GRANDTOP INT'L<02309> - Results Announcement

Grandtop International Holdings Limited announced on 29/12/2003:
(stock code: 02309 )
Year end date: 31/03/2004
Currency: HKD
Auditors' Report: N/A
Interim report reviewed by: Audit Committee

                                                        (Unaudited )
                                     (Unaudited )       Last
                                     Current            Corresponding
                                     Period             Period
                                     from 01/04/2003    from 01/04/2002
                                     to 30/09/2003      to 30/09/2002 
                               Note  ('000      )       ('000      )
Turnover                           : 16,643             17,393            
Profit/(Loss) from Operations      : 11,248             13,630            
Finance cost                       : (95)               (8)               
Share of Profit/(Loss) of 
  Associates                       : N/A                N/A               
Share of Profit/(Loss) of
  Jointly Controlled Entities      : N/A                N/A               
Profit/(Loss) after Tax & MI       : 11,130             13,482            
% Change over Last Period          : -17       %
EPS/(LPS)-Basic (in dollars)       : 0.046              0.066             
         -Diluted (in dollars)     : N/A                N/A               
Extraordinary (ETD) Gain/(Loss)    : N/A                N/A               
Profit/(Loss) after ETD Items      : 11,130             13,482            
Interim Dividend                   : NIL                1.5 Cents         
  per Share                                                               
(Specify if with other             : N/A                N/A               
  options)                                                                
                                                                          
B/C Dates for 
  Interim Dividend                 : N/A          
Payable Date                       : N/A       
B/C Dates for Extraordinary  
  General Meeting                  : 15/03/2004         to 19/03/2004bdi.
Other Distribution for             : Bonus issue of bonus shares: one     
  Current Period                     bonus share for every three existing 
                                     share held                           
B/C Dates for Other 
  Distribution                     : 15/03/2004         to 19/03/2004bdi.

Remarks:

1.  BASIS OF PREPARATION

The Company was incorporated in Cayman Islands as an exempted company with 
limited liability on 21st June 2002 under the Companies Law, (Cap. 22 (Law 
3 of 1961, as consolidated and revised)) of the Cayman Islands. Pursuant 
to a group reorganisation (the "Group Reorganisation") to rationalise the 
structure of the Company and its subsidiaries in preparation for the 
listing of the Company's shares on the Main Board of The Stock Exchange of 
Hong Kong Limited (the "Stock Exchange"), the Company became the holding 
company of the Group on 22nd October 2002. Details of the Group 
Reorganisation are set out in the prospectus of the Company date 30th 
October 2002.

Accordingly, the comparative figures for the preceding financial period 
have been prepared on the basis of merger accounting in accordance with 
Statement of Standard Accounting Practice ("SSAP") No. 27 "Accounting for 
group reconstructions" issued by the Hong Kong Society of Accountants 
("HKSA"). On this basis, the Company has been treated as the holding 
company of its subsidiaries through the Group Reorganisation for the six 
months ended 30th September 2002 rather than from the date of their 
acquisitions. Accordingly, the condensed consolidated results and cash 
flows of the Group for the six months ended 30th September 2002 include 
the results and cash flows of the Company and subsidiaries with effect 
from 1st April 2002, or since their respective dates of incorporation, 
where this is a shorter period, as if the existing Group structure had 
been in existence throughout the six months ended 30th September 2002.

The unaudited condensed consolidated financial statements have been 
prepared in accordance with SSAP No. 25 (revised) "Interim Financial 
Reporting" issued by the HKSA and with the applicable disclosure 
requirements of Appendix 16 to the Rules Governing the Listing of 
Securities on the Stock Exchange.

2.  PRINCIPAL ACCOUNTING POLICIES

The accounting policies adopted in the preparation of the condensed 
consolidated interim financial statements are consistent with those used 
in the annual financial statements for the year ended 31st March 2003 
except that the Group has adopted the revised SSAP 12  "Income Taxes" 
issued by the HKSA which is effective for the accounting periods 
commencing on or after 1st January 2003.

The changes to the Group's accounting policy and the effect of adopting 
the new policy is as follows:

Deferred taxation is provided in full, using the liability method, on 
temporary differences arising between the tax bases of assets and 
liabilities and their carrying amounts in the financial statements. 
Taxation rates enacted or substantially enacted by the balance sheet date 
are used to determine deferred taxation. Deferred tax assets are 
recognised to the extent that it is probable that future taxable profit 
will be available against which the temporary differences can be utilised. 
Deferred taxation is provided on temporary differences arising on 
investments in subsidiaries, except where the timing of the reversal of 
the temporary difference can be controlled and it is probable that the 
temporary difference will not reverse in the foreseeable future.

Deferred tax is charged or credited to the income statement, except when 
it relates to items charged or credited directly to equity, in which case 
the deferred tax is also dealt with equity.

In prior years, deferred taxation was accounted for at the current 
taxation rate in respect of temporary differences between profit as 
computed for taxation purposes and profit as stated in the financial 
statements to the extent that a liability or an assets was expected to be 
payable or recoverable in the foreseeable future. The adoption of the 
revised SSAP 12 represents a change in accounting policy and should be 
applied retrospectively. However, since the effect on prior periods was 
not material, no prior period adjustment has been made.

3.  EARNINGS PER SHARES

The calculation of basic earnings per share is based on the net profit 
attributable to shareholders for the period ended 30th September 2003 of 
HK$11,130,000 (2002: HK$13,482,000) and the weighted average of 
240,000,000 (2002: 204,000,000) ordinary shares in issue during the 
period.

The weighted average number of shares used to calculate the basic earnings 
per share for the period ended 30th September 2002 included the pro forma 
issued share capital of the Company on the basis as if the Group 
restructuring had been completed, comprising an aggregated of 10,000,000 
ordinary shares nil paid upon incorporation of the Company issued on 3rd 
July 2002 and 22nd October 2002, 10,000,000 ordinary shares issued for the 
acquisition of Sun Ace Group Limited and the capitalization issue of 
184,000,000 ordinary shares.

There were no potential dilutive shares in existence for the two periods 
ended 30th September 2002 and 2003, accordingly, no diluted earnings per 
share has been presented.