TIDMMBO
RNS Number : 5493Q
MobilityOne Limited
29 June 2022
29 June 2022
MobilityOne Limited
("MobilityOne", "Company" or the "Group")
Audited results for the year ended 31 December 2021
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 2021.
MobilityOne's Annual Report and Accounts for the year ended 31
December 2021 and Notice of Annual General Meeting ("AGM") 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 AGM will be held at 4 .00 p.m. (Malaysia time) on
22 July 2022 at Level 2, Wisma LMS, No. 6, Jalan Abd. Rahman Idris,
Off Jalan Raja Muda Abdul Aziz, 50300 Kuala Lumpur, Malaysia .
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
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 2021.
In the financial year ended 31 December 2021, the Group
continued to grow its e-payment business in Malaysia and the
revenue increased by GBP9.03 million to GBP255.71 million (year
ended 31 December 2020: revenue of GBP246.67 million) due to the
continued growth of the Group's e-payment business in Malaysia. The
revenue growth was mainly as a result of higher sales that were
recorded in 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), third parties' e-wallet and
electronic data capture terminals.
Notwithstanding the increase in revenue, t he Group recorded a
lower profit after tax of GBP1.51 million in 2021 mainly due to
higher administration expenses (year ended 31 December 2020: profit
after tax of GBP1.61 million) . 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 in the year
ended 31 December 2021.
As at 31 December 2021, the Group's cash and cash equivalents
increased to GBP4.67 million (31 December 2020: cash and cash
equivalents of GBP4.42 million) while the secured loans and
borrowings from financial institutions reduced to GBP2.18 million
(31 December 2020: GBP3.20 million).
Review of activities and outlook
The Group's current activities are predominately concentrated in
Malaysia and the Group is continuously expanding its businesses in
Malaysia. The Central Bank of Malaysia expects the Malaysian
economy to grow at 5.3% to 6.3% in 2022. This is underpinned by
stronger domestic demand, continued expansion in external demand
and further improvement in the labour market. Growth in the
Malaysian economy would also benefit from the easing of COVID-19
restrictions, the reopening of international borders and
implementation of investment projects. In addition, the Central
Bank of Malaysia is supporting the efforts for digital payments
adoption and development.
The Company's wholly-owned subsidiary in Malaysia, MobilityOne
Sdn Bhd, which received a license from MasterCard Asia/Pacific Pte
Ltd ("MasterCard") to issue MasterCard prepaid cards, has obtained
approval from the Central Bank of Malaysia to introduce
international scheme prepaid cards under MasterCard's brand in
Malaysia. The Group expects to commence the issuance of MasterCard
prepaid cards in the 3(rd) quarter of 2022, which is expected to
complement the Group's existing e-wallet and will be part of the
Group's end-to-end payment ecosystem.
As previously announced the Central Bank of Malaysia has not yet
given its decision, the timing of which remains uncertain, for the
Group to expand its money transfer business via the Society for
Worldwide Interbank Financial Telecommunication ("SWIFT") network.
The Group is currently working closely with a bank in Malaysia on
the integration process while waiting for the Central Bank of
Malaysia's approval. A further announcement updating on the Group's
prospective arrangements with SWIFT will be made as and when is
appropriate.
As part of the Group's future business expansion, in September
2021, M-One Tech Limited, the Company's wholly-owned subsidiary in
the UK, submitted an application to the Financial Conduct Authority
(the " FCA " ) (together the "FCA Application"), the financial
regulatory body in the UK, for authorisation as an electronic money
institution to provide e-money services in the UK. As previously
announced, the Group received feedback from the FCA, in late May
2022, to include additional information in the FCA Application. In
view of this and after further consideration, the Group withdrew
the FCA Application on 1 June 2022. It is the Directors' intention
to re-submit the FCA Application by September 2022 with additional
information based on the FCA's feedback.
In October 2021, the Group entered into a joint venture cum
shareholders agreement ("JV Agreement") with One M Tech Pty Ltd to
explore e-commerce and e-payment business opportunities in
Australia. There have been no developments or progress made by the
joint venture partner since the signing of the JV Agreement and the
Group is still in discussions with the joint venture partner about
the business opportunities and the continuation of the JV
Agreement.
To reflect the growth of the business and the responsibilities
being undertaken, Derrick Chia's title has been re-designated from
Chief Operating Officer to Deputy Chief Executive Officer.
T he Directors remain confident in the Group's strengths and
future prospects for the remainder of 2022 noting that the
e-payments industry is expected to continue to grow in Malaysia and
that the Group will continue with its research and development to
enhance its product offering.
.............................................
Abu Bakar bin Mohd Taib
Chairman
Date: 28 June 2022
Report of the Directors
For the year ended 31 December 2021
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 2021.
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
31.12.2021 31.12.2020
GBP GBP
Revenue 255,707,270 246,673,038
Operating profit 2,131,455 2,464,077
Profit before tax 2,015,835 2,257,536
Net profit for the year 1,508,253 1,605,627
------------ -----------------
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 (including
licensing requirements), 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.
Dependency on business partners
As the revenue of the Group is substantially through the
business partners' various channels, such as banking (i.e. mobile
banking and internet banking) and e-wallet applications, t he Group
is dependent on its business partners which include several major
banks in Malaysia. The Group is exposed to the risks that any of
the business partners may cease the business relationship with the
Group in the future and the Group's ability to grow may be
materially and adversely affected.
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 2021 was GBP1,463,999 (20 20 : GBP 1,525,010 ) which
has been transferred to reserves. No dividends will be distributed
for the year ended 31 December 2021.
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 (Deputy Chief Executive Officer)
Seah Boon Chin (Non-Executive Director)
Azlinda Ezrina binti Ariffin (Non-Executive Director)
The beneficial interests of the Directors holding office at 31
December 2021 in the ordinary shares of the Company, were as
follows:
Ordinary shares of 2.5p each
Interest at 31.12.21 % 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 31.12.21
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 3 June 2022, the
Company had the following shareholders with interests in 3% or more
of the issued share capital of the Company pursuant to Part VI of
Article 110 of the Companies (Jersey) Law 1991:
Ordinary shares of 2.5p each
Number of ordinary % of issued capital
shares
Dato' Hussian @ Rizal bin
A. Rahman 53,465,724 50.30
Estate of Dato' Shamsir 9,131,677 8.59
bin Omar
Vidacos Nominees Limited 7,306,219 6.87
Interactive Investor 3,519,283 3.31
Services
Nominees Limited
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
brought 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 2021, the world was
still impacted by the COVID-19 pandemic which resulted in various
measures taken across the world in order to reduce 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 reduce the spreading of COVID-19.
The Directors have assessed the overall impact of the COVID-19
pandemic on the Group'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 financial results for the
year ended 31 December 2021.
The Directors have prepared the financial results for the year
ended 31 December 2021 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 2021.
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: 28 June 2022
Board of Directors
Abu Bakar bin Mohd Taib
(Non-Executive Chairman)
Abu Bakar bin Mohd Taib, a Malaysian aged 69, has been the
Non-Executive Chairman of the Company since 27 June 2014 and had
previously worked for several listed companies and financial
institutions in Malaysia including Nestle (Malaysia) Berhad, Bank
Bumiputera Malaysia Berhad (now part of CIMB Bank Berhad) and
United Malayan Banking Berhad (now part of RHB Bank Berhad). He was
mainly involved in corporate communications and corporate affairs
until 2004. Since 2005 he has been the director of several
companies that are principally involved in timber related
activities in Malaysia. He obtained a Master of Business
Administration in Marketing and Finance from West Coast University
(USA) and a Bachelor of Science in Business Administration from
California State University (USA).
Dato' Hussian @ Rizal bin A. Rahman
(Chief Executive Officer)
Dato' Hussian @ Rizal bin A. Rahman, a Malaysian aged 60, is the
Chief Executive Officer of the Group. He has extensive experience
in the IT and telecommunications industries in Malaysia and is
responsible for the development of the Group's overall management,
particularly in setting the Group's business direction and
strategies. He is currently also a Non-Executive Director of TFP
Solutions Berhad, which is listed on the ACE Market of Bursa
Malaysia Securities Berhad (Malaysia Stock Exchange). He obtained a
certified Master of Business Administration from the Oxford
Association of Management, England.
Derrick Chia Kah Wai
(Deputy Chief Executive Officer)
Derrick Chia Kah Wai, a Malaysian aged 51, is the Deputy Chief
Executive Officer of the Group. He began his career as a programmer
in 1994, he then joined GHL Systems Berhad in January 1998 as a
Software Engineer and was promoted to Software Development Manager
in December 1999. He obtained his Bachelor Degree in Commerce,
majoring in Management Information System from University of
British Columbia, Canada. He joined the Group in May 2005 and is
responsible for the Group's business operations.
