ChatDOC/OCRFlux-bench-single huggingface dataset:
Subsidiary in connection with such Permitted Asset Swap is at least equal to the fair market value (determined in good faith by the Board of Directors of the Issuer if such amount is reasonably likely to exceed \$50.0 million) of properties or assets transferred by the Issuer or such Restricted Subsidiary in connection with such Permitted Asset Swap.

“Permitted Investments” means:

(1) any Investment in the Issuer or in a Restricted Subsidiary of the Issuer;

(2) any Investment in cash, Cash Equivalents or Investment Grade Securities;

(3) any Investment by the Issuer or any Restricted Subsidiary of the Issuer in a Person, if as a result of such Investment:

(a)such Person becomes a Restricted Subsidiary of the Issuer; or

(b)such Person, in one transaction or a series of related transactions, is merged, consolidated or amalgamated with or into, or transfers or conveys all or substantially all of its assets to, or is liquidated into, the Issuer or a Restricted Subsidiary of the Issuer;

(4) any Investment in securities or other assets not constituting cash, Cash Equivalents or Investment Grade Securities and received in connection with an Asset Sale made pursuant to the provisions of Section 4.06 or any other disposition of assets not constituting an Asset Sale;

(5) any Investment existing on the Issue Date and any amendment, modification, restatement, supplement, extension, renewal, refunding, replacement or refinancing, in whole or in part thereof; provided, that such amendment, modification, restatement, supplement, extension, renewal, refunding, replacement or refinancing does not increase the aggregate principal amount thereof;

(6) advances to, or guarantees of Indebtedness of, employees not in excess of \$10.0 million outstanding at any one time in the aggregate;

(7) any Investment acquired by the Issuer or any of its Restricted Subsidiaries in satisfaction of judgments, settlements of debt or compromises of obligations incurred in the ordinary course of business;

(8) any Investment acquired by the Issuer or any of its Restricted Subsidiaries (a) in exchange for any other Investment or accounts receivable held by the Issuer or any such Restricted Subsidiary in connection with or as a result of a bankruptcy, workout, reorganization or recapitalization of the Issuer of such other Investment or accounts receivable, or (b) as a result of a foreclosure by the Issuer or any of its Restricted Subsidiaries with respect to any secured Investment or other transfer of title with respect to any secured Investment in default;
FINANCIAL INFORMATION

The following table sets out the details of our current assets and liabilities as at the end of the financial years indicated.

At 31 December	At 31 May	At
30 September
2008	2009	2010	2011	2011
HK$’000	HK$’000	HK$’000	HK$’000	HK$’000
(audited)	(audited)	(audited)	(audited)	(unaudited)
Current assets
Loan receivables	156,381	118,795	123,074	130,194	138,137
Prepayments, deposits and other
receivables	394	851	4,197	4,296	4,664
Due from a related company	226	—
—
—
—
Cash and cash equivalents	6,772	8,388	1,848	5,362	6,170
Tax receivable	—
—
932	1,316	293
Total current assets	163,773	128,034	130,051	141,168	149,264
Current liabilities
Account payables	76	56	—
—
—
Accruals and other payables	2,727	2,380	5,965	6,868	5,332
Interest-bearing loans	30,500	15,606	35,686	45,260	36,920
Tax payable	5,840	2,185	—
—
—
Total current liabilities	39,143	20,227	41,651	52,128	42,252
Net current assets	124,630	107,807	88,400	89,040	107,012

Net current assets remained stable as at 31 December 2009 at HK\$107.8 million compared with as at 31 December 2008. The amount of loan receivables had reduced by about 24% from HK\$156.4 million to HK\$118.8 million mainly due to the repayment of loans of an aggregate of HK\$22.8 million by a customer in September and November 2009 respectively and repayment of several fixed loans and mortgage loans during the year. As we had financed the loan to the aforesaid customer partly with short term borrowings, our Group had substantially repaid such short term borrowings after the customer’s repayment. As our equity capital increased with our profitability, we had progressively reduced our reliance on borrowings to fund our operations. Consequently, short term loans borrowed from Independent Third Party Lenders and Shareholders reduced substantially from HK\$30.5 million as at 31 December 2008 to nil as at 31 December 2009. Meanwhile, our Group obtained a mortgage loan in 2009 which amounted to approximately HK\$15.6 million as at 31 December 2009 in relation to the acquisition of office premises for own use and as investment properties.

