Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF THE

SECURITIES EXCHANGE ACT OF 1934

 

For the month of September 2024

 

ANTELOPE ENTERPRISE HOLDINGS LTD.

(Translation of registrant’s name into English)

 

Room 1802, Block D, Zhonghai International Center,

Hi- Tech Zone, Chengdu, Sichuan Province, PRC

(Address of Principal Executive Office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

 

Form 20-F ☒ Form 40-F ☐

 

 

 

 

Attached hereto as Exhibits 99.1 and 99.2 are Registrant’s Condensed Interim Unaudited Consolidated Financial Statements as of June 30, 2024 and for the Six Months ended June 30, 2024 and June 30, 2023 and Management’s Discussion and Analysis of Financial Condition and Results of Operations.

 

The contents of this Report on Form 6-K, including Exhibits 99.1 and 99.2 annexed hereto, are incorporated by reference into the Registrant’s Registration Statements on Form F-3 (Registration No. 333-260958, 333-269618 and 333-258782) and Form S-8 (Files No. 333-278348, 333-272024, 333-267671, 333-239806, 333-219005) and shall be a part thereof from the date on which this Form 6-K is filed, to the extent not superseded by documents or reports subsequently filed or furnished.

 

EXHIBIT INDEX

 

Exhibit		Description
99.1		Condensed Interim Unaudited Consolidated Financial Statements of Antelope Enterprise Holdings Ltd. and its subsidiaries as of June 30, 2024 and for the Six Months ended June 30, 2024 and June 30, 2023
99.2		Management’s Discussion and Analysis of Financial Condition and Results of Operations.
101.INS		Inline XBRL Instance Document.
101.SCH		Inline XBRL Taxonomy Extension Schema Document.
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date: September 30, 2024	ANTELOPE ENTERPRISE HOLDINGS LTD.
	By:	/s/ Hen Man Edmund
		Hen Man Edmund
		Chief Financial Officer

 

 

 

 

Exhibit 99.1

 

ANTELOPE ENTERPRISE HOLDINGS LIMITED AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

 

						As of June 30, 2024
						USD’000				As of December 31, 2023
		Notes				(Unaudited)				USD’000
ASSETS AND LIABILITIES
NONCURRENT ASSETS
Property and equipment, net							1,946				161
Intangible assets, net							1				1
Right-of-use assets, net			13				310				-
Security deposit							166				-
Loan receivable			9				10,768				5,181
Note Receivable			20				5,490				6,949
Total noncurrent assets							18,681				12,292
CURRENT ASSETS
Trade receivable							1,508				-
Other receivables and prepayments							4,367				2,871
Available-for-sale financial assets							-				99
Due from related parties			16				1,286				1,316
Cash and bank balances							2,322				536
Total current assets							9,483				4,822
Total assets							28,164				17,114
CURRENT LIABILITIES
Trade payables			11				639				-
Accrued liabilities and other payables			12				1,077				216
Unearned revenue							1,009				27
Amounts owed to related parties			16				53				78
Lease liabilities			13				117				-
Taxes payable							763				281
Total current liabilities							3,658				602
NET CURRENT ASSETS							5,825				4,220
NONCURRENT LIABILITIES
Lease liabilities			13				227				-
Note payable			14				6,245				2,111
Total noncurrent liabilities							6,472				2,111
Total liabilities							10,130				2,713
NET ASSETS							18,034				14,401
EQUITY
Reserves			15				17,145				13,985
Noncontrolling interest							889				416
Total equity							18,034				14,401

 

The accompanying notes are an integral part of these consolidated financial statements.

 

 

ANTELOPE ENTERPRISE HOLDINGS LIMITED AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(UNAUDITED)

 

						SIX MONTHS ENDED JUNE 30,
						2024				2023
		Notes				USD’000				USD’000
Net sales			5				43,462				44,636
Cost of goods sold							39,969				37,824
Gross profit							3,493				6,812
Other income			5				651				409
Selling and distribution expenses							(3,130	)			(7,100	)
Administrative expenses							(6,863	)			(5,588	)
Finance costs							(537	)			-
Other expenses							(139	)			-
Loss before taxation			6				(6,525	)			(5,467	)
Income tax expense			7				2				-
Net loss for the period from continuing operations							(6,527	)			(5,467	)
Discontinued operations
Gain on disposal of discontinued operations							-				10,659
Loss from discontinued operations			18				-				(200	)
Net income (loss)							(6,527	)			4,992
Net income (loss) attributable to :
Equity holders of the Company							(6,635	)			4,997
Non-controlling interest							108				(5	)
Net income (loss)							(6,527	)			4,992
Net loss attributable to the equity holders of the Company arising from:
Continuing operations							(6,635	)			(5,462	)
Discontinued operations							-				10,459
Other comprehensive loss
Exchange differences on translation of financial statements of foreign operations							(913	)			(598	)
Total comprehensive income (loss)							(7,440	)			4,394
Total comprehensive income (loss) attributable to:
Equity holders of the Company							(7,548	)			4,399
Non-controlling interest							108				(5	)
Total comprehensive income (loss)							(7,440	)			4,394
Total comprehensive income (loss) arising from:
Continuing operations							(7,440	)			(6,065	)
Discontinued operations							-				10,459
Income (loss) per share attributable to the equity holders of the Company
Basic (USD)			8
— from continuing operations							(0.96	)			(3.38	)
— from discontinued operations							-				6.48
Diluted (USD)			8
— from continuing operations							(0.96	)			(3.38	)
— from discontinued operations							-				5.27

 

The accompanying notes are an integral part of these consolidated financial statements.

 

 

ANTELOPE ENTERPRISE HOLDINGS LIMITED AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(UNAUDITED)

 

		Share premium				Reverse recapitalization reserve				Merger reserve				Share-based payment reserves				Statutory reserve				Capital reserve				Accumulated deficit				Currency translation reserve				Total				Noncontrolling Interest				Total Equity
		USD’000				USD’000				USD’000				USD’000				USD’000				USD’000				USD’000				USD’000				USD’000				USD’000				USD’000
Notes															15
Balance at January 1, 2024			121,768				(79,596	)			9,257				27,229				21,238				9,614				(98,097	)			2,208				13,621				780				14,401
Net loss for the period			-				-				-				-				-				-				(6,635	)			-				(6,635	)			108				(6,527	)
Exchange difference on transaction of financial statements of foreign operations			-				-				-				-				-				-				-				(913	)			(913	)			-				(913	)
Total comprehensive income for the period			-				-				-				-				-				-				(6,635	)			(913	)			(7,548	)			108				(7,440	)
Issuance of new shares for equity financing			4,297				-				-				-				-				-				-				-				4,297				-				4,297
Warrants exercised			1,228				-				-				-				-				-				-				-				1,228				-				1,228
Conversion of long-term notes into common shares			106				-				-				-				-				-				-				-				106				-				106
Equity compensation - employee share-based compensation			-				-				-				5,442				-				-				-				-				5,442				-				5,442
Balance at June 30, 2024			127,399				(79,596	)			9,257				32,671				21,238				9,614				(104,732	)			1,295				17,146				888				18,034
Balance at January 1, 2023			112,821				(79,596	)			9,257				20,348				21,238				9,614				(96,072	)			2,468				78				797				875
Net loss for the period			-				-				-				-				-				-				4,997				-				4,997				(5	)			4,992
Exchange difference on transaction of financial statements of foreign operations			-				-				-				-				-				-				-				(598	)			(598	)			-				(598	)
Total comprehensive loss for the period			-				-				-				-				-				-				4,997				(598	)			4,399				(5	)			4,394
Issuance of new shares for equity financing			7,640				-				-				-				-				-				-				-				7,640				-				7,640
Conversion of long-term notes into common shares			21				-				-				-				-				-				-				-				21				-				21
Equity compensation - employee share-based compensation			109				-				-				4,006				-				-				-				-				4,115				-				4,115
Balance at June 30, 2023			120,591				(79,596	)			9,257				24,354				21,238				9,614				(91,075	)			1,870				16,253				792				17,045

 

The accompanying notes are an integral part of these consolidated financial statements.

 

 

ANTELOPE ENTERPRISE HOLDINGS LIMITED AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

 

						Six Months Ended June 30,
						2024				2023
		Notes				USD’000				USD’000
CASH FLOWS FROM OPERATING ACTIVITIES:
Income (loss) before taxation							(6,525	)			5,192
Adjustments for
Operating lease charge							33				-
Depreciation of property, plant and equipment							40				26
Gain on disposal of subsidiaries			18				-				(10,659	)
Loan forgiveness by related party							-				(167	)
Loss on convertible note			14				6				5
Standstill fee on note payable							125				-
Share based compensation			15				5,442				4,115
Interest expense on lease liability			13				13				-
Amortization of OID of convertible note			13				28				22
Operating cash flows before working capital changes							(838	)			(1,466	)
Increase in trade receivables							(1,508	)			-
Increase in other receivables and prepayments							(2,190	)			(1,325	)
Increase in loan receivable							(5,587	)			(4,688	)
Increase (Decrease) in trade payables							639				(70	)
Increase in unearned revenue							982				56
Increase (Decrease) in taxes payable							480				(106	)
Increase in accrued liabilities and other payables							862				8
Cash used in operations							(7,160	)			(7,591	)
Interest paid							-				-
Income tax paid							-				(14	)
Net cash generated from operating activities from discontinued operations							-				2,038
Net cash used in operating activities							(7,160	)			(5,567	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of fixed assets							(1,825	)			(72	)
Decrease in notes receivable							1,460				-
Decrease in available-for-sale financial asset							99				126
Decrease in restricted cash							-				299
Cash disposed as a result of disposal of subsidiaries							-				(37	)
Net cash used in investing activities from discontinued operations							-				-
Net cash generated from (used in) investing activities							(266	)			316
CASH FLOWS FROM FINANCING ACTIVITIES:
Payment for lease liabilities							(13	)			-
Insurance of share capital for equity financing			15				4,297				7,661
Warrants exercised							1,228				-
Proceeds from promissory note							4,630				-
Repayment of promissory note							(550	)			-
Advance from related parties			16				533				55
Net cash used in financing activities from discontinued operations							-				(2,064	)
Net cash generated from financing activities							10,125				5,652
NET INCREASE IN CASH & EQUIVALENTS							2,699				401
CASH & EQUIVALENTS, BEGINNING OF PERIOD							536				612
EFFECT OF FOREIGN EXCHANGE RATE DIFFERENCES							(913	)			(560	)
CASH & EQUIVALENTS, END OF PERIOD							2,322				453

 

The accompanying notes are an integral part of these consolidated financial statements.

 

 

ANTELOPE ENTERPRISE HOLDINGS LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTHS ENDED JUNE 30, 2024

(UNAUDITED)

 

1. GENERAL INFORMATION

 

Antelope Enterprise Holdings Limited (“Antelope Enterprise” or the “Company”), formerly known as China Ceramics Co., Ltd (“CCCL”), is a British Virgin Islands company operating under the BVI Business Companies Act (2004) with its shares listed on the NASDAQ Stock Market (Ticker: AEHL). The head office of the Company is located at Room 1802, Block D, Zhonghai International Center, Hi-Tech Zone, Chengdu, Sichuan Province, the People’s Republic of China (“PRC”).

 

On September 18, 2023, the Company effected a one-for-ten reverse split of its issued and outstanding Class A ordinary shares.

On February 27, 2024, the Company entered into a stock transfer agreement with Right Fortress Limited, through which Right Fortress Limited transferred all its equity in Million Stars US Inc (“Million Star”) to Antelope Enterprise Holdings USA Inc. Million Star is mainly engaged in the computing power activities.

 

Antelope Enterprise and its subsidiaries’ corporate structure as of June 30, 2024 was as follows:

 

 

 

2. BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

The accompanying unaudited condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard (“IAS”) 34 Interim Financial Reporting, as issued by the International Accounting Standards Board (“IASB”). They do not include all of the information required in annual financial statements in accordance with International Financial Reporting Standards (“IFRS”), and should be read in conjunction with the audited consolidated financial statements and related footnotes on Form 20-F for the year ended December 31, 2023 as filed with the Securities and Exchange Commission. The accompanying unaudited condensed consolidated interim financial statements reflect all normal recurring adjustments which, in the opinion of management, are necessary for a fair statement of the results for the interim periods presented. Results for the six months ended June 30, 2024 are not necessarily indicative of the results expected for the full fiscal year or for any future period.

 

Effective January 1, 2024, the Company changed its financial statements presentation of its reporting currency from RMB to USD. Financial information for all periods presented in the filing were recast into the new reporting currency using a methodology consistent with IAS 21. Accordingly, the interim consolidated financial statements as of June 30, 2024 and December 31, 2023, and for the six months ended June 30, 2024 and 2023 were presented in USD, unless otherwise stated. They were approved for issue by the Audit Committee of the Board of Directors and the Board of Directors on September 30, 2024.

 

These interim financial statements have been prepared in accordance with the same accounting policies adopted in the 2023 annual financial statements, except for the change of reporting currency and accounting policy changes that are expected to be reflected in the 2024 annual financial statements. Details of any changes in accounting policies are set out in note 3.

 

These interim financial statements contain condensed consolidated financial statements and selected explanatory notes. The notes include an explanation of events and transactions that are significant to an understanding of the changes in financial position and performance of the Group since the 2023 annual financial statements.

 

3. CHANGES IN ACCOUNTING POLICIES AND DISCLOSURES

 

Effective January 1, 2024, the Company changed its presentation currency from RMB to USD to be more relevant to users.

 

Prior to January 1, 2024, the Company reported its annual and interim consolidated financial statements in RMB. In making this change in presentation currency, the Company followed the recommendations set out in IAS 21, the Effects of Change in Foreign Exchange Rates. In accordance with IAS 21, comparable financial statements for the six months ended June 30, 2023 have been restated retrospectively in the new presentation currency of USD using the current rate method.

 

The consolidated financial statements as of December 31, 2023 of the Company have been prepared in RMB and translated into the new presentation currency of USD using the current rate method.

 

The procedure under the current rate method as applied in these interim condensed unaudited consolidated financial statements is outlined as below:

 

●

balances for the six months ended June 30, 2023 reported in the Interim Condensed Unaudited Consolidated Statement of Comprehensive Income (Loss) and Interim Condensed Unaudited Consolidated Statements of Cash Flows have been translated into USD using average foreign currency rates prevailing for the period;

 

●

balances as at and for the six months ended June 30, 2023 reported in the Interim Condensed Unaudited Consolidated Statement of Change in Equity, including share-based payment reserve, foreign currency translation reserve, deficit and share capital, have been translated into USD using historical rates; and

 

 

●

basic and diluted loss per share for the six months ended June 30, 2023 have been restated to USD to reflect the change in presentation currency.

 

All resulting exchange differences arising from the translation are included as separate component of other comprehensive income (loss).

 

The effect of the change in functional currency to USD was applied prospectively in the financial statements effective January 1, 2024. The financial position of the Company as at January 1, 2024 has been translated from RMB to USD at an exchange rate of 7.10.

 

All transactions for the Company are recorded in USD from January 1, 2024 and onwards. Transactions denominated in currencies other than USD are considered foreign currency transactions. Foreign currency transactions are translated into USD using the foreign currency rates prevailing at the date of the transaction. Period-end balances of monetary assets and liabilities in foreign currency are translated to USD using period-end foreign currency rates. Foreign currency gains and losses arising from the settlement of foreign currency transactions are recognized in profit or loss.

 

At the date of authorization of these financial statements, the IASB has issued a number of amendments, new standards and interpretations which are not yet effective for the six months ended June 30, 2024 and which have not been adopted in these financial statements. These include the following which may be relevant to the Group :

 

Amendments to IFRS 10 and IAS 28

Sale or Contribution of Assets between an Investor and its Associate or Joint Venture

 

The management of the Company anticipate that the application of all the new and amendments to IFRSs will have no material impact on the consolidated financial statements in the foreseeable future.

 

4. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS

 

The preparation of interim financial statements in conformity with IAS 34 requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses on a year to date basis. Actual results may differ from these estimates.

 

5. REVENUE AND OTHER INCOME

 

 

	a)	Revenue comprises the fair value of the consideration received or receivable for the sale of goods.
		An analysis of the Company’s revenue and other income is as follows:

 

  

		For the six months ended June 30,
		2024				2023
		USD’000				USD’000
Revenues
Continuing operations
Business management and consulting			-				477
Livestreaming ecommerce			43,462				44,159
Discontinued operations
Sale of tiles (Note 18)			-				390
Total revenues			43,462				45,026
Other income
Continuing operations
Interest income			213				77
Government grant			-				45
Tax subsidy			438				120
Loan forgiveness			-				167
Discontinued operations
Other income (Note 18)			-				825
Total other income			651				1,234

 

b)

Segment reporting

 

The Company identifies operating segments and prepares segment information based on the regular internal financial information reported to the Chief Executive Officer and executive directors, who are the Company’s chief operating decision makers for their decisions about the allocation of resources to the Company’s business components and for their review of the performance of those components.

 

 

All of the Company’s operations are considered by the chief operating decision makers to be aggregated into three reportable operating segments: 1) the provision of livestreaming ecommerce industry which was acquired as part of a strategic transformation towards trending technology businesses in China to mitigate the challenging conditions in the real estate market in China, and associated industries like the Company’s legacy ceramic tile business, (2) business management and consulting; and (3) the manufacture and sale of standard to high-end ceramic tiles, which was disposed by the Company in April 2023. Operating segments are defined as components of an enterprise for which separate financial information is available and evaluated regularly by the Company’s chief operating decision makers in deciding how to allocate resources and in assessing performance.

 

The business of the Company is engaged entirely in the PRC. The Chief Executive Officer and executive directors regularly review the Company’s business as one geographical segment.

 

The following table shows the Company’s operations by business segment for the six months ended June 30, 2024 and 2023.

 

   

		For the six months ended June 30,
		2024				2023
		USD’000				USD’000
Revenues
Discontinued operations
Sales of tile products			-				390
Continuing operations
Consulting income / software			-				477
Livestreaming ecommerce			43,462				44,159
Total revenues			43,462				45,026
Cost of revenues
Discontinued operations
Sales of tile products			-				1,091
Continuing operations
Consulting income / software			65				1,177
Livestreaming ecommerce			39,904				36,647
Total cost of revenues			39,969				38,915
Operating costs and expenses
Discontinued operations
Sales of tile products			-				468
Continuing operations
Consulting income / software			139				373
Livestreaming ecommerce			3,641				7,676
Other			6,750				4,639
Total operating costs and expenses			10,530				13,156
Bad debt expense (reversal)
Discontinued operations
Sales of tile products			-				144
Continuing operations
Consulting income / software			-				-
Livestreaming ecommerce			-
Total bad debt expense							144
Other expenses
Discontinued operations
Sales of tile products			-
Continuing operations
Consulting income / software			-				-
Livestreaming ecommerce			139				-
Total other expenses			139				-
Other income
Discontinued operations
Sales of tile products			-				825
Continuing operations
Consulting income / software			-				11
Livestreaming ecommerce			446				154
Other			205				244
Total other income			651				1,234
Loss from operations
Sales of tile products			-				(200	)
Consulting income / software			(212	)			(1,062	)
Livestreaming ecommerce			224				(11	)
Other			(6,537	)			(4,394	)
Loss from operations			(6,525	)			(5,667	)

 

 

		As of June 30, 2024				As of December 31, 2023
		USD’000				USD’000
Segment assets
Ceramic tile products			-				-
Consulting income/software			13,535				7,231
Livestreaming ecommerce			3,692				1,903
Others			10,937				7,980
Total assets			28,164				17,114

 

6. LOSS BEFORE TAXATION

 

SCHEDULE OF LOSS BEFORE TAXATION  

		For the six months ended June 30,
		2024				2023
		USD’000				USD’000
Finance costs
Interest expense on lease liability			13				42
Interest expense on note payable			524
Cost of inventories recognized as an expense (including depreciation charge of right-of-use assets for leases)			-				1,091
Depreciation of fixed assets			40				26
Depreciation charge of right-of-use assets for leases (included in the administrative expenses)			33				-
Marketing and promotion expense			2,958				6,431

 

7. INCOME TAX

 

 SCHEDULE OF INFORMATION ABOUT INCOME TAX EXPENSES

		For the six months ended June 30,
		2024				2023
		USD’000				USD’000
Continuing operations
Current Tax:
PRC Income Tax Expense			1				-
US Income Tax Expense			1				-
Deferred tax expense			-				-
			2				-

 

Discontinued operations did not incur any income tax expense for the six months ended June 30, 2024.

 

British Virgin Islands Profits Tax

 

The Company has not been subject to any taxation in this jurisdiction for the six months ended June 30, 2024 and 2023.

 

Hong Kong Profits Tax

 

The subsidiaries in Hong Kong are subject to tax charged on Hong Kong sourced income, the corporate tax rate in Hong Kong is a two-tier one starting with the year of assessment 2018/2019 (from April 1, 2018): the tax is 8.25% (7.5% for unincorporated companies) on the first 2 million HKD of taxable profits and 16.5% (15% for unincorporated companies) for the rest of the profits. No Hong Kong profits tax has been provided as the Company has no assessable profit arising in Hong Kong for the six months ended June 30, 2024 and 2023.

 

US Income Tax

 

The Company’s U.S. subsidiaries are subject to U.S. federal income tax rate of 21%, and New York state corporate income tax with rates ranging from 6.5% to 7.25%.

 

PRC Income Tax

 

Most subsidiaries of the Company in the PRC are subject to the enterprise income tax in accordance with “PRC Enterprise Income Tax Law”, and the applicable income tax rate for the six months ended June 30, 2024 and 2023 is 25%. Both Antelope Holdings (Chengdu) Co., Ltd (“Antelope Chengdu”) and Chengdu Future Talented Management and Consulting Co, Ltd (“Chengdu Future”) are subject to 2.5% preferential income tax rate for the six months ended June 30, 2024 and 2023.