Seah Boon Chin
(Non-Executive Director)
Seah Boon Chin, a Malaysian aged 50, began his career in 1995
with a financial institution in Malaysia and worked in the
Corporate Finance Department of several established financial
institutions in Malaysia and Singapore. He joined the Group in
January 2007 and stepped down as the Corporate Finance Director on
15 November 2011 and remains as a Non-Executive Director of the
Company. He is currently the Head of Corporate Finance with TA
Securities Holdings Berhad in Malaysia. He obtained his Bachelor
Degree in Commerce (Honours) with Distinction from McMaster
University, Canada.
Azlinda Ezrina binti Ariffin
(Non-Executive Director)
Azlinda Ezrina binti Ariffin, British by background and aged 53,
is an experienced UK-based corporate lawyer with over 25 years
legal experience. She is currently a consulting partner in the
corporate team at Withersworldwide and was previously a partner in
the capital markets teams at both Olswang LLP and Fasken Martineau
LLP, prior to joining Withersworldwide in 2016. Azlinda specialises
in mergers and acquisitions and equity capital markets
transactions. Azlinda is a member of both the Law Society of
England & Wales and the Malaysian Bar. She is also a barrister
and member of Gray's Inn.
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 AIM Rules
requirements that all AIM quoted companies 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, Australia 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 of the
Company's Accounts for the year ended 31 December 2021.
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 CEO holds 50.3% of the Company's
share capital and talks to some of the Company's non-board
shareholders to understand their needs and expectations.
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 organisation
The principal risks and uncertainties affecting the business are
set in the Report of the Directors of the Company's Accounts for
the year ended 31 December 2021.
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. All of the Non-Executive Directors
(including Azlinda Ezrina binti Ariffin since June 2022) are
members of the audit, remuneration and nomination committees and
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.
Both the Chairman and Azlinda Ezrina binti Ariffin are
considered by the Board to be independent. 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 five
Board meetings in 2021 which were attended by all the Directors in
office at the time of each board meeting.
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
2021.
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 judgement 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 all the three Non-executive
Directors (including Azlinda Ezrina binti Ariffin since June 2022)
. Abu Bakar bin Mohd Taib chairs the Audit Committee, Remuneration
Committee and Nomination Committee.
The Audit Committee normally meets at least once 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 2021, the Company held five
Board meetings.
Board and committee meetings
Attendances of Directors at Board and committee meetings
convened in 2021 are set out below:
Audit Committee Remuneration
Meeting Committee
Board Meetings Attended Meeting Attended
Attended
Number of meetings in
year 5 1 1
---------------------------- ---------------- ------------------
Abu Bakar bin Mohd Taib 5 1 1
---------------------------- ---------------- ------------------
Dato' Hussian @ Rizal 5 N/A N/A
bin A. Rahman
---------------------------- ---------------- ------------------
Derrick Chia Kah Wai 5 N/A N/A
---------------------------- ---------------- ------------------
Seah Boon Chin 5 1 1
---------------------------- ---------------- ------------------
Azlinda Ezrina Binti 4* N/A N/A
Ariffin
---------------------------- ---------------- ------------------
* Appointed on 30 April 2021, after the first Board meeting in
2021.
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.
Report of the Independent Auditors to the Members of
MobilityOne Limited
Opinion
We have audited the financial statements of MobilityOne Limited
(the 'parent company') and its subsidiaries (the 'Group'), which
comprise the consolidated statement of financial position as at 31
December 2021 and the consolidated statement of comprehensive
income, consolidated statement of changes in equity and
consolidated statement of cash flows for the year then ended and
notes to the financial statements, including a summary of
significant accounting policies.
The financial reporting framework that has been applied in the
preparation of the Group financial statements is applicable law and
International Financial Reporting Standards (IFRSs) as adopted by
the European Union. The financial reporting framework that has been
applied in the preparation of the parent company financial
statements is applicable law and International Financial Reporting
Standards (IFRSs) as adopted by the European Union.
In our opinion:
-- the financial statements give a true and fair view of the
state of the Group's and of the parent company's affairs as at 31
December 2021 and of the Group's loss for the year then ended;
-- the Group's financial statements have been properly prepared
in accordance with International Financial Reporting Standard
(IFRSs) as adopted by the European Union;
-- the parent company's financial statements have been properly
prepared in accordance with IFRSs as adopted by the European Union
and as applied in accordance with the requirements and provisions
of Companies (Jersey) Law 1991; and
-- the financial statements have been prepared in accordance
with the requirements of the Companies (Jersey) Law 1991
Basis for opinion
We conducted our audit in accordance with International
Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our
responsibilities under those standards are further described in the
Auditor's responsibilities for the audit of the consolidated
financial statements section of our report. We are independent of
the Group in accordance with the International Ethics Standards
Board for Accountants' Code of Ethics for Professional Accountants
(IESBA Code), ethical requirements that are relevant to our audit
of the financial statements in the UK, including the FRC's Ethical
Standard as applied to listed entities. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide
a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the
Directors' use of the going concern basis of accounting in the
preparation of the financial statement is appropriate.
Based on the work we have performed, we have not identified any
material uncertainties relating to events or conditions that,
individually or collectively, may cast significant doubt on
MobilityOne Limited (the 'parent company') and its subsidiaries
(the 'Group') ability to continue as a going concern for a period
of at least twelve months from when the financial statements are
authorised for issue.
Our responsibilities and the responsibilities of the directors
with respect to going concern are described in the relevant
sections of this report.
Key audit matters
Key audit matters are those matters that, in our professional
judgment, were of most significance in our audit of the
consolidated financial statements of the current period and include
the most significant assessed risks of material misstatement
(whether or not due to fraud) we identified, including those which
had the greatest effect on: the overall audit strategy, the
allocation of resources in the audit; and directing the efforts of
the engagement team. These matters were addressed in the context of
our audit of the financial statements as a whole, and in forming
our opinion thereon, and we do not provide a separate opinion on
these matters. This is not a complete list of all risks identified
by our audit
Key audit matter How our audit addressed the key
audit matter
Investment in subsidiaries
MobilityOne Limited has significant We reviewed the net assets of
interest in subsidiary companies. the subsidiary companies in comparison
As such there is a risk that to the net book value of investments.
the net book value of investments
may be impaired. We considered the nature of MobilityOne
Limited as a holding company,
whilst the subsidiary companies
make up the trading element of
the Group. In light of this we
also compared the net book value
of investments with the market
capitalisation of the Group.
------------------------------------------
Going concern assumption
The Group is dependent upon We evaluated the suitability
its ability to generate sufficient of management's model for the
cash flows to meet continued forecast.
operation costs and hence continue
trading. The income is derived The forecast includes assumptions,
from the provision of e-commerce including those related to the
infrastructure payment solutions growth in revenues and growth
and platforms. performance of additional subsidiaries
added to the Group.
The going concern assumption
is dependent on the future Our audit work has focused on
growth and return to profitability evaluating and challenging the
of the current business as reasonableness of these assumptions
well as the development of and their impact on the forecast
the additional subsidiaries period.
added to the Group during the
year under review.
------------------------------------------
Inventory
The subsidiary of the Group, We reviewed the carrying value
MobilityOne Sdn Bhd, holds of the inventory against the
material levels of inventory Net Realisable Value (NRV) of
at the year end which presents the inventory in ensuring that
a risk that the carrying values the carrying value are not higher
might be overstated and impact than that of NRV.
the Group figures.
------------------------------------------
Our application of materiality
The scope of our audit was influenced by our application of
materiality. We set certain quantitative thresholds for
materiality. These, together with qualitative considerations,
helped us to determine the scope of our audit and the nature,
timing and extent of our audit procedures on the individual
financial statement line items and disclosures and in evaluating
the effect of misstatements, both individually and in aggregate on
the financial statements as a whole.
Based on our professional judgment, we determined materiality
for the financial statements as a whole as follows:
Group financial statements Company financial statements
Overall materiality GBP205,000 (2020: GBP7,000 (2020: GBP7,000).
GBP194,000).
------------------------------ -----------------------------
How we determined 1.5% of gross profit 5% of profit before
it 1% of gross assets tax
4% of net assets 2.5% of gross assets
------------------------------ -----------------------------
Rationale for We believe that gross We believe that profit
benchmark applied profit, gross assets before tax and gross
and net assets are assets are the primary
the primary measures measure used by the
used by the shareholders shareholders in assessing
in assessing the performance the performance of
of the Group and is the Company, and is
a generally accepted a generally accepted
auditing benchmark. auditing benchmark
------------------------------ -----------------------------
For each component in the scope of our Group audit, we allocated
a materiality that is less than our overall Group materiality. The
range of materiality allocated across components was between
GBP140,000 and GBP5,000 .
We agreed with the Audit Committee that we would report to them
misstatements identified during our audit above GBP15,050 (2020:
GBP15,050) and GBP1,200 as well as misstatements below those
amounts that, in our view, warranted reporting for qualitative
reasons.
