UNITED
STATES


SECURITIES AND EXCHANGE
COMMISSION


Washington, D.C.
20549




FORM 20-F




(Mark
One)





 ̈
            REGISTRATION
      STATEMENT PURSUANT TO SECTION 12(B) OR 12(G) OF THE SECURITIES EXCHANGE
      ACT OF 1934


OR





 ̈
            ANNUAL
      REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF
      1934


OR





 ̈
            TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF
      1934


OR





þ
            SHELL COMPANY REPORT PURSUANT
      TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF
      1934





Date of event requiring this shell
company reportDecember 16,
2010





For
the transition period from 
to





Commission
file number: 000-53826





Plastec
Technologies, Ltd.


(formerly
GSME Acquisition Partners I)


(Exact
name of Registrant as specified in its charter)


N/A


(Translation
of Registrant’s name into English)


Cayman
Islands


(Jurisdiction
of incorporation or organization)


Unit 01,
21/F, Aitken Vanson Centre, 61 Hoi Yuen Road, Kwun Tong, Kowloon, Hong Kong


(Address
of principal executive offices)




Securities
registered or to be registered pursuant to Section 12(b) of the
Act:





None


(Title of
Class)




Securities
registered or to be registered pursuant to Section 12(g) of the
Act:





Title of each class
                    
                    Name of exchange on which each class is to be registeredUnits
                    
                    OTCBBOrdinary
      Shares
                    
                    OTCBBWarrants
                    
                    OTCBB





Securities
for which there is a reporting obligation pursuant to Section 15(d) of the
Act:





None


(Title of
Class)





Indicate
the number of outstanding shares of each of the Issuer’s classes of capital or
ordinary shares as of the close of the period covered by the shell company
report: 9,246,351 ordinary shares.





Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act. Yes o   No
þ





If this
report is an annual or transition report, indicate by check mark if the
registrant is not required to file reports pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934. Yes o   No
o





Indicate
by check mark whether the registrant: (1) has filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes þ    No
o





Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, or a non-accelerated filer. See definition of “accelerated
filer and large accelerated filer” in Rule 12b-2 of the Exchange Act.
(Check one):





Large
accelerated filer o   Accelerated
filer o   Non-accelerated
filer þ





Indicate
by check mark which basis of accounting the registrant has used to prepare the
financial statements included in this filing:





US
      GAAP o
                International
      Financial Reporting Standards as issued
                  by
      the International Accounting Standards Board   þ
                Other   o


If
“Other” has been checked in response to the previous question indicate by check
mark which financial statement item the registrant has elected to
follow.


Item 17 o     Item 18 o





If this
is an annual report, indicate by check mark whether the registrant is a shell
company (as defined in Rule 12b-2 of the Exchange
Act).                                                                                          
Yes o  No
o





INTRODUCTION





On December 16, 2010, Plastec
Technologies, Ltd. (formerly GSME Acquisition Partners I) (the “Company”)
consummated the transactions contemplated by the Amended and Restated Agreement
and Plan of Reorganization, dated as of September 13, 2010, as amended (“Merger
Agreement”), among the Company, GSME Acquisition Partners I Sub Limited (“Merger
Sub”), Plastec International Holdings Limited (“Plastec”) and each of Sun Yip
Industrial Company Limited (BVI), Tiger Power Industries Limited (BVI), Expert
Rank Limited (BVI), Fine Colour Limited (BVI), Cathay Plastic Limited (BVI),
Greatest Sino Holdings Limited (BVI), Colourful Asia International Limited (BVI)
and Top Universe Management Limited (BVI), pursuant to which, among other
things, Plastec became a wholly owned subsidiary of the Company.  In
connection with the above-referenced transaction, GSME Acquisition Partners I
changed its name to Plastec Technologies, Ltd.  Unless otherwise
indicated and except where the context otherwise requires, references in this
shell company report on Form 20-F to:





•
            “we,” “us” or “the
      Company” refer to Plastec Technologies, Ltd., including its direct and
      indirect subsidiaries; and




•
            “shares”
      or “ordinary shares” refer to our ordinary
  shares.





FORWARD-LOOKING
STATEMENTS





This
shell company report contains forward-looking statements as defined in Section
27A of the Securities Act of 1933, as amended (the “Securities Act”), and
Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”). This shell company report on Form 20-F contains forward-looking
statements that involve risks and uncertainties. All statements other than
statements of historical facts are forward-looking statements. These
forward-looking statements include information about our possible or assumed
future results of operations or our performance. Words such as “expects,”
“intends,” “plans,” “believes,” “anticipates,” “estimates,” and variations of
such words and similar expressions are intended to identify the forward-looking
statements. Although we believe that the expectations reflected in such
forward-looking statements are reasonable, no assurance can be given that such
expectations will prove to be correct. These statements involve known and
unknown risks and are based upon a number of assumptions and estimates which are
inherently subject to significant uncertainties and contingencies, many of which
are beyond our control. Actual results may differ materially from those
expressed or implied by such forward-looking statements.  Readers are
cautioned to review all of the risks set forth in the section titled “Risk
Factors” included in the Company’s proxy statement filed with the Securities and
Exchange Commission (“SEC”) on October 28, 2010 as an exhibit to the Company’s
Report of Foreign Private Issuer on Form 6-K (hereinafter referred to as the
“Proxy Statement”).




We
undertake no obligation to publicly update or revise any forward-looking
statements contained in this shell company report, or the documents to which we
refer you in this shell company report, to reflect any change in our
expectations with respect to such statements or any change in events, conditions
or circumstances on which any statement is based.


2


PART
I





ITEM 1. IDENTITY OF DIRECTORS, SENIOR
MANAGEMENT AND ADVISERS





A.  Directors
and Senior Management




On
December 16, 2010, the Company consummated the transactions contemplated by the
Merger Agreement among the Company, Merger Sub, Plastec and each of Sun Yip
Industrial Company Limited (BVI), Tiger Power Industries Limited (BVI), Expert
Rank Limited (BVI), Fine Colour Limited (BVI), Cathay Plastic Limited (BVI),
Greatest Sino Holdings Limited (BVI), Colourful Asia International Limited (BVI)
and Top Universe Management Limited (BVI), pursuant to which, among other
things, Plastec became a wholly owned subsidiary of the Company.




The
directors and executive officers upon consummation of the transactions
contemplated by the Merger Agreement are described in the Proxy
Statement.  The information in the section entitled “Management of
GSME Following the Merger” beginning on page 102 of the Proxy Statement is
incorporated herein by reference.





The business address of each of Kin Sun
Sze-To, Chin Hien Tan, Ho Leung Ning and Chung Wing Lai is Unit 01, 21/F, Aitken
Vanson Centre, 61 Hoi Yuen Road, Kwun Tong, Kowloon, Hong Kong.  The
business address of Eli D. Scher is 762 West Beijing Road, Shanghai, China
200041.  The Business address of J. David Selvia is c/o New China
Capital Management, Ltd., 14/F, St. John’s Bldg., 33 Garden Road, Central, Hong
Kong.  The business address of Joseph Yiu Wah Chow is Room 501, 502
and 508, Mirror Tower, 61 Mody Road, Tsimshatsui East, Kowloon, Hong
Kong.




B.
Advisors




Graubard Miller, The Chrysler Building,
405 Lexington Avenue, New York 10174, has acted as counsel for the Company.Maples and Calder, PO
Box 309, Ugland House, South Church Street, George Town, Grand Cayman KY1-1104,
Cayman Islands, has acted as Cayman Islands and British Virgin Islands counsel
for the Company.





The principal banker for the
Company in connection with the merger was Cohen & Company Securities,
LLC, 135 East 57th Street, New York, New York 10022.




C.
Auditors




From the
Company’s inception through the consummation of the transactions contemplated by
the Merger Agreement, Crowe Horwath LLP (“Crowe”) acted as the Company’s
independent registered public accounting firm.  The business address
of Crowe is 488 Madison Avenue, Floor 3, New York, NY 10022-5722.




Plastec’s
previous auditors were Grant Thornton (“GT”).  On November 29, 2010,
GT resigned as Plastec's auditors in connection with GT’s recent merger with BDO
Limited (“BDO”).  The report of GT regarding Plastec's financial
statements for the fiscal year ended April 30, 2010 did not contain any adverse
opinion or disclaimer of opinion and was not qualified or modified as to
uncertainty, audit scope or accounting principles.  During the year
ended April 30, 2010 through November 29, 2010, the date of resignation, there
were no disagreements with GT on any matter of accounting principles or
practices, financial statement disclosure or auditing scope or procedures, which
disagreements, if not resolved to the satisfaction of GT would have caused it to
make reference to such disagreements in its report.




Plastec
provided GT with a copy of this Form 20-F prior to its filing with the SEC and
requested that GT furnish Plastec with a letter addressed to the SEC stating
whether it agrees with the above statements and, if it does not agree, the
respects in which it does not agree.  A copy of such letter, dated
December 16, 2010, is filed as Exhibit 4.21 to this Form 20-F.




Concurrent
with the resignation of GT, Plastec engaged BDO, as its accounting
firm.  Prior to engaging BDO, Plastec did not consult with BDO
regarding the application of accounting principles to a specific completed or
contemplated transaction or regarding the type of audit opinion that might be
rendered by BDO on the Plastec's financial statements, and BDO did not provide
any written or oral advice that was an important factor considered by Plastec in
reaching a decision as to any such accounting, auditing or financial reporting
issue.  The engagement of BDO was approved by the Board of Directors
of Plastec. The business address of BDO is 25th Floor,
Wing On Centre, 111 Connaught Road Central, Hong Kong.


3




Plastec’s
auditors, for PCAOB purposes, prior to GT were Dominic K.F. Chan & Co.
(“Dominic”).  On October 8, 2010, Dominic was succeeded by GT as
Plastec’s auditors.  The report of Dominic regarding Plastec's
financial statements for the fiscal years ended April 30, 2009 and 2008 did not
contain any adverse opinion or disclaimer of opinion and was not qualified or
modified as to uncertainty, audit scope or accounting
principles.  During the year ended April 30, 2009 and 2008 through
October 8, 2010, the date Dominic was succeeded by GT, there were no
disagreements with Dominic on any matter of accounting principles or practices,
financial statement disclosure or auditing scope or procedures, which
disagreements, if not resolved to the satisfaction of Dominic would have caused
it to make reference to such disagreements in its report.




Plastec
provided Dominic with a copy of this Form 20-F prior to its filing with the SEC
and requested that Dominic furnish Plastec with a letter addressed to the SEC
stating whether it agrees with the above statements and, if it does not agree,
the respects in which it does not agree.  A copy of such letter, dated
December 16, 2010, is filed as Exhibit 4.22 to this Form 20-F.





Plastec
engaged GT to succeed Dominic.  Prior to engaging GT, Plastec did not
consult with GT regarding the application of accounting principles to a specific
completed or contemplated transaction or regarding the type of audit opinion
that might be rendered by GT on the Plastec's financial statements, and GT did
not provide any written or oral advice that was an important factor considered
by Plastec in reaching a decision as to any such accounting, auditing or
financial reporting issue.  The engagement of GT was approved by the
Board of Directors of Plastec.





ITEM 2. OFFER STATISTICS AND EXPECTED
TIMETABLE




Not
Applicable.





ITEM 3. KEY
INFORMATION





A.  Selected
Financial Data





Reference
is made to the disclosure contained in the Proxy Statement in the section
entitled “Selected Historical Consolidated Financial Information” beginning on
page 10 of the Proxy Statement, which information is incorporated herein by
reference.





B.  Capitalization
and Indebtedness





As of December 16, 2010 (after taking
into account all conversions of public shares and the issuance of shares in
connection with the merger), the Company has 9,246,351 ordinary shares and
7,200,000 warrants, each to purchase one ordinary share, issued and outstanding
and unit purchase options to purchase an aggregate of 360,000 units, each unit
consisting of one ordinary share and one warrant, issued and
outstanding.  The Company has no outstanding debt.





C.  Reasons
for the Offer and Use of Proceeds





Not
applicable





D.  Risk
Factors





The risks
associated with the Company’s business are described in the Proxy Statement in
the section entitled “Risk Factors” beginning on page 15 of the Proxy Statement
and are incorporated herein by reference.


4





ITEM 4. INFORMATION ON THE
COMPANY





A. History
and development of the company





The Company is a Cayman Islands
exempted company that was formed on March 27, 2008 for the purpose of acquiring
an operating businessthat
has its principal operations located in the People’s Republic of
Chinathrough a merger,
share exchange, asset acquisition, plan of arrangement, recapitalization,
reorganization or similar business combination,or control of such operating business
through contractual arrangements. The registered office of the Company
is PO Box 309, Ugland
House, Grand Cayman, KY1-1104, Cayman Islands and the registered agent of the
Company is Maples Corporate Services Limited, PO Box 309, Ugland House, Grand
Cayman, KY1-1104, Cayman Islands.  The address of the Company’s principal
executive office is Unit 01, 21/F, Aitken Vanson Centre, 61 Hoi Yuen Road, Kwun
Tong, Kowloon, Hong Kong.  On December 16, 2010, the Company
consummated the transactions contemplated by the Merger Agreement (as defined in
the Introduction of this shell company report). The material terms of the Merger
Agreement are contained in the Company’s Proxy Statement, in the sections
entitled “The Merger Proposal,” beginning on page 35 of the Proxy Statement and
“The Merger Agreement,” beginning on page 47 of the Proxy Statement, which
information is incorporated herein by reference.


B. 
Business overview


All of
the Company’s business is conducted through Plastec.  Reference is
made to the disclosure contained in the Proxy Statement in the section entitled
“Business of Plastec” beginning on page 75 of the Proxy Statement and the
section entitled “Plastec’s Management’s Discussion and Analysis of Financial
Condition and Results of Operations” beginning on page 91 of the Proxy
Statement, which information is incorporated herein by
reference.





C. 
Organizational structure





Upon
consummation of the merger, Plastec became a wholly owned subsidiary of the
Company.  Reference is made to the disclosure contained in the Proxy
Statement in the Section entitled “Business of Plastec – History and
Development” beginning on page 75 of the Proxy Statement, which includes a
summary of Plastec’s organization and structure, which information is
incorporated herein by reference.


D. 
Property, plants and equipment


The Company’s principal executive
office is located at Unit 01, 21/F, Aitken Vanson Centre, 61 Hoi Yuen Road, Kwun
Tong, Kowloon, Hong Kong.  Reference is made to the disclosure
contained in the Proxy Statement in the Section entitled “Business of Plastec –
Properties” beginning on page 89 of the Proxy Statement, which includes a
summary of the land use rights and manufacturing plants and processing factories
leased by Plastec, which information is incorporated herein by
reference.





ITEM 4A. UNRESOLVED STAFF
COMMENTS





None.





ITEM 5.OPERATING AND FINANCIAL REVIEW AND
PROSPECTS





Reference
is made to the disclosure contained in the Proxy Statement in the sections
entitled “Plastec’s Management’s Discussion and Analysis of Financial Condition
and Results of Operations” beginning on page 91 of the Proxy Statement,
“Business of Plastec” beginning on page 75 of the Proxy Statement and “Other
Information Relating to GSME” beginning on page 71 of the Proxy Statement, which
information is incorporated herein by reference.





ITEM 6.DIRECTORS, SENIOR MANAGEMENT AND
EMPLOYEES




Directors
and Executive Officers




The
directors and executive officers the Company upon the consummation of the
transactions contemplated by the Merger Agreement are described in the Proxy
Statement in the section entitled “Management of GSME Following the Merger”
beginning on page 102 of the Proxy Statement, which information is incorporated
herein by reference.


5





Compensation




The
executive compensation of the Company’s executive officers and directors is
described in the Proxy Statement in the section entitled “Management of GSME
Following the Merger – Director Compensation” and “ – Executive Compensation”
beginning on page 105 of the Proxy Statement, which information is incorporated
herein by reference.




Board
Practices




Effective
upon consummation of the merger, the Company’s board of directors is comprised
of seven directors with each director serving until the Company’s next annual
general meeting and until his successor is elected and qualified. Reference is
made to the disclosure contained in the Proxy Statement in the section entitled
“Management of GSME Following the Merger – Board Committees” beginning on page
104 of the Proxy Statement for information on the Company’s board committees,
which information is incorporated herein by reference.




Employees




Reference
is made to the disclosure contained in the Proxy Statement in the section
entitled “Management of GSME Following the Merger – Employees” beginning on page
90 of the Proxy Statement for information on the employees of Plastec, which
information is incorporated herein by reference.




Share
Ownership




Ownership
of the Company’s shares by executive officers and directors upon consummation of
the merger is reflected in the Beneficial Ownership of Securities chart included
in Item 7A. of this report.





ITEM 7. MAJOR SHAREHOLDERS AND
RELATED PARTY TRANSACTIONS





A. Major Shareholders


BENEFICIAL
OWNERSHIP OF SECURITIES





The
following table sets forth information regarding the beneficial ownership of the
Company’s Ordinary Shares, by:


·
            each
      person who is the owner of more than 5% of the Company’s ordinary shares
      outstanding after the consummation of the
  merger;


·
            each
      person who became an executive officer or director of the Company upon
      consummation of the merger; and


·
            all
      of the Company’s directors and executive officers as a
    group.





Information
does not give effect to the issuance of the earnout shares to be issued to the
former shareholders of Plastec upon Plastec achieving certain financial
targets.





