition during the year

1,850,974

 

2,980,000

 

 

 

 

As at end of the year

5,230,974

 

3,380,000

 

During the year ended 31 December 2024, 1,850,974 shares of RMB1,850,974 (2023: 2,980,000 shares of RMB2,980,000) were issued, fully paid and allotted.

 

 

20.APPROVAL OF FINANCIAL STATEMENTS 

 

The consolidated financial statements were approved and authorised for issue by the board of directors on 12 June 2025.


Page 22