Net current assets decreased by approximately 18.0% from HK\$107.8 million as at 31 December 2009 to HK\$88.4 million as at 31 December 2010 as we had drawn down two loans from Independent Third Party lenders which in aggregate amounted to HK\$20.0 million. Prepayments, deposits and other receivables increased from HK\$0.9 million as at 31 December 2009 to HK\$4.2 million as at 31 December 2010 mainly due to the prepayment
FINANCIAL INFORMATION

of listing expenses during the year. Accruals and other payables increased from HK\$2.4 million as at 31 December 2009 to HK\$6.0 million as at 31 December 2010 due mainly to accruals for expenses relating to the Listing. There was tax receivable amounting to about HK\$0.9 million due to refund of provisional tax previously paid which was higher than actual tax payable for the year ended 31 December 2010.

As a result of (i) our expansion of loan portfolio during the second half of 2010 where loan receivables increased from HK\$118.8 million as at 31 December 2009 to HK\$123.1 million as at 31 December 2010; and (ii) payment of the Pre-IPO Dividend in October 2010, our cash balance as at year-end decreased from approximately HK\$8.4 million as at 31 December 2009 to HK\$1.8 million as at 31 December 2010. To finance our loan portfolio expansion, we had also incurred the aforesaid HK\$20 million in additional borrowings.

Net current assets remained relatively stable at approximately HK\$89.0 million as at 31 May 2011. Our loan receivable balances increased from HK\$123.1 million as at 31 December 2010 to HK\$130.2 million as at 31 May 2011. Meanwhile, the interest-bearing loans balance increased from HK\$35.7 million as at 31 December 2010 to HK\$45.3 million as at 31 May 2011 as we obtained additional borrowings from Independent Third Party lenders during the period to finance our loan portfolio expansion. Our accruals and other payables increased from HK\$6.0 million to HK\$6.9 million due mainly to increased accruals for operating expenses. Our cash and cash equivalent balance increased to HK\$5.4 million as at 31 May 2011.

# Cash Flow

The following table sets out a summary of net cash flow for the financial years indicated.

Year ended 31 December	Five months
ended 31 May
2008	2009	2010	2010	2011
HK$’000	HK$’000	HK$’000	HK$’000	HK$’000
Net cash (used in)/from operating activities	(61,401)	69,321	(15,100)	14,536	(5,453)
Net cash used in investing activities	(768)	(48,200)	(5,408)	(10,763)	166
Net cash from/(used in) financing activities	64,885	(19,505)	13,968	225	8,801
Net increase/(decrease) in cash and cash
equivalents	2,716	1,616	(6,540)	3,998	3,514
Cash and cash equivalents at beignning of
year/iperod	4,056	6,772	8,388	8,388	1,848
Cash and cash equivalents at end of
year/period	6,772	8,388	1,848	12,386	5,362
2．对所
有者
（或股
东）的
分配	-6,296,285.56	-6,296,285.56
3．其他
（四）
所有者
权益内
部结转
1．资本
公积转
增资本
（或股
本）
2．盈余
公积转
增资本
（或股
本）
3．盈余
公积弥
补亏损
4．设定
受益计
划变动
额结转
留存收
益
5．其他
综合收
益结转
留存收
益
6．其他
（五）
专项储
备
1．本期
提取
2．本期
使用
（六）
其他	1,265,244.31	-1,265,244.31
四、本
期期末
余额	180,000,000.0
0	240,565,187.1
0	1,265,244.31	-830,917.34	44,144,527.22	346,310,796.36	808,924,349.0
3

