Time Auction Audited Financial Report 2017/2018 by timeauction

TIME AUCTION LIMITED (INCORPORATED IN HONG KONG WITH LIMITED LIABILITY BY GUARANTEE)

DIRECTORS' REPORT AUDITED FINANCIAL STATEMENTS

FOR THE PERIOD FROM 9 DECEMBER 2016 (DATE OF INCORPORATION) TO 31 MARCH 2018

溫漢球會計師事務所 H K WAN CPA & CO CERTIFIED PUBLIC ACCOUNTANTS Audit and assurance, taxation and company secretary

TIME AUCTION LIMITED (INCORPORATED IN HONG KONG WITH LIMITED LIABILITY BY GUARANTEE) AUDITED FINANCIAL STATEMENTS FOR THE PERIOD FROM 9 DECEMBER 2016 (DATE OF INCORPORATION) TO 31 MARCH 2018

CONTENTS PAGES Directors' report

1-2

Independent auditor's report

3-5

Statement of profit or loss and comprehensive income

Statement of financial position

Statement of changes in accumulated fund

Statement of cash flows

Accounting policies and explanatory notes to the financial statements

10 - 12

TIME AUCTION LIMITED DIRECTORS' REPORT

The directors submit herewith their first report and the audited financial statements for the period from 9 December 2016 (date of incorporation) to 31 March 2018. Principal activity Time Auction Limited (the Company) is a company incorporated in Hong Kong and has its registered office and principal place of business at Unit 808, 8/F., Multifield Plaza, 3 Prat Avenue, Tsim Sha Tsui, Kowloon, Hong Kong. The principal activity of the Company is to encourage volunteerism with inspiring experiences. Results The surplus of the Company for the period ended 31 March 2018 and the state of the Company's affairs as at that date are set out in the Company's financial statements on pages 6 to 12. Business review According to s388(3) of the Companies Ordinance, the Company is exempted from preparing a business review. Share capital The Company was incorporated under the laws of Hong Kong as a company limited by guarantee and not having a share capital. The details of the liability of its members are set out in note 1 to financial statements. Directors The directors of the Company during the period and up to the date of this report are: Leung Ka Po Wong Suet Yi Lee Aaron Ho Ting Leung Sing Man Sandra

(Appointed on 9 December 2016 and resigned on 31 March 2017) (Appointed on 9 December 2016) (Appointed on 31 March 2017) (Appointed on 31 March 2017)

Directors' material interests in transactions, arrangements and contracts that are significant in relation to the company's business No transactions, arrangements and contract of significance to which the Company was a party and in which the directors of the Company had a material interest, whether directly or indirectly, subsisted at the end of the period or at any time during the period. Arrangements to acquire shares or debentures At no time during the period was the Company a party to any arrangement to enable the directors of the Company to hold any interests in shares or underlying shares in, or debentures of, the Company or its specified undertakings or other associated corporation.

-1-

TIME AUCTION LIMITED DIRECTORS' REPORT

Auditor H K Wan CPA & Co was appointed as the first auditor of the Company. A resolution to re-appoint the retiring auditors, H K Wan CPA & Co, is to be proposed at the forthcoming annual general meeting.

On behalf of the Board

Wong Suet Yi Hong Kong,

-2-

溫漢球會計師事務所 H K WAN CPA & CO CERTIFIED PUBLIC ACCOUNTANTS Audit and assurance, taxation and company secretary

香港德輔道中272至284號興業商業中心15樓1508室電話 : 2698 6604 傳真 : 2693 2140 Room 1508, 15/F., Hing Yip Commercial Centre, 272-284 Des Voeux Road Central, Hong Kong Tel: 2698 6604

Fax: 2693 2140

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF TIME AUCTION LIMITED (incorporated in Hong Kong with limited liability by guarantee) REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS Opinion We have audited the financial statements of Time Auction Limited ("the Federation") set out on pages 6 to 12, which comprise the statement of financial position as at 31 March 2018, and the statement of profit or loss and comprehensive income, statement of changes in accumulated fund and statement of cash flows for the period from 9 December 2016 (date of incorporation) to 31 March 2018, and notes to the financial statement, including a summary significant accounting policies. In our opinion, the financial statements give a true and fair view of the financial position of the Company as at 31 March 2018, and of its financial performance and cash flows for the period from 9 December 2016 (date of incorporation) to 31 March 2018 in accordance with the Hong Kong Financial Reporting Standard for Private Entities and have been properly prepared in compliance with the Hong Kong Companies Ordinance. Basis for Opinion We conducted our audit in accordance with Hong Kong Standards on Auditing ("HKSAs") issued by the HKICPA. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the HKICPA's Code of Ethics for Professional Accountants ("the Code"), and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Responsibilities of directors and those charged with Governance for the Financial Statements The directors are responsible for the preparation of financial statements that give a true and fair view in accordance with the Hong Kong Financial Reporting Standard for Private Entities issued by the Hong Kong Institute of Certified Public Accountants and the Hong Kong Companies Ordinance and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so. Those charged with governance are responsible for overseeing the Company's financial reporting process. -3-

