RETECH TECHNOLOGY CO., LIMITED (ASX.RTE)

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delisted for non-payment of annual listing fee under Listing Rule 17.15

we understand the entity failed to pay the annual listing fee

Under Listing Rule 17.6, an entity (if not already suspended) that had not paid its annual listing fees by close of business on Monday, 21 August 2023 would have its securities suspended from Official Quotation before the commencement of trading on Tuesday, 22 August 2023. The following entity has failed to pay to ASX Limited the annual listing fees for the year ending 30 June 2024 and consequently will have its securities suspended from quotation immediately. The company has failed to pay to ASX the annual listing fees for the year ending 30 June 2024, and its securities are already suspended from quotation.

Grant Thornton Hong Kong Limited has resigned as auditor of Retech with effect on 11 July 2023. The resignation was due to GT Hong Kong being unable to obtain certain relevant information in relation to the settlement plan which subsequently led to a winding up petition initiated by City Savvy Limited on 22 November 2022. Because of this, GT Hong Kong was unable to proceed further with the review of the condensed consolidated interim financial statements of Retech and its subsidiaries for the six-month ended 30 June 2022. GT Hong Kong confirmed that from their perspective, with the exception of the above, there were no other matters in respect of its resignation that need to be brought to the attention of the shareholders or creditors of Retech.

Retech executed a Deed of Undertaking with City Savvy Limited whereby it agreed to pay the amount owing under the Convertible Note Agreement under a staggered payment plan. Retech was unable to honor the Payment Plan. On 6 April 2023, Retech was issued a statutory demand for payment of the sum of HK$40,224,167.04. The Claimed Amount had to be paid by Thursday, 27 April 2023. Retech was unable to pay the Claimed Amount by this date. On 28 April 2023, City Savvy initiated proceedings in the High Court of the Hong Kong Special Administrative Region to have Retech wound up. On 5 July 2023, the High Court of the Hong Kong Special Administrative Region ordered that Retech be wound up. An official receiver has been appointed as Retech's provisional liquidator.

On 5 July 2023, the High Court of the Hong Kong Special Administrative Region ordered that Retech be wound up. An official receiver has been appointed as Retech's provisional liquidator.

City Savvy attended the High Court of the Hong Kong Special Administrative Region and withdrew the winding up petition on the basis that Retech would honor the Payment Plan. In line with the Payment Plan, Retech paid City Savvy HK$1,000,000 on 1 February 2023. Retech was unable to pay the principle and default interest amount due on 31 March 2023. On 6 April 2023, Retech was issued a statutory demand for payment of the sum of HK$40,224,167.04. As per the Statutory Demand, the Claimed Amount must be paid within 21 days from the date of service, meaning payment must be made by Thursday, 27 April 2023. If Retech failed to do so, City Savvy would proceed with a winding up petition. The said period has since expired and as of today's date the Claimed Amount has still not been repaid. In response, on 28 April 2023, City Savvy initiated proceedings in the High Court of the Hong Kong Special Administrative Region to have Retech wound up. The Petition indicates that the hearing will commence on 5 July 2023. The Board would like to reiterate that the reason for default has been driven by the delay in the capital approval requirement from the Chinese Government Authority for a cross-border cash transfer. The Company has full financial capacity to repay the Claimed Amount and intends to do so as soon as possible.

City Savvy attended the High Court of the Hong Kong Special Administrative Region and withdrew the winding up petition on the basis that Retech would honor the Payment Plan. In line with the Payment Plan, Retech paid City Savvy HK$1,000,000 on 1 February 2023. Retech confirms that due to the ongoing issues relating to the cross-border cash transfer, it was unable to pay the principle and default interest amount due on 31 March 2023. In relation to the statutory demand, Retech is now disbarred from raising any defence against City Savvy's claims for and/or in relation to and/or enforcement of the outstanding debts against Retech, in whatever forum (or fora) City Savvy shall choose to commence or continue such claims or enforcement. The delay in payment is again due to the company's inability to make a cross-border payment and is not representative of any financial inability of Retech to make payment to City Savvy. To that end, the directors reiterate that notwithstanding the Claimed Amount, the Retech Group will be able to meet its financial obligations as they fall due for the foreseeable future.