An overview of the scope of our audit
As part of designing our audit, we determined materiality and
assessed the risks of material misstatement in the financial
statements. In particular, we looked at where the directors made
subjective judgments, for example in respect of significant
accounting estimates that involved making assumptions and
considering future events that are inherently uncertain. As in all
of our audits we also addressed the risk of management override of
internal controls, including evaluating whether there was evidence
of bias by the directors that represented a risk of material
misstatement due to fraud.
How we tailored the audit scope
We tailored the scope of our audit to ensure that we performed
enough work to be able to give an opinion on the financial
statements as a whole, taking into account the structure of the
Group and the Company, the accounting processes and controls, and
the industry in which they operate.
The Group's financial statements are a consolidation of ten
reporting units, comprising the Group's operating businesses and
holding companies.
We performed audits of the complete financial information of
MobilityOne Limited, MobilityOne Sdn Bhd, M1 Pay Sdn Bhd, One
Tranzact Sdn Bhd, OneShop Retail Sdn Bhd, M1 Merchant Sdn Bhd,
M-One Tech Limited and M1 AP Sdn Bhd reporting units, which were
individually financially significant and accounted for 100% of the
Group's revenue and 95% of the Group's absolute profit before tax
(i.e. the sum of the numerical values without regard to whether
they were profits or losses for the relevant reporting units).
The Group's engagement team performed all audit procedures, with
the exception of the audit of MobilityOne Sdn Bhd, M1 Pay Sdn Bhd,
One Tranzact Sdn Bhd, OneShop Retail Sdn Bhd, M1 Merchant Sdn Bhd
and M1 AP Sdn Bhd which were performed by a component auditor in
Malaysia.
Our involvement in the work of the component auditor in Malaysia
included regular communication with a formal meeting arranged
following the performance of the procedures. A review of the
working papers was undertaken in the United Kingdom and we visited
the offices of both the Malaysian component auditor and client.
Other information
The Directors are responsible for the other information. The
other information comprises the information included in the annual
report, other than the financial statements and our auditor's
report thereon. Our opinion on the financial statements does not
cover the other information and, except to the extent otherwise
explicitly stated in our report, we do not express any form of
assurance conclusion thereon.
In connection with our audit of the financial statements, our
responsibility is to read the other information and, in doing so,
consider whether the other information is materially inconsistent
with the financial statements or our knowledge obtained in the
audit or otherwise appears to be materially misstated. If we
identify such material inconsistencies or apparent material
misstatements, we are required to determine whether there is a
material misstatement in the financial statements or a material
misstatement of the other information. If, based on the work we
have performed, we conclude that there is a material misstatement
of this other information, we are required to report that fact. We
have nothing to report in this regard.
Matters on which we are required to report by exception by the
Companies (Jersey) Law 1991
In the light of the knowledge and understanding of the Group and
parent company and its environment obtained in the course of the
audit, we have not identified material misstatements in the
directors' report.
We have nothing to report in respect of the following matters in
relation to which the Companies (Jersey) Law 1991 Article 113B (3)
requires us to report to you if, in our opinion:
-- proper accounting records have not been kept by the parent
company, or returns adequate for our audit have not been received
from branches not visited by us; or
-- we have not received all the information and explanations we require for our audit; or
-- the group and parent company financial statements are not in
agreement with the accounting records and returns.
Responsibilities of Management and Those Charged with Governance
for the Consolidated Financial Statement
As explained more fully in the directors' responsibilities
statement set out on page 7, the Directors and management are
responsible for the preparation and fair presentation of the
consolidated of the financial statements in accordance with IFRS,
and for such internal control as the directors and management
determine is necessary to enable the preparation of financial
statements that are free from material misstatement, whether due to
fraud or error.
In preparing the consolidated financial statements, the
Directors and management are responsible for assessing the Group's
and parent company's ability to continue as a going concern,
disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless the Directors
and management either intend to liquidate the Group or the parent
company or to cease operations, or have no realistic alternative
but to do so.
Those charged with governance are responsible for overseeing the
Group's financial reporting process.
Auditor's responsibilities for the audit of the financial
statements
Our objectives are to obtain reasonable assurance about whether
the consolidated financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue
an auditor's report that includes our opinion. Reasonable assurance
is a high level of assurance but is not a guarantee that an audit
conducted in accordance with ISAs (UK) will always detect a
material misstatement when it exists. Misstatements can arise from
fraud or error and are considered material if, individually or in
the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these financial
statements.
Other matters which we are required to address
We were re-appointed by the Board of Directors on 20(th)
September 2021 to audit the financial statements for the period
ending 31 December 2021. Our total uninterrupted period of
engagement is 15 years, covering the period ending 31 December
2021, with relevant second engagement partner in place.
The audit has been designed to detect all material
irregularities, including fraud. We believe our tests are
sufficient in this regard. The engagement team has remained alert
to any indication of fraud or non-compliance with laws and
regulations throughout the audit.
The non-audit services prohibited by the FRC's Ethical Standard
were not provided to the group or the parent company and we remain
independent of the group and the parent company in conducting our
audit.
Our audit opinion is consistent with the additional report to
the audit committee.
The extent to which the audit was considered capable of
detecting irregularities including fraud
Our approach to identifying and assessing the risks of material
misstatement in respect of irregularities, including fraud and
non-compliance with laws and regulations, was as follows:
-- the senior statutory auditor ensured the engagement team
collectively had the appropriate competence, capabilities and
skills to identify or recognise non-compliance with applicable laws
and regulations.
-- we identified the laws and regulations applicable to the
group through discussions with directors and other management.
-- we focused on specific laws and regulations which we
considered may have a direct material effect on the financial
statements or the operations of the company, including taxation
legislation, data protection, anti-bribery, employment,
environmental, health and safety legislation and anti-money
laundering regulations.
-- we assessed the extent of compliance with the laws and
regulations identified above through making enquiries of management
and inspecting legal correspondence.
-- identified laws and regulations were communicated within the
audit team regularly and the team remained alert to instances of
non-compliance throughout the audit; and
-- we assessed the susceptibility of the group's financial
statements to material misstatement, including obtaining an
understanding of how fraud might occur, by:
o making enquiries of management as to where they considered
there was susceptibility to fraud, their knowledge of actual,
suspected and alleged fraud; and
o considering the internal controls in place to mitigate risks
of fraud and non-compliance with laws and regulations.
To address the risk of fraud through management bias and
override of controls, we:
-- performed analytical procedures to identify any unusual or unexpected relationships;
-- tested journal entries to identify unusual transactions;
-- assessed whether judgements and assumptions made in
determining the accounting estimates set out in note 2 of the Group
financial statements were indicative of potential bias;
-- investigated the rationale behind significant or unusual transactions; and
-- in response to the risk of irregularities and non-compliance
with laws and regulations, we designed procedures which included,
but were not limited to:
o agreeing financial statement disclosures to underlying
supporting documentation;
o reading the minutes of meetings of those charged with
governance;
o enquiring of management as to actual and potential litigation
and claims; and
o reviewing correspondence with local tax authority and the
group's legal advisors.
There are inherent limitations in our audit procedures described
above. The more removed laws and regulations are from financial
transactions, the less likely it is that we would become aware of
noncompliance. Auditing standards also limit the audit procedures
required to identify non-compliance with laws and regulations to
enquiry of the directors and other management and the inspection of
regulatory and legal correspondence, if any.
Material misstatements that arise due to fraud can be harder to
detect than those that arise from error as they may involve
deliberate concealment or collusion.
A further description of our responsibilities for the audit of
the financial statements is located on the Financial Reporting
Council's website at :
http://www.frc.org.uk/auditorsresponsibilities . This description
forms part of our auditor's report.
Use of this report
This report is made solely to the company's members, as a body,
in accordance with Article 113A of the Companies (Jersey) Law 1991.
Our audit work has been undertaken so that we might state to the
company's members those matters we are required to state to them in
an auditor's report and for no other purpose. To the fullest extent
permitted by law, we do not accept or assume responsibility to
anyone other than the Company and the Company's members as a body,
for our audit work, for this report, or for the opinions we have
formed.
