annual report 2 0 2 1 - waja

ANN

UAL R

EPOR

T 2021

ANNUALREPORT2 0 2 1

WAJA KO

NSO

RTIU

M BER

HAD

REG

ISTRATIO

N N

O.: 200301016513 (618933-D

)

Level 13A, ACE Tower, B02-B, Menara 3,No. 3, Jalan Bangsar, KL Eco City,

59200 Kuala Lumpur, Malaysia.Tel: +603 2636 9999Fax: +603 2636 3333

www.waja.my

OVERVIEW

02 Corporate Information03

FINANCIAL & OPERATION REVIEW

0712

15

COMMITMENT TO SUSTAINABILITY

28

TABLE OF CONTENTS

CORPORATE ACCOUNTABILITY

39

5559

6466

FINANCIAL STATEMENTS

68

OTHER INFORMATION

188190194197

-

WAJA KONSORTIUM BERHAD (formerly known as ConnectCounty Holdings Berhad)REGISTRATION NO.: 200301016513 (618933-D)2

INFORMATION

BOARD OF DIRECTORS

REGISTRATION NUMBER

REGISTERED OFFICE

BUSINESS OFFICE

STOCK EXCHANGE LISTING

PRINCIPAL BANKER

CORPORATE WEBSITE

COMPANY SECRETARY

AUDIT COMMITTEE

NOMINATION COMMITTEE

(Chairman)

REMUNERATION COMMITTEE

RISK MANAGEMENT COMMITTEE

(Chairman)

EMPLOYEES’ SHARE OPTION SCHEME COMMITTEE

(Chairman)

AUDITORS

Moore Stephens Associates PLT

SHARE REGISTRAR

ANNUAL REPORT

2 0 2 1 3ANNUAL REPORT

2 0 2 1 3

AND STRUCTURE

formerly known as ConnectCounty Holdings Berhad) (“WAJA” or “the Company

WAJAKONSORTIUMBERHAD


WDSB

WBT

ConnectCounty Holdings Berhad” to “Waja Konsortium Berhad” to

CTSB

USARCG

RCIRCS

ANNUAL REPORT

2 0 2 1 5

Smart Connected Devices

(“R&D

Rapid Conn Inc. (USA)

Rapid Conn (S) Pte. Ltd. (Singapore)

Waja Build Tech Sdn. Bhd.

100%

100%

100%

@51%

100%

Connect Tech Sdn. Bhd.

Waja Development Sdn. Bhd.

ICT Services

Rapid Conn Group(Interconnect Solutions)

General Construction Group

ANNUAL REPORT

2 0 2 1 7

DIRECTORS’ PROFILESMAJOR GENERAL DATO’ MAMAT ARIFFIN BIN ABDULLAH

Independent Non-Executive ChairmanMalaysian, Male, aged 73

(Redesignated w.e.f. 28 January 2022)

Working Experience and Occupation:

Time Committed:

ANNUAL REPORT

2 0 2 1 7


YEO WEE SUNExecutive Director

Malaysian, Male, aged 36

(Redesignated w.e.f. 1 September 2021)

Committee (Appointed w.e.f. 16 June 2021)


Time Committed:

8 WAJA KONSORTIUM BERHAD

ANNUAL REPORT

2 0 2 1 9

VIVEK A/L SASHEENDRANExecutive Director


(Redesignated to Executive Director w.e.f 1 September 2021)

(Appointed w.e.f. 1 September 2021)

(Appointed w.e.f. 16 June 2021)


Time Committed:

ANNUAL REPORT

2 0 2 1 9


THONG MEI MEIIndependent Non-Executive Director

Malaysian, Female, aged 54

(Redesignated w.e.f. 1 September 2021)


Time Committed:

WAJA KONSORTIUM BERHAD

ANNUAL REPORT

2 0 2 1 11ANNUAL REPORT

2 0 2 1 11

LEU KOK WAIIndependent Non-Executive Director



Time Committed:

NOTES:1. CONFLICT OF INTEREST

2. CONVICTIONS FOR OFFENCES AND PUBLIC SANCTION OR PENALTY IMPOSED BY THE RELEVANT REGULATORY BODIES DURING THE FINANCIAL YEAR ENDED 31 DECEMBER 2021


YEO WEE SUNExecutive Director

VIVEK A/L SASHEENDRANExecutive Director

ANG CHUANG JUAY

Singaporean, Male, aged 64

Working Experience:

ANNUAL REPORT

2 0 2 1 13

BALAJI RAGHUNATHANVice President, Group Engineering and Research & Development Vice President of Operations, RCI Indian National, USA Permanent Resident, Male, aged 46

Working Experience:

YEOH KUAN YEONGProject DirectorMalaysian, Male, aged 55

Working Experience:


LIM YEW CHAIGroup Financial ControllerMalaysian, Male, aged 51

Working Experience:

NOTES:

ANNUAL REPORT

2 0 2 1 15

AND ANALYSISBUSINESS OVERVIEW

We have changed name to “Waja Konsortium Berhad”

identity, we believe that the new name will serve and support the business identity for the long run

as a player in the construction industry.

Our Vision

Our Mission

➢

➢

➢

Core Values

WELCOMING

ABIDING

JUDICIOUS

AMBITIOUS

WDSB

WBT

CTSBICT


FINANCIAL OVERVIEW

Continuing Operations

GroupFYE 2020

FYEMalaysia

RM’000

China - discontinued

RM’000Singapore

RM’000USA

RM’000

GroupRevenue

RM’000

GroupGross

RM’000

WeightedAverage

RM:USD1

Gross

Margin%

2021*2020*2019*2018 200

Revenue

2018 2019* 2020* 2021*

200 31

FYE 2019

Group Revenue RM'000140,000

120,000 122,163

99,641

200

31 37,721

41,222

94,582 100,000

80,000

60,000

40,000

20,000

-

122,163 99,441

37,721 41,222 33,815

60,736

ANNUAL REPORT

2 0 2 1 17

2018 2019* 2020* 2021*

200 3

LBT

RCC

Discontinued Operations

Group Gross Profit (RM'000) & GP Margin ('%)25,000

20,000 18,415

11,467

7,501 8,497

8,057

15,000

10,000

5,000

-

25.0%

20.0%

15.0%

10.0%

5.0%

0.0%

18,415

15.1%

11.5%

19.9% 20.6%

8.5%

11,267

7,501 8,497

5,251

2,803


Financial Position and Liquidity


BUSINESS OPERATIONS REVIEW

WDSB”) on

WBT

CIDB

ANNUAL REPORT

2 0 2 1 19

FINANCIAL PERFORMANCE REVIEW

General Construction Group Financial Highlight

FYERevenue

RM’000 RM’000 % RM’0002021

GP



Interconnect BusinessRapid Conn Group


Vision and Mission

RCG

Interconnect Business - The Industry Landscape 2021

RAPID CONN INDUSTRY BREAKDOWN FOR FYE 2017-20212021* 2020* 2019* 2018 2017

Industries % % % % %

100% 100% 100% 100% 100%

ANNUAL REPORT

2 0 2 1 21

RCCRCP

FINANCIAL PERFORMANCE REVIEW

Interconnect Business Financial Highlight

FYERevenue

RM’000 RM’000 % RM’0002021*2020* (365)

Continuing Operations

Revenue

RCI

RAPID CONN GROUP BY INDUSTRIES (2021)

Connected Homes & Offices89.3%

Interactive Kiosks & Security0.4%White Goods

3.2%

Smart Connected Devices3.0%

Automotive2.2%

Others1.9%


Loss Before Tax

LBT

Discontinued Operations


ANNUAL REPORT

2 0 2 1 23

ICT ServicesInformation, Communication & Technology Services


BUSINESS STRATEGIES REVIEW

Sales and Marketing strategies


HDMI

Cost Reduction Strategies

ANNUAL REPORT

2 0 2 1 25

Risk and Mitigation Strategies


Outlook and Prospect

DIVIDEND POLICY

ANNUAL REPORT

2 0 2 1 27


STATEMENTINTRODUCTION

BoardESG

(“EES the Group

(“CSR

(“Bursa SecuritiesFYE 2021

SDGs

Figure: Sustainable Development Goals 2030 Colour Wheel

ECONOMIC ENVIRONMENT SOCIAL

ANNUAL REPORT

2 0 2 1 29

UNITED NATIONS SUSTAINABILITY DEVELOPMENT GOALS

Figure: Our contribution to the UN SDGs

SUSTAINABILITY PILLARS, MATERIAL SUSTAINABILITY MATTERS AND SDGS

Sustainability Pillars Material sustainability Matters

ECONOMIC

ENVIRONMENT

SOCIAL


Corporate Governance

Core Business Strategies


CIDB

ICT Services

ECONOMIC The Group is committed to pursue economic growth to meet long-term value for the stakeholders. We focus not only on the sustainable growth of the existing core business, but also explore new

ANNUAL REPORT

2 0 2 1 31

Interconnect Solutions

Product Innovation and Quality Management


ICT Services



Lesser Material Consumption, Wastage, Pollution and Energy Usage


AAC


Adherence to Laws, Regulations and Requirements


ENVIRONMENT The Group believes that it has a moral and social responsibility in contributing towards a greener environment. Thus, we are committed to identify, manage and minimise the environmental impact of its business operations and construction activities through the following actions

ANNUAL REPORT

2 0 2 1 33


CSRMS

EMS

Establishment of Environmental Management System




1. Training and Development

2. Workplace Diversity

SOCIAL Employee Management

The Group continues to invest in its employees amid constantly evolving information, technology and the latest regulatory requirements

Workforce in terms of Gender

Male

Female

38%

62%

ANNUAL REPORT

2 0 2 1 35

USA

3. Employees’ Well Being

Healthy and Safe Working Environment

Workforce in terms of Age

< 20 years

20-29 years

30-39 years

40-49 years

50-59 years

60 years and above

33%

0%

23%

18%10%

16%

Workforce in terms of Ethnicity

Malay

Chinese

Indian

Other46%

31%

15%

8%

ANNUAL REPORT

2 0 2 1 37

Community Welfare and Development

CONCLUSION

ANNUAL REPORT

2 0 2 1 39

INTRODUCTION

Board(“Company

FYE 2021Listing Requirements Bursa Securities

(“MCCG

Principle A - Board leadership and effectivenessPrinciple B - Effective audit and risk managementPrinciple C - Integrity in corporate reporting and meaningful relationships with stakeholders

CG Reportthe Group

PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS

Part I - Board Responsibilities

1.0 Board’s Leadership on Objectives and Goals

1.1 Board Roles and Responsibilities

Group

AC NC(“RC RMC

OVERVIEW STATEMENT


PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS

Part I - Board Responsibilities

1.0 Board’s Leadership on Objectives and Goals

1.2 Chairman of the Board

Chairman

ANNUAL REPORT

2 0 2 1 41

1.5 Access to Information and Advice

2.0 Demarcation of Responsibilities

2.1 Board Charter

3.0 Business Conduct

3.1 Code of Ethics and Conduct

the Code


3.2 Whistle Blowing Policy

3.3 Anti-Corruption Policy & Procedures

ACPP

3.4 Sustainability Governance

ANNUAL REPORT

2 0 2 1 43

Part II – Composition of the Board

4.0 Board’s Objectivity

4.1 Composition of the Board

Name Designation

(1)

(2)

Notes:(1) Mr. Vivek A/L Sasheendran was redesignated from an Independent Non-Executive Director to an Executive Director of

the Company on 1 September 2021.(2) Mr. Leu Kok Wai was appointed as an Independent Non-Executive Director of the Company on 28 January 2022.

4.2 Tenure of Independent Directors


4.3 Appointment of Board and Senior Management

4.4 Board Diversity and Senior Management Team

ANNUAL REPORT

2 0 2 1 45

4.5 NC

Name Designation(1)

(2)

Notes:(1) Mr. Leu Kok Wai was appointed as the Chairman of the NC on 28 January 2022. (2)

4.6 Board Appointment and Re-appointment Process

AGM”) of


4.7 Annual Assessment of Effectiveness of the Board and Board Committees as whole

4.8 Attendance of Board and Board Committees’ Meetings

Type of Meetings Board AC NC RC RMC

Name of Directors No. of Meetings Attended

4 of 4 4 of 4 1 of 1 1 of 1

4 of 4 2 of 23 of 4 3 of 4 1 of 1 1 of 1 1 of 2

(1) 4 of 4 3 of 3 1 of 1 1 of 1 1 of 1 (2)

Notes:(1) Mr. Vivek A/L Sasheendran was redesignated as an Executive Director of the Company on 1 September 2021. Following

thereto, he has ceased as a member of AC and NC as well as the Chairman of RC. (2) Mr. Leu Kok Wai was appointed as an Independent Non-Executive Director of the Company on 28 January 2022. Hence,

ANNUAL REPORT

2 0 2 1 47

4.9 Directors’ Trainings

Name of Director Trainings/seminars attended


5.0 Overall Board Effectiveness

5.1 Annual Assessments

No. Subject Matters Evaluation Mechanism

Part III – Remuneration

6.0 Level and Composition of Remuneration of Directors and Senior Management

6.1 Remuneration Policy

6.2 RC

ANNUAL REPORT

2 0 2 1 49

Name Designation

(1)

Note:(1) Mr. Leu Kok Wai was appointed as a member of the RC on 28 January 2022.

7.0 Remuneration of Directors and Senior Management

7.1 Remuneration of Directors

The Company

Name of Directors

Fees

Allo

wan

ce

Sala

ry

Bon

us

Kin

d

Oth

er

emol

umen

ts#

Tota

l

24.0

610.5160.936.0

(1) -(2) 8.0

TOTAL 100.0 40.0 632.0 - - 67.4 839.4


The Group

Name of Directors

Fees

Allo

wan

ce

Sala

ry

Bon

us

Kin

d

Oth

er

emol

umen

ts#

Tota

l

24.0

610.5160.936.0

(1) -(2) 1,226.0

TOTAL 186.8 40.0 1,727.8 - 7.1 95.7 2,057.4

Notes:(1) Mr. Leu Kok Wai was appointed as an Independent Non-Executive Director of the Company on 28 January 2022. (2) Mr. Ang Chuang Juay has resigned as the Executive Deputy Chairman of the Company on 1 September 2021.

7.2 Remuneration of Senior Management

Range of Remuneration No. of Senior Management11111

ANNUAL REPORT

2 0 2 1 51

PRINCIPLE B: EFFECTIVE AUDIT AND RISK MANAGEMENT

Part I – AC

8.0 Effective and Independent AC

8.1 Composition of AC

Name Designation

(1)

Note:(1) Mr. Leu Kok Wai was appointed as a member of the AC on 28 January 2022.

8.2 External Auditors


Part II – Risk Management and Internal Control Framework

9.0 Effective Risk Management and Internal Control Framework

9.1 Composition of RMC

Name Designation(1)

(2)

(3)

Notes:(1)

(2) Mr. Vivek A/L Sasheendran was appointed as a member of the RMC of the Company on 1 September 2021. (3) Following the resignation of Ang Chuang Juay as the Executive Deputy Chairman and the Chairman of the RMC of the

Company on 1 September 2021, he has been re-appointed as a member of the RMC on the same date.

9.2 Risk Management and Internal Control

ANNUAL REPORT

2 0 2 1 53

9.3 Internal Audit Function

Vaersa”)

IA Assessment Policy

PRINCIPLE C: INTEGRITY IN CORPORATE REPORTING AND MEANINGFUL RELATIONSHIP WITH STAKEHOLDERS

Part I – Engagement with Stakeholders

10.1 Continuous Communication with Stakeholders

10.2 Corporate Disclosure Policy


PRINCIPLE C: INTEGRITY IN CORPORATE REPORTING AND MEANINGFUL RELATIONSHIP WITH STAKEHOLDERS

Part II – Conduct of General Meetings

11.1 Conduct of General Meetings

th

18th

th

th

th

th

11.2 Engagement of the Board with the Shareholders

th

th

th

STATEMENT BY THE BOARD ON CG STATEMENT

ANNUAL REPORT

2 0 2 1 55

REPORTthe Board AC” or “Committee

the Group

Listing Requirements Bursa SecuritiesMCCG

COMPOSITION

Name Designation Directorate

(Appointed w.e.f. 28 January 2022)


MEETINGS AND ATTENDANCES

FYE 2021

Committee Members Attendance

(Appointed on 28 January 2022)

SUMMARY OF WORKS FOR THE FYE 2021

1. Overview of Financial Performance and Reporting

2. Oversight of External Auditors

ANNUAL REPORT

2 0 2 1 57

3. Oversight of Internal Audit Function

4. Oversight of Internal Control Matters

5. Review of Related Party Transactions

INTERNAL AUDIT FUNCTION


Principal Engagement Lead Director, Corporate Governance & Risk Management

Experiences

Number of resources

Name of Audited Company Audit Area/ Function Tabling of Internal Audit Report

ANNUAL REPORT

2 0 2 1 59

AND INTERNAL CONTROLthe Board SORMIC”

or “Statement GroupACE LR MCCG”)

THE BOARD’S ROLE AND RESPONSIBILITY

ERM

FYE 2021

THE CONTROL STRUCTURE

RMC

Name Designation Directorate (1) Chairman

(2)

(3)

Notes:-(1)

(2) Vivek A/L Sasheendran was appointed as a Member of the RMC on 1 September 2021. (3) Ang Chuang Juay has resigned as the Chairman of the RMC following his resignation as the Executive Deputy Chairman of the

Company on 1 September 2021. On the same day, he has re-appointed as a Member of the RMC.

AC


RISK MANAGEMENT

Purpose and Application

The Risk Management Process

THE COMPANY'S STRATEGIC OBJECTIVES

Risk Analysis Risk Iden a on Risk Des rip on Risk Es ma on

Risk Evaluation

RISK REPORTING Threats and Opportuni es

DECISION

RISK TREATMENT

RESIDUAL RISK REPORTING

MONITORING

RISK ASSESSMENT

FORMAL AUDIT

Mod

ifica

tion

ANNUAL REPORT

2 0 2 1 61

Risk Register


General Construction Interconnect Business

Periodic Review and Disclosure

On-going Assessment by the Board

KEY FEATURES OF INTERNAL CONTROL SYSTEM

Internal Control

provide reasonable assurance regarding the achievement of objectives relating to operations, reporting and compliance.”

ANNUAL REPORT

2 0 2 1 63

The Internal Audit

REVIEW OF THE STATEMENT BY EXTERNAL AUDITORS

AAPG

CONCLUSION


1. Utilisation of Proceeds

Placement Shares”) (“Private Placement

Status of utilisation

Proposed utilisedRM’000

Re-allocated Utilisation

RM’000

Amount utilisedRM’000

Balance

RM’000

Total 2,821.5 2,821.5 2,821.5

(1) Regional expansion and working capital expenses were re-allocated due to increased cost in Product development

2. Recurrent Related Party Transactions of a Revenue or Trading Nature

3. Audit and Non-Audit Services

Company Group

Audit services rendered

2021Non-audit services rendered

Total 76,120 173,157

4. Material Contracts Involving the Interests of the Directors, Chief Executive who is not a Director or Major Shareholder

INFORMATION

ANNUAL REPORT

2 0 2 1 65

Name ESOS Options Granted

ESOS Options Exercised

ESOS Options Outstanding

Eligible Directors

Employees of the Group

Total 268,822,243 - 268,822,243

Directors and Senior Management

Since commencement up to 31 December 2021


FOR PREPARING THE FINANCIAL STATEMENTSBoard

MFRSsIFRSs

FYE 2021

ANNUAL REPORT

2 0 2 1 67

68 WAJA KONSORTIUM BERHAD (formerly known as ConnectCounty Holdings Berhad)REGISTRATION NO.: 200301016513 (618933-D)

69 Directors’ Report

75 Statement by Directors

75 Statutory Declaration

76 Independent Auditors’ Report to the Members

84

86 Statements of Financial Position

88 Consolidated Statement of Changes in Equity

90 Company Statement of Changes in Equity

92 Statements of Cash Flows

100 Notes to the Financial Statements

FINANCIALSTATEMENTS

69ANNUAL REPORT

2 0 2 1

The Directors hereby submit their report and the audited financial statements of the Group and of the Company for the financial year ended 31 December 2021. CHANGE OF NAME On 15 June 2021, the Company via Extraordinary General Meeting has obtained approval from shareholders to change its name from ConnectCounty Holdings Berhad to Waja Konsortium Berhad. Consequently, the Company had changed its name to Waja Konsortium Berhad on 28 July 2021. PRINCIPAL ACTIVITIES The principal activity of the Company is an investment holding company. The principal activities of its subsidiaries are set out in Note 13 to the financial statements. There have been no significant changes in the nature of these activities of the Group and of the Company during the financial year other than the completion of disposal of the Group’s China operations, the results of the disposal is disclosed in Note 9 to the financial statements. RESULTS

DIVIDENDS No dividend has been paid or declared by the Company since the end of the previous financial year. The Company is not in a position to pay or declare dividends for the current financial year. RESERVES AND PROVISIONS There were no material transfers to or from reserves or provisions during the financial year other than as disclosed in the financial statements.