Name and Address of Beneficial Owner (1)
                  
                  Amount and Nature of
                    Beneficial Ownership
                  
                  
                  Percent of ClassKin
      Sun Sze-To
                  
                  
                  3,725,155
                  (2)
                  
                  
                  40.3
                  %Chin
      Hien Tan
                  
                  
                  202,356
                  
                  
                  
                  2.2
                  %Eli
      D. Scher(3)
                  
                  
                  400,000
                  (4)
                  
                  
                  4.2
                  %Ho
      Leung Ning
                  
                  
                  98,342
                  (5)
                  
                  
                  1.1
                  %J.
      David Selvia(6)
                  
                  
                  0
                  (7)
                  
                  
                  0
                  %Chung
      Wing Lai
                  
                  
                  0
                  
                  
                  
                  0
                  %Joseph
      Yiu Wah Chow(8)
                  
                  
                  0
                  
                  
                  
                  0
                  %Jing
      Dong Gao(3)
                  
                  
                  4,527,262
                  (9)
                  
                  
                  36.4
                  %Cathay
      Plastic Limited (BVI)(6)
                  
                  
                  2,326,628
                  (10)
                  
                  
                  25.2
                  %All
      directors and executive officers of the Company as a group (7
      individuals)
                  
                  
                  4,425,853
                  (4)
                  
                  
                  46.4
                  %


6





(1)
            Unless
      otherwise indicated, the business address of each of the individuals is
      Unit 01, 21/F, Aitken Vanson Centre, 61 Hoi Yuen Road, Kwun Tong, Kowloon,
      Hong Kong.


(2)
            Represents
      shares held by Sun Yip Industrial Company Limited (BVI) and Tiger Power
      Industries Limited (BVI) which Mr. Sze-To controls.  Does not
      include an aggregate of 1,570,000 ordinary shares currently held by Cathay
      Plastic Limited (BVI) which Mr. Sze-To has been given the right to acquire
      pursuant to a put/call option agreement between the two parties during the
      period commencing on November 25, 2011 and ending on December 2,
      2011.


(3)
            The
      business address of this individual is 762 West Beijing Road, Shanghai,
      China 200041.


(4)
            Includes
      300,000 shares issuable upon exercise of warrants which are currently
      exercisable.


(5)
            Represents
      shares held by Expert Rank Limited (BVI), which is owned 100% by Mr.
      Ning.


(6)
            The
      business address of this individual or entity is c/o New China Capital
      Management, Ltd., 14/F, St. John’s Bldg., 33 Garden Road, Central, Hong
      Kong.


(7)
            Does
      not include shares held by Cathay Plastic Limited (BVI) (“Cathay”) of
      which Mr. Selvia is Managing
Director.


(8)
            The
      business address of Mr. Chow is Room 501, 502 and 508, Mirror Tower, 61
      Mody Road, Tsimshatsui East, Kowloon, Hong
Kong.


(9)
            Includes
      3,192,000 shares issuable upon exercise of warrants which are currently
      exercisable.


(10)
            Includes
      an aggregate of 1,570,000 ordinary shares currently held by Cathay Plastic
      Limited (BVI) which Mr. Sze-To has been given the right to acquire
      pursuant to a put/call option agreement between the two parties during the
      period commencing on November 25, 2011 and ending on December 2,
      2011.





In
connection with the Company’s initial public offering, the Company’s initial
shareholders placed an aggregate of 1,200,000 ordinary shares in escrow pursuant
to an escrow agreement, as amended, with Continental Stock Transfer & Trust
Company, as escrow agent.  In connection with the merger with Plastec,
the parties amended the terms of the escrow agreement to include an aggregate of
approximately 2,400,000 warrants held by the initial shareholders and to provide
additional restrictions on all of the securities’ release from
escrow.  Pursuant to the escrow agreement, as amended, an aggregate of
240,000 ordinary shares were released from escrow upon consummation of the
merger.  The remaining ordinary shares will not be released from
escrow until (i) with respect to 25% of such shares, when the closing price of
our ordinary shares exceeds $12.00 for any 20 trading days within a 30-trading
day period following the consummation of our initial business combination, (ii)
with respect to 25% of such shares, when the closing price of our ordinary
shares exceeds $14.00 for any 20 trading days within a 30-trading day period
following the consummation of our initial business combination, (iii) with
respect to 25% of such shares, when the closing price of our ordinary shares
exceeds $16.00 for any 20 trading days within a 30-trading day period following
the consummation of our initial business combination and (iv) with respect to
25% of such shares, when the closing price of our ordinary shares exceeds $20.00
for any 20 trading days within a 30-trading day period following the
consummation of our initial business combination.   However, such
shares will only be released from escrow if, in addition to meeting the price
targets referred to above, the Company raises in one or more equity financings
an aggregate of approximately $20 million by December 16, 2011 (or a pro rata
portion of such shares if less than $20 million is raised).  The
insider warrants will also not be released from escrow unless the Company raises
the required $20 million by December 16, 2011 (or a pro rata portion of such
warrants if less than $20 million is raised).  Notwithstanding the
foregoing, such shares and warrants may be released from escrow earlier than as
described above if, within those time periods, the Company consummates a
subsequent liquidation, merger, stock exchange or other similar transaction
which results in all of its shareholders having the right to exchange their
shares for cash, securities or other property.


7




B.  Related
Party Transactions




Information
regarding certain relationships and related party transactions of the Company
and Plastec are described in the Proxy Statement in the section entitled
“Certain Relationships and Related Transactions” beginning on page 109 of the
Proxy Statement and is incorporated herein by reference.  The
information included in Item 7, Part A above is also incorporated herein by
reference.
 
 Information
regarding the independence of the Company’s directors is provided in the Proxy
Statement in the section entitled “Management of GSME Following the Merger –
Independence of Directors” beginning on page 103 of the Proxy Statement and is
incorporated herein by reference.




C.  Interest of Experts and
Counsel




Not
applicable.




ITEM
8. FINANCIAL INFORMATION




A. Consolidated Statements and Other
Financial Information




Please
see “Item 17. Financial Statements” for a list of the financial statements filed
as part of this shell company report.




B. Significant Changes




Not applicable.




ITEM
9. THE OFFER AND LISTING




A. Offer and Listing
Details




The
description of the Company’s securities is contained in the Proxy Statement in
the section entitled “Description of Securities” beginning on page 112 of the
Proxy Statement and is incorporated herein by reference.




B. Plan of Distribution




Not
applicable.




C. Markets




The
Company’s units, ordinary shares and warrants are currently quoted on the
Over-the-Counter Bulletin Board under the symbols GSMEF, GSMXF and
GSMWF.




D. Selling Shareholders




Not
applicable.




E. Dilution




Not
applicable.




F. Expenses of the Issue




Not
applicable.


8




ITEM
10. ADDITIONAL INFORMATION




A.
Share Capital




The
Company is authorized to issue US$101,000 divided into 100,000,000 ordinary
shares of a par value of $0.001 each and 1,000,000 preferred shares of a par
value of US$0.001 each.  After taking into account
all conversions of public shares and the issuance of shares in connection with
the merger, thereare currently 9,246,351fully paid
ordinary shares issued and outstanding.  There are currently 7,200,000warrants
issued and outstanding, each to purchase one ordinary share, and unit purchase options
issued and outstanding to purchase an aggregate of 360,000 units, each unit
consisting of one ordinary share and one warrant.




An
aggregate of 7,054,583 ordinary shares were issued to the former shareholders of
Plastec upon the consummation of the merger as consideration for all of the
outstanding capital stock of Plastec on December 16, 2010.   In
addition, the former shareholders of Plastec will be issued up to an additional
9,723,988 shares if certain targets are met for the years 2011 through
2013.  Additional information
regarding the merger consideration paid by the Company to the former
shareholders of Plastec is provided in the Proxy Statement in the section
entitled “The Merger Proposal – Merger Consideration” beginning on page 36 of
the Proxy Statement and is incorporated herein by reference.




B.
Memorandum and Articles of Association




The
following represents a summary of certain key provisions of the
Company’s  second amended and restated memorandum and articles of
association (“Memorandum and Articles”). The summary does not purport to be a
summary of all of the provisions of the Memorandum and Articles and of all
relevant provisions of Cayman Islands law governing the management and
regulation of Cayman Islands exempted companies.




Incorporation




The
Company was incorporated in the Cayman Islands on March 27, 2008 under the
Cayman Islands Companies Law (as amended)(the “Companies Law”)
with company registration number207509.  The
Company’s authorized share capital is $101,000 divided into 100,000,000 ordinary
shares of a par value of US$0.001 each and 1,000,000 preferred shares of a par
value of US$0.001 each.




Objects
and Purposes




The
Company’s Memorandum and Articles grants the Company full power and authority to
carry out any object not prohibited by the Companies Law or as the same may be
revised from time to time, or any other law of the Cayman Islands.




Directors




The Company has seven directors with
each director serving until the Company’s next annual general meeting and until
his successor is elected and qualified.  There is no cumulative voting
with respect to the election of directors, with the result that the holders of
more than 50% of the shares eligible to vote for the election of directors can
elect all of the directors.


Subject to their fiduciary duties and
the Memorandum and Articles, directors may engage in transactions with the
Company and vote on such transactions, provided the nature of the interest is
disclosed in accordance with the procedures under the Memorandum and Articles.
Directors also may exercise all the powers of the Company to borrow money and to
mortgage or charge its undertaking, property and uncalled capital or any part
thereof and to issue debentures, debenture stock, mortgages, bonds and other
such securities whether outright or as security for any debt, liability or
obligation of the Company or of any third party.




9




Rights
and Obligations of Shareholders




Dividends




Subject to the Companies Law, directors
may declare dividends and distributions on the Company’s ordinary shares in
issue and authorize payment on the dividends or distributions out of lawfully
available funds. No dividend or distribution may be paid except out of the
realized or unrealized profits of the Company, or out of the share premium
account or as otherwise permitted by the Companies Law.




Voting
Rights




Subject to any rights or restrictions
attached to any shares, every member who (being an individual) is present
in person or by proxy or, if a corporation or other non-natural person is
present by its duly authorized representative or proxy has one vote for every
share of which he is the holder.




In the case of joint holders of record
the vote of the senior holder who tenders a vote, whether in person or by proxy,
is accepted to the exclusion of the votes of the other joint holders, and
seniority is determined by the order in which the names of the holders stand in
the Register of Members.




A member of unsound mind, or in respect
of whom an order has been made by any court, having jurisdiction in lunacy, may
vote, whether on a show of hands or on a poll, by his committee, receiver,
curator bonis, or other person on such member's behalf appointed by that court,
and any such committee, receiver, curator bonis or other person may vote by
proxy.




No person is entitled to vote at any
general meeting or at any separate meeting of the holders of a class of shares
unless he is registered as a member on the record date for such meeting or
unless all calls or other monies then payable by him in respect of shares have
been paid.




Votes may be cast either personally or
by proxy. A member may appoint more than one proxy to attend and vote at a
meeting.




A member holding more than one share
need not cast the votes in respect of his shares in the same way on any
resolution and therefore may vote a share or some or all such shares either for
or against a resolution and/or abstain from voting a share or some or all of the
shares and, subject to the terms of the instrument appointing him, a proxy
appointed under one or more instruments may vote a share or some or all of the
shares in respect of which he is appointed either for or against a resolution
and/or abstain from voting.




Any person in consequence of the death
or bankruptcy or winding-up of a member (or in any other way than by transfer)
who becomes the holder of a share may vote at any general meeting in respect
thereof in the same manner as if he were the registered holder of such Shares,
provided that forty-eight hours at least before the time of the holding of the
meeting or adjourned meeting, as the case may be, at which he proposes to vote,
he satisfies the directors of his entitlement to such shares, or the directors
have previously admitted his right to vote at such meeting in respect
thereof.




Change
to Rights of Shareholders




Shareholders
may change the rights of their class of shares by:




·
            getting
      the written consent of three-quarters of the shareholders of that class;
      or




·
            passing
      a special resolution at a general meeting of the shareholders of that
      class.




There are
no general limitations on the rights to own shares specified by the Memorandum
and Articles.




General
Meetings




A general
meeting may be convened by a majority of directors at any
time.  Additionally, the directors shall convene an extraordinary
general meeting of the Company upon a members’ requisition (a requisition of
members of the Company holding at the date of deposit of the requisition not
less than 10% in par value of the capital of the Company which as at that date
carries the right of voting at general meetings of the Company).  The
requisition must state the objects of the meeting and must be signed by the
requisitionists and deposited at the registered office, and may consist of
several documents in like form each signed by one or more
requisitionists.


10




If the directors do not within
twenty-one days from the date of the deposit of the requisition duly proceed to
convene a general meeting to be held within a further twenty-one days, the
requisitionists, or any of them representing more than one-half of the total
voting rights of all of them, may themselves convene a general meeting, but any
meeting so convened shall not be held after the expiration of three months after
the expiration of the said twenty-one days.




A general meeting convened as aforesaid
by requisitionists shall be convened in the same manner as nearly as possible as
that in which general meetings are to be convened by Directors.




Notice of a general meeting is to be
given to all shareholders.  All business transacted at an
extraordinary general meeting or an annual general meeting is considered special
business except:




·
            the
      declaration and sanctioning of
dividends;




·
            consideration
      and adoption of the accounts and balance sheet and the reports of
      directors and auditors and other documents required to be annexed to the
      balance sheet;




·
            the
      election of directors;




·
            appointment
      of auditors (where special notice of the intention for such appointment is
      not required by applicable law) and other
  officers;




·
            the
      fixing or remuneration of the auditors, and the voting of remuneration or
      extra remuneration to the
directors;




·
            the
      granting of any mandate or authority to the directors to offer, allot,
      grant options over or otherwise dispose of the unissued shares in the
      capital of the Company representing not more than 20% in nominal value of
      its existing share capital; and




·
            the
      granting of any mandate or authority to the directors to repurchase the
      securities of the Company.




A quorum of shareholders is required to
be present at any meeting in order to carry out business.  The holders
of a majority of the shares being individuals present in person or by proxy or
if a corporation or other non-natural person by its duly authorized
representative or proxy shall be a quorum.




Changes
in Capital




The Company may increase its share
capital by ordinary resolution. The new shares will be subject to all of the
provisions to which the original shares are subject. The Company may also by
ordinary resolution:




·
            consolidate
      and divide all or any of the Company’s share capital into shares of a
      larger amount;




·
            sub-divide
      existing shares into shares of a smaller amount;
  and




·
            cancel
      any shares which, at the date of the resolution, are not held or agreed to
      be held by any person.




The
Company may reduce the Company’s share capital and any capital redemption
reserve by special resolution in accordance with relevant provisions of Cayman
Islands law.




Indemnity




Pursuant to the Company’s Memorandum
and Articles, every director, agent or officer of the Company shall be
indemnified out of the assets of the Company against any liability incurred by
him as a result of any act or failure to act in carrying out his functions other
than such liability (if any) that he may incur by his own actual fraud or
willful default. No such director, agent or officer shall be liable to the
Company for any loss or damage in carrying out his functions unless that
liability arises through the actual fraud or willful default of such director,
agent or officer.  Additionally, the Company intends to enter into
indemnification agreements with each of its officers and directors whereby the
Company will agree to indemnify, and advance expenses to, each officer and
director to the fullest extent permitted by applicable law.


11




C.
Material Contracts




On
December 16, 2010, the Company consummated its merger with Plastec pursuant to
the terms of the Merger Agreement (as defined in Item 1A. of this shell company
report). The material terms of the Merger Agreement are contained in the Proxy
Statement in the sections entitled “The Merger Proposal” beginning on page 35 of
the Proxy Statement and “The Merger Agreement” beginning on page 47 of the Proxy
Statement, and are hereby incorporated by reference, as well as the Company’s
Report of Foreign Private Issuer on Form 6-K filed with the Securities and
Exchange Commission on December 9, 2010.
 
 At the
closing of the merger (the “Closing”), Merger Sub merged with and into Plastec
with Plastec surviving the merger and becoming a wholly owned subsidiary of the
Company.  In connection with the merger, the Company issued to the
former shareholders of Plastec an aggregate of 7,054,583 ordinary
shares.   In addition, the former shareholders of Plastec will be
issued up to an additional 9,723,988 shares if certain targets are met for the
years 2011 through 2013.
 
 After
payment to converting shareholders, approximately $10 million was disbursed from
the trust account to the Company.  After payment of transaction
related expenses, including the payment of an additional $0.30 per share to
converting shareholders, it is expected that approximately $7.4 million will be
made available for the Company’s continued working capital
requirements.  The Company was supposed to obtain the funds to pay the
additional $0.30 per share by drawing down on a letter of credit posted by Cohen
& Company Securities, LLC in connection with the Company’s initial public
offering.  The Company was then to issue to Cohen & Company
Securities, LLC an interest-bearing promissory note in the amount drawn
down.   The Company determined instead to pay the additional
$0.30 per share rather than drawing on the letter of credit to save interest
payments that would have been required to be paid to Cohen & Company
Securities, LLC under the promissory note.  Additionally, in
connection with the closing, the Company entered into an agreement with the
underwriters from its initial public offering whereby such underwriters agreed
that the deferred underwriting discounts and commissions they were entitled to
be paid upon consummation of the merger would no longer be
owed.


At the Closing, the Company entered
into an escrow agreement (the “Escrow Agreement”) with certain of the former
shareholders of Plastec.  Pursuant to the Escrow Agreement, 10%, or an
aggregate of 472,796, of the shares issued to the former shareholders of Plastec
(except Cathay Plastic Limited (BVI)) were placed in escrow (the “Escrow
Fund”).  The shares shall be held in the Escrow Fund until thirty days
after the Company has filed its Annual Report on Form 20-F for the fiscal year
ending April 30, 2011.  The shares held in the Escrow Fund are to be
used to indemnify the Company and Plastec for losses suffered by either
resulting from the inaccuracy or breach of any representation or warranty of
Plastec or its former shareholders contained in the Merger Agreement or
delivered pursuant thereto, or from the breach or non-fulfillment of any
covenant or agreement of Plastec or its former shareholders contained in the
Merger Agreement.
 