 

8. LOSS PER SHARE

 

 

		For the six months ended June 30,
		2024				2023
		USD’000				USD’000
Loss attributable to holders of ordinary shares (USD’000):
Net loss from continuing operations			(6,635	)			(5,462	)
Net income from discontinued operations			-				10,459
Weighted average number of ordinary shares outstanding used in computing basic earnings per share *			6,923,985				1,614,471
Weighted average number of ordinary shares outstanding used in computing diluted earnings per share *			6,923,985				1,984,646
Income (loss) per share - basic (USD)
From continuing operations			(0.96	)			(3.38	)
From discontinued operations			-				6.48
Income (loss) per share - diluted (USD) **
From continuing operations			(0.96	)			(3.38	)
From discontinued operations			-				5.27

 

*	The number of shares reflected the one-for-ten reverse split effective on September 18, 2023.

 

**

Warrants to purchase Class A ordinary shares are not included in the diluted loss per share calculations when their effect is antidilutive. For the six months ended June 30, 2024 and 2023, 1,037,559 shares and 135,316 shares, respectively, on a weighted average basis of potential Class A ordinary shares related to outstanding Class A ordinary shares warrants were excluded from the calculation of diluted net loss per share from continuing operations as such shares are antidilutive when there is a loss.

 

 

9. LOAN RECEIVABLE

 

From March 31, 2023 to June 30, 2024, Anhui Zhongjun Enterprise Management Co., Ltd (“Anhui Zhongjun”) borrowed a total of $ 10,768,000 from Antelope Enterprise Holdings (Chengdu) Co., Ltd. This loan will be repaid in installments over a period of three years from the date of disbursement.

 

10. NOTE RECEIVABLE

 

On April 28, 2023, the Company completed the sale of Stand Best Creation Limited and its subsidiaries, Hengda and Hengdali, to New Stonehenge Limited for a total of USD $8,500,000. New Stonehenge Limited has agreed to make the payment in four equal installments on a date that falls 48 months after the effective date of the transaction, with an annual interest rate of 5%. For the six months ended June 30, 2024 and 2023, the Company recorded interest income of $ 213,000 and $ 71,000. As of June 30, 2024, total balance of note receivable was $ 5,490,000.

 

11. TRADE PAYABLES

 

  

		As of
		June 30, 2024				December 31, 2023
		USD’000				USD’000
Trade payables			639				-

 

Trade payables are denominated in Renminbi, non-interest bearing and generally settled within 120-day terms. All of the trade payables are expected to be settled within one year. The carrying value of trade payables is considered to be a reasonable approximation of fair value.

 

12. ACCRUED LIABILITIES AND OTHER PAYABLES

 

  

		As of
		June 30, 2024				December 31, 2023
		USD’000				USD’000
Accrued salary			45				69
Accrued interest			542				144
Accrued liabilities - others			490				3
			1,077				216

 

Accrued liabilities consist mainly of accrued rental, wages and utility expenses.

 

The carrying value of accrued liabilities and other payables is considered to be a reasonable approximation of fair value.

 

 

13. RIGHT-OF-USE ASSETS AND LEASES LIABILITIES

 

(a) Amounts recognized in the consolidated statement of financial position

 

The carrying amounts of right-of-use assets for lease are as below:

 

  

Net book amount at January 1, 2024		$	nil
Net book amount at June 30, 2024		$	310,000
Net book amount at January 1, 2023		$	68,000
Net book amount at December 31, 2023		$	nil

 

The lease liabilities for continuing operations are as below:

 

  

		June 30, 2024				December 31, 2023
		USD’000				USD’000
Lease liabilities - current			117				-
Lease liabilities – noncurrent			227				-
			344				-

 

Contractual undiscounted cash flows for the leases:

 

  

As of December 31, 2023

Within one year

One to five years

Total contractual undiscounted cash flow

USD’000

USD’000

USD’000

150

250

400

 

(b) Amounts recognized in the consolidated income statement

 

The consolidated income statement shows the following amounts from continuing operations relating to leases:

 

  

		Six Months ended
		June 30, 2024
		USD’000
Amortization charge of right-of-use assets			33
Interest expense			13

 

		Six Months ended
		June 30, 2023
		USD’000
Amortization charge of right-of-use assets			-
Interest expense			-

 

The consolidated income statement shows the following amounts from discontinued operations relating to leases:

 

		Six Months ended
		June 30, 2023
Amortization charge of right-of-use assets			616
Interest expense			42

 

The total cash outflow in financing activities for leases during the six months ended June 30, 2024 and 2023 was $ 13,000, and $ nil, respectively.

 

 

The total cash outflow in financing activities from discontinued operations for leases during the six months ended June 30, 2024 and 2023 was $ nil and $ 2,064,000, respectively.

 

14. NOTE PAYABLE

 

Unsecured Promissory Note in December 2022

 

On December 12, 2022, the Company entered into a note purchase agreement (the “2022 Note Purchase Agreement”) with an investor, pursuant to which the Company issued to the investor an unsecured Promissory Note of $1,332,500, for $1,250,000 in gross proceeds. The note included an original issue discount, or OID, of $62,500 along with $20,000 for investor’s fees, costs and other transaction expenses in connection with the issuance of the note. This OID was recognized as a debt discount is amortized over the life of the note. The note bears interest at 8% per annum compounding daily, and has a term of 18 months. Company may prepay all or a portion of the Note at any time by paying 120% of the outstanding balance elected for pre-payment. The Investor has the right to redeem the Note at any time six (6) months after the 2022 note purchase price date (the “2022 Note Redemption Start Date”), subject to maximum monthly redemption amount of $200,000. The Company should pay the applicable redemption amount in cash to the Investor within three (3) Trading Days following the investor’s delivery of a redemption notice. At the end of each month following the 2022 Note Redemption Start Date, if the Company has not reduced the outstanding balance by at least $200,000, then by the fifth (5th) day of the following month, the Company must pay in cash to the Investor the difference between $200,000 and the amount actually redeemed in such month or the Outstanding Balance will automatically increase by one percent (1%) as of such fifth (5th) day. Under the 2022 Note Purchase Agreement, while the Note is outstanding, the Company agreed to keep adequate public information available and maintain its Nasdaq listing. Upon the occurrence of a Trigger Event (as defined in the note), the Investor shall have the right to increase the balance of the Note by fifteen percent (15%) for Major Trigger Event (as defined in the Note) and five percent (5%) for Minor Trigger Event (as defined in the Note). In addition, the Note provides that upon occurrence of an Event of Default (as defined in the note), the interest rate shall accrue on the outstanding balance at the rate equal to the lesser of twenty-two percent (22%) per annum or the maximum rate permitted under applicable law.

 

During the six months ended June 30, 2024, the Company amortized OID of $ 18,593 and recorded $ 37,046 interest expense on this note, and the Company and Lender exchanged partitioned notes of $ 100,000 for the delivery of 68,913 Class A ordinary shares. The Company recorded $ 6,126 loss on conversion of these notes in the six months ended June 30, 2024 and made repayment of $ 450,000 by cash to this note.

 

During the six months ended June 30, 2023, the Company amortized OID of $ 20,833 and recorded $ 52,376 interest expense on this note and the Company and Lender exchanged Partitioned notes of $ 15,000 for the delivery of 22,751 Class A ordinary shares. The Company recorded $ 4,955 loss on conversion of these notes in 2023. On September 1, 2023, the Company and the investor entered into a standstill agreement with regard to the certain promissory note issued to the investor dated December 12, 2022. Pursuant to the standstill agreement, the Investor agreed not to redeem any portion of such promissory note until November 30, 2023. The Company, in return, agreed to increase the Outstanding Balance of such note by $96,091 as of the date thereof.

 

As of June 30, 2024 and December 31, 2023, the outstanding principal balance of this note was $ 494,180 (net of unamortized OID of $ nil) and $ 1,069,999 (net of unamortized OID of $18,593), respectively.

 

 

Unsecured Promissory Note in July 2023

 

On July 26, 2023, the Company entered into a note purchase agreement (“2023 Note Purchase Agreement) with an investor, pursuant to which the Company issued to the investor an unsecured Promissory Note of $ 1,070,000, for $1,000,000 in gross proceeds. The note included an original issue discount, or OID, of $50,000 along with $20,000 for investor’s fees, costs and other transaction expenses in connection with the issuance of the note. This OID was recognized as a debt discount is amortized over the life of the note. The note bears interest at 8% per annum compounding daily, and has a term of 18 months. All outstanding principal and accrued interest on the Note will become due and payable eighteen (18) months after the purchase price of the Note is delivered by Purchaser to the Company (the “2023 Note Purchase Price Date”). The Company may prepay all or a portion of the Note at any time by paying 120% of the outstanding balance elected for pre-payment. The Investor has the right to redeem the Note at any time six (6) months after the 2023 Note Purchase Price Date (the “2023 Note Redemption Start Date”), subject to maximum monthly redemption amount of $200,000. The Company should pay the applicable redemption amount in cash to the Investor within three (3) Trading Days following the investor’s delivery of a redemption notice. At the end of each month following the 2023 note Redemption Start Date, if the Company has not reduced the Outstanding Balance by at least $160,000, then by the fifth (5th) day of the following month, the Company must pay in cash to the Investor the difference between $160,000 and the amount actually redeemed in such month or the Outstanding Balance will automatically increase by one percent (1%) as of such fifth (5th) day. Under the 2023 Note Purchase Agreement, while the note is outstanding, the Company agreed to keep adequate public information available and maintain its Nasdaq listing.

 

During the six months ended June 30, 2024, the Company amortized OID of $9,543 and recorded $ 46,344 interest expense on this Note. As of June 30, 2024 and December 31, 2023, the outstanding principal balance of this note was $ 1,120,535 (net of unamortized OID of $19,086) and $1,041,371 (net of unamortized OID of $28,629), respectively.

 

Unsecured Promissory Note in January 2024

 

On January 25, 2024, the Company entered into a note purchase agreement (the “2024 Note Purchase Agreement”) with Guoxiang Hu (the “Investor”), pursuant to which the Company issued the Investor an unsecured promissory note in the principal amount of $4,630,000 (the “Note”). The Note bears interest at a rate of 16% per annum. All outstanding principal and accrued interest on the Note will become due and 9 months after the purchase price of the Note is delivered by Investor to the Company (the “Purchase Price Date”). The Company may prepay all or a portion of the outstanding balance of the Note prior to its maturity date.

 

Global Pacific Securities US Inc. (“Global Pacific”) has acted as the lead advisor of the Company for the transaction contemplated in the 2024 Note Purchase Agreement, and the Company agreed to pay Global Pacific a cash fee equal to three percent (3%) of the gross proceeds and to reimburse Global Pacific for its accountable expenses up to $30,000 and to issue to Global Pacific restricted Class A ordinary shares of the Company (“Share Compensation”), in an amount equal to 7.5% of the gross proceeds. On February 2, 2024, the Company issued 193,994 restricted Class A ordinary shares to Global Pacific.

 

In addition, the Company may not assign the Note without prior written consent of the Investor. The Investor may be sold, assigned or transferred by the Investor without the Company’s prior written consent. However, in the event that the Company has identified any individual(s) or entity(ies) that is satisfactory to the Company, to purchase the Note from the Investor, the Investor agreed to use his best efforts to sell, transfer and assign the Note to such individual or entity identified by the Company within ten (10) calendar days following receipt of a written notice from the Company, at a price that equal to the outstanding balance of the Note.

 

Under the 2024 Note Purchase Agreement, Weilai Zhang, our CEO and Chairman of the board, agreed to enter into a share pledge agreement with the Investor, on January 25, 2024 (the “Pledge Agreement”), to pledge all Class B ordinary shares of the Company, no par value (“Class B ordinary shares”) owned by him, including any additional Class B ordinary shares issued to him while the Note is outstanding, and any proceeds thereof to secure the Company’s payment and performance of any and all obligations, liabilities and indebtedness of the Company to the Investor pursuant to the terms of the 2024 Note Purchase Agreement.

 

For the six Months ended June 30, 2024, the Company record $ 314,840 interest expense on this promissory note. As of June 30, 2024, the outstanding principal balance of this note was $ 4,630,000.

 

15. SHARE CAPITAL

 

On September 18, 2023, the Company effected a one-for-ten reverse split of its issued and outstanding Class A ordinary shares. The consolidated financial statements for the six months ended June 30, 2023 were retroactively restated to reflect this reverse split, unless otherwise specified.

 

		June 30, 2024				December 31, 2023
		Number				Number
		of shares				of shares
Authorized:
Preferred shares, no par value			50,000,000				50,000,000
Class A Ordinary shares, no par value			200,000,000				200,000,000
Class B Ordinary shares, no par value			50,000,000				50,000,000

 

 

		June 30, 2024
		Number
		of shares
Outstanding and fully paid:
Ordinary shares, no par value
At January 1, 2024			3,251,918
Issuance of new shares for equity financing			3,238,067
Warrants exercised and buy-back			1,456,080
Note conversion into shares			68,913
Equity compensation			3,632,325
At June 30, 2024			11,647,303

 

Warrants

 

On February 12, 2021, the Company entered into a Securities Purchase Agreement (“2021 SPA”) with certain institutional investors for the sale of 588,235 common shares (pre-reverse split), at a purchase price of $3.57 per share. Concurrently with the sale of the Common Shares, pursuant to the 2021 SPA the Company also sold warrants to purchase 588,235 common shares (pre-reverse split). The Company sold the Common Shares and Warrants for aggregate gross proceeds of approximately US$2.1 million, before commissions and expenses. The five-year Warrants will be immediately exercisable at an exercise price equal to $3.57 per share, and will terminate on the five-year anniversary of the initial exercise date of the Warrants. The net proceeds from the transactions will be approximately US$1.86 million, after deducting certain fees due to the placement agent and the Company’s estimated transaction expenses, and will be used for working capital and general corporate purposes.

 

In addition, the Placement Agent of this offering also received five-year warrants (the “Compensation Warrants”) to purchase up to a number of common shares equal to 5% of the aggregate number of shares sold in the Offering, including the warrant shares issuable upon exercise of the Warrants, which such Compensation Warrants have substantially the same terms as the Warrants sold in the Offering, except that such Compensation Warrants have an exercise price of $4.46 per share and will be exercisable six months from the effective date of this offering and will terminate on the five year anniversary of the effective date of this offering.

  

Grant date (investors and placement agent, respectively)		February 17, 2021
Share price at date of grant (investors and placement agent, respectively)		US$	4.45
Exercise price at date of grant (investors and placement agent, respectively)		US$	3.57 & 4.46
Volatility			107	%
Warrant life			5 years
Dividend yield			0	%
Risk-free interest rate			0.57	%
Average fair value at grant date		US$	3.54

 

On June 10, 2021, the Company commenced a registered direct offering of securities, and executed a Securities Purchase Agreement (the “June 2021 SPA”) with three institutional accredited investors pursuant to which it sold 913,875 of the Company’s common shares (pre-reverse split) at the per share price of $3.48 (which was priced in excess of the average of the five-day closing price for the Company’s common shares preceding execution of the June 2021 SPA, which was $3.42). In a concurrent private placement, the Company sold to such investors warrants to purchase 913,875 common shares (the “Investor Warrants”). The Investor Warrants have an exercise price per share of $3.42, subject to adjustment, and have a term of five years. The transactions yielded gross proceeds to the Company of $3,180,285, before the payment of commissions and expenses.

 

In addition, the Company issued warrants (the “Placement Agent Warrants”) to the Placement Agent to purchase a number of common shares equal to 5.0% of the aggregate number of shares sold to the investors in this offering, as well as the warrant shares issuable upon exercise of the Warrants issued in the concurrent private placement, as additional placement agency compensation. The Placement Agent Warrants have substantially the same terms as the Investor Warrants, except that the Placement Agent Warrants will have an exercise price of $4.35.

 

Grant date (investors and placement agent, respectively)		June 14, 2021
Share price at date of grant (investors and placement agent, respectively)		US$	3.15
Exercise price at date of grant (investors and placement agent, respectively)		US$	3.42 & 4.35
Volatility			115	%
Warrant life			5 years
Dividend yield			0	%
Risk-free interest rate			0.80	%
Average fair value at grant date		US$	2.50

 

On September 30, 2022, the Company commenced a registered direct offering of securities, and executed a Securities Purchase Agreement (the “2022 SPA”) with two institutional accredited investors pursuant to which it sold 1,666,667 of the Company’s common shares (pre-reverse split) at the per share price of $0.60. In a concurrent private placement, the Company sold to such investors warrants to purchase 1,666,667 common shares (pre-reverse split) (the “Investor Warrants”). The Investor Warrants have an exercise price per share of $0.82, subject to adjustment, and have a term of five years. The transactions yielded gross proceeds to the Company of $1,000,000, before the payment of commissions and expenses. The offering was closed on October 4, 2022.

 

 

In addition, the Company issued warrants (the “Placement Agent Warrants”) to the Placement Agent to purchase a number of common shares equal to 5.0% of the aggregate number of shares sold to the investors in this offering, as well as the warrant shares issuable upon exercise of the Warrants issued in the concurrent private placement, as additional placement agency compensation. The Placement Agent Warrants have substantially the same terms as the Investor Warrants, except that the Placement Agent Warrants will have an exercise price of $0.75.

 

Grant date (investors and placement agent, respectively)		October 4, 2022
Share price at date of grant (investors and placement agent, respectively)		US$	0.58
Exercise price at date of grant (investors and placement agent, respectively)		US$	0.82 & 0.75
Volatility			104	%
Warrant life			5 years
Dividend yield			0	%
Risk-free interest rate			3.96	%
Average fair value at grant date		US$	0.43

 

On February 23, 2024, the Company entered into a certain securities purchase agreement (the “2024 SPA”) with certain investors (the “Purchasers”), pursuant to which the Company agreed to sell 1,300,000 Class A ordinary shares, (the “Shares”), no par value each (the “Ordinary Shares”), at a per share purchase price of $1.00 (the “Offering”). The gross proceeds to the Company from this Offering are approximately $1.30 million, before deducting any fees or expenses. In a concurrent private placement, the Company also issued the investors warrants to purchase up to 1,300,000 Shares (the “Warrants”). Each Warrant is exercisable for one Class A ordinary share. The Warrants will have an initial exercise price of $1.10 per share and will be exercisable at any time on or after the date of issuance and will expire on the fifth anniversary of the issuance date. The Company plans to use the net proceeds from this Offering for the expansion of the Company’s business in the U.S., and for general corporate purpose.

 

Following is a summary of the warrant activity for the six months ended June 30, 2024:

 

										Weighted
										Average
										Remaining
						Average				Contractual
		Number of				Exercise				Term in
		Warrants				Price				Years
Outstanding at December 31, 2023			362,955			$	21.32				2.24
Exercisable at December 31, 2023			362,955				21.32				2.24
Issued			1,300,000				1.10				—
Exercised			1,410,853				1.05				—
Warrants buy-back			202,032				—				—
Expired			—				—				—
Outstanding at June 30, 2024			50,070				34.79				1.74
Exercisable at June 30, 2024			50,070			$	34.79				1.74

 

 

Equity Financing

 

On January 10, 2023, the Company entered into a securities purchase agreement with Mr. Weilai (Will) Zhang, the Chief Executive Officer of the Company, Mr. Ishak Han, a director of the Company, and another purchaser, pursuant to which the Company agreed to sell 1,625,000 ordinary shares (pre-reverse split), at a per share purchase price of $0.80. This offering was unanimously approved by the disinterested directors and the board of directors of the Company. The gross proceeds to the Company from this offering were $1.3 million, before deducting any fees or expenses.

 

On January 13, 2023, the Company entered into a securities purchase agreement with a certain purchaser, pursuant to which the Company agreed to sell 1,234,568 Class A ordinary shares (pre-reverse split), at a per share purchase price of $0.81 (the public closing price of the Ordinary Shares as of January 10, 2023. The gross proceeds to the Company from this offering were approximately $1 million, before deducting any fees or expenses.

 

On March 30, 2023, the Company entered into a securities purchase agreement with five investors, pursuant to which the Company agreed to sell 5,681,820 Class A ordinary shares (pre-reverse split), at a per share purchase price of $0.88. The gross proceeds to the Company from this Offering were approximately $5 million, before deducting any fees or expenses.

 

On August 2, 2023, the Company entered into a securities purchase agreement with an investor, pursuant to which the Company agreed to sell 2,083,333 Class A ordinary shares (pre-reverse split), at a per share purchase price of $0.48. The gross proceeds to the Company from this offering were approximately $1 million, before deducting any fees or expenses.

 

On February 23, 2024, the Company entered into a securities purchase agreement with several investors, pursuant to which the Company agreed to sell 1,300,000 Class A ordinary shares, at a per share purchase price of $1.00. The gross proceeds to the Company from this offering are approximately $1.30 million, before deducting any fees or expenses. In a concurrent private placement, the Company also issued the investors warrants to purchase up to 1,300,000 shares. Each warrant was exercisable for one Class A ordinary share. The warrants had an initial exercise price of $1.10 per share and are exercisable at any time on or after the date of issuance and will expire on the fifth anniversary of the issuance date. The 1,300,000 warrants were fully exercised on June 28, 2024.

 

On March 15, 2024, the Company entered into a securities purchase agreement (with several investors, pursuant to which the Company agreed to sell 1,727,941 Class A ordinary shares, at a per share purchase price of $1.36. The gross proceeds to the Company from this offering are approximately $2.35 million, before deducting any fees or expenses.

 

 

On May 28, 2024, the Company entered into securities purchase agreement (with certain investors pursuant to which the Company agreed to sell 102,041 Class A ordinary shares, (at a per share purchase price of $0.98. The gross proceeds to the Company from this offering are approximately $100,000, before deducting any fees or expenses.

 

On June 28, 2024, the Company entered into a securities purchase agreement with several investors, pursuant to which the Company agreed to sell 108,085 Class A ordinary shares, (the “Shares”), at a per share purchase price of $1.602. The gross proceeds to the Company from this offering are approximately $250,000, before deducting any fees or expenses.

 

Share-based Compensation

 

From January 1 to June 30, 2024, the Company issued an aggregate of 56,660 shares to its Chief Financial Officer as Share Compensation expense. The fair value of 56,660 shares was $ 97,800.

 

From January 1 to June 30, 2024, the Company issued an aggregate of 2,100,000 class B shares to its Chief Executive Officer as a Share Compensation expense. The fair value of 2,100,000 shares was $ 2,922,000.

 

From January 1 to June 30, 2024, the Company issued an aggregate of 886,000 shares to its directors as a Share Compensation expense. The fair value of 886,000 shares was $ 1,311,280.

 

From January 1 to June 30, 2024, the Company issued an aggregate of 153,032 shares) to its employees as a Share Compensation expense. The fair value of 153,032 shares was $ 249,040.