溫漢球會計師事務所 H K WAN CPA & CO CERTIFIED PUBLIC ACCOUNTANTS Audit and assurance, taxation and company secretary

Fax: 2693 2140

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF TIME AUCTION LIMITED (incorporated in Hong Kong with limited liability by guarantee) Auditor's Responsibility for the Audit of Financial Statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with HKSAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. As part of an audit in accordance with HKSAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: - Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. - Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Federation's internal control. - Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors. - Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Federation to cease to continue as a going concern. - Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

-4-

溫漢球會計師事務所 H K WAN CPA & CO CERTIFIED PUBLIC ACCOUNTANTS Audit and assurance, taxation and company secretary

Fax: 2693 2140

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF TIME AUCTION LIMITED (incorporated in Hong Kong with limited liability by guarantee) Auditor's Responsibility for the Audit of Financial Statements (continued) We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

H K Wan CPA & Co Certified Public Accountants Hong Kong,

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TIME AUCTION LIMITED STATEMENT OF PROFIT OR LOSS AND COMPREHENSIVE INCOME For the period from 9 December 2016 (date of incorporation) to 31 March 2018

Period from 9/12/2016 (date of incorporation) to 31/3/2018 HK$

Note Revenue

Activities expenses

(1,115,867)

Gross profit

(1,115,867)

Other income

General and administrative expenses

2 (9,976)

Surplus before tax

Income tax expense

Surplus for the period

(1,125,841) (1,125,841)

Other comprehensive income

Total comprehensive income for the period

(1,125,841)

The annexed notes form an integral part of these financial statements.

-6-

1,474,057 (76,870) 1,397,187 13 (762,774) 634,426 634,426 634,426

TIME AUCTION LIMITED STATEMENT OF FINANCIAL POSITION As at 31 March 2018

At 31/3/2018 HK$

Note Current assets Prepayment Cash and cash equivalents

Current liabilities Accrued expenses Amount due to a director

Net assets

Funds Accumulated fund

Approved and authorised for issue by the directors

....................................... Wong Suet Yi

....................................... Lee Aaron Ho Ting

The annexed notes form an integral part of these financial statements.

-7-

5,002

5,002 743,632

5,002

748,634

83,000 31,208

114,208

5,002

634,426

634,426 (629,424)

634,426 0

TIME AUCTION LIMITED STATEMENT OF CHANGES IN FUND For the period from 9 December 2016 (date of incorporation) to 31 March 2018

Note

Designated fund HK$

Accumulated fund HK$

200,000

1,658,710

At 9 December 2016 (date of incorporation) Total comprehensive income for the period

At 31 March 2018

200,000

The annexed notes form an integral part of these financial statements.

-8-

(32,575) 1,626,135

634,426 634,426

TIME AUCTION LIMITED STATEMENT OF CASH FLOWS For the period from 9 December 2016 (date of incorporation) to 31 March 2018

Period from 9/12/2016 (date of incorporation) to 31/3/2018 HK$

Note Operating activities Surplus before tax and operating surplus before changes in working capital Increase in prepayment Increase in accrued expenses Increase in amount due to a director

(1,125,841) 5,002 (83,000)

634,426 (5,002) 83,000 31,208

Net cash generated from operating activities

(1,203,839)

743,632

Net increase in cash and cash equivalents

(1,203,839)

743,632

Cash and cash equivalents at the beginning of period

743,632

Cash and cash equivalents at the end of period

The annexed notes form an integral part of these financial statements.