 Additionally, the Company’s founders
agreed that a portion of the ordinary shares and warrants held by them would be
held in escrow subject to forfeiture and cancellation in the event the Company
did not raise up to approximately $20 million in equity financings by December
16, 2011.
 
 Effective at the
Closing, amendments to certain employment agreements were entered
into between a subsidiary of Plastec and each of Kin Sun Sze-To, the
Company’s Chairman of the Board and Chief Executive Officer, Chin Hien Tan, the
Company’s Chief Operating Officer, and Ho Leung Ning, the Company’s Chief
Financial Officer (collectively, the “Employment Agreements”) to provide
for their  services to be extended to cover the Company with no
additional compensation in terms of base salary.  The material terms of the
Employment Agreements, as amended, are contained in the Proxy Statement in the
section entitled “Management of GSME Following the Merger – Executive
Compensation” beginning on page 105 of the Proxy Statement and are hereby
incorporated by reference.




D. Exchange Controls and Other Limitations Affecting Security
Holders




Cayman
Islands




Under Cayman Islands law, there are
currently no restrictions on the export or import of capital, including foreign
exchange controls or restrictions that affect the remittance of dividends,
interest or other payments to nonresident holders of our
shares.


12




E. Taxation




The following is a general summary
of certain material Cayman Islands and U.S. federal income tax considerations
and tax considerations relating to the Company’s and Plastec’s business. The
discussion is not intended to be, nor should it be construed as, legal
or tax advice to any particular prospective shareholder. The
discussion is based on laws and relevant interpretations thereof in effect as
of the date hereof, all of which are subject to change or different
interpretations, possibly with retroactive effect.




Cayman
Islands Taxation




The Government of the Cayman Islands
does not, under existing legislation, impose any income, corporate or capital
gains tax, estate duty, inheritance tax, gift tax or withholding tax upon the
company or its shareholders. The Cayman Islands are not party to any double
taxation treaties.




The Company has received an undertaking
from the Governor-in-Cabinet of the Cayman Islands that, in accordance with
section 6 of the Tax Concessions Law (1999 Revision) of the Cayman Islands, for
a period of 20 years from the date of the undertaking, no law which is enacted
in the Cayman Islands imposing any tax to be levied on profits, income, gains or
appreciations shall apply to the Company or its operations and, in addition,
that no tax to be levied on profits, income, gains or appreciations or which is
in the nature of estate duty or inheritance tax shall be payable (i) on the
shares, debentures or other obligations of the Company or (ii) by way of
the withholding in whole or in part of a payment of dividend or other
distribution of income or capital by the Company to its members or a payment of
principal or interest or other sums due under a debenture or other obligation of
the Company.





United
States Taxation




Disclosure regarding United States
federal income taxation is contained in the Proxy Statement in the section
entitled “The Merger Proposal – Material U.S. Federal Income Tax Considerations”
beginning on page 45 of the Proxy Statement and is incorporated herein by
reference.





Tax
considerations relating to Plastec’s business





Disclosure regarding tax considerations
relating to the Plastec’s business is contained in the Proxy Statement in the
section entitled “Plastec’s Management’s Discussion and Analysis of Financial
Condition and Results of Operations – Income Tax” beginning on page 95 of the
Proxy Statement and is incorporated herein by reference.




F. Dividends and Paying
Agents




The
Company has not paid any cash dividends on its ordinary shares to
date.  The Company currently intends to declare regular annual cash
dividends equal to 30% of Plastec’s yearly net income, although the actual
payment of such future dividends will be entirely within the sole discretion of
the Company’s board of directors at such times.  The Company does not
currently have a paying agent.




G. Statement by
Experts




Not
applicable.




H. Documents on
Display




The Company
files annual reports on Form 20-F and furnishes certain reports and other
information with the SEC as required by the Exchange Act for its status as a
foreign private issuer. You may read and copy any report or other document filed
or furnished by the Company, including the exhibits, at the SEC’s public
reference room located at 450 Fifth Street, N.W., Washington, D.C. 20549. Please
call the SEC at 1-800-SEC-0330 for further information on the public reference
room. Such materials can also be obtained on the SEC’s site on the internet at
http://www.sec.gov.


13




The
Company will also provide without charge to each person, including any
beneficial owner, upon written or oral request of that person, a copy of any and
all of the information that has been incorporated by reference in this shell
company report. Please direct such requests to the Company, Attention Kin Sun
Sze-To, Unit 01, 21/F, Aitken Vanson Centre, 61 Hoi Yuen Road, Kwun Tong,
Kowloon, Hong Kong.




I. Subsidiary
Information




Not applicable.




ITEM
11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK




Reference
is made to the disclosure contained in the Proxy Statement in the section
entitled “Plastec’s Management’s Discussion and Analysis of Financial Condition
and Results of Operations – Market Risks” beginning on page 100 of the Proxy
Statement for information on the market risks applicable to Plastec, which
information is incorporated herein by reference.




ITEM 12. DESCRIPTION OF SECURITIES
OTHER THAN EQUITY SECURITIES




None.




PART
III




ITEM
17. FINANCIAL STATEMENTS




The financial statements
and financial information of the Company and Plastec are contained in the Proxy
Statement in the section entitled“Selected Historical Consolidated
Financial Information” beginning on page 10 of the Proxy Statement, in the
section entitled “Selected Unaudited Pro Forma Condensed Combined Financial
Information” beginning on page 13 of the Proxy Statement, in the section
“Unaudited Pro Forma Condensed Combined Financial Information” beginning on page
59 of the Proxy Statement and the financial statements beginning on page F-1 of
the Proxy Statement, which information is incorporated herein by
reference.





The
financial statements of Plastec for its fiscal year ended April 30, 2010
included in the Proxy Statement were not prepared in accordance with the
standards of the Public Company Accounting Oversight Board
(“PCAOB”).  The 2010 financial statements of Plastec prepared in
accordance with the standards of the PCAOB are included after the signature page
to this shell company report on Form 20-F.




ITEM
18. FINANCIAL STATEMENTS




Not applicable.


14




ITEM
19. EXHIBITS




Exhibit No.
              
              Description1.1
              
              Form
      of Second Amended and Restated Memorandum and Articles of Association
      (included as Annex C to the Proxy Statement and incorporated herein by
      reference).2.1
              
              Amended
      and Restated Agreement and Plan of Reorganization, dated as of September
      13, 2010, among Plastec Technologies, Ltd. (formerly GSME Acquisition
      Partners I), GSME Acquisition Partners I Sub Limited, Plastec
      International Holdings Limited and each of Sun Yip Industrial Company
      Limited (BVI), Tiger Power Industries Limited (BVI), Expert Rank Limited
      (BVI), Fine Colour Limited (BVI), Cathay Plastic Limited (BVI), Greatest
      Sino Holdings Limited (BVI), Colourful Asia International Limited (BVI)
      and Top Universe Management Limited (BVI) (included as Annex A to the
      Proxy Statement and incorporated herein by reference).2.2
              
              Amendment
      No. 1, dated as of December 9, 2010, to Amended and Restated Agreement and
      Plan of Reorganization, dated as of September 13, 2010, among Plastec
      Technologies, Ltd. (formerly GSME Acquisition Partners I), GSME
      Acquisition Partners I Sub Limited, Plastec International Holdings Limited
      and each of Sun Yip Industrial Company Limited (BVI), Tiger Power
      Industries Limited (BVI), Expert Rank Limited (BVI), Fine Colour Limited
      (BVI), Cathay Plastic Limited (BVI), Greatest Sino Holdings Limited (BVI),
      Colourful Asia International Limited (BVI) and Top Universe Management
      Limited (BVI) (included as Exhibit 2.1 to the Company’s Report of Foreign
      Private Issuer on Form 6-K filed with the Securities and Exchange
      Commission on December 9, 2010 and incorporated herein by
      reference).4.1
              
              Form
      of Indemnity Escrow Agreement among Plastec Technologies, Ltd. (formerly
      GSME Acquisition Partners I), Kin Sun Sze-To and Ho Leung Ning as the
      representatives of all the former shareholders of Plastec International
      Holdings Limited, Jing Dong Gao and Eli D. Scher, acting as the committee
      representing the interests of the Registrant, and Continental Stock
      Transfer & Trust Company*4.2
              
              First
      Amendment to Employment Contract between Sun Line Industrial
      Limited and Kin Sun Sze-To.*4.3
              
              First
      Amendment to Employment Contract between Sun Line Industrial Limited
      and Chin Hien Tan.*4.4
              
              First
      Amendment to Employment Contract between Sun Line Industrial Limited
      and Ho Leung Hing.*4.5
              
              Intentionally
      Omitted.4.6
              
              Dongguan
      Sun Chuen Manufacturing Plant lease.*†4.7
              
              Dongguan
      Sun Line Processing Factory lease.*†4.8
              
              Shenzhen
      Broadway Processing Factory lease.*†4.9
              
              Kunshan
      Broadway Manufacturing Plant lease.*†4.10
              
              Zhuhai
      Sun Line Manufacturing Plant lease.*†4.11
              
              Zhuhai
      Sun Line Manufacturing Plant lease (#2).*†4.12
              
              Sun
      Line Industrial Ltd. lease.*4.13
              
              Sun
      Line (Macao Commercial Offshore) Co. Limited lease.*†4.14
              
              Dongguan
      Sun Line Processing Agreement.*†4.15
              
              Shenzhen
      Broadway Processing Agreement.*†4.16
              
              Amendment
      No. 1, dated as of December 16, 2010, to Stock Escrow Agreement, dated as
      of November 19, 2009, among Plastec Technologies, Ltd. (formerly GSME
      Acquisition Partners I), MCK Capital Co., Limited, Eli D. Scher, Lawrence
      S. Wizel, Cohen & Company Securities, LLC and Continental Stock
      Transfer & Trust Company (included as Exhibit
      10.1 to the Company’s Report of Foreign Private Issuer on Form 6-K filed
      with the Securities and Exchange Commission on December 9, 2010 and
      incorporated herein by reference).4.17
              
              Registration
      Rights Agreement.*4.18
              
              Amendment
      No. 1 to Registration Rights Agreement, dated as of November 19, 2009,
      between Plastec Technologies, Ltd. (formerly GSME Acquisition Partners I)
      and its initial shareholders.*4.19
              
              Amendment
      No. 1 to Unit Purchase Options.*4.20
              
              Agreement
      between Plastec Technologies, Ltd. (formerly GSME Acquisition Partners I)
      and certain Underwriters.*4.21
              
              Letter
      from Grant Thornton to Plastec International Holdings
      Limited.*4.22
              
              Letter
      from Dominic K.F. Chan & Co. to Plastec International Holdings
      Limited.*8.1
              
              List
      of Subsidiaries.*




* Filed
herewith.


† “Business of
Plastec-Production Facilities and Capacity ” beginning on page 83 of
the Proxy Statement and the section entitled “Business of
Plastec-Properties” beginning on page 89 of
the Proxy Statement, all of which information is incorporated herein by
reference.




15




SIGNATURES




The
registrant hereby certifies that it meets all of the requirements for filing on
Form 20-F and has duly caused and authorized the undersigned to sign this report
on its behalf.




PLASTEC
      TECHNOLOGIES, LTD.By:
                  /s/
      Kin Sun Sze-ToKin
      Sun Sze-ToDated: 
         December 22, 2010
                  
                  Chief
      Executive Officer


16




Plastec
International Holdings Limited


(incorporated
in the British Virgin Islands with limited liability)




Report
and


Financial
Statements


For
the year ended 30 April 2010










Plastec
International Holdings Limited




Contents





PageReport
      of Independent Registered Public Accounting Firm
              1Consolidated
      Statement of Comprehensive Income
              2Consolidated
      Statement of Financial Position
              3Consolidated
      Statement of Cash Flows
              4Consolidated
      Statement of Changes in Equity
              5Notes
      to the Financial Statements
              6





Expressed
in Hong Kong dollars ("HK$")










REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


TO
THE BOARD OF DIRECTORS AND SHAREHOLDERS


PLASTEC INTERNATIONAL
HOLDINGS
LIMTIED


(incorporated
in the British Virgin Islands with limited liability)




We have
audited the accompanying consolidated statement of financial position of Plastec
International Holdings Limited and subsidiaries (the "Group") as of 30 April
2010, and the related consolidated statement of comprehensive income, changes in
equity, and cash flows for the year ended 30 April 2010. These consolidated
financial statements are the responsibility of the Group's management. Our
responsibility is to express an opinion on these consolidated financial
statements based on our audit.




We
conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the
consolidated financial statements are free of material misstatement. The Group
is not required to have, nor were we engaged to perform an audit of its internal
control over financial reporting. Our audit included consideration of internal
control over financial reporting as a basis for designing audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Group's internal control over financial
reporting. Accordingly, we express no such opinion. An audit also includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the consolidated financial statements, assessing the accounting principles used
and significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.




In our
opinion, the consolidated financial statements referred to above present fairly,
in all material respects, the financial position of Plastec International
Holdings Limited and its subsidiaries at 30 April 2010, and the results of the
Group's operations and cash flows for the year ended 30 April 2010, in
conformity with International Financial Reporting Standards as issued by the
International Accounting Standards Board.





BDO
      LimitedCertified
      Public Accountants




Hong
Kong, 15 December 2010




BDO
Limited





BDO
Limited, a Hong Kong limited company, is a member of BDO International Limited,
a UK company limited by guarantee, and forms part of the international BDO
network of independent member firms.





Plastec
      International Holdings Limited
              2Financial
      statements for the year ended 30 April 2010




Consolidated
statement of comprehensive income


for the
year ended 30 April 2010





Notes
                                      
                                      
                                      2010
                                        HK$'000
                                      
                                      
                                      2009
                                        HK$'000Revenue
                                      
                                      
                                      5
                                      
                                      
                                      
                                      966,755
                                      
                                      
                                      
                                      913,444Cost
      of sales
                                      
                                      
                                      
                                      
                                      
                                      
                                      (810,187
                                      )
                                      
                                      
                                      (749,649
                                      )Gross
      profit
                                      
                                      
                                      
                                      
                                      
                                      
                                      156,568
                                      
                                      
                                      
                                      163,795Other
      revenue and net income
                                      
                                      
                                      6
                                      
                                      
                                      
                                      5,501
                                      
                                      
                                      
                                      2,342Selling
      and distribution costs
                                      
                                      
                                      
                                      
                                      
                                      
                                      (17,227
                                      )
                                      
                                      
                                      (14,431
                                      )Administrative
      expenses
                                      
                                      
                                      
                                      
                                      
                                      
                                      (86,945
                                      )
                                      
                                      
                                      (83,841
                                      )Finance
      costs
                                      
                                      
                                      7
                                      
                                      
                                      
                                      (2,733
                                      )
                                      
                                      
                                      (5,355
                                      )Profit
      before income tax
                                      
                                      
                                      8
                                      
                                      
                                      
                                      55,164
                                      
                                      
                                      
                                      62,510Income
      tax expense
                                      
                                      
                                      9
                                      
                                      
                                      
                                      (10,857
                                      )
                                      
                                      
                                      (772
                                      )Profit
      for the year
                                      
                                      
                                      
                                      
                                      
                                      
                                      44,307
                                      
                                      
                                      
                                      61,738Other
      comprehensive incomeExchange
      gain/(loss) on translation of financial statements of foreign
      operations
                                      
                                      
                                      
                                      
                                      
                                      
                                      1,756
                                      
                                      
                                      
                                      (58
                                      )Total
      comprehensive income for the year
                                      
                                      
                                      
                                      
                                      
                                      
                                      46,063
                                      
                                      
                                      
                                      61,680





Plastec
      International Holdings Limited
              3Financial
      statements for the year ended 30 April 2010




Consolidated
statement of financial position as at 30 April 2010


Notes
                                                                      
                                                                      
                                                                      2010
                                                                      
                                                                      
                                                                      2009
                                                                      
                                                                      
                                                                      1
      May 2008HK$'000
                                                                      
                                                                      
                                                                      HK$'000
                                                                      
                                                                      
                                                                      HK$'000(Restated)
                                                                      
                                                                      
                                                                      (Restated)ASSETS
      AND LIABILITIESNon-current
      assetsProperty,
      plant and equipment
                                                                      
                                                                      
                                                                      12
                                                                      
                                                                      
                                                                      
                                                                      458,725
                                                                      
                                                                      
                                                                      
                                                                      450,017
                                                                      
                                                                      
                                                                      
                                                                      387,253Prepaid
      lease payments
                                                                      
                                                                      
                                                                      13
                                                                      
                                                                      
                                                                      
                                                                      1,091
                                                                      
                                                                      
                                                                      
                                                                      1,091
                                                                      
                                                                      
                                                                      
                                                                      1,116Deposits
      and prepayments
                                                                      
                                                                      
                                                                      17
                                                                      
                                                                      
                                                                      
                                                                      38,238
                                                                      
                                                                      
                                                                      
                                                                      29,354
                                                                      
                                                                      
                                                                      
                                                                      5,105498,054
                                                                      
                                                                      
                                                                      
                                                                      480,462
                                                                      
                                                                      
                                                                      
                                                                      393,474Current
      assetsInventories
                                                                      
                                                                      
                                                                      15
                                                                      
                                                                      
                                                                      
                                                                      74,298
                                                                      
                                                                      
                                                                      
                                                                      83,163
                                                                      
                                                                      
                                                                      
                                                                      100,140Trade
      receivables
                                                                      
                                                                      
                                                                      16
                                                                      
                                                                      
                                                                      
                                                                      242,097
                                                                      
                                                                      
                                                                      
                                                                      173,885
                                                                      
                                                                      
                                                                      
                                                                      241,059Deposits,
      prepayments and other receivables
                                                                      
                                                                      
                                                                      17
                                                                      
                                                                      
                                                                      
                                                                      11,714
                                                                      
                                                                      
                                                                      
                                                                      11,523
                                                                      
                                                                      
                                                                      
