TIDMMBO
RNS Number : 3777M
MobilityOne Limited
21 September 2021
21 September 2021
MobilityOne Limited
("MobilityOne", "Company" or the "Group")
Audited results for the year ended 31 December 2020
Notice of Annual General Meeting
MobilityOne (AIM: MBO), the e-commerce infrastructure payment
solutions and platform provider, announces its full year audited
results for the year ended 31 December 2020.
MobilityOne's Annual Report and Accounts for the year ended 31
December 2020 and Notice of Annual General Meeting will be posted
to shareholders shortly, and will also be made available on the
Company's website at www.mobilityone.com.my .
The Company's Annual General Meeting ("AGM") will be held at 4
.00 p.m. (Malaysia time) on 13 October 2021 at Level 2, Wisma LMS,
No. 6, Jalan Abd. Rahman Idris, Off Jalan Raja Muda Abdul Aziz,
50300 Kuala Lumpur, Malaysia . Due to COVID-19 and guidance from
government authorities in Malaysia, shareholders may not physically
attend the AGM. Shareholders are encouraged to vote by proxy in
advance, and to appoint the Chairman of the AGM to submit proxy
votes at the meeting.
For further information, please contact:
MobilityOne Limited +6 03 8996 3600
Dato' Hussian A. Rahman, CEO www.mobilityone.com.my
har@mobilityone.com.my
Allenby Capital Limited (Nominated Adviser
and Broker) +44 20 3328 5656
Nick Athanas/Vivek Bhardwaj
About the Group:
MobilityOne provides e-commerce infrastructure payment solutions
and platforms through its proprietary technology solutions,
marketed under the brands MoCS and ABOSSE.
The Group has developed an end-to-end e-commerce solution which
connects various service providers across several industries such
as banking, telecommunication and transportation through multiple
distribution devices including EDC terminals, mobile devices,
automated teller machines ("ATM") and internet banking.
The Group's technology platform is flexible, scalable and
designed to facilitate cash, debit card and credit card
transactions from multiple devices while controlling and monitoring
the distribution of different products and services.
For more information, refer to our website at
www.mobilityone.com.my
Chairman's Statement
For the year ended 31 December 2020
Introduction
MobilityOne Limited's current organisation structure is depicted
below:
The Directors are pleased to present the audited consolidated
financial statements for MobilityOne Limited for the year ended 31
December 2020.
For the financial year ended 31 December 2020, the Group
achieved an increase in revenue to GBP246.7 million (31 December
2019: revenue of GBP169.4 million). This reflects a 45.6% increase
and was mainly due to the strong growth of the Group's e-payment
business in Malaysia, in particular, the Group's mobile phone
prepaid airtime reload and bill payment business through the
Group's banking channels (i.e. mobile banking and internet banking)
with 10 banks and third parties' e-wallets.
In tandem with the increase in revenue, t he Group recorded a
profit after tax of GBP1.61 million in 2020 (2019: profit after tax
of GBP1.87 million, which included a one-off gain of GBP1.11
million in connection with the Group's disposal of its 55%-owned
loss-making subsidiary in Bangladesh), which is the highest profit
after tax (excluding any one-off gain) generated by the Group since
its admission to AIM in 2007.
In 2020, the Group's international remittance services and
e-money business in Malaysia and e-payment solutions activities in
the Philippines and Brunei remained small and did not make
significant contributions to the Group.
As at 31 December 2020, the Group's financial position remained
healthy with cash and cash equivalents of GBP4.42 million (31
December 2019: cash and cash equivalents of GBP4.42 million) and
the secured loans and borrowings from financial institutions
amounted to GBP3.20 million (31 December 2019: GBP3.43
million).
Review of activities and outlook
In 2020, there was no change to the core business activities of
the Group, namely being an e-payment business for mobile phone
prepaid airtime reload and bill payment in Malaysia. Other
businesses of the Group include international remittance services
and e-money.
In 2021, the Group received a license from MasterCard
Asia/Pacific Pte Ltd ("MasterCard") for the Group to issue
MasterCard prepaid cards in Malaysia which will complement the
Group's existing e-wallet and will be part of the Group's
end-to-end payment ecosystem. In addition, t he Society for
Worldwide Interbank Financial Telecommunication (" SWIFT " ) has
permitted the Group to join its network. With SWIFT's platform, the
Group is expected to be able to expand its business to larger
amount of money transfers for business to business (B2B) in
addition to the Group's existing arrangement with MoneyGram which
caters mainly for the smaller amount of money transfers, typically
for consumer to consumer (C2C). While the Directors do not
anticipate any significant revenue contribution from the
developments with MasterCard and SWIFT in the current financial
year, as the transactions are expected to only commence in the
4(th) quarter of this year for MasterCard and now the 1(st) half of
2022 for SWIFT (in view of a longer system integration process)
after receiving relevant approvals from the Central Bank of
Malaysia, they are expected to contribute positively to the Group's
overall growth prospects in the long term.
On 1 September 2021, the Company's wholly-owned subsidiary in
the UK, M-One Tech Limited, submitted an application to the
Financial Conduct Authority (the " FCA " ), the financial
regulatory body in the UK, for authorisation as an electronic money
institution to provide e-money services in the UK. This includes
the use of e-wallets for payments of purchases or transfer funds
to/from other parties within the e-money ecosystem, both of which
are areas in which the Group already has the operational experience
in Malaysia. The decision from the FCA in respect of the submitted
application is expected to be received in the 2(nd) quarter of 2022
and, if approved, the Group will be able to expand its business
activities into the UK. There can be no guarantee as to either the
decision or timing of the decision by the FCA.
The COVID-19 pandemic has not negatively affected the Group's
financial performance. This is primarily as a result of the nature
of the Group's major business activities being focused on
e-payments. Notwithstanding that the Group's international
remittance services and e-money business in Malaysia and business
activities in the Philippines and Brunei are expected to remain
insignificant in 2021, the Group remains positive on its business
outlook for the remainder of 2021. This is particularly in light of
the activity within the Group's mobile phone prepaid airtime reload
and bill payment business in Malaysia. In addition, the Group will
continue to enhance its product offering and pursue new business
opportunities for future growth.
Abu Bakar bin Mohd Taib
Chairman
Date: 20 September 2021
Report of the Directors
For the year ended 31 December 2020
The Directors are pleased to submit their report together with
the financial statements of the Company and the Group for the year
ended 31 December 2020.
PRINCIPAL ACTIVITY
The principal activity of the Group in the year under review was
mainly in the business of providing e-commerce infrastructure
payment solutions and platforms.
KEY PERFORMANCE INDICATORS
Year ended Year ended
31.12.2020 31.12.2019
GBP GBP
Revenue 246,673,038 169,412,664
Operating profit 2,464,077 1,356,228
Profit before tax 2,257,536 1,083,176
Net profit for the year 1,605,627 1,871,998
----------------- -------------------
KEY RISKS AND UNCERTANTIES
Operational risks
The Group is not insulated from general business risk as well as
certain risks inherent in the industry in which the Group operates.
In particular, this includes technological changes, unfavourable
changes in Government and international policies, the introduction
of new and superior technology or products and services by
competitors and changes in the general economic, business and
credit conditions.
Dependency on Distributorship Agreements
The Group relies on various telecommunication companies to
provide the telecommunication products. As a result, the Group's
business may be materially and adversely affected if one or more of
these telecommunication companies cut or reduce drastically the
supply of their products. The Group has distributorship agreements
with telecommunication companies such as DiGi Telecommunications
Sdn. Bhd., Celcom (M) Berhad and Maxis Communication Berhad, which
are subject to periodic renewal.
Rapid technological changes/product changes in the e-commerce
industry
If the Group is unable to keep pace with rapid technological
development in the e-commerce industry it may adversely affect the
Group's revenues and profits. The e-commerce industry is
characterised by rapid technological changes due to changing market
trends, evolving industry standards, new technologies and emerging
competition. Future success will be dependent upon the Group's
ability to enhance its existing technology solutions and introduce
new products and services to respond to the constantly changing
technological environment. The timely development of new and
enhanced services or products is a complex and uncertain
process.
Demand of products and services
The Group's future results depend on the overall demand for its
products and services. Uncertainty in the economic environment may
cause some business to curtail or eliminate spending on payment
technology. In addition, the Group may experience hesitancy on the
part of existing and potential customers to commit to continuing
with its new services.
Financial risks
Please refer to Note 3.
REVIEW OF BUSINESS
The results for the year and financial position of the Company
and the Group are as shown in the Chairman's statement.
RESULTS AND DIVIDS
The consolidated total comprehensive profit for the year ended
31 December 2020 was GBP1,525,010 (201 9 : GBP 1,828,915 ) which
has been transferred to reserves. No dividends will be distributed
for the year ended 31 December 2020.
DIRECTORS
The Directors are:
Abu Bakar bin Mohd Taib (Non-Executive Chairman)
Dato' Hussian @ Rizal bin A. Rahman (Chief Executive
Officer)
Derrick Chia Kah Wai (Chief Operating Officer)
Seah Boon Chin (Non-Executive Director)
Azlinda Ezrina binti Ariffin-Boromand (Non-Executive Director) -
appointed on 30 April 2021
The beneficial interests of the Directors holding office at 31
December 2020 in the ordinary shares of the Company, were as
follows:
Ordinary shares of 2.5p each
Interest at 31.12.20 % of issued capital
Abu Bakar bin Mohd Taib Nil Nil
Dato' Hussian @ Rizal bin
A. Rahman 53,465,724 50.30
Derrick Chia Kah Wai * Nil Nil
Seah Boon Chin Nil Nil
The wife of Derrick Chia Kah Wai holds 1,943,000 ordinary shares
in the Company, which is equivalent to 1.83% of the Company's
issued capital.
The Directors also held the following ordinary shares under
options:
Interest at 31.12.20
Abu Bakar bin Mohd Taib 500,000
Dato' Hussian @ Rizal bin
A. Rahman 800,000
Derrick Chia Kah Wai 2,000,000
Seah Boon Chin 2,000,000
The options were granted on 5 December 2014 at an exercise price
of 2.5p. The period of the options is ten years.
The Directors' remuneration of the Group is disclosed in Note
4.
SUBSTANTIAL SHAREHOLDERS
Based on the register of shareholders as of 30 August 2021, the
Company had the following beneficial interests in 3% or more of the
issued share capital pursuant to Part VI of Article 110 of the
Companies (Jersey) Law 1991:
Ordinary 2.5p shares
Number of ordinary % of issued capital
shares
Dato' Hussian @ Rizal bin
A. Rahman 53,465,724 50.30
Vidacos Nominees Limited 20,804,463 19.57
Estate of Dato' Shamsir
bin Omar 9,131,677 8.59
PUBLICATION OF ACCOUNTS ON COMPANY WEBSITE
Financial statements are published on the Company's website,
which can be found at www.mobilityone.com.my. The maintenance and
integrity of the website is the responsibility of the Directors.
The Directors' responsibility also extends to the financial
statements contained therein.
INDEMNITY OF OFFICERS
The Group does not have the insurance cover against legal action
bought against its Directors and officers.
GROUP'S POLICY ON PAYMENT OF CREDITORS
It is the Group's normal practice to make payments to suppliers
in accordance with agreed terms provided that the supplier has
performed in accordance with the relevant terms and conditions.
EMPLOYEE INVOLVEMENT
The Group places considerable value on the involvement of the
employees and has continued to keep them informed on matters
affecting the Group. This is achieved through formal and informal
meetings.
GOING CONCERN
These financial statements have been prepared on the assumption
that the Group is a going concern. Further information is given in
Note 2 of the financial statements.
SIGNIFICANT EVENTS
Outbreak of coronavirus ("COVID-19") pandemic
During the financial year ended 31 December 2020, the world was
impacted by the COVID-19 pandemic which resulted in national
lockdowns across the world in order to stop the spreading of the
COVID-19. As a result, the Group implemented all the standard
operating procedures recommended by the Ministry of Health in order
to prevent the spreading of COVID-19.
The Directors have assessed the overall impact of the COVID-19
pandemic on the Group's and the Company's operations, financial
performance and cash flows. In this regard, the Directors have
concluded that there is no material adverse effect on the Group's
and the Company's financial results for the year ended 31 December
2020.
The Directors have prepared the financial results for the year
ended 31 December 2020 having considered the impact of COVID-19 and
the current economic environment. The Directors continue to believe
that it is appropriate to adopt the going concern basis of
accounting in preparing the financial results for the year ended 31
December 2020.
STATEMENT OF DIRECTORS' RESPONSIBILITIES
The Directors are responsible for preparing the Directors'
Report and financial statements in accordance with applicable law
and regulations.
Company law requires the Directors to prepare financial
statements for each financial year. Under that law the Directors
have elected to prepare the financial statements in accordance with
International Financial Reporting Standards (IFRS) as adopted for
use in the European Union. Under Company law the Directors must not
approve the financial statements unless they are satisfied that
they give a true and fair view of the state of affairs of the
Company and the Group and of the profit or loss of the Group for
that period. In preparing these financial statements, the Directors
are required to:
- select suitable accounting policies and then apply them consistently;
- make judgments and estimates that are reasonable and prudent;
- prepare the financial statements on the going concern basis
unless it is inappropriate to presume that the Company will
continue in business for the foreseeable future; and
- state that the financial statements comply with International
Financial Reporting Standards (IFRS) as adopted by the European
Union.
The Directors are responsible for keeping proper accounting
records which disclose with reasonable accuracy at any time the
financial position of the Company and the Group and to enable them
to ensure that the financial statements comply with Article 110 of
the Companies (Jersey) Law 1991. They are also responsible for
safeguarding the assets of the Company and the Group and hence for
taking reasonable steps for the prevention and detection of fraud
and other irregularities.
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the Directors are aware, there is no relevant audit
information of which the Company and Group's auditors are unaware,
and each Director has taken all the steps that he ought to have
taken as a Director in order to make himself aware of any relevant
audit information and to establish that the Company and Group's
auditors are aware of that information.
AUDITORS
Jeffreys Henry LLP have expressed their willingness to continue
in office as auditors to the Company. A resolution proposing that
Jeffreys Henry LLP be re-appointed will be put to the forthcoming
Annual General Meeting.