Sachin Ramaiya
For and on behalf of Jeffreys Henry LLP, Statutory Auditor
Finsgate
5-7 Cranwood Street
London
EC1V 9EE
United Kingdom
Date: 28 June 2022
Consolidated Income Statement
For the year ended 31 December 2021
2021 2020
Note GBP GBP
Revenue 5 255,707,270 246,673,038
Cost of sales (242,050,541) (233,710,850)
-------------- -------------------
GROSS PROFIT 13,656,729 12,962,188
Other operating income 155,832 109,110
Administration expenses (11,256,000) (10,292,726)
Other operating expenses (411,740) (314,495)
Net loss on financial instruments (13,366) -
Share of associate result 16 - -
-------------- -------------------
OPERATING PROFIT 2,131,455 2,464,077
Finance costs 6 (115,620) (206,541)
-------------- -------------------
PROFIT BEFORE TAX 7 2,015,835 2,257,536
Tax 8 (507,582) (651,909)
PROFIT FROM CONTINUING OPERATIONS 1,508,253 1,605,627
PROFIT 1,508,253 1,605,627
-------------- -------------------
Attributable to:
Owners of the parent 1,524,429 1,607,100
Non-controlling interests (16,176) (1,473)
-------------- -------------------
1,508,253 1,605,627
-------------- -------------------
PROFIT PER SHARE
Basic earnings per share (pence) 10 1.434 1.512
Diluted earnings per share
(pence) 10 1.341 1.397
PROFIT PER SHARE FROM CONTINUING
OPERATIONS
Basic earnings per share (pence) 10 1.434 1.512
Diluted earnings per share
(pence) 10 1.341 1.397
Consolidated Statement of Comprehensive Income
For the year ended 31 December 2021
2021 2020
GBP GBP
PROFIT FOR THE YEAR 1,508,253 1,605,627
OTHER COMPREHENSIVE PROFIT
Foreign currency translation (44,254) (80,617)
TOTAL COMPREHENSIVE PROFIT 1,463,999 1,525,010
---------- ----------
Total comprehensive profit attributable
to:
Owners of the parent 1,458,754 1,526,223
Non-controlling interests 5,245 (1,213)
1,463,999 1,525,010
---------- ----------
Consolidated Statement of Changes in Equity
For The Year Ended 31 December 2021
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
2021 2,657,470 909,472 708,951 758,382 (1,642,052) 3,392,223 (12,474) 3,379,749
Comprehensive
profit
---------- -------- ------------ ------------ -------------- ---------- ------------ ----------
Profit for the
year - - - - 1,524,429 1,524,429 (16,176) 1,508,253
Foreign
currency
translation - - - (65,675) - (65,675) 21,421 (44,254)
---------- -------- ------------ ------------ -------------- ---------- ------------ ----------
Total
comprehensive
profit for
the year - - - (65,675) 1,524,429 1,458,754 5,245 1,463,999
---------- -------- ------------ ------------ -------------- ---------- ------------ ----------
At 31 December
2021 2,657,470 909,472 708,951 692,707 (117,623) 4,850,977 (7,229) 4,843,748
---------- -------- ------------ ------------ -------------- ---------- ------------ ----------
For The Year Ended 31 December 2021
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
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 the
year - - - (80,877) 1,607,100 1,526,223 (1,213) 1,525,010
At 31 December
2020 2,657,470 909,472 708,951 758,382 (1,642,052) 3,392,223 (12,474) 3,379,749
---------- -------- ------------ ------------- -------------- ---------- ------------ ----------------
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 2021
Non-Distributable
------------------------------------------------
Share Share Accumulated
Capital Premium Losses Total
GBP GBP GBP GBP
At 1 January 2021 2,657,470 909,472 (1,885,848) 1,681,094
Loss for the year - - (147,272) (147,272)
---------- -------- ------------- -----------
At 31 December 2021 2,657,470 909,472 (2,033,120) 1,533,822
---------- -------- ------------- -----------
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
---------- -------- ------------- -----------
MOBILITYONE LIMITED (96293)
Consolidated Statement of Financial Position
As at 31 December 2021
2021 2020
Note GBP GBP
ASSETS
Non-current assets
Intangible assets 11 433,844 150,784
Property, plant and equipment 12 950,664 723,871
Right-of-use assets 14 155,660 291,602
1,540,168 1,166,257
----------- -------------
Current assets
Inventories 15 3,118,571 3,629,230
Trade and other receivables 17 3,177,698 2,216,042
Amount due from an associate - 221,583
Tax recoverable 53,010 420
Cash and cash equivalents 18 4,665,524 4,417,876
11,014,803 10,485,151
----------- -------------
TOTAL ASSETS 12,554,971 11,651,408
----------- -------------
SHAREHOLDERS' EQUITY
Equity attributable to
owners of the parent:
Called up share capital 19 2,657,470 2,657,470
Share premium 20 909,472 909,472
Reverse acquisition reserve 21 708,951 708,951
Foreign currency translation
reserve 22 692,707 758,382
Accumulated losses 23 (117,623) (1,642,052)
----------- -------------
Shareholders' equity 4,850,977 3,392,223
Non-controlling interests (7,229) (12,474)
----------- -------------
TOTAL EQUITY 4,843,748 3,379,749
----------- -------------
2021 2020
Note GBP GBP
LIABILITIES
Non-current liabilities
Loans and borrowings - secured 24 217,881 232,846
Lease liabilities 14 83,501 55,482
Deferred tax liabilities 42,570 57,756
343,952 346,084
----------- -----------
Current liabilities
Trade and other payables 25 5,203,551 4,615,954
Amount due to Directors 26 124,426 110,991
Loans and borrowings - secured 24 1,958,841 2,967,482
Lease liabilities 14 71,988 94,227
Tax payables 8,465 136,921
7,367,271 7,925,575
----------- -----------
Total liabilities 7,711,223 8,271,659
----------- -----------
TOTAL EQUITY AND LIABILITIES 12,554,971 11,651,408
----------- -----------
The financial statements were approved and authorised by the
Board of Directors on 28 June 2022 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 2021
2021 2020
Note GBP GBP
ASSETS
Non-current asset
Investment in subsidiary companies 13 1,976,339 1,976,339
Investment in associate company 16 - -
1,976,339 1,976,339
------------ -------------
Current assets
Trade and other receivables 17 18 18
Amount owing from subsidiary companies 36,638 -
Cash and cash equivalents 18 11,248 11,139
47,904 11,157
------------ -------------
TOTAL ASSETS 2,024,243 1,987,496
------------ -------------
SHAREHOLDERS' EQUITY
Equity attributable to owners
of the parent:
Called up share capital 19 2,657,470 2,657,470
Share premium 20 909,472 909,472
Accumulated losses 23 (2,033,120) (1,885,848)
TOTAL EQUITY 1,533,822 1,681,094
------------ -------------
Current liabilities
Trade and other payables 25 901 2,900
Amount due to subsidiary companies 367,605 195,087
Amount due to Directors 26 121,915 108,415
TOTAL LIABILITIES 490,421 306,402
------------ -------------
TOTAL EQUITY AND LIABILITIES 2,024,243 1,987,496
------------ -------------
The financial statements were approved and authorised by the
Board of Directors on 28 June 2022 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 2021
2021 2020
Note GBP GBP
Cash flow from operating activities
Cash flow from operations 27 2,409,305 1,223,062
Interest paid (115,620) (206,541)
Interest received 12,867 67,868
Tax paid (723,469) (439,476)
Tax refund - -
------------ -----------
Net cash generated from operating
activities 1,583,083 644,913
------------ -----------
Cash flow from investing activities
Purchase of property, plant and
equipment 12 (34,866) (149,791)
Addition in right-of-use assets (5,690) -
Net cash outflow for acquisition
of subsidiary company 13 (376,517) -
Repayment from associate company 221,583 -
Addition in non-controlling interests 21,310 -
Net cash used in investing activities (174,180) (149,791)
------------ -----------
Cash flows from financing activities
Net change of banker acceptance 24 (1,202,597) (193,723)
Repayment of lease liabilities 14 (122,576) (234,084)
Repayment of term loan (8,734) (8,765)
Net cash used in financing activities (1,333,907) (436,572)
------------ -----------
Increase in cash and cash equivalents 74,996 58,550
Effect of foreign exchange rate
changes 172,652 (63,737)
Cash and cash equivalents at
beginning of year 4,417,876 4,423,063
Cash and cash equivalents at
end of year 18 4,665,524 4,417,876
------------ -----------
Company Statement of Cash Flows
For the year ended 31 December 2021
2021 2020
Note GBP GBP
Cash flow from operating activities
Cash depleted in operations 27 (135,772) (146,483)
---------- ----------
Cash flow from investing activities -
Acquisition of subsidiary companies - (1)
Advances to a subsidiary company (36,637) -
Proceed from disposal of subsidiary
company - 18
---------- ----------
Net cash from investing activities (36,637) 17
---------- ----------
Cash flow from financing activity
Advances from a subsidiary company,
representing net cash
from financing activity 172,518 153,607
---------- ----------
Increase in cash and cash equivalents 109 7,141
Cash and cash equivalents at beginning
of year 11,139 3,998
---------- ----------
Cash and cash equivalents at end
of year 18 11,248 11,139
---------- ----------
Notes to the Financial Statements
For the year ended 31 December 2021
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 2021 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 2. 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 2021 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 2021 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 2021 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 2021, the Group has tax
recoverable of GBP 53,010 (20 20 : GBP 420 ).
