| CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY |
| 19. |
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY |
The following presents condensed parent-company-only
financial information of Cre8 Enterprise Limited.
Condensed balance sheets
| | |
As of December 31, | |
| | |
2024 | | |
2025 | | |
2025 | |
| | |
HK$ | | |
HK$ | | |
US$ | |
| ASSETS | |
| | |
| | |
| |
| Current assets | |
| | |
| | |
| |
| Cash and cash equivalents | |
| 90,107 | | |
| 18,474,523 | | |
| 2,373,611 | |
| Amount due from a fellow subsidiary | |
| — | | |
| 17,016,350 | | |
| 2,186,264 | |
| Total current assets | |
| 90,107 | | |
| 35,490,873 | | |
| 4,559,875 | |
| | |
| | | |
| | | |
| | |
| Non-current assets | |
| | | |
| | | |
| | |
| Investment in a subsidiary | |
| 8 | | |
| 8 | | |
| 1 | |
| Total non-current assets | |
| 8 | | |
| 8 | | |
| 1 | |
| TOTAL ASSETS | |
| 90,115 | | |
| 35,490,881 | | |
| 4,559,876 | |
| | |
| | | |
| | | |
| | |
| LIABILITIES AND SHAREHOLDERS’ DEFICIT | |
| | | |
| | | |
| | |
| Current liabilities | |
| | | |
| | | |
| | |
| Amount due to a fellow subsidiary | |
| 373,429 | | |
| — | | |
| — | |
| Total current liabilities and total liabilities | |
| 373,429 | | |
| — | | |
| — | |
| | |
| | | |
| | | |
| | |
| SHAREHOLDERS’ (DEFICIT) EQUITY | |
| | | |
| | | |
| | |
| Class A ordinary shares, no par value per share, 27,000,000 shares
authorized, and 15,000,000 shares issued and outstanding as of December 31, 2024 and 27,000,000 shares authorized, and 1,638,959 shares
issued and outstanding as of December 31, 2025* | |
| — | | |
| — | | |
| — | |
| Class B ordinary shares, no par value per share, 3,000,000 shares authorized,
and 375,000 shares issued and outstanding as of December 31, 2024 and 2025* | |
| — | | |
| — | | |
| — | |
| Additional paid-in capital | |
| 31,196 | | |
| 36,376,047 | | |
| 4,673,602 | |
| Accumulated deficit | |
| (314,510 | ) | |
| (577,157 | ) | |
| (74,153 | ) |
| Accumulated other comprehensive losses | |
| — | | |
| (308,009 | ) | |
| (39,573 | ) |
| Total shareholders’ (deficit) equity | |
| (283,314 | ) | |
| 35,490,881 | | |
| 4,559,876 | |
| TOTAL LIABILITIES AND SHAREHOLDERS’ (DEFICIT) EQUITY | |
| 90,115 | | |
| 35,490,881 | | |
| 4,559,876 | |
| * | Giving retroactive effect to a share consolidation ratio of 12-to-1 on January 15, 2026. | Condensed statements of loss
| | |
For the years ended December 31, | |
| | |
2023 | | |
2024 | | |
2025 | | |
2025 | |
| | |
HK$ | | |
HK$ | | |
HK$ | | |
US$ | |
| Operating expenses: | |
| | |
| | |
| | |
| |
| General and administrative expenses | |
| (49,060 | ) | |
| (265,450 | ) | |
| (631,874 | ) | |
| (81,183 | ) |
| Total operating expenses | |
| (49,060 | ) | |
| (265,450 | ) | |
| (631,874 | ) | |
| (81,183 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Other income, net: | |
| | | |
| | | |
| | | |
| | |
| Bank interest income | |
| — | | |
| — | | |
| 372,755 | | |
| 47,891 | |
| Other expenses | |
| — | | |
| — | | |
| (3,528 | ) | |
| (453 | ) |
| Total other income, net | |
| — | | |
| — | | |
| 369,227 | | |
| 47,438 | |
| Loss before income taxes | |
| (49,060 | ) | |
| (265,450 | ) | |
| (262,647 | ) | |
| (33,745 | ) |
| Income tax expense | |
| — | | |
| — | | |
| — | | |
| — | |
| Net loss | |
| (49,060 | ) | |
| (265,450 | ) | |
| (262,647 | ) | |
| (33,745 | ) |