ON BEHALF OF THE BOARD:
Dato' Hussian @ Rizal bin A. Rahman
Chief Executive Officer
Date: 20 September 2021
Corporate Governance Report
The Directors recognise the importance of good corporate
governance and have chosen to adopt the Quoted Companies Alliance
Corporate Governance Code ("QCA Code") in line with the changes to
AIM Rules requiring all AIM quoted companies to adopt and comply
with a recognised corporate governance code. The Directors consider
that the Company complies with the QCA Code so far as is
practicable.
The QCA Code identifies 10 principles that focus on the pursuit
of medium to long term value for shareholders. The following report
sets out in broad terms how the Company currently complies with the
QCA Code.
1. Establish a strategy and business model which promote long-term value for shareholders
The Group's strategy and business model are developed by the
Chief Executive Officer ("CEO") and approved by the Board, whenever
required. The management team, led by the CEO, is responsible for
implementing the strategy.
Over the years, the Group has developed its core competencies in
providing a bridge between the service providers to their end
consumers using the Group's technology to accept transactions via
multiple channels either via mobile phones, Internet, electronic
data capture terminals and even via banking channels like Internet
banking portal, automated teller machines (ATM) and mobile
banking.
Even though the e-payment business in Malaysia, particularly
prepaid airtime reload and bill payment business, is contributing
substantially to the Group's revenue, the Group continues to
explore other business opportunities in Malaysia and other
countries such as the Philippines, Brunei and the United Kingdom to
enhance its product offering for future growth.
The key risks and uncertainties to the business model and
strategy are detailed in the Report of the Directors and note 3 of
the Company's Accounts for the year ended 31 December 2020.
2. Seek to understand and meet shareholder needs and expectations
The Company encourages two-way communication with its
shareholders to understand their needs and expectations.
The Board recognises the annual general meeting ("AGM") as an
important opportunity to meet shareholders. The AGM is the main
forum for dialogue with shareholders and all members of the Board
attend the AGM and are available to answer questions raised by
shareholders and to listen to views of shareholders.
It should be noted that the top three shareholders hold over 70%
of the Company's share capital, 50.3% of the share capital being
held by the CEO. The CEO talks regularly with the Company's major
non-board shareholders to understand their needs and expectations.
Some of the Company's larger shareholders have been investors in
the Company for a number of years. They have the direct contact
details of the CEO.
In the future should voting decisions not be in line with the
Company's expectations, the Board would endeavour to engage with
those shareholders to understand and address any issues.
Contact details are provided on the contacts page of the
Company's website and within public documents should shareholders
wish to communicate with the Company.
3. Take into account wider stakeholder and social
responsibilities and their implications for long-term success
The Group is aware of its corporate social responsibilities and
the need to maintain good relationships across a range of
stakeholder groups, including employees, business partners,
suppliers, customers and regulatory authorities.
The Group's operations and working environment take into account
the needs of all stakeholder groups while maintaining focus on the
responsibility to promote the success of the Group. The Group
encourages feedback from all stakeholder groups as the Group's long
term strategy is to create shareholder value.
The Group places considerable value on the involvement of
employees and continues to keep them informed on matters affecting
the Group through formal and informal meetings which provide
opportunities to received feedback on issues affecting the
Group.
The Group's activities are reliant on maintaining good
relationships with a number of banking partners in Malaysia. In
addition the Group's remittance business requires certain licences
from the Central Bank of Malaysia and the CEO maintains a good flow
of communication with the Central Bank of Malaysia to ensure the
Group's activities continue to operate under the correct regulatory
framework.
4. Embed effective risk management, considering both
opportunities and threats, throughout the organization
The principal risks and uncertainties affecting the business are
set in the Report of the Directors and note 3 of the Company's
Accounts for the year ended 31 December 2020.
The Board monitors these risks, which include technological,
regulatory and commercial risks, on a regular basis and the risks
are considered by the Group during Board meetings. The Executive
Directors and senior management team meet regularly during the year
to review and evaluate risks and opportunities. The senior
management meets regularly to review ongoing trading performance
and any new risks associated with ongoing trading.
Risk identification can come from several sources: employees or
other stakeholder feedback; executive meetings; and decisions taken
at Audit Committee and Board meetings.
5. Maintain the board as a well- functioning, balanced team led by the chair
The Board comprises two Executive Directors and three
Non-Executive Directors. Two of the Non-Executive Directors, namely
Abu Bakar bin Mod Taib and Seah Boon Chin, are the members of
audit, remuneration and nomination committees who have the
necessary skills and knowledge to discharge their duties and
responsibilities.
The Non-executive Chairman is responsible for the running of the
Board and the CEO has main executive responsibility for running the
Group's business and implementing the Group's strategy.
The Chairman is considered to be an Independent Director and
acts as a Senior Independent Director. Seah Boon Chin is not deemed
to be independent due to having previously been an executive board
member and his length of tenure. Notwithstanding this, the Board
considers that Seah Boon Chin brings an independent judgement to
bear notwithstanding the aforementioned considerations.
The Directors receive regular updates on the Group's operational
and financial performance during Board meetings and they have
committed sufficient time to fulfill their responsibilities.
The Company believes it has effective procedures in place to
monitor and deal with conflicts of interest. In particular the
Board is aware of the other time commitments and interests of the
CEO. Significant changes to these commitments and interests are
reported to and, where appropriate, agreed with the rest of the
Board.
In addition to the numerous written Board resolutions approved
by the Board which have the same force and effect as if adopted at
duly convened meetings of all the Directors, the Company had three
Board meetings in 2020 which were attended by all the
Directors.
6. Ensure that between them the directors have the necessary
up-to-date experience, skills and capabilities
The Directors' biographies are set out in the section "Board of
Directors" of the Company's Accounts for the year ended 31 December
2020.
The Board is satisfied that between the Directors, they have
sufficient skills, experience and capabilities to enable the
strategy of the Company to be delivered.
The Nomination Committee will make recommendations to the Board
on all new Board appointments. Where new Board appointments are
considered the search for candidates is conducted, and appointments
are made, on merit, against objective criteria.
The Board, if required, will review the composition of the Board
to ensure that it has the necessary diversity of skills to support
the ongoing development of the Group. Gender diversity is not in
the Company's immediate plans.
All Directors retire by rotation at regular intervals (every 3
years) in accordance with the Company's Articles of
Association.
The Directors attend courses and seminars to keep their skill
set up to date.
7. Evaluate board performance based on clear and relevant
objectives, seeking continuous improvement
The Directors undergo a performance evaluation before being
proposed for re-election to ensure that they continue to be
effective and committed to the role. All Directors meet to discuss
the performance evaluation together.
Appraisals are carried out each year with all Executive
Directors.
The Board considers that the size of the Company does not
justify the use of third parties to evaluate the performance of the
Board on an annual basis.
All Directors retire by rotation at regular intervals (every 3
years) and stand for re-election at the AGM. During the year the
Non-executive Directors are responsible for informally reviewing
Directors' performance and highlighting any issues identified.
At the present time, succession planning is not in the Company's
immediate plans, however the Board will monitor the need to
implement an informal or formal succession plan going forward.
8. Promote a corporate culture that is based on ethical values and behaviours
The Group maintains a high standard of integrity in the conduct
of its operations and is committed to providing a safe and healthy
working environment for its employees. The Group operates a
corporate culture that is based on ethical values and
behaviours.
In addition, the Group encourages an open culture, with regular
discussions with employees regarding their performance and skills
development to achieve the objectives and strategy of the
Group.
Any recommendations from staff to improve the working
environment or in respect of health and safety matters will be
assessed by the Human Resources and Administration Manager and, as
appropriate, proposed to the Board for necessary actions to be
taken.
Given the size of the Group, all practices undertaken by the
Group are reviewed by the Executive Directors to ensure that the
ethical values and behaviours are being adhered to.
9. Maintain governance structures and processes that are fit for
purpose and support good decision- making by the board
The Board has overall responsibility for promoting the success
of the Group. The Executive Directors have day-to-day
responsibility for the operational management of the Group's
activities. The Non-executive Directors are responsible for
bringing independent and objective judgment to Board decisions.
There is a clear separation of the roles of CEO and
Non-executive Chairman. The Chairman is responsible for overseeing
the running of the Board, ensuring that no individual or group
dominates the Board's decision-making and ensuring the
Non-executive Directors are properly briefed on matters. The
Chairman has overall responsibility for corporate governance
matters in the Group. The CEO has the responsibility for
implementing the strategy of the Board and managing the day-to-day
business activities of the Group.
The Board has established the following committees: Audit
Committee, Remuneration Committee and Nomination Committee. The
members of the three committees are Abu Bakar bin Mohd Taib
(Non-executive Chairman) and Seah Boon Chin (Non-executive
Director). Abu Bakar bin Mohd Taib chairs the Audit Committee,
Remuneration Committee and Nomination Committee.
The Audit Committee normally meets twice a year and has
responsibility for, amongst other things, planning and reviewing
the annual report and accounts and interim statements. It is also
responsible for ensuring that an effective system of internal
control is maintained. The ultimate responsibility for reviewing
and approving the annual financial statements and interim
statements remains with the Board.
The Remuneration Committee meets at least once a year and has
responsibility for making recommendations to the Board on matter
such as the remuneration packages for each of the Directors.
The Nomination Committee, which meets as required, has
responsibility for reviewing the size and composition of the Board,
the appointment of replacement or additional Directors and making
appropriate recommendations to the Board.
The Directors consider that the Group has an appropriate
governance framework for its size now and as it grows but they will
consider the evolution of this framework on an annual basis.
The Board does not maintain a formal schedule of matters
reserved for Board decision but matters such as financial results,
Board appointments and acquisitions require approval at Company's
Board meetings or written Board resolutions approved by the Board
which have the same force and effect as if adopted at duly convened
meetings of all the Directors . In 2020, the Company held three
Board meetings.
Board and committee meetings
Attendances of Directors at Board and committee meetings
convened in 2020 are set out below:
Audit Committee Remuneration
Meeting Attended Committee
Board Meeting Attended
Meeting
Attended
Number of meetings in year 3 1 1
------------------------------- ------------------ ------------------
Abu Bakar bin Mohd Taib 3 1 1
------------------------------- ------------------ ------------------
Dato' Hussian @ Rizal bin 3 N/A N/A
A. Rahman
------------------------------- ------------------ ------------------
Derrick Chia Kah Wai 3 N/A N/A
------------------------------- ------------------ ------------------
Seah Boon Chin 3 1 1
------------------------------- ------------------ ------------------
10. Communicate how the company is governed and is performing by
maintaining a dialogue with shareholders and other relevant
stakeholders.
The Company encourages two-way communication with various
stakeholder groups, including shareholders and responds quickly to
their relevant queries.
The Directors recognise the AGM as an important opportunity to
meet shareholders and the Directors are available to answer
questions raised by the shareholders.
The Company's website is regularly updated to include business
progress, financial performance and corporate actions reflecting
information that has already been announced by the Company through
regulatory announcements.
The Company will announce and post on its website the results of
voting on all resolutions in the general meetings (including annual
general meetings) including any actions to be taken as a result of
resolutions for which votes against have been received from at
least 20 per cent. of independent shareholders.
Under AIM Rule 26, the Company already publishes historical
annual reports, notices of meetings and other publications over the
last five years which can be found here:
http://www.mobilityone.com.my/v4/annual-reports.html
The Company has not published an audit committee or remuneration
committee report in its annual report and accounts. The Board feels
that this is appropriate given the size and stage of development of
the Group. The Board will consider annually whether it considers it
appropriate for these reports to be included in future annual
report and accounts.
Date: 20 September 2021
Consolidated Income Statement
For the year ended 31 December 2020
2020 2019
Note GBP GBP
Revenue 5 246,673,038 169,412,664
Cost of sales (233,710,850) (158,641,222)
------------------- ---------------------------
GROSS PROFIT 12,962,188 10,771,442
Other operating income 109,110 192,515
Administration expenses (10,292,726) (9,253,270)
Other operating expenses (314,495) (377,143)
Share of associate result 16 - 22,684
------------------- ---------------------------
OPERATING PROFIT 2,464,077 1,356,228
Finance costs 6 (206,541) (273,052)
------------------- ---------------------------
PROFIT BEFORE TAX 7 2,257,536 1,083,176
Tax 8 (651,909) (108,674)
PROFIT FROM CONTINUING OPERATIONS 1,605,627 974,502
Gain on disposal of subsidiary - 1,105,535
LOSS FROM DISCONTINUED OPERATIONS,
NET OF TAX - (208,039)
PROFIT 1,605,627 1,871,998
------------------- ---------------------------
Attributable to:
Owners of the parent 1,607,100 1,508,874
Non-controlling interests (1,473) 363,124
------------------- ---------------------------
1,605,627 1,871,998
------------------- ---------------------------
PROFIT PER SHARE
Basic earnings per share (pence) 10 1.512 1.419
Diluted earnings per share
(pence) 10 1.375 1.291
PROFIT PER SHARE FROM CONTINUING
OPERATIONS
Basic earnings per share (pence) 10 1.512 0.575
Diluted earnings per share
(pence) 10 1.375 0.523
Consolidated Statement of Comprehensive Income
For the year ended 31 December 2020
2020 2019
GBP GBP
PROFIT FOR THE YEAR 1,605,627 1,871,998
OTHER COMPREHENSIVE PROFIT
Foreign currency translation (80,617) (43,083)
TOTAL COMPREHENSIVE PROFIT 1,525,010 1,828,915
---------- ----------
Total comprehensive profit attributable
to:
Owners of the parent 1,526,223 1,465,622
Non-controlling interests (1,213) 363,293
1,525,010 1,828,915
---------- ----------
Consolidated Statement of Changes in Equity
For The Year Ended 31 December 2020
Non-Distributable Distributable
--------------------------------------------- --------------
Foreign
Reverse Currency Non-
Share Share Acquisition Translation Accumulated controlling Total
Capital Premium Reserve Reserve Losses Total Interests Equity
GBP GBP GBP GBP GBP GBP GBP GBP
At 1 January
2020 2,657,470 909,472 708,951 839,259 (3,249,152) 1,866,000 (11,261) 1,854,739
Comprehensive
profit
---------- ----------------- ------------ ------------ -------------- ---------- ------------ ----------
Profit for the
year - - - - 1,607,100 1,607,100 (1,473) 1,605,627
Foreign
currency
translation - - - (80,877) - (80,877) 260 (80,617)
---------- ----------------- ------------ ------------ -------------- ---------- ------------ ----------
Total
comprehensive
profit for - - - (80,877) 1,607,100 1,526,223 (1,213) 1,525,010
the year
---------- ----------------- ------------ ------------ -------------- ---------- ------------ ----------
At 31 December
2020 2,657,470 909,472 708,951 758,382 (1,642,052) 3,392,223 (12,474) 3,379,749
---------- ----------------- ------------ ------------ -------------- ---------- ------------ ----------
Non-Distributable Distributable
-------------------------------------- --------------
Foreign
Reverse Currency
Share Share Acquisition Translation Accumulated Non- Total
Capital Premium Reserve Reserve Losses Total controlling Equity
Interests
GBP GBP GBP GBP GBP GBP GBP GBP
At 1 January
2019 2,657,470 909,472 708,951 882,511 (4,755,008) 403,396 (1,303,321) (899,925)
Effect of
adopting IFRS
16 - - - - (3,018) (3,018) - (3,018)
---------- -------- ------------ ------------ -------------- ---------- ------------ ------------
At 1 January
2019,
restated 2,657,470 909,472 708,951 882,511 (4,758,026) 400,378 (1,303,321) (902,943)
Comprehensive
profit
---------- -------- ------------ ------------ -------------- ---------- ------------ ------------
Profit for
the year - - - - 1,508,874 1,508,874 363,124 1,871,998
Foreign
currency
translation - - - (43,252) - (43,252) 169 (43,083)
---------- -------- ------------ ------------ -------------- ---------- ------------ ------------
Total
comprehensive
profit for
the year - - - (43,252) 1,508,874 1,465,622 363,293 1,828,915
Transaction
with owners:
Disposal of
a subsidiary
company - - - - - - 928,767 928,767
At 31 December
2019 2,657,470 909,472 708,951 839,259 (3,249,152) 1,866,000 (11,261) 1,854,739
---------- -------- ------------ ------------ -------------- ---------- ------------ ------------
Share capital is the amount subscribed for shares at nominal
value.