IFRS AND IAS UPDATE FOR 31 DECEMBER 2021 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 2021 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 2021 5.63 5.70
Year ended 31 December 2020 5.49 5.39
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 December Note Rate 1 year 1-2 2-5 5 years Total
2021 years years
% GBP GBP GBP GBP GBP
Fixed rate:
Fixed deposits 18 1.40-1.75 1,508,388 - - - 1,508,388
Leases liabilities 14 2.42-4.00 (89,613) (32,885) (41,344) (4,632) (168,474)
----------- ------------ ---------- --------- ----------- ------------
Floating
rate:
Bankers'
acceptance 24 2.46-4.97 (1,951,020) - - - (1,951,020)
Term loan 24 3.99 (7,821) (8,395) (18,513) (190,973) (225,702)
----------- ------------ ---------- --------- ----------- ------------
At 31 December
2020
Fixed rate:
Fixed deposits 18 1.40-2.60 2,572,421 - - - 2,572,421
Leases liabilities 14 2.42-4.00 (98,270) (54,482) (5,040) - (157,792)
----------- ------------ ---------- --------- ----------- ------------
Floating
rate:
Bankers'
acceptance 24 4.90-6.30 (2,959,894) - - - (2,959,894)
Term loan 24 4.04 (7,588) (8,169) (18,081) (206,596) (240,434)
----------- ------------ ---------- --------- ----------- ------------
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
2021 2020
GBP GBP
Floating rate instruments
Financial liabilities
(Note 24) 2,176,722 3,200,328
---------- ----------
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
2021
Floating rate instruments (21,767) 21,767
---------- ---------
2020
Floating rate instruments (32,003) 32,003
---------- ---------
(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
2021 GBP
Group
Deposits, cash and bank
balances 4,654,276
Trade and other receivables 3,177,680
Amount due from an associate -
Trade and other payables (5,202,398)
Lease liabilities (155,489)
Loans and borrowings (2,176,722)
------------
Net currency exposure 297,347
------------
2020
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)
------------
Net currency exposure 1,120,740
------------
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
2021 2020
GBP GBP
Group
Change in currency
rate
RM Strengthen 10% (29,735) (112,074)
Weakened 10% 29,735 112,074
--------- ----------
(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 over five Total
year five year year
2021 GBP GBP GBP GBP
Group
Financial
liabilities
Trade and
other
payables 5,203,551 - - 5,203,551
Amount due
to Directors 124,426 - - 124,426
Lease liabilities 89,613 74,229 4,632 168,474
Loans and
borrowings 1,958,841 217,881 - 2,176,722
Total undiscounted
financial
liabilities 7,376,431 292,110 4,632 7,673,173
----------- ----------- ------------------- ----------
2020
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 59,522 - 157,792
Loans and
borrowings 2,978,152 73,035 252,580 3,303,767
Total undiscounted
financial
liabilities 7,803,367 132,557 252,580 8,188,504
----------- ----------- ------------------- ----------
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 to over five Total
one year five year year
2021 GBP GBP GBP GBP
Company
Financial liabilities
Trade and other
payables 901 - - 901
Amount due to
Directors 121,915 - - 121,915
Amount due to
subsidiary
company 367,605 - - 367,605
Total undiscounted
financial liabilities 490,421 - - 490,421
---------- ----------- ------------------- --------
2020
Company
Financial liabilities
Trade and other
payables 2,900 - - 2,900
Amount owing
to
Directors 108,415 - - 108,415
Amount due to
subsidiary
company 195,087 - - 195,087
Total undiscounted
financial liabilities 306,402 - - 306,402
---------- ----------- ------------------- --------
(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
2021 2020
GBP GBP
EMPLOYEES
Wages, salaries and bonuses 1,623,690 1,523,814
Social security contribution 14,220 13,533
Contribution to defined contribution
plan 151,504 136,695
Other staff related expenses 12,792 10,342
---------- ----------
Continuing operations 1,802,206 1,684,384
---------- ----------
DIRECTORS
Fees 85,939 98,047
Wages, salaries and bonuses 231,698 175,642
Social security contribution 386 342
Contribution to defined contribution
plan 26,450 21,077
---------- ----------
Continuing operations 344,473 295,108
---------- ----------
The number of employees (excluding Directors) of the Group and
of the Company at the end of the financial year were 110 (2020:
120) and Nil (2020: Nil) respectively.
The details of remuneration received and receivables by the
Directors of the Group during the financial year are as
follows:
Social Defined
Group Salaries security contribution
2021 Fees and allowances Bonuses contribution plan Total
GBP GBP GBP GBP GBP GBP
Company's Directors:
Dato' Hussian
@ Rizal bin A.
Rahman 36,000 77,888 - 162 9,346 123,396
Derrick Chia Kah
Wai (24,000)* 113,594 - 162 13,631 103,387
Seah Boon Chin 43,800 - - - - 43,800
Azlinda Ezrina
Binti Ariffin 9,000 2,500 - - - 11,500
Subsidiary companies'
Directors:
Tengku Muhaini
Binti Sultan Hj.
Ahmad Shah 11,578 - 8,771 - - 20,349
Abu Bakar bin
Mohd
Taib 6,315 - - - - 6,315
Haji Zaim Dato
Paduka Bin Haji
Sabtu 3,246 - - - - 3,246
Lee Hock Leong - 28,945 - 62 3,473 32,480
85,939 222,927 8,771 386 26,450 344,473
---------- ---------------- -------- -------------- -------------- --------
Group
2020
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
---------- ---------------- -------- -------------- -------------- --------
* R e-assignment of Derrick Chia Kah Wai's fees payable by the
Company to salaries payable by MobilityOne Sdn Bhd.
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 2021
was generated in Malaysia.
Telecommunication
services and Hardware
electronic
Group commerce solutions and services Elimination Total
2021 GBP GBP GBP GBP
------------------------------------- ------------------- ------------- ------------ ------------
Segment revenue:
External customers 252,841,803 2,865,467 - 255,707,270
Inter-segment - 382,781 (382,781) -
------------------- ------------- ------------ ------------
252,841,803 3,248,248 (382,781) 255,707,270
------------------- ------------- ------------ ------------
-
Profit before tax 2,015,835 - - 2,015,835
Tax (507,582) - (507,582)
Profit for the year 1,508,253 - - 1,508,253
-------------------------------------- ------------------- ------------- ------------ ------------
Non-cash expenses/(income)*
Amortisation of intangible assets 64,864 64,864
Amortisation of right-of-use assets 104,169 104,169
Bad debt written off 36,339 36,339
Depreciation of property, plant
and equipment 243,980 243,980
Inventories written off 182 182
-------------------------------------- ------------------- ------------- ------------ ------------
449,534 449,534
------------------------------------- ------------------- ------------- ------------ ------------
* 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 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.
6. FINANCE COSTS
Group
2021 2020
GBP GBP
Bankers' acceptance interest 86,111 163,715
Finance lease interest - -
Bank guarantee interest 7,734 8,257
Bank overdraft 4,253 3,630
Unwinding finance cost - -
Lease liabilities 8,564 19,052
Term loan 8,958 11,887
115,620 206,541
Less: Finance costs from discontinued - -
operation
-------- ---------------------------
115,620 206,541
-------- ---------------------------
7. PROFIT BEFORE TAX
Profit before tax is stated after charging/(crediting):
Group
2021 2020
Note GBP GBP
Auditors' remuneration
- Statutory audit
- Current year 34,484 17,774
- Under provided in prior
year 70 15,070
Amortisation of intangible
assets 11 64,864 68,595
Amortisation of right-of-use
assets 14 104,169 127,958
Bad debt written off 36,339 16,888
Depreciation of property,
plant and equipment 12 243,980 149,028
Directors' remunerations 4 344,473 295,108
Gain on disposal of property,
plant and
equipment 12 (3,508) -
Gain on disposal of subsidiary - -
company
Impairment loss on associate 16 - -
Impairment loss on goodwill 11 99,939 -
Inventories written off 182 2,025
Interest income (12,867) (86,172)
Loss on foreign exchange
- realised 1,388 638
- unrealised 71,356 -
Operating lease payment of
premises and equipment 28,879 34,206
Other income - (9,939)
Property, plant and equipment 12 - -
written off
Waiver of debts (99,025) -
--------- ------------------------
8. TAX
Group
2021 2020
GBP GBP
Current tax expense:
Jersey corporation tax for the - -
year
Foreign tax 605,596 632,102
Under/(over) provision in prior
year (84,436) 21,702
521,160 653,804
--------------------------- ---------------------------
Deferred tax expense:
Relating to origination and reversal
of temporary difference (7,577) 254
(Over) provision of taxation in
prior year (6,001) (2,149)
(13,578) (1,895)
--------------------------- ---------------------------
507,582 651,909
--------------------------- ---------------------------
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
2021 2020
GBP GBP
Profit before taxation 2,015,835 2,257,536
------------------------ ---------------------------
Taxation at Malaysian statutory
tax rate of 24%
(2020: 24%) 483,653 541,806
Effect of different tax rates in
other countries (1,377) (1,621)
Effect of expenses not deductible
for tax 137,503 96,933
Income not taxable for tax purpose (842) (481)
Deferred tax assets not recognised (3,775) (4,281)
Utilisation of previously unrecognised (17,143) -
tax loss and CA
(Over) provision of deferred tax
in prior year (6,001) (2,149)
Under/(over) provision of tax expense
in prior year (84,436) 21,702
Tax expense for the year 507,582 651,909
------------------------ ---------------------------
As at 31 December 2021, the unrecognised deferred tax assets of
the Group are as follows:
Group
2021 2020
GBP GBP
Unabsorbed tax losses 1,027,024 94,745
Unabsorbed capital allowances 241,514 3,994
----------------------- -------------------------
1,268,538 98,739
----------------------- -------------------------
The potential net deferred tax assets amounting to Nil (2020:
Nil) 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 GBP147,272 (2020: GBP146,463).