Condensed statements of cash flows
| | |
For the years ended December 31, | |
| | |
2023 | | |
2024 | | |
2025 | | |
2025 | |
| | |
HK$ | | |
HK$ | | |
HK$ | | |
US$ | |
| Cash flows from operating activities | |
| | |
| | |
| | |
| |
| Net loss | |
| (49,060 | ) | |
| (265,450 | ) | |
| (262,647 | ) | |
| (33,745 | ) |
| Change in operating assets and liabilities: | |
| — | | |
| — | | |
| — | | |
| — | |
| Net cash used in operating activities | |
| (49,060 | ) | |
| (265,450 | ) | |
| (262,647 | ) | |
| (33,745 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Cash flows from investing activities | |
| | | |
| | | |
| | | |
| | |
| Investment in a subsidiary | |
| (8 | ) | |
| — | | |
| — | | |
| — | |
| Net cash used in investing activities | |
| (8 | ) | |
| — | | |
| — | | |
| — | |
| | |
| | | |
| | | |
| | | |
| | |
| Cash flows from financing activities | |
| | | |
| | | |
| | | |
| | |
| Proceeds from IPO, net | |
| — | | |
| — | | |
| 45,131,640 | | |
| 5,798,522 | |
| Advance from a subsidiary | |
| 17,872 | | |
| 355,557 | | |
| — | | |
| — | |
| Advance to a subsidiary | |
| — | | |
| — | | |
| (23,316,120 | ) | |
| (2,995,660 | ) |
| Deferred initial public offering (“IPO”) cost | |
| — | | |
| — | | |
| (2,860,448 | ) | |
| (367,510 | ) |
| Subscription received from shareholders | |
| 31,196 | | |
| — | | |
| — | | |
| — | |
| Net cash generated from financing activities | |
| 49,068 | | |
| 355,557 | | |
| 18,955,072 | | |
| 2,435,352 | |
| | |
| | | |
| | | |
| | | |
| | |
| Net change in cash and cash equivalents | |
| — | | |
| 90,107 | | |
| 18,692,425 | | |
| 2,401,607 | |
| Effect of changes in foreign exchange rate | |
| — | | |
| — | | |
| (308,009 | ) | |
| (39,573 | ) |
| Cash and cash equivalents at the beginning of the year | |
| — | | |
| — | | |
| 90,107 | | |
| 11,577 | |
| Cash and cash equivalents at the end of the year | |
| — | | |
| 90,107 | | |
| 18,474,523 | | |
| 2,373,611 | |
The company was incorporated under the laws of
the BVI as a limited company on December 4, 2023 and as a holding company.
In the condensed parent company only financial statements, the Company’s
investment in subsidiary stated at cost of acquisition in Cre8 Incorporation Limited. Those condensed parent company only financial statements
should be read in connection with the consolidated financial statements and notes hereto.
| (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 only consolidated
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 Cre8 Enterprise Limited exceed 25% of the consolidated net assets of Cre8 Enterprise Limited. The Company generates revenues
from its wholly owned subsidiary in the Hong Kong. The ability of Cre8 (Greater China) Limited in the Hong Kong to pay dividends is not
restricted. In this connection, the restricted net assets of the subsidiaries of Cre8 Enterprise Limited do not exceed 25% of the consolidated
net assets of Cre8 Enterprise Limited and accordingly the above condensed parent company only financial information of Cre8 Enterprise
Limited is presented for supplementary reference.
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 stock
or guarantees of the Company, except for those that have been separately disclosed in the consolidated financial statements, if any.
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