 

From January 1 to June 30, 2024, the Company issued aggregate of 436,633 shares to its consultants or consulting firms as Share Compensation expense.

 

16. RELATED PARTY TRANSACTIONS

 

Apart from those discussed elsewhere in these condensed consolidated financial statements, the following are significant related party transactions entered into between the Company and its related parties at agreed rates:

 

		As of
		June 30, 2024				December 31, 2023
		USD’000				USD’000
Liping Huang (CEO’s spouse)			489				500
Lei Deng (legal representative of one of the subsidiaries)			270				277
Xiaorong Yang (legal representative of one of the subsidiaries)			527				539
Total			1,286				1,316

 

 

 

		As of
		June 30, 2024				December 31, 2023
		USD’000				USD’000
Amounts owed from related parties			53				78

 

As of June 30, 2024 and December 31, 2023, the Company had due to CEO of $ 53,000 and $ 78,000.

 

17. COMMITMENTS

 

(a) Capital commitments

 

The Company’s capital expenditures consist of expenditures on property, plant and equipment and capital contributions. Capital expenditures contracted for at the balance sheet date but not recognized in the financial statements are as follows:

 

		As of
		June 30, 2024				December 31, 2023
		USD’000				USD’000
Contracted for capital commitment with respect to capital contributions to its wholly foreign owned subsidiary in the PRC:
Chengdu Future			3,672				3,672
Antelope Chengdu			6,422				6,604
Hainan Antelope Holding			8,976				8,976
Antelope Future (Yangpu)			8,587				8,587
Antelope Investment (Hainan)			7,042				7,042
Antelope Ruicheng Investment			6,654				6,654
Hubei Kylin Cloud Service Technology			704				704
Wenzhou Kylin Cloud Service Technology			704				704
Jiangxi Kylin Cloud Service Technology			704				704
Anhui Kylin Cloud Service Technology			408				408

 

18. ASSETS AND LIABILITIES OF DISPOSAL GROUP

 

Since the ceramic tiles manufacturing business of the Company has experienced significant hurdles due to the significant slowdown of the real estate sector and the impacts of COVID-19 in China, on April 28, 2023, the Company divested of its ceramic tiles manufacturing business, which was conducted through the Company’s two subsidiaries, Jinjiang Hengda Ceramics Co., Ltd. and Jiangxi Hengdali Ceramic Materials Co., Ltd.

 

Jiangxi Hengdali Ceramics is wholly owned by Jinjiang Hengda Ceramics, which is a wholly owned subsidiary of Stand Best Creation Limited, a Hong Kong company. Stand Best Creation Limited is a wholly owned subsidiary of Success Winner Limited which is 100% owned by the Company (“the Disposition Group”).

 

On December 30, 2022, Success Winner Limited, Stand Best Creation Limited and New Stonehenge Limited, a British Virgin Islands exempt company which is not affiliate of the Company or any of its directors or officers, entered into certain share purchase agreement (the “Disposition SPA”. Pursuant to the Disposition SPA, New Stonehenge Limited agreed to purchase Stand Best Creation, and in exchange New Stonehenge Limited agreed to issue a 5% unsecured promissory note to Success Winner Limited with principal amount of $8.5 million with a maturity date on the fourth anniversary of its issuance (the “Note”).

 

 

The Disposition Transaction has been approved by Company’s shareholders on February 21, 2023. The disposal of the subsidiaries for the ceramic tile manufacturing business were completed on April 28, 2023.

 

The following table summarizes the carrying value of the assets and liabilities of disposal group at the closing date of disposal. The Company recorded USD 73.8 million gain on disposal of the subsidiaries, which was the difference between the selling price of US$8.5 million and the carrying value of the net assets of the Disposition Group.

 

		As of April 28, 2023
		USD’000
Right-of-use assets, net			3,678
Inventories, net			3,558
Trade receivables, net			397
Other receivables and prepayments			399
Cash and bank balances			35
Accrued liabilities and other payables			(2,640	)
Amounts owed to related parties			(4,835	)
Lease liabilities			(2,664	)
Taxes payable			(11	)

 

The financial performance and cash flow information of disposed group for the six months ended June 30, 2023 was as following:

 

		Six Months Ended June 30, 2023
		USD’000
Financial performance
Net sales			390
Cost of goods sold			1,091
Gross loss			(701	)
Other income			825
Selling and distribution expenses			(219	)
Administrative expenses			(207	)
Bad debt Reversal (expense)			144
Finance costs			(42	)
Loss before taxation			(200	)
Gain on disposal of discontinued operations			10,659
Income tax expense			-
Net loss for the year from discontinued operations			10,459
Cash flow information
Net cash generated from operating activities from discontinued operations			2,038
Net cash used in investing activities from discontinued operations			-
Net cash used in financing activities from discontinued operations			(2,064	)
Net (decrease) increase in cash and cash equivalents from discontinued operations			(26	)

 

19. SUBSEQUENT EVENTS

 

The Company has evaluated all events that have occurred subsequent to June 30, 2024 through the date that the consolidated financial statements were issued. Management has concluded that the following subsequent events required disclosure in the financial statements:

 

On July 31, 2024, the Company entered into a securities purchase agreement an investor, a registered direct offering an aggregate of 500,000 Class A ordinary shares, of the Company. The gross proceeds from this offering, were approximately $1.25 million, before offering expenses. The Company intends to use the net proceeds received from the Offering for general working capital purposes.

 

 

 

Exhibit 99.2

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

Overview

 

We are a British Virgin Islands limited liability company with no material operations. Our operations were conducted in China by our subsidiaries. We provide livestreaming ecommerce services, business management and information systems consulting services. In April 2023, we disposed of our legacy ceramic tile manufacturing business.

 

Livestreaming Ecommerce Business

 

Our livestreaming ecommerce business is operated in China through our 51% owned subsidiary, Hainan Kylin Cloud Services Technology Co., Ltd (“Hainan Kylin”) and its subsidiaries, Hangzhou Kylin Cloud Services Technology Co., Ltd (“Hangzhou Kylin”), Anhui Kylin Cloud Services Technology Co., Ltd (“Anhui Kylin”), and Wenzhou Kylin. We aim to provide a one-stop solution for our customers to enable them to utilize the growing sales channel of livestreaming ecommerce. We believe that livestreaming ecommerce is an important growth engine for consumer good brands as it leverages the content of livestreaming to boost customer engagement and sales as it combines instant purchasing of a featured product and audience participation through a chat function or reaction buttons. Our customers usually include consumer brand goods, merchants, and small-scale ecommerce platforms. Our product management office assesses and selects the products from our customers. We then connect with different suppliers, usually staffing agencies that have a growing and diverse pool of hosts and influencers. The hosts and influencers register and claim the tasks for livestreaming for our customers’ products via Hainan Kylin’s SaaS platform. We track the sales of products of each host on the SaaS platform and report the sales results to our customers. We have expanded our reach to second and third tier cities in China where livestreaming ecommerce has a high conversion rate.

 

Hainan Kylin’s SaaS platform also includes a job-listing page designed especially for our enterprise customers to retain and engage freelancers and independent contractors at a cost-efficient way. We expect to further develop this function of the SaaS platform to provide value-added services to our livestreaming ecommerce customers.

 

Hainan Kylin started its business in September 2021. For the six months ended June 30, 2024, Hainan Kylin comprised most of our ongoing business operations and accounted for 100% of our total revenue.

 

Ceramic Tile Business

 

We historically operated a ceramic tile business which are used for exterior siding and for interior flooring and design in residential and commercial buildings. We are manufacturer of ceramic tiles used for exterior siding and for interior flooring and design in residential and commercial buildings in China. The ceramic tiles, sold under the “HD” or “Hengda,” brands are available in over two thousand styles, colors and size combinations. Currently, we have five principal product categories: (i) porcelain tiles, (ii) glazed tiles, (iii) glazed porcelain tiles, (iv) rustic tiles, and (v) polished glazed tiles.

 

For the six months ended June 30, 2023, we did not produce any ceramic tiles and only had sales from our existing inventory.

 

Over the last two years, the Company enacted a strategic transition to pivot towards high growth technology areas which included the acquisition of a livestreaming ecommerce business. In December 2022, the Company’s Board of Directors unanimously agreed to divest its ceramic tile building materials business. A special meeting of the Company’s shareholders was held on February 21, 2023, and the shareholders approved the sale of this business. On April 28, 2023, this transaction closed, and the Company transferred its ownership of the ceramic tile manufacturing business to New Stonehenge Limited, which, as a result, assumed all of its assets and liabilities.

 

 

Business Management and Consulting Business

 

We also provide business management and consulting services which consists of computer consulting services and software development through our subsidiaries in China, including Chengdu Future and Antelope Chengdu. We diagnose difficulties in infrastructure and enterprise systems and addresses business challenges that enterprises confront by developing strategies to surmount such hurdles to ensure the healthy growth and development of our customers’ businesses. Our consulting teams have advanced technological knowledge and capabilities to implement workflow solutions via proprietary software products and services to provide our customers with customized solutions to help them solve complex business problems.

 

Basis of Presentation

 

The following discussion and analysis of our financial condition and results of operations is based on the selected financial information as of and for the six months ended June 30, 2024 and has been prepared based on the consolidated financial statements of Antelope Enterprise Holdings Limited and its subsidiaries. The consolidated financial statements of Antelope Enterprise Holdings Limited and its subsidiaries have been prepared in accordance with IFRS as issued by the International Accounting Standards Board, or “IASB.” The consolidated financial statements have been prepared on the historical cost basis, except for derivative financial instruments that have been measured at fair value.

 

A.	Operating Results

 

The following table sets forth our financial results for the six months ended June 30, 2024 and 2023, respectively:

 

USD’000		2024				2023
Net sales			43,462				44,636
Cost of goods sold			39,969				37,824
Gross profit			3,493				6,812
Other income			651				409
Selling and distribution expenses			(3,130	)			(7,100	)
Administrative expenses			(6,863	)			(5,588	)
Finance costs			(537	)			-
Other expenses			(139	)			-
Loss before taxation			(6,525	)			(5,467	)
Income tax expense			2				-
Net loss from continuing operations			(6,527	)			(5,467	)
Discontinued operations
Gain on disposal of discontinued operations			-				10,659
Loss from discontinued operations			-				(200	)
Net income (loss)			(6,527	)			4,992
Net income (loss) attributable to:
Equity holders of the Company			(6,635	)			4,997
Non-controlling interest			108				(5	)
Net income (loss)			(6,527	)			4,992
Net income (loss) attributable to the equity holders of the Company arise from:
Continuing operations			(6,635	)			(5,462	)
Discontinued operations			-				10,459

 

 

The following table shows the Company’s operations by business lines for the six months ended June 30, 2024 and 2023, respectively:

 

		For the six months ended June 30,
		2024				2023
		USD’000				USD’000
Revenues
Discontinued operations
Sales of tile products			-				390
Continuing operations
Consulting income / software			-				477
Livestreaming ecommerce			43,462				44,159
Total revenues			43,462				45,026
Cost of revenues
Discontinued operations
Sales of tile products			-				1,091
Continuing operations
Consulting income / software			64				1,177
Livestreaming ecommerce			39,904				36,647
Total cost of revenues			39,968				38,915
Operating costs and expenses
Discontinued operations
Sales of tile products			-				468
Continuing operations
Consulting income / software			139				373
Livestreaming ecommerce			3,641				7,676
Other			6,750				4,639
Total operating costs and expenses			10,530				13,156
Bad debt expense (reversal)
Discontinued operations
Sales of tile products			-				144
Continuing operations
Consulting income / software			-				-
Livestreaming ecommerce			-				-
Total bad debt expense							144
Other expenses
Discontinued operations
Sales of tile products			-				-
Continuing operations
Consulting income / software			-				-
Livestreaming ecommerce			139				-
Total other expenses			139				-
Other income
Discontinued operations
Sales of tile products			-				825
Continuing operations
Consulting income / software			-				11
Livestreaming ecommerce			446				154
Other			205				244
Total other income			651				1,234
Loss from operations
Sales of tile products			-				(200	)
Consulting income / software			(212	)			(1,062	)
Livestreaming ecommerce			224				(11	)
Other			(6,537	)			(4,395	)
Loss from operations			(6,525	)			(5,668	)

 

 

Description of Selected Income Statement Items

 

Revenue from sales of livestreaming ecommerce business. Beginning in September 2021, we started to generate revenue from our livestreaming ecommerce business which is operated by Hainan Kylin and its subsidiaries. For the six months ended June 30, 2024 and 2023, respectively, we generated $ 43.5 million and $ 44.2 million in revenue from this business.

 

Revenue from sales of ceramic tile products. We historically generated revenue from the sales of ceramic tiles, including porcelain tiles, glazed porcelain tiles, glazed tiles, rustic tiles and polished glazed tiles, net of rebates and discounts. For the six months ended June 30, 2023, respectively, we generated $ 0.4 million in revenue from this business.

 

Revenue from business management and information system consulting services. We also generated revenue from business management consulting, information system technology consulting services, including the sales of software use rights for digital data deposit platforms and asset management systems. For the six months ended June 30, 2024 and 2023, we generated $ nil and $ 0.5 million.

 

Cost of revenues.

 

Cost of revenues for livestreaming ecommerce. Cost of sales for the livestreaming ecommerce was $ 39.9 million and $ 36.6 million for the six months ended June 30, 2024 and 2023, mainly consisting of professional costs for outsourcing technology services.

 

Cost of revenues for tile products. Cost of revenues for tile products consists of costs directly attributable to production, including the cost of clay, color materials, glaze materials, coal, salaries for staff engaged in production activity, electricity, depreciation, packing materials and related expenses. For the six months ended June 30, 2023, we had cost of revenues related to tile products of $1.1 million respectively.

 

Cost of revenues for business management and information system consulting services. For the six months ended June 30, 2024 and 2023, we had cost of revenues related to business management and consulting income of $ 64,000 and $ 1.2 million, which mainly consisted of professional costs for outsourcing technology services.

 

Other income and other expenses. Other income consists of interest income, foreign exchange gain/loss, gain on disposal of equipment and rental income by leasing out one of its production lines. Other expenses primarily consist of the loss on disposal of equipment and the depreciation by leasing out one of our production lines.

 

 

Selling and distribution expenses. Selling and distribution expenses consist of payroll, travel expenses, transportation and advertising expenses incurred by our selling and distribution team.

 

Administrative expenses. Administrative expenses consist primarily of R&D expense, employee remuneration, payroll taxes and benefits, general office expenses and depreciation. We expect administrative expenses to remain constant as compared to the prior year.

 

Income taxes. Our subsidiaries in the PRC are subject to the PRC Enterprise Income Tax Law, and the applicable income tax rate pursuant to such law for the six months ended June 30, 2024 and 2023 is 25% for Hainan Kylin Cloud Services Technology, and 5% for Chengdu Future, Antelope Chengdu, Anhui Kylin Cloud Services Technology, Wenzhou Kylin Cloud Services Technology and Hangzhou Kylin Cloud Services Technology. The Company’s U.S. subsidiaries is subject to U.S. income tax rate of 21% and New York state corporate income tax with rates ranging from 6.5% to 7.25%.

 

Results of Operations

 

Six Months Ended June 30, 2024 Compared to the Six Months Ended June 30, 2023

 

Revenue from livestreaming ecommerce.

 

For the six months ended June 30, 2024 and 2023, revenue from the livestreaming ecommerce was $ 43.4 million and $ 44.2 million, representing a decrease of $ 1.2 million, or 3%. The decrease was mainly due to a) the loss of a few major clients, we adjusted our business strategy and focus on expanding new consumers in order to minimize the customer concentration risk, b) current year RMB to USD exchange rate depreciation when we converted the Company’s FS from RMB into USD. For the six Months ended June 30, 2024, we have added new clients to compensate for fluctuations with our major clients. For the first half of 2024, we’ve expanded our portfolio to include a range of mid-tier clients. While their individual sales volumes may not be as good as those of our top clients, this diversification helps to mitigate our market and customer concentration risk. Additionally, since some of these clients are still in the beginning stages of collaboration, their business volume just started to grow, it will take time from those mid-tier clients to develop and increase the sales volume they can create. In the first half of 2024, we had business engagements with more than 70 clients, which represented an increase of nearly 20 clients compared to the same period in 2023. Among these clients, the top five major clients generated revenue of $26.5 million in the first half of the year. DOU+ is a live broadcast room targeting tool that has been designed by Douyin, the short-video platform that currently has largest number of users in China (the mainland Chinese counterpart of TikTok). DOU+ is a tool provided to anchors on Douyin that can effectively increase the exposure, interaction and popularity of the live broadcast room, which helps merchants solve the problem of having only a small number of people in the live broadcast room. We sell customized DOU+ applications to our customers that specifically fit their needs at a preferential price. DOU+ revenue for the six months ended June 30, 2024 and 2023 was $2.2 million and $5.5 million.

 

Revenue from sales of tile products.

 

Revenue from sales of tile products was $ 0.4 million for the six months ended June 30, 2023. We disposed our tile segment in April 2023.

 

Revenue from business management and information system consulting services.

 

Revenue from business management and information system consulting services was $ nil for the six months ended June 30, 2024, compare to $ 0.5 million for the six months ended June 30, 2023, representing a decrease of $ 0.5 million or 100%. The decrease in revenue was primarily due to intense market competition and lack of efficient marketing and promotional efforts, the Company was unable to attract and obtain new customers for the six months ended June 30, 2024,. In addition, management focused more attention and allocated more resources to the livestreaming ecommerce segment.

 

 

Cost of revenues for livestreaming ecommerce.

 

Cost of revenues for the livestreaming ecommerce was $ 39.9 million and $ 36.6 million for the six months ended June 30, 2024 and 2023. For the six months ended June 30, 2024 and 2023, our cost of revenues mainly consisted of professional costs for outsourcing technology services. The increase in the cost of revenues for our livestreaming ecommerce resulted from the changes with our major clients, we adjusted our business strategy and focus on expanding new customers. However, there is a certain adaptation and training period for the new customers, which directly led to increased costs such as increased training costs, additional management and support costs. In addition, the cost for customized DUO+ application sales were $ 1.8 million and $ 5.3 million for the six months ended June 30, 2024 and 2023.

 

Cost of revenues for sales of tile products.

 

Cost of revenues for sales of tile products was $ 1.1 million for the six months ended June 30, 2023.

 

Cost of sales for business management and information system consulting services.

 

Cost of sales for business management and consulting services was $ 64,000 and $ 1.2 million for the six months ended June 30, 2024 and 2023.

 

Gross profit for livestreaming ecommerce. Gross profit for the livestreaming ecommerce was $ 3.6 million and $ 7.5 million for the six months ended June 30, 2024 and 2023.

 

Gross loss for sales of tile products. Gross loss for the tile products was $ 0.7 million for the six months ended June 30, 2023.

 

Gross loss for business management and consulting. Gross loss for the business management and consulting services was $ 64,000 and $ 0.7 million for the six months ended June 30, 2024 and 2023.

 

Other income. Other income for the six months ended June 30, 2024 was $ 0.7 million, as compared to $ 0.4 million for the same period of 2023. For the six months ended June 30, 2024, other income mainly consisted of interest income of $213,000 and other income of $438,000. For the six months ended June 30, 2023, other income mainly consisted of a government grant of $ 45,000, interest income of $ 77,000, loan forgiveness of $167,000 and other income $120,000.

 

For six months ended June 30, 2023, we had other income from the discontinued operation of $ 0.8 million, which were mainly attributable to the income from leasing out one of the production lines from our Hengdali facility pursuant to an eight-year lease contract.

 

Selling and distribution expenses. Selling and distribution expenses were $ 3.1 million for the six months ended June 30, 2024, compared to $ 7.1 million for the six months ended June 30, 2023, representing a decrease of $ 4.0 million, or 55.9%. The decrease in selling and distribution expenses was primarily due to a decreased advertising and promotion expense of $3.5 million, and decreased commission expense of $ 0.5 million. For the six months ended June 30, 2023, we had selling and distribution expenses $ 0.2 million from our discontinued operations.

 

Administrative expenses. Administrative expenses were $ 6.9 million) for the six months ended June 30, 2024, compared to $ 5.6 million for the six months ended June 30, 2023, representing an increase of $1.3 million, or 22.8%. The increase in administrative expenses was primarily due to an increase in (i) stock compensation expense of $ 0.8 million, (ii) an $0.5 million increase in professional expenses. For the six months ended June 30, 2023, we had administrative expenses of $ 0.2 million from discontinued operations.

 

Finance costs. Finance costs were $ 0.5 million for the six months ended June 30, 2024, compared to $ nil for the six months ended June 30, 2023. The increase was mainly due to the increase of interest expense on lease liabilities and increase of interest expense on note payable.

 

 

Loss before taxation. Loss before taxation was $ 6.5 million for the six months ended June 30, 2024, as compared to loss before taxation of $ 5.5 million for the six months ended June 30, 2023. The increase in loss before taxation was mainly due to an increase in administrative expenses which was partly offset by decreased in selling and distribution expense as described above. For the six months ended June 30, 2023, we had a loss before taxation of $ 0.2 million from discontinued operations. In addition, we had a $ 10.6 million gain from disposal of our tile subsidiaries.

 

Income taxes. We incurred an income tax expense of $ 2,000 for the six months ended June 30, 2024 compared to an income tax expense of $ nil for the six months ended June 30, 2023. Our PRC statutory enterprise income tax rate was 25% for the six months ended June 30, 2024 and 2023. Our U.S. federal corporate income tax rate was 21% and New York state corporate income tax was ranging from 6.5% to 7.25%.

 

Net loss attributable to equity holders of the Company. Net loss attribute to equity holders of the Company from continued operations was $ 6.5 million for the six months ended June 30, 2024, as compared to a loss attributable to the Company’s shareholders of $ 5.5 million for the six months ended June 30, 2023. The increase in net loss attributable to shareholders in 2024 was attributable to the reasons described above. For the six months ended June 30, 2023, we had income attributable to equity holders of the Company of $ 10.5 million from discontinued operations.

 

Net income (loss) attributed to non-controlling interest. Net income attributed to non-controlling interest was $ 108,000 and net loss of $ 5,000 for the six months ended June 30, 2024 and 2023, respectively. The non-controlling interest represents the 49% ownership of Hainan Kylin and its subsidiaries.