10. PROFIT PER SHARE
Group
2021 2020
GBP GBP
Profit attributable to owners
of the Parent for
the computation of basic earnings
per share
Profit from continuing operations 1,524,429 1,607,100
----------------------------- ----------------------
Issued ordinary shares at 1
January 106,298,780 106,298,780
Effect of ordinary shares changes - -
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 113,656,903 114,866,610
----------------------------- ----------------------
Profit Per Share
Basic earnings per share (pence) 1.434 1.512
Diluted earnings per share (pence) 1.341 1.397
Profit Per Share from continuing
operations
Basic earnings per share (pence) 1.434 1.512
Diluted earnings per share (pence) 1.341 1.397
The basic earnings per share is calculated by dividing the
profit of GBP1,524,429 (2020: profit of GBP1,607,100) attributable
to ordinary shareholders by the weighted average number of ordinary
shares outstanding during the year, which is 106,298,780 (2020:
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 on Development
31 December 2021 Software consolidation costs Total
GBP GBP GBP GBP
At cost
At 1 January 2021 1,032,494 1,267,661 994,856 3,295,011
Addition - 453,662 - 453,662
Foreign exchange differences (25,762) (31,630) (64,258) (121,650)
At 31 December 2021 1,006,732 1,689,693 930,598 3,627,023
---------- -------------- ------------ ----------
Accumulated amortisation and
impairment loss
At 1 January 2021 897,801 1,251,570 994,856 3,144,227
Amortisation charge for the
year 64,864 - - 64,864
Impairment loss recognise - 99,939 - 99,939
Foreign exchange differences (21,599) (29,994) (64,258) (115,851)
At 31 December 2021 941,066 1,321,515 930,598 3,193,179
---------- -------------- ------------ ----------
Net Carrying Amount
At 31 December 2021 65,666 368,178 - 433,844
---------- -------------- ------------ ----------
-
Group Goodwill on Development
31 December 2020 Software consolidation costs Total
GBP GBP GBP GBP
At cost
At 1 January 2020 1,054,244 1,277,917 994,856 3,343,447
Foreign exchange differences (21,750) (26,686) - (48,436)
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
Impairment loss recognise - - - -
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
---------- -------------- ------------ ----------
-
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 which growth at 10% 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% (2020: 8%) 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 99,939 (2020: Nil) in respect of the goodwill on consolidation.
A significant proportion of goodwill on consolidation relates to
the acquisition of OneTransfer Remittance Sdn Bhd which is a CGU
and has a carrying amount of GBP368,178 (2020: GBPNil). Its
recoverable amount has been determined based on a net total assets
calculation using discounting future cash flow to be generated by
the CGU 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 Computer Computer Furniture Office
Capture
Building vehicles equipment equipment software and equipment Renovation Total
fittings
31 December GBP GBP GBP GBP GBP GBP GBP GBP GBP
2021
AT COST
At 1 January
2021 328,054 219,144 668,378 441,974 120,395 114,256 68,756 90,040 2,050,997
Additions - - - 9,053 16,647 2,851 - 6,315 34,866
Written off - - - - - - - - -
Transfer from
ROU - 81,085 319,665 - - - - - 400,750
Disposals - (18,545) - - - - - - (18,545)
Transfer from
inventories - - 10,878 275 - - - - 11,153
Acquisition
of
subsidiary - 12,630 - 361,962 - 9,222 16,353 93,231 493,398
Foreign
exchange
differences (8,185) (5,311) (16,677) (6,442) (2,798) (2,702) (1,471) (1,017) (44,603)
At 31
December
2021 319,869 289,003 982,244 806,822 134,244 123,627 83,638 188,569 2,928,016
--------- --------- ----------- ---------- ---------- ---------- ---------- ----------- ----------
At 1 January
2021 42,008 219,144 471,426 356,226 48,075 84,766 42,419 63,062 1,327,126
Depreciation
charge
for the year 6,319 4,672 130,815 66,088 10,111 5,398 4,844 15,733 243,980
Disposals - (18,545) - - - - - - (18,545)
Transfer from
ROU - 76,355 122,538 - - - - - 198,893
Acquisition
of
subsidiary - 12,787 - 178,313 - 6,283 12,936 45,670 255,989
Foreign
exchange
differences (970) (5,411) (10,146) (8,071) (1,074) (2,048) (992) (1,379) (30,091)
At 31
December
2021 47,357 289,002 714,633 592,556 57,112 94,399 59,207 123,086 1,977,352
--------- --------- ----------- ---------- ---------- ---------- ---------- ----------- ----------
NET CARRYING
AMOUNT
At 31
December
2021 272,512 1 267,611 214,266 77,132 29,228 24,431 65,483 950,664
--------- --------- ----------- ---------- ---------- ---------- ---------- ----------- ----------
Electronic
Group Motor Data Computer Computer Furniture Office
Capture
Building vehicles equipment equipment software and equipment Renovation Total
fittings
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
(a) Cash payments of GBP34,866 (20 20 : GBP149,791) 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 24 to the financial statement are:
Group
2021 2020
GBP GBP
Building 272,512 286,046
-------- --------
13. INVESTMENT IN SUBSIDIARY COMPANIES
Company
2021 2020
GBP GBP
AT COST
At 1 January 1,976,339 1,976,356
Less: Disposal of subsidiary company - (17)
---------- ----------
At 31 December 1,976,339 1,976,339
---------- ----------
Details of the subsidiary companies are as follows:
Effective
Ownership of
Ordinary Shares
Name of Subsidiary Country Interest ** Principal Activities
of
Companies Incorporation 20 21 20 20
% %
Provision of e-Channel
products and services,
technology managed
MobilityOne Sdn. services and solution
Bhd.* Malaysia 100 100 sales and consultancy
Investment holding
M1 AP Sdn. Bhd.* Malaysia 100 100 company
M-One Tech Ltd. United Kingdom 100 100 Inactive
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
of Activities
Companies Incorporation 20 21 20 20
% %
Provision of IT
systems
and solutions and
to establish a
MobilityOne multi-channel
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
type of goods,
OneShop Retail Sdn. materials
Bhd.* Malaysia 100 100 and commodities
Provision of
solutions
and services in
relation
to electronic
payments
via terminals,
mobile
M1 Merchant Sdn. devices or any its
Bhd.* Malaysia 60 60 related business
Onetransfer Provider for
Remittance International
Sdn. Bhd.* Malaysia 100 50 remittance services
* Audited by firm of auditors other than Jeffreys Henry
LLP.
** All the above subsidiary undertakings are included in
the consolidated financial statements.
Acquisition of subsidiary company
On 26 February 2021, MobilityOne Sdn Bhd ("M1 Malaysia") entered
into an agreement to acquire 4,505,000 shares, representing the
remaining 50% equity interest in OneTransfer Remittance Sdn. Bhd.
("OTR") for a total cash consideration of RM3,000,000. This
acquisition completed on 7 April 2021 following the requisite
approval being received from Bank Negara Malaysia. Consequently,
OTR ceased to be an associated company and become a wholly-owned
subsidiary company of M1 Malaysia.
The following summarise the major classes of consideration
transferred, and the recognised amounts of assets acquired and
liabilities assumed at the acquisition date:
2021
GBP
Fair value of consideration transferred
Cash consideration 532,774
Less: Fair value of equity interest in OTR
held by the Group immediately before the acquisition -
Total consideration transferred 532,774
-------------------
Fair value of identifiable assets acquired and
liabilities assumed
Property, plant and equipment 243,508
Right-of-use assets 158,166
Other receivables 157,908
Cash and bank balances 156,258
Lease liabilities (123,548)
Other payables (513,180)
Total identifiable assets and liabilities 79,112
-------------------
Net cash outflow arising from acquisition of subsidiary
company
Purchase consideration settled in cash 532,774
Less: cash and cash equivalents acquired (156,257)
376,517
-------------------
Goodwill arising from business combination
Fair value of consideration transferred 532,774
Non-controlling interests, based on their proportionate
interest in the
recognised amounts of the assets and liabilities
of the acquiree -
Fair value of existing interest in the acquiree -
Fair value of identifiable assets acquired and
liabilities assumed (79,112)
Goodwill 453,662
-------------------
Additional interest in subsidiary companies
On 27 September 2021, MobilityOne Malaysia further subscribed
for additional 1,250,000 ordinary shares in OTR for RM1 each for a
total consideration of RM1,250,000. OTR remained as a wholly-owned
subsidiary company of MobilityOne Malaysia.