上期金额

单位：元

项目	2020 年年度
股本	其他权益
工具	资本公积	减：库存股	其他综合收
益	专
项
储
备	盈余公积	未分配利润	其
他	所有者权益合
计
优
先
股	永
续
债	其
他
一、上
年期
末余
额	180,000,000.00	240,565,1
87.10	1,056,133.1
3	33,048,564.75	261,743,419.67	716,413,304.65
加：会
计政
策变
更	6,355.70	57,201.32	63,557.02
前期
差错
更正
其他
二、本
年期
初余
额	180,000,000.00	240,565,1
87.10	1,056,133.1
3	33,054,920.45	261,800,620.99	716,476,861.67
三、本
期增
减变
动金
额（减
少以	-301,637.64	3,178,245.61	19,604,210.44	22,480,818.41
In this prospectus, unless the context otherwise requires, the following expressions shall have the following meanings.

‘‘2016 Pre-IPO
Investment’’	the pre-IPO investment in Clarity Medical by Clear Lead comlpeted on
15 August 2016 as set out in the section headed ‘‘History,
Reorganisation and Corporate Structure— Pre-IPO Investments’’ of
this prospectus
‘‘2018 Pre-IPO
Investment’’	the pre-IPO investment in Clarity Medical by WuXi ATppec comlpeted
on 8 Februar 2018y as set out in the section headed ‘‘History,
Reorganisation and Corporate Structure— Pre-IPO Investments’’ of
this prospectus
‘‘2019 Pre-IPO
Investment’’	the pre-IPO investment in Clarity Medical by Mr. Wu comleted on 6
pMarch 2019 as set out in the section headed ‘‘History, Reorganisation
and Corporate Structure— Pre-IPO Investments’’ of this prospectus
‘‘3W Partners’’	3W Partners Fund I L.P., a Cayman Islands exempted limited
partnership established in January 2014 and managed by 3W Partners
GP Limited as its general partner
‘‘Accountant’s Report’’	the accountant’s report set out in Appendix I to this prospectus
‘‘Articles of Association’’
or ‘‘Articles’’	the articles of association of our Company, adopted on 26 January
2022, which will become effective upon the Listing Date, and as
amended, sulppemented or otherwise modified from time to time
‘‘associate(s)’’	has the meaning ascribed to it under the Listing Rules
‘‘Audit Committee’’	the audit committee of the Board
‘‘Awareness Trust’’	a discretionary trust established by Dr. Tse (as the settlor and the
protector), the discretionary beneficiaries of which include Dr. Tse and
his family members
‘‘Board’’ or ‘‘Board of
Directors’’	our board of Directors
‘‘Business Da’’y or
‘‘business da’’y	a day (other than a Saturday or a Sunday or a public holiday in Hong
Kong) on which banks in Hong Kong are open for normal banking
business
‘‘BVI’’	British Virign Islands
‘‘CAGR’’	compound annual growth rate, a measurement to assess the growth rate
of value over time
‘‘Caiptalisation Issue’’	the issuance of new Shares to be made upon the caitalipsation of certain
sums standing to the credit of the share premium account of our
Company, as further described in the section headed ‘‘Statutory and
General Information— A. Further Information about our Group— 4.
Resolutions passed by our Shareholders’’ in Appendix IV to this
prospectus
‘‘Cataract Surgeries
Programme’’	the programme funded by the Government to increase the cataract
surgeries throuhgput via a public-private partnership delivery model.
Under this programme, invited patients have the choice to receive
cataract surgery from private ohthalmoloigsts, with the help of a fixed
psubsidy
‘‘Cayman Islands
Companies Act’’,
‘‘Cayman Companies
Act’’ or ‘‘Companies
Act’’	the Companies Act Cap. 22 (Act 3 of 1961, as consolidated and revised)
of the Cayman Islands
‘‘CCASS’’	the Central Clearing and Settlement System established and operated
by HKSCC
‘‘CCASS Clearing
Participant’’	a person admitted to participate in CCASS as a direct clearing
participant or a general clearing participant
‘‘CCASS Custodian
Participant’’	a person admitted to participate in CCASS as a custodian participant
‘‘CCASS EIPO’’	the alifppcation or the Honfg Kong Ofer Shares to be issued in the
name of HKSCC Nominees and deposited directly into CCASS to be
credited to your or a designated CCASS Participant’s stock account
throuh causing HKSCC Nominees to albhppy on your ealf, inclguding
by (i) instructing your broker or custodian who is a CCASS Clearing
Participant or a CCASS Custodian Participant to igve electronic
alippcation instructions via CCASS terminals to alfhHppy or te ong
Konfffg Oer Shares on your behal, or (ii) if you are an existing CCASS
Investor Participant, igving electronic aliiippcaton instructons throuh
gthe CCASS Internet System (htt.ps://i.hhpccasscom) or throug te
CCASS Phone System (usi ng the procedures in HKSCC’s‘‘An
Operating Guide for Investor Participants’’ in effect from time to
time). HKSCC can also input electronic alippcation instructions for
CCASS Investor Participants throuh HKgSCC’s Customer Service
Centre by comlpeting an input request
‘‘CCASS Investor
Participant’’	a person admitted to participate in CCASS as an investor participant
who may be an individual, joint individuals or a corporation
Continuation of Table 3