 

B.	Liquidity and Capital Resources

 

The following table presents a summary of our cash flows and beginning and ending cash balances for the six months ended June 30, 2024 and 2023:

 

USD (‘000)		2024				2023
Net cash used in operating activities			(7,160	)			(5,567	)
Net cash generated from / (used in) investing activities			(266	)			316
Net cash generated from financing activities			10,125				5,652
Net cash flow			2,699				401
Cash and cash equivalents at beginning of period			536				612
Effect of foreign exchange rate differences			(913	)			(560	)
Cash and cash equivalents at end of period			2,322				453

 

We have historically financed our liquidity requirements mainly through operating cash flow, bank loans and issuance of new shares. We believe that we will generate sufficient cash from operations to meet our needs for the next twelve months.

 

However, we may sell additional equity or obtain credit facilities to enhance our liquidity position or to increase our cash reserve for future acquisitions and capital equipment expenditures. The sale of additional equity would result in further dilution of our equity to our shareholders. The incurrence in indebtedness would result in increased fixed obligations and could result in operating covenants that would restrict our operations. We cannot provide assurance that financing will be available in amounts or on terms acceptable to us, if at all.

 

On January 10, 2023, the Company entered into a certain securities purchase agreement with Mr. Weilai (Will) Zhang, the Chief Executive Officer of the Company, Mr. Ishak Han, a director of the Company, and another sophisticated purchaser, pursuant to which the Company agreed to sell 1,625,000 ordinary shares (pre-reverse split), at a per share purchase price of $0.80. The offering was unanimously approved by the disinterested directors and the board of directors of the Company. The gross proceeds to the Company from this offering are $1.3 million, before deducting any fees or expenses. The Company plans to use the net proceeds from this offering for the expansion of its social ecommerce business and general corporate purposes. The offering closed on January 12, 2023.

 

 

On January 13, 2023, the Company entered into a certain securities purchase agreement with a certain purchaser, pursuant to which the Company agreed to sell 1,234,568 ordinary shares (pre-reverse split), at a per share purchase price of $0.81, the closing price of the Ordinary Shares on the Nasdaq Capital Market as of January 10, 2023. The gross proceeds to the Company from this Offering are approximately $1 million, before deducting any fees or expenses. The Company plans to use the net proceeds from this offering for the expansion of its social ecommerce business and for general corporate purposes.

 

On March 30, 2023, the Company entered into a certain securities purchase agreement with five sophisticated investors, pursuant to which the Company agreed to sell 5,681,820 Class A ordinary shares (pre-reverse split), at a per share purchase price of $0.88. The gross proceeds to the Company from this offering are approximately $5 million, before deducting any fees or expenses. The Company has issued the Shares on April 12, 2023 and the Offering was closed on the same day as all closing conditions were satisfied. The Company plans to use the net proceeds from this offering for general corporate purposes.

 

On August 2, 2023, the Company entered into a certain securities purchase agreement with an investor, pursuant to which the Company agreed to sell 2,083,333 Class A ordinary shares (pre-reverse split), at a per share purchase price of $0.48 (the “Offering”). The gross proceeds to the Company from this Offering are approximately $1 million, before deducting any fees or expenses. The Company has issued the Class A ordinary shares on August 2, 2023 and the Offering was closed on the same day as all closing conditions were satisfied. The Company plans to use the net proceeds from this Offering for general corporate purposes.

 

On February 23, 2024, the Company entered into a certain securities purchase agreement (the “SPA”) with certain investors (the “Purchasers”), pursuant to which the Company agreed to sell 1,300,000 Class A ordinary shares, (the “Shares”), no par value each (the “Ordinary Shares”), at a per share purchase price of $1.00 (the “Offering”). The gross proceeds to the Company from this Offering are approximately $1.30 million, before deducting any fees or expenses. In a concurrent private placement, the Company also issued the investors warrants to purchase up to 1,300,000 Shares (the “Warrants”). Each Warrant is exercisable for one Class A ordinary share. The Warrants will have an initial exercise price of $1.10 per share and will be exercisable at any time on or after the date of issuance and will expire on the fifth anniversary of the issuance date. The Company plans to use the net proceeds from this Offering for the expansion of the Company’s business in the U.S., and for general corporate purpose.

 

On March 15, 2024, the Company entered into certain securities purchase agreement (the “SPA”) with certain investors (the “Purchasers”), pursuant to which the Company agreed to sell 1,727,941 Class A ordinary shares, (the “Shares”), no par value each (the “Ordinary Shares”), at a per share purchase price of $1.36 (the “Offering”). The gross proceeds to the Company from this Offering are approximately $2.35 million, before deducting any fees or expenses. The Company plans to use the net proceeds from this Offering for the expansion of the Company’s business in the U.S., including the recruitment of personnel in the U.S. and for general corporate purpose.

 

On May 28, 2024, the Company entered into certain securities purchase agreement (the “SPA”) with certain investors (the “Purchasers”), pursuant to which the Company agreed to sell 102,041 Class A ordinary shares, (the “Shares”), no par value each (the “Ordinary Shares”), at a per share purchase price of $0.98 (the “Offering”). The gross proceeds to the Company from this Offering are approximately $100,000, before deducting any fees or expenses. The Company plans to use the net proceeds from this Offering for the expansion of the Company’s business in the U.S., including the recruitment of personnel in the U.S. and for general corporate purpose.

 

On June 28, 2024, the Company entered into certain securities purchase agreement (the “SPA”) with certain investors (the “Purchasers”), pursuant to which the Company agreed to sell 108,085 Class A ordinary shares, (the “Shares”), no par value each (the “Ordinary Shares”), at a per share purchase price of $1.602 (the “Offering”). The gross proceeds to the Company from this Offering are approximately $250,000, before deducting any fees or expenses. The Company plans to use the net proceeds from this Offering for the expansion of the Company’s business in the U.S., including the recruitment of personnel in the U.S. and for general corporate purpose.

 

 

Cash flows from operating activities.

 

Our net cash used in operating activities was $ 7.2 million for the six months ended June 30, 2024, an increase of $ 1.6 million as compared to $ 5.6 million for the six months ended June 30, 2023. The increase of cash outflow was mainly due to an increase in cash outflow on loan receivables of $ 0.9 million, an increase in cash outflow on other receivables and prepayments of $ 0.9 million, and increased cash outflow on trade receivables of $ 1.5 million which were partly offset by a decrease in operating cash outflow before working capital changes of $ 0.6 million, a decrease in cash outflow from trade payable of $ 0.7 million, a decrease in cash outflow on accrued liabilities and other payables of $ 0.8 million, a decrease in cash outflow on taxes payable of $ 0.6 million, and increased cash inflow on unearned revenue of $ 0.9 million. Also, there was cash inflow from operating activities of $ 2.0 million from our discontinued operations for the six months ended June 30, 2023.

 

Cash flows from investing activities.

 

Net cash used in investing activities for the six months ended June 30, 2024 was $ 0.3 million, compared to a cash inflow of $ 0.3 million for the six months ended June 30, 2023. The increase in cash outflow was mainly due to the acquisition of fixed assets of $ 1.8 million, which was partly offset by collection of note receivable of $ 1.5 million and decrease in restricted cash of $ 99,000.

 

Cash flows from financing activities.

 

Net cash generated from financing activities was $ 10.1 million for the six months ended June 30, 2024, compared to $ 5.7 million for the six months ended June 30, 2023, primarily due to an increase in the proceeds from warrants exercised by $1.2 million and increase in proceeds from promissory note by $4.6 million, which was partly offset by decreased equity financing by $3.4 million for the six months ended June 30, 2024 comparing with the six month ended June 30, 2023. For the six months ended June 30, 2023, net cash used in financing activities includes a cash outflow of $ 2.1 million from our discontinued operations, respectively.

 

Cash and bank balances were $ 2.3 million as of June 30, 2024, as compared to $0.5 million as of December 31, 2023.

 

As of June 30, 2023, our total outstanding note payable amounts were $6.2 million.

 

There were no commitments for advertising and insurance expenditure as of June 30, 2024.

 

In our opinion, our working capital, including our cash, income and cash flows from operations, and short-term borrowings, is sufficient for our present requirements.

 

However, we may sell additional equity or obtain credit facilities to enhance our liquidity position or to increase our cash reserve for future acquisitions and capital equipment expenditures. The sale of additional equity would result in further dilution of our equity to our shareholders. The incurrence in indebtedness would result in increased fixed obligations and could result in operating covenants that would restrict our operations. We cannot provide assurance that financing will be available in amounts or on terms acceptable to us, if at all.

 

Credit Management

 

Capital Expenditures

 

Historically, our capital expenditures primarily consist of expenditures on property, plant and equipment. The capital expenditures for the six months ended June 30, 2024 and 2023 were $1.8 million and $ 72,000, respectively.

 

 

Contractual Obligations

 

Our contractual obligations consist mainly of debt obligations, operating lease obligations and other purchase obligations and commitments, and will be paid off with our cash flow from operations. The following table sets forth a breakdown of our contractual obligations (including both interest and principal cash flows) as of June 30, 2024:

 

		Payment Due by Period
						Less than 1				1-3				3-5				More than 5
		Total				year				years				years				years
Short-term debt obligations			—				—				—				—				—
Promissory note			6,245				6,245				—				—				—
Total			6,245				6,245				—				—				—

 

Off-Balance Sheet Arrangements

 

We do not have any outstanding off-balance arrangements and have not entered into any transactions that are established for the purpose of facilitating off-balance sheet arrangements.

 

Impact of Inflation

 

The general annual inflation rate in China was approximately 3.2% in 2023, and 2.1% in 2023 according to the National Bureau of Statistics. Our results of operations may be affected by inflation, particularly rising prices for energy, labor costs, raw materials and other operating costs. See “Item 3. Key Information — Risk Factors — Risks relating to our business. If China’s inflation increases or the prices of energy or raw materials increase, we may not be able to pass the resulting increased costs to our customers and this may adversely affect our profitability or cause us to suffer operating losses.”

 

FINANCIAL RISK MANAGEMENT

 

We are exposed to financial risks arising from our operations and the use of financial instruments. The key financial risks included credit risk, liquidity risk, interest rate risk, foreign currency risk and market price risk.

 

We do not hold or issue derivative financial instruments for trading purposes or to hedge against fluctuations, if any, in interest rates and foreign exchange rates.

 

(i)

Credit risk

 

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in a financial loss to us. Our exposure to credit risk arises primarily from bank balances and trade receivables. For trade receivables, we adopt the policy of dealing only with customers of appropriate credit history to mitigate credit risk. For other financial assets, we adopt the policy of dealing only with high credit quality counterparties.

 

As we do not hold any collateral, the maximum exposure to credit risk for each class of financial assets is the carrying amount of that class of financial assets presented on the consolidated statements of financial position.

 

Cash and bank balances

 

Our bank deposits are placed with reputable banks in the PRC, Hong Kong and the United States. The credit exposure of our cash and bank balances (excluding restricted cash) as of June 30, 2024 and December 31, 2023 were $ nil and $ nil, respectively.

 

(ii)

Liquidity risk

 

Liquidity risk is the risk that we will encounter difficulty in raising funds to meet commitments associated with financial instruments. Liquidity risk may result from an inability to sell a financial asset quickly at close to its fair value.

 

Our exposure to liquidity risk arises primarily from mismatches of the maturities of financial assets and liabilities. Our objective is to maintain a balance between continuity of funding and flexibility through the use of stand-by credit facilities.

 

 

The table below summarizes the maturity profile of the liabilities based on contractual undiscounted payments:

 

		As of June 30, 2024
						More than 1
						year but less
		Within 1 year				than 5 years				Total
		USD’000				USD’000				USD’000
Trade payables			639				—				639
Amounts owed to related parties			53				—				53
Lease liability			117				227				344
Note payable			6,245				—				6,245
Total			7,054				227				7,281

 

(iii)

Interest rate risk

 

Interest rate risk is the risk that the fair value or future cash flows of our financial instruments will fluctuate because of changes in market interest rates.

 

Our interest-bearing bank deposits and borrowings were nil as of June 30, 2024.

 

(iv)

Foreign currency risk

 

Currency risk is the risk that the value of a financial instrument will fluctuate due to changes in foreign exchange rates. Currency risk arises when transactions are denominated in foreign currencies.

 

Our operations are primarily conducted in the PRC. All the sales and purchases transactions are denominated in RMB. As such, our operations are not exposed to exchange rate fluctuation.

 

As of June 30, 2024 and December 31, 2023, nearly all of our monetary assets and monetary liabilities were denominated in RMB except certain bank balances and other payables which were denominated in US dollars and HKD.

 

C.	Research and development, patents and licenses, etc.

 

We focus our research and development efforts on developing innovative Kylin-Cloud service platform.

 

Costs associated with research activities are expensed in profit or loss as they incur. Costs that are directly attributable to development activities are recognized as intangible assets if, and only if, all of the following have been demonstrated:

 

(i)

the technical feasibility of completing the intangible asset so that the asset will be available for use or sale;

 

(ii)

the intention to complete the intangible asset and use or sell it;

 

(iii)

the ability to use or sell the intangible asset;

 

(iv)

how the intangible asset will generate probable future economic benefits;

 

(v)

the availability of adequate technical, financial and other resources to complete the development and to use or sell the intangible asset; and

 

(vi)

the ability to measure reliably the expenditure attributable to the intangible asset during its development.

 

 

The amount initially recognized for internally generated intangible assets is the sum of the expenditure incurred from the date when the intangible asset first meets the recognition criteria listed above. Where no internally generated intangible asset can be recognized, development expenditure is recognized in profit or loss in the period in which it is incurred.

 

Subsequent to initial recognition, internally generated intangible assets are reported at cost less accumulated amortization and accumulated impairment losses, on the same basis as intangible assets that are acquired separately.

 

Gains and losses arising from derecognition of an intangible asset, measured as the difference between the net disposal proceeds and the carrying amount of the asset, are recognized in profit or loss when the asset is derecognized.

 

D.	Critical Accounting Policies and Judgment

 

The preparation of the condensed consolidated interim financial statements, which have been prepared in accordance with International Accounting Standard (“IAS”) as issued by the International Accounting Standards Board (“IASB”), requires us to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Estimates and judgments are continually evaluated and are based on historical experiences and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Actual results may materially differ from these estimates under different assumptions or conditions.

 

Critical accounting estimates and assumptions

 

We make estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The key sources of estimation uncertainty and key assumptions concerning the future at the end of the reporting period, 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:

 

Useful lives and impairment assessment of property, plant and equipment

 

Property, plant and equipment are stated at cost less accumulated depreciation and identified impairment losses. The estimation of useful lives impacts the level of annual depreciation expenses recorded. Property, plant and equipment are evaluated for possible impairment on a specific asset basis or in groups of similar assets, as applicable. This process requires management’s estimate of future cash flows generated by each asset or group of assets. For any instance where this evaluation process indicates impairment, the relevant asset’s carrying amount is written down to the recoverable amount and the amount of the write-down is charged against profit or loss.

 

Useful lives and impairment assessment of investment property

 

Investment properties are stated at cost less accumulated depreciation and identified impairment losses. The estimation of useful lives impacts the level of annual depreciation expenses recorded. Investment properties are evaluated for possible impairment on a specific asset basis or in groups of similar assets, as applicable. This process requires management’s estimate of future cash flows generated by each asset or group of assets. For any instance where this evaluation process indicates impairment, the relevant asset’s carrying amount is written down to the recoverable amount and the amount of the write-down is charged against profit or loss.

 

Impairment loss recognized in respect of property, plant and equipment

 

As of June 30, 2024, the net carrying amount of property, plant and equipment was approximately $1,946,000 (2023: $161,000). No impairment loss was recognized for the six months ended June 30, 2024 and 2023. Determining whether property, plant and equipment are impaired requires an estimation of the recoverable amount of the property, plant and equipment. Such an estimate was based on certain assumptions which are subject to uncertainty and might materially differ from the actual results.

 

 

Income tax

 

The Company has exposure to income taxes in the PRC. Significant judgment is required in determining the provision for income taxes. There are certain transactions and computations for which the ultimate tax determination is uncertain during the ordinary course of business. The Company recognizes liabilities for expected tax issues based on estimates of whether additional taxes will be due. When the final tax outcome of these matters is different from the amounts that were initially recognized, such differences will impact the income tax and deferred tax provisions in the period in which such determination is made.

 

Impairment of financial assets (trade receivables)

 

The Company recognizes a loss allowance for expected credit loss (“ECL”) on financial assets which are subject to impairment under IFRS 9 (including trade and other receivables, amounts due from related parties, restricted cash, bank balances and cash). The amount of ECL is updated at each reporting date to reflect changes in credit risk since initial recognition.

 

Lifetime ECL represents the ECL that will result from all possible default events over the expected life of the relevant instrument. In contrast, 12-month ECL (“12m ECL”) represents the portion of lifetime ECL that is expected to result from default events that are possible within 12 months after the reporting date. Assessment are done based on the Company’s historical credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the current conditions at the reporting date as well as the forecast of future conditions.

 

The Company applies the IFRS 9 simplified approach to measure ECL which uses a lifetime ECL for all trade receivables. The ECL on these assets are assessed individually for debtors with significant balances and/or collectively using a provision matrix with appropriate groupings.

 

For all other instruments, the Company measures the loss allowance equal to 12m ECL, unless when there has been a significant increase in credit risk since initial recognition, the Company recognizes lifetime ECL. The assessment of whether lifetime ECL should be recognized is based on significant increases in the likelihood or risk of a default occurring since initial recognition.

 

The Company recognized bad debts reversal of $ nil and $ nil for the six months ended June 30, 2024 and 2023, respectively. The Company’s discontinued operation recognized bad debts reversal of $ 144,000 for the six months ended June 30, 2023.

 

Share-based payment transaction

 

The Company measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. Estimating fair value for share-based payment transactions requires determining the most appropriate valuation model which is dependent on the terms and conditions of the grant. This estimate also requires determining the most appropriate inputs to the valuation model including the expected life of the stock option, volatility and dividend yield, and the assumptions as to these components.

 

 

Cover	6 Months Ended
	Jun. 30, 2024
Cover [Abstract]
Document Type	6-K
Amendment Flag	false
Document Period End Date	Jun. 30, 2024
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2024
Current Fiscal Year End Date	--12-31
Entity Registrant Name	ANTELOPE ENTERPRISE HOLDINGS LTD.
Entity Central Index Key	0001470683
Entity Address, Address Line One	Room 1802, Block D
Entity Address, Address Line Two	Zhonghai International Center
Entity Address, Address Line Three	Hi- Tech Zone
Entity Address, City or Town	Chengdu
Entity Address, Country	CN

Consolidated Statements of Financial Position - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
NONCURRENT ASSETS
Property and equipment, net	$ 1,946	$ 161
Intangible assets, net	1	1
Right-of-use assets, net	310
Security deposit	166
Loan receivable	10,768	5,181
Note Receivable	5,490	6,949
Total noncurrent assets	18,681	12,292
CURRENT ASSETS
Trade receivable	1,508
Other receivables and prepayments	4,367	2,871
Available-for-sale financial assets		99
Due from related parties	1,286	1,316
Cash and bank balances	2,322	536
Total current assets	9,483	4,822
Total assets	28,164	17,114
CURRENT LIABILITIES
Trade payables	639
Accrued liabilities and other payables	1,077	216
Unearned revenue	1,009	27
Amounts owed to related parties	53	78
Lease liabilities	117
Taxes payable	763	281
Total current liabilities	3,658	602
NET CURRENT ASSETS	5,825	4,220
NONCURRENT LIABILITIES
Lease liabilities	227
Note payable	6,245	2,111
Total noncurrent liabilities	6,472	2,111
Total liabilities	10,130	2,713
NET ASSETS	18,034	14,401
EQUITY
Reserves	17,145	13,985
Noncontrolling interest	889	416
Total equity	$ 18,034	$ 14,401

Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands		6 Months Ended
		Jun. 30, 2024	Jun. 30, 2023
Profit or loss [abstract]
Net sales		$ 43,462	$ 44,636
Cost of goods sold		39,969	37,824
Gross profit		3,493	6,812
Other income		651	409
Selling and distribution expenses		(3,130)	(7,100)
Administrative expenses		(6,863)	(5,588)
Finance costs		(537)
Other expenses		(139)
Loss before taxation		(6,525)	(5,467)
Income tax expense		2
Net loss for the period from continuing operations		(6,527)	(5,467)
Discontinued operations
Gain on disposal of discontinued operations			10,659
Loss from discontinued operations			(200)
Net income (loss)		(6,527)	4,992
Net income (loss) attributable to :
Equity holders of the Company		(6,635)	4,997
Non-controlling interest		108	(5)
Net loss attributable to the equity holders of the Company arising from:
Continuing operations		(6,635)	(5,462)
Discontinued operations			10,459
Other comprehensive loss
Exchange differences on translation of financial statements of foreign operations		(913)	(598)
Total comprehensive income (loss)		(7,440)	4,394
Total comprehensive income (loss) attributable to:
Equity holders of the Company		(7,548)	4,399
Non-controlling interest		108	(5)
Total comprehensive income (loss) arising from:
Continuing operations		(7,440)	(6,065)
Discontinued operations			$ 10,459
Basic (USD)
— from continuing operations		$ (0.96)	$ (3.38)
— from discontinued operations			6.48
Diluted (USD)
— from continuing operations	[1]	(0.96)	(3.38)
— from discontinued operations	[1]		$ 5.27
[1] Warrants to purchase Class A ordinary shares are not included in the diluted loss per share calculations when their effect is antidilutive. For the six months ended June 30, 2024 and 2023, 1,037,559 shares and 135,316 shares, respectively, on a weighted average basis of potential Class A ordinary shares related to outstanding Class A ordinary shares warrants were excluded from the calculation of diluted net loss per share from continuing operations as such shares are antidilutive when there is a loss.