During the financial year, M1 Merchant Sdn. Bhd. ("M1 Merchant")
increased its share capital from RM10 to RM300,000 through the
allotment of 299,990 ordinary shares of RM1 each. MobilityOne
Malaysia subscribed for 179,994 ordinary shares in M1 Merchant. The
shareholding of MobilityOne Malaysia in M1 Merchant remained as
60%.
Joint venture cum shareholder agreement
On 9 October 2021, M1 AP Sdn. Bhd. ("M1 AP"), a wholly-owned
company of the Company, entered into a joint venture cum
shareholders agreement ("JVA") with One M Tech Pty Ltd ("One M") to
establish a new joint venture company in Australia (the "JVco").
The purpose of the JVco is to explore e-commerce and e-payment
business opportunities in Australia.
One M is a newly registered company in Australia and its sole
shareholder is Mr. Timothy Joseph Langdon, who currently holds a
management role in Southbank Capital Pty. Ltd., a boutique
investment advisory firm in Australia.
Pursuant to the JVA, M1 AP and One M will own 51 per cent. and
49 per cent of the equity interest in the JVco, respectively. The
JVco will have a share capital of A$100,000 (c.GBP53,000) which
will be fully contributed by One M. Any future funding requirements
would be funded by either borrowings or advances from One M. Save
for those mentioned above, M1 AP and One M are not subject to any
other funding commitments, no exclusivity arrangements and no fixed
time period as part of the JVA. M1 AP and One M can terminate the
JVA at any time by offering their shareholding in the JVco to the
other respective party at a price to be agreed at termination.
Furthermore, pursuant to the JVA, M1 AP will provide the payment
gateway solution and the necessary technical support to the JVco
while One M will source and provide the necessary online business
platform and mobile application to market and operate the e-payment
and e-commerce businesses in Australia.
There have been no developments or progress made by One M since
the signing of the JVA and the Group is still in discussions with
One M about the business opportunities and the continuation of the
JVA.
The Group does not anticipate any material revenue or earnings
contribution from the JVA to the Group in the next 12 months.
14. RIGHT-OF-USE ASSETS
Electronic
Data Capture Leasehold Office
equipment Motor Building improvement Equipment Total
Vehicles
GBP GBP GBP GBP GBP GBP
Group
2021
At Cost
At 1 January
2021 327,845 140,788 128,595 10,091 - 607,319
Additions - 20,253 - - - 20,253
Transfer to
property,
plant and
equipment (319,665) (81,085) - - (400,750)
Acquisition
of
subsidiary - 225,696 95,894 - 333,768
Expiration -
of lease 12,178
contract - - (61,114) - - (61,114)
Foreign
exchange
differences (8,180) (472) (2,024) (464) 151 (10,989)
------------------
At 31
December
2021 - 305,180 161,351 9,627 12,329 488,487
-------------------------- ------------------ -------------------------- ----------------------- ------------------ -----------------------
Accumulated
Amortisation
At 1 January
2021 109,281 102,213 96,446 7,777 - 315,717
Charge for
the
financial
year 15,788 41,648 43,725 978 2,030 104,169
Transfer to
property,
plant and
equipment (122,538) (76,355) - - - (198,893)
Expiration
of lease
contract - - (60,368) - - (60,368)
Acquisition
of
subsidiary - 156,334 19,576 - 1,624 177,534
Foreign
exchange
differences (2,531) (103) (2,370) (373) 45 (5,332)
------------------
At 31
December
2021 - 223,737 97,009 8,382 3,699 332,827
-------------------------- ------------------ -------------------------- ----------------------- ------------------ -----------------------
Carrying
Amount
At 31
December
2021 - 81,443 64,342 1,245 8,630 155,660
-------------------------- ------------------ -------------------------- ----------------------- ------------------ -----------------------
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 Amortization
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
-------------- ---------------- ---------- ------------- ---------
Lease Liabilities
Group Group
2021 2020
Total Total
GBP GBP
At 1 January 149,709 383,793
- Effect of adoptions IFRS 16 - -
---------- -----------------------------
At 1 January, restated 149,709 383,793
Addition 14,563 -
Payments (122,576) (226,156)
Acquisition of a subsidiary 116,092 -
company
Foreign currency translation
differences (2,299) (7,928)
At 31 December 155,489 149,709
---------- -----------------------------
Presented as:
Non-current 83,501 55,482
Current 71,988 94,227
155,489 149,709
---------- -----------------------------
Minimum lease payments:
Not later than 1 year 89,613 98,270
Later than 1 year but not later
than 2 years 32,885 54,482
Later than 2 years but not later
than 5 years 41,344 5,040
Later than 5 years 4,632 -
----------- ----------------------------
168,474 157,792
Less: Future finance charges (12,985) (8,083)
----------- ----------------------------
Present value of lease liabilities 155,489 149,709
----------- ----------------------------
15. INVENTORIES
Group
2021 2020
GBP GBP
At lower of cost and net realisable
value:
Airtime 3,112,248 3,610,373
Electronic date capture equipment - 11,439
Card 6,192 7,202
Trading goods 131 216
------------ ------------------------
3,118,571 3,629,230
------------ ------------------------
Recognised in profit or loss:
Cost of sales 241,709,253 233,124,064
Written off 182 2,025
------------ ------------------------
16. INVESMENT IN ASSOCIATE COMPANY
Group
2021 2020
GBP GBP
At cost:
Unquoted shares in Malaysia 435,800 435,800
Additional - -
Disposal (435,800) -
Share of post-acquisition - -
reserve
----------- -----------
- 435,800
Accumulated impairment
losses:
----------- -----------
Balance at beginning of
the financial year (435,800) (435,800)
Impairment - -
Reversal due to disposal 435,800 -
----------- -----------
Balance at end of the financial
year - (435,800)
----------- -----------
Balance at end of the financial - -
year
----------- -----------
Details of the associate company are as follows:
Country Effective
Name of Company of Interest Principal Activities
20
Incorporation 2021 20
Onetransfer Remittance Provider for International
Sdn. Bhd. ("OTR") Malaysia 100% 50% remittance services
On 7 April 2021, OTR ceased to be an associated company and
become a wholly-owned subsidiary company of MobilityOne Sdn Bhd as
disclosed in Note 13.
17. TRADE AND OTHER RECEIVABLES
Group Company
2020 2020 2021 2020
GBP GBP GBP GBP
Trade receivables
- Third parties 2,312,191 1,944,750 - -
Less: Accumulated
impairment loss (12,924) - - -
2,299,267 1,944,750 - -
Other receivables
- Deposits 261,886 54,859 - -
- Prepayments 496,940 61,753 - -
- Sundry receivables 115,205 143,570 18 18
- Staff advances 4,400 11,110 - -
878,431 271,292 18 18
Total trade and
other receivables 3,177,698 2,216,042 18 18
The Group's and the Company's normal trade credit terms range
from 30 to 60 days (2020: 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
2021 2020
GBP GBP
Neither past due nor
impaired 419,540 924,456
1 to 2 months past
due 424,107 294,582
3 to 12 months past
due 1,468,544 725,712
1,892,657 1,020,294
2,312,191 1,944,750
(a) The Group's and the Company's normal trade credit terms
range from 30 to 60 days (2020: 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. CASH AND CASH EQUIVALENTS
Group Company
2021 2020 2021 2020
GBP GBP GBP GBP
Cash in hand and at
banks 3,157,136 1,845,455 11,248 11,139
Fixed deposits with
licensed bank 1,508,388 2,572,421 - -
Cash and cash equivalents 4,665,524 4,417,876 11,248 11,139
(a) The above fixed deposits have been pledged to licensed banks
as securities for credit facilities granted to the Group as
disclosed in Note 24 to the financial statements.
(b) The Group's effective interest rates and maturities of
deposits are range from 1.4% - 1.75%
(20 20 : 1.4% - 2.6%) and from 1 month to 12 months (20 20 : 1
month to 12 months) respectively.
19. CALLED UP SHARE CAPITAL
Number of ordinary Amount
shares of GBP0.025
each
2021 2020 2021 2020
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
20. COMPANY EQUITY INSTRUMENTS
Share Share Retained
capital premium earnings Total
GBP GBP GBP GBP
2021
At 1 January
2021 2,657,470 909,472 (1,885,848) 1,681,094
Loss for the
year - - (147,272) (147,272)
At 31 December
2021 2,657,470 909,472 (2,033,120) 1,533,822
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
21. 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.
22. 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.