Share premium represents the excess of the amount subscribed for
share capital over the nominal value of the respective shares net
of share issue expenses.
The reverse acquisition reserve relates to the adjustment
required by accounting for the reverse acquisition in accordance
with IFRS 3.
The Company's assets and liabilities stated in the Statement of
Financial Position were translated into Pound Sterling (GBP) using
the closing rate as at the Statement of Financial Position date and
the Income Statements were translated into GBP using the average
rate for that period. All resulting exchange differences are taken
to the foreign currency translation reserve within equity.
Retained earnings represent the cumulative earnings of the Group
attributable to equity shareholders.
Non-controlling interests represent the share of ownership of
subsidiary companies outside the Group.
Company Statement of Changes in Equity
For The Year Ended 31 December 2020
Non-Distributable
------------------------------------------------
Share Share Accumulated
Capital Premium Losses Total
GBP GBP GBP GBP
At 1 January 2020 2,657,470 909,472 (1,739,385) 1,827,557
Loss for the year - - (146,463) (146,463)
---------- -------- ------------- -----------
At 31 December 2020 2,657,470 909,472 (1,885,848) 1,681,094
---------- -------- ------------- -----------
At 1 January 2019 2,657,470 909,472 (1,586,185) 1,980,757
Loss for the year - - (153,200) (153,200)
At 31 December 2019 2,657,470 909,472 (1,739,385) 1,827,557
---------- -------- ------------- -----------
Consolidated Statement of Financial Position
As at 31 December 2020
2020 2019
Note GBP GBP
ASSETS
Non-current assets
Intangible assets 11 150,784 222,731
Property, plant and equipment 12 723,871 721,079
Right-of-use assets 14 291,602 455,168
1,166,257 1,398,978
------------- ---------------
Current assets
Inventories 15 3,629,230 1,564,160
Trade and other receivables 17 2,216,042 4,413,189
Amount due from an associate 221,583 145,095
Tax recoverable 420 81,353
Assets held for sales 18 - -
Cash and cash equivalents 19 4,417,876 4,423,063
10,485,151 10,626,860
------------- ---------------
TOTAL ASSETS 11,651,408 12,025,838
------------- ---------------
SHAREHOLDERS' EQUITY
Equity attributable to owners
of the parent:
Called up share capital 20 2,657,470 2,657,470
Share premium 21 909,472 909,472
Reverse acquisition reserve 22 708,951 708,951
Foreign currency translation
reserve 23 758,382 839,259
Accumulated losses 24 (1,642,052) (3,249,152)
------------- ---------------
Shareholders' equity 3,392,223 1,866,000
Non-controlling interests (12,474) (11,261)
------------- ---------------
TOTAL EQUITY 3,379,749 1,854,739
------------- ---------------
2020 2019
Note GBP GBP
LIABILITIES
Non-current liabilities
Loans and borrowings - secured 25 232,846 265,585
Lease liabilities 14 55,482 151,565
Deferred tax liabilities 57,756 60,873
346,084 478,023
------------- -------------
Current liabilities
Trade and other payables 26 4,615,954 6,187,063
Amount due to Directors 27 110,991 107,827
Loans and borrowings - secured 25 2,967,482 3,161,178
Lease liabilities 14 94,227 232,228
Tax payables 136,921 4,780
7,925,575 9,693,076
------------- -------------
Total liabilities 8,271,659 10,171,099
------------- -------------
TOTAL EQUITY AND LIABILITIES 11,651,408 12,025,838
------------- -------------
The financial statements were approved and authorised by the
Board of Directors on 20 September 2021 and were signed on its
behalf by:
Dato' Hussian @ Rizal bin A. Rahman
Chief Executive Officer
Company Statement of Financial Position
As at 31 December 2020
2020 2019
Note GBP GBP
ASSETS
Non-current asset
Investment in subsidiary companies 13 1,976,339 1,976,356
Investment in associate company 16 - -
1,976,339 1,976,356
------------- -------------
Current assets
Trade and other receivables 17 18 -
Cash and cash equivalents 19 11,139 3,998
11,157 3,998
------------- -------------
TOTAL ASSETS 1,987,496 1,980,354
------------- -------------
SHAREHOLDERS' EQUITY
Equity attributable to owners of
the parent:
Called up share capital 20 2,657,470 2,657,470
Share premium 21 909,472 909,472
Accumulated losses 24 (1,885,848) (1,739,385)
TOTAL EQUITY 1,681,094 1,827,557
------------- -------------
Current liabilities
Trade and other payables 26 2,900 6,120
Amount due to subsidiary companies 195,087 41,480
Amount due to Directors 27 108,415 105,197
TOTAL LIABILITIES 306,402 152,797
------------- -------------
TOTAL EQUITY AND LIABILITIES 1,987,496 1,980,354
------------- -------------
The financial statements were approved and authorised by the
Board of Directors on 20 September 2021 and were signed on its
behalf by:
Dato' Hussian @ Rizal bin A. Rahman
Chief Executive Officer
Consolidated Statement of Cash Flows
For the year ended 31 December 2020
2020 2019
Note GBP GBP
Cash flow from operating activities
Cash flow from operations 28 1,223,062 1,428,219
Interest paid (206,541) (287,587)
Interest received 67,868 97,617
Tax paid (439,476) (184,491)
Tax refund - 196,205
----------- -----------
Net cash generated from operating
activities 644,913 1,249,963
----------- -----------
Cash flow from investing activities
Purchase of property, plant and
equipment 12 (149,791) (70,294)
Proceeds from disposal of property,
plant and equipment - 1,890
Net cash outflow for disposal
of subsidiary company - (80,486)
Net cash inflow for acquisition
of subsidiary company - (47,258)
Net cash used in investing activities (149,791) (196,148)
----------- -----------
Cash flows from financing activities
Net change of banker acceptance 25 (193,723) (398,175)
Repayment of lease liabilities (234,084) (317,999)
Repayment of term loan (8,765) (6,824)
Net cash used in financing activities (436,572) (722,998)
----------- -----------
Increase in cash and cash equivalents 58,550 330,817
Effect of foreign exchange rate
changes (63,737) (16,072)
Cash and cash equivalents at beginning
of year 4,423,063 4,108,318
Cash and cash equivalents at end
of year 19 4,417,876 4,423,063
----------- -----------
Company Statement of Cash Flows
For the year ended 31 December 2020
2020 2019
Note GBP GBP
Cash flow from operating activities
Cash depleted in operations 28 7,124 (355)
------- -------
Cash flow from investing activities
Acquisition of subsidiary companies (1) -
Proceed from disposal of subsidiary 18 -
company
------- -------
Net cash from investing activities 17 -
------- -------
Increase/(Decrease) in cash and cash
equivalents 7,141 (355)
Cash and cash equivalents at beginning
of year 3,998 4,353
------- -------
Cash and cash equivalents at end
of year 19 11,139 3,998
------- -------
Notes to the Financial Statements
For the year ended 31 December 2020
1. GENERAL INFORMATION
The principal activity of the Company is investment holding. The
principal activities of the subsidiary companies are set out in
Note 13 to the financial statements. There were no significant
changes in the nature of these activities during the year.
The Company is incorporated in Jersey, the Channel Islands under
the Companies (Jersey) Law 1991 and is listed on AIM. The
registered office is located at 13 Castle Street, St Helier, Jersey
JE1 1ES, Channel Islands. The consolidated financial statements for
the year ended 31 December 2020 comprise the results of the Company
and its subsidiary companies undertakings. The Company's shares are
traded on AIM of the London Stock Exchange.
MobilityOne Limited is the holding company of an established
group of companies ("Group") based in Malaysia which is in the
business of providing e-commerce infrastructure payment solutions
and platforms through their proprietary technology solutions, which
are marketed under the brands MoCS and ABOSSE.
The Group has developed an end-to-end e-commerce solution which
connects various service providers across several industries such
as banking, telecommunication and transportation through multiple
distribution devices such as EDC terminals, short messaging
services, Automated Teller Machine and Internet banking.
The Group's technology platform is flexible, scalable and has
been designed to facilitate cash, debit card and credit card
transactions (according to the device) from multiple devices while
controlling and monitoring the distribution of different products
and services.
2. ACCOUNTING POLICIES
Basis of preparation
These financial statements have been prepared in accordance with
International Financial Reporting Standards (IFRSs and IFRIC
interpretations) issued by the International Accounting Standards
Board (IASB), as adopted by the European Union, and with those
parts of the Companies (Jersey) Law 1991 applicable to companies
preparing their financial statements under IFRS. The financial
statements have been prepared under the historical cost
convention.
Going Concern
The Group's business activities, together with the factors
likely to affect its future development, performance and position,
are set out in Chairman's statement on page 3 . The financial
position of the Group, its cash flows, liquidity position and
borrowing facilities are described in the financial statements and
associated notes. In addition, Note 3 to the financial statements
includes the Group's objectives, policies and processes for
managing its capital; its financial risk management objectives;
details of its financial instruments and hedging activities; and
its exposures to credit risk and liquidity risk.
In order to assess the going concern of the Group, the Directors
have prepared cashflow forecasts for companies within the Group.
These cashflow forecasts show the Group expect an increase in
revenue and will have sufficient headroom over available banking
facilities. The Group has obtained banking facilities sufficient to
facilitate the growth forecast in future periods. No matters have
been drawn to the Directors' attention to suggest that future
renewals may not be forthcoming on acceptable terms.
In addition, the controlling shareholder has also undertaken to
provide support to enable the Group to meet its debts as and when
they fall due.
After making enquiries, the Directors have a reasonable
expectation that the Group has adequate resources to continue in
operational existence for the foreseeable future. Accordingly, they
continue to adopt the going concern basis in preparing the
financial statements.
The financial statement does not include any adjustments that
would result if the forecast were not achieved and shareholder
support was withdrawn.
Estimation uncertainty and critical judgements
The significant areas of estimation uncertainty and critical
judgements in applying accounting policies that have the most
significant effect on the amount amortisation in the financial
statements are as follows:
(i) Depreciation of property, plant and equipment
The costs of property, plant and equipment of the Group are
depreciated on a straight-line basis over the useful lives of the
assets. Management estimates the useful lives of the property,
plant and equipment to be within 3 to 50 years. These are common
life expectancies applied in the industry. Changes in the expected
level of usage and technological developments could impact the
economic useful lives and the residual values of these assets,
therefore future depreciation charges could be revised. The
carrying amounts of the Group's property, plant and equipment as at
31 December 2020 are disclosed in Note 12 to the financial
statements.
(ii) Amortisation of intangible assets
Software is amortised over its estimated useful life. Management
estimated the useful life of this asset to be within 10 years.
Changes in the expected level of usage and technological
development could impact the economic useful life therefore future
amortisation could be revised.
The research and development costs are amortised on a
straight-line basis over the life span of the developed assets.
Management estimated the useful life of these assets to be within 5
years. Changes in the technological developments could impact the
economic useful life and the residual values of these assets,
therefore future amortisation charges could be revised.
The carrying amounts of the Group's intangible assets as at 31
December 2020 are disclosed in Note 11 to the financial
statements.
However, if the projected sales do not materialise there is a
risk that the value of the intangible assets shown above would be
impaired.
(iii) Impairment of goodwill on consolidation
The Group determines whether goodwill is impaired at least on an
annual basis. This requires an estimation of the value-in-use of
the cash generating units ("CGU") to which goodwill is allocated.
Estimating a value-in-use amount requires management to make an
estimation of the expected future cash flows from the CGU and also
to choose a suitable discount rate in order to calculate the
present value of those cash flows.
The Group's cash flow projections include estimates of sales.
However, if the projected sales do not materialise there is a risk
that the value of goodwill would be impaired.
The Directors have carried out a detailed impairment review in
respect of goodwill. The Group assesses at each reporting date
whether there is an indication that an asset may be impaired, by
considering the cash flows forecasts. The cash flow projections are
based on the assumption that the Group can realise projected sales.
A prudent approach has been applied with no residual value being
factored. At the period end, based on these assumptions, there was
indication of impairment of the value of goodwill and of
development costs.
