The Board of Directors of Jiyi Holdings Limited informed the shareholders of the Company and its potential investors that, as at the date of this announcement, the entire audit and review process of the consolidated annual results for the year ended 31 December 2023 of the Group (the 2023 Annual Results) by the audit committee of the Company and the Company's auditor has not been completed, owing to reasons detailed as follows: Auditor: The audit process and procedures the (Audit Process) of the consolidated financial statements of the Group for the financial year ended 31 December 2023 (FY2023) requires additional time for completion due to the need to obtain further supporting documents and reports with respect to the impairment loss calculation on the assets of the Group by the Auditor. Furthermore, some audit confirmation letters from banks and other counterparties for audit purpose are still not yet received by the Auditor as at the date of this announcement, and the Company is proactively seeking all those parties to provide the relevant audit confirmation letters in order to achieve the publication of 2023 Annual Results announcement. New INEDs: The Company has recently appointed two new independent non-executive directors (the New INEDs), namely Mr. Chen Zenghua on 29 December 2023 and Mr. Wong Yee Nok Enoch on 24 February 2024.

Mr. Chen and Mr. Wong have respectively become the chairman and a member of the Audit Committee. Since the New INEDs' appointment, both of them have been diligently familiarizing themselves with the operations, financial position and the businesses of the Group, including but not limited to reviewing accounting documents and proactively communicating with all relevant staff of the Group regarding the Group's operations, and they have been reviewing the consolidated annual results of the Group for FY2023. In order for all members of the Audit Committee (as directors of the Company) to properly discharge their duties, according to A Guide for Effective Audit Committees published by the Hong Kong Institute of Certified Public Accountants, the responsibilities of the Audit Committee should be in principle, to assist the Board of Directors to fulfil its duties in relation to internal control, risk management and financial, management and other reporting, which in turn included financial reporting, internal control, risk management, monitor internal and external audit coverage to ensure all key risk areas are considered, etc.

(the AC Duties). The AC Duties can be detailed as follows: Review of financial information regarding completeness, fairness and accuracy; Review of systems and procedures are in place to keep pace with business changes as a matter of risk management, and in turn, this includes the consideration of effectiveness and efficiency of operations; Discussion with auditors' regarding the current year's audit plan and with the rest of the existing management team members on key risk areas identification; and Review of effectiveness of the internal audit function. However, since both of the new INEDs were only appointed very recently and as at the date of this announcement, Mr. Chen has been appointed for less than three months and Mr. Wong has been appointed for less than one month.

There is not sufficient time for the New INEDs as the chairman and/or a member of the Audit Committee to discharge their duties as Directors and the AC Duties. Due to the above circumstances, based on the information available to the Company and the current progress of the Audit Process, the Board is of the anticipation that the expected publication date of the 2023 Annual Results announcement will be postponed to a date on or before 31 May 2024. Delay in publication of annual report: With the delay in publication of the 2023 Annual Results announcement, it is further expected that there will be a delay in the despatch of the annual report for the year ended 31 December 2023 (the Annual Report), and it is currently expected to be despatched on or before 31 May 2024.