                                                                      8,519Prepaid
      lease payments
                                                                      
                                                                      
                                                                      13
                                                                      
                                                                      
                                                                      
                                                                      25
                                                                      
                                                                      
                                                                      
                                                                      25
                                                                      
                                                                      
                                                                      
                                                                      25Cash
      and cash equivalents
                                                                      
                                                                      
                                                                      18
                                                                      
                                                                      
                                                                      
                                                                      151,304
                                                                      
                                                                      
                                                                      
                                                                      95,039
                                                                      
                                                                      
                                                                      
                                                                      115,350479,438
                                                                      
                                                                      
                                                                      
                                                                      363,635
                                                                      
                                                                      
                                                                      
                                                                      465,093Current
      liabilitiesTrade
      and other payables and accruals
                                                                      
                                                                      
                                                                      19
                                                                      
                                                                      
                                                                      
                                                                      (188,258
                                                                      )
                                                                      
                                                                      
                                                                      (133,166
                                                                      )
                                                                      
                                                                      
                                                                      (152,929
                                                                      )Borrowings
                                                                      
                                                                      
                                                                      20
                                                                      
                                                                      
                                                                      
                                                                      (123,738
                                                                      )
                                                                      
                                                                      
                                                                      (65,084
                                                                      )
                                                                      
                                                                      
                                                                      (106,766
                                                                      )Dividend
      payable
                                                                      
                                                                      
                                                                      
                                                                      
                                                                      
                                                                      
                                                                      (60,000
                                                                      )
                                                                      
                                                                      
                                                                      (50,000
                                                                      )
                                                                      
                                                                      
                                                                      -Tax
      payable
                                                                      
                                                                      
                                                                      
                                                                      
                                                                      
                                                                      
                                                                      (18,678
                                                                      )
                                                                      
                                                                      
                                                                      (15,457
                                                                      )
                                                                      
                                                                      
                                                                      (26,834
                                                                      )(390,674
                                                                      )
                                                                      
                                                                      
                                                                      (263,707
                                                                      )
                                                                      
                                                                      
                                                                      (286,529
                                                                      )Net
      current assets
                                                                      
                                                                      
                                                                      
                                                                      
                                                                      
                                                                      
                                                                      88,764
                                                                      
                                                                      
                                                                      
                                                                      99,928
                                                                      
                                                                      
                                                                      
                                                                      178,564Total
      assets less current liabilities
                                                                      
                                                                      
                                                                      
                                                                      
                                                                      
                                                                      
                                                                      586,818
                                                                      
                                                                      
                                                                      
                                                                      580,390
                                                                      
                                                                      
                                                                      
                                                                      572,038Non-current
      liabilitiesBorrowings
                                                                      
                                                                      
                                                                      20
                                                                      
                                                                      
                                                                      
                                                                      (5,570
                                                                      )
                                                                      
                                                                      
                                                                      (15,563
                                                                      )
                                                                      
                                                                      
                                                                      (22,418
                                                                      )Deferred
      tax liabilities
                                                                      
                                                                      
                                                                      21
                                                                      
                                                                      
                                                                      
                                                                      (15,156
                                                                      )
                                                                      
                                                                      
                                                                      (14,798
                                                                      )
                                                                      
                                                                      
                                                                      (11,271
                                                                      )(20,726
                                                                      )
                                                                      
                                                                      
                                                                      (30,361
                                                                      )
                                                                      
                                                                      
                                                                      (33,689
                                                                      )Net
      assets
                                                                      
                                                                      
                                                                      
                                                                      
                                                                      
                                                                      
                                                                      566,092
                                                                      
                                                                      
                                                                      
                                                                      550,029
                                                                      
                                                                      
                                                                      
                                                                      538,349EQUITYEquity
      attributable to Company's ownersShare
      capital
                                                                      
                                                                      
                                                                      22
                                                                      
                                                                      
                                                                      
                                                                      98
                                                                      
                                                                      
                                                                      
                                                                      98
                                                                      
                                                                      
                                                                      
                                                                      98Reserves
                                                                      
                                                                      
                                                                      23
                                                                      
                                                                      
                                                                      
                                                                      565,994
                                                                      
                                                                      
                                                                      
                                                                      549,931
                                                                      
                                                                      
                                                                      
                                                                      538,251Total
      equity
                                                                      
                                                                      
                                                                      
                                                                      
                                                                      
                                                                      
                                                                      566,092
                                                                      
                                                                      
                                                                      
                                                                      550,029
                                                                      
                                                                      
                                                                      
                                                                      538,349




[ILLEGIBLE]
                          
                          [ILLEGIBLE]Director
                          
                          Director







Plastec
      International Holdings Limited
              4Financial
      statements for the year ended 30 April 2010


Consolidated
statement of cash flows


for the
year ended 30 April 2010






Notes
                                                        
                                                        
                                                        2010
                                                        
                                                        
                                                        2009HK$'000
                                                        
                                                        
                                                        HK$'000Cash
      flows from operating activitiesProfit
      before income tax
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        55,164
                                                        
                                                        
                                                        
                                                        62,510Adjustments
      for:Amortisation
      of prepaid lease payments
                                                        
                                                        
                                                        8
                                                        
                                                        
                                                        
                                                        25
                                                        
                                                        
                                                        
                                                        25Bad
      debt written off
                                                        
                                                        
                                                        8
                                                        
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        324Depreciation
                                                        
                                                        
                                                        8
                                                        
                                                        
                                                        
                                                        120,850
                                                        
                                                        
                                                        
                                                        103,162Finance
      lease charges
                                                        
                                                        
                                                        7
                                                        
                                                        
                                                        
                                                        1,631
                                                        
                                                        
                                                        
                                                        2,816Net
      (gain)/loss on disposal of property, plant and equipment
                                                        
                                                        
                                                        6/8
                                                        
                                                        
                                                        
                                                        (1,077
                                                        )
                                                        
                                                        
                                                        29,031Written
      off of property, plant and equipment
                                                        
                                                        
                                                        8
                                                        
                                                        
                                                        
                                                        40,348
                                                        
                                                        
                                                        
                                                        -Provision
      for impairment loss of inventories
                                                        
                                                        
                                                        8
                                                        
                                                        
                                                        
                                                        5,571
                                                        
                                                        
                                                        
                                                        -Interest
      income
                                                        
                                                        
                                                        6
                                                        
                                                        
                                                        
                                                        (60
                                                        )
                                                        
                                                        
                                                        (240
                                                        )Interest
      expense
                                                        
                                                        
                                                        7
                                                        
                                                        
                                                        
                                                        1,102
                                                        
                                                        
                                                        
                                                        2,539Operating
      profit before working capital changes
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        223,554
                                                        
                                                        
                                                        
                                                        200,167Decrease
      in inventories
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        3,294
                                                        
                                                        
                                                        
                                                        16,977(lncrease)/Decrease
      in trade receivables
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        (68,212
                                                        )
                                                        
                                                        
                                                        66,850Decrease
      /(Increase) in deposits, prepayments and other receivables
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        1,336
                                                        
                                                        
                                                        
                                                        (31,349
                                                        )lncrease/(Decrease)
      in trade and other payables and accruals
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        55,092
                                                        
                                                        
                                                        
                                                        (15,008
                                                        )Decrease
      in bills payable
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        (4,619
                                                        )Cash
      generated from operations
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        215,064
                                                        
                                                        
                                                        
                                                        233,018Income
      tax paid
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        (7,278
                                                        )
                                                        
                                                        
                                                        (8,624
                                                        )Net
      cash generated from operating activities
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        207,786
                                                        
                                                        
                                                        
                                                        224,394Cash
      flows from investing activitiesDeposits
      paid for acquisition of property, plant and equipment
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        (11,420
                                                        )
                                                        
                                                        
                                                        (1,009
                                                        )Interest
      received
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        60
                                                        
                                                        
                                                        
                                                        240Proceeds
      from disposal of property, plant and equipment
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        6,456
                                                        
                                                        
                                                        
                                                        3,850Purchase
      of property, plant and equipment
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        (173,313
                                                        )
                                                        
                                                        
                                                        (183,602
                                                        )Net
      cash used in investing activities
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        (178,217
                                                        )
                                                        
                                                        
                                                        (180,521
                                                        )Cash
      flows from financing activitiesProceeds
      from finance lease
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        6,612Capital
      element of finance lease payments
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        (18,674
                                                        )
                                                        
                                                        
                                                        (23,826
                                                        )Proceeds
      from bank loans
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        254,656
                                                        
                                                        
                                                        
                                                        252,197Repayment
      of bank loans
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        (187,321
                                                        )
                                                        
                                                        
                                                        (293,620
                                                        )Interest
      paid
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        (1,102
                                                        )
                                                        
                                                        
                                                        (2,675
                                                        )Interest
      element of finance lease payments
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        (1,631
                                                        )
                                                        
                                                        
                                                        (2,816
                                                        )Dividend
      paid to Company's owners
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        (20,000
                                                        )
                                                        
                                                        
                                                        -Net
      cash generated from /(used in) financing activities
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        25,928
                                                        
                                                        
                                                        
                                                        (64,128
                                                        )Net
      increase/(decrease) in cash and cash equivalents
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        55,497
                                                        
                                                        
                                                        
                                                        (20,255
                                                        )Effect
      of foreign exchange rate changes
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        768
                                                        
                                                        
                                                        
                                                        (56
                                                        )Cash
      and cash equivalents at the beginning of the year
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        95,039
                                                        
                                                        
                                                        
                                                        115,350Cash
      and cash equivalents at the end of the year
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        
                                                        151,304
                                                        
                                                        
                                                        
                                                        95,039







Plastec
      International Holdings Limited
              5Financial
      statements for the year ended 30 April 2010




Consolidated
statement of changes in equityfor the year ended 30 April
2010




Attributable to the owners of the CompanyShare
                              capital
                              HK$'000
                            
                            
                            Share
                              premium*
                              HK$'000
                            
                            
                            Capital
                              reserve*
                              HK$'000
                            
                            
                            Other
                              reserve*
                              HK$'000
                            
                            
                            Exchange
                              reserve*
                              HK$'000
                            
                            
                            Retained
                              profits*
                              HK$'000
                            
                            
                            Total
                              HK$'000Balance
      at 1 May 2008
                            
                            
                            98
                            
                            
                            
                            104,744
                            
                            
                            
                            8,592
                            
                            
                            
                            34
                            
                            
                            
                            6,190
                            
                            
                            
                            418,691
                            
                            
                            
                            538,349Transactions
      with ownersDividend
      declared and approved
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            (50,000
                            )
                            
                            
                            (50,000
                            )Profit
      for the year
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            61,738
                            
                            
                            
                            61,738Other
      comprehensive incomeExchange
      loss on translation of financial statements of foreign
      operations
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            (58
                            )
                            
                            
                            -
                            
                            
                            
                            (58
                            )Total
      comprehensive income for the year
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            (58
                            )
                            
                            
                            61,738
                            
                            
                            
                            61,680Balance
      at 30 April 2009 and at 1 May 2009
                            
                            
                            98
                            
                            
                            
                            104,744
                            
                            
                            
                            8,592
                            
                            
                            
                            34
                            
                            
                            
                            6,132
                            
                            
                            
                            430,429
                            
                            
                            
                            550,029Transactions
      with ownersDividend
      declared and approved
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            (30,000
                            )
                            
                            
                            (30,000
                            )Profit
      for the year
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            44,307
                            
                            
                            
                            44,307Other
      comprehensive incomeExchange
      gain on translation of financial statements of foreign
      operations
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            1,756
                            
                            
                            
                            -
                            
                            
                            
                            1,756Total
      comprehensive income for the year
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            1,756
                            
                            
                            
                            44,307
                            
                            
                            
                            46,063Balance
      at 30 April 2010
                            
                            
                            98
                            
                            
                            
                            104,744
                            
                            
                            
                            8,592
                            
                            
                            
                            34
                            
                            
                            
                            7,888
                            
                            
                            
                            444,736
                            
                            
                            
                            566,092




*
            These
      reserve accounts comprise the consolidated reserves of approximately
      HK$565,994,000 (2009: HK$549,931,000) in the consolidated statement of
      financial position as at 30 April
2010.







Plastec
      International Holdings Limited
              6Financial
      statements for the year ended 30 April 2010




Notes to
the financial statements


for the
year ended 30 April 2010


1.
            GENERAL
      INFORMATION


Plastec
International Holdings Limited (the "Company") is a limited liability company
incorporated in the British Virgin Islands ("BVI") and domiciled in Hong Kong.
The address of its registered office is Sea Meadow House, Blackburne Highway,
P.O. Box 116, Road Town, Tortola, BVI and its principal place of business is
Unit 01, 21/F., Aitken Vanson Centre, 61 Hoi Yuen Road, Kwun Tong, Kowloon, Hong
Kong.




The
principal activity of the Company is investment holding. The principal
activities of the Company's subsidiaries are manufacturing of plastic parts of
electronic appliances. Details of the Company's subsidiaries are set out in Note
14 to the financial statements. The Company and its subsidiaries are referred to
as the "Group" hereafter.




The
financial statements for the year ended 30 April 2010 were approved for issue by
the board of directors on 15 December 2010.




2.
            SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES


2.1
            Basis
      of preparation


The
financial statements on pages 2 to 36 have been prepared in accordance with
International Financial Reporting Standards ("IFRSs") issued by the
International Accounting Standards Board ("IASB") which collective term includes
all applicable individual International Financial Reporting Standards and
Interpretations issued by the IASB.




The
significant accounting policies that have been used in the preparation of these
financial statements are summarised below. These policies have been consistently
applied to all the years presented unless otherwise stated.




The
financial statements have been prepared on historical cost basis. The
measurement bases are fully described in the accounting policies below. The
adoption of new or amended IFRSs and the impacts on the Group's financial
statements, if any, are disclosed in Note 3.







Plastec
      International Holdings Limited
              7Financial
      statements for the year ended 30 April 2010




2.
            SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)


2.1         Basis
of preparation (Continued)


It should
be noted that accounting estimates and assumptions are used in preparation of
the financial statements. Although these estimates are based on management's
best knowledge and judgement of current events and actions, actual results may
ultimately differ from those estimates. The areas involving a higher degree of
judgement or complexity, or areas where assumptions and estimates are
significant to the financial statements are disclosed in Note 4.




2.2         Basis
of consolidation


The
consolidated financial statements incorporate the financial statements of the
Company and its subsidiaries (see Note 2.3 below) made up to 30
April.




Subsidiaries
are consolidated from the date on which control is transferred to the Group.
They are excluded from consolidation from the date that control
ceases.




Intra-group
transactions, balances and unrealised gains and losses on transactions between
group companies are eliminated in preparing the consolidated financial
statements. Where unrealised losses on intra-group asset sales are reversed on
consolidation, the underlying asset is also tested for impairment from the
Group's perspective. Amounts reported in the financial statements of
subsidiaries have been adjusted where necessary to ensure consistency with the
accounting policies adopted by the Group.




2.3         Subsidiaries


Subsidiaries
are entities over which the Group has the power to control the financial and
operating policies so as to obtain benefits from their activities. The existence
and effect of potential voting rights that are currently exercisable or
convertible are considered when assessing whether the Group controls another
entity.




In
consolidated financial statements, acquisition of subsidiaries (other than those
under common control) is accounted for by applying the purchase method. This
involves the estimation of fair value of all identifiable assets and
liabilities, including contingent liabilities of the subsidiary, at the
acquisition date, regardless of whether or not they were recorded in the
financial statements of the subsidiary prior to acquisition. On initial
recognition, the assets and liabilities of the subsidiary are included
in the consolidated statement of financial position at their fair values,
which are also used as the bases for subsequent measurement in accordance with
the Group's accounting policies.





Plastec
      International Holdings Limited
              8Financial
      statements for the year ended 30 April 2010




2.           SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES (Continued)


2.4         Foreign
currency translation


These
financial statements are presented in Hong Kong dollars (HK$), which is also the
functional currency of the Company.




In the
individual financial statements of the consolidated entities, foreign currency
transactions are translated into the functional currency of the individual
entity using the exchange rates prevailing at the dates of the transactions. At
the reporting date, monetary assets and liabilities denominated in foreign
currencies are translated at the foreign exchange rates ruling at the reporting
date. Foreign exchange gains and losses resulting from the settlement of such
transactions and from the reporting date retranslation of monetary assets and
liabilities are recognised in the profit or loss.




Non-monetary
items carried at fair value that are denominated in foreign currencies are
retranslated at the rates prevailing on the date when the fair value was
determined and are reported as part of the fair value gain or loss. Non-monetary
items that are measured in terms of historical cost in a foreign currency are
not retranslated.




In the
consolidated financial statements, all individual financial statements of
foreign operations, originally presented in a currency different from the
Group's presentation currency, have been converted into Hong Kong dollars.
Assets and liabilities have been translated into Hong Kong dollars at the
closing rates at the reporting date. Income and expenses have been converted
into the Hong Kong dollars at the exchange rates ruling at the transaction
dates, or at the average rates over the reporting period provided that the
exchange rates do not fluctuate significantly. Any differences arising from this
procedure have been recognised in other comprehensive income and accumulated
separately in the exchange reserve in equity.




When a
foreign operation is sold, such exchange differences are reclassified from
equity to profit or loss as part of the gain or loss on sale.




2.5         Revenue
recognition


Revenue
comprises the fair value of the consideration received or receivable for the
sale of goods, net of rebates and discounts. Provided it is probable that the
economic benefits will flow to the Group and the revenue and costs, if
applicable, can be measured reliably, revenue is recognised as
follows:




-
            Sales
      of goods are recognised upon transfer of the significant risks and rewards
      of ownership to the customer. This is usually taken as the time when the
      goods are delivered and the customer has accepted the
    goods.




-
            Interest
      income is recognised on a time-proportion basis using the effective
      interest method.




