NUTRYFARM INTERNATIONAL LIMITED

(Company Registration Number: 32308)

(Incorporated in Bermuda)

APPLICATION FOR EXTENSION OF TIME FOR COMPLIANCE WITH RULE 705(1) OF THE LISTING MANUAL

The Board of Directors (the "Board") of NutryFarm International Limited (the "Company", and together with its subsidiaries, the "Group") wishes to inform its shareholders that the Company has applied to the Singapore Exchange Securities Trading Limited ("SGX-ST") for an extension of the time to announce the financial statements for the full financial year ended 30 September 2021 ("FY2020") to comply with Rule 705(1) of the Listing Manual.

Under Rule 705(1) of the Listing Manual, an issuer must announce the financial statements for the full financial year immediately after the figures are available, but in any event not later than 60 days after the relevant financial period. As FY2020 has ended on 30 September 2021, the Company is required under Rule 705(1) of the Listing Manual to announce the full-year financial results for FY2020 by 29 November 2021.

The reasons for seeking the extensions of time under Rule 705(1) of the Listing Manual are as follows:

  1. The Company received a notice of compliance from the SGX-ST pursuant to Rule 1405 of the Listing Manual as announced on 8 September 2021 to appoint a suitable independent reviewer to conduct an investigation on events which began prior to 2019. The events primarily sit on the Company's balance sheet and depending on the outcome, may significantly affect the Company's balance sheet. The Company has appointed FTI Consulting Pte Ltd ("Independent Reviewer") on 16 November 2021 after receiving the SGX-ST's confirmation of appointment on the same date. Given that the majority of the current Board were not Board members of the Company during the material time, the current Board has deemed it prudent for the Independent Reviewer to start work and provide the Board with a preliminary view before it releases its results.
  2. The Group started its new business in the trading of durian fruits from Thailand to China in 2021. As the Group did not have the relevant export licenses, it depended on export companies based in Thailand to ship the products to China based on purchase contracts that the Group has entered into with the customers in China. Due to stringent currency controls imposed by Chinese authorities, remittance of overseas funds were restricted to the exporters as they had the custom clearances and delivery documents. As such, arrangements were made with the Chinese customers to remit payment directly to the exporter's bank accounts and for the Group to utilize the funds as working capital to grow its business until such time it has its own license. The Group's external auditors are seeking clarification on how revenue should be recognised for such trades. While the Board forms the view that the revenue should be recognized in full since the contracts are signed with the Group and the Group carries the title risk, the Board considers it prudent to seek a confirmation from the external auditors before releasing the financial results; which may differ significantly if the auditors are to take a different opinion.

Moving forward. the Group has set up its own subsidiary, Global Agricapital (Thailand) Co. Ltd on 17 June 2021 and obtained the approval of the export license from the Department of Agriculture of Thailand on 14 September 2021.

As both the circumstances may materially affect the financial results of the Company, the Company requests for additional time to finalise financial statements for the full financial year of FY2020.

The Company will provide further updates on the outcome of the application to the SGX-ST in due course.

By Order of the Board

Cheng Meng

Chief Executive Officer and Executive Director

29 November 2021

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NutryFarm International Limited published this content on 29 November 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 November 2021 15:20:05 UTC.