Consolidated Statements of Changes in Equity (Unaudited) - USD ($) $ in Thousands	Share premium [member]	Reverse Recapitalization Reserve [member]	Merger reserve [member]	Reserve of share-based payments [member]	Statutory reserve [member]	Capital reserve [member]	Retained earnings [member]	Reserve of exchange differences on translation [member]	Equity attributable to owners of parent [member]	Non-controlling interests [member]	Total equity [member]
Balance at Dec. 31, 2022	$ 112,821	$ (79,596)	$ 9,257	$ 20,348	$ 21,238	$ 9,614	$ (96,072)	$ 2,468	$ 78	$ 797	$ 875
IfrsStatementLineItems [Line Items]
Net loss for the period							4,997		4,997	(5)	4,992
Exchange difference on transaction of financial statements of foreign operations								(598)	(598)		(598)
Total comprehensive loss for the period							4,997	(598)	4,399	(5)	4,394
Issuance of new shares for equity financing	7,640								7,640		7,640
Conversion of long-term notes into common shares	21								21		21
Equity compensation - employee share-based compensation	109			4,006					4,115		4,115
Balance at Jun. 30, 2023	120,591	(79,596)	9,257	24,354	21,238	9,614	(91,075)	1,870	16,253	792	17,045
Balance at Dec. 31, 2023	121,768	(79,596)	9,257	27,229	21,238	9,614	(98,097)	2,208	13,621	780	14,401
IfrsStatementLineItems [Line Items]
Net loss for the period							(6,635)		(6,635)	108	(6,527)
Exchange difference on transaction of financial statements of foreign operations								(913)	(913)		(913)
Total comprehensive loss for the period							(6,635)	(913)	(7,548)	108	(7,440)
Issuance of new shares for equity financing	4,297								4,297		4,297
Warrants exercised	1,228								1,228		1,228
Conversion of long-term notes into common shares	106								106		106
Equity compensation - employee share-based compensation				5,442					5,442		5,442
Balance at Jun. 30, 2024	$ 127,399	$ (79,596)	$ 9,257	$ 32,671	$ 21,238	$ 9,614	$ (104,732)	$ 1,295	$ 17,146	$ 888	$ 18,034

Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Income (loss) before taxation	$ (6,525)	$ 5,192
Adjustments for
Operating lease charge	33
Depreciation of property, plant and equipment	40	26
Gain on disposal of subsidiaries		(10,659)
Loan forgiveness by related party		(167)
Loss on convertible note	6	5
Standstill fee on note payable	125
Share based compensation	5,442	4,115
Interest expense on lease liability	13
Amortization of OID of convertible note	28	22
Operating cash flows before working capital changes	(838)	(1,466)
Increase in trade receivables	(1,508)
Increase in other receivables and prepayments	(2,190)	(1,325)
Increase in loan receivable	(5,587)	(4,688)
Increase (Decrease) in trade payables	639	(70)
Increase in unearned revenue	982	56
Increase (Decrease) in taxes payable	480	(106)
Increase in accrued liabilities and other payables	862	8
Cash used in operations	(7,160)	(7,591)
Interest paid
Income tax paid		(14)
Net cash generated from operating activities from discontinued operations		2,038
Net cash used in operating activities	(7,160)	(5,567)
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of fixed assets	(1,825)	(72)
Decrease in notes receivable	1,460
Decrease in available-for-sale financial asset	99	126
Decrease in restricted cash		299
Cash disposed as a result of disposal of subsidiaries		(37)
Net cash used in investing activities from discontinued operations
Net cash generated from (used in) investing activities	(266)	316
CASH FLOWS FROM FINANCING ACTIVITIES:
Payment for lease liabilities	(13)
Insurance of share capital for equity financing	4,297	7,661
Warrants exercised	1,228
Proceeds from promissory note	4,630
Repayment of promissory note	(550)
Advance from related parties	533	55
Net cash used in financing activities from discontinued operations		(2,064)
Net cash generated from financing activities	10,125	5,652
NET INCREASE IN CASH & EQUIVALENTS	2,699	401
CASH & EQUIVALENTS, BEGINNING OF PERIOD	536	612
EFFECT OF FOREIGN EXCHANGE RATE DIFFERENCES	(913)	(560)
CASH & EQUIVALENTS, END OF PERIOD	$ 2,322	$ 453

GENERAL INFORMATION	6 Months Ended
	Jun. 30, 2024
Notes and other explanatory information [abstract]
GENERAL INFORMATION	1. GENERAL INFORMATION   Antelope Enterprise Holdings Limited (“Antelope Enterprise” or the “Company”), formerly known as China Ceramics Co., Ltd (“CCCL”), is a British Virgin Islands company operating under the BVI Business Companies Act (2004) with its shares listed on the NASDAQ Stock Market (Ticker: AEHL). The head office of the Company is located at Room 1802, Block D, Zhonghai International Center, Hi-Tech Zone, Chengdu, Sichuan Province, the People’s Republic of China (“PRC”).   On September 18, 2023, the Company effected a one-for-ten reverse split of its issued and outstanding Class A ordinary shares. On February 27, 2024, the Company entered into a stock transfer agreement with Right Fortress Limited, through which Right Fortress Limited transferred all its equity in Million Stars US Inc (“Million Star”) to Antelope Enterprise Holdings USA Inc. Million Star is mainly engaged in the computing power activities.   Antelope Enterprise and its subsidiaries’ corporate structure as of June 30, 2024 was as follows:

BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
	Jun. 30, 2024
Basis Of Preparation And Summary Of Significant Accounting Policies
BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	2. BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES   The accompanying unaudited condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard (“IAS”) 34 Interim Financial Reporting, as issued by the International Accounting Standards Board (“IASB”). They do not include all of the information required in annual financial statements in accordance with International Financial Reporting Standards (“IFRS”), and should be read in conjunction with the audited consolidated financial statements and related footnotes on Form 20-F for the year ended December 31, 2023 as filed with the Securities and Exchange Commission. The accompanying unaudited condensed consolidated interim financial statements reflect all normal recurring adjustments which, in the opinion of management, are necessary for a fair statement of the results for the interim periods presented. Results for the six months ended June 30, 2024 are not necessarily indicative of the results expected for the full fiscal year or for any future period.   Effective January 1, 2024, the Company changed its financial statements presentation of its reporting currency from RMB to USD. Financial information for all periods presented in the filing were recast into the new reporting currency using a methodology consistent with IAS 21. Accordingly, the interim consolidated financial statements as of June 30, 2024 and December 31, 2023, and for the six months ended June 30, 2024 and 2023 were presented in USD, unless otherwise stated. They were approved for issue by the Audit Committee of the Board of Directors and the Board of Directors on September 30, 2024.   These interim financial statements have been prepared in accordance with the same accounting policies adopted in the 2023 annual financial statements, except for the change of reporting currency and accounting policy changes that are expected to be reflected in the 2024 annual financial statements. Details of any changes in accounting policies are set out in note 3.   These interim financial statements contain condensed consolidated financial statements and selected explanatory notes. The notes include an explanation of events and transactions that are significant to an understanding of the changes in financial position and performance of the Group since the 2023 annual financial statements.

CHANGES IN ACCOUNTING POLICIES AND DISCLOSURES	6 Months Ended
	Jun. 30, 2024
Changes In Accounting Policies And Disclosures
CHANGES IN ACCOUNTING POLICIES AND DISCLOSURES	3. CHANGES IN ACCOUNTING POLICIES AND DISCLOSURES   Effective January 1, 2024, the Company changed its presentation currency from RMB to USD to be more relevant to users.   Prior to January 1, 2024, the Company reported its annual and interim consolidated financial statements in RMB. In making this change in presentation currency, the Company followed the recommendations set out in IAS 21, the Effects of Change in Foreign Exchange Rates. In accordance with IAS 21, comparable financial statements for the six months ended June 30, 2023 have been restated retrospectively in the new presentation currency of USD using the current rate method.   The consolidated financial statements as of December 31, 2023 of the Company have been prepared in RMB and translated into the new presentation currency of USD using the current rate method.   The procedure under the current rate method as applied in these interim condensed unaudited consolidated financial statements is outlined as below:     ● balances for the six months ended June 30, 2023 reported in the Interim Condensed Unaudited Consolidated Statement of Comprehensive Income (Loss) and Interim Condensed Unaudited Consolidated Statements of Cash Flows have been translated into USD using average foreign currency rates prevailing for the period;     ● balances as at and for the six months ended June 30, 2023 reported in the Interim Condensed Unaudited Consolidated Statement of Change in Equity, including share-based payment reserve, foreign currency translation reserve, deficit and share capital, have been translated into USD using historical rates; and       ● basic and diluted loss per share for the six months ended June 30, 2023 have been restated to USD to reflect the change in presentation currency.   All resulting exchange differences arising from the translation are included as separate component of other comprehensive income (loss).   The effect of the change in functional currency to USD was applied prospectively in the financial statements effective January 1, 2024. The financial position of the Company as at January 1, 2024 has been translated from RMB to USD at an exchange rate of 7.10.   All transactions for the Company are recorded in USD from January 1, 2024 and onwards. Transactions denominated in currencies other than USD are considered foreign currency transactions. Foreign currency transactions are translated into USD using the foreign currency rates prevailing at the date of the transaction. Period-end balances of monetary assets and liabilities in foreign currency are translated to USD using period-end foreign currency rates. Foreign currency gains and losses arising from the settlement of foreign currency transactions are recognized in profit or loss.   At the date of authorization of these financial statements, the IASB has issued a number of amendments, new standards and interpretations which are not yet effective for the six months ended June 30, 2024 and which have not been adopted in these financial statements. These include the following which may be relevant to the Group :   Amendments to IFRS 10 and IAS 28   Sale or Contribution of Assets between an Investor and its Associate or Joint Venture   The management of the Company anticipate that the application of all the new and amendments to IFRSs will have no material impact on the consolidated financial statements in the foreseeable future.

CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS	6 Months Ended
	Jun. 30, 2024
Critical Accounting Estimates And Judgements
CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS	4. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS   The preparation of interim financial statements in conformity with IAS 34 requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses on a year to date basis. Actual results may differ from these estimates.

REVENUE AND OTHER INCOME	6 Months Ended
	Jun. 30, 2024
Revenue And Other Income
REVENUE AND OTHER INCOME	5. REVENUE AND OTHER INCOME       a) Revenue comprises the fair value of the consideration received or receivable for the sale of goods.           An analysis of the Company’s revenue and other income is as follows:          For the six months ended June 30,       2024     2023       USD’000     USD’000   Revenues                 Continuing operations                 Business management and consulting     -       477   Livestreaming ecommerce     43,462       44,159                     Discontinued operations                 Sale of tiles (Note 18)     -       390                     Total revenues     43,462       45,026                     Other income                 Continuing operations                 Interest income     213       77   Government grant     -       45   Tax subsidy     438       120   Loan forgiveness     -       167                     Discontinued operations                 Other income (Note 18)     -       825   Total other income     651       1,234       b) Segment reporting   The Company identifies operating segments and prepares segment information based on the regular internal financial information reported to the Chief Executive Officer and executive directors, who are the Company’s chief operating decision makers for their decisions about the allocation of resources to the Company’s business components and for their review of the performance of those components.     All of the Company’s operations are considered by the chief operating decision makers to be aggregated into three reportable operating segments: 1) the provision of livestreaming ecommerce industry which was acquired as part of a strategic transformation towards trending technology businesses in China to mitigate the challenging conditions in the real estate market in China, and associated industries like the Company’s legacy ceramic tile business, (2) business management and consulting; and (3) the manufacture and sale of standard to high-end ceramic tiles, which was disposed by the Company in April 2023. Operating segments are defined as components of an enterprise for which separate financial information is available and evaluated regularly by the Company’s chief operating decision makers in deciding how to allocate resources and in assessing performance.   The business of the Company is engaged entirely in the PRC. The Chief Executive Officer and executive directors regularly review the Company’s business as one geographical segment.   The following table shows the Company’s operations by business segment for the six months ended June 30, 2024 and 2023.           For the six months ended June 30,       2024     2023       USD’000     USD’000   Revenues                 Discontinued operations                 Sales of tile products     -       390   Continuing operations                 Consulting income / software     -       477   Livestreaming ecommerce     43,462       44,159   Total revenues     43,462       45,026                     Cost of revenues                 Discontinued operations                 Sales of tile products     -       1,091   Continuing operations                 Consulting income / software     65       1,177   Livestreaming ecommerce     39,904       36,647   Total cost of revenues     39,969       38,915                     Operating costs and expenses                 Discontinued operations                 Sales of tile products     -       468   Continuing operations                 Consulting income / software     139       373   Livestreaming ecommerce     3,641       7,676   Other     6,750       4,639   Total operating costs and expenses     10,530       13,156                     Bad debt expense (reversal)                 Discontinued operations                 Sales of tile products     -       144   Continuing operations                 Consulting income / software     -       -   Livestreaming ecommerce     -           Total bad debt expense             144                     Other expenses                 Discontinued operations                 Sales of tile products     -           Continuing operations                 Consulting income / software     -       -   Livestreaming ecommerce     139       -   Total other expenses     139       -                     Other income                 Discontinued operations                 Sales of tile products     -       825   Continuing operations                 Consulting income / software     -       11   Livestreaming ecommerce     446       154   Other     205       244   Total other income     651       1,234                     Loss from operations                 Sales of tile products     -       (200 ) Consulting income / software     (212 )     (1,062 ) Livestreaming ecommerce     224       (11 ) Other     (6,537 )     (4,394 ) Loss from operations     (6,525 )     (5,667 )         As of June 30, 2024     As of December 31, 2023       USD’000     USD’000   Segment assets                 Ceramic tile products     -       -   Consulting income/software     13,535       7,231   Livestreaming ecommerce     3,692       1,903   Others     10,937       7,980   Total assets     28,164       17,114

LOSS BEFORE TAXATION	6 Months Ended
	Jun. 30, 2024
Loss Before Taxation
LOSS BEFORE TAXATION	6. LOSS BEFORE TAXATION   SCHEDULE OF LOSS BEFORE TAXATION       For the six months ended June 30,       2024     2023       USD’000     USD’000   Finance costs                 Interest expense on lease liability     13       42   Interest expense on note payable     524           Cost of inventories recognized as an expense (including depreciation charge of right-of-use assets for leases)     -       1,091   Depreciation of fixed assets     40       26   Depreciation charge of right-of-use assets for leases (included in the administrative expenses)     33       -   Marketing and promotion expense     2,958       6,431

INCOME TAX	6 Months Ended
	Jun. 30, 2024
Major components of tax expense (income) [abstract]
INCOME TAX	7. INCOME TAX    SCHEDULE OF INFORMATION ABOUT INCOME TAX EXPENSES     For the six months ended June 30,       2024     2023       USD’000     USD’000   Continuing operations                 Current Tax:                 PRC Income Tax Expense         1       -   US Income Tax Expense     1               -   Deferred tax expense     -       -       2       -     Discontinued operations did not incur any income tax expense for the six months ended June 30, 2024.   British Virgin Islands Profits Tax   The Company has not been subject to any taxation in this jurisdiction for the six months ended June 30, 2024 and 2023.   Hong Kong Profits Tax   The subsidiaries in Hong Kong are subject to tax charged on Hong Kong sourced income, the corporate tax rate in Hong Kong is a two-tier one starting with the year of assessment 2018/2019 (from April 1, 2018): the tax is 8.25% (7.5% for unincorporated companies) on the first 2 million HKD of taxable profits and 16.5% (15% for unincorporated companies) for the rest of the profits. No Hong Kong profits tax has been provided as the Company has no assessable profit arising in Hong Kong for the six months ended June 30, 2024 and 2023.   US Income Tax   The Company’s U.S. subsidiaries are subject to U.S. federal income tax rate of 21%, and New York state corporate income tax with rates ranging from 6.5% to 7.25%.   PRC Income Tax   Most subsidiaries of the Company in the PRC are subject to the enterprise income tax in accordance with “PRC Enterprise Income Tax Law”, and the applicable income tax rate for the six months ended June 30, 2024 and 2023 is 25%. Both Antelope Holdings (Chengdu) Co., Ltd (“Antelope Chengdu”) and Chengdu Future Talented Management and Consulting Co, Ltd (“Chengdu Future”) are subject to 2.5% preferential income tax rate for the six months ended June 30, 2024 and 2023.

LOSS PER SHARE	6 Months Ended
	Jun. 30, 2024
Loss Per Share
LOSS PER SHARE	8. LOSS PER SHARE         For the six months ended June 30,       2024     2023       USD’000     USD’000   Loss attributable to holders of ordinary shares (USD’000):                 Net loss from continuing operations     (6,635 )     (5,462 ) Net income from discontinued operations     -       10,459   Weighted average number of ordinary shares outstanding used in computing basic earnings per share *     6,923,985       1,614,471   Weighted average number of ordinary shares outstanding used in computing diluted earnings per share *     6,923,985       1,984,646   Income (loss) per share - basic (USD)                 From continuing operations     (0.96 )     (3.38 ) From discontinued operations     -       6.48   Income (loss) per share - diluted (USD) **                 From continuing operations     (0.96 )     (3.38 ) From discontinued operations     -       5.27     * The number of shares reflected the one-for-ten reverse split effective on September 18, 2023.   ** Warrants to purchase Class A ordinary shares are not included in the diluted loss per share calculations when their effect is antidilutive. For the six months ended June 30, 2024 and 2023, 1,037,559 shares and 135,316 shares, respectively, on a weighted average basis of potential Class A ordinary shares related to outstanding Class A ordinary shares warrants were excluded from the calculation of diluted net loss per share from continuing operations as such shares are antidilutive when there is a loss.

LOAN RECEIVABLE	6 Months Ended
	Jun. 30, 2024
Loan Receivable
LOAN RECEIVABLE	9. LOAN RECEIVABLE   From March 31, 2023 to June 30, 2024, Anhui Zhongjun Enterprise Management Co., Ltd (“Anhui Zhongjun”) borrowed a total of $ 10,768,000 from Antelope Enterprise Holdings (Chengdu) Co., Ltd. This loan will be repaid in installments over a period of three years from the date of disbursement.

NOTE RECEIVABLE	6 Months Ended
	Jun. 30, 2024
Disclosure Of Note Receivable Abstract
NOTE RECEIVABLE	10. NOTE RECEIVABLE   On April 28, 2023, the Company completed the sale of Stand Best Creation Limited and its subsidiaries, Hengda and Hengdali, to New Stonehenge Limited for a total of USD $8,500,000. New Stonehenge Limited has agreed to make the payment in four equal installments on a date that falls 48 months after the effective date of the transaction, with an annual interest rate of 5%. For the six months ended June 30, 2024 and 2023, the Company recorded interest income of $ 213,000 and $ 71,000. As of June 30, 2024, total balance of note receivable was $ 5,490,000.

TRADE PAYABLES	6 Months Ended
	Jun. 30, 2024
Trade Payables
TRADE PAYABLES	11. TRADE PAYABLES          As of       June 30, 2024     December 31, 2023       USD’000     USD’000   Trade payables     639       -     Trade payables are denominated in Renminbi, non-interest bearing and generally settled within 120-day terms. All of the trade payables are expected to be settled within one year. The carrying value of trade payables is considered to be a reasonable approximation of fair value.

ACCRUED LIABILITIES AND OTHER PAYABLES	6 Months Ended
	Jun. 30, 2024
Accrued Liabilities And Other Payables
ACCRUED LIABILITIES AND OTHER PAYABLES	12. ACCRUED LIABILITIES AND OTHER PAYABLES          As of       June 30, 2024     December 31, 2023       USD’000     USD’000   Accrued salary     45       69   Accrued interest     542       144   Accrued liabilities - others     490       3       1,077       216     Accrued liabilities consist mainly of accrued rental, wages and utility expenses.   The carrying value of accrued liabilities and other payables is considered to be a reasonable approximation of fair value.

RIGHT-OF-USE ASSETS AND LEASES LIABILITIES	6 Months Ended
	Jun. 30, 2024
Presentation of leases for lessee [abstract]
RIGHT-OF-USE ASSETS AND LEASES LIABILITIES	13. RIGHT-OF-USE ASSETS AND LEASES LIABILITIES   (a) Amounts recognized in the consolidated statement of financial position   The carrying amounts of right-of-use assets for lease are as below:      Net book amount at January 1, 2024   $ nil   Net book amount at June 30, 2024   $ 310,000             Net book amount at January 1, 2023   $ 68,000   Net book amount at December 31, 2023   $ nil     The lease liabilities for continuing operations are as below:          June 30, 2024     December 31, 2023       USD’000     USD’000   Lease liabilities - current     117       -   Lease liabilities – noncurrent     227       -          344       -     Contractual undiscounted cash flows for the leases:          As of December 31, 2023       Within one year     One to five years     Total contractual undiscounted cash flow       USD’000     USD’000     USD’000         150       250       400     (b) Amounts recognized in the consolidated income statement   The consolidated income statement shows the following amounts from continuing operations relating to leases:          Six Months ended       June 30, 2024       USD’000   Amortization charge of right-of-use assets     33   Interest expense     13         Six Months ended       June 30, 2023       USD’000   Amortization charge of right-of-use assets            -   Interest expense     -     The consolidated income statement shows the following amounts from discontinued operations relating to leases:       Six Months ended       June 30, 2023   Amortization charge of right-of-use assets     616   Interest expense     42     The total cash outflow in financing activities for leases during the six months ended June 30, 2024 and 2023 was $ 13,000, and $ nil, respectively.     The total cash outflow in financing activities from discontinued operations for leases during the six months ended June 30, 2024 and 2023 was $ nil and $ 2,064,000, respectively.

