| CONDENSED FINANCIAL STATEMENTS OF THE PARENT COMPANY |
| 20. |
CONDENSED
FINANCIAL STATEMENTS OF THE PARENT COMPANY |
The
following presents condensed parent company only financial information of Plutus Financial Group Limited.
Condensed
balance sheets
SCHEDULE OF CONDENSED BALANCE SHEETS
| | |
2024 | | |
2025 | | |
2025 | |
| | |
As of December 31, | |
| | |
2024 | | |
2025 | | |
2025 | |
| | |
HKD | | |
HKD | | |
US$ | |
| Assets | |
| | | |
| | | |
| | |
| Current assets | |
| | | |
| | | |
| | |
| Cash and cash equivalents | |
| 149,992 | | |
| 121,494 | | |
| 15,610 | |
| Prepaid expenses and other current assets | |
| 63,200 | | |
| 15,658,000 | | |
| 2,011,743 | |
| Amount due from a shareholder | |
| 9 | | |
| 58,996 | | |
| 7,580 | |
| Amount due from fellow subsidiaries | |
| - | | |
| 39,042,660 | | |
| 5,016,209 | |
| Total current assets | |
| 213,201 | | |
| 54,881,150 | | |
| 7,051,142 | |
| | |
| | | |
| | | |
| | |
| Non-current assets | |
| | | |
| | | |
| | |
| Interests in subsidiaries | |
| 1,560 | | |
| 2,348 | | |
| 302 | |
| Intangible asset, net | |
| - | | |
| 2,950,333 | | |
| 379,059 | |
| Total non-current assets | |
| 1,560 | | |
| 2,952,681 | | |
| 379,361 | |
| TOTAL ASSETS | |
| 214,761 | | |
| 57,833,831 | | |
| 7,430,503 | |
| | |
| | | |
| | | |
| | |
| Liabilities and shareholders’ deficit | |
| | | |
| | | |
| | |
| Current liabilities | |
| | | |
| | | |
| | |
| Amount due to a subsidiary | |
| 542,623 | | |
| - | | |
| - | |
| Accruals and other current liabilities | |
| - | | |
| 1,410,822 | | |
| 181,264 | |
| Total current liabilities | |
| 542,623 | | |
| 1,410,822 | | |
| 181,264 | |
| TOTAL LIABILITIES | |
| 542,623 | | |
| 1,410,822 | | |
| 181,264 | |
| | |
| | | |
| | | |
| | |
| Shareholders’ deficit | |
| | | |
| | | |
| | |
| Preferred shares US$0.0001 par value per share; 3,000,000 authorized; nil and nil share issued and outstanding as of December 31, 2024 and 2025 Ordinary shares US$0.0001 par value per share; 300,000,000 authorized; 12,000,000 shares issued and outstanding as of December 31, 2024 and 2025 | |
| 9 | | |
| 11,973 | | |
| 1,538 | |
| Share premium | |
| - | | |
| 71,174,204 | | |
| 9,144,477 | |
| Accumulated losses | |
| (327,871 | ) | |
| (14,763,168 | ) | |
| (1,896,776 | ) |
| Total shareholders’ deficit | |
| (327,862 | ) | |
| 56,423,009 | | |
| 7,249,239 | |
| TOTAL LIABILITIES AND SHAREHOLDERS’ DEFICIT | |
| 214,761 | | |
| 57,833,831 | | |
| 7,430,503 | |
PLUTUS
FINANCIAL GROUP LIMITED AND ITS SUBSIDIARIES
NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
Condensed
statements of loss and comprehensive loss
SCHEDULE
OF CONDENSED STATEMENTS OF LOSS AND COMPREHENSIVE LOSS
| | |
2023 | | |
2024 | | |
2025 | | |
2025 | |
| | |
For
the years ended December 31, | |
| | |
2023 | | |
2024 | | |
2025 | | |
2025 | |
| | |
HKD | | |
HKD | | |
HKD | | |
US$ | |
| Compensation
and benefits | |
| - | | |
| - | | |
| (325,714 | ) | |
| (41,848 | ) |
| Advertising
and marking | |
| - | | |
| - | | |
| (1,520,000 | ) | |
| (195,290 | ) |
| Legal
and professional fee | |
| - | | |
| (98,545 | ) | |
| (12,592,008 | ) | |
| (1,617,825 | ) |
| General
and administrative expenses | |
| (50,308 | ) | |
| (10,008 | ) | |
| (643,101 | ) | |
| (82,626 | ) |
| Expense | |
| (50,308 | ) | |
| (108,553 | ) | |
| (15,080,823 | ) | |
| (1,937,589 | ) |
| Interest
Income | |
| - | | |
| - | | |
| 645,526 | | |
| 82,938
| |
| Net
loss and total comprehensive loss | |
| (50,308 | ) | |
| (108,553 | ) | |
| (14,435,297 | ) | |
| (1,854,651 | ) |
Condensed
statements of cash flows
SCHEDULE
OF CONDENSED STATEMENTS OF CASH FLOWS
| | |
2023 | | |
2024 | | |
2025 | | |
2025 | |
| | |
For the years ended December 31, | |
| | |
2023 | | |
2024 | | |
2025 | | |
2025 | |
| | |
HKD | | |
HKD | | |
HKD | | |
US$ | |
| Cash flows from operating activities | |
| | | |
| | | |
| | | |
| | |
| Net loss | |
| (50,308 | ) | |
| (108,553 | ) | |
| (14,435,297 | ) | |
| (1,854,651 | ) |
| Adjustment: | |
| | | |
| | | |
| | | |
| | |
| Amortization | |
| - | | |
| - | | |
| 389,667 | | |
| 50,064 | |
| Changes in operating assets and liabilities | |
| - | | |
| | | |
| | | |
| | |
| Prepaid expenses and other current assets | |