2021 2020
GBP GBP
At 1 January 758,382 839,259
Currency translation differences
during the year (65,675) (80,877)
At 31 December 692,707 758,382
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.
23. RETAINED EARNINGS
Retained earnings represents the cumulative earnings of the
Group attributable to equity shareholders.
Group Company
2021 2020 2021 2020
GBP GBP GBP GBP
At 1 January (1,642,052) (3,249,152) (1,885,848) (1,739,385)
Profit/(Loss) for
the year 1,524,429 1,607,100 (147,272) (146,463)
------------ ----------------- ------------
At 31 December (117,623) (1,642,052) (2,033,120) (1,885,848)
------------ ----------------- ------------
24. FINANCIAL LIABILITIES - LOANS AND BORROWINGS
Group
2021 2020
Non-current GBP GBP
Secured:
Term loan 217,881 232,846
217,881 232,846
Current
Secured:
Bankers' acceptance 1,951,020 2,959,894
Term loan 7,821 7,588
1,958,841 2,967,482
Total Borrowings
Secured:
Bankers' acceptance 1,951,020 2,959,894
Term loan 225,702 240,434
2,176,722 3,200,328
The bankers' acceptance and bank overdraft secured by the
following:
(a) pledged of fixed deposits of a subsidiary company (Note 18);
(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
2021 2020
% %
Bankers' acceptance 2.46-4.97 4.90-6.30
Term loan 3.99 4.04
The maturity of borrowings (excluding finance leases) is as
follows:
Group
2021 2020
GBP GBP
Within one year 1,958,841 2,967,482
Between one to two years 8,395 8,169
Between two to five years 18,513 18,081
More than five years 190,973 206,596
2,176,722 3,200,328
Other information on financial risks of borrowings are disclosed
in Note 3.
25. TRADE AND OTHER PAYABLES
Group Company
2021 2020 2021 2020
GBP GBP GBP GBP
Trade payables
- Third parties 1,195,283 1,125,242 - -
Other payables
- Deposits 223,728 306,655 - -
- Accruals 1,319,457 1,556,107 - -
- Sundry payables 2,460,491 1,620,850 901
- Services tax
output 4,592 7,100 - 2,900
Amount due to
subsidiary companies - - 367,605 195,087
4,008,268 3,490,712 368,506 197,987
Total trade and
other payables 5,203,551 4,615,954 368,506 197,987
Add: Amount due
to Directors
(Note 28) 124,426 110,991 121,915 108,415
Add: Loans and
borrowings (Note
24) 2,176,722 3,200,328 - -
Total financial
liabilities carried
at
amortised costs 7,504,699 7,927,273 490,421 306,402
(a) The Group's normal trade credit terms range from 30 to 90 days (2020: 30 to 90 days).
(b) Other payables are non-interest bearing. Other payables are
normally settled on an average terms of 60 days (20 20 : 60
days).
26. AMOUNT DUE TO DIRECTORS
Group Company
2021 2020 2021 2020
GBP GBP GBP GBP
Current
Dato' Hussian
@
Rizal bin A.
Rahman 65,126 31,691 62,615 29,115
Derrick Chia Kah
Wai 48,000 72,000 48,000 72,000
Seah Boon Chin 7,300 7,300 7,300 7,300
Azlinda Ezrina
binti Ariffin 4,000 - 4,000 -
Total amount due
to
Directors 124,426 110,991 121,915 108,415
These are unsecured, interest free and repayable on demand.
27. RECONCILIATION OF PROFIT BEFORE TAX TO CASH GENERATED FROM OPERATIONS
Group
2021 2020
GBP GBP
Cash flow from operating activities
Profit before tax 2,015,835 2,257,536
Adjustments for:
Amortisation of intangible assets 64,864 68,595
Amortisation of right-of-use assets 104,169 127,958
Bad debt written off 36,339 16,888
Deposit written off 8,683 -
Depreciation of property, plant and
equipment 243,980 149,028
Gain on disposal of subsidiary company - -
Gain on disposal of property, plant - -
and equipment
Loss on foreign exchange - unrealised - -
Impairment investment in associate - -
Impairment loss on goodwill 99,939 -
Interest expenses 115,620 206,541
Inventories written off 182 2,025
Interest income (12,867) (86,172)
Property, plant and equipment written - -
off
Share of profit in associated - -
Waiver of debts (99,025) -
Operating profit before working capital
changes 2,577,719 2,742,399
Group
2021 2020
GBP GBP
Decrease/(Increase) in inventories 499,324 (2,067,095)
(Increase)/Decrease in receivables (848,771) 2,180,259
(Increase)/Decrease in amount
due to Directors & Shareholder 13,435 3,164
Amount owing to/by related company - (76,488)
Increase/(Decrease) in payables 167,598 (1,559,177)
Cash generated from operations 2,409,305 1,223,062
Company
2021 2020
GBP GBP
Cash flow from operating activities
Loss before tax (147,272) (146,463)
Increase in trade and other receivable - (18)
Decrease in payables (2,000) (3,220)
Increase in amount due to Directors 13,500 3,218
Cash depleted in operations (135,772) (146,483)
28. RELATED PARTY TRANSACTIONS
At the Statement of Financial Position date, the Group owed the
Directors GBP124,426 (2020: GBP110,991), the Company owed the
Directors GBP121,915 (2020: GBP108,415), the Company owed
MobilityOne Sdn. Bhd. ("MobilityOne Malaysia") GBP367,605 (2020:
GBP195,087), the subsidiary companies of MobilityOne Malaysia owed
MobilityOne Malaysia GBP606,530 (2020: GBP650,689) and MobilityOne
Malaysia owed the subsidiary companies GBP969,611 (2020:
GBP982,789). The amounts owing to or from the subsidiary companies
and related parties are repayable on demand and are interest
free.
In 2021, MobilityOne Malaysia continued to rent an office in
Sabah, Malaysia from LMS Digital Sdn Bhd ("LMS") for RM2,500 (c.
GBP460) a month. Dato' Hussian @ Rizal bin A. Rahman is a director
and shareholder of LMS.
Since 27 December 2018, MBP Solutions Sdn Bhd (a subsidiary of
TFP Solutions Berhad ("TFP")) has been appointed as MobilityOne
Malaysia's agency/reseller. Dato' Hussian @ Rizal bin A. Rahman is
a director and shareholder of TFP.
29. ULTIMATE CONTROLLING PARTY
In the opinion of the Directors, as at 31 December 2021, the
ultimate controlling party in the Company is Dato's Hussain @ Rizal
bin A. Rahman by virtue of his shareholding.
30. CONTINGENT LIABILITIES
The Group has the following contingent liabilities:
Group
2021 2020
GBP GBP
Limited of guarantees
Corporate guarantee given to a licensed
bank by the Company
for credit facilities granted to
a subsidiary company 3,747,181 3,843,072
Amount utilised
Banker's guarantees in favour of
third parties 458,372 533,082
31. SHARE BASED PAYMEN TS
During the year ended 31 December 2021, the Company did not
grant any new share option to directors and employees of the Group.
A total of share options of 10,600,000 shares were granted in
2014.
The details of the share options granted in 2014 are shown
below:
Grant date 5 December
2014
Share price at grant date 1.5p
Exercise price 2.5p
Option life 10 years
Expiry date 4 December
2024
Up to 31 December 2021, share options of 2,000,000 shares had
lapsed due to resignation of employees and no options had been
exercised.
32. SIGNIFICANT EVENT
Outbreak of COVID-19 pandemic
During the financial year ended 31 December 2021, the world was
still impacted by the COVID-19 pandemic which resulted in various
measures taken across the world in order to reduce 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 reduce the spreading of COVID-19.
The Directors have assessed the overall impact of the COVID-19
pandemic on the Group'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 2021.
The Directors have prepared the financial results for the year
ended 31 December 2021 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 2021.
33. SUBSEQUENT EVENTS
On 10 February 2022, MobilityOne Sdn Bhd ("MobilityOne
Malaysia") entered into a tenancy agreement with LMS Digital Sdn
Bhd ("LMS") to occupy approximately 4,500 square feet of office
space at Wisma LMS, Kuala Lumpur, Malaysia for RM11,250 (c.
GBP2,000) a month. In additional, MobilityOne Malaysia entered into
several ordinary course commercial agreements with TFP Solutions
Berhad ("TFP") for the following products and services:
(i) to integrate eWallet/eMoney into TFP's services and white labelling the eWallet/eMoney;
(ii) to provide various value added services (including prepaid top-up and bill payment);
(iii) to provide online payment gateway;
(iv) to provide SMS blasting services;
(v) to provide payment terminals and online payment to accept
payment via credit/debit cards and eWallets; and
(vi) to use SAP Business One software licenses and services from
TFP.
Dato' Hussian @ Rizal bin A. Rahman is a director and
shareholder of LMS and TFP.
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END
FR BKFBBCBKDDAB
(END) Dow Jones Newswires
June 29, 2022 02:00 ET (06:00 GMT)
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