The carrying amount of the Group's goodwill on consolidation as
at 31 December 20 20 is disclosed in the Note 11 to the financial
statements.
(iv) Going concern
The Group determines whether it has sufficient resources in
order to continue its activities by reference to budget together
with current and forecast liquidity. This requires an estimate of
the availability of such funding which is critically dependent on
external borrowings support from the majority shareholders of the
Group and, to an extent, macroeconomic factors. In the Directors'
opinion, the Covid 19 outbreak has not negatively affected the
financial performance of the Group given that the nature of the
Group's business activities are focused on e-payments. The
Directors will continuously assess and monitor the impact of Covid
19 on its operations and financial performance.
(v) Inventories valuation
Inventories are measured at the lower of cost and net realisable
value. The Company estimates the net realisable value of
inventories based on an assessment of expected sales prices. Demand
levels and pricing competition could change from time to time. If
such factors result in an adverse effect on the Group's products,
the Group might be required to reduce the value of its inventories.
Details of inventories are disclosed in Note 15 to the financial
statements.
(vi) Income taxes
Judgement is involved 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 recognises liabilities for expected tax issues based
on estimates of whether additional taxes will be due. Where the
final tax outcome of these matters is different from the amounts
that were initially recognised, such differences will impact the
income tax and deferred tax provisions in the period in which such
determination is made. As at 31 December 2020, the Group has tax
recoverable of GBP 420 (201 9 : GBP 81,353 ).
IFRS AND IAS UPDATE FOR 31 DECEMBER 2020 ACCOUNTS
Standards, interpretations and amendments to published standards
that are not yet effective
The following standards, amendments and interpretations
applicable to the Group are in issue but are not yet effective and
have not been early adopted in these financial statements. They may
result in consequential changes to the accounting policies and
other note disclosures. We do not expect the impact of such changes
on the financial statements to be material. These are outlined in
the table below:
Effective dates
for financial
periods beginning
on or after
--------------------
Amendments to IFRS Covid-19-Related Rent Concessions 1 June 2020
16
Amendments to IFRS Interest Rate Benchmark 1 January 2021
9, IAS 39, IFRS 7, Reform - Phase 2
IFRS 4, and IFRS 16
Amendments to IFRS Reference to the Conceptual 1 January 2022
3 Framework
Amendments to IAS Property, Plant and Equipment 1 January 2022
16 - Proceeds before Intended
Use
Amendments to IAS Onerous Contracts - Cost 1 January 2022
37 of Fulfilling a Contract
Amendments to IFRSs Annual Improvements to IFRS 1 January 2022
Standards 2018 - 2020
IFRS 17 Insurance Contracts 1 January 2023
Amendments to IFRS Insurance Contracts 1 January 2023
17
Amendments to IAS Classification of Liabilities 1 January 2023
1 as Current or Non-current
Amendments to IAS Disclosure of Accounting 1 January 2023
1 Policies
Amendments to IAS Definition of Accounting 1 January 2023
8 Estimates
Amendments to IFRS Sale or Contribution of Deferred until
10 and IAS 28 Assets between an Investor further notice
and its Associate or Joint
Venture
The Directors anticipate that the adoption of these standards
and the interpretations in future periods will have no material
impact on the financial statements of the Group.
Basis of consolidation
The consolidated financial statements incorporate the financial
statements of the Company and entities controlled by the Company
(its subsidiary companies) made up to 31 December each year.
Control is achieved where the Company has the power to govern the
financial and operating policies of an investee entity so as to
obtain benefits from its activities.
Transactions, balances and unrealised gains on transactions
between Group companies are eliminated. Unrealised losses are also
eliminated but considered an impairment indicator of the asset
transferred. Accounting policies of its subsidiary companies have
been changed (where necessary) to ensure consistency with the
policies adopted by the Group.
(i) Subsidiary companies
Subsidiary companies are entities over which the Group has the
ability to control the financial and operating policies so as to
obtain benefits from their activities. The existence and effect of
potential voting rights that are currently exercisable or
convertible are considered when assessing whether the Group has
such power over another entity.
In the Company's separate financial statements, investments in
subsidiary companies are stated at cost less impairment losses. On
disposal of such investments, the difference between net disposal
proceeds and their carrying amounts is included in profit or
loss.
(ii) Basis of consolidation
On 22 June 2007 MobilityOne Limited acquired the entire issued
share capital of MobilityOne Sdn. Bhd. By way of a share for share
exchange, under IFRS this transaction meets the criteria of a
Reverse Acquisition. The consolidated accounts have therefore been
presented under the Reverse Acquisition Accounting principles of
IFRS 3 and show comparatives for MobilityOne Sdn. Bhd. For
financial reporting purposes, MobilityOne Sdn. Bhd. (the legal
subsidiary company) is the acquirer and MobilityOne Limited (the
legal parent company) is the acquiree.
No goodwill has been recorded and the difference between the
parent Company's cost of investment and MobilityOne Sdn. Bhd.'s
share capital and share premium is presented as a reverse
acquisition reserve within equity on consolidation.
The consolidated financial statements incorporate the financial
statements of the Company and all entities controlled by it after
eliminating internal transactions. Control is achieved where the
Group has the power to govern the financial and operating policies
of a Group undertaking so as to obtain economic benefits from its
activities. Undertakings' results are adjusted, where appropriate,
to conform to Group accounting policies.
Subsidiary companies are consolidated from the date of
acquisition, being the date on which the Group obtains control, and
continue to be consolidated until the date that such control
ceases. In preparing the consolidated financial statements,
intra-group balances, transactions and unrealised gains or losses
are eliminated in full. Uniform accounting policies are adopted in
the consolidated financial statements for like transactions and
events in similar circumstances.
The share capital in the consolidated statement of changes in
equity for both the current and comparative period uses a historic
exchange rate to determine the equity value.
As permitted by and in accordance with Article 105 of the
Companies (Jersey) Law 1991, a separate income statement of
MobilityOne Limited, is not presented.
Revenue recognition
Revenue is recognised when it is probable that economic benefits
associated with the transaction will flow to the Group and the
amount of the revenue can be measured reliably.
(i) Revenue from trading activities
Revenue in respect of using the Group's e-Channel platform
arises from the sales of prepaid credit, sales commissions received
and fees per transaction charged to customers. Revenue for sales of
prepaid credit is deferred until such time as the products and
services are delivered to end users. Sales commissions and
transaction fees are received from various product and services
providers and are recognised when the services are rendered and
transactions are completed.
Revenue from solution sales and consultancy comprise sales of
software solutions, hardware equipment, consultancy fees and
maintenance and support services. For sales of hardware equipment,
revenue is recognised when the significant risks associated with
the equipment are transferred to customers or the expiry of the
right of return. For all other related sales, revenue is recognised
upon delivery to customers and over the period in which services
are expected to be provided to customers.
Revenue from remittance comprises transaction service fees
charged to customers/senders. Transaction fees are received from
senders and are recognised when the services are rendered and
transactions are completed.
More than 95% of the Group's revenue for the financial ended 31
December 2020 was generated in Malaysia and n one of the revenue
was derived in the United Kingdom.
(ii) Interest income
Interest income is recognised on a time proportion basis that
takes into account the effective yield on the asset.
(iii) Rental income
Rental income is recognised on an accrual basis.
Employee benefits
(i) Short term employee benefits
Wages, salaries, bonuses and social security contributions are
recognised as an expense in the period in which the associated
services are rendered by employees of the Group. Short term
accumulating compensated absences such as paid annual leave are
recognised when services are rendered by employees that increase
their entitlement to future compensation absences. Short term
non-accumulating compensated absences such as sick and medical
leave are recognised when the absences occur.
The expected cost of accumulating compensated absences is
measured as the additional amount expected to be paid as a result
of the unused entitlement that has accumulated at the Statement of
Financial Position date.
(ii) Defined contribution plans
As required by law, companies in Malaysia make contributions to
the state pension scheme, the Employees Provident Fund ("EPF").
Such contributions are recognised as an expense in the income
statement in the period to which they relate. The other subsidiary
companies also make contribution to their respective countries'
statutory pension schemes.
Functional currency translation
(i) Functional and presentation currency
Items included in the financial statements of each of the
Group's entities are measured using the currency of the primary
economic environment in which the entity operates (the functional
currency). The functional currency of the Group is Ringgit Malaysia
(RM). The consolidated financial statements are presented in Pound
Sterling (GBP), which is the Company's presentational currency as
this is the currency used in the country in which the entity is
listed.
Assets and liabilities are translated into Pound Sterling (GBP)
at foreign exchange rates ruling at the Statement of Financial
Position date. Results and cash flows are translated into Pound
Sterling (GBP) using average rates of exchange for the period.
(ii) Transactions and balances
Foreign currency transactions are translated into the functional
currency using exchange rates prevailing at the dates of the
transactions. Foreign exchange gains and losses resulting from the
settlement of such transactions and from the translation at
year-end exchange rates of monetary assets and liabilities
denominated in foreign currencies are recognised in the income
statement.
(iii) Transactions and balances (Continued)
The financial information set out below has been translated at
the following rates:
Exchange rate (RM:
GBP)
At Statement
of Financial Average
Position for year
date
Year ended 31 December 2020 5.490 5.39
Year ended 31 December 2019 5.377 5.29
Taxation
Taxation on the income statement for the financial period
comprises current and deferred tax. Current tax is the expected
amount of taxes payable in respect of the taxable profit for the
financial period and is measured using the tax rates that have been
enacted at the Statement of Financial Position date.
Deferred tax is recognised on the liability method for all
temporary differences between the carrying amount of an asset or
liability in the Statement of Financial Position and its tax base
at the Statement of Financial Position date. Deferred tax
liabilities are recognised for all taxable temporary differences
and deferred tax assets are recognised for all deductible temporary
differences, unused tax losses and unused tax credits to the extent
that it is probable that future taxable profit will be available
against which the deductible temporary differences, unused tax
losses and unused tax credits can be recognised. Deferred tax is
not recognised if the temporary difference arises from goodwill or
negative goodwill or from the initial recognition of an asset or
liability in a transaction which is not a business combination and
at the time of the transaction, affects neither accounting profit
nor taxable profit.
Deferred tax assets and liabilities are measured at the tax
rates that are expected to apply to the period when the asset is
recognised or the liability is settled, based on the tax rates that
have been enacted or substantively enacted by the Statement of
Financial Position date. The carrying amount of a deferred tax
asset is reviewed at each Statement of Financial Position date and
is reduced to the extent that it becomes probable that sufficient
future taxable profit will be available.
Deferred tax is recognised in the income statement, except when
it arises from a transaction which is recognised directly in
equity, in which case the deferred tax is also charged or credited
directly in equity, or when it arises from a business combination
that is an acquisition, in which case the deferred tax is included
in the resulting goodwill or negative goodwill.
Intangible assets
(i) Research and development costs
All research costs are recognized in the income statement as
incurred.
Expenditure incurred on projects to develop new products is
recognised and deferred only when the Group can demonstrate the
technical feasibility of completing the intangible asset so that it
will be available for use or sale, its intention to complete and
its ability to use or sell the asset, how the asset will generate
future economic benefits, the availability of resources to complete
the project and the ability to measure reliably the expenditure
during the development. Product development expenditures which do
not meet these criteria are expensed when incurred.
Development costs, considered to have finite useful lives, are
stated at cost less any impairment losses and are amortised through
other operating expenses in the income statement using the
straight-line basis over the commercial lives of the underlying
products not exceeding five years. Impairment is assessed whenever
there is an indication of impairment and the amortisation period
and method are also reviewed at least at each Statement of
Financial Position date.
(i) Goodwill on consolidation
Goodwill acquired in a business combination is initially
measured at cost, representing the excess of the purchase price
over the Group's interest in the net fair value of the identifiable
assets, liabilities and contingent liabilities.
Following the initial recognition, goodwill is measured at cost
less accumulated impairment losses. Goodwill is not amortised but
instead, it is reviewed for impairment annually or more frequent
when there is objective evidence that the carrying value may be
impaired, in accordance with the accounting policy disclosed in
impairment of assets.
Gains or losses on the disposal of an entity include the
carrying amount of goodwill relating to the entity sold.
(iii) Software
Software which forms an integral part of the related hardware is
capitalised with that hardware and included within property, plant
and equipment. Software which are not an integral part of the
related hardware are capitalised as intangible assets.
Acquired computer software licenses are capitalised on the basis
of the costs incurred to acquired and bring to use the specific
software. These costs are amortised over their estimated useful
life of 10 years.
Impairment of assets
The carrying amounts of assets are reviewed at each reporting
date to determine whether there is any indication of
impairment.
If any such indication exists then the asset's recoverable
amount is estimated. For goodwill that has an indefinite useful
life, recoverable amount is estimated at each reporting date or
more frequently when indications of impairment are identified.
An impairment loss is recognized if the carrying amount of an
asset or its cash-generating unit exceeds its recoverable amount
unless the asset is carried at a revalued amount, in which case the
impairment loss is recognised directly against any revaluation
surplus for the asset to the extent that the impairment loss does
not exceed the amount in the revaluation surplus for that same
asset. A cash-generating unit is the smallest identifiable asset
group that generates cash flows that are largely independent from
other assets and groups. Impairment losses are recognized in the
income statement in the period in which it arises. Impairment
losses recognised in respect of cash-generating units are allocated
first to reduce the carrying amount of any goodwill allocated to
the units and then to reduce the carrying amount of the other
assets in the unit (group of units) on a pro rata basis.
The recoverable amount of an asset or cash-generating unit is
the greater of its value in use and its fair value less costs to
sell. In assessing value in use, the estimated future cash flows
are discounted to their present value using a pre-tax discount rate
that reflects current market assessments of the time value of money
and the risks specific to the asset.
Impairment loss on goodwill is not reversed in a subsequent
period. An impairment loss for an asset other than goodwill is
reversed if, and only if, there has been a change in the estimates
used to determine the asset's recoverable amount since the last
impairment loss was recognised. The carrying amount of an asset
other than goodwill is increased to its revised recoverable amount,
provided that this amount does not exceed the carrying amount that
would have been determined (net of amortisation or depreciation)
had no impairment loss been recognized for the asset in prior
years. A reversal of impairment loss for an asset other than
goodwill is recognized in the income statement unless the asset is
carried at revalued amount, in which case, such reversal is treated
as a revaluation increase.