Group CompanyRM RM

- Continuing operations (17,033,237) (10,080,056) - Discontinued operations (6,716,036) -

Loss for the financial year, net of tax (23,749,273) (10,080,056)

Attributable to:Owners of the Company (24,557,630) (10,080,056) Non-controlling interests 808,357 -

(23,749,273) (10,080,056)

DIRECTORS’ REPORT


ISSUANCE OF SHARES AND DEBENTURES During the financial year, the Company increased its issued and paid-up ordinary share capital from 636,163,245 shares to 896,074,148 shares by way of issuance of: (i) 195,862,172 new ordinary shares pursuant to conversion of 195,862,172 Irredeemable

Convertible Preference Share (“ICPS”) on the basis of 1 ICPS for 1 ordinary share;

(ii) 766,429 new ordinary shares pursuant to conversion of 3,065,718 ICPS on the basis of 4 ICPS for 1 ordinary share;

(iii) 36,913,170 new ordinary shares at the issue price of RM0.10 pursuant to exercise of

36,913,170 warrants 2011/2021 (Warrants-A); and (iv) 26,369,132 new ordinary shares at the issue price of RM0.10 pursuant to exercise of

26,369,132 warrants 2016/2021 (Warrants-B). The new shares issued rank pari passu with the existing ordinary shares. The Company has not issued any debentures during the financial year. OPTIONS GRANTED OVER UNISSUED SHARES AND EMPLOYEES’ SHARE OPTION SCHEME (“ESOS”) No options were granted to any person to take up unissued shares of the Company during the financial year other than the issue of options to Employee’s Share Option Scheme (“ESOS”) subsequent to the financial year end. At an Extraordinary General Meeting held on 15 June 2021, the Company’s shareholders approved the establishment of an ESOS for eligible Directors who meet the criteria of eligibility for participation. Subsequent to current financial year, the Company announced and granted 268,822,843 shares under the ESOS to eligible Directors of the Company at an exercise price of RM0.1106 per share on 25 February 2022. The ESOS is governed by the By-Laws and is administered by the ESOS Committee which is appointed by the Board of Directors, in accordance with the By-Laws. DETACHABLE WARRANTS Warrants 2011/2021 (“Warrants-A”) The Warrants-A represent detachable warrants which are constituted under Deed Poll dated 24 June 2011. The Warrants-A were issued by the Company pursuant to the Rights Issue with Warrant Exercise on the basis of three (3) warrants for every four (4) ordinary shares at the exercise price of RM0.10 per ordinary share of the Company. During the financial year ended, there were 36,913,170 Warrants-A have been converted into ordinary shares and the balance of 9,909,918 unexercised Warrants-A expired on 17 September 2021. Warrants 2016/2021 (“Warrants-B”) The Warrants-B represent detachable warrants which are constituted under the Deed Poll dated 25 April 2016.

DIRECTORS’ REPORT (cont’d)

71ANNUAL REPORT

2 0 2 1

DETACHABLE WARRANTS (cont’d) Warrants 2016/2021 (“Warrants-B”) (cont’d) The Warrants-B were issued by the Company pursuant to the Rights Issue with Warrant Exercise on the basis of one (1) warrant for every fifteen (15) Irredeemable Convertible Preference Shares (“ICPS”) on 17 May 2016. During the financial year ended, there were 26,369,132 Warrants-B have been converted into ordinary shares and the balance of 1,792,302 unexercised Warrants-B expired on 4 June 2021. Further information is disclosed in Note 25(b) to the financial statements. DIRECTORS OF THE COMPANY The Directors in office during the financial year to the date of this report are: Thong Mei Mei Major General Dato’ Mamat Ariffin Bin Abdullah Vivek A/L Sasheendran* Yeo Wee Sun* Leu Kok Wai (Appointed on 28 January 2022) Ang Chuang Juay* (Resigned on 1 September 2021) *Directors of the Company and certain subsidiaries. DIRECTORS OF THE SUBSIDIARIES The following Directors of the subsidiaries (excluding Directors who are also Directors of the Company) in office during of the financial year to the date of this report are: Ang Chuang Juay Balaji Raghunathan Mei Molitor Chang Choon Ming Goh Mee Chin Lim Yew Chai Tan HuaRong * Lim Wee Kong * Mok Shiaw Hang (Resigned on 12 March 2021) *Ceased to be the Directors of subsidiaries with effect of the disposal on 5 February 2021. DIRECTORS’ INTERESTS According to the register of Directors’ shareholdings, none of the Directors in office at the end of the financial year held any shares in or debentures of the Company and its related corporations.



DIRECTORS’ REMUNERATION AND BENEFITS The amounts of fees and other benefits paid to or receivable by the Directors or past Directors of the Company and the estimated money value of any other benefits received or receivable by them otherwise than in cash from the Company and its subsidiaries for their services to the Company and its subsidiaries were as follows:

Since the end of the previous financial year, no Director of the Company has received nor become entitled to receive any benefit (other than Directors’ emoluments received or due and receivable as disclosed in Note 7 to the financial statements) by reason of a contract made by the Company or a related corporation with any Director or with a firm of which the Director is a member, or with a company in which the Director has a substantial financial interest, other than as disclosed in Note 34 to the financial statements. There were no arrangements during or at the end of the financial year which had the object of enabling Directors of the Company to acquire benefits by means of the acquisition of shares in or debentures of the Company or any other body corporate. OTHER STATUTORY INFORMATION (a) Before the financial statements of the Group and of the Company were made out, the Directors

took reasonable steps:

(i) to ascertain that proper action had been taken in relation to the writing off of bad debts and the making of provision for doubtful debts and satisfied themselves that there were no known bad debts and that adequate provision had been made for doubtful debts; and

(ii) to ensure that any current assets which were unlikely to be realised in the ordinary

course of business including their values as shown in the accounting records of the Group and of the Company have been written down to an amount which they might be expected so to realise.

(b) At the date of this report, the Directors are not aware of any circumstances:

(i) which would necessitate the writing off bad debts or render the amount of the provision for doubtful debts inadequate to any substantial extent;

(ii) which would render the values attributed to current assets in the financial statements

of the Group and of the Company misleading; (iii) which have arisen which render adherence to the existing method of valuation of

assets or liabilities of the Group and of the Company misleading or inappropriate; or

Company SubsidiariesRM RM

Salaries and other emoluments 672,000 1,095,822 Fees 100,000 86,815 Defined contribution plan 66,240 28,304 Social security contributions 1,231 - Benefits-in-kind - 7,139

839,471 1,218,080


73ANNUAL REPORT

2 0 2 1

OTHER STATUTORY INFORMATION (cont’d)

(b) At the date of this report, the Directors are not aware of any circumstances: (cont’d) (iv) not otherwise dealt with in the report or financial statements which would render any

amount stated in the financial statements misleading. (c) At the date of this report, there does not exist:

(i) any charge on the assets of the Group and of the Company which has arisen since the end of the financial year which secures the liabilities of any other person; or

(ii) any contingent liability of the Group and of the Company which has arisen since the

end of the financial year. (d) In the opinion of the Directors:

(i) no contingent or other liability has become enforceable, or likely to become enforceable, within the period of twelve months after the end of the financial year, which will or may affect the ability of the Group and of the Company to meet their obligations as and when they fall due;

(ii) the results of the operations of the Group and of the Company during the financial

year have not been substantially affected by any item, transaction or event of a material and unusual nature; and

(iii) no item, transaction or event of a material and unusual nature has arisen in the interval

between the end of the financial year and the date of this report which is likely to affect substantially the results of the operations of the Group and of the Company for the financial year in which this report is made.

(e) The total amount paid to or receivable by the auditors as remuneration for their services as

auditors for the financial year from the Company and its subsidiaries is disclosed in Note 7 to the financial statements.

(f) There was no amount paid to or receivable by any third party in respect of the services provided to the Company or any of its subsidiaries by any Director or past Director of the Company.

(g) There was no indemnity given to or insurance effected for any Director, officer or auditor of the Company and its subsidiaries.

SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR The details of significant events during the financial year are disclosed in Note 41 to the financial statements. SUBSEQUENT EVENTS The details of subsequent events are disclosed in Note 42 to the financial statements.



AUDITORS The auditors, Moore Stephens Associates PLT, have expressed their willingness to continue in office. Approved and signed on behalf of the Board in accordance with a resolution of the Directors dated 20 April 2022.

YEO WEE SUN THONG MEI MEI


75ANNUAL REPORT

2 0 2 1

We, the undersigned, being two of the Directors of the Company, do hereby state that, in the opinion of the Directors, the accompanying financial statements set out on pages 84 to 187 are drawn up in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the Companies Act 2016 in Malaysia so as to give a true and fair view of the financial position of the Group and of the Company as at 31 December 2021 and of their financial performance and the cash flows for the financial year then ended.

Approved and signed on behalf of the Board in accordance with a resolution of the Directors dated 20 April 2022.

YEO WEE SUN THONG MEI MEI

STATUTORY DECLARATIONPursuant to Section 251(1) of the Companies Act 2016

I, Lim Yew Chai, (MIA No.: 17364), being the officer primarily responsible for the financial management of the Company, do solemnly and sincerely declare that the financial statements as set out on pages84 to 187 are to the best of my knowledge and belief, correct and I make this solemn declaration conscientiously believing the same to be true and by virtue of the provisions of the Statutory Declarations Act, 1960.

Subscribed and solemnly declared by theabovenamed atKuala Lumpur in the Federal Territory on 20 April 2022

LIM YEW CHAIBefore me,

TAN KIM CHOOI Commissioner for Oaths

Kuala Lumpur, Malaysia

STATEMENT BY DIRECTORSPURSUANT TO SECTION 251(2) OF THE COMPANIES ACT 2016

STATUTORY DECLARATIONPURSUANT TO SECTION 251(1) OF THE COMPANIES ACT 2016


Report on the Audit of the Financial Statements Opinion We have audited the financial statements of Waja Konsortium Berhad (formerly known as ConnectCounty Holdings Berhad), which comprise the statements of financial position as at 31 December 2021 of the Group and of the Company, and the statements of profit or loss and other comprehensive income, statements of changes in equity and statements of cash flows of the Group and of the Company for the financial year then ended, and notes to the financial statements, including a summary of significant accounting policies, as set out on pages 84 to 187. In our opinion, the accompanying financial statements give a true and fair view of the financial position of the Group and of the Company as at 31 December 2021, and of their financial performance and their cash flows for the financial year then ended in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act 2016 in Malaysia. Basis for Opinion We conducted our audit in accordance with approved standards on auditing in Malaysia and International Standards on Auditing. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Independence and Other Ethical Responsibilities We are independent of the Company in accordance with the By-Laws (on Professional Ethics, Conduct and Practice) of the Malaysian Institute of Accountants (“By-Laws”) and the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (including International Independence Standards) (“IESBA Code”), and we have fulfilled our other ethical responsibilities in accordance with the By-Laws and IESBA Code. Key Audit Matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the Group and of the Company for the current year. These matters were addressed in the context of our audit of the financial statements of the Group and of the Company as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF WAJA KONSORTIUM BERHAD(Formerly known as ConnectCounty Holdings Berhad) (Incorporated in Malaysia)

77ANNUAL REPORT

2 0 2 1

Key Audit Matters (cont’d) Going Concern Consideration 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 statements is appropriate. Our evaluation of the Directors’ assessment of the Group’s and the Company’s ability to continue to adopt the going concern basis of accounting are detailed below. We considered going concern to be a key audit matter at the planning stage of our audit because the Group incurred a net loss of RM23,749,273 with negative operating cash flows of RM16,331,823 for the financial year ended 31 December 2021. The Group’s net loss was mainly attributed by the following: A net loss of RM10,134,220 from interconnect solutions segments business after adjusting

certain impairment losses and write offs of RM8,855,759 in aggregate of plant and equipment and prepayments as set out in Notes 7(b) and 11(b) to the financial statements;

A loss on sale of discontinued operations amounted to RM6,397,231 resulting from the Group’s completion of the disposal of its China operations; and

An impairment loss of RM5,821,075 on amount due from a former subsidiary, being part of the China operations disposed.

The Group’s net losses, which were primarily contributed by the above non-recurring expenses, was mitigated by the Group’s construction segment registered a profit after tax of RM1,532,177. In undertaking their assessment of going concern for the Group, the Directors have considered the liquidity position of the Group taking into account the Group’s operating cash flows generated from operations, cash requirements and funding sources available to meet its obligations over the next twelve (12) months from the date of authorised these financial statements. The Group does not have external borrowings except for finance lease liabilities. Accordingly, the Directors are of the opinion that the Group will have sufficient resources to continue for a period of at least 12 months from the date of authorised these financial statements. The assessment on the Group’s ability to continue as going concern was an area of focus as the assessment requires the exercise of significant judgement by the Directors on the assumptions supporting the cash flows forecast from construction activities and the available of liquid cash for operational use. These are fundamental to the appropriateness of the going concern basis which was adopted for the preparation of the financial statements. Our audit performed and responses thereon In addressing the matters above, we have performed the following audit procedures to assess the going concern consideration: - Discussed with management to understand their business plans, including future action to source

funds, and their cash requirements;

INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF WAJA KONSORTIUM BERHAD

(Formerly known as ConnectCounty Holdings Berhad) (cont’d)(Incorporated in Malaysia)


Key Audit Matters (cont’d) Going Concern Consideration (cont’d)

Our audit performed and responses thereon (cont’d) In addressing the matters above, we have performed the following audit procedures to assess the going concern consideration: - (cont’d) Reviewed and analysed the cash flows forecast for next 12 months to assess the Group’s ability

to meet its obligations and its working capital requirements; Evaluated and challenged the appropriateness and reasonableness of the assumptions applied

to key inputs such as gross profit margin, expected operation costs applied, which included these inputs with externally derived data as well as our assessment based on our knowledge of the client and the industry, taking into consideration the current, future market economic conditions and impact of COVID-19 pandemic has on operations;

Tested the mathematical accuracy of the cash flows forecast calculations; and

Performed sensitivity analysis for a range of reasonably possible scenarios.

Revenue Recognition for Construction Contracts During the financial year, the Group has commenced its construction activities of which the Group has generated construction contract revenue amounted to RM60,735,527 during the financial year ended 31 December 2021, representing approximately 63% of the Group’s revenue with the corresponding construction contract costs amounted to RM57,932,136 representing approximately 65% of the Group’s cost of sales. This revenue which is recognised over the period of the contracts requires management to exercise significant judgements in determining the performance obligations as stated in the contracts with customers. The determination of the percentage of completion requires exercise of significant judgement in estimating the total contract revenue and total construction costs for each of the projects. The Directors consider the reasonableness and the completeness of the estimates, including the Group’s obligations to contract variations, claim and cost contingencies. There is a risk that the estimated revenue, cost or margins may be significantly different from actuals, resulting in material variance in amount of revenue and/or profit recognised in the current financial year.

INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF WAJA KONSORTIUM BERHAD(Formerly known as ConnectCounty Holdings Berhad) (cont’d)(Incorporated in Malaysia)

79ANNUAL REPORT

2 0 2 1

Key Audit Matters (cont’d) Revenue Recognition for Construction Contracts (cont’d) Our audit performed and responses thereon In addressing the matters above, we have performed the following audit procedures to assess the revenue recognition: - We obtained understanding of the revenue recognition process and tested the operating

effectiveness of the Group’s internal controls relating to approvals of construction costs, budgets, authorisation and recognition of revenue and cost;

We assessed the reasonableness of management’s key assumptions used in deriving at the

estimates for total construction costs for each of these projects, where possible, examining documentary evidence such as letters of award issued and variation orders;

We assessed the contract revenue against the agreed construction contracts;

We recomputed the percentage of completion or changes in estimates;

We tested on sample basis, actual cost incurred to relevant documents such as contractors’

claim certificates or suppliers’ invoices; We evaluated whether the Group is liable for liquidated ascertained damages by reading the

contractual delivery dates of the signed agreements against the Group’s estimated delivery dates and progress reports; and

We performed site-visits on on-going project to arrive at an overall assessment towards stage

of completion. Impairment Assessment on Plant and Equipment and Prepayment As at 31 December 2021, as shown in Note 11 to the financial statements, the Group recognised an impairment loss on its plant and equipment of RM4,618,586 for the current financial year ended 31 December 2021. In addition, the Group has also written off and recognised an impairment loss on prepayments for the tooling and mouldings amounting to RM2,244,149 and RM1,993,024 respectively during the current financial year ended 31 December 2021 as disclosed in Note 7(b) and Note 21(a) to the financial statements. The Group’s Interconnect Solutions operating segment was adversely affected by the COVID-19 pandemic with an unfavourable future market economic outlook led to the Group’s decision to halt the earlier business expansion plan to venture into new products. This had resulted in multiple indications that the carrying amounts of plant and equipment and prepayments for tooling and mouldings may be impaired. Accordingly, the Group estimated the recoverable amount of the Interconnect Solutions operating segment based on value-in-use (“VIU”) calculation using cash flows projections derived from the most recent financial forecast and projections approved by the Directors covering a three-year period.




Key Audit Matters (cont’d) Impairment Assessment on Plant and Equipment and Prepayment (cont’d) We have identified the recoverability of plant and equipment and prepayments for tooling and mouldings as a key audit matter as assessment of recoverable amounts involves significant management judgements in estimating the underlying assumptions to be applied in the discounted cash flows projections of the VIU calculation, amongst other considerations. The recoverable amounts of the Group’s plant and equipment and prepayments are highly sensitive to key assumptions applied in respect of revenue growth, gross margin and the pre-tax discount rate used in the cash flows projections as well as considering the impact of the COVID-19 pandemic. A small change in the assumptions can have a significant impact on the estimation of the recoverable amounts. Our audit performed and responses thereon In addressing the matters above, we have performed the following audit procedures: - Evaluated and challenged the appropriateness and reasonableness of the assumptions applied

to key inputs which included comparing these inputs against past trends of actual results, taking into consideration the current, future market economic conditions and impact of COVID-19 pandemic on operations;

Tested the mathematical accuracy of the cash flows forecast and projections calculations; and

Performed sensitivity analysis around the key inputs that are expected to be the most sensitive

to the recoverable amount. Information Other Than the Financial Statements and Auditors’ Report Thereon The Directors of the Company are responsible for the other information. The other information comprises the information included in the Annual Report, but does not include the financial statements of the Group and of the Company and our auditors’ report thereon. Our opinion on the financial statements of the Group and of the Company does not cover the Annual Report and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements of the Group and of the Company, our responsibility is to read the Annual Report and, in doing so, consider whether the Annual Report is materially inconsistent with the financial statements of the Group and of the Company or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this Annual Report, we are required to report that fact. We have nothing to report in this regard.


81ANNUAL REPORT

2 0 2 1

Responsibilities of the Directors for the Financial Statements The Directors of the Company are responsible for the preparation of financial statements of the Group and of the Company that give a true and fair view in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards, and the requirements of the Companies Act 2016 in Malaysia. The Directors are also responsible for such internal control as the Directors determine is necessary to enable the preparation of financial statements of the Group and of the Company that are free from material misstatement, whether due to fraud or error. In preparing the financial statements of the Group and of the Company, the Directors are responsible for assessing the Group’s and the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Group or the Company or to cease operations, or have no realistic alternative but to do so. Auditors’ Responsibilities for the Audit of the Financial Statements Our objectives are to obtain reasonable assurance about whether the financial statements of the Group and of the Company as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ 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 approved standards on auditing in Malaysia and International Standards on Auditing 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. As part of an audit in accordance with approved standards of auditing in Malaysia and International Standards on Auditing, we exercise professional judgement and maintain professional scepticism throughout the audit. We also: (a) Identify and assess the risks of material misstatement of the financial statements of the Group

and of the Company, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

(b) Obtain an understanding of internal control relevant to the audit in order to design audit

procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s and the Company’s internal control.




Auditors’ Responsibilities for the Audit of the Financial Statements (cont’d) As part of an audit in accordance with approved standards of auditing in Malaysia and International Standards on Auditing, we exercise professional judgement and maintain professional scepticism throughout the audit. We also: (cont’d) (c) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting

estimates and related disclosures made by the Directors. (d) Conclude on the appropriateness of the Directors’ use of the going concern basis of accounting

and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s or the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the financial statements of the Group and of the Company or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group or the Company to cease to continue as going concerns.

(e) Evaluate the overall presentation, structure and content of the financial statements of the Group

and of the Company, including the disclosures, and whether the financial statements of the Group and of the Company represent the underlying transactions and events in a manner that achieves fair presentation.

(f) Obtain sufficient appropriate audit evidence regarding the financial information of the entities or

business activities within the Group to express an opinion on the financial statements of the Group. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with the Directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide the Directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with the Directors, we determine those matters that were of most significance in the audit of the financial statements of the Group and of the Company for the current year and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.


83ANNUAL REPORT

2 0 2 1

Report on Other Legal and Regulatory Requirements In accordance with the requirements of the Companies Act 2016 in Malaysia, we report that the subsidiary of which we have not acted as auditors, is disclosed in Note 13 to the financial statements. Other Matter This report is made solely to the members of the Company, as a body, in accordance with Section 266 of the Companies Act 2016 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of this report. MOORE STEPHENS ASSOCIATES PLT TAN KEI HUI 201304000972 (LLP0000963-LCA) 03429/04/2023 J Chartered Accountants (AF002096) Chartered Accountant Petaling Jaya, Selangor Date: 20 April 2022




2021 2020 2021 2020Note RM RM RM RM

Continuing operationsRevenue 4 94,581,983 41,221,619 - - Cost of sales 5 (86,524,709) (32,725,043) - -

Gross profit 8,057,274 8,496,576 - -

Other income 2,641,464 1,799,521 914,481 416,154 Administration expenses (9,466,789) (10,444,649) (4,041,901) (3,660,438) Selling and distribution expenses (2,905,605) (3,213,233) - - Other expenses (14,676,834) (305,190) (6,921,218) (17,290,601) Finance costs 6 (180,607) (351,514) (31,418) (123,555)

Loss before tax 7 (16,531,097) (4,018,489) (10,080,056) (20,658,440) Tax expense 8 (502,140) (319,794) - (2,582) Loss for the financial year from continuing operations (17,033,237) (4,338,283) (10,080,056) (20,661,022)

Discontinued operations(Loss)/Profit for the financial year from discontinued operations, net of tax 9 (6,716,036) 616,978 - -

Loss for the financial year (23,749,273) (3,721,305) (10,080,056) (20,661,022)

Other comprehensive income, net of taxItem that are or may be reclassified subsequently to profit or lossForeign currency translation differences on: - continuing operations (198,935) (188,635) - - - discontinued operations 9 1,071,576 (208,826) - - Other comprehensive income for the financial year, net of tax 872,641 (397,461) - -

Total comprehensive income for the financial year, net of tax (22,876,632) (4,118,766) (10,080,056) (20,661,022)

Group Company

STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOMEFOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2021

85ANNUAL REPORT

2 0 2 1

The annexed notes form an integral part of, and should be read in conjunction with, these financial statements.