-
            Dividend
      is recognised when the right to receive payment is
      established.









Plastec
      International Holdings Limited
                      9Financial
      statements for the year ended 30 April 2010




2.
            SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)


2.6
              Property,
      plant and equipment


Property,
plant and equipment, other than construction in progress, are stated at
acquisition cost less accumulated depreciation and impairment losses. The cost
of an asset comprises its purchase price and any directly attributable costs of
bringing the asset to its working condition and location for its intended
use.




Depreciation
is provided to write off the cost less their residual values over their
estimated useful lives, using the straight-line method, at the following rates
per annum:




Buildings
                      
                      5%Plant
      and machineries
                      
                      10%-33.5%Furniture,
      fixtures and equipment
                      
                      5%-20%Leasehold
      improvements
                      
                      15%-20%Computer
      equipment
                      
                      20%-33.33%Motor
      vehicles
                      
                      20%Moulds
                      
                      20%-50%




The
assets' estimated residual values, depreciation methods and estimated useful
lives are reviewed, and adjusted if appropriate, at each reporting
date.




Construction
in progress represents assets in the course of construction for production or
for its own use purpose. It is stated at cost less any impairment loss and is
not depreciated. Cost includes direct costs incurred during the periods on
construction, installation and testing plus interest charges arising from
borrowings used to finance these assets during the construction period, if any.
Construction in progress is reclassified to the appropriate category of
property, plant and equipment and depreciation commences when the construction
work is completed and the asset is ready for use.




The gain
or loss arising on retirement or disposal is determined as the difference
between the sales proceeds and the carrying amount of the asset and is
recognised in the profit or loss.




Subsequent
costs are included in the asset's carrying amount or recognised as a separate
asset, as appropriate, only when it is probable that future economic benefits
associated with the item will flow to the Group and the cost of the item can be
measured reliably. All other costs, such as repairs and maintenance are charged
to the profit or loss during the financial period in which they are
incurred.







Plastec
      International Holdings Limited
            10Financial
      statements for the year ended 30 April 2010




2.
            SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)


2.7
            Prepaid
      lease payments


Upfront
payments made to acquire land held under an operating lease are stated at costs
less accumulated amortisation and any accumulated impairment losses. The
determination if an arrangement is or contains a lease and the lease is an
operating lease is detailed in Note 2.9. Amortisation is calculated on a
straight line basis over the term of the lease/right of use except where an
alternative basis is more representative of the time pattern of benefits to be
derived by the Group from use of the land.




2.8
            Impairment
      of non-financial assets


The
Group's property, plant and equipment, prepaid lease payments and the Company's
interests in subsidiaries are subject to impairment testing.




For the
purposes of assessing impairment, where an asset does not generate cash inflows
largely independent from those from other assets, the recoverable amount is
determined for the smallest group of assets that generate cash inflows
independently (i.e. a cash-generating unit). As a result, some assets are tested
individually for impairment and some are tested at cash-generating unit
level.




An
impairment loss is recognised as an expense immediately for the amount by which
the asset's or cash-generating unit's carrying amount exceeds its recoverable
amount unless the relevant asset is carried at a revalued amount under another
standard, in which case the impairment loss is treated as a revaluation decrease
under that standard. The recoverable amount is the higher of fair value,
reflecting market conditions less costs to sell and value in use, based on an
internal discounted cash flow evaluation.




An
impairment loss is reversed if there has been a change in the estimates used to
determine the recoverable amount and only to the extent that the asset's
carrying amount does not exceed the carrying amount that would have been
determined, net of depreciation or amortisation, if no impairment loss had been
recognised.




2.9
            Leases


An
arrangement, comprising a transaction or a series of transactions, is or
contains a lease if the Group determines that the arrangement conveys a right to
use a specific asset or assets for an agreed period of time in return for a
payment or a series of payments. Such a determination is made based on an
evaluation of the substance of the arrangement and is regardless of whether the
arrangement takes the legal form of a lease.





Plastec
      International Holdings Limited
              11Financial
      statements for the year ended 30 April 2010


2.
            SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)


2.9
            Leases
      (Continued)


(i)       Classification
of assets leased to the Group


Assets
that are held by the Group under leases which transfer to the Group
substantially all the risks and rewards of ownership are classified as being
held under finance leases. Leases which do not transfer substantially all the
risks and rewards of ownership to the Group are classified as operating
leases.




(ii)      Assets
acquired under finance leases


Where the
Group acquires the use of assets under finance leases, the amounts representing
the fair value of the leased asset, or, if lower, the present value of the
minimum lease payments of such assets, are included in property, plant and
equipment and the corresponding liabilities, net of finance charges, are
recorded as obligation under finance leases.




Subsequent
accounting for assets held under finance lease agreements corresponds to those
applied to comparable acquired assets. The corresponding finance lease liability
is reduced by lease payments less finance charges.




Finance
charges implicit in the lease payments are charged to profit or loss over the
period of the leases so as to produce an approximately constant periodic rate of
charge on the remaining balance of the obligations for each accounting period.
Contingent rentals are charged to profit or loss in the accounting period in
which they are incurred.




(iii)     Operating
lease charges as the lessee


Where the
Group has the right to use of assets held under operating leases, payments made
under the leases are charged to profit or loss on a straight line basis over the
lease terms except where an alternative basis is more representative of the time
pattern of benefits to be derived from the leased assets. Lease incentives
received are recognised in profit or loss as an integral part of the aggregate
net lease payments made. Contingent rental are charged to profit or loss in the
accounting period in which they are incurred.




2.10
            Financial
      assets


The
Group's accounting policies for financial assets other than interests in
subsidiaries are set out below. Financial assets are classified into the
categories of loans and receivables and cash and cash
equivalents.




Management
determines the classification of its financial assets at initial recognition
depending on the purpose for which the financial assets were acquired and where
allowed and appropriate, re-evaluates this designation at every reporting
date.




All
financial assets are recognised when, and only when, the Group becomes a party
to the contractual provisions of the instrument. When financial assets are
recognised initially, they are measured at fair value, plus directly
attributable transaction costs.





Plastec
      International Holdings Limited
              12Financial
      statements for the year ended 30 April 2010


2.
            SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)


2.10
            Financial
      assets (Continued)


Derecognition
of financial assets occurs when the rights to receive cash flows from the
investments expire or are transferred and substantially all of the risks and
rewards of ownership have been transferred.




Loans and
receivables


Loans and
receivables are non-derivative financial assets with fixed or determinable
payments that are not quoted in an active market. These are subsequently
measured at amortised cost using the effective interest method, less any
impairment losses. Amortised cost is calculated taking into account any discount
or premium on acquisition and includes fees that are an integral part of the
effective interest rate and transaction cost.




Impairment of financial
assets


At each
reporting date, financial assets are reviewed to determine whether there is any
objective evidence of impairment.




Objective
evidence of impairment of individual financial assets includes observable data
that comes to the attention of the Group about one or more of the following loss
events:




-
            Significant
      financial difficulty of the debtor;




-
            A
      breach of contract, such as a default or delinquency in interest or
      principal payments;




-
            It
      becoming probable that the debtor will enter bankruptcy or other financial
      reorganisation;




-
            Significant
      changes in the technological, market, economic or legal environment that
      have an adverse effect on the debtor;
and




-
            A
      significant or prolonged decline in the fair value of an investment in an
      equity instrument below its cost.




Loss
events in respect of a group of financial assets include observable data
indicating that there is a measurable decrease in the estimated future cash
flows from the group of financial assets. Such observable data includes but not
limited to adverse changes in the payment status of debtors in the group and,
national or local economic conditions that correlate with defaults on the assets
in the group.





Plastec
      International Holdings Limited
              13Financial
      statements for the year ended 30 April 2010


2.
            SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)


2.10
            Financial
      assets (Continued)


Impairment of financial
assets (Continued)


If any
such evidence exists, the impairment loss is measured and recognised as
follows:




If there
is objective evidence that an impairment loss on loans and receivables carried
at amortised cost has been incurred, the amount of the loss is measured as the
difference between the asset's carrying amount and the present value of
estimated future cash flows (excluding future credit losses that have not been
incurred) discounted at the financial asset's original effective interest rate
(i.e. the effective interest rate computed at initial recognition). The amount
of the loss is recognised in profit or loss of the period in which the
impairment occurs.




If, in
subsequent period, the amount of the impairment loss decreases and the decrease
can be related objectively to an event occurring after the impairment was
recognised, the previously recognised impairment loss is reversed to the extent
that it does not result in a carrying amount of the financial asset exceeding
what the amortised cost would have been had the impairment not been recognised
at the date the impairment is reversed. The amount of the reversal is recognised
in profit or loss of the period in which the reversal occurs.




2.11
            Inventories


Inventories
are stated at the lower of cost and net realisable value. Cost comprises direct
materials computed using the first-in first-out method, and in the case of work
in progress and finished goods, comprise direct materials, direct labour and an
appropriate proportion of overheads. Net realisable value is the estimated
selling price in the ordinary course of business less the estimated costs of
completion and applicable selling expenses.




2.12
            Cash
      and cash equivalents


Cash and
cash equivalents include cash at bank and in hand and demand deposits with banks
with original maturities of three months or less that are readily convertible
into known amounts of cash and which are subject to an insignificant risk of
changes in value.




2.13
            Accounting
      for income taxes


Income
tax comprises current tax and deferred tax.




Current
income tax assets and/or liabilities comprise those obligations to, or claims
from, fiscal authorities relating to the current or prior reporting period, that
are unpaid at the reporting date. They are calculated according to the tax rates
and tax laws applicable to the fiscal periods to which they relate, based on the
taxable profit for the year. All changes to current tax assets or liabilities
are recognised as a component of tax expense in the profit or
loss.





Plastec
      International Holdings Limited
              14Financial
      statements for the year ended 30 April 2010


2.
            SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)


2.13
            Accounting
      for income taxes (Continued)


Deferred
tax is calculated using the liability method on temporary differences at the
reporting date between the carrying amounts of assets and liabilities in the
financial statements and their respective tax bases. Deferred tax liabilities
are generally recognised for all taxable temporary differences. Deferred tax
assets are recognised for all deductible temporary differences, tax losses
available to be carried forward as well as other unused tax credits, to the
extent that it is probable that taxable profit, including existing taxable
temporary differences, will be available against which the deductible temporary
differences, unused tax losses and unused tax credits can be
utilised.




Deferred
tax assets and liabilities are not recognised if the temporary difference arises
from goodwill or from initial recognition (other than in a business combination)
of assets and liabilities in a transaction that affects neither taxable nor
accounting profit or loss.




Deferred
tax liabilities are recognised for taxable temporary differences arising on
interests in subsidiaries, except where the Group is able to control the
reversal of the temporary differences and it is probable that the temporary
differences will not reverse in the foreseeable future.




Deferred
tax is calculated, without discounting, at tax rates that are expected to apply
in the period the liability is settled or the asset realised, provided they are
enacted or substantively enacted at the reporting date.




Changes
in deferred tax assets or liabilities are recognised in profit or loss, or in
other comprehensive income or directly in equity if they relate to items that
are charged or credited to other comprehensive income or directly to
equity.




Current
tax assets and current tax liabilities are presented in net if, and only
if,




(a)
            the
      Group has the legally enforceable right to set off the recognised amounts;
      and




(b)
            intends
      either to settle on a net basis, or to realise the asset and settle the
      liability simultaneously.





Plastec
      International Holdings Limited
              15Financial
      statements for the year ended 30 April 2010


2.
            SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)


2.13
            Accounting
      for income taxes (Continued)


The Group
presents deferred tax assets and deferred tax liabilities in net if, and only
if,




(a)
            the
      entity has a legally enforceable right to set off current tax assets
      against current tax liabilities;
and




(b)
            the
      deferred tax assets and the deferred tax liabilities relate to income
      taxes levied by the same taxation authority on
  either:




(i)
            the
      same taxable entity; or




(ii)
            different
      taxable entities which intend either to settle current tax liabilities
      and
      assets on a net basis, or to realise the assets and settle the liabilities
      simultaneously,
      in each future period in which significant amounts of deferred
      tax liabilities or assets are expected to be settled or
      recovered.




2.14
            Share
      capital


Ordinary
shares are classified as equity. Share capital is determined using the nominal
value of shares that have been issued.


2.15
            Employee
      benefits


Retirement
benefits


Retirement
benefits to employees are provided through defined contribution
plans.




The Group
operates a defined contribution retirement benefit plan under the Mandatory
Provident Fund Schemes Ordinance, for all of its employees who are eligible to
participate in the MPF Scheme. Contributions are made based on a percentage of
the employees' basic salaries.




The
employees of the Company's subsidiaries which operate in the People's Republic
of China (the "PRC") are required to participate in a central pension scheme
operated by the local municipal government. The subsidiary is required to
contribute certain percentage of its payroll costs to the central pension
scheme.




Contributions
are recognised as an expense in profit or loss as employees render services
during the year. The Group's obligations under these plans is limited to the
fixed percentage contributions payable.




Short-term employee
benefits


Employee
entitlements to annual leave are recognised when they accrue to employees. A
provision is made for the estimated liability for annual leave as a result of
services rendered by employees up to the reporting date.




Non-accumulating
compensated absences such as sick leave and maternity leave are not recognised
until the time of leave.





Plastec
      International Holdings Limited
              16Financial
      statements for the year ended 30 April 2010


2.
            SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)


2.16
            Borrowing
      costs


All
borrowing costs are expensed as incurred.




2.17
            Financial
      liabilities


The
Group's financial liabilities include trade and other payables and accruals,
borrowings and dividend payable.




Financial
liabilities are recognised when the Group becomes a party to the contractual
provisions of the instrument. All interest related charges are recognised as an
expense in finance costs in the profit or loss.




A
financial liability is derecognised when the obligation under the liability is
discharged or cancelled or expires.




Where an
existing financial liability is replaced by another from the same lender on
substantially different terms, or the terms of an existing liability are
substantially modified, such an exchange or modification is treated as a
derecognition of the original liability and the recognition of a new liability,
and the difference in the respective carrying amount is recognised in the profit
or loss.




Trade and
other payables and accruals and dividend payable are recognised initially at
their fair value and subsequently measured at amortised cost, using the
effective interest method.




Borrowings
are recognised initially at fair value, net of transaction costs incurred.
Borrowings are subsequently measured at amortised cost; any difference between
the proceeds (net of transaction costs) and the redemption value is recognised
in profit or loss over the period of the borrowings using the effective interest
method.




Borrowings
are classified as current liabilities unless the Group has an unconditional
right to defer settlement of the liability for at least 12 months after the
reporting date.




Obligation
under finance leases are measured at initial value less the capital element of
lease repayments. (Note 2.9)




2.18
            Financial
      guarantees issued


A
financial guarantee contract is a contract that requires the issuer (or
guarantor) to make specified payments to reimburse the holder for a loss it
incurs because a specified debtor fails to make payment when due in accordance
with the terms of a debt instrument.





Plastec
      International Holdings Limited
              17Financial
      statements for the year ended 30 April 2010


2.
            SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)


2.18
            Financial
      guarantees issued (Continued)


Where the
Group issues a financial guarantee, the fair value of the guarantee is initially
recognised as deferred income within other payables. Where consideration is
received or receivable for the issuance of the guarantee, the consideration is
recognised in accordance with the Group's policies applicable to that category
of asset. Where no such consideration is received or receivable, an immediate
expense is recognised in profit or loss on initial recognition of any deferred
income.




2.19
            Provisions
      and contingent liabilities


Provisions
are recognised when the Group has a present obligation (legal or constructive)
as a result of a past event, and it is probable that an outflow of economic
benefits will be required to settle the obligation and a reliable estimate can
be made. Where the time value of money is material, provisions are stated at the
present value of the expenditure expected to settle the obligation.




All
provisions are reviewed at each reporting date and adjusted to reflect the
current best estimate.




Where it
is not probable that an outflow of economic benefits will be required, or the
amount cannot be estimated reliably, the obligation is disclosed as a contingent
liability, unless the probability of outflow of economic benefits is remote.
Possible obligations, whose existence will only be confirmed by the occurrence
or nonoccurrence of one or more future uncertain events not wholly within the
control of the Group are also disclosed as contingent liabilities unless the
probability of outflow of economic benefits is remote.




Contingent
liabilities are recognised in the course of the allocation of purchase price to
the assets and liabilities acquired in a business combination. They are
initially measured at fair value at the date of acquisition and subsequently
measured at the higher of the amount that would be recognised in a comparable
provision as described above and the amount initially recognised less any
accumulated amortisaton, if appropriate.




2.20
            Related
      parties


For the
purposes of these financial statements, a party is considered to be related to
the Group if:




(i)
              the
      party has the ability, direcdy or indirectly through one or more
      intermediaries, to control the group or exercise significant influence
      over the group in making financial and operating policy decisions, or has
      joint control over the group;




(ii)
            the
      group and the party are subject to common
  control;




(iii)
              the
      party is an associate of the group or a joint venture in which the group
      is a venturer;





Plastec
      International Holdings Limited
              18Financial
      statements for the year ended 30 April 2010


2.
            SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)


2.20
              Related
      parties (Continued)


(iv)
              the
      party is a member of key management personnel of the group or thegroup's
      parent, or a close family member of such an individual, or is an
      entityunder
      the control, joint control or significant influence of such
      individuals;




(v)
              the
      party is a close family member of a party referred to in (i) or is an
      entityunder
      the control, joint control or significant influence of such individuals;
      or




(vi)
              the
      party is a post-employment benefit plan which is for the benefit
      ofemployees
      of the group or of any entity that is a related party of the
      group.




Close
family members of an individual are those family members who may be expected to
influence, or be influenced by, that individual in their dealings with the
entity.




