Raffles Financial Group Shareholders Update, June 24, 2025

Completion of audit for the financial year ended June 30, 2021, 2022, 2023 & 2024 and Disclosure of key audited financial information

Singapore, Singapore--(Newsfile Corp. - June 24, 2025) - Raffles Financial Group Limited (CSE: RICH) ("Raffles", "RFG", the "Company" and together with its subsidiaries collectively as the "Group") This is to give shareholders an update on the development of the Company.

Further to our news release dated May 29, 2025, we are pleased to announce that our Auditor HML PLT has completed the financial audits and issued the audit reports for all the outstanding financial years ended June 30, 2021 to 2024 (the "FY2021 - FY2024") to the Board. The audit reports for FY2021 - FY2024 all contain unqualified audit opinions. This represents that our consolidated financial statements presented fairly, in all material respects, the consolidated financial position of the Company and its consolidated financial performance and its consolidated cash flows for the respective financial years then ended in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board. The Board is confident that these unqualified audit reports ensure Raffles complies fully with the CSE's and other stock exchanges' listing requirements.

We have uploaded the (i) full audit reports and (ii) management discussion and analysis (MD&A) reports for FY2021 - FY2024 to the Company's website for shareholders' information. Shareholders may access the documents at the following links:

Audit Reports: https://www.rafflesfinancial.co/audit-reports

MD&A: https://www.rafflesfinancial.co/mda

We are now working with various professionals to prepare an application for the release of the Cease Trade Order and trading resumption of the Company shares on the CSE and OTCQB. In the meantime, we are working on the necessary documents and procedures for the filings of the audited financial statements on SEDAR Plus and the CSE disclosure sites.

The Board wishes to present the following selected audited financial information and summary of management discussion and analysis for FY2021 - FY2024 to our shareholders;

Selected audited financial information

Revenue:

For the financial period ended June 30, 2021:

The revenue decreased from S$8,866,672 in FY2020 to S$4,999,880 in FY2021, which was attributable to the below factors:

(i) the COVID-19 pandemic which caused travel restrictions and shutdowns that delayed and suspended the delivery of our advisory and licensing services, and created difficulties for the Company in serving clients in most of the major cities the Company was operating including, among others, China, Hong Kong and Singapore;

(ii) suspension in Finlass licensing service with several PRC clients (the Regional Representative) in prior period FY2020 pursuant to force majeure clause in response to the COVID-19 outbreak in 2020. The Company had agreed with them to suspend the contracted licensing services since January 2020 to date. The COVID-19 outbreak had resulted in a significant impact not only on the Company itself but also the Company's clients in PRC, as they had been hindered from performing their obligations under their service agreements due to the market recession and slow recovery after the COVID-19 outbreak.

For the financial period ended June 30, 2022, 2023 & 2024:

There was no revenue recorded for the years under review, which was attributable to the below factors:

(i) the COVID-19 pandemic which caused travel restrictions and shutdowns that delayed and suspended the delivery of our advisory and licensing services, and created difficulties for the Company in serving clients in most of the major cities the Company was operating including, among others, China, Hong Kong and Singapore;

(ii) the COVID-19 outbreak had resulted in a significant impact not only on the Company itself but also the Company's clients in PRC, as they had been hindered from performing their obligations under their service agreements due to the market recession and slow recovery after the COVID-19 outbreak;

(iii) the cease trade order in place affected the confidence of the client.

Total Comprehensive Income/loss:

For the financial year ended June 30, 2021:

The total comprehensive loss for the year was S$10,007,985 compared with the total comprehensive income of S$4,494,115 in FY2020, which was attributable mainly to the impairment loss on other receivables and unrealised loss on financial assets at fair value through other comprehensive income.

For the financial year ended June 30, 2022:

The total comprehensive loss for the year was S$8,707,657 compared with S$10,007,985 in FY2021, which was attributable mainly to the impairment loss on other receivables and unrealised loss on financial assets at fair value through other comprehensive income.

For the financial year ended June 30, 2023:

The total comprehensive loss for the year was S$757,005 compared with S$8,707,657 in FY2022, which was attributable mainly to the loss on foreign currency translation and unrealised loss on financial assets at fair value through other comprehensive income, which were offset by the gain of S$3,461,812 on disposal of 100% equity interest in a subsidiary - Raffles Financial Private Limited ("RFPL").

For the financial year ended June 30, 2024:

The total comprehensive income for the year was S$17,591,338 compared with the total comprehensive loss of S$757,005 in FY2023, which was attributable mainly to the gain arising from the derecognition of financial assets measured at amortised costs of S$17,228,141. It pertained to the transfer of deposit in term of public listed share. The fair value of the shares at the date of reclassification was S$36,247,421, resulting in the gain of S$17,228,141 recognised in profit or loss on the derecognition of the financial asset previously measured at amortised cost.