-9-

(460,207)

743,632

TIME AUCTION LIMITED ACCOUNTING POLICIES AND EXPLANATORY NOTES TO THE FINANCIAL STATEMENTS For the period from 9 December 2016 (date of incorporation) to 31 March 2018

General information Time Auction Limited (the Company) is a limited company incorporated in Hong Kong. The address of its registered office and principal place of business is Unit 808, 8/F., Multifield Plaza, 3 Prat Avenue, Tsim Sha Tsui, Kowloon, Hong Kong. The Company's principal activity is to encourage volunteerism with inspiring experiences. The liability of each member is limited to HK$500 in the Company being wound up while he/she is a member, or within are year after he/she ceases to be a member.

Basis of preparation and accounting policies These financial statements have been prepared in accordance with the Hong Kong Financial Reporting Standard for Private Entities (HKFRS for Private Entities) issued by the Hong Kong Institute of Certified Public Accountants and the requirements of the Hong Kong Companies Ordinance. They have been prepared under the historical cost convention. Revenue recognition Revenue is recognised in profit or loss provided it is probable that the economic benefits will flow to the Company and the revenue and costs, if applicable, can be measured reliably, as follows: (a)

Activities income Revenue from activities is recognised when the amounts had been received and the activities completed.

(b) Donations receive Revenue arising from various donations is recognized when a donation is received. (c)

Interest income Interest income is recognised on a time-proportion basis using the effective interest method.

- 10 -

TIME AUCTION LIMITED ACCOUNTING POLICIES AND EXPLANATORY NOTES TO THE FINANCIAL STATEMENTS For the period from 9 December 2016 (date of incorporation) to 31 March 2018

Basis of preparation and accounting policies (continued) Cash and cash equivalents Cash and cash equivalents includes cash on hand, demand deposits and other short-term highly liquid investments with original maturities of three months or less. Bank overdraft is shown within borrowings in current liabilities on the statement of financial position. Accrued expenses Accrued expenses are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Revenue Revenue represents donations received from various donations during the period. Period from 9/12/2016 (date of incorporation) to 31/3/2018 HK$ Activities income Donations receive

59,592

136,648 1,337,409

59,592

1,474,057

Other income Period from 9/12/2016 (date of incorporation) to 31/3/2018 Bank interest income

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TIME AUCTION LIMITED ACCOUNTING POLICIES AND EXPLANATORY NOTES TO THE FINANCIAL STATEMENTS For the period from 9 December 2016 (date of incorporation) to 31 March 2018

Surplus before tax The following items have been recognised as expenses in determining surplus before tax: Period from 9/12/2016 (date of incorporation) to 31/3/2018 HK$ Auditor's remuneration Staff costs Comprising: - Mandatory Provident Fund contributions - Salaries, wages and other benefits

1,200,485

10,000 558,364

57,035 1,143,450

21,891 536,473

Income tax expense No provision for Hong Kong profits tax has been made as the Company is exempted under Section 88 of the Hong Kong Inland Revenue Ordinance.

Directors' remuneration No Directors' remuneration as defined in section 383(1) of the Hong Kong Companies Ordinance were paid or payable for the period.

Cash and cash equivalents At 31/3/2018 HK$ Cash at bank

247,548

329,444

At 31/3/2018 HK$ 5,002

743,632

Approval of financial statements The financial statements were approved and authorised for issue by the Directors on .

~ END ~ - 12 -

Board of

THE FOLLOWING DETAILED STATEMENT OF PROFIT AND LOSS HAS BEEN PREPARED FOR MANAGEMENT PURPOSES ONLY AND DOES NOT FORM PART OF THE AUDITED FINANCIAL STATEMENTS

TIME AUCTION LIMITED DETAILED STATEMENT OF PROFIT OR LOSS For the period from 9 December 2016 (date of incorporation) to 31 March 2018

Period from 9/12/2016 (date of incorporation) to 31/3/2018 HK$

Sch Revenue Activities income Donations receive

Cost of services Activities expenses Gross profit Other income Bank interest income General and administrative expenses Accounting fee Advertising and promotion Auditor's remuneration Bank charges Entertainment Insurance Legal and professional fee Local travelling expenses Mandatory provident fund contributions Postage and courier Preliminary expenses Printing and stationery Salaries Subscription fee Sundry expenses Telephone and Internet charges

136,648 1,337,409

1,474,057

1,115,867 (1,115,867)

(13) (13)

10,000

(9,976) Surplus before tax

(1,125,839)

(76,870) 1,397,187

10,000 120,000 10,000 2,626 4,001 5,000 6,000 363 21,891 98 2,000 673 536,473 37,225 1,174 5,250 (762,774) 634,426