2021 2020 2021 2020Note RM RM RM RM

Loss attributable to:Owners of the Company - from continuing operations (17,841,594) (4,334,281) (10,080,056) (20,661,022) - from discontinued operations (6,716,036) 620,052 - -

(24,557,630) (3,714,229) (10,080,056) (20,661,022)

Non-controlling interests - from continuing operations 808,357 (4,002) - - - from discontinued operations - (3,074) - -

808,357 (7,076) - -

(23,749,273) (3,721,305) (10,080,056) (20,661,022)

Total comprehensive income attributable to:Owners of the Company - from continuing operations (18,040,529) (4,522,916) (10,080,056) (20,661,022) - from discontinued operations (5,644,460) 407,438 - -

(23,684,989) (4,115,478) (10,080,056) (20,661,022)

Non-controlling interests - from continuing operations 808,357 (4,002) - - - from discontinued operations - 714 - -

808,357 (3,288) - -

(22,876,632) (4,118,766) (10,080,056) (20,661,022)

(Loss)/Earnings per ordinary shares attributable to Owners of the Company 10Basic (loss)/earnings per ordinary share (sen) - from continuing operations (2.15) (1.01) - from discontinued operations (0.81) 0.14

(2.96) (0.87)

Diluted (loss)/earnings per ordinary share (sen) - from continuing operations - (0.67) - from discontinued operations - 0.10

- (0.57)

CompanyGroup

STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2021 (cont’d)


2021 2020 2021 2020Note RM RM RM RM

ASSETSNon-current assetsPlant and equipment 11 1,142,990 1,159,354 34,749 9,740 Right-of-use ("ROU") assets 12 2,847,212 3,983,853 1,091,871 946,556 Investments in subsidiaries 13 - - 3,884,098 5,113,101 Investment in an associate 14 - - - - Deferred tax assets 15 - 403,244 - 294,636 Other investments 16 333,900 - - -

4,324,102 5,546,451 5,010,718 6,364,033

Current assetsInventories 17 4,959,586 5,575,933 - - Contract assets 18 5,711,413 - - - Contract costs 19 972,100 - - - Trade receivables 20 35,496,400 4,534,882 - - Other receivables 21 1,452,084 8,726,985 71,441 48,238 Tax recoverable 162,474 - - - Amounts due from subsidiaries 22 - - 22,370,029 5,107,699 Short term investments 23 4,823,784 5,028,655 4,642,562 5,028,655 Deposits, cash and bank balances 24 14,348,423 15,954,965 665,989 5,782,131

67,926,264 39,821,420 27,750,021 15,966,723 Assets of disposal group classified as held for sale 9 - 20,565,822 - -

67,926,264 60,387,242 27,750,021 15,966,723

TOTAL ASSETS 72,250,366 65,933,693 32,760,739 22,330,756

EQUITY AND LIABILITIESEquity Share capital 25 90,893,274 63,200,934 90,893,274 63,200,934 Irredeemable convertible preference shares ("ICPS") 26 - 3,895,597 - 3,895,597 Reserves 27 139,947 1,238,606 (1,079,900) 891,400 Accumulated losses (50,256,436) (23,787,223) (58,136,621) (48,182,026) Equity attributable to Owners of the Company 40,776,785 44,547,914 31,676,753 19,805,905 Non-controlling interests ("NCI") 1,175,857 (2,037,043) - -

TOTAL EQUITY 41,952,642 42,510,871 31,676,753 19,805,905

Group Company

STATEMENTS OFFINANCIAL POSITIONAS AT 31 DECEMBER 2021

87ANNUAL REPORT

2 0 2 1


2021 2020 2021 2020Note RM RM RM RM

Non-current liabilitiesTerm loan (unsecured) 28 - 98,982 - - Lease liabilities 29 1,032,520 2,277,035 474,791 483,905 Irredeemable convertible preference shares ("ICPS") 26 - 1,227,647 - 1,227,647

1,032,520 3,603,664 474,791 1,711,552

Current liabilitiesTerm loan (unsecured) 28 - 483,219 - - Lease liabilities 29 1,768,206 1,753,440 353,182 251,986 Contract liabilities 18 245,000 - - - Trade payables 30 21,435,392 2,917,579 - - Other payables 31 4,274,431 4,313,858 256,013 561,313 Amount due to a former subsidiary 32 1,125,570 - - - Amount due to a related party 33 295,093 - - - Tax payable 121,512 8,045 - -

29,265,204 9,476,141 609,195 813,299 Liabilities of disposal group classified as held for sale 9 - 10,343,017 - -

29,265,204 19,819,158 609,195 813,299

TOTAL LIABILITIES 30,297,724 23,422,822 1,083,986 2,524,851

TOTAL EQUITY AND LIABILITIES 72,250,366 65,933,693 32,760,739 22,330,756

Group Company

STATEMENTS OF FINANCIAL POSITIONAS AT 31 DECEMBER 2021 (cont’d)


Fore

ign

Res

erve

of

Cur

renc

yD

ispo

sal

Non

-IC

PS –

Equ

ityW

arra

nts

Fair

Valu

eTr

ansl

atio

nG

roup

Hel

dAc

cum

ulat

edC

ontr

ollin

gSh

are

Cap

ital

Com

pone

ntR

eser

veR

eser

veR

eser

vefo

r Sa

leLo

sses

Tota

lIn

tere

sts

Tota

l Equ

ityN

ote

RM

RM

RM

RM

RM

RM

RM

RM

RM

RM

At 1

Jan

uary

202

163

,200

,934

3,89

5,59

7

1,

971,

300

(1,0

79,9

00)

1,41

8,78

2

(1

,071

,576

)

(2

3,78

7,22

3)

44,5

47,9

14

(2

,037

,043

)

42

,510

,871

Loss

for t

he fi

nanc

ial y

ear

-

-

-

-

-

-

(24,

557,

630)

(2

4,55

7,63

0)

808,

357

(2

3,74

9,27

3)

Oth

er c

ompr

ehen

sive

inco

me,

net

of

ta

x:Fo

reig

n cu

rren

cy tr

ansl

atio

n di

ffere

nces

for

fore

ign

oper

atio

ns-

-

-

-

(1

98,9

35)

1,

071,

576

-

872,

641

-

87

2,64

1

Tota

l oth

er c

ompr

ehen

sive

inco

me,

net o

f tax

-

-

-

-

(198

,935

)

1,07

1,57

6

-

87

2,64

1

-

872,

641

To

tal c

ompr

ehen

sive

inco

me,

net

of

ta

x -

-

-

-

(1

98,9

35)

1,

071,

576

(24,

557,

630)

(2

3,68

4,98

9)

808,

357

(2

2,87

6,63

2)

Tran

sact

ions

with

Ow

ners

of t

he

Com

pany

Issu

ance

of o

rdin

ary

shar

es p

ersu

ant t

o -

Con

vers

ion

of IC

PS25

& 2

619

,518

,271

(3,6

00,9

61)

-

-

-

-

-

15,9

17,3

10

-

15

,917

,310

- C

onve

rsio

n of

War

rant

s-A

253,

691,

317

-

-

-

-

-

-

3,69

1,31

7

-

3,

691,

317

- C

onve

rsio

n of

War

rant

s-B

25 &

27(

d)4,

482,

752

-

(1,8

45,8

39)

-

-

-

-

2,63

6,91

3

-

2,

636,

913

Laps

e of

War

rant

s-B

27-

-

(1

25,4

61)

-

-

-

12

5,46

1

-

-

-

Effe

cts

on d

efer

red

tax

asse

t on

co

nver

sion

of I

CPS

26-

(2

94,6

36)

-

-

-

-

-

(2

94,6

36)

-

(2

94,6

36)

In

crea

se in

sta

ke in

a s

ubsi

diar

y-

-

-

-

-

-

(2

,037

,044

)

(2

,037

,044

)

2,

037,

043

(1)

Subs

crip

tion

of o

rdin

ary

shar

es b

y NC

I13

(b)

-

-

-

-

-

-

-

-

367,

500

36

7,50

0

Tota

l tra

nsac

tions

with

Ow

ners

of t

he C

ompa

ny27

,692

,340

(3,8

95,5

97)

(1,9

71,3

00)

-

-

-

(1,9

11,5

83)

19,9

13,8

60

2,

404,

543

22,3

18,4

03

At 3

1 D

ecem

ber

2021

90,8

93,2

74

-

-

(1

,079

,900

)

1,

219,

847

-

(50,

256,

436)

40

,776

,785

1,17

5,85

7

41

,952

,642

Attr

ibut

able

to O

wne

rs o

f the

Com

pany

Non

-dis

trib

utab

leCONSOLIDATED STATEMENT OFCHANGES IN EQUITYFOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2021

89ANNUAL REPORT

2 0 2 1

Fore

ign

Res

erve

of

ICPS

–C

urre

ncy

Dis

posa

lN

on-

Shar

eEq

uity

War

rant

sFa

ir Va

lue

Tran

slat

ion

Gro

up H

eld

Accu

mul

ated

Con

trol

ling

Cap

ital

Com

pone

ntR

eser

veR

eser

veR

eser

vefo

r Sa

leLo

sses

Tota

lIn

tere

sts

Tota

l Equ

ityN

ote

RM

RM

RM

RM

RM

RM

RM

RM

RM

RM

At 1

Jan

uary

202

032

,930

,493

10,3

87,0

65

2,

034,

409

(1,0

79,9

00)

748,

455

-

(2

0,07

2,99

4)

24,9

47,5

28

(2

,033

,755

)

22

,913

,773

.Lo

ss fo

r the

fina

ncia

l yea

r-

-

-

-

-

-

(3

,714

,229

)

(3

,714

,229

)

(7

,076

)

(3

,721

,305

)

Oth

er c

ompr

ehen

sive

inco

me,

net

of t

ax:

Fore

ign

curr

ency

tran

slat

ion

diffe

renc

es f

or fo

reig

n op

erat

ions

-

-

-

-

(188

,635

)

(212

,614

)

-

(401

,249

)

3,78

8

(3

97,4

61)

To

tal o

ther

com

preh

ensi

ve in

com

e, n

et

of ta

x-

-

-

-

(1

88,6

35)

(2

12,6

14)

-

(4

01,2

49)

3,

788

(397

,461

)

Tota

l com

preh

ensi

ve in

com

e, n

et o

f tax

-

-

-

-

(1

88,6

35)

(2

12,6

14)

(3

,714

,229

)

(4

,115

,478

)

(3

,288

)

(4

,118

,766

)

Tran

sact

ions

with

Ow

ners

of t

he C

ompa

ny

Issu

ance

of o

rdin

ary

shar

es p

ersu

ant t

o -

Priva

te P

lace

men

t25

2,82

1,50

0

-

-

-

-

-

-

2,

821,

500

-

2,82

1,50

0

-

Con

vers

ion

of IC

PS25

& 2

627

,121

,191

(6,4

00,2

59)

-

-

-

-

-

20,7

20,9

32

-

20

,720

,932

- C

onve

rsio

n of

War

rant

s-A

2517

4,48

6

-

-

-

-

-

-

174,

486

-

17

4,48

6

- C

onve

rsio

n of

War

rant

s-B

25 &

27 (

d)15

3,26

4

-

(63,

109)

-

-

-

-

90

,155

-

90,1

55

Ef

fect

s on

def

erre

d ta

x as

set o

n -

conv

ersi

on o

f IC

PS26

-

(91,

209)

-

-

-

-

-

(9

1,20

9)

(91,

209)

R

ecla

ssifi

catio

n ar

isin

g fro

m d

ispo

sal

gr

oup

held

for s

ale

9-

-

-

-

85

8,96

2

(858

,962

)

-

-

-

-

Tota

l tra

nsac

tions

with

Ow

ners

of t

he C

ompa

ny30

,270

,441

(6,4

91,4

68)

(63,

109)

-

85

8,96

2

(858

,962

)

-

23,7

15,8

64

-

23

,715

,864

At 3

1 D

ecem

ber

2020

63,2

00,9

34

3,

895,

597

1,97

1,30

0

(1

,079

,900

)

1,

418,

782

(1,0

71,5

76)

(23,

787,

223)

44

,547

,914

(2,0

37,0

43)

42,5

10,8

71

Attr

ibut

able

to O

wne

rs o

f the

Com

pany

Non

-dis

trib

utab

leCONSOLIDATED STATEMENT OF CHANGES IN EQUITY



ICPS

– E

quity

War

rant

sFa

ir Va

lue

Accu

mul

ated

Shar

e C

apita

lC

ompo

nent

Res

erve

Res

erve

Loss

esTo

tal

Not

eR

MR

MR

MR

MR

MR

M

At 1

Jan

uary

202

163

,200

,934

3,89

5,59

7

1,97

1,30

0

(1,0

79,9

00)

(48,

182,

026)

19,8

05,9

05

Lo

ss fo

r the

fina

ncia

l yea

r-

-

-

-

(1

0,08

0,05

6)

(1

0,08

0,05

6)

Tran

sact

ions

with

Ow

ners

of t

he C

ompa

ny:

Issu

ance

of o

rdin

ary

shar

es p

ursu

ant t

o: -

Con

vers

ion

of IC

PS25

& 2

619

,518

,271

(3,6

00,9

61)

-

-

-

15,9

17,3

10

-

Con

vers

ion

of W

arra

nts-

A25

3,69

1,31

7

-

-

-

-

3,69

1,31

7

- C

onve

rsio

n of

War

rant

s-B

25 &

27(

d)4,

482,

752

-

(1

,845

,839

)

-

-

2,

636,

913

La

pse

of W

arra

nts-

B 27

-

-

(125

,461

)

-

125,

461

-

Effe

cts

on d

efer

red

tax

asse

t on

conv

ersi

on

of I

CPS

26-

(2

94,6

36)

-

-

-

(2

94,6

36)

Tota

l tra

nsac

tions

with

Ow

ners

of t

he

C

ompa

ny

27,6

92,3

40

(3

,895

,597

)

(1

,971

,300

)

-

12

5,46

1

21

,950

,904

At 3

1 D

ecem

ber 2

021

90,8

93,2

74

-

-

(1

,079

,900

)

(5

8,13

6,62

1)

31

,676

,753

Non

-dis

trib

utab

leCOMPANY STATEMENT OFCHANGES IN EQUITYFOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2021

91ANNUAL REPORT

2 0 2 1

Th

e an

nexe

d no

tes

form

an

inte

gral

par

t of,

and

shou

ld b

e re

ad in

con

junc

tion

with

, the

se fi

nanc

ial s

tate

men

ts.

ICPS

– E

quity

War

rant

sFa

ir Va

lue

Accu

mul

ated

Shar

e C

apita

lC

ompo

nent

Res

erve

Res

erve

Loss

esTo

tal

Not

eR

MR

MR

MR

MR

MR

M

At 1

Jan

uary

202

032

,930

,493

10,3

87,0

65

2,

034,

409

(1,0

79,9

00)

(2

7,52

1,00

4)

16,7

51,0

63

Lo

ss fo

r the

fina

ncia

l yea

r-

-

-

-

(2

0,66

1,02

2)

(20,

661,

022)

Tran

sact

ions

with

Ow

ners

of t

he C

ompa

ny:

Issu

ance

of o

rdin

ary

shar

es p

ursu

ant t

o: -

Priva

te P

lace

men

t25

2,82

1,50

0

-

-

-

-

2,

821,

500

- C

onve

rsio

n of

ICPS

25 &

26

27,1

21,1

91

(6

,400

,259

)

-

-

-

20

,720

,932

- C

onve

rsio

n of

War

rant

s-A

2517

4,48

6

-

-

-

-

174,

486

-

Con

vers

ion

of W

arra

nts-

B25

& 2

7(d)

153,

264

-

(6

3,10

9)

-

-

90

,155

Effe

cts

on d

efer

red

tax

asse

t on

conv

ersi

on o

f IC

PS26

-

(91,

209)

-

-

-

(91,

209)

Tota

l tra

nsac

tions

with

Ow

ners

of t

he C

ompa

n y30

,270

,441

(6,4

91,4

68)

(63,

109)

-

-

23,7

15,8

64

At 3

1 D

ecem

ber

2020

63,2

00,9

34

3,

895,

597

1,

971,

300

(1,0

79,9

00)

(4

8,18

2,02

6)

19,8

05,9

05

Non

-dis

trib

utab

leCOMPANY STATEMENT OF CHANGES IN EQUITY



2021 2020 2021 2020 Note RM RM RM RM

Cash Flows from Operating Activities(Loss)/Profit before tax - Continuing operations (16,531,097) (4,018,489) (10,080,056) (20,658,440) - Discontinued operations 9 (6,716,036) 616,978 - -

(23,247,133) (3,401,511) (10,080,056) (20,658,440) Adjustments for:

Accretion of interest expense on ICPS liability - 101,365 - 101,365 Depreciation of plant and equipment 898,912 766,823 8,766 1,384 Depreciation of ROU assets 1,887,028 3,670,436 201,631 111,635 Prepayments written off 2,244,149 - - - Gain on lease modification (2,878) - (2,878) - Gain on lease termination on ROU assets - (676) - (676) Loan forgiveness (599,714) - - - Gain on disposal of plant and equipment - (7,916) - - Impairment loss on:- Investments in subsidiaries - - 1,229,000 9,598,748 - Plant and equipment 4,618,586 - - - - Prepayments 1,993,024 - - - Interest income (118,612) (76,077) (117,390) (72,758) Addition of loss allowance on: - Amount due from subsidiaries - - 5,653,962 7,547,293 - Amount due from a former subsidiary 5,821,075 - 38,256 - - Trade receivables - 154,556 - - (Gain)/Loss on foreign exchange- Unrealised (106,930) (373,984) (113,180) 98,620 Loss on sale of discontinued operations 6,397,231 - - - Interest expenses 183,698 444,936 31,418 123,555

Group Company

STATEMENTS OF CASH FLOWSFOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2021

93ANNUAL REPORT

2 0 2 1

2021 2020 2021 2020Note RM RM RM RM

(cont'd)Adjustments for:

Plant and equipment written off 8 747 - - Rental concession (4,200) - - - Remeasurement of ICPS liability 26 - (112,122) - (112,122)

Operating loss/(profit) before working capital changes (35,756) 1,166,577 (3,150,471) (3,261,396) Changes in working capital:

Inventories (73,212) (1,228,801) - - Receivables (37,546,545) (10,995,803) (61,459) (23,075) Payables 28,384,539 4,910,607 (305,300) 389,627 Contract assets/(liabilities) (5,466,413) - - - Contract costs (972,100) - - -

Cash used in operations (15,709,487) (6,147,420) (3,517,230) (2,894,844) Interest paid (183,698) (444,936) (31,418) (123,555) Income tax paid (572,912) (180,178) - - Income tax refund 134,274 - - -

Net cash used in operating activities (16,331,823) (6,772,534) (3,548,648) (3,018,399)

Cash Flows from Investing ActivitiesAdditional investment in subsidiary - - (1) (999,999) Addition of ROU assets (ii) - (112,609) - (112,609) Discontinued operations, net of cash and cash equivalents 9(a)(iii) (2,188,044) - - - Interest received 118,612 76,077 117,390 72,758 Repayment from associate - 601,102 - - Advance to subsidiaries - - (22,814,517) (10,152,540) Subscriptions of shares by NCI 367,500 - - - Proceeds from disposal of and equipment - 7,916 - -

Group Company

STATEMENTS OF CASH FLOWSFOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2021 (cont’d)


2021 2020 2021 2020Note RM RM RM RM

(cont'd)Cash Flows from Investing ActivitiesProceeds received from disposal of a subsidiary - - 4 - Addition in other investments (333,900) - - - Purchase of plant and equipment (vi) (5,481,574) (1,041,111) (33,775) (9,199) Net cash used in investing activities (7,517,406) (468,625) (22,730,899) (11,201,589)

Cash Flows from Financing ActivitiesAdvances from a related party (iv) 295,093 - - - Drawdown of term loan (iv) - 608,138 - - Proceeds from issuance of ordinary shares pursuant to conversion of ICPS (iv)(v) 14,689,663 20,340,893 14,689,663 20,340,893 Proceeds from issuance of a ordinary shares pursuant to Private Placement - 2,821,500 - 2,821,500 Proceeds from issue of shares upon exercise of warrants 6,328,230 264,641 6,328,230 264,641 Repayment of lease liabilities (vii) (1,991,667) (3,671,786) (251,986) (139,377) Net cash from financing activities 19,321,319 20,363,386 20,765,907 23,287,657

Net (decrease)/increase in cash and cash equivalents (4,527,910) 13,122,227 (5,513,640) 9,067,669 Effects of exchange rate changes 329,608 145,132 11,405 (9,594) Cash and cash equivalents at beginning of financial year 23,370,509 10,103,150 10,810,786 1,752,711 Cash and cash equivalents at end of financial year (i) 19,172,207 23,370,509 5,308,551 10,810,786

Group Company


95ANNUAL REPORT

2 0 2 1

Notes: (i) Cash and cash equivalents comprise the followings:

(ii) During the financial year, the Group and the Company make the following cash payments to purchase ROU assets:

2021 2020 2021 2020RM RM RM RM

Short term investments 4,823,784 5,028,655 4,642,562 5,028,655 Cash on hand and at banks- Continuing operations 14,297,607 12,392,974 615,173 2,220,140 - Discontinued operations - 2,386,889 - - Deposits with licensed bank 50,816 3,561,991 50,816 3,561,991

19,172,207 23,370,509 5,308,551 10,810,786

Group Company

2021 2020 2021 2020RM RM RM RM

Purchase of ROU assets 561,207 674,620 432,076 674,620 Less: lease arrangements (561,207) (562,011) (432,076) (562,011) Cash payment on purchase of ROU assets - 112,609 - 112,609

Group Company



Notes:

(iii) Cash outflows for leases as a lessee:

(iv) Reconciliation of movement of liabilities to cash flows arising from financing activities:

2021 2020 2021 2020RM RM RM RM

Included in net cash used in operating activities:Interest paid in relation to lease liabilities (183,698) (343,571) (31,418) (22,190) Short-term lease (132,786) (152,635) - - Low value assets (361,814) - - - Included in net cash from financing activities: Repayment of lease liabilities (1,991,667) (3,671,786) (251,986) (139,377) Total cash outflows for leases (2,669,965) (4,167,992) (283,404) (161,567)

