Bank of America : 2023 (English)

BANC OF AMERICA SECURITIES ASIA LIMITED

Audited Annual Financial Statements

for the year ended 31 December 2023

Banc of America Securities Asia Limited

Audited Annual Financial Statements for the year ended 31 December 2023

DIRECTORS' REPORT

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The directors submit their report together with the audited financial statements for the year ended 31 December 2023.

Principal activities

Banc of America Securities Asia Limited (the "Company") is a restricted licence bank regulated by Hong Kong Monetary Authority. It is also a registered institution with the Hong Kong Securities and Futures Commission.

The principal activities of the Company were trading in Fixed Income and Currency products.

The Company migrated its Fixed Income and Currency business to a fellow subsidiary of the Company, during the year ended 31 December 2023. This business was classified as discontinued operation. The Company is preparing the submission of all its application to HKMA for the revocation of the Company's authorization under the Banking Ordinance and cessation to carry on all regulated activities under the Securities and Futures Ordinance during the year ended 31 December 2023. The Company will continue its Treasury activities mainly related to deposit placements with banks.

Results and appropriations

The results of the Company for the year ended 31 December 2023 are set out in the statement of comprehensive income on page 5.

An interim dividend was declared during the year ended 31 December 2023 (2022: nil) as set out in note 21. The directors do not recommend the payment of a final dividend.

Share capital movement issued in the year

Details of the movement in share capital during in the year ended 31 December 2023 are set out in note 19 to the financial statements.

Directors

The directors of the Company during the year and up to the date of this report were:

All the existing directors are expected to continue in office.

Directors' material interests in transactions, arrangements and contracts that are significant in relation to the Company's business

No transactions, arrangements and contracts of significance in relation to the Company's business to which the Company's fellow subsidiaries or holding companies was a party and in which a director of the Company had a material interest, whether directly or indirectly, subsisted at the end of the year or at any time during the year.

Directors' and chief executives' interests and/or short positions in the shares, underlying shares and debenture of the Company or any specified undertaking of the Company or any other associated corporation

Certain directors of the Company are entitled to Employee Stock Compensation. Other than as disclosed in note 10 to the financial statements, at no time during the year was the Company, its fellow subsidiaries, its holding companies or its other associated corporation a party to any arrangement to enable the directors and chief executives of the Company (including their spouse and children under 18 years of age) to hold any interests or short positions in the shares or underlying shares in, or debentures of, the Company or its specified undertakings or other associated corporation.

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Banc of America Securities Asia Limited

Audited Annual Financial Statements for the year ended 31 December 2023

INDEPENDENT AUDITOR'S REPORT

To the Member of Banc of America Securities Asia Limited (incorporated in Hong Kong with limited liability)

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Opinion

What we have audited

The financial statements of Banc of America Securities Asia Limited (the "Company"), which are set out on pages 5 to 43, comprise:

• the statement of financial position as at 31 December 2023;
• the statement of comprehensive income for the year then ended;
• the statement of changes in equity for the year then ended;
• the statement of cash flows for the year then ended; and
• the notes to the financial statements, comprising material accounting policy information and other explanatory information.

Our opinion

In our opinion, the financial statements give a true and fair view of the financial position of the Company as at 31 December 2023, and of its financial performance and its cash flows for the year then ended in accordance with Hong Kong Financial Reporting Standards ("HKFRSs") issued by the Hong Kong Institute of Certified Public Accountants ("HKICPA") and have been properly prepared in compliance with the Hong Kong Companies Ordinance.

Basis for Opinion

We conducted our audit in accordance with Hong Kong Standards on Auditing ("HKSAs") issued by the HKICPA. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Independence

We are independent of the Company in accordance with the HKICPA's Code of Ethics for Professional Accountants ("the Code"), and we have fulfilled our other ethical responsibilities in accordance with the Code.

Other Information

The directors are responsible for the other information. The other information comprises the information included in the directors' report and the supplementary financial information, but does not include the financial statements and our auditor's report thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Directors for the Financial Statements

The directors are responsible for the preparation of the financial statements that give a true and fair view in accordance with HKFRSs issued by the HKICPA and the Hong Kong Companies Ordinance, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

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Banc of America Securities Asia Limited

Audited Annual Financial Statements for the year ended 31 December 2023

STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 December 2023

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Banc of America Securities Asia Limited

Audited Annual Financial Statements for the year ended 31 December 2023

STATEMENT OF CHANGES IN EQUITY AS AT 31 DECEMBER 2023

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Banc of America Securities Asia Limited

Audited Annual Financial Statements for the year ended 31 December 2023

STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 December 2023

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