Property, plant and equipment
(a) Recognition and measurement
Property, plant and equipment are stated at cost less
accumulated depreciation and accumulated impairment losses.
Cost includes expenditures that are directly attributable to the
acquisition of the asset. The cost of self-constructed assets
includes the cost of materials and direct labour, any other costs
directly attributable to bringing the asset to working condition
for its intended use, and the costs of dismantling and removing the
items and restoring the site on which they are located. Purchased
software that is integral to the functionality of the related
equipment is capitalised as part of that equipment.
The cost of property, plant and equipment recognised as a result
of a business combination is based on fair value at acquisition
date. The fair value of property is the estimated amount for which
a property could be exchanged on the date of valuation between a
willing buyer and a willing seller in an arm's length transaction
after proper marketing wherein the parties had each acted
knowledgeably, prudently and without compulsion. The fair value of
other items of plant and equipment is based on the quoted market
prices for similar items.
When significant parts of an item of property, plant and
equipment have different useful lives, they are accounted for as
separate items (major components) of property, plant and
equipment.
(b) Subsequent costs
The cost of replacing part of an item of property, plant and
equipment is recognised in the carrying amount of the item if it is
probable that the future economic benefits embodied within the part
will flow to the Group and its cost can be measured reliably. The
costs of the day-to-day servicing of property, plant and equipment
are recognised in the income statement as incurred.
(c) Depreciation
Depreciation is recognised in the income statement on a
straight-line basis over the estimated useful lives of property,
plant and equipment. Leased assets are depreciated over the shorter
of the lease term and their useful lives. Property, plant and
equipment under construction are not depreciated until the assets
are ready for their intended use.
The estimated useful lives for the current and comparative
periods are as follows:
Building 50 years
Motor vehicles 5 years
Leasehold improvement 10 years
Electronic Data Capture equipment 10 years
Computer equipment 3 to 5 years
Computer software 10 years
Furniture and fittings 10 years
Office equipment 10 years
Renovation 10 years
The depreciable amount is determined after deducting the
residual value.
Depreciation methods, useful lives and residual values are
reassessed at each financial period end.
Upon disposal of an asset, the difference between the net
disposal proceeds and the carrying amount of the assets is charged
or credited to the income statement. On disposal of a revalued
asset, the attributable revaluation surplus remaining in the
revaluation reserve is transferred to the distribution reserve.
Investments
Investments in subsidiary companies are stated at cost less any
provision for impairment.
Inventories
Inventories are valued at the lower of cost and net realisable
value and are determined on the first-in-first-out method, after
making due allowance for obsolete and slow moving items. Net
realisable value is based on estimated selling price in the
ordinary course of business less the costs of completion and
selling expenses.
Financial assets
Trade and other receivables are recognised initially at fair
value and subsequently measured at their cost when the contractual
right to receive cash or other financial assets from another entity
is established.
A provision for doubtful debts is made when there is objective
evidence that the Group will not be able to collect all amounts due
according to the original terms of the receivables. Significant
financial difficulties of the debtor, probability that the debtor
will enter bankruptcy or financial reorganisation and default or
delinquency in payments are considered indicators that a trade and
other receivables are impaired.
Cash and cash equivalents include cash in hand, deposits held at
call with banks, other short-term highly liquid investments with
original maturities of three months or less which have an
insignificant risk of changes in value and bank overdrafts. For the
purpose of Statement of Cash Flows, cash and cash equivalents are
presented net of bank overdrafts.
Financial liabilities
Trade and other payables are recognised initially at fair value
of the consideration to be paid in the future for goods and
services received.
Borrowing costs directly attributable to the acquisition,
construction or production of qualifying assets, which are assets
that necessarily take a substantial period of time to get ready for
their intended use or sale, are recognised as part of the cost of
those assets, until such time as the assets are substantially ready
for their intended use or sale.
When the borrowings are made specifically for the purpose of
obtaining a qualifying asset, the amount of borrowing costs
eligible for capitalisation is the actual borrowing costs incurred
on that borrowing during the period less any investment income on
the temporary investment of funds drawndown from those
borrowings.
When the borrowings are made generally, and used for the purpose
of obtaining a qualifying asset, the borrowing costs eligible for
capitalization are determined by applying a capitalization rate
which is weighted on the borrowing costs applicable to the Group's
borrowings that are outstanding during the financial period, other
than borrowings made specifically for the purpose of acquiring
another qualifying asset.
Borrowing costs which are not eligible for capitalization are
recognised as an expense in the profit or loss in the period in
which they are incurred.
Equity instruments
Instruments that evidence a residual interest in the assets of
the Group after deducting all of its liabilities are classified as
equity instruments. Issued equity instruments are recorded at
proceeds received net of direct issue costs.
Ordinary shares are classified as equity. Incremental costs
directly attributable to the issue of new shares or options are
shown in equity as a deduction, net of value added tax, from the
proceeds.
Financial instruments
Financial instruments carried on the Statement of Financial
Position include cash and bank balances, deposits, investments,
receivables, payables and borrowings. Financial instruments are
recognised in the Statement of Financial Position when the Group
has become a party to the contractual provisions of the
instrument.
Financial instruments are classified as liabilities or equity in
accordance with the substance of the contractual arrangement.
Interest, dividends and gains and losses relating to a financial
instrument classified as a liability, are reported as an expense or
income. Distributions to holders of financial instruments
classified as equity are charged directly to equity. Financial
instruments are offset when the Group has a legally enforceable
right to offset and intends to settle either on a net basis or to
realise the asset and settle the liability simultaneously.
The particular recognition method adopted for financial
instruments recognised on the Statement of Financial Position is
disclosed in the individual accounting policy statements associated
with each item.
Share based payments
Charges for employees services received in exchange for share
based payments have been made for all options granted in accordance
with IFRS 2 "Share Based Payments" options granted under the
Group's employee share scheme are equity settled. The fair value of
such options has been calculated using a Black-scholes model, based
upon publicly available market data, and is charged to the profit
or loss over the vesting period.
Segment reporting
Operating segments are reported in a manner consistent with the
internal reporting provided to the chief operating decision-maker.
The chief operating decision makers are responsible for allocating
resources and assessing performance of the operating segments and
make overall strategic decisions. The Group's operating segments
are organised and managed separately according to the nature of the
products and services provided, with each segment representing a
strategic business unit that offers different products and serves
different markets.
3. FINANCIAL INSTRUMENTS
(a) Financial risk management objectives and policies
The Group and the Company's financial risk management policy is
to ensure that adequate financial resources are available for the
development of the Group and of the Company's operations whilst
managing its financial risks, including interest rate risk, credit
risk, foreign currency exchange risk, liquidity and cash flow risk
and capital risk. The Group and the Company operates within clearly
defined guidelines that are approved by the Board and the Group's
policy is not to engage in speculative transactions.
(b) Interest rate risk
Cash flow interest rate risk is the risk that the future cash
flows of a financial instrument will fluctuate because of changes
in market interest rates. Fair value interest rate risk is the risk
that the value of a financial instrument will fluctuate due to
changes in market interest rates. As the Group has no significant
interest-bearing financial assets, the Group's income and operating
cash flows are substantially independent of changes in market
interest rates.
The Group's interest rate risk arises primarily from
interest-bearing borrowings. Borrowings at floating rates expose
the Group to cash flow interest rate risk. Borrowings obtained at
fixed rates expose the Group to fair value interest rate risk.
The following tables set out the carrying amounts, the effective
interest rates as at the Statement of Financial Position date and
the remaining maturities of the Group's financial instruments that
are exposed to interest rate risk:
Effective
Interest Within More than
At 31 Note Rate 1 year 1-2 years 2-5 years 5 years Total
December 2020
% GBP GBP GBP GBP GBP
Fixed rate:
Fixed
deposits 19 1.40-2.60 2,572,421 - - - 2,572,421
Leases
liabilities 14 2.42-4.00 (94,227) (22,083) (28,490) (4,909) (149,709)
------------------- ------------- ----------- ---------- ----------- ------------
Floating
rate:
Bankers'
acceptance 25 4.90-6.30 (2,959,894) - - - (2,959,894)
Term loan 25 2.25 (7,588) (8,169) (18,081) (206,596) (240,434)
------------------- ------------- ----------- ---------- ----------- ------------
At 31
December 2019
Fixed rate:
Fixed
deposits 19 2.95-3.20 2,763,029 - - - 2,763,029
Leases
liabilities 14 2.42-3.50 (253,946) (132,920) (59,210) - (446,076)
------------------- ------------- ----------- ---------- ----------- ------------
Floating
rate:
Bankers'
acceptance 25 6.10-6.53 (3,153,617) - - - (3,153,617)
Term loan 25 3.30 (7,561) (8,229) (18,413) (238,944) (273,147)
------------------- ------------- ----------- ---------- ----------- ------------
Sensitivity analysis for interest rate risk
The interest rate profile of the Group's significant
interest-bearing financial instruments, based on carrying amounts
as at the end of the reporting period was:
Group
2020 2019
GBP GBP
Floating rate instruments
Financial liabilities
(Note 25) 3,200,328 3,426,763
---------- ----------
Interest rate risk sensitivity analysis
(i) Fair value sensitivity analysis for fixed rate instruments
The Group does not account for any fixed rate financial assets
and liabilities at fair value through profit or loss, and the
Company does not designate derivatives as hedging instruments under
a fair value hedged accounting model. Therefore, a change in
interest rates at the end of the reporting period would not affect
profit or loss.
(ii) Cash flow sensitivity analysis for variable rate instruments
A change of 100 basis points (bp) in interest rates at the end
of the reporting period would have increased/(decreased) post-tax
profit by the amounts shown below. This analysis assumes that all
other variables, in particular foreign currency rates, remained
constant.
Group
Profit or loss
100 bp 100 bp
Increase Decrease
GBP GBP
2020
Floating rate instruments (32,003) 32,003
---------- ---------
2019
Floating rate instruments (34,268) 34,268
---------- ---------
(c) Credit risk
The Group's and the Company's exposure to credit risk arises
mainly from receivables. Receivables are monitored on an ongoing
basis via management reporting procedure and action is taken to
recover debts when due. At each Statement of Financial Position
date, there was no significant concentration of credit risk. The
maximum exposure to credit risk for the Group and the Company is
the carrying amount of the financial assets shown in the Statement
of Financial Position.
(d) Foreign currency exchange risk
The Group is exposed to foreign currency risk on transaction
that are denominated in foreign currency of Ringgit Malaysia
(RM).
The Group has not entered into any derivative instruments for
hedging or trading purposes as the net exposure to foreign currency
risk is not significant. Where possible, the Group will apply
natural hedging by selling and purchasing in the same currency.
However, the exposure to foreign currency risk is monitored from
time to time by management.
The carrying amounts of the Group's foreign currency denominated
financial assets and financial liabilities at the end of the
reporting period are as follows:
Denominated
in
RM
2020 GBP
Group
Deposits, cash and bank
balances 4,406,737
Trade and other receivables 2,214,031
Amount due from an associate 221,583
Trade and other payables 4,613,054
Lease liabilities 149,709
Loans and borrowings 3,200,328
------------
14,805,442
------------
2019
Group
Deposits, cash and bank
balances 4,419,065
Trade and other receivables 4,413,189
Amount due from an associate 145,095
Trade and other payables 6,180,943
Lease liabilities 383,793
Loans and borrowings 3,426,763
------------
18,968,848
------------
Sensitivity analysis for foreign currency exchange risk
The following table demonstrates the sensitivity of the Group's
profit before tax to a reasonably possible change in RM exchange
rates against GBP , with other variables held constant.
Effect on profit before
tax
2020 2019
GBP GBP
Group
Change in currency
rate
RM Strengthen 10% (1,480,544) (1,896,885)
Weakened 10% 1,480,544 1,896,885
------------ ------------
(e) Liquidity and cash flow risks
The Group and the Company seeks to achieve a flexible and cost
effective borrowing structure to ensure that the projected net
borrowing needs are covered by available committed facilities. Debt
maturities are structured in such a way to ensure that the amount
of debt maturing in any one year is within the Group's and the
Company's ability to repay and/or refinance.
The Group and the Company also maintains a certain level of cash
and cash convertible investments to meet its working capital
requirements.
The table below summarises the maturity profile of the Group's
and the Company's liabilities at the reporting date based on
contractual undiscounted repayment obligations:
On demand On demand On demand
or
within one one to five over five Total
year year year
2020 GBP GBP GBP GBP
Group
Financial liabilities
Trade and other
payables 4,615,954 - - 4,615,954
Amount due to
Directors 110,991 - - 110,991
Lease liabilities 98,270 59,523 - 157,793
Loans and borrowings 2,978,152 73,035 252,580 3,303,767
Total undiscounted
financial liabilities 7,803,367 132,558 252,580 8,188,505
----------- ------------ ------------------- -----------
2019
Group
Financial liabilities
Trade and other
payables 6,187,063 - - 6,187,063
Amount due to
Directors 107,827 - - 107,827
Lease liabilities 251,385 159,556 - 410,940
Loans and borrowings 3,173,814 81,254 301,318 3,556,385
Total undiscounted
----------- ------------ ------------------- -----------
financial liabilities 9,720,088 240,810 301,318 10,262,216
----------- ------------ ------------------- -----------
The table below summarises the maturity profile of the Group's
and the Company's liabilities at the reporting date based on
contractual undiscounted repayment obligations: (Cont'd)
On demand On demand On demand
or
within one one to five over five Total
year year year
2020 GBP GBP GBP GBP
Company
Financial liabilities
Trade and other
payables 2,900 - - 2,900
Amount due to
Directors 108,415 - - 108,415
Amount due to
subsidiary
company 195,087 - - 195,087
Total undiscounted
financial liabilities 306,402 - - 306,402
----------- ------------ ------------------- --------
2019
Company
Financial liabilities
Trade and other
payables 6,120 - - 6,120
Amount owing
to
Directors 105,197 - - 105,197
Amount due to
subsidiary
company 41,480 - - 41,480
Total undiscounted
financial liabilities 152,797 - - 152,797
----------- ------------ ------------------- --------
(f) Fair Values
The carrying amounts of financial assets and financial
liabilities are reasonable approximation of fair value due to their
short term nature.