NOTE PAYABLE	6 Months Ended
	Jun. 30, 2024
Note Payable
NOTE PAYABLE	14. NOTE PAYABLE   Unsecured Promissory Note in December 2022   On December 12, 2022, the Company entered into a note purchase agreement (the “2022 Note Purchase Agreement”) with an investor, pursuant to which the Company issued to the investor an unsecured Promissory Note of $1,332,500, for $1,250,000 in gross proceeds. The note included an original issue discount, or OID, of $62,500 along with $20,000 for investor’s fees, costs and other transaction expenses in connection with the issuance of the note. This OID was recognized as a debt discount is amortized over the life of the note. The note bears interest at 8% per annum compounding daily, and has a term of 18 months. Company may prepay all or a portion of the Note at any time by paying 120% of the outstanding balance elected for pre-payment. The Investor has the right to redeem the Note at any time six (6) months after the 2022 note purchase price date (the “2022 Note Redemption Start Date”), subject to maximum monthly redemption amount of $200,000. The Company should pay the applicable redemption amount in cash to the Investor within three (3) Trading Days following the investor’s delivery of a redemption notice. At the end of each month following the 2022 Note Redemption Start Date, if the Company has not reduced the outstanding balance by at least $200,000, then by the fifth (5th) day of the following month, the Company must pay in cash to the Investor the difference between $200,000 and the amount actually redeemed in such month or the Outstanding Balance will automatically increase by one percent (1%) as of such fifth (5th) day. Under the 2022 Note Purchase Agreement, while the Note is outstanding, the Company agreed to keep adequate public information available and maintain its Nasdaq listing. Upon the occurrence of a Trigger Event (as defined in the note), the Investor shall have the right to increase the balance of the Note by fifteen percent (15%) for Major Trigger Event (as defined in the Note) and five percent (5%) for Minor Trigger Event (as defined in the Note). In addition, the Note provides that upon occurrence of an Event of Default (as defined in the note), the interest rate shall accrue on the outstanding balance at the rate equal to the lesser of twenty-two percent (22%) per annum or the maximum rate permitted under applicable law.   During the six months ended June 30, 2024, the Company amortized OID of $ 18,593 and recorded $ 37,046 interest expense on this note, and the Company and Lender exchanged partitioned notes of $ 100,000 for the delivery of 68,913 Class A ordinary shares. The Company recorded $ 6,126 loss on conversion of these notes in the six months ended June 30, 2024 and made repayment of $ 450,000 by cash to this note.   During the six months ended June 30, 2023, the Company amortized OID of $ 20,833 and recorded $ 52,376 interest expense on this note and the Company and Lender exchanged Partitioned notes of $ 15,000 for the delivery of 22,751 Class A ordinary shares. The Company recorded $ 4,955 loss on conversion of these notes in 2023. On September 1, 2023, the Company and the investor entered into a standstill agreement with regard to the certain promissory note issued to the investor dated December 12, 2022. Pursuant to the standstill agreement, the Investor agreed not to redeem any portion of such promissory note until November 30, 2023. The Company, in return, agreed to increase the Outstanding Balance of such note by $96,091 as of the date thereof.   As of June 30, 2024 and December 31, 2023, the outstanding principal balance of this note was $ 494,180 (net of unamortized OID of $ nil) and $ 1,069,999 (net of unamortized OID of $18,593), respectively.     Unsecured Promissory Note in July 2023   On July 26, 2023, the Company entered into a note purchase agreement (“2023 Note Purchase Agreement) with an investor, pursuant to which the Company issued to the investor an unsecured Promissory Note of $ 1,070,000, for $1,000,000 in gross proceeds. The note included an original issue discount, or OID, of $50,000 along with $20,000 for investor’s fees, costs and other transaction expenses in connection with the issuance of the note. This OID was recognized as a debt discount is amortized over the life of the note. The note bears interest at 8% per annum compounding daily, and has a term of 18 months. All outstanding principal and accrued interest on the Note will become due and payable eighteen (18) months after the purchase price of the Note is delivered by Purchaser to the Company (the “2023 Note Purchase Price Date”). The Company may prepay all or a portion of the Note at any time by paying 120% of the outstanding balance elected for pre-payment. The Investor has the right to redeem the Note at any time six (6) months after the 2023 Note Purchase Price Date (the “2023 Note Redemption Start Date”), subject to maximum monthly redemption amount of $200,000. The Company should pay the applicable redemption amount in cash to the Investor within three (3) Trading Days following the investor’s delivery of a redemption notice. At the end of each month following the 2023 note Redemption Start Date, if the Company has not reduced the Outstanding Balance by at least $160,000, then by the fifth (5th) day of the following month, the Company must pay in cash to the Investor the difference between $160,000 and the amount actually redeemed in such month or the Outstanding Balance will automatically increase by one percent (1%) as of such fifth (5th) day. Under the 2023 Note Purchase Agreement, while the note is outstanding, the Company agreed to keep adequate public information available and maintain its Nasdaq listing.   During the six months ended June 30, 2024, the Company amortized OID of $9,543 and recorded $ 46,344 interest expense on this Note. As of June 30, 2024 and December 31, 2023, the outstanding principal balance of this note was $ 1,120,535 (net of unamortized OID of $19,086) and $1,041,371 (net of unamortized OID of $28,629), respectively.   Unsecured Promissory Note in January 2024   On January 25, 2024, the Company entered into a note purchase agreement (the “2024 Note Purchase Agreement”) with Guoxiang Hu (the “Investor”), pursuant to which the Company issued the Investor an unsecured promissory note in the principal amount of $4,630,000 (the “Note”). The Note bears interest at a rate of 16% per annum. All outstanding principal and accrued interest on the Note will become due and 9 months after the purchase price of the Note is delivered by Investor to the Company (the “Purchase Price Date”). The Company may prepay all or a portion of the outstanding balance of the Note prior to its maturity date.   Global Pacific Securities US Inc. (“Global Pacific”) has acted as the lead advisor of the Company for the transaction contemplated in the 2024 Note Purchase Agreement, and the Company agreed to pay Global Pacific a cash fee equal to three percent (3%) of the gross proceeds and to reimburse Global Pacific for its accountable expenses up to $30,000 and to issue to Global Pacific restricted Class A ordinary shares of the Company (“Share Compensation”), in an amount equal to 7.5% of the gross proceeds. On February 2, 2024, the Company issued 193,994 restricted Class A ordinary shares to Global Pacific.   In addition, the Company may not assign the Note without prior written consent of the Investor. The Investor may be sold, assigned or transferred by the Investor without the Company’s prior written consent. However, in the event that the Company has identified any individual(s) or entity(ies) that is satisfactory to the Company, to purchase the Note from the Investor, the Investor agreed to use his best efforts to sell, transfer and assign the Note to such individual or entity identified by the Company within ten (10) calendar days following receipt of a written notice from the Company, at a price that equal to the outstanding balance of the Note.   Under the 2024 Note Purchase Agreement, Weilai Zhang, our CEO and Chairman of the board, agreed to enter into a share pledge agreement with the Investor, on January 25, 2024 (the “Pledge Agreement”), to pledge all Class B ordinary shares of the Company, no par value (“Class B ordinary shares”) owned by him, including any additional Class B ordinary shares issued to him while the Note is outstanding, and any proceeds thereof to secure the Company’s payment and performance of any and all obligations, liabilities and indebtedness of the Company to the Investor pursuant to the terms of the 2024 Note Purchase Agreement.   For the six Months ended June 30, 2024, the Company record $ 314,840 interest expense on this promissory note. As of June 30, 2024, the outstanding principal balance of this note was $ 4,630,000.

SHARE CAPITAL	6 Months Ended
	Jun. 30, 2024
Share Capital
SHARE CAPITAL	15. SHARE CAPITAL   On September 18, 2023, the Company effected a one-for-ten reverse split of its issued and outstanding Class A ordinary shares. The consolidated financial statements for the six months ended June 30, 2023 were retroactively restated to reflect this reverse split, unless otherwise specified.       June 30, 2024     December 31, 2023       Number     Number       of shares     of shares   Authorized:                 Preferred shares, no par value     50,000,000       50,000,000   Class A Ordinary shares, no par value     200,000,000       200,000,000   Class B Ordinary shares, no par value     50,000,000       50,000,000           June 30, 2024       Number       of shares   Outstanding and fully paid:         Ordinary shares, no par value         At January 1, 2024     3,251,918   Issuance of new shares for equity financing     3,238,067   Warrants exercised and buy-back     1,456,080   Note conversion into shares     68,913   Equity compensation     3,632,325   At June 30, 2024     11,647,303     Warrants   On February 12, 2021, the Company entered into a Securities Purchase Agreement (“2021 SPA”) with certain institutional investors for the sale of 588,235 common shares (pre-reverse split), at a purchase price of $3.57 per share. Concurrently with the sale of the Common Shares, pursuant to the 2021 SPA the Company also sold warrants to purchase 588,235 common shares (pre-reverse split). The Company sold the Common Shares and Warrants for aggregate gross proceeds of approximately US$2.1 million, before commissions and expenses. The five-year Warrants will be immediately exercisable at an exercise price equal to $3.57 per share, and will terminate on the five-year anniversary of the initial exercise date of the Warrants. The net proceeds from the transactions will be approximately US$1.86 million, after deducting certain fees due to the placement agent and the Company’s estimated transaction expenses, and will be used for working capital and general corporate purposes.   In addition, the Placement Agent of this offering also received five-year warrants (the “Compensation Warrants”) to purchase up to a number of common shares equal to 5% of the aggregate number of shares sold in the Offering, including the warrant shares issuable upon exercise of the Warrants, which such Compensation Warrants have substantially the same terms as the Warrants sold in the Offering, except that such Compensation Warrants have an exercise price of $4.46 per share and will be exercisable six months from the effective date of this offering and will terminate on the five year anniversary of the effective date of this offering.    Grant date (investors and placement agent, respectively)   February 17, 2021   Share price at date of grant (investors and placement agent, respectively)   US$ 4.45   Exercise price at date of grant (investors and placement agent, respectively)   US$ 3.57 & 4.46   Volatility     107 % Warrant life     5 years   Dividend yield     0 % Risk-free interest rate     0.57 % Average fair value at grant date   US$ 3.54     On June 10, 2021, the Company commenced a registered direct offering of securities, and executed a Securities Purchase Agreement (the “June 2021 SPA”) with three institutional accredited investors pursuant to which it sold 913,875 of the Company’s common shares (pre-reverse split) at the per share price of $3.48 (which was priced in excess of the average of the five-day closing price for the Company’s common shares preceding execution of the June 2021 SPA, which was $3.42). In a concurrent private placement, the Company sold to such investors warrants to purchase 913,875 common shares (the “Investor Warrants”). The Investor Warrants have an exercise price per share of $3.42, subject to adjustment, and have a term of five years. The transactions yielded gross proceeds to the Company of $3,180,285, before the payment of commissions and expenses.   In addition, the Company issued warrants (the “Placement Agent Warrants”) to the Placement Agent to purchase a number of common shares equal to 5.0% of the aggregate number of shares sold to the investors in this offering, as well as the warrant shares issuable upon exercise of the Warrants issued in the concurrent private placement, as additional placement agency compensation. The Placement Agent Warrants have substantially the same terms as the Investor Warrants, except that the Placement Agent Warrants will have an exercise price of $4.35.   Grant date (investors and placement agent, respectively)   June 14, 2021   Share price at date of grant (investors and placement agent, respectively)   US$ 3.15   Exercise price at date of grant (investors and placement agent, respectively)   US$ 3.42 & 4.35   Volatility     115 % Warrant life     5 years   Dividend yield     0 % Risk-free interest rate     0.80 % Average fair value at grant date   US$ 2.50     On September 30, 2022, the Company commenced a registered direct offering of securities, and executed a Securities Purchase Agreement (the “2022 SPA”) with two institutional accredited investors pursuant to which it sold 1,666,667 of the Company’s common shares (pre-reverse split) at the per share price of $0.60. In a concurrent private placement, the Company sold to such investors warrants to purchase 1,666,667 common shares (pre-reverse split) (the “Investor Warrants”). The Investor Warrants have an exercise price per share of $0.82, subject to adjustment, and have a term of five years. The transactions yielded gross proceeds to the Company of $1,000,000, before the payment of commissions and expenses. The offering was closed on October 4, 2022.     In addition, the Company issued warrants (the “Placement Agent Warrants”) to the Placement Agent to purchase a number of common shares equal to 5.0% of the aggregate number of shares sold to the investors in this offering, as well as the warrant shares issuable upon exercise of the Warrants issued in the concurrent private placement, as additional placement agency compensation. The Placement Agent Warrants have substantially the same terms as the Investor Warrants, except that the Placement Agent Warrants will have an exercise price of $0.75.   Grant date (investors and placement agent, respectively)   October 4, 2022   Share price at date of grant (investors and placement agent, respectively)   US$ 0.58   Exercise price at date of grant (investors and placement agent, respectively)   US$ 0.82 & 0.75   Volatility     104 % Warrant life     5 years   Dividend yield     0 % Risk-free interest rate     3.96 % Average fair value at grant date   US$ 0.43     On February 23, 2024, the Company entered into a certain securities purchase agreement (the “2024 SPA”) with certain investors (the “Purchasers”), pursuant to which the Company agreed to sell 1,300,000 Class A ordinary shares, (the “Shares”), no par value each (the “Ordinary Shares”), at a per share purchase price of $1.00 (the “Offering”). The gross proceeds to the Company from this Offering are approximately $1.30 million, before deducting any fees or expenses. In a concurrent private placement, the Company also issued the investors warrants to purchase up to 1,300,000 Shares (the “Warrants”). Each Warrant is exercisable for one Class A ordinary share. The Warrants will have an initial exercise price of $1.10 per share and will be exercisable at any time on or after the date of issuance and will expire on the fifth anniversary of the issuance date. The Company plans to use the net proceeds from this Offering for the expansion of the Company’s business in the U.S., and for general corporate purpose.   Following is a summary of the warrant activity for the six months ended June 30, 2024:                   Weighted                   Average                   Remaining             Average     Contractual       Number of     Exercise     Term in       Warrants     Price     Years   Outstanding at December 31, 2023     362,955     $ 21.32       2.24   Exercisable at December 31, 2023     362,955       21.32       2.24   Issued     1,300,000       1.10       —   Exercised     1,410,853       1.05       —   Warrants buy-back     202,032       —       —   Expired     —       —       —   Outstanding at June 30, 2024     50,070       34.79       1.74   Exercisable at June 30, 2024     50,070     $ 34.79       1.74       Equity Financing   On January 10, 2023, the Company entered into a securities purchase agreement with Mr. Weilai (Will) Zhang, the Chief Executive Officer of the Company, Mr. Ishak Han, a director of the Company, and another purchaser, pursuant to which the Company agreed to sell 1,625,000 ordinary shares (pre-reverse split), at a per share purchase price of $0.80. This offering was unanimously approved by the disinterested directors and the board of directors of the Company. The gross proceeds to the Company from this offering were $1.3 million, before deducting any fees or expenses.   On January 13, 2023, the Company entered into a securities purchase agreement with a certain purchaser, pursuant to which the Company agreed to sell 1,234,568 Class A ordinary shares (pre-reverse split), at a per share purchase price of $0.81 (the public closing price of the Ordinary Shares as of January 10, 2023. The gross proceeds to the Company from this offering were approximately $1 million, before deducting any fees or expenses.   On March 30, 2023, the Company entered into a securities purchase agreement with five investors, pursuant to which the Company agreed to sell 5,681,820 Class A ordinary shares (pre-reverse split), at a per share purchase price of $0.88. The gross proceeds to the Company from this Offering were approximately $5 million, before deducting any fees or expenses.   On August 2, 2023, the Company entered into a securities purchase agreement with an investor, pursuant to which the Company agreed to sell 2,083,333 Class A ordinary shares (pre-reverse split), at a per share purchase price of $0.48. The gross proceeds to the Company from this offering were approximately $1 million, before deducting any fees or expenses.   On February 23, 2024, the Company entered into a securities purchase agreement with several investors, pursuant to which the Company agreed to sell 1,300,000 Class A ordinary shares, at a per share purchase price of $1.00. The gross proceeds to the Company from this offering are approximately $1.30 million, before deducting any fees or expenses. In a concurrent private placement, the Company also issued the investors warrants to purchase up to 1,300,000 shares. Each warrant was exercisable for one Class A ordinary share. The warrants had an initial exercise price of $1.10 per share and are exercisable at any time on or after the date of issuance and will expire on the fifth anniversary of the issuance date. The 1,300,000 warrants were fully exercised on June 28, 2024.   On March 15, 2024, the Company entered into a securities purchase agreement (with several investors, pursuant to which the Company agreed to sell 1,727,941 Class A ordinary shares, at a per share purchase price of $1.36. The gross proceeds to the Company from this offering are approximately $2.35 million, before deducting any fees or expenses.     On May 28, 2024, the Company entered into securities purchase agreement (with certain investors pursuant to which the Company agreed to sell 102,041 Class A ordinary shares, (at a per share purchase price of $0.98. The gross proceeds to the Company from this offering are approximately $100,000, before deducting any fees or expenses.   On June 28, 2024, the Company entered into a securities purchase agreement with several investors, pursuant to which the Company agreed to sell 108,085 Class A ordinary shares, (the “Shares”), at a per share purchase price of $1.602. The gross proceeds to the Company from this offering are approximately $250,000, before deducting any fees or expenses.   Share-based Compensation   From January 1 to June 30, 2024, the Company issued an aggregate of 56,660 shares to its Chief Financial Officer as Share Compensation expense. The fair value of 56,660 shares was $ 97,800.   From January 1 to June 30, 2024, the Company issued an aggregate of 2,100,000 class B shares to its Chief Executive Officer as a Share Compensation expense. The fair value of 2,100,000 shares was $ 2,922,000.   From January 1 to June 30, 2024, the Company issued an aggregate of 886,000 shares to its directors as a Share Compensation expense. The fair value of 886,000 shares was $ 1,311,280.   From January 1 to June 30, 2024, the Company issued an aggregate of 153,032 shares) to its employees as a Share Compensation expense. The fair value of 153,032 shares was $ 249,040.   From January 1 to June 30, 2024, the Company issued aggregate of 436,633 shares to its consultants or consulting firms as Share Compensation expense.

RELATED PARTY TRANSACTIONS	6 Months Ended
	Jun. 30, 2024
Disclosure of transactions between related parties [abstract]
RELATED PARTY TRANSACTIONS	16. RELATED PARTY TRANSACTIONS   Apart from those discussed elsewhere in these condensed consolidated financial statements, the following are significant related party transactions entered into between the Company and its related parties at agreed rates:       As of       June 30, 2024     December 31, 2023       USD’000     USD’000   Liping Huang (CEO’s spouse)     489       500   Lei Deng (legal representative of one of the subsidiaries)     270       277   Xiaorong Yang (legal representative of one of the subsidiaries)     527       539   Total     1,286       1,316             As of       June 30, 2024     December 31, 2023       USD’000     USD’000   Amounts owed from related parties     53       78     As of June 30, 2024 and December 31, 2023, the Company had due to CEO of $ 53,000 and $ 78,000.

COMMITMENTS	6 Months Ended
	Jun. 30, 2024
Commitments
COMMITMENTS	17. COMMITMENTS   (a) Capital commitments   The Company’s capital expenditures consist of expenditures on property, plant and equipment and capital contributions. Capital expenditures contracted for at the balance sheet date but not recognized in the financial statements are as follows:       As of       June 30, 2024     December 31, 2023       USD’000     USD’000   Contracted for capital commitment with respect to capital contributions to its wholly foreign owned subsidiary in the PRC:                 Chengdu Future     3,672       3,672   Antelope Chengdu     6,422       6,604   Hainan Antelope Holding     8,976       8,976   Antelope Future (Yangpu)     8,587       8,587   Antelope Investment (Hainan)     7,042       7,042   Antelope Ruicheng Investment     6,654       6,654   Hubei Kylin Cloud Service Technology     704       704   Wenzhou Kylin Cloud Service Technology     704       704   Jiangxi Kylin Cloud Service Technology     704       704   Anhui Kylin Cloud Service Technology     408       408

ASSETS AND LIABILITIES OF DISPOSAL GROUP	6 Months Ended
	Jun. 30, 2024
Disclosure of subsidiaries [abstract]
ASSETS AND LIABILITIES OF DISPOSAL GROUP	18. ASSETS AND LIABILITIES OF DISPOSAL GROUP   Since the ceramic tiles manufacturing business of the Company has experienced significant hurdles due to the significant slowdown of the real estate sector and the impacts of COVID-19 in China, on April 28, 2023, the Company divested of its ceramic tiles manufacturing business, which was conducted through the Company’s two subsidiaries, Jinjiang Hengda Ceramics Co., Ltd. and Jiangxi Hengdali Ceramic Materials Co., Ltd.   Jiangxi Hengdali Ceramics is wholly owned by Jinjiang Hengda Ceramics, which is a wholly owned subsidiary of Stand Best Creation Limited, a Hong Kong company. Stand Best Creation Limited is a wholly owned subsidiary of Success Winner Limited which is 100% owned by the Company (“the Disposition Group”).   On December 30, 2022, Success Winner Limited, Stand Best Creation Limited and New Stonehenge Limited, a British Virgin Islands exempt company which is not affiliate of the Company or any of its directors or officers, entered into certain share purchase agreement (the “Disposition SPA”. Pursuant to the Disposition SPA, New Stonehenge Limited agreed to purchase Stand Best Creation, and in exchange New Stonehenge Limited agreed to issue a 5% unsecured promissory note to Success Winner Limited with principal amount of $8.5 million with a maturity date on the fourth anniversary of its issuance (the “Note”).     The Disposition Transaction has been approved by Company’s shareholders on February 21, 2023. The disposal of the subsidiaries for the ceramic tile manufacturing business were completed on April 28, 2023.   The following table summarizes the carrying value of the assets and liabilities of disposal group at the closing date of disposal. The Company recorded USD 73.8 million gain on disposal of the subsidiaries, which was the difference between the selling price of US$8.5 million and the carrying value of the net assets of the Disposition Group.       As of April 28, 2023       USD’000           Right-of-use assets, net     3,678   Inventories, net     3,558   Trade receivables, net     397   Other receivables and prepayments     399   Cash and bank balances     35   Accrued liabilities and other payables     (2,640 ) Amounts owed to related parties     (4,835 ) Lease liabilities     (2,664 ) Taxes payable     (11 )   The financial performance and cash flow information of disposed group for the six months ended June 30, 2023 was as following:       Six Months Ended June 30, 2023       USD’000   Financial performance                   Net sales     390             Cost of goods sold     1,091             Gross loss     (701 )           Other income     825   Selling and distribution expenses     (219 ) Administrative expenses     (207 ) Bad debt Reversal (expense)     144   Finance costs     (42 )           Loss before taxation     (200 )           Gain on disposal of discontinued operations     10,659   Income tax expense     -             Net loss for the year from discontinued operations     10,459                       Cash flow information                   Net cash generated from operating activities from discontinued operations     2,038             Net cash used in investing activities from discontinued operations     -             Net cash used in financing activities from discontinued operations     (2,064 )           Net (decrease) increase in cash and cash equivalents from discontinued operations     (26 )

SUBSEQUENT EVENTS	6 Months Ended
	Jun. 30, 2024
Subsequent Events
SUBSEQUENT EVENTS	19. SUBSEQUENT EVENTS   The Company has evaluated all events that have occurred subsequent to June 30, 2024 through the date that the consolidated financial statements were issued. Management has concluded that the following subsequent events required disclosure in the financial statements:   On July 31, 2024, the Company entered into a securities purchase agreement an investor, a registered direct offering an aggregate of 500,000 Class A ordinary shares, of the Company. The gross proceeds from this offering, were approximately $1.25 million, before offering expenses. The Company intends to use the net proceeds received from the Offering for general working capital purposes.