3.
            ADOPTION
      OF NEW OR AMENDED IFRSs


In the
current year, the Group has applied for the first time the following new
standards, amendments and interpretations (the "new IFRSs") issued by the IASB,
which are relevant to and effective for the Group's financial statements for the
annual period beginning on 1 May 2009.





IAS
      1 (Revised)
              Presentation
      of Financial StatementsIFRS
      7 (Amended)
              Improving
      Disclosures about Financial InstrumentsVarious
              Annual
      Improvements to IFRS 2008 (May
2008)




Other
than as noted below, the adoption of the new IFRSs had no material impact on how
the results and financial position for the current and prior periods have been
prepared and presented.




IAS 1 (Revised 2007)
Presentation of financial statements


The
adoption of IAS 1 (Revised 2007) makes certain changes to the format and titles
of the primary financial statements and to the presentation of some items within
these statements. It also gives rise to additional disclosures. The measurement
and recognition of the Group's assets, liabilities, income and expenses is
unchanged. However, some items that were recognised directly in equity are now
recognised in other comprehensive income. IFRS 1 affects the presentation of
owner changes in equity and introduces a 'Statement of comprehensive income'.
Comparatives have been restated to conform with the revised
standard.





Plastec
      International Holdings Limited
                  19Financial
      statements for the year ended 30 April 2010
  3.
              ADOPTION
      OF NEW OR AMENDED IFRSs (Continued)
 IAS 1 Presentation of
Financial Statements - Current/non-current classification of a callable term
loan
 Following
the decision concluded by the IFRSs Interpretation Committee (the “Committee”)
in November 2010 regarding the classification of a liability as current or
non-current when the liability is not scheduled for repayment within twelve
months after the reporting period, but may be callable by the lender at any time
without cause, the Group reclassified its long term loans from non-current
liabilities into current liabilities with immediate effect, as at the reporting
dates of 30 April 2010 and 2009.
  The
Committee concluded that the amounts repayable under a loan agreement, which
includes a clause that gives the lender the unconditional right to call the loan
at any time, shall be classified by the borrower as current liabilities in its
statement of financial position. The reason is the borrower under such an
agreement does not have an unconditional right to defer settlement of the
liability for at least twelve months after the reporting date. The effect of the
Group's financial statements is reclassification of long term loans of
approximately HK$32,736,000 and HK$2,500,000 from non-current liabilities to
current liabilities as at 30 April 2010 and 30 April 2009
respectively.
  As a
result of the above reclassification, an additional consolidated statement of
financial position as at 1 May 2008 is presented in accordance with the
requirement of the IAS 1 (Revised 2007).
  At the
date of authorisation of these financial statements, certain new and amended
IFRSs have been published but are not yet effective, and have not been adopted
early by the Group.
  The
directors anticipate that all of the pronouncements will be adopted in the
Group's accounting policy for the first period beginning after the effective
date of the pronouncement. The directors are of the opinion that the new and
amended IFRSs have been issued are not expected to have material impact of the
Group's financial statements.
  4.
              CRITICAL
      ACCOUNTING ESTIMATES AND JUDGEMENTS
 Estimates
and judgements are continually evaluated and are based on historical experience
and other factors, including expectations of future events that are believed to
be reasonable under the circumstances.
  The Group
makes estimates and assumptions concerning the future. The resulting accounting
estimates will, by definition, seldom equal the related actual results. The
estimates and assumptions that have a significant risk of causing a material
adjustment to the carrying amounts of assets and liabilities within the next
financial year are discussed below:
  (i)
              Depreciation
      and amortisation
 The Group
depreciates its property, plant and equipment and amortises its prepaid lease
payments in accordance with the accounting policies stated in Notes 2.6 and 2.7
respectively. The estimated useful lives reflect the management's estimate of
the periods that the Group intends to derive future economic benefits from the
use of these assets.
  
 
 Plastec
      International Holdings Limited
                  20Financial
      statements for the year ended 30 April 2010
  4.
              CRITICAL
      ACCOUNTING ESTIMATES AND JUDGEMENTS
(Continued)
 (ii)
              Net
      realisable value of inventories
 These
estimates are based on the current market condition and the historical
experience of selling products of similar nature. It could change significantly
as a result of competitor actions in response to severe industry cycles.
Management will reassess the estimations at the reporting date.
  (iii)
              Impairment
      of receivables
 The
Group's management determines impairment of receivables on a regular basis. This
estimate is based on the credit history of the Group's receivables and the
current market condition. When the Group's management determines that there are
indicators of significant financial difficulties of the receivables such as
default or delinquency in payments, allowance for impairment are estimated. The
Group's management reassesses the impairment of receivables at the reporting
date.
  (iv)
              Provision
      for taxes
 There are
certain transactions in the ordinary course of business for which the ultimate
tax determination is uncertain. Significant judgement is required in determining
the amount of the provision for taxes and the timing of payment of related
taxes. Should the final tax outcome be different from the amounts that were
initially recorded, such differences will impact the income tax provision in the
period in which such determination is made.
  In the
opinion of the directors, the current tax position is a fair reflection of the
judgement exercised by them with respect to such transactions.
  (v)
              Impairment
      of assets (other than financial
assets)
 The Group
assesses whether there are any indicators of impairment of assets at each
reporting date. They are tested for impairment when there are indicators that
the carrying amounts may not be recoverable. When value in use calculations are
undertaken, management estimates the expected future cash flows from the asset
or cash-generating unit and determines a suitable discount rate in order to
calculate the present value of those cash flows.
  5.
              REVENUE
 Revenue,
which is also the Group's turnover, represents the total invoiced sales net of
returns and discounts.
  
 Plastec
      International Holdings Limited
                    21Financial
      statements for the year ended 30 April 2010
 6.
              OTHER
      REVENUE AND NET INCOME
  2010
                                      
                                      
                                      2009HK$'000
                                      
                                      
                                      HK$'000Other
      revenueBank
      interest income
                                      
                                      
                                      60
                                      
                                      
                                      
                                      240Net
      exchange gain
                                      
                                      
                                      997
                                      
                                      
                                      
                                      -Sales
      of scrapped materials
                                      
                                      
                                      1,141
                                      
                                      
                                      
                                      161Sundry
      income
                                      
                                      
                                      2,226
                                      
                                      
                                      
                                      1,9414,424
                                      
                                      
                                      
                                      2,342Net
      incomeNet
      gain on disposal of property, plant and equipment
                                      
                                      
                                      1,077
                                      
                                      
                                      
                                      -5,501
                                      
                                      
                                      
                                      2,342
 
 7.
              FINANCE
      COSTS
 
 2010
                            
                            
                            2009HK$'000
                            
                            
                            HK$'000Interest
      charges on:Bank
      loans repayable within 5 years
                            
                            
                            1,102
                            
                            
                            
                            2,539Finance
      lease charges
                            
                            
                            1,631
                            
                            
                            
                            2,8162,733
                            
                            
                            
                            5,355
 
 8.
              PROFIT
      BEFORE INCOME TAX
 
 2010
                                      
                                      
                                      2009HK$'000
                                      
                                      
                                      HK$'000Profit
      before income tax is arrived at after charging:Amortisation
      of prepaid lease payments
                                      
                                      
                                      25
                                      
                                      
                                      
                                      25Bad
      debt written off
                                      
                                      
                                      -
                                      
                                      
                                      
                                      324Cost
      of inventories recognised as an expense
                                      
                                      
                                      810,187
                                      
                                      
                                      
                                      749,649Depreciation-
      Owned assets
                                      
                                      
                                      111,599
                                      
                                      
                                      
                                      92,978-
      Leased assets
                                      
                                      
                                      9,251
                                      
                                      
                                      
                                      10,184Net
      exchange loss
                                      
                                      
                                      -
                                      
                                      
                                      
                                      2,108Operating
      lease charges on premises
                                      
                                      
                                      17,661
                                      
                                      
                                      
                                      19,142Provision
      for impairment loss of inventories
                                      
                                      
                                      5,571
                                      
                                      
                                      
                                      -Loss
      on disposal of property, plant and equipment
                                      
                                      
                                      -
                                      
                                      
                                      
                                      29,031Staff
      costs (including directors' remuneration and retirement benefit scheme
      contributions)
                                      
                                      
                                      186,938
                                      
                                      
                                      
                                      175,024Written-off
      of property, plant and equipment (Note)
                                      
                                      
                                      40,348
                                      
                                      
                                      
                                      -
  Note:
  Property
plant and equipment amounting to approximately HK$40,348,000 was written off for
the year ended 30 April 2010 (2009: HK$ Nil) due to closing down of the related
factories in the PRC. The amount was charged to administrative expenses during
the year.
  
 Plastec
      International Holdings Limited
                    22Financial
      statements for the year ended 30 April 2010
 9.
              INCOME
      TAX EXPENSE
 Hong Kong
Profits Tax has been provided at the rate of 16.5% (2009: 16.5%) on the
estimated assessable profits for the year. The Group's certain subsidiaries
established and operating in the PRC are exempted from enterprise income tax for
the first two profitable years of operations, and thereafter, are eligible for a
50% relief from enterprise income tax for the following three years. Remaining
subsidiaries operating in the PRC are subject to PRC enterprise income tax rate
of 25%. No PRC enterprise income tax provided as the Group's subsidiaries
established in the PRC have no assessable profits during the year (2009:
Nil).
  2010
                                  
                                  
                                  2009HK$'000
                                  
                                  
                                  HK$'000Hong
      Kong Profits TaxCurrent
      year
                                  
                                  
                                  10,499
                                  
                                  
                                  
                                  3,285Over
      provision in prior years
                                  
                                  
                                  -
                                  
                                  
                                  
                                  (6,064
                                  )10,499
                                  
                                  
                                  
                                  (2,779
                                  )Overseas
      Profits Tax Current year
                                  
                                  
                                  -
                                  
                                  
                                  
                                  24Deferred
      tax (Note 21) Current year
                                  
                                  
                                  358
                                  
                                  
                                  
                                  3,527Income
      tax expense
                                  
                                  
                                  10,857
                                  
                                  
                                  
                                  772
 
 Reconciliation
between income tax expense and accounting profit at applicable tax rates
:
 
 2010
                                  
                                  
                                  2009HK$'000
                                  
                                  
                                  HK$'000Profit
      before income tax
                                  
                                  
                                  55,164
                                  
                                  
                                  
                                  62,510Tax
      on profit before taxation, calculated at the rates applicable to profits
      in the tax jurisdictions concerned
                                  
                                  
                                  10,205
                                  
                                  
                                  
                                  10,444Tax
      effect of non-deductible expenses
                                  
                                  
                                  1,010
                                  
                                  
                                  
                                  4,052Tax
      effect of non-taxable income
                                  
                                  
                                  (7,242
                                  )
                                  
                                  
                                  (5,680
                                  )Unrecognised
      temporary difference
                                  
                                  
                                  3,730
                                  
                                  
                                  
                                  (4,082
                                  )Tax
      effect of unused tax losses not recognised
                                  
                                  
                                  3,154
                                  
                                  
                                  
                                  2,570Tax
      effect of prior year's unrecognised tax losses utilised during the
      year
                                  
                                  -
                                  
                                  
                                  
                                  (468
                                  )Under/(over)
      provision in respect of prior years
                                  
                                  
                                  -
                                  
                                  
                                  
                                  (6,064
                                  )Income
      tax expense
                                  
                                  
                                  10,857
                                  
                                  
                                  
                                  772
  
 
 Plastec
      International Holdings Limited
                  23Financial
      statements for the year ended 30 April 2010
  10.
              EMPLOYEE
      BENEFIT EXPENSE (including directors'
  emoluments)
 
 2010
                              
                              
                              2009HK$'000
                              
                              
                              HK$'000Wages
      and salaries and other allowances
                              
                              
                              174,895
                              
                              
                              
                              162,886Pension costs – defined contribution
      plans
                              
                              
                              12,043
                              
                              
                              
                              12,138186,938
                              
                              
                              
                              175,024
 
 11.
              DIVIDEND
 Dividend
attributable to the year
 
 2010
                            
                            
                            2009HK$'000
                            
                            
                            HK$'000Interim dividend of HK$2,400 per ordinary share
      (2009: HK$4,000)
                            
                            
                            30,000
                            
                            
                            
                            50,000
  
 
 Plastec
      International Holdings Limited
                  24Financial
      statements for the year ended 30 April 2010
  12.
              PROPERTY,
      PLANT AND EQUIPMENT
  Furniture,Construction
                                      
                                      
                                      
                                      
                                      
                                      Plant and
                                      
                                      
                                      fixtures and
                                      
                                      
                                      Leasehold
                                      
                                      
                                      Computer
                                      
                                      
                                      Motorin progress
                                      
                                      
                                      Buildings
                                      
                                      
                                      machineries
                                      
                                      
                                      equipment
                                      
                                      
                                      improvements
                                      
                                      
                                      equipment
                                      
                                      
                                      vehicles
                                      
                                      
                                      Moulds
                                      
                                      
                                      TotalHK$'000
                                      
                                      
                                      HK$'000
                                      
                                      
                                      HK$'000
                                      
                                      
                                      HK$'000
                                      
                                      
                                      HK$'000
                                      
                                      
                                      HK$'000
                                      
                                      
                                      HK$'000
                                      
                                      
                                      HK$'000
                                      
                                      
                                      HK$'000At 1
      May 2008Cost
                                      
                                      
                                      21,163
                                      
                                      
                                      
                                      18,855
                                      
                                      
                                      
                                      493,844
                                      
                                      
                                      
                                      35,797
                                      
                                      
                                      
                                      7,856
                                      
                                      
                                      
                                      5,075
                                      
                                      
                                      
                                      8,355
                                      
                                      
                                      
                                      38,992
                                      
                                      
                                      
                                      629,937Accumulated
      depreciation
                                      
                                      
                                      -
                                      
                                      
                                      
                                      (1,447
                                      )
                                      
                                      
                                      (195,857
                                      )
                                      
                                      
                                      (17,313
                                      )
                                      
                                      
                                      (5,136
                                      )
                                      
                                      
                                      (3,377
                                      )
                                      
                                      
                                      (5,428
                                      )
                                      
                                      
                                      (14,126
                                      )
                                      
                                      
                                      (242,684
                                      )Net
      book amount
                                      
                                      
                                      21,163
                                      
                                      
                                      
                                      17,408
                                      
                                      
                                      
                                      297,987
                                      
                                      
                                      
                                      18,484
                                      
                                      
                                      
                                      2,720
                                      
                                      
                                      
                                      1,698
                                      
                                      
                                      
                                      2,927
                                      
                                      
                                      
                                      24,866
                                      
                                      
                                      
                                      387,253Year
      ended 30 April 2009Opening
      net book amount
                                      
                                      
                                      21,163
                                      
                                      
                                      
                                      17,408
                                      
                                      
                                      
                                      297,987
                                      
                                      
                                      
                                      18,484
                                      
                                      
                                      
                                      2,720
                                      
                                      
                                      
                                      1,698
                                      
                                      
                                      
                                      2,927
                                      
                                      
                                      
                                      24,866
                                      
                                      
                                      
                                      387,253Additions
                                      
                                      
                                      4,731
                                      
                                      
                                      
                                      702
                                      
                                      
                                      
                                      168,390
                                      
                                      
                                      
                                      19,858
                                      
                                      
                                      
                                      127
                                      
                                      
                                      
                                      1,695
                                      
                                      
                                      
                                      1,354
                                      
                                      
                                      
                                      1,950
                                      
                                      
                                      
                                      198,807Disposals
                                      
                                      
                                      -
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      (33,443
                                      )
                                      
                                      
                                      (897
                                      )
                                      
                                      
                                      -
                                      
                                      
                                      
                                      (7
                                      )
                                      
                                      
                                      (84
                                      )
                                      
                                      
                                      (15,956
                                      )
                                      
                                      
                                      (50,387
                                      )Depreciation
                                      
                                      
                                      -
                                      
                                      
                                      
                                      (982
                                      )
                                      
                                      
                                      (78,205
                                      )
                                      
                                      
                                      (13,104
                                      )
                                      
                                      
                                      (755
                                      )
                                      
                                      
                                      (1,176
                                      )
                                      
                                      
                                      (1,302
                                      )
                                      
                                      
                                      (7,638
                                      )
                                      
                                      
                                      (103,162
                                      )Write-back
      on disposals
                                      
                                      
                                      -
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      10,579
                                      
                                      
                                      
                                      672
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      2
                                      
                                      
                                      
                                      84
                                      
                                      
                                      
                                      6,169
                                      
                                      
                                      
                                      17,506Transfer
                                      
                                      
                                      (21,207
                                      )
                                      
                                      
                                      409
                                      
                                      
                                      
                                      321
                                      
                                      
                                      
                                      20,470
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      7
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      -Closing
      net book amount
                                      
                                      
                                      4,687
                                      
                                      
                                      
                                      17,537
                                      
                                      
                                      
                                      365,629
                                      
                                      
                                      
                                      45,483
                                      
                                      
                                      
                                      2,092
                                      
                                      
                                      
                                      2,219
                                      
                                      
                                      
                                      2,979
                                      
                                      
                                      
                                      9,391
                                      
                                      
                                      
                                      450,017At
      30 April 2009 and at 1 May 2009Cost
                                      
                                      
                                      4,687
                                      
                                      
                                      
                                      19,966
                                      
                                      
                                      
                                      629,112
                                      
                                      
                                      
                                      75,228
                                      
                                      
                                      
                                      7,983
                                      
                                      
                                      
                                      6,770
                                      
                                      
                                      
                                      9,625
                                      
                                      
                                      
                                      24,986
                                      
                                      
                                      
                                      778,357Accumulated
      depreciation
                                      
                                      
                                      -
                                      
                                      
                                      
                                      (2,429
                                      )
                                      
                                      
                                      (263,483
                                      )
                                      
                                      
                                      (29,745
                                      )
                                      