The Winding Up Petition, which was scheduled to be heard in the High Court of the Hong Kong Special Administrative Region on 1 February 2023, was postponed from 1 February 2023 to 22 February 2023. Since then, on 22 February 2023, City Savvy attended the High Court of the Hong Kong Special Administrative Region and withdrew the Winding Up Petition.

Retech made a commitment to City Savvy. On the basis of the payment of HK$1,000,000 being paid to City Savvy and Deed of Undertaking signed by Retech，receipt of which was confirmed by City Savvy, City Savvy attended the High Court of the Hong Kong Special Administrative Region on 1 February 2023 and was not against the request from Retech that the Winding Up Petition Hearing be postponed from 1 February 2023 to 28 April 2023. Given the postponement request was not made within the court timeframes, the High Court of the Hong Kong Special Administrative Region agreed to postpone the hearing until 22 February 2023. On 22 February 2023, City Savvy agreed to attend the High Court and will not be against the request from Retech that the Winding Up Petition Hearing to be further postponed to 28 April 2023. This date should be subject to the final confirmation from the Court. In the event payments are paid before 26 April 2023, City Savvy will withdraw the Winding Up Petition.

The company lodges its Quarterly Activities Report and Appendix 4C.

The company is continuing to work with Reed Smith in respect of the proceedings commenced by City Savvy against Retech for non-payment under the convertible note agreement dated 9 November 2017 and the winding up petition received by Retech. Retech and its Hong Kong lawyers are still working to finalise responses to the information request received by the Auditor required for the finalisation of the consolidated financial statements for the 6 months ended30June 2022. With respect to the capital approval requirement from the Chinese Government Authority necessary for the cross-border cash transfer to pay City Savvy under the terms of the Convertible Note Agreement: o Retech's bank account with Shanghai Pudong Development Bank has been approved to change from an FTN account to an NRA. Retech is waiting for the completion of the signature processes of the SPDB. It is still expected that this process will be completed in early January 2023 and the NRA account, required for the cross-border cash transfer. o Retech's new cross-border cash pooling account with the Bank of China, being opened as a back-up account in the event of any delay with the SPDB.

The company issues a response to ASX query.

The company issued convertible notes to City Savvy Limited with a principal amount of HK$39,000,000 with a conversion right to convert into CHESSDepository Interests of Retech. City Savvy has exercised its right to redeem its convertible notes. As aresult of the Redemption, Retech became obliged to repay City Savvy the Principal Amount on 20 November 2021.

The Appendix 4D, half-year report for the 6 months ended 30 June 2022 is still not yet available for release to the market. This is due to the continued COVID-19 outbreak in Shanghai and other areas in China which has resulted in local government and schools implementing stringent travel restrictions, quarantineand other measures such as lockdowns and mass mandatory testing, especially in the Yangpudistrict, where the Retech head office is located. The company needs more time to collect information and work with the auditor. Retech anticipates it will be in a position to release its Appendix 4D by Thursday, 15 December 2022.

The Appendix 4D, half-year report for the 6 months ended 30 June 2022 is still not yet available for release due to the COVID-19 outbreak in Shanghai and other areas in China, the local government and schools implemented stringent travel, quarantine and other measures such as lockdownandmass mandatory testing, especially in the Yangpu district where the Retech is located. Retech anticipates it will be in a position to release its Appendix 4D by Tuesday, 15 November 2022.

The company lodges its Quarterly Activities Report and Appendix 4C.

The Appendix 4D, half-year report for the 6 months ended 30 June 2022 is still not yet available for release to the market. The reason for the further delay is due to the review procedure of the Appendix 4D being impacted by the industrial park Retech is located being temporarily affected because of COVID-19 and heavily impacting travel to other cities. Retech's auditors are currently working to finalise the Appendix 4D and Retech anticipates it will be in a position to release its Appendix 4D by Monday, 31 October 2022.

The securities of the company will be suspended from Official Quotation in accordance with Listing Rule 17.5 from the commencement of trading today, 1 September 2022, following its failure to lodge the relevant periodic report by the due date.

listed entity carried for record purposes only