Group Company

Amount due ICPS -to a Related Liability Lease

Party Component Liabilities Term LoanRM RM RM RM

Group2021At beginning of the financial year - 1,227,647 4,763,316 582,201 New lease - - 561,207 - Repayment to - - (1,991,667) - Advances from 295,093 - - - Conversion to ordinary shares - (1,227,647) - - Net changes in cash flows from financing activities 295,093 (1,227,647) (1,991,667) -

Non-cash changes:Exchange differences - - 122,969 17,513 Rental concession - - (4,200) - Lease modification - - (88,008) - Loan forgiveness - - - (599,714) Discontinued operations [Note 9(a)(iii)] - - (562,891) -

At end of the financial year 295,093 - 2,800,726 -


97ANNUAL REPORT

2 0 2 1

Notes: (iv) Reconciliation of movement of liabilities to cash flows arising from financing activities: (cont’d)

ICPS -Liability Lease

Component Liabilities Term LoanRM RM RM

Company2021At beginning of the financial year 1,227,647 735,891 - New lease - 432,076 - Repayment to - (251,986) - Conversion to ordinary shares (1,227,647) - - Net changes in cash flows from financing activities (1,227,647) (251,986) -

Non-cash changes:Lease modification - (88,008) -

At end of the financial year - 827,973 -

Group2020At beginning of the financial year 1,618,443 7,795,181 - New leases - 562,011 - Repayment to - (3,671,786) - Conversion to ordinary shares (380,039) - - Drawdown of term loan - - 608,138 Net changes in cash flows from financing activities (380,039) (3,671,786) 608,138

Non-cash changes:Exchange differences - 89,776 (25,937) Reversal on lease termination - (11,866) - Remeasurement of ICPS liability (112,122) - - Accretion of interest expense on ICPS liability 101,365 - -

At end of the financial year 1,227,647 4,763,316 582,201

Represented by:- Continuing operations 1,227,647 4,030,475 582,201 - Liabilities of disposal Group held for sale - 732,841 -

1,227,647 4,763,316 582,201



Notes:

(iv) Reconciliation of movement of liabilities to cash flows arising from financing activities: (cont’d)

(v) Proceeds from issuance of ordinary shares pursuant to conversion of ICPS comprise the

following:

ICPS -Liability Lease

Component Liabilities Term LoanRM RM RM

Company2020At beginning of the financial year 1,618,443 325,123 - New leases - 562,011 - Repayment - (139,377) - Conversion to ordinary shares (380,039) - -

(380,039) (139,377) -

Non-cash changes:Reversal on lease termination - (11,866) - Accretion of interest expense on ICPS liability 101,365 - - Remeasurement of ICPS liability (112,122) - -

At end of the financial year 1,227,647 735,891 -

2021 2020 2021 2020RM RM RM RM

Total issuance of ordinary shares 19,518,271 27,121,191 19,518,271 27,121,191 Conversion of ICPS - equity component (3,600,961) (6,400,259) (3,600,961) (6,400,259) Conversion of ICPS - liability component (1,227,647) (380,039) (1,227,647) (380,039) Cash proceeds received 14,689,663 20,340,893 14,689,663 20,340,893

Group Company


99ANNUAL REPORT

2 0 2 1

Notes: (vi) Cash outflows from the acquisitions of plant and equipment for continuing and discontinued

operations were presented as follows: -

(vii) Cash outflows from the repayment of lease liabilities for continuing and discontinued operations were presented as follows: -


2021 2020 2021 2020RM RM RM RM

Acquisitions of plant and equipment- Continuing operations (5,410,411) (1,041,111) (33,775) (9,199) - Discontinued operations (71,163) - - -

(5,481,574) (1,041,111) (33,775) (9,199)

Group Company

2021 2020 2021 2020RM RM RM RM

Repayment of lease liabilities- Continuing operations (1,807,875) (3,671,786) (251,986) (139,377) - Discontinued operations (183,792) - - -

(1,991,667) (3,671,786) (251,986) (139,377)

Group Company



1. CORPORATE INFORMATION

The Company is a public limited liability company, incorporated and domiciled in Malaysia, and is listed on the ACE Market of Bursa Malaysia Securities Berhad. The registered office of the Company is located at Third Floor, No. 77, 79 & 81, Jalan SS21/60, Damansara Utama, 47400 Petaling Jaya, Selangor. The principal place of business is located at Level 13A, ACE Tower, B02-B, Menara 3, No. 3, Jalan Bangsar, KL Eco City, 59200 Kuala Lumpur, Wilayah Persekutuan. The principal activity of the Company is investment holding. The principal activities of its subsidiaries are disclosed in Note 13. There have been no significant changes in the nature of these activities of the Group and of the Company during the financial year other than the completion of disposal of the Group’s China operations as disclosed in Note 9. The financial statements were authorised for issue by the Board of Directors in accordance with a resolution of the Directors on 20 April 2022.

2. BASIS OF PREPARATION

(a) Statement of compliance

The financial statements of the Group and of the Company have been prepared in accordance with the Malaysian Financial Reporting Standards (“MFRSs”), International Financial Reporting Standards and complied with the requirements of the Companies Act 2016 in Malaysia. The Group and the Company have also considered the new accounting pronouncements in the preparation of the financial statements. (i) Accounting pronouncements that are effective and adopted during the

financial year

Amendments to MFRS 9, MFRS 7, MFRS 4 and MFRS 16

Interest Rate Benchmark Reform – Phase 2

Amendments to MFRS 4 Insurance Contracts – Extension of the Temporary Exemption from Applying MFRS 9

Amendments to MFRS 16 Covid-19-Related Rent Concessions The adoption of the above accounting pronouncements did not have any significant effect on the financial statements of the Group and of the Company.

NOTES TO THEFINANCIAL STATEMENTS31 DECEMBER 2021

NOTES TO THE FINANCIAL STATEMENTS 31 DECEMBER 2021 (cont’d)

101ANNUAL REPORT

2 0 2 1

2. BASIS OF PREPARATION (cont’d)

(a) Statement of compliance (cont’d)

(ii) Accounting pronouncements that are issued but not yet effective and have not been early adopted

The Group and the Company have not adopted the following accounting pronouncements that have been issued as at the date of authorisation of these financial statements but are not yet effective for the Group and the Company: Effective for financial periods beginning on or after 1 April 2021 Amendment to MFRS 16 Covid-19 – Related Rent Concessions

beyond 30 June 2021

Effective for financial periods beginning on or after 1 January 2022 Amendments to MFRS 3 Reference to the Conceptual Framework Amendments to MFRS 116 Property, Plant and Equipment – Proceeds

before Intended Use Amendments to MFRS 137 Onerous Contracts – Cost of Fulfilling a

Contract Annual Improvements to MFRSs 2018 to 2020 Effective for financial periods beginning on or after 1 January 2023 MFRS 17 Amendments to MFRS 17

Insurance Contracts Insurance Contracts

Amendments to MFRS 17 Initial Application of MFRS 17 and MFRS 9 - Comparative Information

Amendments to MFRS 101

Classification of Liabilities as Current or Non-Current

Amendments to MFRS 101 and MFRS Practice Statement 2

Disclosure of Accounting Policies

Amendments to MFRS 108 Definition of Accounting Estimates Amendments to MFRS 112 Deferred Tax related to Assets and

Liabilities arising from a Single Transaction

Effective date to be announced

Amendments to MFRS 10 and MFRS 128

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

The Group and the Company will adopt the above accounting pronouncements when they become effective in the respective financial periods. These accounting pronouncements are not expected to have any effect on the financial statements of the Group and of the Company upon their initial applications.

(b) Basis of measurement The financial statements of the Group and of the Company have been prepared on the historical cost convention except for those as disclosed in the accounting policy notes.




(c) Functional and presentation currency The individual financial statements of each entity in the Group are presented in Ringgit Malaysia (“RM”), which is the Group’s and the Company’s functional currency.

(d) Significant accounting estimates and judgements

The summary of accounting policies as described in Note 3 are essential to understand the Group’s and the Company’s result of operations, financial positions, cash flows and other disclosures. Certain of these accounting policies require critical accounting estimates that involve complex and subjective judgements and the use of assumptions, some of which may be for matters that are inherently uncertain and susceptible to change. Management exercises their judgement in the process of applying the Group’s and the Company’s accounting policies. Estimates, assumptions concerning the future and judgements are made in the preparation of the financial statements. They affect the application of the Group’s and the Company’s accounting policies and reported amounts of assets, liabilities, income and expenses, and disclosures made. Estimates and underlying assumptions are assessed on an on-going basis and are based on experience and relevant factors, including expectations of future events that are believed to be reasonable under the circumstances. The actual results may differ from the judgements, estimates and assumptions made by management, and will seldom equal the estimated results. The key assumptions concerning the future and other key sources of estimation or uncertainty at the end of the reporting period, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are set out below.

(i) Impairment of non-financial assets

The Group reviews the carrying amounts of right-of-use assets and plant and equipment at each reporting date to assess whether there is any indicator of impairment. In any such indication exists, the Group makes an estimates of the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s fair value less cost to sell and its value-in-use (“VIU”). The Group estimates the recoverable amount of the cash-generating units (“CGU”) based on fair value less cost to sell and VIU approaches.

(ii) Construction contract revenue The Group measures the performance of construction work done by comparing the actual costs incurred with the estimated total costs required to complete the construction. Significant judgements are required to estimate the total costs to complete. In making estimates, management relied on professionals’ estimates and also on past experience of completed projects. A change in the estimates will directly affect the revenue to be recognised.


103ANNUAL REPORT

2 0 2 1


(d) Significant accounting estimates and judgements (cont’d)

(iii) Impairment of financial assets The Group and the Company assess on a forward-looking basis the expected credit loss associated with its debt instruments carried at amortised cost. The impairment methodology applied depends on whether there has been a significant increase in credit risk. For amounts owing by subsidiaries, the Company applies the approach permitted by MFRS 9, which requires the Company to measure the allowance for impairment loss for that financial asset at an amount based on the probability of default occurring within the next 12 months considering the loss given default of that financial asset.

3. SIGNIFICANT ACCOUNTING POLICIES

The accounting policies set out below have been applied consistently to the periods presented in these financial statements. (a) Basis of consolidation

Consolidation The consolidated financial statements comprise the financial statements of the Company and its subsidiaries as at the reporting date. The financial statements of the subsidiaries used in the preparation of the consolidated financial statements are prepared for the same reporting date as the Company. Consistent accounting policies are applied for like transactions and events in similar circumstances. The Company controls an investee if and only if the Company has all the following:

(i) Power over the investee (i.e. existing rights that give it the current ability to direct

the relevant power activities of the investee); (ii) Exposure, or rights, to variable returns from its investment with the investee; and (iii) The ability to use its power over the investee to affect its returns. When the Company has less than a majority of the voting rights of an investee, the Company considers the following in assessing whether or not the Company’s voting rights in an investee are sufficient to give it power over the investee:

(i) The size of the Company’s holding of voting rights relative to the size and

dispersion of holdings of the other vote holders; (ii) Potential voting rights held by the Company, other vote holders or other parties; (iii) Rights arising from other contractual arrangements; and (iv) Any additional facts and circumstances that indicate that the Company has, or

does not have, the current ability to direct the relevant activities at the time that decisions need to be made, including voting patterns at previous shareholders’ meetings.



3. SIGNIFICANT ACCOUNTING POLICIES (cont’d)

(a) Basis of consolidation (cont’d) Consolidation (cont’d) Subsidiaries are consolidated when the Company obtains control over the subsidiary and ceases when the Company loses control of the subsidiary. Changes in the Group’s ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the Group’s interest and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. The result difference is recognised directly in equity and attributed to Owners of the Company. When control ceases, the disposal proceeds and the fair value of any retained investment are compared to the Group’s share of the net assets disposed. The difference together with the carrying amount of allocated goodwill and the exchange reserve that relate to the subsidiary is recognised as gain or loss on disposal.

Business combination Acquisitions of subsidiaries are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of the consideration transferred, measured at acquisition date fair value and the amount of any non-controlling interest in the acquiree. The Group elects on a transaction-by-transaction basis whether to measure the non-controlling interests in the acquiree either at fair value or at the proportionate share of the acquiree’s identifiable net assets. Transaction cost incurred are expensed and included in administrative expenses. Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the acquisition date. Subsequent changes in the fair value of the contingent consideration which is deemed to be an asset or liability, will be recognised in accordance with MFRS 9 either in profit or loss or a change to other comprehensive income. If the contingent consideration is classified as equity, it will not be remeasured. Subsequent settlement is accounted for within equity. In instances where the contingent consideration does not fall within the scope of MFRS 9, it is measured in accordance with the appropriate MFRS. When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at acquisition date. This includes the separation of embedded derivatives in host contracts by the acquiree. If the business combination is achieved in stages, the acquisition date fair value of the acquirer’s previously held equity interest in the acquiree is remeasured to fair value at the acquisition date through profit or loss.


105ANNUAL REPORT

2 0 2 1


(a) Basis of consolidation (cont’d) Business combination (cont’d) Goodwill is initially measured at cost, being excess of the aggregate of the consideration transferred and the amount recognised for non-controlling interests over the net identifiable assets acquired and liabilities assumed. If this consideration is lower than fair value of the net assets of the subsidiary acquired, the difference is recognised in profit or loss. After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group’s cash-generating units that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units.

Where goodwill has been allocated to a cash-generating unit and part of the operation within that unit is disposed of, the goodwill associated with the disposed operation is included in the carrying amount of the operation when determining the gain or loss on disposal. Goodwill disposed in these circumstances is measured based on the relative values of the disposed operation and the portion of the cash-generating unit retained.

Subsidiaries In the Company’s separate financial statements, investment in subsidiaries are accounted for at cost less impairment losses. On disposal of such investments, the difference between net disposal proceeds and their carrying amounts is included in the profit or loss.

Non-controlling interests Non-controlling interests represents the equity in subsidiaries not attributable directly or indirectly, to Owners of the Company, and is presented separately in the consolidated profit or loss and within equity in the consolidated statement of financial position, separately from equity attributable to Owners of the Company. Changes in the Company’s ownership interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. In such circumstances, the carrying amounts of the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiary. Any difference between the amount by which the non-controlling interests is adjusted and the fair value of the consideration paid or received is recognised directly in equity and attributed to Owners of the Company. Losses within a subsidiary are attributed to the non-controlling interests even if that results in a deficit balance.

Transactions eliminated on consolidation Intra-group balances and transactions, and any unrealised income and expenses arising from intra-group transactions between subsidiaries in the Group, are eliminated in preparing the consolidated financial statements. Unrealised gains arising from transactions with equity-accounted associates and joint ventures are eliminated against the investment to the extent of the Group’s interest in the investees. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment.




(b) Foreign currencies

(i) Foreign currency transactions

In preparing the financial statements of the individual entities transactions in currencies other than the entity’s functional currency (foreign currencies) are recorded in functional currencies using the exchange rates prevailing at the dates of the transactions. Monetary items denominated in foreign currencies at the reporting date are translated to the functional currencies at the exchange rates on the reporting date. Non-monetary items denominated in foreign currencies are not retranslated at the reporting date except for those that are measured at fair value are retranslated to the functional currency at the exchange rate at the date that the fair value was determined. Exchange differences arising on the settlement of monetary items, and on the translation of monetary items are included in profit or loss for the year except for exchange differences arising on monetary items that form part of the Group’s and of the Company’s net investment in foreign operation.

(ii) Foreign operations denominated in functional currencies other than Ringgit

Malaysia (“RM”)

The results and financial position of foreign operations that have a functional currency different from the presentation currency, RM of the consolidated financial statements are translated into RM as follows: Assets and liabilities for each reporting date presented are translated at the

closing rate prevailing at the reporting date; Income and expenses are translated at average exchange rates for the year

which approximates the exchange rates at the dates of the transactions; and All resulting exchange differences are taken to other comprehensive income.

Exchange reserve in respect of a foreign operation is recognised to profit or loss when control, joint control or significant influence over the foreign operation is lost. On partial disposal without losing control, a proportion of the exchange reserve in respect of the subsidiary is re-attributed to the non-controlling interest. The proportionate share of the cumulative translation differences is reclassified to profit or loss in respect of all other partial disposals.

(c) Revenue and other income recognition Revenue is recognised when or as a performance obligation in the contract with customer is satisfied, i.e. when the “control” of the goods or services underlying the particular performance obligation is transferred to the customer.

A performance obligation is a promise to transfer a distinct goods or service (or a series of distinct goods or services that are substantially the same and that have the same pattern of transfer) to the customer that is explicitly stated in the contract and implied in the Group’s and the Company’s customary business practices.


107ANNUAL REPORT

2 0 2 1


(c) Revenue and other income recognition (cont’d)

Revenue is measured at the amount of consideration to which the Group and the Company expect to be entitled in exchange for transferring the promised goods or services to the customers, excluding amounts collected on behalf of third parties such as sales and service taxes. If the amount of consideration varies due to discounts, rebates, refunds, credits, incentives, penalties or other similar items, the Group and the Company estimate the amount of consideration to which it will be entitled based on the expected value or the most likely outcome. If the contract with customer contains more than one performance obligation, the amount of consideration is allocated to each performance obligation based on the relative stand-alone selling prices of the goods or services promised in the contract. The revenue is recognised to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The control of the promised goods or services may be transferred over time or at a point in time. The control over the goods or services is transferred over time and revenue is recognised over time if:

- The customer simultaneously receives and consumes the benefits provided by the

Group’s and the Company’s performances as the Group and the Company perform;

- The Group’s and the Company’s performances create or enhance assets that the

customer controls as the assets are created or enhanced; or - The Group’s and the Company’s performances do not create assets with

alternative uses and the Group and the Company have enforceable rights to payment for performance completed to date.

Revenue for performance obligation that is not satisfied overtime is recognised at the point in time at which the customer obtains control of the promised goods or services. Sale of goods Revenue from sale of goods is measured at the fair value of the consideration received or receivable, net of returns and provisions, trade discounts and volume rebates. Revenue is recognised when or as a performance obligation in the contract with customer is satisfied, i.e. when the “control” of the goods or services underlying the particular performance obligation is transferred to the customer. Revenue is not recognised to the extent where there are significant uncertainties regarding recovery of the consideration due, associated costs or the possible return of goods.

Construction contract revenue The Group recognises revenue from construction contracts over time if it creates an asset with no alternative use to the Group, and the Group has an enforceable right to payment for performance completed to date. Revenue is recognised over the period of the contract by reference to the progress towards complete satisfaction of that performance obligation.




(c) Revenue and other income recognition (cont’d)

Construction contract revenue (cont’d) The progress towards complete satisfaction of the performance obligation is measured based on the Group’s efforts or inputs to the satisfaction of the performance obligation (i.e. by reference to the construction costs incurred to date as a percentage of the estimated total costs of construction of the contract). Service contracts The Group recognises revenue from the service contracts over time if it creates an asset with no alternative use to the Group and the Group has an enforceable right for payment for performance completed to date. Revenue is recognised over the period of the contact by reference in the progress towards complete satisfactory of that performance obligation.

Contract assets and liabilities Contract assets and liabilities in construction contracts represent the timing differences in revenue recognition and the milestone billings. The milestone billings are structured and/or negotiated with customers to reflect physical completion of the contracts.

Contract assets are transferred to receivables when the rights to economic benefits become unconditional. This usually occurs when the Group issues billing to the customer. Contract liabilities are recognised as revenue when performance obligations are satisfied.

When there is objective evidence of impairment, the amount of impairment losses is determined by comparing the contract asset’s carrying amount and the present value of estimated future cash flows to be generated by the contract asset. Contract liability is the obligation to transfer goods or services to customers for which the Group has received the consideration or has billed the customer. In the case of construction contracts, contract liability is the excess of the billings to-date over the cumulative revenue earned. Contract liabilities include downpayments received from customers and other deferred income where the Group has billed or have collected the payment before the goods are delivered or services are provided to the customers.

Other income earned by the Group and the Company are recognised on the following basis: Rental income Rental income is accounted for on a straight-line basis over the lease terms. Interest income Interest income is recognised on an accrual basis using the effective interest method.

Government grant/subsidy Government grant/subsidy received from government on wages subsidy is recognised on monthly basis over the qualified period under the criteria set by the government.


109ANNUAL REPORT

2 0 2 1


(d) Employee benefits

(i) Short term employee benefits

Wages, salaries, social security contributions and bonuses are recognised as an expense in the financial year in which the associated services are rendered by employees of the Group and of the Company. Short-term accumulating compensated absences such as paid annual leave is recognised when services are rendered by employees that increase their entitlement to future compensated absences, and short term non-accumulating compensated absences such as sick leave are recognised when absences occur. The expected cost of accumulating compensated absences is measured as additional amount expected to be paid as a result of the unused entitlement that has accumulated at the end of the reporting period.

(ii) Defined contribution plans The Company and its Malaysian incorporated subsidiaries make contributions to the state pension scheme, the Employees Provident Fund (“EPF”). The foreign subsidiaries make contributions to their respective countries statutory pension schemes. Such contributions are recognised as an expense in the period in which the related service is performed.

Singapore For its subsidiary incorporated in Singapore, the Group makes contributions to the Singapore Central Provident Fund scheme, a defined contribution pension scheme. Contributions to defined contribution pension schemes are recognised as an expense in the period in which the related service is performed.

United States of America As required by law, companies in United States of America make contributions to the state pension scheme. Such contributions are recognised as an expense in the profit or loss as incurred.

(e) Government grant/subsidy

Grants/subsidy from government is recognised when there is a reasonable assurance that the grant will be received and the Group will comply with all the attached conditions. Government grants/subsidy relating to costs are deferred and recognised in the statements of profit or loss over the period necessary to match them with the costs they are intended to compensate. Government grant/subsidy related to assets are presented in the statements of financial position as deferred revenue and recognised in the profit or loss on a systematic basis over the useful life of the asset.




