新世纪物流(BVI)有限公司2024年20-F年度报告

(MarkOne)issued and outstanding.☒Yes☐Nostatements.☐recovery period pursuant to §240.10D-1(b).☐ Titleof each classOrdinaryShares U.S. GAAP☒InternationalFinancial Reporting Standards as issued by the International Accounting Standards Board☐Other☐If“Other” has been checked in response to the previous question, indicate by check mark which financial statement item theregistrant has elected to follow.☐Item 17☐Item 18Ifthis is an Annual Report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the ExchangeAct).☐Yes☒No(APPLICABLEONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)Indicateby check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the SecuritiesExchange Act of 1934 subsequent to the distribution of securities under aplan confirmed by a court.☐Yes☐No NEWCENTURY LOGISTICS (BVI) LIMITEDTableof ContentsITEM1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERSITEM7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONSITEM11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKITEM12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIESITEM14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDSITEM16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEESITEM16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERSITEM16I. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS2 INTRODUCTION3CAUTIONARYNOTE REGARDING FORWARD-LOOKING STATEMENTS3PARTI44ITEM2. OFFER STATISTICS AND EXPECTED TIMETABLE4ITEM3. KEY INFORMATION4ITEM4. INFORMATION ON THE COMPANY33ITEM4A. UNRESOLVED STAFF COMMENTS62ITEM5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS62ITEM6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES8693ITEM8. FINANCIAL INFORMATION95ITEM9. THE OFFER AND LISTING97ITEM10. ADDITIONAL INFORMATION97114114PARTII115ITEM13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES115115ITEM15. CONTROLS AND PROCEDURES116ITEM16A. AUDIT COMMITTEE FINANCIAL EXPERT117ITEM16B. CODE OF ETHICS117ITEM16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES117117117ITEM16F. CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT117ITEM16G. CORPORATE GOVERNANCE118ITEM16H. MINE SAFETY DISCLOSURE118118ITEM16J. INSIDER TRADING POLICIES118ITEM16K CYBERSECURITY118PARTIII119ITEM17. FINANCIAL STATEMENTS119ITEM18. FINANCIAL STATEMENTS119ITEM19. EXHIBITS119EXHIBITINDEXSIGNATURES120FINANCIALSTATEMENTSF-1 INTRODUCTIONUnlessotherwise indicated, all references in this Annual Report on Form 20-F to “NCEW,” “NC Logistics”, “we,”“our,” “us,” “the company” or similar terms refer to NEW CENTURY LOGISTICS (BVI) LIMITED andWedo not have any material operations of our own and we are a holding company with operations conducted in Hong Kong through our Hong Kongsubsidiaries NCL (HK), GLF and Win-Tec, using Hong Kong dollars, thecurrency of Hong Kong. NC Logistics’ reporting currency isHong Kong dollars. This Annual Report on Form 20-F contains translations of certain foreign currency amounts into U.S. dollars for theconvenience of thereader. All translations of Hong Kong dollars are calculated at the rate of US$1.00=HKD7.80. No representation ismade that the HKD amounts could have been, or could be, converted, realized or settled into US$ at suchCAUTIONARYNOTE REGARDING FORWARD-LOOKING STATEMENTSThisAnnual Report contains forward-looking statements. These statements are neither historical facts nor assurances of future performance.Instead, they are based on our current beliefs, expectations and assumptionsregarding the future of our business, future plans and strategies,and other future conditions. Forward-looking statements can be identified by words such as “anticipate,” “believe,”“estimate,” “expect,” “forecast,” “intend,”“may,” “plan,” “predict,”“project,” “target,” “potential,” “will,” “would,” “could,” “should,”“continue,” and other similar expressions, although not all forward-looking statements contain these identifying words. Theseforward-looking statements include all matters that are not historical facts. They appear in many places throughout this Annual Reportand include statements regarding our intentions, beliefs or current expectationsconcerning, among other things, our results of operations,financial condition, liquidity, business prospects, growth, strategies, expectations regarding industry trends and the size and growthrates of addressable markets, ourbusiness plan and growth strategies, including plans for expansion to new markets and new products,and the industry in which we operate.Althoughwe base the forward-looking statements contained in this Annual Report on assumptions that we believe are reasonable, we caution youthat actual results and developments (including our results of operations,financial condition and liquidity, and the development ofthe industry in which we operate) may differ materially from those made in or suggested by the forward-looking statemen