ABC Limited (the Company) is a private company limited by shares incorporated in Hong Kong which is in the business of computer trading. The Company has no subsidiary and it is not a subsidiary of another company formed and registered under the Companies Ordinance. The annual revenue of the Companys last year was HK$150 million and it has total assets of HK$108 million. Mr A and Mr B are the only directors and shareholders of the Company. Mr A has heard that the new Companies Ordinance (Cap.622) requires a directors report on a company to contain a business review on the companys risks and future development. Mr A wants to keep the business plan confidential and avoid unnecessary disclosures.

a Based on the information given above, explain to Mr A whether the Company could dispense with full disclosure in the financial statements. b Critically discuss whether the Company is required to submit annual returns to the Companies Registry and under what circumstance it can be exempted. Would the situation be different if there had been no change in the matters contained in the annual return since the last filing? c Advise Mr A on how the Company could avoid holding annual general meetings in the future.