| - | | |
| (63,200 | ) | |
| (15,594,800 | ) | |
| (2,003,623 | ) |
| Accruals and other current liabilities | |
| - | | |
| - | | |
| 1,410,822 | | |
| 181,263 | |
Cash
used in operating activities | |
| (50,308 | ) | |
| (171,753 | ) | |
| (28,229,608 | ) | |
| (3,626,947 | ) |
| Cash flows from investing activities | |
| | | |
| | | |
| | | |
| | |
| Purchase of Intangible asset | |
| - | | |
| - | | |
| (3,340,000 | ) | |
| (429,124 | ) |
| Advance to shareholders |
|
|
- |
|
|
|
- |
|
|
|
(49,636) |
|
|
|
(6,376) |
|
| Advance to subsidiaries |
|
|
- |
|
|
|
- |
|
|
|
(76,148,300) |
|
|
|
(9,783,548) |
|
| Repayment from subsidiaries |
|
|
- |
|
|
|
- |
|
|
|
37,105,640 |
|
|
|
4,767,338 |
|
| Cash used in investing activities | |
| - | | |
| - | | |
| (42,432,296 | ) | |
| (5,451,710 | ) |
| Cash flows from financing activities | |
| | | |
| | | |
| | | |
| | |
| Repayment to subsidiaries | |
| - | | |
| - | | |
| (5,844,666 | ) | |
| (753,924 | ) |
| Advance from fellow subsidiaries | |
| 50,308 | | |
| 321,745 | | |
| - | | |
| - | |
| IPO proceed | |
| - | | |
| - | | |
| 60,176,072 | | |
| 7,734,435 | |
| Proceed from private offering | |
| - | | |
| - | | |
| 16,302,000 | | |
| 2,094,485 | |
Cash
generated from financing activities | |
| 50,308 | | |
| 321,745 | | |
| 70,633,406 | | |
| 9,074,996 | |
| Net increase (decrease) in cash and cash equivalents | |
| - | | |
| 149,992 | | |
| (28,498 | ) | |
| (3,661 | ) |
| Cash and cash equivalents at the beginning of the year | |
| - | | |
| - | | |
| 149,992 | | |
| 19,271 | |
| Cash and cash equivalents at the end of the year | |
| - | | |
| 149,992 | | |
| 121,494 | | |
| 15,610 | |
PLUTUS
FINANCIAL GROUP LIMITED AND ITS SUBSIDIARIES
NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
| (i)
|
Basis
of presentation |
| |
|
| |
The
Company was incorporated under the laws of the Cayman Islands as an exempted company with limited liability on January 12, 2022 and
as a holding company. |
| |
|
| |
The
condensed parent company financial information of the Company has been prepared using the same accounting policies as set out in
the accompanying consolidated financial statements. |
| |
|
| (ii)
|
Restricted
net assets |
| |
|
| |
Schedule
I of Rule 5-04 of Regulation S-X requires the condensed financial information of registrant shall be filed when the restricted net
assets of consolidated subsidiaries exceed 25 percent of consolidated net assets as of the end of the most recently completed fiscal
year. For purposes of the above test, restricted net assets of consolidated subsidiaries shall mean that amount of the registrant’s
proportionate share of net assets of consolidated subsidiaries (after intercompany eliminations) which as of the end of the most
recent fiscal year may not be transferred to the parent company by subsidiaries in the form of loans, advances or cash dividends
without the consent of a third party (i.e., lender, regulatory agency, foreign government, etc.). |
| |
|
| |
The
condensed parent company financial statements have to be prepared in accordance with Rule 12-04, Schedule I of Regulation S-X if
the restricted net assets of the subsidiaries of Plutus Financial Group Limited exceed 25% of the consolidated net assets of Plutus
Financial Group Limited. A significant portion of the Company’s operations and revenue are conducted and generated by the Company’s
wholly-owned subsidiaries, Plutus Securities and Plutus Asset Management, which are licensed by the SFC in Hong Kong. the ability
of these two operating subsidiaries to pay dividends to the Company may be restricted because these two SFC licensed operating subsidiaries
are subject to the minimum paid-up capital and liquid capital requirements imposed by the Securities and Futures Ordinance to maintain
their business licenses and due to the availability of cash balances of these two operating subsidiaries. |
| |
|
| |
As
of December 31, 2024 and 2025, there were no material contingencies, significant provisions of long term obligations, mandatory dividend
or redemption requirements of redeemable shares or guarantees of the Company, except for those which have been separately disclosed
in the consolidated financial statements, if any. |
|