Which KOIs?	Rating	Cleanliness	SinePoly Fit	Periodogram Peak	SinePoly Fit Peak	Overall
All	0	11	18	998	1079	23
All	1	2	8	2	1	13
All	2	6	17	4	4	28
All	3	46	43	9	4	63
All	4	405	253	16	8	281
All	5	2972	1917	783	956	1654
All	6	1298	2411	2585	2234	2419
All	7	953	837	1095	1253	1011
All	8	196	290	263	248	300
All	9	42	136	175	143	138

Note—The distribution of our five visual ratings for the 3786 planets or planet candidates (based on the disposition in the NASA Exoplanet Cumulative Table on June 6, 2016) and all 5930 KOIs.

Table 3 shows that most ratings have a similar distribution, with 2-3% having a score of "9" (exceptional), 5% a score of "8" (strong), 15% a score of "7" (weak/possible), and the remaining ∼75% indicating very weak or indiscernible signals. Similar distributions are expected since each rating correlates strongly with the SNR of a TTV signal. The Periodicity ratings both show ∼1000 KOIs with a rating of "0" which resulted from long-period planets (or aliases) without enough TTVs to ascertain periodicity (too few “median squares”).

The Overall rating was the most important category, and will be considered in most detail below. A post facto assessment of the Overall ratings suggests that "9" corresponds to the Strongest TTV signals; an "8" corresponds to a Strong signal; a "7" corresponds to a weak, minimal, and/or noisy signal; and "6" or below indicate no TTV signal of interest. For example, the H+16 list of interesting signals contained practically all "9"s and most "8"s. Many of the planets with an Overall rating of 9 have been analyzed directly in various TTV studies.

Of particular interest is the 657 planets with an Overall rating of "7". More detailed and careful analyses of these systems should reveal large numbers of weak constraints on masses, densities, and/or the presence of non-transiting planets. Analyzing these as an ensemble could provide significant scientific insights, even though each individual measurement is weak.

# 3.2. Eclipsing Binaries

Though EBs received the same treatment as the rest of the KOIs, they are not the focus of our study. We therefore removed these from Table 2 and discuss them here. Only known EBs are removed; it is likely that many additional unknown EBs remain and, indeed, our TTV plots can sometimes be used to help identify such false positives.

We gather some of the properties of these EBs from Villanova’s Kepler Eclipsing Binary Catalog7 on June 6, 2016. These are combined with our ratings in Table 4. These are provided as a basic reference; there are many other sources for determining EBs with interesting timing variations (e.g., Kirk et al. 2016).