REVENUE AND OTHER INCOME (Tables)	6 Months Ended
	Jun. 30, 2024
Revenue And Other Income
SCHEDULE OF ANALYSIS ABOUT COMPANY'S REVENUE AND OTHER INCOME	a) Revenue comprises the fair value of the consideration received or receivable for the sale of goods.           An analysis of the Company’s revenue and other income is as follows:          For the six months ended June 30,       2024     2023       USD’000     USD’000   Revenues                 Continuing operations                 Business management and consulting     -       477   Livestreaming ecommerce     43,462       44,159                     Discontinued operations                 Sale of tiles (Note 18)     -       390                     Total revenues     43,462       45,026                     Other income                 Continuing operations                 Interest income     213       77   Government grant     -       45   Tax subsidy     438       120   Loan forgiveness     -       167                     Discontinued operations                 Other income (Note 18)     -       825   Total other income     651       1,234
SCHEDULE OF OPERATIONS BY BUSINESS SEGMENT	The following table shows the Company’s operations by business segment for the six months ended June 30, 2024 and 2023.           For the six months ended June 30,       2024     2023       USD’000     USD’000   Revenues                 Discontinued operations                 Sales of tile products     -       390   Continuing operations                 Consulting income / software     -       477   Livestreaming ecommerce     43,462       44,159   Total revenues     43,462       45,026                     Cost of revenues                 Discontinued operations                 Sales of tile products     -       1,091   Continuing operations                 Consulting income / software     65       1,177   Livestreaming ecommerce     39,904       36,647   Total cost of revenues     39,969       38,915                     Operating costs and expenses                 Discontinued operations                 Sales of tile products     -       468   Continuing operations                 Consulting income / software     139       373   Livestreaming ecommerce     3,641       7,676   Other     6,750       4,639   Total operating costs and expenses     10,530       13,156                     Bad debt expense (reversal)                 Discontinued operations                 Sales of tile products     -       144   Continuing operations                 Consulting income / software     -       -   Livestreaming ecommerce     -           Total bad debt expense             144                     Other expenses                 Discontinued operations                 Sales of tile products     -           Continuing operations                 Consulting income / software     -       -   Livestreaming ecommerce     139       -   Total other expenses     139       -                     Other income                 Discontinued operations                 Sales of tile products     -       825   Continuing operations                 Consulting income / software     -       11   Livestreaming ecommerce     446       154   Other     205       244   Total other income     651       1,234                     Loss from operations                 Sales of tile products     -       (200 ) Consulting income / software     (212 )     (1,062 ) Livestreaming ecommerce     224       (11 ) Other     (6,537 )     (4,394 ) Loss from operations     (6,525 )     (5,667 )         As of June 30, 2024     As of December 31, 2023       USD’000     USD’000   Segment assets                 Ceramic tile products     -       -   Consulting income/software     13,535       7,231   Livestreaming ecommerce     3,692       1,903   Others     10,937       7,980   Total assets     28,164       17,114

LOSS BEFORE TAXATION (Tables)	6 Months Ended
	Jun. 30, 2024
Loss Before Taxation
SCHEDULE OF LOSS BEFORE TAXATION	SCHEDULE OF LOSS BEFORE TAXATION       For the six months ended June 30,       2024     2023       USD’000     USD’000   Finance costs                 Interest expense on lease liability     13       42   Interest expense on note payable     524           Cost of inventories recognized as an expense (including depreciation charge of right-of-use assets for leases)     -       1,091   Depreciation of fixed assets     40       26   Depreciation charge of right-of-use assets for leases (included in the administrative expenses)     33       -   Marketing and promotion expense     2,958       6,431

INCOME TAX (Tables)	6 Months Ended
	Jun. 30, 2024
Major components of tax expense (income) [abstract]
SCHEDULE OF INFORMATION ABOUT INCOME TAX EXPENSES	SCHEDULE OF INFORMATION ABOUT INCOME TAX EXPENSES     For the six months ended June 30,       2024     2023       USD’000     USD’000   Continuing operations                 Current Tax:                 PRC Income Tax Expense         1       -   US Income Tax Expense     1               -   Deferred tax expense     -       -       2       -

LOSS PER SHARE (Tables)	6 Months Ended
	Jun. 30, 2024
Loss Per Share
SCHEDULE OF LOSS PER SHARE	For the six months ended June 30,       2024     2023       USD’000     USD’000   Loss attributable to holders of ordinary shares (USD’000):                 Net loss from continuing operations     (6,635 )     (5,462 ) Net income from discontinued operations     -       10,459   Weighted average number of ordinary shares outstanding used in computing basic earnings per share *     6,923,985       1,614,471   Weighted average number of ordinary shares outstanding used in computing diluted earnings per share *     6,923,985       1,984,646   Income (loss) per share - basic (USD)                 From continuing operations     (0.96 )     (3.38 ) From discontinued operations     -       6.48   Income (loss) per share - diluted (USD) **                 From continuing operations     (0.96 )     (3.38 ) From discontinued operations     -       5.27     * The number of shares reflected the one-for-ten reverse split effective on September 18, 2023.   ** Warrants to purchase Class A ordinary shares are not included in the diluted loss per share calculations when their effect is antidilutive. For the six months ended June 30, 2024 and 2023, 1,037,559 shares and 135,316 shares, respectively, on a weighted average basis of potential Class A ordinary shares related to outstanding Class A ordinary shares warrants were excluded from the calculation of diluted net loss per share from continuing operations as such shares are antidilutive when there is a loss.

TRADE PAYABLES (Tables)	6 Months Ended
	Jun. 30, 2024
Trade Payables
SCHEDULE OF INFORMATION ABOUT TRADE PAYABLES	As of       June 30, 2024     December 31, 2023       USD’000     USD’000   Trade payables     639       -

ACCRUED LIABILITIES AND OTHER PAYABLES (Tables)	6 Months Ended
	Jun. 30, 2024
Accrued Liabilities And Other Payables
SCHEDULE OF INFORMATION ABOUT ACCRUED LIABILITIES AND OTHER PAYABLES	As of       June 30, 2024     December 31, 2023       USD’000     USD’000   Accrued salary     45       69   Accrued interest     542       144   Accrued liabilities - others     490       3       1,077       216

RIGHT-OF-USE ASSETS AND LEASES LIABILITIES (Tables)	6 Months Ended
	Jun. 30, 2024
Presentation of leases for lessee [abstract]
SUMMARY OF CARRYING AMOUNTS OF RIGHT-OF-USE ASSETS FOR LEASE	The carrying amounts of right-of-use assets for lease are as below:      Net book amount at January 1, 2024   $ nil   Net book amount at June 30, 2024   $ 310,000             Net book amount at January 1, 2023   $ 68,000   Net book amount at December 31, 2023   $ nil
SCHEDULE OF LEASE LIABILITIES	The lease liabilities for continuing operations are as below:          June 30, 2024     December 31, 2023       USD’000     USD’000   Lease liabilities - current     117       -   Lease liabilities – noncurrent     227       -          344       -
SCHEDULE OF CONTRACTUAL UNDISCOUNTED CASH FLOWS FOR THE LEASES	Contractual undiscounted cash flows for the leases:          As of December 31, 2023       Within one year     One to five years     Total contractual undiscounted cash flow       USD’000     USD’000     USD’000         150       250       400
SUMMARY OF CONSOLIDATED INCOME STATEMENT SHOWING THE AMOUNTS RELATING TO LEASES	The consolidated income statement shows the following amounts from continuing operations relating to leases:          Six Months ended       June 30, 2024       USD’000   Amortization charge of right-of-use assets     33   Interest expense     13         Six Months ended       June 30, 2023       USD’000   Amortization charge of right-of-use assets            -   Interest expense     -     The consolidated income statement shows the following amounts from discontinued operations relating to leases:       Six Months ended       June 30, 2023   Amortization charge of right-of-use assets     616   Interest expense     42

SHARE CAPITAL (Tables)	6 Months Ended
	Jun. 30, 2024
Share Capital
SCHEDULE OF INFORMATION ABOUT CLASSES OF SHARE CAPITAL	June 30, 2024     December 31, 2023       Number     Number       of shares     of shares   Authorized:                 Preferred shares, no par value     50,000,000       50,000,000   Class A Ordinary shares, no par value     200,000,000       200,000,000   Class B Ordinary shares, no par value     50,000,000       50,000,000           June 30, 2024       Number       of shares   Outstanding and fully paid:         Ordinary shares, no par value         At January 1, 2024     3,251,918   Issuance of new shares for equity financing     3,238,067   Warrants exercised and buy-back     1,456,080   Note conversion into shares     68,913   Equity compensation     3,632,325   At June 30, 2024     11,647,303
SCHEDULE OF PRINCIPAL ASSUMPTIONS USED IN VALUATION	Grant date (investors and placement agent, respectively)   February 17, 2021   Share price at date of grant (investors and placement agent, respectively)   US$ 4.45   Exercise price at date of grant (investors and placement agent, respectively)   US$ 3.57 & 4.46   Volatility     107 % Warrant life     5 years   Dividend yield     0 % Risk-free interest rate     0.57 % Average fair value at grant date   US$ 3.54     Grant date (investors and placement agent, respectively)   June 14, 2021   Share price at date of grant (investors and placement agent, respectively)   US$ 3.15   Exercise price at date of grant (investors and placement agent, respectively)   US$ 3.42 & 4.35   Volatility     115 % Warrant life     5 years   Dividend yield     0 % Risk-free interest rate     0.80 % Average fair value at grant date   US$ 2.50       Grant date (investors and placement agent, respectively)   October 4, 2022   Share price at date of grant (investors and placement agent, respectively)   US$ 0.58   Exercise price at date of grant (investors and placement agent, respectively)   US$ 0.82 & 0.75   Volatility     104 % Warrant life     5 years   Dividend yield     0 % Risk-free interest rate     3.96 % Average fair value at grant date   US$ 0.43
SCHEDULE OF SUMMARY OF THE WARRANT ACTIVITY	Weighted                   Average                   Remaining             Average     Contractual       Number of     Exercise     Term in       Warrants     Price     Years   Outstanding at December 31, 2023     362,955     $ 21.32       2.24   Exercisable at December 31, 2023     362,955       21.32       2.24   Issued     1,300,000       1.10       —   Exercised     1,410,853       1.05       —   Warrants buy-back     202,032       —       —   Expired     —       —       —   Outstanding at June 30, 2024     50,070       34.79       1.74   Exercisable at June 30, 2024     50,070     $ 34.79       1.74

RELATED PARTY TRANSACTIONS (Tables)	6 Months Ended
	Jun. 30, 2024
Disclosure of transactions between related parties [abstract]
SCHEDULE OF DUE FROM RELATED PARTIES	As of       June 30, 2024     December 31, 2023       USD’000     USD’000   Liping Huang (CEO’s spouse)     489       500   Lei Deng (legal representative of one of the subsidiaries)     270       277   Xiaorong Yang (legal representative of one of the subsidiaries)     527       539   Total     1,286       1,316
SCHEDULE OF SIGNIFICANT RELATED PARTY TRANSACTIONS	As of       June 30, 2024     December 31, 2023       USD’000     USD’000   Amounts owed from related parties     53       78

COMMITMENTS (Tables)	6 Months Ended
	Jun. 30, 2024
Commitments
SCHEDULE OF CAPITAL EXPENDITURES CONTRACTED FOR AT THE BALANCE SHEET DATE BUT NOT RECOGNIZED	As of       June 30, 2024     December 31, 2023       USD’000     USD’000   Contracted for capital commitment with respect to capital contributions to its wholly foreign owned subsidiary in the PRC:                 Chengdu Future     3,672       3,672   Antelope Chengdu     6,422       6,604   Hainan Antelope Holding     8,976       8,976   Antelope Future (Yangpu)     8,587       8,587   Antelope Investment (Hainan)     7,042       7,042   Antelope Ruicheng Investment     6,654       6,654   Hubei Kylin Cloud Service Technology     704       704   Wenzhou Kylin Cloud Service Technology     704       704   Jiangxi Kylin Cloud Service Technology     704       704   Anhui Kylin Cloud Service Technology     408       408

ASSETS AND LIABILITIES OF DISPOSAL GROUP (Tables)	6 Months Ended
	Jun. 30, 2024
Disclosure of subsidiaries [abstract]
SCHEDULE OF ASSETS AND LIABILITIES OF DISPOSAL GROUP	As of April 28, 2023       USD’000           Right-of-use assets, net     3,678   Inventories, net     3,558   Trade receivables, net     397   Other receivables and prepayments     399   Cash and bank balances     35   Accrued liabilities and other payables     (2,640 ) Amounts owed to related parties     (4,835 ) Lease liabilities     (2,664 ) Taxes payable     (11 )
SCHEDULE OF FINANCIAL PERFORMANCE AND CASH FLOW INFORMATION	The financial performance and cash flow information of disposed group for the six months ended June 30, 2023 was as following:       Six Months Ended June 30, 2023       USD’000   Financial performance                   Net sales     390             Cost of goods sold     1,091             Gross loss     (701 )           Other income     825   Selling and distribution expenses     (219 ) Administrative expenses     (207 ) Bad debt Reversal (expense)     144   Finance costs     (42 )           Loss before taxation     (200 )           Gain on disposal of discontinued operations     10,659   Income tax expense     -             Net loss for the year from discontinued operations     10,459                       Cash flow information                   Net cash generated from operating activities from discontinued operations     2,038             Net cash used in investing activities from discontinued operations     -             Net cash used in financing activities from discontinued operations     (2,064 )           Net (decrease) increase in cash and cash equivalents from discontinued operations     (26 )

CHANGES IN ACCOUNTING POLICIES AND DISCLOSURES (Details Narrative)	6 Months Ended
	Jun. 30, 2024 $ / shares
Changes In Accounting Policies And Disclosures
Exchange rate	7.10

SCHEDULE OF ANALYSIS ABOUT COMPANY'S REVENUE AND OTHER INCOME (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Revenues
Total revenues	$ 43,462	$ 45,026
Livestreaming ecommerce	43,462	44,159
Sale of tiles (Note 18)		390
Interest income	213	77
Government grant		45
Tax subsidy	438	120
Loan forgiveness		167
Other income (Note 18)		825
Total other income	651	1,234
Business management and consulting services segment [member]
Revenues
Total revenues		$ 477

SCHEDULE OF OPERATIONS BY BUSINESS SEGMENT (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
IfrsStatementLineItems [Line Items]
Total revenues	$ 43,462	$ 44,636
Total cost of revenues	39,969	37,824
Total other expenses	139
Total other income	651	409
Loss from operations	(6,525)	5,192
Total assets	28,164		$ 17,114
Operating segments [member] | Revenues [member]
IfrsStatementLineItems [Line Items]
Total revenues	43,462	45,026
Operating segments [member] | Cost of revenues [member]
IfrsStatementLineItems [Line Items]
Total cost of revenues	39,969	38,915
Operating segments [member] | Operating costs and expenses [member]
IfrsStatementLineItems [Line Items]
Total operating costs and expenses	10,530	13,156
Operating segments [member] | Bad debt expense reversal [member]
IfrsStatementLineItems [Line Items]
Total bad debt expense		144
Operating segments [member] | Other expenses [member]
IfrsStatementLineItems [Line Items]
Total other expenses	139
Operating segments [member] | Other incomes [member]
IfrsStatementLineItems [Line Items]
Total other income	651	1,234
Operating segments [member] | Income loss from operations [member]
IfrsStatementLineItems [Line Items]
Loss from operations	(6,525)	(5,667)
Operating segments [member] | Segment assets [member]
IfrsStatementLineItems [Line Items]
Total assets	28,164		17,114
Sale of tile products [member] | Operating segments [member] | Revenues [member]
IfrsStatementLineItems [Line Items]
Total revenues		390
Sale of tile products [member] | Operating segments [member] | Cost of revenues [member]
IfrsStatementLineItems [Line Items]
Total cost of revenues		1,091
Sale of tile products [member] | Operating segments [member] | Operating costs and expenses [member]
IfrsStatementLineItems [Line Items]
Total operating costs and expenses		468
Sale of tile products [member] | Operating segments [member] | Bad debt expense reversal [member]
IfrsStatementLineItems [Line Items]
Total bad debt expense		144
Sale of tile products [member] | Operating segments [member] | Other expenses [member]
IfrsStatementLineItems [Line Items]
Total other expenses
Sale of tile products [member] | Operating segments [member] | Other incomes [member]
IfrsStatementLineItems [Line Items]
Total other income		825
Sale of tile products [member] | Operating segments [member] | Income loss from operations [member]
IfrsStatementLineItems [Line Items]
Loss from operations		(200)
Consulting income and software [member] | Operating segments [member] | Revenues [member]
IfrsStatementLineItems [Line Items]
Total revenues		477
Consulting income and software [member] | Operating segments [member] | Cost of revenues [member]
IfrsStatementLineItems [Line Items]
Total cost of revenues	65	1,177
Consulting income and software [member] | Operating segments [member] | Operating costs and expenses [member]
IfrsStatementLineItems [Line Items]
Total operating costs and expenses	139	373
Consulting income and software [member] | Operating segments [member] | Bad debt expense reversal [member]
IfrsStatementLineItems [Line Items]
Total bad debt expense
Consulting income and software [member] | Operating segments [member] | Other expenses [member]
IfrsStatementLineItems [Line Items]
Total other expenses
Consulting income and software [member] | Operating segments [member] | Other incomes [member]
IfrsStatementLineItems [Line Items]
Total other income		11
Consulting income and software [member] | Operating segments [member] | Income loss from operations [member]
IfrsStatementLineItems [Line Items]
Loss from operations	(212)	(1,062)
Live streaming ecommerce [member] | Operating segments [member] | Revenues [member]
IfrsStatementLineItems [Line Items]
Total revenues	43,462	44,159
Live streaming ecommerce [member] | Operating segments [member] | Cost of revenues [member]
IfrsStatementLineItems [Line Items]
Total cost of revenues	39,904	36,647
Live streaming ecommerce [member] | Operating segments [member] | Operating costs and expenses [member]
IfrsStatementLineItems [Line Items]
Total operating costs and expenses	3,641	7,676
Live streaming ecommerce [member] | Operating segments [member] | Bad debt expense reversal [member]
IfrsStatementLineItems [Line Items]
Total bad debt expense
Live streaming ecommerce [member] | Operating segments [member] | Other expenses [member]
IfrsStatementLineItems [Line Items]
Total other expenses	139
Live streaming ecommerce [member] | Operating segments [member] | Other incomes [member]
IfrsStatementLineItems [Line Items]
Total other income	446	154
Live streaming ecommerce [member] | Operating segments [member] | Income loss from operations [member]
IfrsStatementLineItems [Line Items]
Loss from operations	224	(11)
Live streaming ecommerce [member] | Operating segments [member] | Segment assets [member]
IfrsStatementLineItems [Line Items]
Total assets	3,692		1,903
Other segment [member] | Operating segments [member] | Operating costs and expenses [member]
IfrsStatementLineItems [Line Items]
Total operating costs and expenses	6,750	4,639
Other segment [member] | Operating segments [member] | Other incomes [member]
IfrsStatementLineItems [Line Items]
Other	205	244
Other segment [member] | Operating segments [member] | Income loss from operations [member]
IfrsStatementLineItems [Line Items]
Loss from operations	(6,537)	$ (4,394)
Other segment [member] | Operating segments [member] | Segment assets [member]
IfrsStatementLineItems [Line Items]
Total assets	10,937		7,980
Ceramic tile products [member] | Operating segments [member] | Segment assets [member]
IfrsStatementLineItems [Line Items]
Total assets
Business management and consulting services segment [member] | Operating segments [member] | Segment assets [member]
IfrsStatementLineItems [Line Items]
Total assets	$ 13,535		$ 7,231

SCHEDULE OF LOSS BEFORE TAXATION (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Loss Before Taxation
Interest expense on lease liability	$ 13	$ 42
Interest expense on note payable	524
Cost of inventories recognized as an expense (including depreciation charge of right-of-use assets for leases)		1,091
Depreciation of fixed assets	40	26
Depreciation charge of right-of-use assets for leases (included in the administrative expenses)	33
Marketing and promotion expense	$ 2,958	$ 6,431

SCHEDULE OF INFORMATION ABOUT INCOME TAX EXPENSES (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Current Tax:
PRC Income Tax Expense	$ 1
US Income Tax Expense	1
Deferred tax expense
Tax per financial statements	$ 2

INCOME TAX (Details Narrative) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
IfrsStatementLineItems [Line Items]
Income tax rate	21.00%
Applicable tax rate		25.00%
Tax rate effect of foreign tax rates	2.50%
Bottom of range [member]
IfrsStatementLineItems [Line Items]
Income tax rate	6.50%
Top of range [member]
IfrsStatementLineItems [Line Items]
Income tax rate	7.25%
HK [member]
IfrsStatementLineItems [Line Items]
Tax description	The subsidiaries in Hong Kong are subject to tax charged on Hong Kong sourced income, the corporate tax rate in Hong Kong is a two-tier one starting with the year of assessment 2018/2019 (from April 1, 2018): the tax is 8.25% (7.5% for unincorporated companies) on the first 2 million HKD of taxable profits and 16.5% (15% for unincorporated companies) for the rest of the profits. No Hong Kong profits tax has been provided as the Company has no assessable profit arising in Hong Kong for the six months ended June 30, 2024 and 2023.
Taxable income	$ 2

SCHEDULE OF LOSS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands		6 Months Ended
		Jun. 30, 2024	Jun. 30, 2023
Loss attributable to holders of ordinary shares (USD’000):
Net loss from continuing operations		$ (6,635)	$ (5,462)
Net income from discontinued operations			$ 10,459
Weighted average number of ordinary shares outstanding used in computing basic earnings per share	[1]	6,923,985	1,614,471
Weighted average number of ordinary shares outstanding used in computing diluted earnings per share	[1]	6,923,985	1,984,646
From continuing operations		$ (0.96)	$ (3.38)
From discontinued operations			6.48
From continuing operations	[2]	(0.96)	(3.38)
From discontinued operations	[2]		$ 5.27
[1] The number of shares reflected the one-for-ten reverse split effective on September 18, 2023. [2] Warrants to purchase Class A ordinary shares are not included in the diluted loss per share calculations when their effect is antidilutive. For the six months ended June 30, 2024 and 2023, 1,037,559 shares and 135,316 shares, respectively, on a weighted average basis of potential Class A ordinary shares related to outstanding Class A ordinary shares warrants were excluded from the calculation of diluted net loss per share from continuing operations as such shares are antidilutive when there is a loss.