(f) Income taxes Income taxes include all domestic and foreign taxes on taxable profit. Taxes in the statements of comprehensive income comprise current tax and deferred tax. (i) Current tax

Current tax is the expected amount payable in respect of taxable income for the financial year, using tax rates enacted or substantively enacted by the reporting date, and any adjustments recognised for prior years’ tax. When an item is recognised outside profit or loss, the related tax effect is recognised either in other comprehensive income or directly in equity.

(ii) Deferred tax

Deferred tax is recognised using the liability method, on all temporary differences between the tax base of assets and liabilities and their carrying amounts in the financial statements. Deferred tax is not recognised if the temporary difference arises 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 nor taxable profit or loss. Deferred tax is measured at the tax rates that are expected to apply in the period in which the assets are realised or the liabilities are settled, based on tax rates and tax laws that have been enacted or substantively enacted by the reporting date. Deferred tax assets are recognised only to the extent that there are sufficient taxable temporary differences relating to the same taxable entity and the same taxation authority to offset or when it is probable that future taxable profits will be available against which the assets can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefits will be realised. Unrecognised deferred tax assets are reassessed at each reporting date and are recognised to the extent that it has become probable that future taxable profit will be available for the assets to be utilised. Deferred tax assets relating to items recognised outside profit or loss is recognised outside profit or loss. Deferred tax items are recognised in correlation to the underlying transactions either in other comprehensive income or directly in equity and deferred tax arising from business combination is adjusted against goodwill on acquisition or the amount of any excess of the acquirer’s interest in the net fair value of the acquiree’s identifiable assets, liabilities and contingent liabilities over the acquisition cost.

(iii) Value Added Tax (“VAT”) Where the VAT incurred in a purchase of assets or services is not recoverable from the respective taxation authorities, it is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable. The net amount of VAT being the difference between output and input of VAT, payable to or receivable from the respective taxation authorities at the reporting date, is included in trade and other payables or trade and other receivables accordingly in the statements of financial position.


111ANNUAL REPORT

2 0 2 1


(g) Earnings per share Basic earnings per share (“EPS”) is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during the year, adjusted for own shares held. Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding, adjusted for own shares held, for the effects of all dilutive potential ordinary shares.

(h) Impairment of assets

(i) Financial assets

The Group recognises loss allowances for expected credit losses (“ECL”) on financial assets measured at amortised cost. Expected credit losses are a probability-weighted estimate of credit losses.

Loss allowances of the Group are measured on either of the following bases:

(i) 12-month ECLs – represents the ECLs that result from default events that

are possible within the 12 months after the reporting date (or for a shorter period if the expected life of the instrument is less than 12 months); or

(ii) Lifetime ECLs – represents the ECLs that will result from all possible default

events over the expected life of a financial instrument or contract asset. The impairment methodology applied depends on whether there has been a significant increase in credit risk. Simplified approach trade receivables and contract assets The Group applies the simplified approach to provide ECLs for all trade receivables and contract assets as permitted by MFRS 9. The simplified approach required expected lifetime losses to be recognised from initial recognition of the receivables. The expected credit losses on these financial assets are estimated using a provision matrix based on the Group’s historical credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the current as well as the forecast direction of conditions at the reporting date, including time value of money where applicable. General approach other financial instruments The Group and the Company apply the general approach to provide for ECLs on all other financial instruments, which requires the loss allowance to be measured at an amount equal to 12-month ECLs at initial recognition. At each reporting date, the Group and the Company assess whether the credit risk of a financial instrument has increased significantly since initial recognition. When credit risk has increased significantly since initial recognition, loss allowance is measured at an amount equal to lifetime ECLs. In assessing whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECLs, the Group and the Company consider reasonable and supportable information that is relevant and available without undue cost or effort.




(h) Impairment of assets (cont’d) (i) Financial assets (cont’d)

General approach – other financial instruments (cont’d)

This includes both quantitative and qualitative information and analysis, based on the Group’s and the Company’s historical experience and informed credit assessment and including forward looking information, where available. If credit risk has not increased significantly since initial recognition or if the credit quality of the financial instruments improves such that there is no longer a significant increase in credit risk since initial recognition, loss allowance is measured at an amount equal to 12-month ECLs. The Group and the Company consider an event of default for internal credit risk management purposes when the borrower is unlikely to pay its credit obligations to the Group and the Company in full, without recourse by the Group and the Company to actions such as realising security (if any is held).

Credit impaired financial assets At each reporting date, the Group and the Company assess whether financial assets carried at amortised cost is credit impaired. A financial asset is credit impaired when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred. Evidence that a financial asset is credit impaired includes the observable data about the following events: - Significant financial difficulty of the borrower or issuer; - A breach of contract such as a default or significant past due event; - The lender of the borrower, for economic or contractual reasons relating to

the borrower’s financial difficulty, having granted to the borrower a concession that the lender would not otherwise consider (e.g. the restructuring of a loan or advance by the Group and the Company on terms that the Group and the Company would not consider otherwise);

- It is becoming probable that the borrower will enter bankruptcy or other financial reorganisation; or

- The disappearance of an active market for security because of financial difficulties.

Write-off policy The gross carrying amount of a financial asset is written off (either partially or full) to the extent that there is no realistic prospect of recovery. This is generally the case when the Group and the Company determine that the debtor does not have assets or sources of income that could generate sufficient cash flows to repay the amounts subject to the write-off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Group’s and the Company’s procedures for recovery of amounts due. Any recoveries made are recognised in profit or loss.


113ANNUAL REPORT

2 0 2 1


(h) Impairment (cont’d)

(ii) Non-financial assets

The carrying amounts of non-financial assets (except for inventories and deferred tax assets) are reviewed at the end of each reporting period to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount. Impairment losses are recognised immediately in profit or loss, unless the asset is carried at a revalued amount, in which such 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 largely are independent from other assets and groups. The recoverable amount of an asset or cash-generating units 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.

Except for goodwill, assets that were previously impaired are reviewed for possible reversal of the impairment at the end of each reporting period. Any subsequent increase in recoverable amount is recognised in the profit or loss unless it reverses an impairment loss on a revalued asset in which case it is taken to revaluation reserve. Reversal of impairment loss is restricted by the carrying amount that would have been determined had no impairment loss been recognised for the asset in prior years. An impairment loss recognised for goodwill is not reversed.

(i) Plant and equipment All items of plant and equipment are initially recorded at cost. The cost of an item of plant and equipment is recognised as an asset if, and only if, it is probable that future economic benefits associated with the item will flow to the Group and the Company and the cost of the item can be measured reliably. Subsequent to initial recognition, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses. When significant parts of plant and equipment are required to be replaced in intervals, the Group and the Company recognise such part as individual assets with specific useful lives and depreciation, respectively. Likewise, when a major inspection is performed, its cost is recognised in the carrying amount of the plant and equipment as a replacement if the recognition criteria are satisfied. All other repair and maintenance costs are recognised in profit or loss as incurred. All plant and equipment are depreciated on the straight-line basis to write off the cost of the plant and equipment over their estimated useful lives.




(i) Plant and equipment (cont’d)

Depreciation of plant and equipment is computed on a straight-line basis over the estimated useful lives of the assets as follows: Useful life (years) Plant and machinery 7 Office equipment, furniture and fittings 3 to 10 Motor vehicles 10 Mouldings 3 to 5 Renovation 4 to 10 The residual values, useful lives and depreciation method are reviewed at each reporting date to ensure that the amount, method and period of depreciation are consistent with previous estimates and the expected pattern of consumption of the future economic benefits embodied in the items of plant and equipment. An item of plant and equipment is derecognised upon disposal or when no future economic benefits are expected from its use or disposal. The difference between the net disposal proceeds, if any, and the net carrying amount is recognised in profit or loss. Fully depreciated plant and equipment are retained in the financial statements until they are no longer in use and no further charge for depreciation is made in respect of these plant and equipment.

(j) Inventories Inventories are stated at the lower of cost and net realisable value. Cost is determined on the first-in first-out basis. Costs of components and tooling goods comprise the cost of purchase plus the cost of bringing the inventories to their present location and condition. Net realisable value is the estimated selling price in the ordinary course of business less estimated costs of completion and the estimated costs necessary to make the sale. Where necessary, due allowance is made for all damaged, obsolete and slow-moving items.

(k) Non-current assets held for sale or distribution to Owners and discontinued operations (i) Non-current assets held for sale or distribution to Owners

Non-current assets (or disposal group) classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use and a sale is considered highly probable. They are measured at the lower of their carrying amount and fair value less cost to sell except for assets such as deferred tax assets, assets arising from employee benefits, financial assets and investment property that are carried at fair value and contractual rights under insurance contracts, which are specifically exempt from this requirement. An impairment loss is recognised for any initial or subsequent write down of the asset (or disposal group) to fair value less costs to sell. A gain is recognised for any subsequent increases in fair value less costs to sell of an asset (or disposal group), but not in excess of any cumulative impairment loss previously recognised. A gain or loss previously recognised by the date of the sale of the non-current assets (or disposal group) is recognised at the date of derecognition.


115ANNUAL REPORT

2 0 2 1


(k) Non-current assets held for sale or distribution to Owners and discontinued operations (cont’d) (i) Non-current assets held for sale or distribution to Owners (cont’d)

Non-current assets (including those that are part of a disposal group) are not depreciated or amortised while they are classified as held for sale. Interest and other expenses attributable to the liabilities of a disposal group classified as held for sale continue to be recognised. Non-current assets classified as held for sale and the assets of a disposal group classified as held for sale are presented separately from the other assets in statements of financial position. The liabilities of a disposal group classified as held for sale are presented separately from other liabilities in the statements of financial position. Plant and equipment and right-of-use assets once classified as held for sale or distribution are not amortised or depreciated. In addition, equity accounting of equity-accounted associates ceases once classified as held for sale or distribution.

(ii) Discontinued operations

A discontinued operation is a component of the Group’s business that represents a separate major line of business or geographical area of operations that has been disposed of or is held for sale or distribution, or is a subsidiary acquired exclusively with a view to resale. Classification as a discontinued operation occurs upon disposal or when the operation meets the criteria to be classified as held for sale, whichever is earlier. When an operation is classified as a discontinued operation, the comparative statement of comprehensive income is re-presented as if the operation had been discontinued from the start of the comparative period.

(l) Financial instruments

(i) Initial recognition and measurement

A financial asset or a financial liability is recognised in the statements of financial position when, and only when, the Group or the Company becomes a party to the contractual provisions of the instrument. A financial asset (unless it is a trade receivable without significant financing component) or a financial liability is initially measured at fair value plus or minus, for an item not at fair value through profit or loss, transaction costs that are directly attributable to its acquisition or issuance. A trade receivable without a significant financing component is initially measured at the transaction price.

(ii) Financial instrument categorises and subsequent measurement

The Group and the Company categorise financial instruments as follows: Financial assets Categories of financial assets are determined on initial recognition and are not reclassified subsequent to their initial recognition unless the Group or the Company changes its business model for managing financial assets in which case all affected financial assets are reclassified on the first day of the first reporting period following the change of the business model.



3. SIGNIFICANT ACCOUNTING POLICIES (cont’d) (l) Financial instruments (cont’d)

(ii) Financial instrument categorises and subsequent measurement (cont’d)

The Group and the Company categorise financial instruments as follows: (cont’d) Financial assets (cont’d)

(a) Amortised cost

Amortised cost category comprises financial assets that are held within a business model whose objective is to hold assets to collect contractual cash flows and its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. The financial assets are not designated as fair value through profit or loss. Subsequent to initial recognition, these financial assets are measured at amortised cost using the effective interest method. The amortised cost is reduced by impairment losses. Interest income, foreign exchange gains and losses and impairment are recognised in profit or loss. Any gain or loss on derecognition is recognised in profit or loss. Interest income is recognised by applying effective interest rate to the gross carrying amount except for credit impaired financial assets (see note 3(h)(i)) where the effective interest rate is applied to the amortised cost.

(b) Fair value through profit or loss (“FVTPL”)

All financial assets not measured at amortised cost or fair value through other comprehensive income are measured at FVTPL. This includes derivative financial assets (except for a derivative that is a designated and effective hedging instrument). On initial recognition, the Group or the Company may irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortised cost or at fair value through other comprehensive income as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise. Financial assets categorised as FVTPL are subsequently measured at their fair value. Net gains or losses, including any interest or dividend income, are recognised in the profit or loss.

(c) Fair value through other comprehensive income (“FVTOCI”)

Equity investments On initial recognition, the Group makes irrevocable election (on an instrument-by-instrument basis) to designate investments in equity instruments as at FVTOCI. Designation at FVTOCI is not permitted, if the equity investment is held for trading or if it is contingent consideration recognised by an acquirer in a business combination. Dividends are recognised as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of investment. Other net gains and losses are recognised in other comprehensive income. On derecognition, gains and losses accumulated in other comprehensive income are not reclassified to profit or loss.

All financial assets, except for those measured at fair value through profit or loss, are subject to impairment assessment (Note 3(h)(i)).


117ANNUAL REPORT

2 0 2 1


(l) Financial instruments (cont’d)

(ii) Financial instrument categorises and subsequent measurement (cont’d)

The Group and the Company categorise financial instruments as follows: (cont’d)

Financial liabilities

Amortised cost

Other financial liabilities not categorised as fair value through profit or loss are subsequently measured at amortised cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognised in the profit or loss. Any gains or losses on derecognition are also recognised in the profit or loss.

(iii) Offsetting

Financial assets and financial liabilities are offset and the net amount presented in the statements of financial position when, and only when, the Group or the Company currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realise the asset and liability simultaneously.

(iv) Regular way purchase or sale of financial assets

A regular way purchase or sale is a purchase or sale of a financial asset under a contract whose terms require delivery of the asset within the time frame established generally by regulation or convention in the marketplace concerned. A regular way purchase or sale of financial assets is recognised and derecognised, as applicable, using trade date accounting. Trade date accounting refers to:

(a) the recognition of an asset to be received and the liability to pay for it on the

trade date, and

(b) derecognition of an asset that is sold, recognition of any gain or loss on disposal and the recognition of a receivable from the buyer for payment on the trade date.

(v) Derecognition

A financial asset or part of it is derecognised when, and only when the contractual rights to the cash flows from the financial asset expire or control of the asset is not retained or substantially all of the risks and rewards of ownership of the financial asset are transferred to another party. On derecognition of a financial asset, the difference between the carrying amount and the sum of the consideration received (including any new asset obtained less any new liability assumed) and any cumulative gain or loss that had been recognised in equity is recognised in profit or loss. A financial liability or a part of it is derecognised when, and only when, the obligation specified in the contract is discharged, cancelled or expires. On derecognition of a financial liability, the difference between the carrying amount of the financial liability extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss.




(m) Cash and cash equivalents Cash and cash equivalents comprise cash on hand and at bank, deposits with licensed bank and short term investments that are readily convertible to known amount of cash and which are subject to an insignificant risk of changes in value. For the purpose of the statements of cash flows, cash and cash equivalents are presented net of pledged deposits, if any.

(n) Leases

As a lessee The Group and the Company recognise a right-of-use (“ROU”) asset and a lease liability at the lease commencement date. The ROU asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset on site on which it is located less any lease incentives received. The ROU assets is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful lives of the ROU asset or the end of the lease term. The estimated useful lives of ROU assets are determined based on the same basis as those plant and equipment, except for the lease of premises which are depreciated over the lease term period as follow: Lease term (years) Factory buildings 2 to 6 Office and hostel 2 to 4 Office equipment 5 Motor vehicles 5

The lease liability is initially measured at the present value of the future lease payments at the commencement date, discounted using the Group’s and the Company’s incremental borrowing rates, lease payments included in the measurement of the lease liability include fixed payments, any variable lease payments, amount expected to be payable under a residual value guarantee, and exercise price under an extension option that the Group and the Company are reasonably certain to exercise.

The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in future lease payments arising from a change in an index or rate, or if the Group and the Company change their assessment of whether they will exercise an extension or termination option.

When there is lease modification due to increase in the scope of lease by adding the ROU one or more underlying assets, the Group and the Company assess whether the lease modification shall be accounted for as a separate lease or similar to reassessment of lease liability. The Group and the Company account for lease modification as a separate lease when the consideration for the lease increases by an amount commensurate with the stand-alone price for the increase in scope and any appropriate adjustments.


119ANNUAL REPORT

2 0 2 1


(n) Leases (cont’d) As a lessee (cont’d)

When there is lease modification due to decrease in scope, the Group and the Company decrease the carrying amount of the ROU asset and remeasure the lease liability to reflect the partial or full termination of the lease. The corresponding gain or loss shall be recognised in profit or loss. Lease liabilities are remeasured for all other lease modifications with corresponding adjustments to the ROU asset. Lease payments associated with short term leases and leases of low value assets are recognised on a straight-line basis as an expense in profit or loss. Short term leases are leases with a lease term of 12 months or less. Low value assets are those assets valued at less than RM20,000 each when purchased new.

(o) Equity instrument

An equity instrument is any contract that evidences a residual interest in the assets of the Group and of the Company after deducting all of their liabilities. Ordinary shares are equity instruments. Ordinary shares are recorded at the proceeds received, net of directly attributable incremental transaction costs. Dividends on ordinary shares are recognised in equity in the period in which they are declared.

(p) Warrants Warrants are classified as equity instrument and it is allocated its value based on the closing price of the first trading day, if the warrant is listed, or estimated using option pricing models, if the warrant is not listed. The issuance of ordinary shares upon exercise of the warrants is treated as new subscription of ordinary shares for the consideration equivalent to the exercise price of the warrants. Amount allocated in relation to the issuance of warrants are credited to a warrants reserve which is non-distributable. Warrants reserve is transferred to the share capital account upon the exercise of warrants and the warrants reserve in relation to the unexercised warrants at the expiry of the warrants period will be transferred to retained earnings.

(q) Compound financial instruments

A compound financial instruments is a non-derivatives financial instruments that contains both a liability and an equity component. Compound financial instruments issued by the Company comprise irredeemable convertible preference shares (“ICPS”) that can be converted to share capital at the option of the holder, when the number of shares to be issued does not vary with changes in their fair value.

The proceeds are first allocated to the liability component, determined based on the fair value of a similar liability that does not have a conversion features or similar associated equity component. Any directly attributable transaction costs are allocated to the liability and equity components in proportion to their initial carrying amounts.



3. SIGNIFICANT ACCOUNTING POLICIES (cont’d) (q) Compound financial instruments (cont’d)

Subsequent to initial recognition the liability component of a compound financial instruments is measured at amortised cost using the effective interest method. The equity component of a compound financial instrument is not remeasured subsequent to initial recognition. Interest and losses and gains relating to the financial liability are recognised in profit or loss. On conversion, the financial liability is reclassified to equity, no gain or loss is recognised on conversion.

(r) Provisions

Provisions are recognised when the Group and the Company have a legal or constructive present obligation as a result of a past event, and it is probable that an outflow of resources embodying economics benefits will be required to settle the obligation and the amount of the obligation can be estimated reliably. Provisions are reviewed at each reporting date and adjusted to reflect the current best estimate. If it is no longer probable that an outflow of economic resources will be required to settle the obligation, the provision is reversed. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, where appropriate, the risk specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

(s) Borrowing costs

Borrowing costs are capitalised as part of the cost of a qualifying asset if they are directly attributable to the acquisition, construction or production of that asset. Capitalisation of borrowing costs commences when the activities to prepare the asset for its intended use or sales are in progress and the expenditures and borrowing costs are incurred. Borrowing costs are capitalised until the assets are substantially completed for their intended use or sale. All other borrowing costs are recognised in profit or loss in the period they are incurred. Borrowing costs consist of interest and other costs that the Group and the Company incurred in connection with the borrowing of funds.

(t) Fair value measurement

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either in the principal market for the asset or liability or in the absence of a principal market, in the most advantageous market for the asset or liability. The principal or the most advantageous market must be accessible by the Group and the Company. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.

The Group and the Company use valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.


121ANNUAL REPORT

2 0 2 1

3. SIGNIFICANT ACCOUNTING POLICIES (cont’d) (t) Fair value measurement (cont’d)

All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy based on the lowest level input that is significant to the fair value measurement as a whole. Level 1: Quoted price (unadjusted) in active markets for identical assets or liabilities

that the Group and the Company can access at the measurement date.

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the assets or liabilities, either directly or indirectly.

Level 3: Unobservable inputs for the asset or liability.

For assets and liabilities that are recognised in the financial statements on a recurring basis, the Group and the Company determine whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the financial year end.

(u) Operating segments An operating segment is a component of the Group that engages in business activities from which it may earn revenue and incur expenses, including revenue and expenses, that relate to transactions with any of the Group’s other components. An operating segment’s operating results are reviewed regularly by the chief operating decision maker, which in this case is the Board of Directors of the Company, to make decisions about resources to be allocated to the segment and to assess its performance, and for which discrete financial information is available.

(v) Contingencies Where it is not probable that an inflow or an outflow of economic benefits will be required, or the amount cannot be estimated reliably, the asset or the obligation is not recognised in the statements of financial position and is disclosed as a contingent asset or contingent liability, unless the probability of inflow or outflow of economic benefits is remote. Possible obligations, whose existence will only be confirmed by the occurrence or non-occurrence of one or more future events, are also disclosed as contingent assets or contingent liabilities unless the probability of inflow or outflow of economic benefits is remote.

(w) Contract costs Pre-contract cost

The Company recognises pre-contract cost that relate directly to a contract or to an anticipated contract as an asset. An impairment loss is recognised in profit or loss when the carrying amount of the contract cost asset exceeds the expected revenue less expected costs that will be incurred.



4. REVENUE

(a) Disaggregation of revenue by:

The disaggregation of revenue by geographical market is disclosed in Note 35.