Table 4. Analyzed Eclipsing Binaries

KOI Number	KIC	Period (d)	K Mag	\( T _ { e f f } \) (K)	Cleanliness	SinePoly Fit	Per. Peak	SinePoly Peak	Overall
225.01	5801571	1.7	14.78	6037	7	8	6	6	8
1351.01	6964043	5.4	15.61	5374	6	6	6	7	6
1452.01	7449844	1.2	13.63	6834	5	6	8	7	7
1701.01	7222086	3.3	11.04	7065	6	6	7	6	6
1771.01	11342573	91.1	15.96	5844	5	5	7	6	5
3175.01	4909707	2.3	10.69	-1	7	8	8	8	8

---

7 http://keplerebs.villanova.edu/
Continuation of Table 4

KOI Number	KIC	Period (d)	K Mag	\( T _ { e f f } \)(K)	Cleanliness	SinePoly Fit	Per. Peak	SinePoly Peak	Overall
3244.01	6850665	214.7	12.39	4828	6	5	6	6	5
3272.01	4948730	23.0	14.80	5624	8	8	8	7	8
3290.01	4936990	10.3	15.29	6099	5	5	6	0	5
3331.01	5876805	18.2	15.93	5559	5	6	7	6	6
3467.01	7127885	33.9	15.19	5970	5	5	7	7	6
3565.01	9592575	2.6	15.90	5436	7	8	7	8	8
3606.01	10275074	4.4	14.18	6354	5	5	5	5	5
3715.01	4937143	9.8	16.35	6705	8	9	9	9	9
4294.01	7681230	1.0	14.84	6029	5	5	6	6	5
4351.01	5436161	0.6	15.00	5001	5	5	6	6	5
4925.01	1725193	5.9	14.50	5802	5	6	7	6	6
4936.01	2305543	1.4	12.54	5623	5	6	6	7	6
4953.01	2711123	0.7	12.53	4723	7	8	8	7	8
4970.01	3245638	0.7	13.12	5883	5	6	6	6	6
5015.01	3848919	1.0	13.90	5226	4	5	5	5	5
5025.01	3953106	13.2	14.04	5398	4	6	6	6	6
5061.01	4455763	0.8	15.58	6059	8	9	9	8	9
5076.01	4732015	0.9	10.15	4185	7	8	9	9	9
5090.01	4815612	3.9	15.18	6387	5	6	6	7	7
5111.01	4996558	3.0	13.87	-1	5	5	6	6	5
5112.01	5006817	94.8	10.87	4935	5	5	7	6	5
5145.01	5263802	6.1	11.49	6642	9	9	9	9	9
5152.01	5308777	0.9	13.20	4705	6	6	6	5	6
5171.01	5467126	2.8	12.37	4683	5	6	6	6	6
5233.01	6058896	1.1	14.78	5583	5	5	7	6	6
5293.01	6525196	3.4	10.15	5966	5	5	6	0	5
5353.01	7107567	0.8	14.23	6897	9	9	9	9	9
5460.01	8016211	3.2	14.39	4933	6	7	7	7	7
5564.01	8718273	7.0	10.56	4577	6	7	6	6	7
5569.01	8747222	1.7	12.88	4777	5	6	7	6	6
5683.01	9474485	1.0	14.88	4469	5	5	8	7	6
5714.01	9786017	4.5	12.50	5753	5	5	7	6	5
5733.01	9911112	2.3	14.99	8750	6	7	8	7	7
5774.01	10191056	2.4	10.81	6588	7	7	7	6	7
5797.01	10480952	4.1	12.22	-1	5	5	7	7	6
5894.01	11401845	2.2	14.36	7590	7	7	7	6	7
5906.01	11506938	22.6	11.61	6373	5	5	7	7	6
5976.01	12645761	5.4	13.37	4844	6	7	8	8	7

The remaining discussions of TTV demographics use only systems identified as CANDIDATE or CONFIRMED in the Exoplanet Archive disposition as of June 6, 2016 (based mostly on DR24). We refer to these as “planets” throughout. Note that these dispositions sometimes exclude planets with very strong TTVs (see Appendix A, but this is a small effect that we neglect.