SCHEDULE OF LOSS PER SHARE (Details) (Parenthetical) shares in Thousands	Jun. 30, 2024 shares Integer	Dec. 31, 2023 shares	Jun. 30, 2023 Integer
IfrsStatementLineItems [Line Items]
Number of other equity instruments outstanding in share-based payment arrangement | shares	50,070	362,955
Purchase of ordinary shares [member]
IfrsStatementLineItems [Line Items]
Number of other equity instruments outstanding in share-based payment arrangement | Integer	1,037,559		135,316

LOAN RECEIVABLE (Details Narrative)	15 Months Ended
	Jun. 30, 2024 USD ($)
Anhui zhongjun enterprise management [member]
IfrsStatementLineItems [Line Items]
Borrowing costs incurred	$ 10,768,000

NOTE RECEIVABLE (Details Narrative) - New stonehenge limited [member] - USD ($)	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Apr. 28, 2023
IfrsStatementLineItems [Line Items]
[custom:LoanAndReceivables-0]	$ 5,490,000		$ 8,500,000
Interest income (expense)	$ 213,000	$ 71,000

SCHEDULE OF INFORMATION ABOUT TRADE PAYABLES (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Trade Payables
Trade payables	$ 639

TRADE PAYABLES (Details Narrative)	6 Months Ended
	Jun. 30, 2024
Trade Payables
Term for settlement of trade payables	120 days

SCHEDULE OF INFORMATION ABOUT ACCRUED LIABILITIES AND OTHER PAYABLES (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Accrued Liabilities And Other Payables
Accrued salary	$ 45	$ 69
Accrued interest	542	144
Accrued liabilities - others	490	3
Accrued liabilities and other payables	$ 1,077	$ 216

SUMMARY OF CARRYING AMOUNTS OF RIGHT-OF-USE ASSETS FOR LEASE (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Jan. 01, 2024	Dec. 31, 2023	Jan. 01, 2023
IfrsStatementLineItems [Line Items]
Carrying amounts of right-of-use assets	$ 310
Right-of-use assets [member]
IfrsStatementLineItems [Line Items]
Carrying amounts of right-of-use assets	$ 310,000			$ 68,000

SCHEDULE OF LEASE LIABILITIES (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Presentation of leases for lessee [abstract]
Lease liabilities - current	$ 117
Lease liabilities – noncurrent	227
Total lease liabilities	$ 344

SCHEDULE OF CONTRACTUAL UNDISCOUNTED CASH FLOWS FOR THE LEASES (Details) $ in Thousands	Dec. 31, 2023 USD ($)
IfrsStatementLineItems [Line Items]
Total contractual undiscounted cash flows	$ 400
Later than one year [member]
IfrsStatementLineItems [Line Items]
Total contractual undiscounted cash flows	150
Later than one years and not later than five years [member]
IfrsStatementLineItems [Line Items]
Total contractual undiscounted cash flows	$ 250

SUMMARY OF CONSOLIDATED INCOME STATEMENT SHOWING THE AMOUNTS RELATING TO LEASES (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
IfrsStatementLineItems [Line Items]
Interest expense on lease liability	$ 13	$ 42
Right-of-use assets [member]
IfrsStatementLineItems [Line Items]
Amortization charge of right-of-use assets	33
Interest expense on lease liability	$ 13
Right-of-use assets [member] | Discontinued operations [member]
IfrsStatementLineItems [Line Items]
Amortization charge of right-of-use assets		616
Interest expense on lease liability		$ 42

RIGHT-OF-USE ASSETS AND LEASES LIABILITIES (Details Narrative) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
IfrsStatementLineItems [Line Items]
Financing activities from discontinued operations for leases	$ 13
Discontinued operations [member]
IfrsStatementLineItems [Line Items]
Financing activities from discontinued operations for leases		$ 2,064

NOTE PAYABLE (Details Narrative) - USD ($)				6 Months Ended		12 Months Ended
	Jan. 25, 2024	Jul. 26, 2023	Dec. 12, 2022	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Feb. 02, 2024	Aug. 02, 2023	Mar. 30, 2023	Jan. 13, 2023	Jan. 10, 2023
IfrsStatementLineItems [Line Items]
Interest expense				$ 524,000
[custom:PercentageOfGrossProceeds]	3.00%
Number of shares issued								2,083,333	5,681,820	1,234,568	1,625,000
Class A ordinary shares [member]
IfrsStatementLineItems [Line Items]
[custom:PercentageOfGrossProceeds]	7.50%
[custom:AccountableExpenses-0]	$ 30,000
Number of shares issued							193,994
Note purchase agreement [member]
IfrsStatementLineItems [Line Items]
[custom:UnsecuredPromissoryNote-0]			$ 1,332,500
[custom:ProceedsFromPromissoryNotes]			1,250,000
[custom:OriginalIssueDiscount]			62,500
[custom:InvestorsFees]		$ 20,000	$ 20,000
[custom:PercentageOfDebtInterest]			8.00%
[custom:PrepaymentOutstandingBalancePercentage]			120.00%
Maximum monthly redemption amount			$ 200,000
Outstanding balance of promissory notes			$ 200,000
[custom:PercentageOfOutstandingBalance]			1.00%
[custom:OutstandingBalanceInterestDescription]			the Investor shall have the right to increase the balance of the Note by fifteen percent (15%) for Major Trigger Event (as defined in the Note) and five percent (5%) for Minor Trigger Event (as defined in the Note). In addition, the Note provides that upon occurrence of an Event of Default (as defined in the note), the interest rate shall accrue on the outstanding balance at the rate equal to the lesser of twenty-two percent (22%) per annum or the maximum rate permitted under applicable law.
Amortization for discount				18,593	$ 20,833
Interest expense				37,046	52,376
[custom:PartitionalNotes]				$ 100,000	$ 15,000
[custom:SharesOfCommonStock]				68,913	22,751
[custom:LossOnNoteConversion]				$ 6,126	$ 4,955
Repayments of current borrowings				450,000
[custom:OutstandingBalanceOfNotes]					$ 96,091
Outstanding principal balance				494,180		$ 1,069,999
Unamortized original issue discount						18,593
Note purchase agreement one [member]
IfrsStatementLineItems [Line Items]
[custom:UnsecuredPromissoryNote-0]		1,070,000
[custom:ProceedsFromPromissoryNotes]		1,000,000
[custom:OriginalIssueDiscount]		$ 50,000
[custom:PercentageOfDebtInterest]		8.00%
[custom:PrepaymentOutstandingBalancePercentage]		120.00%
Maximum monthly redemption amount		$ 200,000
Outstanding balance of promissory notes		$ 160,000
[custom:OutstandingBalanceInterestDescription]		the amount actually redeemed in such month or the Outstanding Balance will automatically increase by one percent (1%) as of such fifth (5th) day. Under the 2023 Note Purchase Agreement, while the note is outstanding, the Company agreed to keep adequate public information available and maintain its Nasdaq listing.
Amortization for discount				9,543
Interest expense				46,344
Outstanding principal balance				1,120,535		1,041,371
Unamortized original issue discount				19,086		$ 28,629
Note purchase agreement two [member]
IfrsStatementLineItems [Line Items]
[custom:PercentageOfDebtInterest]	16.00%
Interest expense				314,840
Outstanding principal balance				$ 4,630,000
Notional amount	$ 4,630,000

SCHEDULE OF INFORMATION ABOUT CLASSES OF SHARE CAPITAL (Details) - shares	6 Months Ended
	Jun. 30, 2024	Dec. 31, 2023
IfrsStatementLineItems [Line Items]
Preferred shares authorized capital	50,000,000	50,000,000
Number of shares outstanding beginning	3,251,918
Issuance of new shares for equity financing	3,238,067
Warrants exercised and buy-back	1,456,080
Note conversion into shares	68,913
Equity compensation	3,632,325
Number of shares outstanding ending	11,647,303
Class A ordinary shares [member]
IfrsStatementLineItems [Line Items]
Ordinary shares	200,000,000	200,000,000
Class B ordinary shares [member]
IfrsStatementLineItems [Line Items]
Ordinary shares	50,000,000	50,000,000

SCHEDULE OF PRINCIPAL ASSUMPTIONS USED IN VALUATION (Details) shares in Thousands					6 Months Ended
	Oct. 04, 2022 USD ($) $ / shares	Jun. 14, 2021 USD ($) $ / shares	Feb. 17, 2021 USD ($) $ / shares	Feb. 12, 2021	Jun. 30, 2024 shares
IfrsStatementLineItems [Line Items]
Grant date	October 4, 2022	June 14, 2021	February 17, 2021
Share price at date of grant	0.58	3.15	4.45		1,300,000
Volatility	104.00%	115.00%	107.00%
Warrant life	5 years	5 years	5 years	5 years
Dividend yield	0.00%	0.00%	0.00%
Risk-free interest rate	3.96%	0.80%	0.57%
Average fair value at grant date | $	$ 0.43	$ 2.50	$ 3.54
Bottom of range [member]
IfrsStatementLineItems [Line Items]
Exercise price at date of grant	$ 0.82	$ 3.42	$ 3.57
Top of range [member]
IfrsStatementLineItems [Line Items]
Exercise price at date of grant	$ 0.75	$ 4.35	$ 4.46

SCHEDULE OF SUMMARY OF THE WARRANT ACTIVITY (Details) shares in Thousands				6 Months Ended	12 Months Ended
	Oct. 04, 2022 $ / shares	Jun. 14, 2021 $ / shares	Feb. 17, 2021 $ / shares	Jun. 30, 2024 shares $ / shares	Dec. 31, 2023 shares $ / shares
Share Capital
Number of warrants, outstanding, beginning balance | shares				362,955
Average exercise price, outstanding, beginning balance				$ 21.32
Weighted average remaining contractual term in years, outstanding				1 year 8 months 26 days	2 years 2 months 26 days
Number of warrants, exercisable, beginning balance | shares				362,955
Average exercise price, exercisable, beginning balance				$ 21.32
Weighted average remaining contractual term in years, exercisable				1 year 8 months 26 days	2 years 2 months 26 days
Number of warrants, Issued	0.58	3.15	4.45	1,300,000
Average exercise price, Issued				$ 1.10
Number of warrants, expired | shares				1,410,853
Average exercise price, Exercised				$ 1.05
Number of warrants, Warrants buy back | shares				202,032
Average exercise price, warrants buy back
Number of warrants, Expired | shares
Average exercise price, Expired
Number of warrants, outstanding, ending balance | shares				50,070	362,955
Average exercise price, outstanding, ending balance				$ 34.79	$ 21.32
Number of warrants, outstanding, ending balance | shares				50,070	362,955
Average exercise price, ending balance				$ 34.79	$ 21.32

SHARE CAPITAL (Details Narrative)															6 Months Ended
	Jun. 28, 2024 USD ($) $ / shares shares	May 28, 2024 USD ($) $ / shares shares	Mar. 15, 2024 USD ($) $ / shares shares	Feb. 23, 2024 USD ($) $ / shares shares	Aug. 02, 2023 USD ($) $ / shares shares	Mar. 30, 2023 USD ($) $ / shares shares	Jan. 13, 2023 USD ($) $ / shares shares	Jan. 10, 2023 USD ($) $ / shares shares	Oct. 04, 2022 USD ($) $ / shares	Sep. 30, 2022 USD ($) Investors $ / shares shares	Jun. 14, 2021 USD ($) $ / shares	Jun. 10, 2021 USD ($) Investors $ / shares shares	Feb. 17, 2021 USD ($) $ / shares	Feb. 12, 2021 USD ($) $ / shares shares	Jun. 30, 2024 USD ($) shares
IfrsStatementLineItems [Line Items]
[custom:AggregateTheNumberOfShareSale]														588,235
[custom:PurchasePriceOfPerShare] | $ / shares														$ 3.57
[custom:GrossProceedsFromPricingOfPublicOffering] | $														$ 2,100,000
Warrant life									5 years		5 years		5 years	5 years
[custom:ProceedsFromOffering] | $														$ 1,860,000
Percentage of aggregate number of shares sold in offering														5.00%
Warrants exercise price per share | $ / shares														$ 4.46
Warrants exercisable term														6 months
[custom:NumberOfInstitutionalAccreditedInvestors] | Investors										2		3
Number of shares issued					2,083,333	5,681,820	1,234,568	1,625,000
Grant date									October 4, 2022		June 14, 2021		February 17, 2021
Share price at date of grant									0.58		3.15		4.45		1,300,000,000
Volatility									104.00%		115.00%		107.00%
Dividend yield									0.00%		0.00%		0.00%
Risk-free interest rate									3.96%		0.80%		0.57%
Average fair value at grant date | $									$ 0.43		$ 2.50		$ 3.54
[custom:ShareIssuedPricePerShare-0] | $ / shares					$ 0.48	$ 0.88	$ 0.81	$ 0.80
Proceeds from issuing shares | $					$ 1,000,000	$ 5,000,000	$ 1,000,000	$ 1,300,000
Chief Financial Officer [Member]
IfrsStatementLineItems [Line Items]
Aggregate of warrants															56,660
Fair value of shares issued | $															$ 97,800
Chief Executive Officer [Member] | Class B ordinary shares [member]
IfrsStatementLineItems [Line Items]
Aggregate of warrants															2,100,000
Fair value of shares issued | $															$ 2,922,000
Director [Member]
IfrsStatementLineItems [Line Items]
Aggregate of warrants															886,000
Fair value of shares issued | $															$ 1,311,280
Employees [member]
IfrsStatementLineItems [Line Items]
Aggregate of warrants															153,032
Fair value of shares issued | $															$ 249,040
Consultants [member]
IfrsStatementLineItems [Line Items]
Number of share options granted in share-based payment arrangement															436,633
Securities purchase agreement [member]
IfrsStatementLineItems [Line Items]
Number of shares issued	108,085	102,041	1,727,941	1,300,000
[custom:ShareIssuedPricePerShare-0] | $ / shares	$ 1.602	$ 0.98	$ 1.36	$ 1.00
Proceeds from issuing shares | $	$ 250,000	$ 100,000	$ 2,350,000	$ 1,300,000
[custom:WarrantsToPurchaseOfShares]				1,300,000
[custom:ExercisePriceOfWarrants-0] | $ / shares				$ 1.10
[custom:NumberOfWarrantsExercised]	1,300,000
Bottom of range [member]
IfrsStatementLineItems [Line Items]
Exercise price at date of grant | $ / shares									$ 0.82		$ 3.42		$ 3.57
Top of range [member]
IfrsStatementLineItems [Line Items]
Exercise price at date of grant | $ / shares									$ 0.75		$ 4.35		$ 4.46
Investor warrants [member]
IfrsStatementLineItems [Line Items]
Warrant life												5 years
[custom:ProceedsFromOffering] | $										$ 1,000,000		$ 3,180,285
Warrants exercise price per share | $ / shares										$ 0.82		$ 3.42
[custom:WarrantNumberOfSecuritiesCalledByWarrantsOrRights-0]										1,666,667		913,875
Placement agent warrants [member]
IfrsStatementLineItems [Line Items]
Percentage of aggregate number of shares sold in offering										5.00%		5.00%
Warrants exercise price per share | $ / shares										$ 0.75		$ 4.35
Securities purchase agreement [member]
IfrsStatementLineItems [Line Items]
[custom:PurchasePriceOfPerShare] | $ / shares										$ 0.60		$ 3.48
Number of shares issued										1,666,667		913,875
Securities purchase agreement [member] | Investor warrants [member]
IfrsStatementLineItems [Line Items]
Closing price for common shares preceding execution of spa | $ / shares												$ 3.42

SCHEDULE OF DUE FROM RELATED PARTIES (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
IfrsStatementLineItems [Line Items]
Total	$ 1,286	$ 1,316
Liping huang [member]
IfrsStatementLineItems [Line Items]
Total	489	500
Lei Deng [member]
IfrsStatementLineItems [Line Items]
Total	270	277
Xiaorong Yang [member]
IfrsStatementLineItems [Line Items]
Total	$ 527	$ 539

SCHEDULE OF SIGNIFICANT RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Disclosure of transactions between related parties [abstract]
Amounts owed from related parties	$ 53	$ 78

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Chief Executive Officer [Member]
IfrsStatementLineItems [Line Items]
Due to related parties	$ 53,000	$ 78,000

SCHEDULE OF CAPITAL EXPENDITURES CONTRACTED FOR AT THE BALANCE SHEET DATE BUT NOT RECOGNIZED (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Chengdu future talented management and consulting co ltd [member]
IfrsStatementLineItems [Line Items]
Contractual capital commitments	$ 3,672	$ 3,672
Antelope Holdings Chengdu Co .Ltd [Member]
IfrsStatementLineItems [Line Items]
Contractual capital commitments	6,422	6,604
Hainan Antelope Holding [member]
IfrsStatementLineItems [Line Items]
Contractual capital commitments	8,976	8,976
Antelope Future Yangpu [member]
IfrsStatementLineItems [Line Items]
Contractual capital commitments	8,587	8,587
Antelope Investment Hainan [member]
IfrsStatementLineItems [Line Items]
Contractual capital commitments	7,042	7,042
Antelope Ruicheng Investment [member]
IfrsStatementLineItems [Line Items]
Contractual capital commitments	6,654	6,654
Hubei kylin cloud service technology [member]
IfrsStatementLineItems [Line Items]
Contractual capital commitments	704	704
Wenzhou Kylin Cloud Service Technology [member]
IfrsStatementLineItems [Line Items]
Contractual capital commitments	704	704
Jiangxi Kylin Cloud Service Technology [member]
IfrsStatementLineItems [Line Items]
Contractual capital commitments	704	704
Anhui Kylin Cloud Service Technology [member]
IfrsStatementLineItems [Line Items]
Contractual capital commitments	$ 408	$ 408

SCHEDULE OF ASSETS AND LIABILITIES OF DISPOSAL GROUP (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Apr. 28, 2023
IfrsStatementLineItems [Line Items]
Right-of-use assets, net	$ 310
Accrued liabilities and other payables	(1,077)	(216)
Lease liabilities	$ (344)
Disposal groups classified as held for sale [member]
IfrsStatementLineItems [Line Items]
Right-of-use assets, net			$ 3,678
Inventories, net			3,558
Trade receivables, net			397
Other receivables and prepayments			399
Cash and bank balances			35
Accrued liabilities and other payables			(2,640)
Amounts owed to related parties			(4,835)
Lease liabilities			(2,664)
Taxes payable			$ (11)

SCHEDULE OF FINANCIAL PERFORMANCE AND CASH FLOW INFORMATION (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
IfrsStatementLineItems [Line Items]
Net sales	$ 43,462	$ 44,636
Cost of goods sold	39,969	37,824
Gross profit	3,493	6,812
Other income	651	409
Administrative expenses	(6,863)	(5,588)
Finance costs	(537)
Loss before taxation	(6,525)	5,192
Gain on disposal of discontinued operations		10,659
Income tax expense	2
Net loss for the year from discontinued operations		(200)
Net cash generated from operating activities from discontinued operations	(7,160)	(5,567)
Net cash used in investing activities from discontinued operations	(266)	316
Net cash used in financing activities from discontinued operations	10,125	5,652
NET INCREASE IN CASH & EQUIVALENTS	2,699	$ 401
Financial performance [member]
IfrsStatementLineItems [Line Items]
Net sales	390
Cost of goods sold	1,091
Gross profit	(701)
Other income	825
Selling and distribution expenses	(219)
Administrative expenses	(207)
Bad debt Reversal (expense)	144
Finance costs	(42)
Loss before taxation	(200)
Gain on disposal of discontinued operations	10,659
Income tax expense
Net loss for the year from discontinued operations	10,459
Net cash generated from operating activities from discontinued operations	2,038
Net cash used in investing activities from discontinued operations
Net cash used in financing activities from discontinued operations	(2,064)
NET INCREASE IN CASH & EQUIVALENTS	$ (26)

ASSETS AND LIABILITIES OF DISPOSAL GROUP (Details Narrative) - USD ($) $ in Millions		12 Months Ended
	Apr. 28, 2023	Dec. 31, 2023	Dec. 30, 2022
IfrsStatementLineItems [Line Items]
[custom:GainsOnDisposalsOfSubsidiaries]		$ 73.8
Net asset value [member]
IfrsStatementLineItems [Line Items]
Selling expense		$ 8.5
Debt securities [member]
IfrsStatementLineItems [Line Items]
[custom:EquityInstrumentsCarryingAmount-0]			$ 8.5
Success winner limited [member]
IfrsStatementLineItems [Line Items]
Proportion of ownership interest in subsidiary	100.00%

SUBSEQUENT EVENTS (Details Narrative) - USD ($)	Jul. 31, 2024	Jun. 28, 2024	May 28, 2024	Mar. 15, 2024	Feb. 23, 2024	Aug. 02, 2023	Mar. 30, 2023	Jan. 13, 2023	Jan. 10, 2023
IfrsStatementLineItems [Line Items]
Number of shares issued						2,083,333	5,681,820	1,234,568	1,625,000
Proceeds from issuing shares						$ 1,000,000	$ 5,000,000	$ 1,000,000	$ 1,300,000
Securities purchase agreement [member]
IfrsStatementLineItems [Line Items]
Number of shares issued		108,085	102,041	1,727,941	1,300,000
Proceeds from issuing shares		$ 250,000	$ 100,000	$ 2,350,000	$ 1,300,000
Nonadjusting event [member] | Securities purchase agreement [member]
IfrsStatementLineItems [Line Items]
Number of shares issued	500,000
Proceeds from issuing shares	$ 1,250,000

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