2021 2020RM RM

Revenue from contracts with customers- Continuing operations 60,766,527 -

Manufacturing and sales of goods- Continuing operations 33,815,456 41,221,619 - Discontinued operations 2,385,104 19,589,783

36,200,560 60,811,402

96,967,087 60,811,402

Group

2021 2020RM RM

Goods and servicesContinuing operations:- Construction contracts 60,735,527 - - Sales of goods 33,815,456 41,221,619 - Provision of cyber security services 31,000 -

94,581,983 41,221,619

Discontinued operations:- Manufacturing and sales of goods 2,385,104 19,589,783

96,967,087 60,811,402

Timing of revenue:At a point in time 36,200,560 60,811,402 Over time 60,766,527 -

96,967,087 60,811,402

Group


123ANNUAL REPORT

2 0 2 1

4.

REV

ENU

E (c

ont’d

) (b

) N

atur

e of

goo

ds a

nd s

ervi

ces

The

follo

win

g in

form

atio

n re

flect

s th

e ty

pica

l tra

nsac

tions

of t

he G

roup

: N

atur

e of

goo

ds

and

serv

ices

Ti

min

g of

reco

gnis

ed o

r met

hod

used

to re

cogn

ise

reve

nue

Sign

ifica

nt

paym

ent t

erm

s Va

riabl

e el

emen

t in

cons

ider

atio

n O

blig

atio

n fo

r re

turn

s an

d re

fund

s W

arra

nty

Rev

enue

from

co

nstru

ctio

n co

ntra

cts

Rev

enue

is re

cogn

ised

ove

r tim

e by

refe

renc

e in

the

prog

ress

to

war

ds s

atis

fact

ion

of th

e pe

rform

ance

obl

igat

ion

Bas

ed o

n ag

reed

m

ilest

ones

, ce

rtifie

d by

ar

chite

cts

Liqu

idat

ed a

scer

tain

ed

dam

ages

is im

pose

d w

hen

deliv

ery

date

is

not m

et

Not

app

licab

le

Def

ect l

iabi

lity

perio

d of

24

mon

ths

is

give

n to

cu

stom

ers

Rev

enue

from

m

anuf

actu

ring

and

sale

s of

goo

ds

Rev

enue

is re

cogn

ised

whe

n th

e go

ods

are

deliv

ered

and

acc

epte

d by

the

cust

omer

s

Cre

dit p

erio

ds o

f 30

to 1

80 d

ays

from

invo

ice

date

Not

app

licab

le

The

Com

pany

allo

ws

retu

rns

only

on

good

s de

fect

for

exch

ange

with

new

go

ods

(i.e.

no

cash

re

fund

s ar

e of

fere

d)

Not

app

licab

le

Rev

enue

from

pr

ovis

ion

of c

yber

se

curit

y se

rvic

es

Rev

enue

is re

cogn

ised

ove

r tim

e us

ing

cost

incu

rred

met

hod

Cre

dit p

erio

d of

30

day

s fro

m th

e da

te o

f inv

oice

Not

app

licab

le

Not

app

licab

le

Not

app

licab

le



4. REVENUE (cont’d)

Unsatisfied contract

The following table shows revenue from performance obligation that are unsatisfied at the reporting date.

5. COST OF SALES

6. FINANCE COSTS

2021 2020RM RM

Total contracted revenue 139,196,403 - Less: Cumulative construction and service revenue recognised (60,766,527) - Aggregate amount of the transaction price allocated to construction and services contract revenue that are partially or fully unsatisfied as at the end of the financial year 78,429,876 -

To be recognised as revenue between:Within 1 year 50,970,527 - 1 to 2 years 27,459,349 -

78,429,876 -

Group

2021 2020RM RM

Continuing operations:- Construction contract costs 57,932,136 - - Costs of goods sold 28,564,673 32,725,043 - Service contract costs 27,900 -

86,524,709 32,725,043

Discontinued operations:- Manufacturing and sales of goods 2,418,136 17,565,578

88,942,845 50,290,621

Group

2021 2020 2021 2020RM RM RM RM

Continuing operations:Accretion of interest expense on ICPS liability - 101,365 - 101,365 Interest on lease liabilities 180,607 250,149 31,418 22,190

180,607 351,514 31,418 123,555

Group Company


125ANNUAL REPORT

2 0 2 1

7. LOSS FROM CONTINUING OPERATIONS Loss from continuing operations is stated after charging/(crediting):

2021 2020 2021 2020Note RM RM RM RM

Auditors’ remunerationStatutory audit - Current year 142,037 147,824 45,000 35,000 Other non-audit services- Current year 8,600 8,600 8,600 8,600 Special audit- Current year 22,520 89,000 22,520 89,000 - Underprovision in prior year 2,000 - 2,000 - Depreciation on:-- Plant and equipment 846,838 172,455 8,766 1,384 - ROU assets 1,712,943 1,630,659 201,631 111,635 Employee benefits expense (excluding benefits-in-kind) 7(a) 8,020,349 7,873,058 1,445,502 797,498 Impairment loss on:- Investments in subsidiaries - - 1,229,000 9,598,748 - Plant and equipment 4,618,586 - - - - Prepayments 7(b) 1,993,024 - - - Expected credit loss on:- Amounts due from subsidiaries - - 5,653,962 7,547,293 - Amount due from a former subsidiary 5,821,075 - 38,256 - Interest income (118,612) (72,758) (117,390) (72,758) Gain on lease modification (2,878) - (2,878) - Gain on lease termination on ROU assets - (676) - (676) Loss/(Gain) on foreign exchange:-- Realised 3,141 61,309 - - - Unrealised (11,405) 239,116 (113,180) 98,620 Government grant/subsidy (38,707) - - - Lease of low value assets 1,298 - - - Loan forgiveness 28 (599,714) - - - Loss on disposal of a subsidiary 9 6,397,231 - - - Plant and equipment written off 8 4 - - Prepayment written off 7(b) 2,244,149 - - - Rental concession (4,200) - - - Short term lease 132,786 152,635 - - Sub-let rental income (1,583,095) (1,530,629) - - Remeasurement of ICPS liability - (112,122) - (112,122)

CompanyGroup



7. LOSS FROM CONTINUING OPERATIONS (cont’d)

(a) The employee benefits expense included in cost of sales and administrative expenses from continuing operations are as follows:

2021 2020 2021 2020RM RM RM RM

Staff costsSalaries, wages, bonus and allowances 3,425,281 2,642,585 468,032 414,414 Social security contributions 15,802 156,721 4,584 3,714 Defined contribution plans 330,188 113,155 56,367 50,001 Other staff related expenses 176,443 68,162 77,048 6,875

3,947,714 2,980,623 606,031 475,004

Directors of the CompanyExecutive:Salaries and other emoluments 1,727,822 2,335,961 632,000 153,409 Defined contribution plans 94,544 102,762 66,240 16,368 Social security contributions 1,231 308 1,231 308 Fees 110,815 44,725 24,000 15,409 Benefits-in-kind 7,139 20,975 - -

1,941,551 2,504,731 723,471 185,494

Non-executive:Other emoluments 40,000 45,000 40,000 45,000 Fees 76,000 92,000 76,000 92,000

116,000 137,000 116,000 137,000 Total Directors’ remuneration of the Company 2,057,551 2,641,731 839,471 322,494

Group Company


127ANNUAL REPORT

2 0 2 1


(a) The employee benefits expense included in cost of sales and administrative expenses from continuing operations are as follows: (cont’d)

(b) Prepayment written off and impaired

The Group’s Interconnect Solutions business was stagnating gradually due to its inability to participate in biddings for new projects as the existing tooling and mouldings had difficulties in meeting the requirements and commitments of their customers and market. At the pertinent time, the Group had intended to revive the Interconnect Solutions business and since the end of the previous financial year and correspondingly, the Group took the decision to venture into the development of new products to expand the range of designs and applications for different products to enable the Group to continue to have a competitive edge in Interconnect Solution business.

2021 2020 2021 2020RM RM RM RM

(cont'd)Other Directors of the subsidiariesExecutive:Salaries and other emoluments 1,680,127 2,092,640 - - Defined contribution plans 63,437 31,937 - - Fees 179,712 147,102 - - Benefits-in-kind 2,913 1,046 - - Others 98,947 - - -

2,025,136 2,272,725 - - Total Directors’ remuneration 4,082,687 4,914,456 839,471 322,494

Total employees benefits expense (including benefits- in-kind) 8,030,401 7,895,079 1,445,502 797,498

Total employees benefits expense (excluding benefits- in-kind) 8,020,349 7,873,058 1,445,502 797,498

Analysis excluding benefits-in-kindTotal executive Directors’ remuneration 3,956,635 4,755,435 723,471 185,494 Total non-executive Directors’ remuneration 116,000 137,000 116,000 137,000 Total Directors’ remuneration 4,072,635 4,892,435 839,471 322,494

Group Company




(b) Prepayment written off and impaired (cont’d)

However, the challenges faced in the current conditions arising from the impact of COVID-19 pandemic and unfavourable future market economic outlook had resulted in the Group’s Interconnect Solutions operating segment to record a significant net loss of RM10,134,220 for the current financial year ended 31 December 2021. These were multiple indications that the carrying amounts of prepayment for plant and equipment may be exceeded the recoverable amount. Consequently, the Directors had performed a critical review of the Interconnect Solutions operating segment and the Directors had concluded that the prepayments for its tooling and moulding assets of RM4,237,173 were no longer recoverable given the dire economic situation. Accordingly, the Group decided to:

(i) Impair the prepayments of tooling and mouldings amounting to RM1,993,024, for

those tooling and moulding that were assessed to have a potential of being utilised in the future.

(ii) Write off prepayments of tooling and mouldings amounting to RM2,244,149 for those tooling and mouldings that were assessed to have minimal potential for future sales.

Correspondingly, the impairment of prepayments of RM1,993,024 and prepayments written off of RM2,224,149 were recognised in the “other expenses” line item of the statement of comprehensive income of the Group for the current financial year ended 31 December 2021.

8. TAX EXPENSE

2021 2020 2021 2020RM RM RM RM

Tax expense on: - continuing operations 502,140 319,794 - 2,582 - discontinued operations - - - -

Total tax expense 502,140 319,794 - 2,582

Continuing operations:Income tax:Foreign tax:- current year's provision 532,827 371,834 - - - overprovision in prior year (142,561) - - -

390,266 371,834 - -

Deferred tax (Note 15):- origination/(reversal) of temporary differences (1,336) (22,628) - 2,582 - overprovision in prior year 113,210 (29,412) - -

111,874 (52,040) - 2,582 Tax expense from continuing operations 502,140 319,794 - 2,582

Group Company


129ANNUAL REPORT

2 0 2 1

8. TAX EXPENSE (cont’d)

Domestic income tax is calculated at the Malaysian statutory tax rate of 24% (2020: 24%) of the estimated assessable loss for the year. Taxation for other jurisdiction is calculated at the rates prevailing in the respective jurisdictions.

The reconciliations from the tax amount at statutory income rate to the Group’s and to the Company’s tax expense are as follows:

The Group has the following estimated unutilised tax losses and unabsorbed capital allowances available for set-off against future taxable profit as follows:

2021 2020 2021 2020RM RM RM RM

(cont'd)Discontinued operations:Income tax (Note 9):Underprovision in prior year - - - - Total tax expense from discontinued operations - - - -

Group Company

2021 2020 2021 2020RM RM RM RM

(Loss)/Profit before tax - Continuing operations (16,531,097) (4,018,489) (10,080,056) (20,658,440) - Discontinued operations (6,716,036) 616,978 - -

(23,247,133) (3,401,511) (10,080,056) (20,658,440)

Taxation at Malaysian statutory rate of 24% (2020: 24%) (5,579,312) (816,363) (2,419,213) (4,958,026) Different tax rates in other countries 551,967 189,313 - - Non-deductible expenses 3,654,077 923,581 2,536,603 5,033,576 Deferred tax assets not recognised 1,939,419 126,000 - - Income not subject to tax (34,660) (73,325) (117,390) (72,968) (Over)/Underprovision in prior years in respect of:- Income tax (142,561) - - - - Deferred tax 113,210 (29,412) - -

Tax expense 502,140 319,794 - 2,582

Group Company

2021 2020RM RM

Unutilised tax losses 15,998,789 6,568,092 Unabsorbed capital allowances 4,696,790 4,606,516

20,695,579 11,174,608

Group



8. TAX EXPENSE (cont’d)

For entities under Malaysian jurisdiction, the availability of the utilised tax losses will be subject to Inland Revenue Board discretion and approval to offset against future taxable profit. In the announcement of Malaysia 2022 Budget, the unutilised tax losses will be allowed to be carried forward for 10 consecutive years of assessment (“YA”) (previously 7 YAs) deemed to be effective from YA 2019.

The unutilised tax losses and unabsorbed capital allowance applicable to foreign incorporated subsidiaries are subject to the tax legislation of the respective countries. United States of America The unutilised tax losses for subsidiary in United States of America are available for set off against future profits for a maximum period of 20 years. Singapore The utilisation of these tax losses is subject to the agreement of the tax authorities and there being no substantial changes in shareholdings and other requirements as provided in the Income Tax Act of Singapore.

9. DISCONTINUED OPERATIONS/ASSETS AND LIABILITIES OF DISPOSAL GROUP

CLASSIFIED AS HELD FOR SALE (a) Discontinued operations

As disclosed on Note 9(b), the Company had on 5 February 2021 completed the disposal of entire equity interest of a wholly-owned subsidiary, Rapid Conn (Shenzhen) Co., Ltd (“RCC”) and 40% equity interest in ShenZhen Rapid Power Co., Ltd. (“RCP”) owned by RCC, effectively known as RCC Group for a cash consideration of USD 1 (approximately RM4). Consequently thereupon, RCC ceased to be a subsidiary of the Company and deemed as discontinued operations as RCC represents the Group’s entire China geographical segment, with only one-month results from RCC has been consolidated into the Group’s financial statements with effect of the disposal. For accounting purposes, the cut-off was taken on 31 January 2021. (i) Loss attributable to the discontinued operations was as follows:

Group2021

RM

Revenue 2,385,104 Cost of sales (2,418,136)

Gross loss (33,032)

Other income 183,414 Administration expenses (390,793) Selling and distribution expenses (75,303) Finance costs (3,091) Loss on sale of discontinued operations (6,397,231)

Loss before tax (6,716,036) Tax expense -

Loss for the financial year (6,716,036)


131ANNUAL REPORT

2 0 2 1

9. DISCONTINUED OPERATIONS/ASSETS AND LIABILITIES OF DISPOSAL GROUP CLASSIFIED AS HELD FOR SALE (cont’d) (a) Discontinued operations (cont’d)

(i) Loss attributable to the discontinued operations was as follows: (cont’d)

(ii) Loss from discontinued operations is arrived at after charging/(crediting):

(iii) The summary of the effect of the disposal of a subsidiary to the financial position of the Group was as follows:

Group2021

RM(cont'd)Other comprehensive income, net of taxForeign currency translation differences 1,071,576 Total comprehensive income for the financial year, net of tax (5,644,460)

Group2021

RM

Depreciation of plant and equipment 52,074 Depreciation of ROU assets 174,085 Employee benefits expense 1,300,694 Gain in foreign exchange - unrealised (95,525) Interest on lease liabilities 3,091 Lease of low value assets 360,516 Sub-let rental income (140,938)

Group2021

RM

Plant and equipment 1,977,801 ROU assets 528,731 Inventories 4,586,674 Trade receivables 7,358,675 Other receivables 8,225,099 Cash and bank balances 2,188,048 Lease liabilities (562,891) Trade payables (8,504,782) Other payables (17,278,391)

Net liabilities of a disposed subsidiary (1,481,036) Transfer from equity- Exchange translation reserve 1,071,576

Net liabilities attributable to the Group (409,460) Waiver of debts owing to the Group* 6,806,695 Loss on sale of discontinued operations (6,397,231)

Total cash consideration received 4 Less: cash and cash equivalents of the subsidiary at disposal date (2,188,048)

Net cash outflows arising from disposal (2,188,044)



9. DISCONTINUED OPERATIONS/ASSETS AND LIABILITIES OF DISPOSAL GROUP CLASSIFIED AS HELD FOR SALE (cont’d)

(a) Discontinued operations (cont’d)

(iii) The summary of the effect of the disposal of a subsidiary to the financial

position of the Group was as follows: (cont’d)

*Pursuant to the Heads of Agreement (“HOA”) dated 13 November 2020, the amount owing to the Group by RCC Group of RM6,806,695 has been waived by the Group.

(b) Assets and liabilities of disposal group classified as held for sale

2020

On 13 November 2020, the Group has entered into a HOA with a potential purchaser of the sale of entire equity interest of a wholly-subsidiary, RCC and 40% equity interest in RCP owned by RCC, effectively known as RCC Group. The proposal disposal was completed subsequent to the financial year end 31 December 2020.

Accordingly, as at 31 December 2020 the assets and liabilities of RCC Group representing the China manufacturing operations are classified as disposal group classified as held for sale with the financial results of RCC Group being classified as discontinued operations.

(i) Assets and liabilities of the disposal group held for sale as at 31 December

2020 are as follows:

The above table represents the carrying amounts of total assets and total liabilities after the elimination of inter-company balances as at 31 December 2020. Prior to elimination of the inter-company balances, RCC Group recorded a net liabilities position of RM1,807,268. There were no changes to the carrying values of plant and equipment and right-of-use assets upon reclassification to current assets.

Group2020

RM

Assets classified as held for salePlant and equipment 1,945,326 ROU assets 689,797 Trade receivables, net of impairment loss 4,871,556 Other receivables, net of impairment loss 6,969,654 Inventories 3,702,600 Deposits, cash and bank balances 2,386,889

Total assets classified as held for sale 20,565,822

Liabilities classified as held for saleLease liabilities 732,841 Trade payables 8,406,743 Other payables 1,203,433

Total liabilities classified as held for sale 10,343,017

Reserve of disposal group held for sale (1,071,576)


133ANNUAL REPORT

2 0 2 1

9. DISCONTINUED OPERATIONS/ASSETS AND LIABILITIES OF DISPOSAL GROUP CLASSIFIED AS HELD FOR SALE (cont’d) (b) Assets and liabilities of disposal group classified as held for sale (cont’d)

2020 (cont’d)

(i) Assets and liabilities of the disposal group held for sale as at 31 December 2020 are as follows: (cont’d)

Included in other receivables is an amount due from associate amounting to RM3,503,779. This amount is unsecured, interest bearing at a rate of 4.75% per annum and is repayable over 5 years.

(ii) Analysis of the results of the discontinued operations is as follows:

Group2020

RM

Revenue 19,589,783 Cost of sales (17,565,578)

Gross profit 2,024,205 Other income 1,653,950 Administration expenses (2,213,513) Selling and distribution expenses (490,343) Other operating expenses (263,899) Finance costs (93,422)

Profit before tax 616,978 Tax expense -

Profit for the financial year 616,978

Other comprehensive income, net of taxForeign currency translation differences (208,826) Total comprehensive income for the financial year, net of tax 408,152

Profit attributable to:Owners of the Company 620,052 Non-controlling interests (3,074)

616,978

Total comprehensive income attributable to:Owners of the Company 407,438 Non-controlling interests 714

408,152



9. DISCONTINUED OPERATIONS/ASSETS AND LIABILITIES OF DISPOSAL GROUP CLASSIFIED AS HELD FOR SALE (cont’d) (b) Assets and liabilities of disposal group classified as held for sale (cont’d)

(ii) Analysis of the results of the discontinued operations is as follows: (cont’d)

The following items have been charged/(credited) in arriving profit before tax from discontinued operations:

10. (LOSS)/EARNINGS PER SHARE

(a) Basic (loss)/earnings per share

Basic (loss)/earnings per share are calculated by dividing (loss)/profit net of tax from the continuing and discontinued operations for the financial year, attributable to ordinary equity holders of the Company by the weighted average number of ordinary shares in issue during the financial year.

Group2020

RM

Auditors’ remuneration: - overprovision in prior year (17,658) Depreciation on: - Plant and equipment 594,368 - ROU assets 2,039,777 Employee benefits expense (excluding benefits-in-kind) 5,494,205 Impairment losses on trade receivables 154,556 Gain on disposal of plant and equipment (7,916) Interest income (3,319) Interest on lease liabilities 93,422 Loss/(gain) on foreign exchange:- Realised 108,599 - Unrealised (613,100) Plant and equipment written off 743 Sub-let rental income (906,883)

Continuing Discontinuedoperations operations Total

RM RM RM

Group2021Loss for the financial year net of tax, attributable to Owners of the Company (RM) (17,841,594) (6,716,036) (24,557,630)

2020(Loss)/Profit for the financial year, net of tax, attributable to Owners of the Company (RM) (4,334,281) 620,052 (3,714,229)


135ANNUAL REPORT

2 0 2 1

10. (LOSS)/EARNINGS PER SHARE (cont’d)

(a) Basic (loss)/earnings per share (cont’d)

(b) Diluted (loss)/earnings per share

Diluted earnings per share are calculated by dividing profit/(loss) net of tax from continuing and discontinued operations for the financial year, attributable to ordinary equity holders of the Company by the weighted average number of ordinary shares outstanding during the financial year plus the weighted average number of ordinary shares that would be issued on the conversion of all the dilutive potential ordinary shares into ordinary shares.

* The diluted loss per ordinary shares are the same as the Group has no dilutive

potential ordinary shares.

2021 2020

Weighted average number of ordinary shares at 31 December (units) 828,952,332 427,716,241

From continuing operations (2.15) (1.01) From discontinued operations (0.81) 0.14

Basic (loss)/earnings per share (sen) (2.96) (0.87)

Group

2021 2020

Weighted average number of ordinary shares at 31 December (units) 828,952,332 427,716,241 Effect on conversion of ICPS - 198,927,890 Effect on conversion of Warrants-A - 13,641,901 Effect on conversion of Warrants-B - 8,204,830

828,952,332 648,490,862

From continuing operations - * (0.67) From discontinued operations - * 0.10

Diluted (loss)/earnings per share (sen) - (0.57)

Group



11.