Total Assets:

As at June 30, 2021:

The Company recorded a decrease in the current assets from S$34,730,979 as at June 30, 2020 to S$30,894,168 as at June 30, 2021, attributable to the decrease in investment in equity securities by S$5,213,729 compared with June 30, 2020. The decrease was partially offset by the increase in the trade and other receivables by S$576,881.

As at June 30, 2022:

The Company recorded a decrease in the current assets from S$30,894,168 as at June 30, 2021 to S$24,570,045 as at June 30, 2022, mainly attributable to (i) the decrease in investment in equity securities by S$4,650,786 compared with June 30, 2021, (ii) the decrease in other receivables by S$1,205,120, and (iii) the decrease in cash balance by S$403,126.

As at June 30, 2023:

The Company recorded a decrease in the current assets from S$24,570,045 as at June 30, 2022 to S$19,197,755 as at June 30, 2023, mainly attributable to (i) the decrease in investment in equity securities by S$3,090,268, and (ii) the decrease in other receivables, prepaid expenses and deposit by S$2,068,912.

As at June 30, 2024:

The Company recorded an increase in the current assets from S$19,197,755 as at June 30, 2023 to S$37,317,262 as at June 30, 2024, mainly attributable to (i) the increase in investment in equity securities by S$37,311,314, partially offset by (ii) the decrease in prepaid expenses and deposit by S$19,100,546.

Current and non-current liabilities:

As at June 30, 2021:

The current liabilities of the Company as at June 30, 2021 comprised of accrued liabilities of S$278,959, other payable of S$794,417 which were amounts due to directors and amount due to a joint venture, and an income tax payable of S$1,983,370.

The non-current liabilities of the Company as at June 30, 2021 were S$2,107,981, pertaining to a provision of deferred income tax liabilities in connection to unremitted foreign income.

The Company recorded an increase in the total liabilities from S$3,503,033 as at June 30, 2020 to S$5,164,727 as at June 30, 2021, attributable to the increase in accrued liabilities and other payables, and deferred income tax liabilities. The increase in accrued liabilities and other payables from S$215,952 as at June 30, 2020 to S$1,073,376 as at June 30, 2021 was due to the payment of various operating expenses by the Directors on behalf of the Company and a fund advanced from a joint venture company during FY2021.

As at June 30, 2022:

The current liabilities of the Company as at June 30, 2022 comprised of accrued liabilities of S$348,444, other payable of S$610,941 which were amounts due to a director, and an income tax payable of S$2,109,290.

The non-current liabilities of the Company as at June 30, 2022 were S$2,107,981, pertaining to a provision of deferred income tax liabilities in connection to unremitted foreign income.

The Company recorded a slightly increase in the total liabilities from S$5,164,727 as at June 30, 2021 to S$5,176,656 as at June 30, 2022, attributable to the increase in income tax liabilities. The increase in income tax liabilities from S$1,983,370 as at June 30, 2021 to S$2,109,290 as at June 30, 2022 was due to the additional provision of income tax liabilities arising from the receipt of foreign income during FY2022.

As at June 30, 2023:

The current liabilities of the Company as at June 30, 2023 comprised of accrued liabilities of S$386,597, borrowings of S$164,220 and other payable of S$10,554 which were amounts due to a director.

The Company recorded a significant decrease in the total liabilities from S$5,176,656 as at June 30, 2022 to S$561,371 as at June 30, 2023, attributable to the decrease in accrued liabilities and income tax liabilities. The decrease in income tax liabilities from S$2,109,290 (current portion) and S$2,107,981 (non-current portion) as at June 30, 2022 to Nil as at June 30, 2023 was due to the disposal of the subsidiary RFPL during FY2023 which held those liabilities.

As at June 30, 2024:

The current liabilities of the Company as at June 30, 2024 comprised of accrued liabilities of S$853,196, other payable of S$19,053 which were amounts due to a director and borrowings of S$217,291.

The Company recorded an increase in the total liabilities from S$561,371 as at June 30, 2023 to S$1,089,540 as at June 30, 2024, attributable largely to the increase in accrued liabilities

About Raffles Financial Group Limited (CSE: RICH) Raffles Financial Group is listed on the Canadian Securities Exchange Purchasable under the stock symbol (CSE: RICH).

On behalf of the RFG Board of Directors

The CSE has not reviewed and does not accept responsibility for the accuracy or adequacy of this release. Neither the Canadian Securities Purchase nor its Regulation Services Provider (as that term is defined in the policies of the Canadian Securities Purchase) accepts responsibility for the adequacy or accuracy of this release. Certain statements contained in this release may constitute "forward-looking statements'' or "forward-looking information" (collectively "forward-looking information") as those terms are used in Canadian securities laws. These statements relate to future events or future performance. The use of any of the words "could", "intend", "expect", "believe", "will", "projected", "estimated", "anticipates" and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on the Company's current belief or assumptions as to the outcome and timing of such future events

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