# 3.3. Data Comparison With H+16
secondary school students OMO after-school education services which supplement their regular English, Chinese, Mathematics and other curriculum at school), in the PRC and any other country orj urisdiction to which our Group provides such services and/or in which any member of our Group carries on such business from time to time (the ‘‘Restricted Business’’). Such non-competition undertaking does not apply to:

(i) any interests in the shares of any member of our Group; or

(ii) interests in the shares of a company other than our Company whose shares are listed on a recognised stock exchange provided that:

(a) any Restricted Business conducted or engaged in by such company (and assets relating thereto) accounts for less than 10% of that company’s consolidated revenue or consolidated assets, as shown in that company’s latest audited accounts; or

(b) the total number of the shares held by the Covenantors and/or their respective close associates in aggregate is less than 5% of the issued shares of that class of the company in question and the Covenantors and/or their respective close associates are not entitled to appoint a majority of our directors of that company and at any time there should exist at least another shareholder of that company whose shareholdings in that company should be more than the total number of shares held by the Covenantors and their respective close associates in aggregate; or

(c) the Covenantors and/or their respective close associates do not have the control over the board of such company.

The Deed of Non-competition shall take effect upon Listing and shall expire on the earlier of:

(a) the day on which our Shares cease to be listed on the Stock Exchange or other recognised stock exchange; or

(b) the day on which the Covenantors and its/his close associates, individually or taken as a whole, cease to own, in aggregate, 30% or more of the then issued share capital of our Company directly or indirectly or cease to be deemed as controlling shareholder under the Listing Rules and do not have power to control our Board or there is at least one other independent Shareholder other than the Covenantors and its/his close associates holding more Shares than the Covenantors and its/his close associates taken together.

Pursuant to the Deed of Non-competition, each of the Covenantors has undertaken that if each of the Covenantors and/or any of its/his close associates is offered or becomes aware of any project or new business opportunity (‘‘New Business Opportunity’’) that relates to the Restricted Business, whether directly or indirectly, it/he shall (i) promptly within ten (10) Business Days notify our Company in writing of such opportunity and provide such information as is reasonably required by our Company in order to enable our Company to
come to an informed assessment of such New Business Opportunity; and (ii) use its/his best endeavours to procure that such opportunity is offered to our Company on terms no less favourable than the terms on which such New Business Opportunity is offered to its/his and/or its/his close associates.

All of our Directors (excluding those who is/are interested in the New Business Opportunity and has/have conflict of interests with our Company) will review the New Business Opportunity and decide whether to invest in the New Business Opportunity. If our Group has not given written notice of its desire to invest in such New Business Opportunity or has given written notice denying the New Business Opportunity within 30 Business Days (the ‘‘30-day Offering Period’’) of receipt of notice from the Covenantors, the Covenantors and/or its/his close associates shall be permitted to invest in or participate in the New Business Opportunity on its/his own accord. With respect to the 30-day Offering Period, our Directors consider that such period is adequate for our Company to assess any New Business Opportunity. In the event that our Company requires additional time to assess the new business opportunities, our Company may give a written notice to the Covenantors during the 30-day Offering Period and the Covenantors agree to extend the period to a maximum of 60 Business Days.

# CORPORATE GOVERNANCE MEASURES

Our Controlling Shareholders and their respective close associates may not compete with us as provided in the Deed of Non-competition. Our Directors believe that there are adequate corporate governance measures in place to manage existing and potential conflicts of interest. In order to further avoid potential conflicts of interest, we have implemented the following measures:

(a) the Articles provide that a Director shall not be counted in the quorum or vote on any resolution of our Board approving any contract or arrangement or other proposal in which it/he/she or any of its/his/her close associates is materially interested unless in certain circumstances as expressly stated in the Articles;

(b) our independent non-executive Directors will review, on an annual basis, compliance with the Deed of Non-competition given by our Controlling Shareholders;

(c) our Company will obtain (i) an annual written confirmation in respect of our Controlling Shareholders’ compliance with the terms of the Deed of Non-competition, (ii) consent (from each of our Controlling Shareholders) to refer to the said confirmation in our annual reports, and (iii) all information as may reasonably be requested by us and/or our independent non-executive Directors for our review and enforcement of the Deed of Non-competition;

(d) our Company will disclose decisions on matters reviewed by our independent non-executive Directors relating to compliance and enforcement of the Deed of Non-competition of our Controlling Shareholders in the annual reports of our Company;