PLA

NT

AN

D E

QU

IPM

ENT

Off

ice

equi

pmen

t,Pl

ant a

ndfu

rnitu

re a

ndM

otor

mac

hine

ryfit

tings

vehi

cles

Mou

ldin

gsR

enov

atio

nTo

tal

RM

RM

RM

RM

RM

RM

Gro

up20

21C

ost

At 1

Jan

uary

202

12,

027,

490

377,

504

1,

253,

976

-

133,

668

3,

792,

638

Addi

tions

2,45

3

49

,307

-

5,16

9,01

6

18

9,63

5

5,41

0,41

1

W

ritte

n of

f-

(1

0,46

6)

-

-

-

(10,

466)

Ex

chan

ge d

iffer

ence

s45

,462

12,4

78

32

,249

28,0

69

4,

768

123,

026

At 3

1 D

ecem

ber 2

021

2,07

5,40

5

42

8,82

3

1,28

6,22

5

5,

197,

085

328,

071

9,

315,

609

Accu

mul

ated

dep

reci

atio

nAt

1 J

anua

ry 2

021

2,00

1,23

6

32

7,07

5

264,

879

-

40

,094

2,63

3,28

4

C

harg

e fo

r the

fina

ncia

l yea

r8,

171

28,2

07

12

8,11

7

644,

762

37

,581

846,

838

W

ritte

n of

f-

(1

0,45

8)

-

-

-

(10,

458)

Ex

chan

ge d

iffer

ence

s33

,449

11,0

61

9,

642

3,50

1

1,

618

59,2

71

At 3

1 D

ecem

ber 2

021

2,04

2,85

6

35

5,88

5

402,

638

64

8,26

3

79,2

93

3,

528,

935

Accu

mul

ated

impa

irmen

t los

ses

At 1

Jan

uary

202

1-

-

-

-

-

-

Ad

ditio

ns32

,373

-

-

4,52

4,25

5

61

,958

4,61

8,58

6

Ex

chan

ge d

iffer

ence

s17

6

-

-

24,5

67

35

5

25,0

98

At 3

1 D

ecem

ber 2

021

32,5

49

-

-

4,

548,

822

62,3

13

4,

643,

684

Net

car

ryin

g am

ount

At 3

1 D

ecem

ber 2

021

-

72,9

38

88

3,58

7

-

186,

465

1,

142,

990


137ANNUAL REPORT

2 0 2 1

11.

PLA

NT

AN

D E

QU

IPM

ENT

(con

t’d)

Off

ice

equi

pmen

t,Pl

ant a

ndfu

rnitu

re a

ndM

otor

mac

hine

ryfit

tings

vehi

cles

Mou

ldin

gsR

enov

atio

nTo

tal

RM

RM

RM

RM

RM

RM

Gro

up20

20C

ost

At 1

Jan

uary

202

05,

558,

414

1,93

3,67

9

1,

246,

179

151,

009

3,

020,

843

11,9

10,1

24

Ad

ditio

ns44

9,37

3

74,2

13

49

6,70

3

-

20,8

22

1,

041,

111

Dis

posa

ls-

-

(4

4,35

4)

-

-

(44,

354)

W

ritte

n of

f(2

71,3

52)

(2

92,3

71)

-

-

(4

8,70

8)

(612

,431

)

Tran

sfer

to a

sset

s of

dis

posa

l gro

up h

eld

for s

ale

(N

ote

9)(3

,850

,662

)

(1

,405

,471

)

(4

46,3

47)

(1

58,3

60)

(2

,997

,180

)

(8

,858

,020

)

Ex

chan

ge d

iffer

ence

s14

1,71

7

67,4

54

1,

795

7,35

1

13

7,89

1

356,

208

At 3

1 D

ecem

ber 2

020

2,02

7,49

0

37

7,50

4

1,25

3,97

6

-

13

3,66

8

3,79

2,63

8

Accu

mul

ated

dep

reci

atio

nAt

1 J

anua

ry 2

020

4,77

7,81

9

1,

798,

028

435,

720

15

1,00

8

1,93

4,76

3

9,

097,

338

Writ

ten

off

(207

,218

)

(292

,358

)

-

-

(48,

702)

(5

48,2

78)

C

harg

e fo

r the

fina

ncia

l yea

r31

5,14

4

77,4

31

14

2,54

3

-

231,

705

76

6,82

3

Dis

posa

ls-

-

(4

4,35

4)

-

-

(44,

354)

Tr

ansf

er to

ass

ets

of d

ispo

sal g

roup

hel

d fo

r sal

e

(Not

e 9)

(2,9

87,5

95)

(1,3

19,9

26)

(275

,141

)

(158

,359

)

(2,1

71,6

73)

(6,9

12,6

94)

Exch

ange

diff

eren

ces

103,

086

63

,900

6,11

1

7,

351

94,0

01

27

4,44

9

At 3

1 D

ecem

ber 2

020

2,00

1,23

6

32

7,07

5

264,

879

-

40

,094

2,63

3,28

4



11.

PLA

NT

AN

D E

QU

IPM

ENT

(con

t’d)

Off

ice

equi

pmen

t,Pl

ant a

ndfu

rnitu

re a

ndM

otor

mac

hine

ryfit

tings

vehi

cles

Mou

ldin

gsR

enov

atio

nTo

tal

RM

RM

RM

RM

RM

RM

(con

t'd)

Gro

up

Accu

mul

ated

impa

irmen

t los

ses

At 1

Jan

uary

202

063

,406

-

-

-

-

63,4

06

W

ritte

n of

f(6

3,40

6)

-

-

-

-

(63,

406)

At 3

1 D

ecem

ber 2

020

-

-

-

-

-

-

Net

car

ryin

g am

ount

At 3

1 D

ecem

ber 2

020

26,2

54

50

,429

989,

097

-

93

,574

1,15

9,35

4


139ANNUAL REPORT

2 0 2 1

11. PLANT AND EQUIPMENT (cont’d)

(a) The net carrying amount of motor vehicles of the Group held in trust by a Director as at

31 December 2021 is RM577,341 (2020: RM647,848). (b) Impairment loss

As mentioned in Note 7(b), the Group’s Interconnect Solutions operating segment was adversely impacted which led to a net loss of RM10,134,220 to the Group. As part of the critical review of the segment mentioned in Note 7(b), the Directors estimated the recoverable amount of the Interconnect Solutions operating segment based on the current and future market economic conditions as well as the impact arising from COVID-19 pandemic. The recoverable amount estimated based on value-in-use (“VIU”) method using cash flows projections derived from the most recent financial forecast and projections approved by the Directors covering a three-year period, using pre-tax discount rates of 9.2% and 10.18%. The recoverable amount was estimated to be negative and hence, an impairment loss of RM4,618,586 has been recognised on the Group’s plant and equipment. The impairment loss was recognised in “other expense’ in the statements of profit or loss and other comprehensive income during the financial year ended 31 December 2021.

2021 2020RM RM

Office equipment, furniture and fittingsCostAt 1 January 28,101 18,902 Addition 33,775 9,199

At 31 December 61,876 28,101

Accumulated depreciationAt 1 January 18,361 16,977 Charge for the financial year 8,766 1,384

At 31 December 27,127 18,361

Net carrying amount

At 31 December 34,749 9,740

Company



12.

RIG

HT-

OF-

USE

(“R

OU

”) A

SSET

S

Fact

ory

Offi

ce a

ndM

otor

Offi

cebu

ildin

gsho

stel

vehi

cles

equi

pmen

tTo

tal

RM

RM

RM

RM

RM

Gro

up20

21C

ost

At 1

Jan

uary

202

15,

519,

964

227,

011

86

7,60

9

149,

782

6,

764,

366

Addi

tion

-

561,

207

-

-

56

1,20

7

Leas

e m

odifi

catio

n-

(2

27,0

11)

-

-

(2

27,0

11)

Ex

chan

ge d

iffer

ence

s19

6,92

1

-

-

5,34

3

20

2,26

4

At 3

1 D

ecem

ber 2

021

5,71

6,88

5

56

1,20

7

867,

609

15

5,12

5

7,30

0,82

6

Accu

mul

ated

dep

reci

atio

nAt

1 J

anua

ry 2

021

2,55

7,54

2

28

,376

119,

688

74

,907

2,78

0,51

3

C

harg

e du

ring

the

finan

cial

yea

r1,

459,

403

127,

853

88

,126

37,5

61

1,

712,

943

Leas

e m

odifi

catio

n-

(1

41,8

81)

-

-

(1

41,8

81)

Ex

chan

ge d

iffer

ence

s99

,163

-

-

2,87

6

10

2,03

9

At 3

1 D

ecem

ber 2

021

4,11

6,10

8

14

,348

207,

814

11

5,34

4

4,45

3,61

4

Net

car

ryin

g am

ount

At 3

1 D

ecem

ber 2

021

1,60

0,77

7

54

6,85

9

659,

795

39

,781

2,84

7,21

2


141ANNUAL REPORT

2 0 2 1

12.

RIG

HT-

OF-

USE

(“R

OU

”) A

SSET

S (c

ont’d

)

Fact

ory

Offi

ce a

ndM

otor

Offi

cebu

ildin

gsho

stel

vehi

cles

equi

pmen

tTo

tal

RM

RM

RM

RM

RM

Gro

up20

20C

ost

At 1

Jan

uary

202

09,

226,

395

1,06

1,89

9

42

0,00

0

152,

322

10

,860

,616

Addi

tion

-

227,

011

44

7,60

9

-

674,

620

Te

rmin

atio

n-

(8

9,52

2)

-

-

(89,

522)

Tr

ansf

er to

ass

ets

of d

ispo

sal g

roup

cla

ssifi

ed a

s he

ld fo

r

sale

(Not

e 9)

(3,7

88,7

19)

(1,0

19,7

13)

-

-

(4,8

08,4

32)

Exch

ange

diff

eren

ces

82,2

88

47

,336

-

(2,5

40)

127,

084

At 3

1 D

ecem

ber 2

020

5,51

9,96

4

22

7,01

1

867,

609

14

9,78

2

6,76

4,36

6

Accu

mul

ated

dep

reci

atio

nAt

1 J

anua

ry 2

020

2,70

8,45

9

45

5,75

5

70,0

00

38

,089

3,27

2,30

3

C

harg

e du

ring

the

finan

cial

yea

r3,

084,

663

496,

963

49

,688

39,1

22

3,

670,

436

Term

inat

ion

-

(78,

332)

-

-

(7

8,33

2)

Tran

sfer

to a

sset

s of

dis

posa

l gro

up c

lass

ified

as

held

for

sa

le (N

ote

9)(3

,247

,473

)

(8

71,1

62)

-

-

(4

,118

,635

)

Ex

chan

ge d

iffer

ence

s11

,893

25,1

52

-

(2

,304

)

34

,741

At 3

1 D

ecem

ber 2

020

2,55

7,54

2

28

,376

119,

688

74

,907

2,78

0,51

3

Net

car

ryin

g am

ount

At 3

1 D

ecem

ber 2

020

2,96

2,42

2

19

8,63

5

747,

921

74

,875

3,98

3,85

3



12. RIGHT-OF-USE (“ROU”) ASSETS (cont’d)

(a) The Group and the Company lease various factory buildings, offices and hostel and office equipment with lease terms that run between 2 years to 6 years with an option to review the leases after the expiry date.

Office and Motorhostel vehicles Total

RM RM RM

Company2021CostAt 1 January 2021 227,011 867,609 1,094,620 Addition 432,076 - 432,076 Lease modification (227,011) - (227,011)

At 31 December 2021 432,076 867,609 1,299,685

Accumulated depreciationAt 1 January 2021 28,376 119,688 148,064 Charge during the financial year 113,505 88,126 201,631 Lease modification (141,881) - (141,881)

At 31 December 2021 - 207,814 207,814

Net carrying amount

At 31 December 2021 432,076 659,795 1,091,871

2020CostAt 1 January 2020 89,522 420,000 509,522 Addition 227,011 447,609 674,620 Termination (89,522) - (89,522)

At 31 December 2020 227,011 867,609 1,094,620

Accumulated depreciationAt 1 January 2020 44,761 70,000 114,761 Charge during the financial year 61,947 49,688 111,635 Termination (78,332) - (78,332)

At 31 December 2020 28,376 119,688 148,064

Net carrying amount

At 31 December 2020 198,635 747,921 946,556


143ANNUAL REPORT

2 0 2 1

12. RIGHT-OF-USE (“ROU”) ASSETS (cont’d)

(b) The expenses charged to profit or loss from continuing operations are as follows:

13. INVESTMENTS IN SUBSIDIARIES

2021 2020 2021 2020RM RM RM RM

Depreciation on ROU assets 1,712,943 1,630,659 201,631 111,635 Gain on lease termination - (676) - (676) Gain on lease modification (2,878) - (2,878) - Lease of low value assets 1,298 - - - Rent concession (4,200) - - - Interest expense on lease liabilities 180,607 250,149 31,418 22,190 Short-term lease expense 132,786 152,635 - -

Group Company

2021 2020RM RM

Unquoted shares, at costAt 1 January 40,005,824 39,005,825 Addition 1 999,999 Disposal (18,940,974) -

At 31 December 21,064,851 40,005,824

Less: Accumulated impairment lossAt 1 January (34,892,723) (25,293,975) Addition (1,229,000) (9,598,748) Disposal 18,940,970 -

At 31 December (17,180,753) (34,892,723)

Net carrying amount 3,884,098 5,113,101

Company



13. INVESTMENTS IN SUBSIDIARIES (cont’d)

(a) Details of the subsidiaries are as follows: (cont’d)

Name of Subsidiaries

Country of Incorporation

Effective Interest Held (%)

2021 2020 Principal Activities Connect Tech Sdn. Bhd.

(“CTSB”) Malaysia 100 60 Trading of cables,

connectors and related products, cyber security services and providing information and technology products and related services.

Waja Development Sdn.

Bhd. (“WDSB”) Malaysia 100 100 Property

development and general construction.

Rapid Conn Inc.

(“RCI”)@ United States

of America (USA)

100 100 Design, manufacture, sales, marketing and services of cables, connectors and related products.

Rapid Conn (S) Pte. Ltd.* (“RCS”)

Singapore 100 100 Trading and marketing of cables, connectors and related products.

Rapid Conn (ShenZhen)

Co., Ltd. (“RCC”)# People’s

Republic of China

- 100 Manufacturing and trading of cables, connectors and related products.

Subsidiary of WDSB Waja Build Tech Sdn.

Bhd. (“WBTSB”) Malaysia 51 - Property

development and general construction.

* Audited by Moore Stephens LLP, Singapore. # Audited by auditors other than the auditors of the Company. @ Statutory audit not required for local requirement, hence only audited for

consolidation purposes. (b) Incorporation of a subsidiary/Additional investments in subsidiaries

2021 WBTSB On 25 February 2021, WDSB incorporated a wholly-owned subsidiary, namely Waja Build Tech Sdn. Bhd. (“WBTSB”) comprised of 1 ordinary share, representing the entire issued and paid-up capital of WBTSB at subscriber’s consideration of RM1.


145ANNUAL REPORT

2 0 2 1


(b) Incorporation of a subsidiary/Additional investments in subsidiaries (cont’d)

2021 (cont’d)

WBTSB (cont’d)

Subsequently on 12 March 2021, the issued and paid-up capital of WBTSB was increased from RM1 to RM750,000 by way of allotment of 749,999 new ordinary shares for the purpose of increasing working capital of WBTSB. WDSB subscribed for additional 382,499 new ordinary shares at total cash consideration of RM382,499. Consequent to the subscription, WBTSB became a 51% owned subsidiary of WDSB.

CTSB

On 16 February 2021, the Company acquired the remaining 1,364,000 ordinary shares in CTSB, representing the 40% of issued shares in CTSB for a total consideration of RM1. Consequent thereupon, CTSB became a wholly-owned subsidiary of the Company.

2020 WDSB In previous financial year, the Company subscribed for additional 999,999 new ordinary shares in WDSB for a total cash consideration of RM999,999. Consequent thereupon, WDSB remained as a wholly-owned subsidiary of the Company.

(c) Strike off of a subsidiary

2020 RCR On 8 May 2020, a wholly-owned subsidiary of RCC, namely RCR, had been dissolved via voluntary strike off from Registrar of Companies of People’s Republic of China during the year. The results and cash flows of the subsidiary has been consolidated up to the date of striking-off.

(d) Impairment losses

(i) RCS

The Company carried out a review of the recoverable amount of its investment in RCS due to its continuous loss-making trend and significant accumulated losses. An impairment loss amounting to RM1,229,000 (2020: RM4,303,450) was recognised and stated as “other expenses” of the Company for the financial year ended 31 December 2021. The recoverable amount was derived based on fair value less costs of disposal which was measured based on net assets of RCS.

Company2021

RM

Carrying amount of non-controlling interest acquired (2,037,043) Consideration paid to non-controlling interest (1)

Increase in parent's equity (2,037,044)




(d) Impairment losses (cont’d)

(ii) RCC

2020 In prior year, the Company carried out a review of the recoverable amount of its investment in RCC due to its significant accumulated losses. An impairment loss amounting to RM5,295,298 was recognised and stated as “other expenses” of the Company for the financial year ended 31 December 2020. The recoverable amount was derived based on fair value less costs of disposal which was measured based on net assets of RCC.

(e) Non-controlling interests (“NCI”) in subsidiaries

The subsidiary of the Group that has NCI is as follows:

WBTSB

2021NCI percentage ownership interest and voting interest 49%

Carrying amount of NCI (RM) 1,175,857

Profit for the financial year allocated to NCI (RM) 808,357

CTSB RCR TotalRM

2020NCI percentage ownership interest and voting interest 40% strike off

Carrying amount of NCI (RM) (2,037,043) - (2,037,043)

Loss for the financial year allocated to NCI (RM) (4,002) (3,074) (7,076) Other comprehensive income - 3,788 3,788 Total comprehensive income attributable to NCI (4,002) 714 (3,288)

WBTSBRM

2021Current assets 42,219,204 Current liabilities (39,819,495)

Net assets 2,399,709


147ANNUAL REPORT

2 0 2 1


(e) Non-controlling interests (“NCI”) in subsidiaries (cont’d) The summarised financial information before intra-group elimination of the subsidiary that have NCI as at the end of each reporting period are as follows:

(f) Disposal of a subsidiary

As disclosed on Note 9(a), the Company had on 5 February 2021 completed the disposal of entire equity interest of a wholly-subsidiary, Rapid Conn (Shenzhen) Co., Ltd (“RCC”) and 40% equity interest in ShenZhen Rapid Power Co., Ltd. (“RCP”) owned by RCC, effectively known as RCC Group for a cash consideration of USD 1 (approximately RM4). Consequently thereupon, RCC ceased to be a subsidiary of the Company. The effect of disposal on the financial position of the Group are disclosed in Note 9(a).

WBTSBRM

2021ResultsRevenue for the financial year 50,725,527

Profit for the financial year, representing total comprehensive income for the financial year 1,649,709

Cash flows: Cash flows used in operating activities (15,612,051) Cash flows from financing activities 20,621,194

Net change in cash and cash equivalents 5,009,143

CTSB RCRRM RM

2020Current assets 1,789 - Current liabilities (5,094,397) -

Net liabilities (5,092,608) -

ResultsLoss for the financial year (10,006) (15,368) Other comprehensive income - 18,940 Total comprehensive income for the financial year (10,006) 3,572

Cash flows: Cash flows used in operating activities (9,806) - Cash flows from financing activities 9,655 -

Net decrease in cash and cash equivalents (151) -




(f) Disposal of a subsidiary (cont’d) The effect of disposal on the financial position of the Company was as follows:

14. INVESTMENT IN AN ASSOCIATE

(a) Details of the associate are as follows:

Name of Company

Country of Incorporation

Effective Interest Held (%)

2021 2020 Principal Activities ShenZhen Rapid Power

Co., Ltd. (“RCP”)# People’s

Republic of China

-* 49 Manufacture and trading of cables and related products

# Audited by auditors other than the auditors of the Company *Disposed off in prior financial year

(b) The summarised financial information below represents the amounts in the financial

statements of associate and the Group’s share of those amounts.

Company2021

RM

Cost of investment, net of impairment 4 Fair value of consideration received (4)

Gain on disposal of a subsidiary -

Group2020

RM

Unquoted shares, at cost 649,461 Share of post-acquisition reserves (654,363) Exchange differences 4,902

-

Group2020

RM

Non-current assets 4,016,687 Current assets 25,301,554 Non-current liabilities (6,782,707) Current liabilities (25,892,993) Shareholder capital contribution* (1,421,750)

Net liabilities (4,779,209)


149ANNUAL REPORT

2 0 2 1

14. INVESTMENT IN AN ASSOCIATE (cont’d)

(b) The summarised financial information below represents the amounts in the financial statements of associate and the Group’s share of those amounts. (cont’d)

*This represented capital contribution by a shareholder of the associate amounting to RM1,421,750 (equivalents to RMB2,450,000).

(c) The reconciliation of net assets of the associate to the carrying amount of the investment

in an associate is as follows:

In prior financial year, the unrecognised share of loss net of tax and total comprehensive income of the associate amounted to RM2,389,045 and RM87,112 respectively.

15. DEFERRED TAX ASSETS

Group2020

RM

ResultsRevenue 31,677,881

Loss for the financial year (1,976,913) Other comprehensive income (350,273) Total comprehensive income (2,327,186)

Cash flows:Cash flows used in operating activities (755,994) Cash flows used in investing acitivities (1,101,595) Cash flows from financing acitivities 1,743,468

(114,121)

Group2020

RM

Group’s share of net assets -

Group’s share of results, net of tax -

2021 2020 2021 2020RM RM RM RM

At 1 January 403,244 445,697 294,636 388,427 Recognised in profit or loss (Note 8) (111,874) 52,040 - (2,582) Recognised in equity (Note 25) (294,636) (91,209) (294,636) (91,209) Exchange differences 3,266 (3,284) - -

At 31 December - 403,244 - 294,636

Group Company



15. DEFERRED TAX ASSETS (cont’d)

This is in respect of estimated deferred tax assets arising from temporary differences as follows:

The estimated temporary differences for which no deferred tax assets have been recognised in the financial statements are as follows: -

The comparative figures have been restated to reflect the actual tax losses and capital allowances available to subsidiaries.