                                      
                                      (5,891
                                      )
                                      
                                      
                                      (4,551
                                      )
                                      
                                      
                                      (6,646
                                      )
                                      
                                      
                                      (15,595
                                      )
                                      
                                      
                                      (328,340
                                      )Net
      book amount
                                      
                                      
                                      4,687
                                      
                                      
                                      
                                      17,537
                                      
                                      
                                      
                                      365,629
                                      
                                      
                                      
                                      45,483
                                      
                                      
                                      
                                      2,092
                                      
                                      
                                      
                                      2,219
                                      
                                      
                                      
                                      2,979
                                      
                                      
                                      
                                      9,391
                                      
                                      
                                      
                                      450,017Year
      ended 30 April 2010Opening
      net book amount
                                      
                                      
                                      4,687
                                      
                                      
                                      
                                      17,537
                                      
                                      
                                      
                                      365,629
                                      
                                      
                                      
                                      45,483
                                      
                                      
                                      
                                      2,092
                                      
                                      
                                      
                                      2,219
                                      
                                      
                                      
                                      2,979
                                      
                                      
                                      
                                      9,391
                                      
                                      
                                      
                                      450,017Additions
                                      
                                      
                                      10,488
                                      
                                      
                                      
                                      508
                                      
                                      
                                      
                                      119,533
                                      
                                      
                                      
                                      31,968
                                      
                                      
                                      
                                      161
                                      
                                      
                                      
                                      2,274
                                      
                                      
                                      
                                      1,130
                                      
                                      
                                      
                                      8,260
                                      
                                      
                                      
                                      174,322Disposals
                                      
                                      
                                      -
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      (25,092
                                      )
                                      
                                      
                                      (169
                                      )
                                      
                                      
                                      -
                                      
                                      
                                      
                                      (39
                                      )
                                      
                                      
                                      (1,077
                                      )
                                      
                                      
                                      -
                                      
                                      
                                      
                                      (26,377
                                      )Written
      off
                                      
                                      
                                      -
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      (30,372
                                      )
                                      
                                      
                                      (9,875
                                      )
                                      
                                      
                                      (68
                                      )
                                      
                                      
                                      (33
                                      )
                                      
                                      
                                      -
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      (40,348
                                      )Depreciation
                                      
                                      
                                      -
                                      
                                      
                                      
                                      (1,040
                                      )
                                      
                                      
                                      (91,843
                                      )
                                      
                                      
                                      (17,504
                                      )
                                      
                                      
                                      (455
                                      )
                                      
                                      
                                      (1,279
                                      )
                                      
                                      
                                      (1,349
                                      )
                                      
                                      
                                      (7,380
                                      )
                                      
                                      
                                      (120,850
                                      )Write-back
      on disposals
                                      
                                      
                                      -
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      20,281
                                      
                                      
                                      
                                      118
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      39
                                      
                                      
                                      
                                      560
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      20,998Transfer
                                      
                                      
                                      (10,482
                                      )
                                      
                                      
                                      420
                                      
                                      
                                      
                                      5,913
                                      
                                      
                                      
                                      1,110
                                      
                                      
                                      
                                      2,656
                                      
                                      
                                      
                                      87
                                      
                                      
                                      
                                      296
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      -Exchange
      realignment
                                      
                                      
                                      10
                                      
                                      
                                      
                                      (7
                                      )
                                      
                                      
                                      759
                                      
                                      
                                      
                                      104
                                      
                                      
                                      
                                      60
                                      
                                      
                                      
                                      5
                                      
                                      
                                      
                                      32
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      963Closing
      net book amount
                                      
                                      
                                      4,703
                                      
                                      
                                      
                                      17,418
                                      
                                      
                                      
                                      364,808
                                      
                                      
                                      
                                      51,235
                                      
                                      
                                      
                                      4,446
                                      
                                      
                                      
                                      3,273
                                      
                                      
                                      
                                      2,571
                                      
                                      
                                      
                                      10,271
                                      
                                      
                                      
                                      458,725At
      30 April 2010Cost
                                      
                                      
                                      4,703
                                      
                                      
                                      
                                      20,940
                                      
                                      
                                      
                                      683,607
                                      
                                      
                                      
                                      93,558
                                      
                                      
                                      
                                      10,724
                                      
                                      
                                      
                                      9,025
                                      
                                      
                                      
                                      10,018
                                      
                                      
                                      
                                      33,246
                                      
                                      
                                      
                                      865,821Accumulated
      depreciation
                                      
                                      
                                      -
                                      
                                      
                                      
                                      (3,522
                                      )
                                      
                                      
                                      (318,799
                                      )
                                      
                                      
                                      (42.323
                                      )
                                      
                                      
                                      (6,278
                                      )
                                      
                                      
                                      (5,752
                                      )
                                      
                                      
                                      (7,447
                                      )
                                      
                                      
                                      (22,975
                                      )
                                      
                                      
                                      (407,096
                                      )Net
      book amount
                                      
                                      
                                      4,703
                                      
                                      
                                      
                                      17,418
                                      
                                      
                                      
                                      364,808
                                      
                                      
                                      
                                      51,235
                                      
                                      
                                      
                                      4,446
                                      
                                      
                                      
                                      3,273
                                      
                                      
                                      
                                      2,571
                                      
                                      
                                      
                                      10,271
                                      
                                      
                                      
                                      458,725
  
 
 Plastec
      International Holdings Limited
                  25Financial
      statements for the year ended 30 April 2010
  12.
              PROPERTY,
      PLANT AND EQUIPMENT (Continued)
 Plant and
machineries of net book value of HK$50,901,000 (2009: HK$63,661,000) were held
under finance lease.
  The
buildings which were located outside Hong Kong were held under medium lease
terms.
  13.
              PREPAID
      LEASE PAYMENTS
  2010
                              
                              
                              2009HK$'000
                              
                              
                              HK$'000Opening
      net carrying amount
                              
                              
                              1,116
                              
                              
                              
                              1,141Amortisation
                              
                              
                              (25
                              )
                              
                              
                              (25
                              )Exchange
      difference
                              
                              
                              25
                              
                              
                              
                              -Closing
      net carrying amount
                              
                              
                              1,116
                              
                              
                              
                              1,116Less:
      current portion
                              
                              
                              (25
                              )
                              
                              
                              (25
                              )Non-current
      portion
                              
                              
                              1,091
                              
                              
                              
                              1,091
 
 The
analysis of the net carrying amounts of prepaid lease payments according tolease periods is as follows:
 
 2010
                          
                          
                          2009HK$'000
                          
                          
                          HK$'000Outside
      Hong Kong, held on:Leases
      of between 10 and 50 years
                          
                          
                          1,116
                          
                          
                          
                          1,116
  
 Plastec
      International Holdings Limited
                    26Financial
      statements for the year ended 30 April 2010
 14.
              SUBSIDIARIES
 Particulars
of the subsidiaries at 30 April 2010 are as follows :-
  Name
                                                                                
                                                                                Placeof
                                                                                  incorporation/
                                                                                  registration and
                                                                                  operations
                                                                                
                                                                                Type of legal
                                                                                  entity
                                                                                
                                                                                Nominal valueof
                                                                                  issued ordinary/
                                                                                  registered share
                                                                                  capital
                                                                                
                                                                                Percentage of
                                                                                  equity attributable
                                                                                  to the Company
                                                                                
                                                                                Principal activitiesDirect
                                                                                
                                                                                IndirectFast
      AchieveEnterprisesLimited
                                                                                
                                                                                BVI
                                                                                
                                                                                Limited
      liability
                                                                                  company
                                                                                
                                                                                1
      ordinary share of
                                                                                  US$1
                                                                                
                                                                                100%
                                                                                
                                                                                -
                                                                                
                                                                                DormantBroadway
      Industrial Holdings Limited
                                                                                
                                                                                BVI
                                                                                
                                                                                Limited
      liability
                                                                                  company
                                                                                
                                                                                3,850,000
      ordinary
                                                                                  shares
      of US$1
                                                                                  each
                                                                                
                                                                                100%
                                                                                
                                                                                -
                                                                                
                                                                                Manufacturing
      of plastic parts of electronic appliancesBroadway
      Industrial Holdings Limited
                                                                                
                                                                                Hong
      Kong
                                                                                
                                                                                Limited
      liability
                                                                                  company
                                                                                
                                                                                1
      ordinary share of
                                                                                  HK$1
                                                                                
                                                                                -
                                                                                
                                                                                100%
                                                                                
                                                                                Investment
      holdingBroadway
      Precision Industrial (Kunshan) Ltd.
                                                                                
                                                                                The
      People's
                                                                                  Republic
      of China
                                                                                
                                                                                Wholly
      owned
                                                                                  foreign
      enterprise
                                                                                
                                                                                Registered
      capital
                                                                                  of
      US$6,000,000
                                                                                
                                                                                -
                                                                                
                                                                                100%
                                                                                
                                                                                Manufacturing
      of plastic parts of electronic appliancesBroadway
      Manufacturing Company Limited
                                                                                
                                                                                BVI
                                                                                
                                                                                Limited
      liability
                                                                                  company
                                                                                
                                                                                1
      ordinary share of
                                                                                  US$1
                                                                                
                                                                                100%
                                                                                
                                                                                -
                                                                                
                                                                                Property
      investmentSun
      Ngai Spraying and Silk Print Co. Ltd.
                                                                                
                                                                                BVI
                                                                                
                                                                                Limited
      liability
                                                                                  company
                                                                                
                                                                                100
      ordinary
                                                                                  shares
      ofUS$1
                                                                                  each
                                                                                
                                                                                100%
                                                                                
                                                                                -
                                                                                
                                                                                Provision
      of spraying and silk printing servicesSun
      Ngai Spraying and Silk Print (HK) Co., Ltd.
                                                                                
                                                                                Hong
      Kong
                                                                                
                                                                                Limited
      liability
                                                                                  company
                                                                                
                                                                                1
      ordinary share of
                                                                                  HK$1
                                                                                
                                                                                -
                                                                                
                                                                                100%
                                                                                
                                                                                DormantSun
      Line Industrial Limited
                                                                                
                                                                                Hong
      Kong
                                                                                
                                                                                Limited
      liability
                                                                                  company
                                                                                
                                                                                100,000
      ordinary
                                                                                  shares
      of HK$1
                                                                                  each
                                                                                
                                                                                100%
                                                                                
                                                                                -
                                                                                
                                                                                Manufacturing
      of plastic products and provision of silk printing
  serviceHeyuan
      Sun Line Industrial Ltd.
                                                                                
                                                                                The
      People's
                                                                                  Republic
      of China
                                                                                
                                                                                Wholly
      owned
                                                                                  foreign
      enterprise
                                                                                
                                                                                Registered
      capital
                                                                                  of US$5,000,000
                                                                                
                                                                                -
                                                                                
                                                                                100%
                                                                                
                                                                                Manufacturing
      of plastic parts of electronic appliancesNew
      Skill Holdings Limited
                                                                                
                                                                                Samoa
                                                                                
                                                                                Limited
      liability
                                                                                  company
                                                                                
                                                                                1
      ordinary share of
                                                                                  US$1
                                                                                
                                                                                100%
                                                                                
                                                                                -
                                                                                
                                                                                Investment
      holdingDongguan
      SunChuen Plastic Products Co., Ltd.
                                                                                
                                                                                The
      People's
                                                                                  Republic
      of China
                                                                                
                                                                                Wholly
      owned
                                                                                  foreign
      enterprise
                                                                                
                                                                                Registered
      capital of HK$17,000,000
                                                                                
                                                                                -
                                                                                
                                                                                100%
                                                                                
                                                                                Manufacturing
      of plastic parts of electronic appliancesSun
      Line (Macao Commercial Offshore) Company Limited
                                                                                
                                                                                Macau
                                                                                
                                                                                Limited
      liability
                                                                                  company
                                                                                
                                                                                100,000
      ordinary
                                                                                  share
      of MOP 1
                                                                                  each
                                                                                
                                                                                100%
                                                                                
                                                                                -
                                                                                
                                                                                Trading
      of plastic productsSun
      Terrace Industries Limited
                                                                                
                                                                                BVI
                                                                                
                                                                                Limited
      liability
                                                                                  company
                                                                                
                                                                                1
      ordinary share of
                                                                                  US$1
                                                                                
                                                                                100%
                                                                                
                                                                                -
                                                                                
                                                                                Investment
      holdingAllied
      Sun Corporation Limited
                                                                                
                                                                                Hong
      Kong
                                                                                
                                                                                Limited
      liability
                                                                                  company
                                                                                
                                                                                1
      ordinary share of
                                                                                  HK$1
                                                                                
                                                                                -
                                                                                
                                                                                100%
                                                                                
                                                                                Investment
      holdingSunLine Precision Industrial (Zhuhai)
      Ltd.
                                                                                
                                                                                The
      People's
                                                                                  Republic
      of China
                                                                                
                                                                                Wholly
      owned
                                                                                  foreign
      enterprise
                                                                                
                                                                                Registered
      capital
                                                                                  of
      US$5,600,000
                                                                                
                                                                                -
                                                                                
                                                                                100%
                                                                                
                                                                                Manufacturing
      of plastic parts of electronic
appliances
  
 Plastec
      International Holdings Limited
                      27Financial
      statements for the year ended 30 April 2010
 15.
              INVENTORIES
  2010
                                    
                                    
                                    2009HK$'000
                                    
                                    
                                    HK$'000Raw
      materials
                                    
                                    
                                    38,751
                                    
                                    
                                    
                                    36,930Work
      in progress
                                    
                                    
                                    22,722
                                    
                                    
                                    
                                    27,271Finished
      goods
                                    
                                    
                                    18,396
                                    
                                    
                                    
                                    18,96279,869
                                    
                                    
                                    
                                    83,163Less:
      Provision for impairment loss of inventories
                                    
                                    
                                    (5,571
                                    )
                                    
                                    
                                    -74,298
                                    
                                    
                                    
                                    83,163
 
 The
movement in the provision for impairment loss of inventories is as
follows:
 
 2010
                            
                            
                            2009HK$'000
                            
                            
                            HK$'000Balance
      at the beginning of the year
                            
                            -
                            
                            
                            -Provision
      for the year
                            
                            
                            5,571
                            
                            
                            
                            -Balance
      at the end of the year
                            
                            
                            5,571
                            
                            
                            
                            -
 
 16.
              TRADE
      RECEIVABLES
 
 2010
                            
                            
                            2009HK$'000
                            
                            
                            HK$'000Trade
      receivables
                            
                            
                            242,097
                            
                            
                            
                            174,209Less:
      bad debt written off
                            
                            
                            -
                            
                            
                            
                            (324
                            )Trade
      receivables - net
                            
                            
                            242,097
                            
                            
                            
                            173,885
  The
directors of the Group consider that the fair values of trade receivables which
are expected to be recovered within one year are not materially different from
their carrying amounts because these balances have short maturity periods on
their inception.
  
 Plastec
      International Holdings Limited
                    28Financial
      statements for the year ended 30 April 2010
 16.
              TRADE
      RECEIVABLES (Continued)
 The
credit terms of the Group's trade receivables range from 30 to 180 days. The
Group normally applies credit terms to its customers according to industry
practice together with consideration of their creditability, repayment history
and years of establishment. The Group seeks to maintain strict control over its
outstanding receivables. Overdue balances are regularly reviewed by the
management.
  The aging
analysis of the Group's trade receivables as at the reporting date, based on due
date and net of provision, is as follows :
  2010
                            
                            
                            2009HK$'000
                            
                            
                            HK$'000Neither
      past due nor impaired
                            
                            
                            240,353
                            
                            
                            
                            168,0980 -
      180 days past due
                            
                            
                            1,744
                            
                            
                            
                            5,781181
      - 365 days past due
                            
                            
                            -
                            
                            
                            
                            6242,097
                            
                            
                            
                            173,885
  Trade
receivables that were neither past due nor impaired relate to customers for whom
there was no recent history of default.
  Trade
receivables past due but not impaired were related to customers that had a good
track record with the Group. Based on past experience, the management believe
that no impairment allowance is necessary in respect of these balances as there
has not been a significant change in credit quality and the balances are still
considered fully recoverable. The Group did not hold any collateral in respect
of trade receivables.
  17.
              DEPOSITS,
      PREPAYMENTS AND OTHER RECEIVABLES
  2010
                                              
                                              
                                              2009HK$'000
                                              
                                              
                                              HK$'000Non-current
      assetsDeposits
      paid for acquisition of property, plant and
      equipment
                                              
                                              
                                              11,420
                                              
                                              
                                              
                                              1,009Prepaid
      rental
                                              
                                              
                                              26,818
                                              
                                              
                                              
                                              28,34538,238
                                              
                                              
                                              
                                              29,354Current
      assetsOther
      receivables
                                              
                                              
                                              704
                                              
                                              
                                              
                                              1,525Deposits
      and prepayments
                                              
                                              
                                              11,010
                                              
                                              
                                              
                                              9,99811,714
                                              
                                              
                                              
                                              11,523




Plastec
      International Holdings Limited
            29


Financial
statements for the year ended 30 April 2010




18.
            CASH
      AND CASH EQUIVALENTS




2010
                                      
                                      
                                      2009HK$'000
                                      
                                      
                                      HK$'000Cash
      at bank and in hand
                                      
                                      
                                      116,719
                                      
                                      
                                      
                                      63,799Short-term
      bank deposits
                                      
                                      
                                      34,585
                                      
                                      
                                      
                                      31,240151,304
                                      
                                      
                                      
                                      95,039




The
short-term bank deposits earn 0.01% to 0.04% (2009: 0.01%) interest per annum.
They have a maturity less than 3 months and are eligible for immediate
cancellation without receiving any interest for the last deposit
period.




The
directors of the Group considered that the fair value of the short-term bank
deposits is not materially different from their carrying amount because of the
short maturity period on their inception.