The carrying amounts of the current portion of borrowing is
reasonable approximation of fair value due to the insignificant
impact of discounting.
(g) Capital risk
The Group's and the Company's objectives when managing capital
are to safeguard the Group's and the Company's ability to continue
as a going concern in order to provide returns for shareholders and
benefits for other stakeholders and to maintain an optimal capital
structure to reduce the cost of capital. In order to maintain or
adjust the capital structure, the Group and the Company may adjust
the amount of dividends paid to shareholders, return capital to
shareholders, issue new shares or sell assets to reduce debt.
4. EMPLOYEES AND DIRECTORS
Group
2020 2019
GBP GBP
EMPLOYEES
Wages, salaries and bonuses 1,523,814 1,249,921
Social security contribution 13,533 12,166
Contribution to defined contribution
plan 136,695 107,095
Other staff related expenses 10,342 91,120
---------- ----------
Continuing operations 1,684,384 1,460,302
---------- ----------
DIRECTORS
Fees 98,047 120,843
Wages, salaries and bonuses 175,642 154,253
Social security contribution 342 348
Contribution to defined contribution
plan 21,077 18,511
---------- ----------
Continuing operations 295,108 293,955
---------- ----------
The number of employees (excluding Directors) of the Group and
of the Company at the end of the financial year were 120 (201 9 :
113) and Nil (201 9 : Nil) respectively.
The details of remuneration received and receivables by the
Directors of the Group during the financial year are as
follows:
Defined
Group Salaries Social security contribution
2020 Fees and allowances Bonuses contribution plan Total
GBP GBP GBP GBP GBP GBP
Company's Directors:
Dato' Hussian
@ Rizal bin A.
Rahman 36,000 82,367 - 171 9,884 128,422
Derrick Chia Kah
Wai - 93,275 - 171 11,193 104,639
Seah Boon Chin 43,800 - - - - 43,800
Subsidiary companies'
Directors:
Tengku Muhaini
Binti Sultan Hj.
Ahmad Shah 6,678 - - - - 6,678
Abu Bakar bin
Mohd
Taib 6,678 - - - - 6,678
Haji Zaim Dato
Paduka Bin Haji
Sabtu 3,391 - - - - 3,391
Adelita Shah 1,500 - - - - 1,500
-------- ---------------- -------- ---------------- -------------- --------
98,047 175,642 - 342 21,077 295,108
-------- ---------------- -------- ---------------- -------------- --------
Group
2019
Company's Directors:
Dato' Hussian
@ Rizal bin A.
Rahman 36,000 83,932 - 174 10,072 130,178
Derrick Chia Kah
Wai 24,000 70,321 - 174 8,439 102,934
Seah Boon Chin 43,800 - - - - 43,800
Subsidiary companies'
Directors:
Tengku Muhaini
Binti Sultan Hj.
Ahmad Shah 6,805 - - - - 6,805
Abu Bakar bin
Mohd
Taib 6,805 - - - - 6,805
Abdul Latib bin
Tokimin 3,433 - - - - 3,433
-------- ---------------- -------- ---------------- -------------- --------
120,843 154,253 - 348 18,511 293,955
-------- ---------------- -------- ---------------- -------------- --------
5. OPERATING SEGMENTS
The information reported to the Group's chief operating decision
maker to make decisions about resources to be allocated and for
assessing their performance is based on the nature of the products
and services, and has two reportable operating segments as
follows:
(a) Telecommunication services and electronic commerce solutions; and
(b) Hardware
Except as above, no other operating segment has been aggregated
to form the above reportable operating segments.
Measurement of Reportable Segments
Segment information is prepared in conformity with the
accounting policies adopted for preparing and presenting the
consolidated financial statements.
No segment assets and capital expenditure are presented as they
are mostly unallocated items which comprise corporate assets and
liabilities.
No geographical segment information is presented as more than
95% of the Group's revenue for the financial ended 31 December 2020
was generated in Malaysia.
Telecommunication
services and Hardware
electronic
Group commerce solutions and services Elimination Total
2020 GBP GBP GBP GBP
----------------------------- ------------------- ------------- ------------ ------------
Segment revenue:
External customers 243,642,783 3,030,255 - 246,673,038
Inter-segment - 311,788 (311,788) -
------------------- ------------- ------------ ------------
243,642,783 3,342,043 (311,788) 246,673,038
------------------- ------------- ------------ ------------
Profit before
tax 2,257,536 - - 2,257,536
Tax (651,909) - - (651,909)
Profit for the
year 1,605,627 - - 1,605,627
------------------------------ ------------------- ------------- ------------ ------------
Non-cash expenses/(income)*
Amortisation of
intangible assets 68,595 - - 68,595
Amortisation of
right-of-use assets 127,958 - - 127,958
Bad debt written
off 16,888 - - 16,888
Depreciation of
property, plant
and equipment 149,028 - - 149,028
Inventories written
off 2,025 - - 2,025
------------------------------ ------------------- ------------- ------------ ------------
364,494 - - 364,494
----------------------------- ------------------- ------------- ------------ ------------
* The disclosure for non-cash expenses has not been split
according to the different segments as the cost to obtain such
information is excessive and provides very little by way of
information.
Telecommunication
services Hardware
and electronic
Group commerce and Elimination Total
solutions services
2019 GBP GBP GBP GBP
--------------------- ------------------ ---------- ------------ ------------
Segment revenue:
External customers 166,796,343 2,616,321 - 169,412,664
Inter-segment - 291,186 (291,186) -
------------------ ---------- ------------ ------------
166,796,343 2,907,507 (291,186) 169,412,664
------------------ ---------- ------------ ------------
Profit before tax 1,083,176 - - 1,083,176
Tax (108,674) - - (108,674)
---------------------- ------------------ ---------- ------------ ------------
Profit for the year 974,502 - - 974,502
---------------------- ------------------ ---------- ------------ ------------
Telecommunication
services Hardware
and electronic
Group commerce and Elimination Total
solutions services
2019 GBP GBP GBP GBP
-------------------------------- ------------------ ---------- ------------ -------------
Non-cash expenses/(income)*
Amortisation of intangible
assets 69,897 - - 69,897
Amortisation of right-of-use
assets 109,067 - - 109,067
Depreciation of property,
plant and equipment 151,255 - - 151,255
Gain on disposal of subsidiary
company (1,105,535) - - (1,105,535)
Gain on disposal of property,
plant and equipment (779) - - (779)
Loss on foreign exchange
- unrealised 301 - - 301
Impairment investment
in associate 69,941 - - 69,941
Impairment loss on goodwill 4,130 - - 4,130
Inventories written off 351 - - 351
Property, plant and equipment
written off 7,657 - - 7,657
Share of profit in associated (22,684) - - (22,684)
Waiver of debts (34,692) - - (34,692)
(751,091) - - (751,091)
-------------------------------- ------------------ ---------- ------------ -------------
* The disclosure for non-cash expenses has not been split
according to the different segments as the cost to obtain such
information is excessive and provides very little by way of
information.
6. FINANCE COSTS
Group
2020 2019
GBP GBP
Bankers' acceptance interest 163,715 223,469
Finance lease interest - 35,640
Bank guarantee interest 8,257 8,562
Bank overdraft 3,630 3,683
Unwinding finance cost - 1,305
Lease liabilities 19,052 1,296
Term loan 11,887 13,632
206,541 287,587
Less: Finance costs from discontinued
operation - (14,535)
--------------------------- -------------------------
206,541 273,052
--------------------------- -------------------------
7. PROFIT BEFORE TAX
Profit before tax is stated after charging/(crediting):
Group
2020 2019
Note GBP GBP
Auditors' remuneration
- Statutory audit
- Current year 17,774 28,835
- Under provided in prior 15,070 -
year
Amortisation of intangible
assets 11 68,595 69,897
Amortisation of right-of-use
assets 14 127,958 109,067
Bad debt written off 16,888 -
Depreciation of property,
plant and equipment 12 149,028 151,255
Directors' remunerations 4 295,108 293,955
Gain on disposal of property,
plant and
equipment 12 - (779)
Gain on disposal of subsidiary
company - (1,105,535)
Impairment loss on associate 16 - 69,942
Impairment loss on goodwill - 4,130
Inventories written off 2,025 351
Interest income (86,172) (97,617)
Loss on foreign exchange
- realised 638 8,860
- unrealised - 301
Operating lease payment of
premises and equipment 34,206 27,198
Other income (9,939) (183,334)
Property, plant and equipment
written off 12 - 7,657
Waiver of debts - (34,692)
------------------------ ------------------------
8. TAX
Group
2020 2019
GBP GBP
Current tax expense:
Jersey corporation tax for the - -
year
Foreign tax 632,102 58,052
Under/(over) provision in prior
year 21,702 (10,782)
653,804 47,270
--------------------------- ---------------------------
Deferred tax expense:
Relating to origination and reversal
of temporary difference 254 24,747
(Over)/under provision of taxation
in prior year (2,149) 36,657
(1,895) 61,404
--------------------------- ---------------------------
651,909 108,674
--------------------------- ---------------------------
A reconciliation of income tax expense applicable to profit
before tax at the statutory income tax rate to income tax expense
at the effective income tax rate of the Group is as follows:
Group
2020 2019
GBP GBP
Profit before taxation 2,257,536 1,980,672
--------------------------- ---------------------------
Taxation at Malaysian statutory
tax rate of 24%
(2019: 24%) 541,806 475,361
Effect of different tax rates in (1,621) -
other countries
Effect of expenses not deductible
for tax 96,933 114,279
Income not taxable for tax purpose (481) (488,424)
Deferred tax assets not recognised (4,281) (18,417)
(Over)/under provision of deferred
tax in prior year (2,149) 36,657
Under/(over) provision of tax expense
in prior year 21,702 (10,782)
Tax expense for the year 651,909 108,674
--------------------------- ---------------------------
As at 31 December 2020, the unrecognised deferred tax assets of
the Group are as follows:
Group
2020 2019
GBP GBP
Unabsorbed tax losses 94,745 20,255
Unabsorbed capital allowances 3,994 18,508
------------------------ ------------------------
98,739 38,763
------------------------ ------------------------
The potential net deferred tax assets amounting to Nil (201 9 :
GBP19,576) has not been recognised in the financial statements
because it is not probable that future taxable profit will be
available against which the subsidiary company can utilise the
benefits.
The availability of the unused tax losses and unabsorbed capital
allowances for offsetting against future taxable profits of the
subsidiary company is subject to no substantial changes in
shareholdings of the subsidiary company under Section 44(5A) and
(5B) of Income Tax Act, 1967, in Malaysia.
9. LOSS OF COMPANY
The profit or loss of the Company is not presented as part of
these financial statements. The Company's loss for the financial
year was GBP146,463 (2019: GBP153,200).
10. PROFIT PER SHARE
Group
2020 2019
GBP GBP
Profit attributable to owners
of the Parent for
the computation of basic earnings
per share
Profit 1,607,100 1,508,874
----------------------- -----------------------
Profit from continuing operations 1,607,100 611,378
----------------------- -----------------------
Issued ordinary shares at 1 January 106,298,780 106,298,780
Effect of ordinary shares issued - -
during the period
Weighted average number of shares
at 31 December 106,298,780 106,298,780
----------------------- -----------------------
Fully diluted weighted average
number of shares
at 31 December 116,898,780 116,898,780
----------------------- -----------------------
Profit Per Share
Basic earnings per share (pence) 1.512 1.419
Diluted earnings per share (pence) 1.375 1.291
Profit Per Share from continuing
operations
Basic earnings per share (pence) 1.512 0.575
Diluted earnings per share (pence) 1.375 0.523
The basic earnings per share is calculated by dividing the
profit of GBP1,607,100 (2019: profit of GBP1,5 08,874 )
attributable to ordinary shareholders by the weighted average
number of ordinary shares outstanding during the year, which is
106,298,780 (2019: 106,298,780).
The diluted earnings per share is calculated using the weighted
average number of shares adjusted to assume the exercise of
outstanding dilutive share options.
11. INTANGIBLE ASSETS
Group Goodwill Development
on
31 December 2020 Software consolidation costs Total
GBP GBP GBP GBP
At cost
At 1 January 2020 1,054,244 1,294,347 994,856 3,343,447
Foreign exchange
differences (21,750) (26,686) - (48,436)
At 31 December 2020 1,032,494 1,267,661 994,856 3,295,011
------------------- -------------- ----------------------- -----------------
Accumulated amortisation
and impairment loss
At 1 January 2020 847,943 1,277,917 994,856 3,120,716
Amortisation charge
for the year 68,595 - - 68,595
Foreign exchange
differences (18,737) (26,347) - (45,084)
At 31 December 2020 897,801 1,251,570 994,856 3,144,227
------------------- -------------- ----------------------- -----------------
Net Carrying Amount
At 31 December 2020 134,693 16,091 - 150,784
------------------- -------------- ----------------------- -----------------
-
31 December 2019
At cost
At 1 January 2019 1,077,220 1,749,543 994,856 3,821,619
Reclassification (963) - - (963)
Written off - (454,853) - (454,853)
Foreign exchange
differences (22,013) (343) - (22,356)
At 31 December 2019 1,054,244 1,294,347 994,856 3,343,447
------------------- -------------- ----------------------- -----------------
Accumulated amortisation
and impairment loss
At 1 January 2019 795,837 1,728,640 994,856 3,519,333
Amortisation charge
for the year 69,897 - - 69,897
Disposal of a subsidiary
company (387) - - (387)
Written off - (454,853) - (454,853)
Foreign exchange
differences (17,404) - - (17,404)
Goodwill impairment - 4,130 - 4,130
At 31 December 2019 847,943 1,277,917 994,856 3,120,716
------------------- -------------- ----------------------- -----------------
Net Carrying Amount
At 31 December 2019 206,301 16,430 - 222,731
------------------- -------------- ----------------------- -----------------
The Group assesses at each reporting date whether there is an
indication that an asset may be impaired, by considering the net
present value of discounted cash flows forecasts. If an indication
exists an impairment review is carried out.
Goodwill on consolidation
(a) Impairment testing for goodwill on consolidation
Goodwill on consolidation has been allocated for impairment
testing purposes to the individual entities which is also the
cash-generating units ("CGU") identified.
