Yearly Results announcement form Name of listed company : GP NanoTechnology Group Limited Stock code : 8152 Year end date : 31 December 2001 Auditors' report : Qualified Modified X Neither Important Note : This result announcement form only contains extracted information from and should be read in conjunction with the detailed results announcement of the issuer, which can be viewed on the GEM website at http://www.hkgem.com Currency: HK$'000 (Audited) (Audited) Final Results Announcement Current Last Corresponding Period Period from 01/01/2001 from 01/01/2000 to 31/12/2001 to 31/12/2000 HK$'000 HK$'000 Turnover : 79,323 67,290 Profit/(Loss) from Operations : 14,977 18,765 Finance cost : -2,041 -2,778 Share of Profit/(Loss) of Associates : 0 0 Share of Profit/(Loss) of Jointly Controlled Entites : 0 0 Profit/(Loss) after Taxation & MI : 11,248 13,837 % Change Over the Last Period : -18.71 % EPS / (LPS) - Basic : 2.6 cents 3.6 cents - Diluted : N/A N/A Extraordinary (ETD) Gain/(Loss) : 0 0 Profit (Loss) after ETD Items : 11,248 13,837 Final Dividend per Share : NIL NIL (specify if with other options) : N/A N/A B/C Dates for Final Dividend : N/A to N/A bdi. Payable Date : N/A B/C Dates for AGM/SGM : N/A to N/A bdi. Other Distribution for Current Period: NIL B/C Dates for Other Distribution : N/A to N/A bdi. (bdi: both days inclusive) For and on behalf of GP NanoTechnology Group Limited Signature : Name : Chow Chun Kwong Title : Executive Director Responsibility statement The directors of the Company (the "Directors") as at the date hereof hereby collectively and individually accept full responsibility for the accuracy of the information contained in this results announcement form (the "Information") and confirm, having made all reasonable inquiries, that to the best of their knowledge and belief the Information are accurate and complete in all material respects and not misleading and that there are no other matters the omission of which would make the Information herein inaccurate or misleading.The Directors acknowledge that the Stock Exchange has no responsibility whatsoever with regard to the Information and undertake to indemnify the Exchange against all liability incurred and all losses suffered by the Exchange in connection with or relating to the Information. Remarks: 1. Group reorganisation and basis of preparation The Company was incorporated as an exempted company with limited liability in Bermuda under the Companies Act 1981 of Bermuda (as amended) on 17 July 2000. The Company is an investment holding company. The principal activities of the Group are manufacture and sale of nanomaterial products. Pursuant to a series of group reorganisation steps (the "Group Reorganisation") to rationalise the structure of the Group in preparation for the listing of the Company's shares on the Growth Enterprise Market (the "GEM") of The Stock Exchange of Hong Kong Limited (the "Stock Exchange"), the Company became the holding company of the Group on 17 April, 2001. The shares of the Company were listed on the GEM of the Stock Exchange on 17 July, 2001. The Group resulting from the Group Reorganisation is regarded as a continuing entity. Accordingly, the financial statements of the Group have been prepared on the merger accounting basis as if the Company had always been the holding company of the Group in accordance with the Statement of Standard Accounting Practice ("SSAP") No. 27 " Accounting for group reconstructions" issued by the Hong Kong Society of Accountants. Details of the Group Reorganisation are set out in the prospectus dated 9 July 2001 issued by the Company. The Group Reorganisation principally involved the exchange of fully-paid shares of the Company with the entire share of Self Made Holdings Limited. During the financial year ended 31 December 2001, the Company has completed the establishment and incorporation of the following subsidiaries: Ever Innovation Limited GP Nano Composite Materials Limited (廣平納米複合材料有限公司) GP Nano Investments Limited (廣平納米投資有限公司) The results of these subsidiaries are included from their effective dates of establishment. The financial statements have been prepared under the historical cost convention, as modified for the revaluation of leasehold land and buildings, and in accordance with accounting principles generally accepted in Hong Kong. 2. Turnover Turnover represents the net amounts received and receivable for goods sold, less returns and allowances by the Group to outside customers during the year. 3. Earnings per share The calculation of basic earnings per share for the year ended 31 December 2001 is based on the profit attributable to shareholders of HK$11,248,000 and on the weighted average number of 440,808,904 shares that would have been in issue throughout the year as if the Company had been the holding company of the Group since the beginning of the year. The calculation of the basic earnings per share for the year ended 31 December 2000 is based on the profit attributable to shareholders of HK$13,837,000 and on the 387,000,000 shares in issue immediately preceding the new issue of 113,000,000 shares.