Included
in bank and cash balances of the Group of approximately HK$7,315,000 (2009:
HK$16,029,000) was denominated in Renminbi (“RMB”) placed with
banks in the PRC. RMB is not a freely convertible currency. Under the PRC's
Foreign Exchange Control Regulations and Administration of Settlement and Sales
and Payment of Foreign Exchange Regulations, the Group is permitted to exchange
RMB for foreign currencies through banks that are authorised to conduct foreign
exchange business.




19.
            TRADE
      AND OTHER PAYABLES AND ACCRUALS




2010
                            
                            
                            2009HK$'000
                            
                            
                            HK$'000Trade
      payables
                            
                            
                            136,014
                            
                            
                            
                            86,481Other
      payables and accruals
                            
                            
                            52,244
                            
                            
                            
                            46,685188,258
                            
                            
                            
                            133,166




20.
            BORROWINGS





2010
                                      
                                      
                                      2009
                                      
                                      
                                      1
      May 2008HK$'000
                                      
                                      
                                      HK$'000
                                      
                                      
                                      HK$'000(Restated)
                                      
                                      
                                      (Restated)Non-currentFinance
      lease liabilities (b)
                                      
                                      
                                      5,570
                                      
                                      
                                      
                                      15,563
                                      
                                      
                                      
                                      22,418CurrentBank
      loans (a)
                                      
                                      
                                      113,976
                                      
                                      
                                      
                                      46,641
                                      
                                      
                                      
                                      88,065Finance
      lease liabilities (b)
                                      
                                      
                                      9,762
                                      
                                      
                                      
                                      18,443
                                      
                                      
                                      
                                      18,701123,738
                                      
                                      
                                      
                                      65,084
                                      
                                      
                                      
                                      106,766Total
      borrowings
                                      
                                      
                                      129,308
                                      
                                      
                                      
                                      80,647
                                      
                                      
                                      
                                      129,184




(a)   Bank
loans


Bank
loans were supported by corporate and personal guarantees given jointly by the
Company and a director of the Company.







Plastec
      International Holdings Limited
              30
 Financial
statements for the year ended 30 April 2010




20.
            BORROWINGS
      (Continued)


(a)
            Bank
      loans (Continued)


Bank
loans were dominated in Hong Kong dollars with interest rates ranging from 1.33%
to 2.73% per annum (2009: from 1.40% to 5.70% per annum).




Of the
balance, HK$32,736,000 (2009: HK$2,500,000 (Restated), 1 May 2008: HK$5,000,000
(Restated)) were term loans payable over one year that contain repayment on
demand clauses. The remaining balance of HK$81,240,000 (2009: HK$44,141,000, 1
May 2008: HK$83,065,000) was payable within one year.




(b)
            Finance
      lease liabilities


The
analysis of the Group's obligations under finance leases are as
follows:




2010
                                          
                                          
                                          2009
                                          
                                          
                                          2008HK$'000
                                          
                                          
                                          HK$'000
                                          
                                          
                                          HK$'000Total
      minimum lease payments:Due
      within one year
                                          
                                          
                                          10,404
                                          
                                          
                                          
                                          20,032
                                          
                                          
                                          
                                          21,056Due
      in the second to fifth years
                                          
                                          
                                          5,725
                                          
                                          
                                          
                                          16,402
                                          
                                          
                                          
                                          23,75016,129
                                          
                                          
                                          
                                          36,434
                                          
                                          
                                          
                                          44,806Future
      finance charges on finance leases
                                          
                                          
                                          (797
                                          )
                                          
                                          
                                          (2,428
                                          )
                                          
                                          
                                          (3,687
                                          )Present
      value of finance lease liabilities
                                          
                                          
                                          15,332
                                          
                                          
                                          
                                          34,006
                                          
                                          
                                          
                                          41,119





2010
                                    
                                    
                                    2009
                                    
                                    
                                    2008HK$'000
                                    
                                    
                                    HK$'000
                                    
                                    
                                    HK$'000Present
      value of minimum lease payments:Due
      within one year
                                    
                                    
                                    9,762
                                    
                                    
                                    
                                    18,443
                                    
                                    
                                    
                                    18,701Due
      in the second to fifth years
                                    
                                    
                                    5,570
                                    
                                    
                                    
                                    15,563
                                    
                                    
                                    
                                    22,41815,332
                                    
                                    
                                    
                                    34,006
                                    
                                    
                                    
                                    41,119Less:
      portion due within one year included under current
    liabilities
                                    
                                    
                                    (9,762
                                    )
                                    
                                    
                                    (18,443
                                    )
                                    
                                    
                                    (18,701
                                    )Portion
      due after one year included under non-current liabilities
                                    
                                    
                                    5,570
                                    
                                    
                                    
                                    15,563
                                    
                                    
                                    
                                    22,418




The Group
entered into finance leases for items of plant and machinery. The lease periods
are for 4 to 5 years. The Group has the option to purchase the leased equipments
at prices that are expected to be sufficiently lower than the fair values of the
leased assets at the end of the lease. None of the leases include contingent
rentals.




Finance
lease liabilities are effectively secured by the underlying assets as the rights
to the leased asset would be reverted to the lessor in the event of default by
repayment by the Group.




The
carrying values of the Group's borrowings are considered to be reasonable
approximation of fair values.







Plastec
      International Holdings Limited
              31
 Financial
statements for the year ended 30 April 2010




21.
            DEFERRED
      TAX


The
movement in the deferred tax liabilities during the year is as
follows:




HK$'000Accelerated
      tax depreciationAt
      1 May 2008
                            
                            
                            11,271Recognised
      in profit or loss
                            
                            
                            3,527At
      30 April 2009 and 1 May 2009
                            
                            
                            14,798Recognised
      in profit or loss
                            
                            
                            358At
      30 April 2010
                            
                            
                            15,156




The Group
has unrecognised tax losses of approximately of HK$39,173,000 (2009:
HK$16,264,000) to carry forward against future taxable income. Deferred tax
assets have not been recognised in respect of these losses which arose in
subsidiaries with unpredictability future profit streams. These tax losses do
not expire under relevant legislations.




Deferred
tax liabilities in respect of the temporary differences associated with the
undistributed earnings of subsidiaries in the PRC have not been provided as the
Group is in a position to control the timing of reversal of these differences
and it is probable that such differences will not reverse in the foreseeable
future.




22.
            SHARE
      CAPITAL




2010
                              
                              
                              2009HK$'000
                              
                              
                              HK$'000Authorised
      :50,000
      ordinary shares of US$1 (equivalent to HK$7.8) each
                              
                              
                              390
                              
                              
                              
                              390Issued
      and fully paid :12,500
      ordinary shares of US$1 (equivalent to HK$7.8) each
                              
                              
                              98
                              
                              
                              
                              98





23.
            RESERVES


Movements
of the Group's reserves are disclosed in the consolidated statement of changes
in equity on page 5.




24.
            OPERATING
      LEASE COMMITMENTS


At the
reporting date, the total future minimum lease payments under non-cancellable
operating leases are payable by the Group as follows:




2010
                            
                            
                            2009HK$'000
                            
                            
                            HK$'000Within
      one year
                            
                            
                            15,151
                            
                            
                            
                            13,280In
      the second to fifth years, inclusive
                            
                            
                            36,108
                            
                            
                            
                            46,756Over
      five years
                            
                            
                            788
                            
                            
                            
                            2,19752,047
                            
                            
                            
                            62,233







Plastec
      International Holdings Limited
              32
 Financial
statements for the year ended 30 April 2010




24.
            OPERATING
      LEASE COMMITMENTS (Continued)


The Group
leases a number of properties under operating leases. The leases run for an
initial period of 2 to 10 years, with an option to renew the lease and
renegotiate the terms at the expiry date or at dates as mutually agreed between
the Group and respective lessors. None of the leases include contingent
rentals.




25.
            CAPITAL
      COMMITMENTS




2010
                                      
                                      
                                      2009HK$'000
                                      
                                      
                                      HK$'000Contracted
      but not provided forProperty,
      plant and equipment
                                      
                                      
                                      35,612
                                      
                                      
                                      
                                      827




26.
            FINANCIAL
      RISK MANAGEMENT OBJECTIVES AND
POLICIES


The Group
does not have written risk management policies and guidelines. However, the
board of directors of the Company meets periodically to analyse and formulate
measures to manage the Group's exposure to market risk (including principally
changes in interest rates and currency exchange rates), credit risk and
liquidity risk. Generally, the Group employs conservative strategies regarding
its risk management. As the Group's exposure to market risk is kept at a minimum
level, the Group has not used any derivative or other instruments for hedging
purposes. The Group does not hold or issue derivative financial instruments for
trading purposes.




As at 30
April 2010, the Group's financial instruments mainly consisted of cash and cash
equivalents, trade receivables, other receivables, trade and other payables and
accruals, borrowings and dividend payable.




(a)
            Interest
      rate risk


Interest
rate risk relates to the risk that the fair value or cash flows of a financial
instrument will fluctuate because of the changes in market interest rates.
Financial instruments bearing variable rates and fixed rates expose the Group to
cash flow interest rate risk and fair value interest rate risk
respectively.




The
interest rates and terms of repayment of the Group's borrowings are disclosed in
Note 20. The directors of the Company consider the Group does not have
significant exposure to interest rate risk in respect of the Group's borrowings
as they are mainly at fixed rates and stated at amortised cost. The Group's
exposure to interest rate risk arises on bank deposits is not significant. The
Group has not used any derivative contracts to hedge its exposure to interest
rate risk. The Group has not formulated a policy to manage the interest rate
risk.




The
directors of the Company consider the Group's exposures to cash flow interest
rate risk on bank balances as follows:







Plastec
      International Holdings Limited
              33
 Financial
statements for the year ended 30 April 2010




26.
            FINANCIAL
      RISK MANAGEMENT OBJECTIVES AND POLICIES
  (Continued)


(a)
              Interest
      rate risk (Continued)


Sensitive
analysis


At 30
April 2010, it is estimated that a general increase/decrease of 25 basis points
in interest rates, with all other variables held constant, would
increase/decrease the Group's profit after tax and retained profits by
approximately HK$93,000 (2009: HK$121,000). There would be no impact on other
components of consolidated equity in response to the general increase/decrease
in interest rates.




The
assumed changes in interest rates are considered to be reasonably possible based
on observation of current market conditions and represents management's
assessment of a reasonably possible change in interest rate over the next twelve
month period.




The
policies to manage interest rate risk have been followed by the Group since
prior years and are considered to be effective.




(b)
            Credit
      risk


Credit
risk refers to the risk that the counterparty to a financial instrument would
fail to discharge its obligation under the terms of the financial instrument and
cause a financial loss to the Group. The Group's exposure to credit risk mainly
arises from granting credit to customers in the ordinary course of its operating
activities.




The
Group's cash and bank balances as at 30 April 2010 are mainly maintained with
authorised banks in Hong Kong and the PRC. The Group's management considers the
credit risk associated with these bank balances is
insignificant.




The
carrying amounts of the trade and other receivables included in the consolidated
statement of financial position represent the Group's maximum exposure to credit
risk in relation to the Group's financial assets. No other financial assets
carry a significant exposure to credit risk. The Group has no significant
concentration of credit risk due to its large customer base. Further details
about the trade receivables are disclosed in Note 16 to the financial
statements.




The
credit policies have been followed by the Group since prior years and are
considered to be effective in limiting the Group's exposure to credit risk to a
desirable level.







Plastec
      International Holdings Limited
              34
 Financial
statements for the year ended 30 April 2010




26.
            FINANCIAL
      RISK MANAGEMENT OBJECTIVES AND POLICIES
  (Continued)


(c)
            Liquidity
      risk


Liquidity
risk relates to the risk that the Group will not be able to meet its obligations
associated with its financial liabilities. The Group is exposed to liquidity
risk in respect of settlement of trade payables and its financing obligations,
and also in respect of its cash flow management. The Group's objective is to
maintain an appropriate level of liquid assets and committed lines of funding to
meet its liquidity requirements in the short and longer term.




The
contractual maturity analysis below is based on the undiscounted cash flows of
the financial liabilities:




As at 30 April 2010Total
                                    
                                    
                                    
                                    
                                    
                                    More thancontractual
                                    
                                    
                                    Within
                                    
                                    
                                    1 year butCarrying
                                    
                                    
                                    undiscounted
                                    
                                    
                                    1 year or
                                    
                                    
                                    less thanamount
                                    
                                    
                                    cash flow
                                    
                                    
                                    on demand
                                    
                                    
                                    5 yearsHK$'000
                                    
                                    
                                    HK$'000
                                    
                                    
                                    HK$'000
                                    
                                    
                                    HK$'000Trade
      and other payables and accruals
                                    
                                    
                                    188,258
                                    
                                    
                                    
                                    188,258
                                    
                                    
                                    
                                    188,258
                                    
                                    
                                    -Borrowings
                                    
                                    
                                    129,308
                                    
                                    
                                    
                                    131,853
                                    
                                    
                                    
                                    126,128
                                    
                                    
                                    
                                    5,725Dividend payable
                                    
                                    
                                    60,000
                                    
                                    
                                    
                                    60,000
                                    
                                    
                                    
                                    60,000
                                    
                                    
                                    
                                    -377,566
                                    
                                    
                                    
                                    380,111
                                    
                                    
                                    
                                    374,386
                                    
                                    
                                    
                                    5,725





As at 30 April 2009Total
                                  
                                  
                                  
                                  
                                  
                                  More thancontractual
                                  
                                  
                                  Within
                                  
                                  
                                  1 year butCarrying
                                  
                                  
                                  undiscounted
                                  
                                  
                                  1 year or
                                  
                                  
                                  less thanamount
                                  
                                  
                                  cash flow
                                  
                                  
                                  on demand
                                  
                                  
                                  5 yearsHK$'000
                                  
                                  
                                  HK$'000
                                  
                                  
                                  HK$'000
                                  
                                  
                                  HK$'000Trade
      and other payables and accruals
                                  
                                  
                                  133,166
                                  
                                  
                                  
                                  133,166
                                  
                                  
                                  
                                  133,166
                                  
                                  
                                  -Borrowings
                                  
                                  
                                  80,647
                                  
                                  
                                  
                                  83,409
                                  
                                  
                                  
                                  67,007
                                  
                                  
                                  
                                  16,402Dividend
      payable
                                  
                                  
                                  50,000
                                  
                                  
                                  
                                  50,000
                                  
                                  
                                  
                                  50,000
                                  
                                  
                                  
                                  -263,813
                                  
                                  
                                  
                                  266,575
                                  
                                  
                                  
                                  250,173
                                  
                                  
                                  
                                  16,402




The
liquidity policies have been followed by the Group since prior years and are
considered to be effective in managing liquidity risks.







Plastec
      International Holdings Limited
              35
 Financial
statements for the year ended 30 April 2010




26.
            FINANCIAL
      RISK MANAGEMENT OBJECTIVES AND POLICIES
  (Continued)


(d)
            Foreign
      currency risk


Currency
risk refers to the risk that the fair value or future cash flows of a financial
instrument will fluctuate because of changes in foreign exchange
rates.




The Group
does not have significant exposure to foreign currency risk, as the Group’s transactions are
mainly dominated in HK$ and US$. As HK$ is pegged to US$ at a fixed exchange
rate, the Group does not use derivative financial instruments to hedge its
foreign currency risk. The Group reviews its foreign currency exposures
regularly and does not consider its foreign exchange risk to be
significant.




(e)
            Summary
      of financial assets and liabilities by
category


The
carrying amounts of the Group’s financial assets
and liabilities as recognised at the reporting dates are catergorised as
follows. See Notes 2.10 and 2.17 for explanations about how the classification
of financial instruments affects their subsequent measurements.




2010
                                      
                                      
                                      2009HK$'000
                                      
                                      
                                      HK$'000Financial
      assetsLoans
      and receivables :-
      Trade receivables
                                      
                                      
                                      242,097
                                      
                                      
                                      
                                      173,885-
      Other receivables (Note 17)
                                      
                                      
                                      704
                                      
                                      
                                      
                                      1,525Cash
      and cash equivalents
                                      
                                      
                                      151,304
                                      
                                      
                                      
                                      95,039394,105
                                      
                                      
                                      
                                      270,449




2010
                                  
                                  
                                  2009HK$'000
                                  
                                  
                                  HK$'000Financial
      liabilitiesFinancial
      liabilities measured at amortised cost:-
      Trade and other payables and accruals
                                  
                                  
                                  (188,258
                                  )
                                  
                                  
                                  (133,166
                                  )-
      Borrowings
                                  
                                  
                                  (129,308
                                  )
                                  
                                  
                                  (80,647
                                  )-
      Dividend payable
                                  
                                  
                                  (60,000
                                  )
                                  
                                  
                                  (50,000
                                  )(377,566
                                  )
                                  
                                  
                                  (263,813
                                  )







Plastec
      International Holdings Limited
              36
 Financial
statements for the year ended 30 April 2010




27.
            CAPITAL
      MANAGEMENT POLICIES AND PROCEDURES


The
Group's capital management objectives are to ensure the Group's ability to
continue as a going concern and to provide an adequate return to shareholders by
pricing goods commensurately with the level of risk.




The Group
actively and regularly reviews and manages its capital structure to ensure
optimal capital structure and shareholder returns, taking into consideration the
future capital requirements of the Group, prevailing and projected capital
expenditures and projected strategic investment opportunities.




In order
to maintain or adjust the capital structure, the Group may adjust the amount of
dividends paid to shareholders, return capital to shareholders, issue new shares
or sell assets to reduce debt.




The Group
regards total equity presented on the face of the consolidated statement of
financial position as capital, for capital management purpose, which the
management considers as optimal having considered the projected capital
expenditures and the forecast strategic investment opportunities.




The Group
is not subject to externally imposed capital requirements.