(b) Key assumptions used to determine recoverable amount
The recoverable amount of a CGU is determined based on value in
use calculations using cash flow projections based on financial
budgets approved by the Directors covering 5 years period. The
projections are based on the assumption that the Group can
recognise projected sales as following:
1) prepaid airtime expected monthly revenue per merchant at domestic BND1,000
(2019: BND1,000) and international BND500 (2019: BND500) with
average growth of
20 new merchants yearly.
2) MDR 1% (2019: 1%) of expected eWallet usage of BND10,000 (2019: BND10,000)
per month with growth of 20% (2019: 20%) yearly.
3) Card sales remained constant at 5,000 cards (2019: 5000
cards) per year at average selling price of BND5 (2019: BND5).
After that, growth at 5%-8% per annum which is based on expected
clientele over time. A prudent approach has been applied with no
residual value being factored into these calculations. If the
projected sales do not materialise there is a risk that the total
value of the intangible assets shown above would be impaired. A
pre-tax discount rate of 8% (2019: 8.50%) per annum was applied to
the cash flow projections, after taking into consideration the
Group's cost of borrowings, the expected rate of return and various
risks relating to the CGU. The directors have relied on past
experience and all external evidence available in determining the
assumptions.
During the financial year, the Group impairment loss amounting
to Nil (2019: GBP4,130) in respect of the goodwill on
consolidation. A significant proportion of goodwill on
consolidation relates to the acquisition of MobilityOne (B) Sdn Bhd
which is a CGU and has a carrying amount of GBP16,091 (2019: GBP
16,430). Its recoverable amount has been determined based on value
in use using cash flow projections and key assumptions as described
in (b) above.
Development costs
Development costs will not be amortised if the product is still
in its development phase. The amortisation of the development costs
is over 5 years period, which in the opinion of the Directors is
adequate.
12. PROPERTY, PLANT AND EQUIPMENT
Electronic
Group Motor Data Capture Computer Computer Furniture Office
Building vehicles equipment equipment software and fittings equipment Renovation Total
31 December GBP GBP GBP GBP GBP GBP GBP GBP GBP
2020
AT COST
At 1 January
2020 334,961 223,758 567,769 424,652 103,669 116,341 70,092 80,777 1,922,019
Additions - - 92,260 26,560 19,213 515 112 11,131 149,791
Written off - - - - - (210) - - (210)
Transfer from
ROU - - 33,448 - - - - - 33,448
Other
movement - - (11,932) - - - - - (11,932)
Foreign
exchange
differences (6,907) (4,614) (13,167) (9,238) (2,487) (2,390) (1,448) (1,868) (42,119)
At 31
December
2020 328,054 219,144 668,378 441,974 120,395 114,256 68,756 90,040 2,050,997
---------------- ---------------- ---------------- ----------------- ---------------- ---------------- ------------------ ----------------- ------------------
ACCUMULATED DEPRECIATION
At 1 January
2020 37,422 223,757 395,077 323,505 40,423 81,982 39,122 59,652 1,200,940
Depreciation
charge for
the year 5,457 - 81,148 40,121 8,643 4,753 4,180 4,726 149,028
Written off - - - - - (210) - - (210)
Transfer from
ROU - - 4,796 - - - - - 4,796
Foreign
exchange
differences (871) (4,613) (9,595) (7,400) (991) (1,759) (883) (1,316) (27,428)
At 31
December
2020 42,008 219,144 471,426 356,226 48,075 84,766 42,419 63,062 1,327,126
---------------- ---------------- ---------------- ----------------- ---------------- ---------------- ------------------ ----------------- ------------------
NET CARRYING
AMOUNT
At 31
December
2020 286,046 - 196,952 85,748 72,320 29,490 26,337 26,978 723,871
---------------- ---------------- ---------------- ----------------- ---------------- ---------------- ------------------ ----------------- ------------------
Electronic
Group Motor Leasehold Data Capture Computer Computer Furniture Office
Building vehicles improvement equipment equipment software and equipment Renovation Total
fittings
31 December GBP GBP GBP GBP GBP GBP GBP GBP GBP GBP
2019
AT COST
At 1 January
2019 341,956 599,039 9,914 1,832,607 456,326 97,784 201,218 95,779 82,464 3,717,087
Effect of
adopting
IFRS 16 - (146,120) (9,914) - - - - - - (156,034)
At 1 January
2019,
restated 341,956 452,919 - 1,832,607 456,326 97,784 201,218 95,779 82,464 3,561,053
Additions - - - 10,331 35,807 7,886 6,468 9,802 - 70,294
Written off - (7,657) - - - - - - - (7,657)
Disposal of a
subsidiary
companies - (217,232) - (1,328,111) - - (89,491) (34,411) - (1,669,245)
Disposal - - - (1,310) - - - - - (1,310)
Foreign
exchange
differences (6,995) (4,272) - 54,252 (67,481) (2,001) (1,854) (1,078) (1,687) (31,116)
At 31
December
2019 334,961 223,758 - 567,769 424,652 103,669 116,341 70,092 80,777 1,922,019
--------- ---------- ------------ ------------- ---------- ---------------- ---------- ---------- ------------------ -------------
ACCUMULATED DEPRECIATION
At 1 January
2019 31,133 346,364 5,658 898,386 308,086 33,263 101,050 51,801 56,446 1,832,187
Effect of
adopting
IFRS 16 - (49,167) (5,658) - - - - - - (54,825)
At 1 January
2019,
restated 31,133 297,197 - 898,386 308,086 33,263 101,050 51,801 56,446 1,777,362
Depreciation
charge for
the year 7,040 - - 80,211 42,152 7,969 5,147 4,303 4,432 151,254
Disposal of a
subsidiary
companies - (68,895) - (598,495) - - (22,636) (16,263) - (706,289)
Disposal - - - (199) - - - - - (199)
Foreign
exchange
differences (751) (4,545) - 15,174 (26,733) (809) (1,579) (719) (1,226) (21,188)
At 31
December
2019 37,422 223,757 - 395,077 323,505 40,423 81,982 39,122 59,652 1,200,940
--------- ---------- ------------ ------------- ---------- ---------------- ---------- ---------- ------------------ -------------
NET CARRYING
AMOUNT
(a) Cash payments of GBP149,791 (201 9 : GBP70,294) were made by
the Group to purchase property, plant and equipment.
(b) Assets pledged as securities to licensed banks
The carrying amount of property, plant and equipment of the
Group and of the Company pledged as securities for bank borrowings
as disclosed in Note 25 to the financial statement are:
Company
2020 2019
GBP GBP
Building 286,046 297,539
-------- --------
13. INVESTMENT IN SUBSIDIARY COMPANIES
Company
2020 2019
GBP GBP
AT COST
At 1 January 1,976,356 1,976,356
Less: Disposal of subsidiary company (17) -
---------- ----------
At 31 December 1,976,339 1,976,356
---------- ----------
Details of the subsidiary companies are as follows:
Effective Ownership
of Ordinary
Shares
Name of Subsidiary Country Interest ** Principal Activities
of
201
Companies Incorporation 20 20 9
% %
Provision of e-Channel
products and services,
technology managed
MobilityOne Sdn. services and solution
Bhd.* Malaysia 100 100 sales and consultancy
M1 AP Sdn. Bhd.* Malaysia 100 - Dormant
M-One Tech Ltd. United Kingdom 100 - Dormant
Direct subsidiary
companies of MobilityOne
Sdn. Bhd.
Provision of solution
M1 Pay Sdn. Bhd.* Malaysia 100 100 sales and services
Effective Ownership
of Ordinary
Shares
Name of Subsidiary Country Interest ** Principal Activities
of
201
Companies Incorporation 20 20 9
% %
Provision of IT systems
and solutions and
to establish a multi-channel
MobilityOne Philippines, electronic service
Inc* Philippines 95 95 bureau
Provision of electronic
One Tranzact Sdn. payment and product
Bhd.* Malaysia 100 100 fulfillment
MobilityOne (B)
Sdn. Bhd.* Brunei 99 99 Financial services
General merchant
retail sales in all
OneShop Retail Sdn. type of goods, materials
Bhd.* Malaysia 100 100 and commodities
M1 Merchant Sdn. Malaysia 60 - Dormant
Bhd.*
* Audited by firm of auditors other than Jeffreys Henry
LLP.
** All the above subsidiary undertakings are included in
the consolidated financial statements.
14. RIGHT-OF-USE ASSETS
Electronic
Data Capture Leasehold
equipment Motor Vehicles Building improvement Total
GBP GBP GBP GBP GBP
Group
2020
At Cost
At 1 January
2020 368,913 143,758 131,300 9,712 653,683
Transfer to
property,
plant and
equipment (33,448) - - - (33,448)
Foreign
exchange
differences (7,620) (2,970) (2,705) 379 (12,916)
At 31
December
2020 327,845 140,788 128,595 10,091 607,319
------------------------- -------------------------- -------------------------- -------------------------- -------------------------
Accumulated
Amortisation
At 1 January
2020 49,532 76,412 66,146 6,425 198,515
Charge for
the
financial
year 66,784 28,680 31,453 1,041 127,958
Transfer to
property,
plant and
equipment (4,796) - - - (4,796)
Foreign
exchange
differences (2,239) (2,879) (1,153) 311 (5,960)
At 31
December
2020 109,281 102,213 96,446 7,777 315,717
------------------------- -------------------------- -------------------------- -------------------------- -------------------------
Carrying
Amount
At 31
December
2020 218,564 38,575 32,149 2,314 291,602
------------------------- -------------------------- -------------------------- -------------------------- -------------------------
Electronic
Data Capture Leasehold
equipment Motor Vehicles Building improvement Total
GBP GBP GBP GBP GBP
Group
2019
At Cost
At 1 January - - - - -
2019
Effect of
adopting of
IFRS 16 - 146,120 133,466 9,914 289,500
At 1 January
2019,
restated - 146,120 133,466 9,914 289,500
Addition 374,973 - - - 374,973
Foreign
exchange
differences (6,060) (2,362) (2,166) (202) (10,790)
At 31
December
2019 368,913 143,758 131,300 9,712 653,683
Accumulated
Depreciation
At 1 January - - - - -
2019
Effect of
adopting of
IFRS 16 - 49,167 34,623 5,658 89,448
At 1 January
2019,
restated - 49,167 34,623 5,658 89,448
Charge for
the
financial
year 49,532 27,245 31,523 767 109,067
At 31
December
2019 49,532 76,412 66,146 6,425 198,515
Carrying
Amount
At 31
December
2019 319,381 67,346 65,154 3,287 455,168
Lease Liabilities
Group Group
2020 2019
Total Total
GBP GBP
At 1 January 383,793 -
- Effect of adoptions IFRS 16 - 458,855
At 1 January, restated 383,793 458,855
Addition - 305,220
Payments (226,156) (317,999)
Disposal of a subsidiary companies - (62,283)
Foreign currency translation differences (7,928) -
At 31 December 149,709 383,793
Presented as:
Non-current 55,482 151,565
Current 94,227 232,228
149,709 383,793
Minimum lease payments:
Not later than 1 year 98,270 251,399
Later than 1 year but not later than 2 years 54,482 82,666
Later than 2 years but not later than 5 years 5,040 76,890
157,792 410,955
Less: Future finance charges (8,083) (27,162)
Present value of lease liabilities 149,709 383,793
15. INVENTORIES
Group
2020 2019
GBP GBP
At lower of cost and net realisable value:
Airtime 3,610,373 1,532,677
Electronic date capture equipment 11,439 23,814
Card 7,202 5,275
Finished group 216 2,394
3,629,230 1,564,160
Recognised in profit or loss:
Cost of sales 233,124,064 158,861,121
Written off 2,025 351
16. INVESMENT IN ASSOCIATE COMPANY
Group
2020 2019
GBP GBP
At cost:
Unquoted shares in Malaysia 435,800 365,858
Additional - 47,258
Share of post-acquisition reserve - 22,684
435,800 435,800
Accumulated impairment losses:
Balance at beginning of the financial year (435,800) (365,858)
Impairment - (69,942)
Balance at end of the financial year (435,800) (435,800)
Balance at end of the financial year - -
Details of the associate company are as follows:
Name of Company Country of Effective Interest Principal Activities
Incorporation 2020 201 9
Onetransfer Remittance Sdn. Bhd. Malaysia 50% 50% Provider for International
(Formerly known as Happy Remit Sdn. remittance services
Bhd.)
The associate company is not material individually to the
financial position, financial performance and cash flows of the
Group.
17. TRADE AND OTHER RECEIVABLES
Group Company
2020 2019 2020 2019
GBP GBP GBP GBP
Trade receivables
- Third parties 1,944,750 3,769,016 - -
Other receivables
- Deposits 54,859 62,331 - -
- Prepayments 61,753 70,523 - -
- Sundry receivables 143,570 500,773 18 -
- Staff advances 11,110 10,546 - -
271,292 644,173 18 -
Total trade and other
receivables 2,216,042 4,413,189 18 -
The Group's and the Company's normal trade credit terms range
from 30 to 60 days (2019: 30 to 60 days). Other credit terms are
assessed and approved on a case to case basis.
(a) Ageing analysis
An ageing analysis of trade receivables that are neither
individually nor collectively considered to be impaired is as
follows:
Group
2020 2019
GBP GBP
Neither past due nor
impaired 924,456 3,128,272
1 to 2 months past
due 294,582 92,062
3 to 12 months past
due 725,712 548,682
1,020,294 640,744
1,944,750 3,769,016
(a) The Group's and the Company's normal trade credit terms
range from 30 to 60 days (201 9 : 30 to 60 days). Other credit
terms are assessed and approved on a case to case basis.
Receivables that were neither past due nor impaired relate to a
wide range of customers for whom there was no recent history of
default.
Receivables that were past due but not impaired relate to a
number of independent customers that have a good track record with
the Group. Based on past experience, management believes that no
impairment allowance is necessary in respect of these balances as
there has not been a significant change in credit quality and the
balances are still considered fully recoverable.
18. ASSETS HELD FOR SALE
Group
2020 2019
GBP GBP
At 1 January - 119,439
Disposal - (119,439)
At 31 December - -
19. CASH AND CASH EQUIVALENTS
Group Company
2020 2019 2020 2019
GBP GBP GBP GBP
Cash in hand and at
banks 1,845,455 1,660,034 11,139 3,998
Fixed deposits with
licensed bank 2,572,421 2,763,029 - -
Cash and cash equivalents 4,417,876 4,423,063 11,139 3,998
(a) The above fixed deposits have been pledged to licensed banks
as securities for credit facilities granted to the Group as
disclosed in Note 25 to the financial statements.
(b) The Group's effective interest rates and maturities of
deposits are range from 1.4% - 2.6%
(201 9 : 2.95% - 3.20%) and from 1 month to 12 months (201 9 : 1
month to 12 months) respectively.
20. CALLED UP SHARE CAPITAL
Number of ordinary Amount
shares of GBP0.025
each
2020 2019 2020 2019
GBP GBP
Authorised in MobilityOne
Limited
At 1 January/31 December 400,000,000 400,000,000 10,000,000 10,000,000
Issued and fully paid
in
MobilityOne Limited
At 1 January/31 December 106,298,780 106,298,780 2,657,470 2,657,470
21. COMPANY EQUITY INSTRUMENTS
Share Share Retained
capital premium earnings Total
GBP GBP GBP GBP
2020
At 1 January
2020 2,657,470 909,472 (1,739,385) 1,827,557
Loss for the
year - - (146,463) (146,463)
At 31 December
2020 2,657,470 909,472 (1,885,848) 1,681,094
2019
At 1 January
2019 2,657,470 909,472 (1,586,185) 1,980,757
Loss for the
year - - (153,200) (153,200)
At 31 December
2019 2,657,470 909,472 (1,739,385) 1,827,557
22. REVERSE ACQUISITION RESERVE
The acquisition of MobilityOne Sdn. Bhd. by MobilityOne Limited,
which was affected through a share exchange, was completed on 5
July 2007 and resulted in MobilityOne Sdn. Bhd. becoming a wholly
owned subsidiary of MobilityOne Limited. Pursuant to a share swap
agreement dated 22 June 2007 the entire issued and paid-up share
capital of MobilityOne Sdn. Bhd. was transferred to MobilityOne
Limited by its owners. The consideration to the owners was the
transfer of 178,800,024 existing ordinary shares and the allotment
and issuance by MobilityOne Limited to the owners of 81,637,200
ordinary shares of 2.5p each. The acquisition was completed on 5
July 2007. Total cost of investment by MobilityOne Limited is
GBP2,040,930, the difference between cost of investment and
MobilityOne Sdn. Bhd. share capital of GBP708,951 has been treated
as a reverse acquisition reserve.
23. FOREIGN CURRENCY TRANSLATION RESERVE
The subsidiary companies' assets and liabilities stated in the
Statement of Financial Position were translated into Sterling Pound
(GBP) using the closing rate as at the Statement of Financial
Position date and the Income Statements were translated into GBP
using the average rate for that period. All resulting exchange
differences are taken to the foreign currency translation reserve
within equity.
2020 2019
GBP GBP
At 1 January 839,259 882,511
Currency translation differences
during the year (80,877) (43,252)
At 31 December 758,382 839,259
The foreign currency translation reserve is used to record
exchange differences arising from the translation of the financial
statements of foreign operations whose functional currencies are
different from that of the Group's presentation currency. It is
also used to record the exchange differences arising from monetary
items which form part of the Group's net investment in foreign
operations, where the monetary item is denominated in either the
functional currency of the reporting entity or the foreign
operation.
24. RETAINED EARNINGS
Retained earnings represents the cumulative earnings of the
Group attributable to equity shareholders.
Group Company
2020 2019 2020 2019
GBP GBP GBP GBP
At 1 January (3,249,152) (4,755,008) (1,739,385) (1,586,185)
Effect of adopting
IFRS 16 - (3,018) - -
Profit/(Loss) for
the year 1,607,100 1,508,874 (146,463) (153,200)
At 31 December (1,642,052) (3,249,152) (1,885,848) (1,739,385)
---------------------- ---------------- ----------------------
25. FINANCIAL LIABILITIES - LOANS AND BORROWINGS
Group
2020 2019
Non-current GBP GBP
Secured:
Term loan 232,846 265,585
232,846 265,585
Current
Secured:
Bankers' acceptance 2,959,894 3,153,617
Term loan 7,588 7,561
2,967,482 3,161,178
Total Borrowings
Secured:
Bankers' acceptance 2,959,894 3,153,617
Term loan 240,434 273,146
3,200,328 3,426,763
The bankers' acceptance and bank overdraft secured by the
following:
(a) pledged of fixed deposits of a subsidiary company (Note 19);
(b) personal guarantee by Dato' Hussian @ Rizal bin A. Rahman, a Director of the Company; and
(c) corporate guarantee by the Company.
The term loan is secured by the following:
(a) Charge over the Company's building (Note 12); and
(b) joint and several guaranteed by Dato' Hussian @ Rizal bin A.
Rahman and Derrick Chia Kah Wai, the Directors of the Company.
The effective interest rates of the Group for the above
facilities other than finance leases are as follows:
Group
2020 2019
% %
Bankers' acceptance 4.90-6.30 6.10-6.53
Term loan 2.25 3.30
The maturity of borrowings (excluding finance leases) is as
follows:
Group
2020 2019
GBP GBP
Within one year 2,967,482 3,161,178
Between one to two years 8,169 8,229
Between two to five years 18,081 8,877
More than five years 206,596 248,479
3,200,328 3,426,763
Other information on financial risks of borrowings are disclosed
in Note 3.
26. TRADE AND OTHER PAYABLES
Group Company
2020 2019 2020 2019
GBP GBP GBP GBP
Trade payables
- Third parties 1,125,242 1,266,150 - -
Other payables
- Deposits 306,655 566,875 - -
- Accruals 1,556,107 2,035,539 - 4,262
- Sundry payables 1,620,850 2,315,431 1,858
- Services tax output 7,100 3,068 2,900 -
Amount due to subsidiary
companies - - 195,087 41,480
3,490,712 4,920,913 197,987 47,600
Total trade and other
payables 4,615,954 6,187,063 197,987 47,600
Add: Amount due to Directors
(Note 29) 110,991 107,827 108,415 105,197
Add: Loans and borrowings
(Note 25) 3,200,328 3,426,763 - -
Total financial liabilities
carried at
amortised costs 7,927,273 9,721,653 306,402 152,797
(a) The Group's normal trade credit terms range from 30 to 90 days (2019: 30 to 90 days).
(b) Other payables are non-interest bearing. Other payables are
normally settled on an average terms of 60 days (201 9 : 60
days).
27. AMOUNT DUE TO DIRECTORS
Group Company
2020 2019 2020 2019
GBP GBP GBP GBP
Current
Dato' Hussian @
Rizal bin A. Rahman 31,691 13,927 29,115 11,297
Derrick Chia Kah Wai 72,000 72,000 72,000 72,000
Seah Boon Chin 7,300 21,900 7,300 21,900
110,991 107,827 108,415 105,197
Total amount due to
Directors 110,991 107,827 108,415 105,197
These are unsecured, interest free and repayable on demand.
28. RECONCILIATION OF PROFIT BEFORE TAX TO CASH GENERATED FROM OPERATIONS
Group
2020 2019
GBP GBP
Cash flow from operating activities
Profit before tax 2,257,536 1,980,672
Adjustments for:
Amortisation of intangible assets 68,595 69,897
Amortisation of right-of-use assets 127,958 109,067
Bad debt written off 16,888 -
Depreciation of property, plant and
equipment 149,028 151,255
Gain on disposal of subsidiary company - (1,105,535)
Gain on disposal of property, plant
and equipment - (779)
Loss on foreign exchange - unrealised - 301
Impairment investment in associate - 69,941
Impairment loss on goodwill - 4,130
Interest expenses 206,541 287,587
Inventories written off 2,025 351
Interest income (86,172) (97,617)
Property, plant and equipment written
off - 7,657
Share of profit in associated - (22,684)
Waiver of debts - (34,692)
Operating profit before working capital
changes 2,742,399 1,419,551
Group
2020 2019
GBP GBP
(Increase) in inventories (2,067,095) (367,596)
Increase in receivables 2,180,259 (662,199)
Increase in amount due to Directors
& Shareholder 3,164 142,023
Amount owing to/by related company (76,488) (130,353)
Increase in payables (1,559,177) 1,026,793
Cash generated from operations 1,223,062 1,428,219
Company
2020 2019
GBP GBP
Cash flow from operating activities
Loss before tax (146,463) (153,200)
Adjustments for:
Loss on foreign exchange-unrealised - 2,361
Waiver of debts - (19,238)
Operating profit/(loss) before
working capital changes (146,463) (170,077)
Increase in trade and other receivable (18) -
(Decrease)/Increase in payables (3,220) (3,551)
Increase in amount due to Directors 3,218 (14,807)
Decrease in amount due from subsidiary
company 153,607 188,080
Cash depleted in operations 7,124 (355)
29. RELATED PARTY TRANSACTIONS
At the Statement of Financial Position date, the Group owed the
Directors GBP110,991 (2019: GBP107,827), the Company owed the
Directors GBP108,415 (2019: GBP105,197), the Company owed
MobilityOne Sdn. Bhd. GBP195,087 (2019: GBP41,480), M1 Pay Sdn.
Bhd. owed MobilityOne Sdn. Bhd. GBP139,603 (2019: GBP331,376), and
MobilityOne Sdn. Bhd. owed One Tranzact Sdn. Bhd. GBP982,789 (2019:
GBP997,176). The amounts owing to or from the subsidiary companies
and related parties are repayable on demand and are interest
free.
In 2020, MobilityOne Sdn Bhd continued to rent an office in
Sabah, Malaysia from LMS Digital Sdn Bhd, a company related to a
Director (Dato' Hussian @ Rizal bin A. Rahman) for RM2,500 (c.
GBP460) a month.
On 27 December 2019, MBP Solutions Sdn Bhd (a subsidiary of TFP
Solutions Berhad has been appointed as MobilityOne Sdn Bhd's
agency/reseller. Dato' Hussian @ Rizal bin A. Rahman is a director
and shareholder of TFP Solutions Berhad.
30. ULTIMATE CONTROLLING PARTY
In the opinion of the Directors, as at 31 December 2020, the
ultimate controlling party in the Company is Dato's Hussain @ Rizal
bin A. Rahman by virtue of his shareholding.
31. CONTINGENT LIABILITIES
The Group has the following contingent liabilities:
Group
2020 2019
GBP GBP
Limited of guarantees
Corporate guarantee given to a licensed
bank by the Company
for credit facilities granted to
a subsidiary company 3,843,072 3,924,121
Amount utilised
Banker's guarantees in favour of
third parties 533,082 544,324
32. SHARE BASED PAYMEN TS
During the year ended 31 December 2020, the Company did not
grant any new share option to directors and employees of the Group.
No charge was made for the share options of 10,600,000 shares in
2014 as it was not considered to be material.
The fair value of the share options granted in 2014 was
calculated using Black-Scholes model assuming the inputs shown
below:
Grant date 5 December
2014
Share price at grant date 1.5p
Exercise price 2.5p
Option life in years 10 years
Risk free rate 4.24%
Expected volatility 40%
Expected dividend yield 0%
Fair value of options 1p
Share options of 2,000,000 shares had lapsed due to resignation
of employees and no option has been exercised.
33. SIGNIFICANT EVENT
Outbreak of coronavirus ("COVID-19") pandemic
During the financial year ended 31 December 2020, the world was
impacted by the COVID-19 pandemic which resulted in national
lockdowns across the world in order to stop the spreading of
COVID-19. As a result, the Group implemented all the standard
operating procedures recommended by the Ministry of Health in order
to prevent the spreading of COVID-19.
The Directors have assessed the overall impact of the COVID-19
pandemic on the Group's and the Company's operations, financial
performance and cash flows. In this regard, the Directors have
concluded that there is no material adverse effect on the Group's
and the Company's financial results for the year ended 31 December
2020.
The Directors have prepared the financial results for the year
ended 31 December 2020 having considered the impact of COVID-19 and
the current economic environment. The Directors continue to believe
that it is appropriate to adopt the going concern basis of
accounting in preparing the financial results for the year ended 31
December 2020.
34. SUBSEQUENT EVENTS
(a) On 26 February 2021, MobilityOne Sdn Bhd ("the Purchaser")
had entered into a Sale and Purchase Agreement with Azlan Shah Bin
Jaffril and Anil Kumar Chigurupati ("the Vendors") to acquire
4,505,000 ordinary shares representing 50% equity interest in
OneTransfer Remittance Sdn. Bhd. ("the Sale Shares") for a total
consideration of RM3,000,000.
The acquisition was completed on 7 April 2021 and OneTransfer
Remittance Sdn. Bhd. is now a wholly owned subsidiary of
MobilityOne Sdn Bhd.
(b) On 10 December 2020, MobilityOne Sdn Bhd ("the Purchaser")
had entered into a conditional Sale and Purchase Agreement ("SPA")
with Yusofgany Bin Habeeb Rahman and Marina Binti Mohd Mokhtar
("the Vendors") to acquire 500,000 ordinary shares representing
100% equity interest in Tanjung Pinang Resources Sdn. Bhd. for a
total consideration of RM300,000. A deposit of RM15,000 ("the
Deposit") was paid to the Vendors upon the signing of the SPA. The
acquisition was incomplete at the end of the financial year.
On 21 April 2021, MobilityOne Sdn Bhd entered into an agreement
with the Vendors to terminate the acquisition and the Deposit has
been refunded.
(c) On 26 April 2021, M1 Merchant Sdn. Bhd., a 60% owned
subsidiary of MobilityOne Sdn Bhd had increased its paid-up capital
from RM10 to RM300,000. MobilityOne Sdn Bhd has subscribed for an
additional 179,994 ordinary shares of RM1 each in M1 Merchant Sdn.
Bhd. for a total cash consideration of RM179,994. Consequently, M1
Merchant Sdn. Bhd. remains as a 60% owned subsidiary of MobilityOne
Sdn Bhd.
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END
FR LMMRTMTATBPB
(END) Dow Jones Newswires
September 21, 2021 02:00 ET (06:00 GMT)
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