16. OTHER INVESTMENTS

2021 2020 2021 2020RM RM RM RM

Differences between the the carrying amount of plant and equipment and its tax base - 12,068 - - Differences between ROU assets and lease liabilities - 96,540 - - ICPS liability - 294,636 - 294,636

- 403,244 - 294,636

Group Company

2021 2020 2021 2020RM RM RM RM

Unutilised tax losses 15,998,789 6,480,332 - - Unabsorbed capital allowances 4,696,790 4,686,574 - - Other deductible temporary differences 982,614 - - -

21,678,193 11,166,906 - -

Group Company

2021 2020 2021 2020Note RM RM RM RM

FVOCIUnquoted equity investment outside Malaysia:NetObjex Inc. (a) - - - -

FVTPLGolfclub memberships (b) 333,900 - - -

333,900 - - -

Company Group


151ANNUAL REPORT

2 0 2 1

16. OTHER INVESTMENTS (cont’d) (a) In 2017, the Company had subscribed 3,131,675 of Series A Voting Common Stock

USD0.001 each at USD0.0798 per share, representing 5% interest held in NetObjex Inc. (“NOI”), a private limited company domiciled in United States of America, for a total consideration of USD250,000 (equivalent to RM1,079,900).

The Group designated the above unquoted shares investment at FVOCI as the Group intends to hold for long term strategic purpose. Fair value of unquoted shares of the Group is determined based on net asset method and is categorised as Level 3 in the fair value hierarchy. The net assets of the investment remained negative in current and prior years.

(b) Fair value of golfclub memberships is estimated based on references to current

available market price of the same investment. During the financial year, the fair value is equivalent to cost as the memberships have only been purchased recently.

Further details on the fair value measurements were detailed out in Note 38.

17. INVENTORIES

18. CONTRACT ASSETS/(LIABILITIES)

2021 2020RM RM

At cost:Raw materials - 84,545 Finished goods 4,029,331 3,620,962 Goods in transit 930,255 1,870,426

4,959,586 5,575,933

Group

Recognised in profit or loss:Inventories recognised as cost of sales 18,798,409 27,086,101

Group2021

Note RM

Contract assets Construction contracts (a) 5,711,413

Contract liabilities Service contract (b) (245,000)



18. CONTRACT ASSETS/(LIABILITIES) (cont’d)

(a) Construction contracts

Included in construction contract costs incurred during the financial year are:

A contract asset is recognised in respect of the right to consideration for work performed which has not billed at the reporting period.

(b) Service contract

This represents the provision of cyber security services income from customers and are estimated based on the number of services outstanding as at the reporting date that are expected to be rendered in the next financial year.

Group2021

RM

Construction contract costs incurred to date 57,932,136 Attributable profits 2,803,391 Less: Reversal of completed project Construction contract costs incurred to date (9,778,223) Attributable profits (231,777)

(10,010,000)

50,725,527 Less: Progress billings (55,024,114) Adjustment for completed project 10,010,000

Contract assets 5,711,413

Group2021

RM

Employee benefits expense 711,812

Group2021

RM

At 1 January - Billing issued during the financial year 276,000 Revenue recognised during the financial year (31,000)

At 31 December 245,000


153ANNUAL REPORT

2 0 2 1

19. CONTRACT COSTS

The costs incurred are to be recognised to the profit or loss based on the specific contract it relates to, consistent with the pattern of recognition of the revenue from provision of cyber security services.

20. TRADE RECEIVABLES

The Group’s normal trade credit terms are 30 days to 180 days (2020: 30 days to 180 days). Other credit terms are assessed and approved on a case-by-case basis. Retention sums held by contract customer are receivable upon the lapse of defect liability period of 24 months period.

21. OTHER RECEIVABLES

Group2021

RM

Pre-contract costsAt 1 January - Additions 1,000,000 Recognised during the financial year (27,900)

At 31 December 972,100

2021 2020RM RM

Third parties 3,997,754 4,534,882 A corporate shareholder of a subsidiary 29,247,940 - Retention sum held by contract customer 2,250,706 -

35,496,400 4,534,882

Group

2021 2020 2021 2020Note RM RM RM RM

Deposits 290,443 269,307 32,158 40,158 Prepayments (a) 2,866,181 7,854,769 39,283 7,080 Sundry receivables 288,484 602,909 - 1,000 Amount due from a former subsidiary (b) 5,821,075 - - -

9,266,183 8,726,985 71,441 48,238 Less: Accumulated impairment losses (7,814,099) - - -

1,452,084 8,726,985 71,441 48,238

Group Company



21. OTHER RECEIVABLES (cont’d)

Movements of the accumulated impairment losses of amount due from a former subsidiary and prepayments are as follows:- Amount due from a former subsidiary

Prepayments

(a) Included in prepayments of the Group consist of: i. Advance payment to a sub-contractor amounted to RM4,509,650 at prior reporting

date; and

ii. During the financial year, the Group had written off and recognised impairment loss on prepayments amounting to RM2,244,149 and RM1,993,024 respectively, the details of which are set out in Note 7(b).

(b) Included in the amount due from a former subsidiary of the Group, namely RCC consist

of the following:

i. An amount of RM5,013,032 (2020: RM Nil) was owing by RCC to RCS. RCS had on 5 February 2021 entered into a Payment Arrangement Agreement with RCC of which RCC agreed to settle the outstanding sum over a period of 5 years pursuant to an instalment scheme. The first instalment commences in March 2022. This amount is unsecured, non-trade in nature, interest bearing at a rate of 2.00% (2020: Nil) per annum; and

ii. An amount of RM808,043 (2020: RM Nil) being the advances granted to RCC by

RCS during the financial year. This amount is unsecured, interest free, non-trade in nature and is collectible on demand.

As at the reporting date, the former subsidiary, RCC requested for an extension of time from the Company to remit the first instalment payment due in March 2022 to March 2023. The Directors carried out an expected credit loss assessment and in view of the uncertainty over the recovery of the amount outstanding and financial challenges faced, the Directors have decided to fully impair all RCC’s receivables of RM5,013,032 and RM808,043 respectively to profit or loss of the Group within “other expenses” for the financial year ended 31 December 2021.

2021 2020 2021 2020RM RM RM RM

At 1 January - - - - Additions 5,821,075 - - -

At 31 December 5,821,075 - - -

Group Company

2021 2020 2021 2020RM RM RM RM

At 1 January - - - - Additions 1,993,024 - - -

At 31 December 1,993,024 - - -

Group Company


155ANNUAL REPORT

2 0 2 1

22. AMOUNTS DUE FROM SUBSIDIARIES

These amounts are unsecured, non-interest bearing and are collectible on demand.

23. SHORT TERM INVESTMENTS

The above investment funds represent investments in highly liquid money market instruments. The Group and the Company classified these short-term funds as cash and cash equivalents, as the amounts deposited can be withdrawn at the discretion of the Group and of the Company by giving a one (1) day notice period and are subject to an insignificant risk of changes in value.

24. DEPOSITS, CASH AND BANK BALANCES

Deposits with licensed banks bear weighted average effective interest rate at 1.00% (2020: 1.39%) per annum with maturity period of 30 days (2020: 30 days).

2021 2020RM RM

Amounts due from subsidiaries, gross 40,681,387 18,894,124

Less: Accumulated impairment loss At 1 January 13,786,425 6,239,132 Written off (1,129,029) - Addition 5,653,962 7,547,293

At 31 December 18,311,358 13,786,425

Amounts due from subsidiaries, net 22,370,029 5,107,699

Company

2021 2020 2021 2020RM RM RM RM

Investments in Malaysia:- Sukuk fund - 100,536 - 100,536 - Money market fund 4,823,784 4,928,119 4,642,562 4,928,119

4,823,784 5,028,655 4,642,562 5,028,655

Group Company

2021 2020 2021 2020RM RM RM RM

Cash and bank balances 14,297,607 12,392,974 615,173 2,220,140 Deposits with licensed banks 50,816 3,561,991 50,816 3,561,991

14,348,423 15,954,965 665,989 5,782,131

Group Company



25. SHARE CAPITAL

(a) Ordinary Shares

During the financial year, the Company increased its issued and paid-up share capital from RM63,200,934 to RM90,893,274 by way of issuance of the following: (i) 195,862,172 new ordinary shares pursuant to conversion of 195,862,172 ICPS on

the basis of 1 ICPS for 1 ordinary share;

(ii) 766,429 new ordinary shares pursuant to conversion of 3,065,718 ICPS on the basis of 4 ICPS for 1 ordinary share;

(iii) 36,913,170 new ordinary shares at the issue price of RM0.10 per share pursuant

to exercise of 36,913,170 warrants 2011/2021 (Warrants-A); and

(iv) 26,369,132 new ordinary shares at the issue price of RM0.10 per share pursuant to exercise of 26,369,132 warrants 2016/2021 (Warrants-B).

In the previous financial year, the Company increased its issued and paid-up share capital from RM32,930,493 to RM63,200,934 by way of issuance of the following: (v) 271,211,910 new ordinary shares pursuant to conversion of 271,211,910 ICPS on

the basis of 1 ICPS for 1 ordinary share; (vi) 1,744,856 new ordinary shares at the issue price of RM0.10 per share pursuant to

exercise of 1,744,856 warrants 2011/2021 (Warrants-A);

(vii) 901,554 new ordinary shares at the issue price of RM0.10 per share pursuant to exercise of 901,554 warrants 2016/2021 (Warrants-B); and

(viii) 33,000,000 new ordinary shares at the issue price of RM0.0855 per share pursuant to the Private Placement.

The new ordinary shares issued during the financial year rank pari passu in all respects with the existing ordinary shares of the Company. The holders of ordinary shares are entitled to receive dividends as and when declared by the Company. All ordinary shares carry one vote per share without restrictions and rank equally with regard to the Company’s residual assets.

2021 2020 2021 2020Units Units RM RM

Issued and fully paid:At beginning of financial year 636,163,245 329,304,925 63,200,934 32,930,493 Issuance of shares pursuant to: - Conversion of ICPS 196,628,601 271,211,910 19,518,271 27,121,191 - Exercise of Warrant-A 36,913,170 1,744,856 3,691,317 174,486 - Exercise of Warrant-B 26,369,132 901,554 2,636,913 90,155 - Transfer from warrant reserve - - 1,845,839 63,109 - Private Placement - 33,000,000 - 2,821,500

At end of financial year 896,074,148 636,163,245 90,893,274 63,200,934

Group and CompanyNumber of Ordinary Shares Amount


157ANNUAL REPORT

2 0 2 1

25. SHARE CAPITAL (cont’d)

(b) Detachable Warrants (i) Warrants A 2011/2021 (“Warrants-A”)

In 2011, the Company completed a Rights Issue of 60,847,500 new ordinary shares together with 60,847,500 free detachable warrants on the basis of 3 rights shares together with 3 detachable Warrants-A for every 4 ordinary shares of the Company.

The Warrants-A 2011/2021 is constituted under Deed Poll dated 24 June 2011.

The salient features of the Warrants-A 2011/2021 are as follows: (a) The warrants may be exercised at any time commencing on the date of issue

of warrants on 19 September 2011 but not later than 18 September 2021. Any warrants which have not been exercised at date of maturity will lapse and cease to be valid for any purpose;

(b) The exercise price is at RM0.10. The exercise price and the number of outstanding Warrants-A are subject to the adjustments in accordance with the term and provisions of the Deed Poll;

(c) The rights of Warrants-A holder to subscribe the Company’s ordinary shares

under a Warrants-A at exercise price and is subjected to the provision of the Deed Poll; and

(d) Upon exercise of the Warrants-A into new ordinary shares, such shares shall

rank pari passu in all respect with the ordinary shares of the Company in issue at the time of exercise except that they shall not be entitled to any dividend or other distributions declared in respect of a financial period prior to the financial period.

As disclosed in Note 25(a)(iii), a total of 36,913,170 warrants were exercised in the financial year ended 31 December 2021 by the Warrants holders. At the maturity date, on 17 September 2021, there were total of 9,909,918 warrants remain unexercised and lapsed as at the financial year ended.

The movement of the Company’s Warrants-A is as follows:

(ii) Warrants B 2016/2021 (“Warrants-B”) In 2016, 649,821,600 irredeemable convertible preference shares (“ICPS”) were issued pursuant to a Rights Issue on basis of 3 ICPS for every 1 existing ordinary share held in the Company, at an issue price of RM0.025 per ICPS payable in full upon acceptance together with 43,321,388 free detachable warrants (“Warrants-B”) on the basis of 1 free Warrants-B for every 15 ICPS.

2021 2020Units Units

At 1 January 46,823,088 48,567,944 Exercised (36,913,170) (1,744,856) Lapsed (9,909,918) -

At 31 December - 46,823,088

Group and Company



25. SHARE CAPITAL (cont’d)

(b) Detachable Warrants (cont’d)

(ii) Warrants B 2016/2021 (“Warrants-B”) (cont’d) Warrants-B 2016/2021 is constituted by a Deed Poll dated 25 April 2016. The salient features of the Warrants-B 2016/2021 are as follows:

(a) The warrants may be exercised at any time commencing on the date of issue

of warrants on 8 June 2016 but not later than 4 June 2021. Any warrants which have not been exercised at date of maturity will lapse and cease to be valid for any purpose;

(b) The exercise price of Warrants-B is fixed at RM0.10. The exercise price and

the number of outstanding Warrants-B are subject to the adjustments in accordance with the term and provisions of the Deed Poll;

(c) The rights of Warrants-B holder to subscribe the Company’s ordinary shares

under a Warrants-B at exercise price and is subjected to the provision of the Deed Poll; and

(d) Upon exercise of the Warrants-B into new ordinary shares, such shares shall

rank pari passu in all respect with the ordinary shares of the Company in issue at the time of exercise except that they shall not be entitled to any dividend or other distributions declared in respect of a financial period prior to the financial period.

As disclosed in Note 25(a)(iv), a total of 26,369,132 warrants were exercised in the financial year ended 31 December 2021 by the Warrants holders. At the maturity date, on 18 September 2021, there were total of 1,792,302 warrants remain unexercised and lapsed as at the financial year ended.

The movement of the Company’s Warrants-B is as follows:

2021 2020Units Units

At 1 January 28,161,434 29,062,988 Exercised (26,369,132) (901,554) Lapsed (1,792,302) -

At 31 December - 28,161,434

Group and Company


159ANNUAL REPORT

2 0 2 1

26. IRREDEEMABLE CONVERTIBLE PREFERENCE SHARES (“ICPS”)

The (income)/expense charged to profit or loss is as follows:

On 8 June 2016, the Company issued 649,821,600 units of 5-year ICPS at an issue price of RM0.025 per ICPS. As disclosed in Note 25(a)(i) and (ii), a total 195,862,172 ICPS and 3,065,718 ICPS respectively were fully converted into ordinary shares on the basis of 1 ICPS and 4 ICPS for 1 existing ordinary share respectively.

The salient terms of the ICPS are as follows:-

(a) The ICPS were issued at RM0.025 each and are convertible within 5 years commencing

from and inclusive of the date of issue of the ICPS with conversion ratio and the conversion price determined as follows:-

(i) The conversion price for the ICPS for the conversion into 1 new ordinary share of

the Company is fixed at RM0.10 each; and

(ii) The ICPS may be converted into 1 new ordinary share of the Company as follows:-

(1) by surrendering for cancellation the ICPS with an aggregate issue price of the ICPS equivalent to the conversion price, subject to the conversion ratio; and

Number of shares

ICPS- ICPS-Equity Liability

ICPS component component Total ICPSUnits RM RM RM

At 1 January 2021 198,927,890 3,895,597 1,227,647 5,123,244 Conversion to ordinary shares (198,927,890) (3,600,961) (1,227,647) (4,828,608) Deferred tax effect on conversion (Note 15) - (294,636) - (294,636)

At 31 December 2021 - - - -

At 1 January 2020 470,139,800 10,387,065 1,618,443 12,005,508 Conversion to ordinary shares (271,211,910) (6,400,259) (380,039) (6,780,298) Charged to profit or loss - - (10,757) (10,757) Deferred tax effect on conversion (Note 15) - (91,209) - (91,209)

At 31 December 2020 198,927,890 3,895,597 1,227,647 5,123,244

Amount

Group and Company

2021 2020RM RM

Accretion of interest expense on ICPS liability - 101,365 Remeasurement of ICPS liability - (112,122)

Group and Company



26. IRREDEEMABLE CONVERTIBLE PREFERENCE SHARES (“ICPS”) (cont’d)

The salient terms of the ICPS are as follows:- (cont’d)

(a) The ICPS were issued at RM0.025 each and are convertible within 5 years commencing from and inclusive of the date of issue of the ICPS with conversion ratio and the conversion price determined as follows:- (cont’d)

(ii) The ICPS may be converted into 1 new ordinary share of the Company as follows:-

(cont’d)

(2) at conversion ratio of the ICPS at a minimum of 1 ICPS and up to a maximum of 4 ICPS and by paying the difference between the aggregate issue price of ICPS surrendered and the conversion price, if any, in cash, for every 1 new ordinary share.

(b) Any remaining ICPS that are not converted within 5 years commencing from the issuance

of the ICPS shall be automatically converted into ordinary shares of the Company at the conversion ratio of 4 ICPS for 1 new ordinary share.

(c) A cumulative preference dividend rate per annum of 10 sen per 100 ICPS shall be

payable out of post taxation profits. Dividends of ICPS holders of less than 100 ICPS shall be pro-rated based on such number of the ICPS held by the ICPS holder. No dividends shall be paid on the ordinary shares of the Company unless the dividends on the ICPS have first been paid.

(d) The ICPS holders are not entitled to any voting right or participation in any rights,

allotments and/or other distribution in the Company until and unless such holders convert their ICPS into new ordinary shares except for the following circumstances:-

(i) Upon any resolution which varies or is deemed to vary the rights and privileges

of the ICPS; (ii) On a proposal to reduce the Company’s share capital; (iii) On a proposal for the disposal of a substantial portion of the Company’s property,

business and undertaking; (iv) On a proposal for the winding-up, liquidation, compromise and/or arrangement of

the Company for the winding-up, liquidation, compromise and/or arrangement of the Company and during the winding-up, liquidation, compromise and/or arrangement of the Company; and

(v) Other circumstances as may be provided under law and applicable to preference shares and/or preference shareholders from time to time.

In the previous financial year, the carrying amount of the ICPS liability carries an imputed interest rate of 9% per annum over the tenure of ICPS.

27. RESERVES

2021 2020 2021 2020Note RM RM RM RM

Non-distributableFair value reserve (a) (1,079,900) (1,079,900) (1,079,900) (1,079,900) Foreign currency translation reserve (b) 1,219,847 1,418,782 - - Reserve of disposal group held for sale (c) - (1,071,576) - - Warrants reserve (d) - 1,971,300 - 1,971,300

139,947 1,238,606 (1,079,900) 891,400

Group Company


161ANNUAL REPORT

2 0 2 1

27. RESERVES (cont’d)

(a) Fair value reserve The fair value reserve comprises the cumulative net change in the fair value of equity instrument designated at fair value through other comprehensive income until the unquoted equity investment in NetObjex Inc are derecognised or disposed as disclosed in Note 16(a).

(b) Foreign currency translation reserve

The foreign currency exchange reserve comprises all foreign exchange differences arising from the translation of the financial statements of subsidiaries whose functional currencies are different from that of the Company’s functional currency as well as foreign currency differences arising from the translation of monetary items that are considered to form part of a net investment in a foreign operation.

The movement of foreign currency translation reserve are as follows:

(c) Reserve of disposal group held for sale The reserve of disposal group held for sale comprises foreign exchange differences arising from the translation of the financial statements relating to disposal group held for sale.

The movement of reserve of disposal group held for sale are as follows:

(d) Warrants reserve

Warrants reserve are in respect of Warrants-B which is measured at fair value on the date of issuance. Warrants reserve is transferred to the share capital upon the exercise of warrants and the warrants reserve in relation to unexercised warrants at the expiry of the warrant periods will be transferred to retained earnings.

2021 2020RM RM

At 1 January 1,418,782 748,455 Movement during the financial year (198,935) (188,635) Transfer to reserve of disposal group held for sale (Note 27(c)) - 858,962

At 31 December 1,219,847 1,418,782

Group

2021 2020RM RM

Foreign currency translation reserveAt 1 January (1,071,576) - Movement during the financial year - (212,614) Transfer from foreign currency translation reserve (Note 27(b)) - (858,962) Exchange differenceDerecognition upon disposal of subsidiary (Note 9) 1,071,576 -

At 31 December - (1,071,576)

Group



27. RESERVES (cont’d)

(d) Warrants reserve (cont’d)

The warrants reserve comprises the followings:

The movement of warrants reserve is as follows:

The fair value of the Warrants-B is derived at using the Trinomial model with the assumptions as follows:

Fair value at issue date RM0.07 Exercise price RM0.10 Tenure 5 years Share price of the Company as at latest practicable date 18 April 2016 RM0.1206 Volatility rate 85.01% Risk free rate 3.516%

28. TERM LOAN (UNSECURED)

In the previous financial year, the subsidiary of the Company, RCI received a term loan from Wells Fargo Bank, in the amount of USD144,736 (equivalent to RM602,970) (2020: USD144,736, equivalent to RM582,201) under the Paycheck Protection Program Promissory Note and Agreement (“PPP Agreement”) established by the Corona Aid, Relief, and Economic Security (“CARES”) Act in USA. This term loan is governed under the terms and conditions of the Small Business Administration (“SBA program”) program of the United States Small Business Administration (“SBA”) and the USA CREAS Act. The term loan is repayable by monthly instalments of USD 6,094, equivalent to RM25,250 (2020: USD 6,094, equivalent to RM 25,604) over 24 months and at interest charge at a rate of 1% per annum (2020: 1%).

2021 2020RM RM

Warrants-B - 1,971,300

Group and Company

2021 2020RM RM

At 1 January 1,971,300 2,034,409 Exercised during the financial year (Note 25) (1,845,839) (63,109) Lapsed during the financial year (125,461) -

At 31 December - 1,971,300

Group and Company

2021 2020RM RM

Current:Due in 1 year or less - 483,219

Non-current:Due in more than: - 1 year not later than 2 years - 98,982

- 582,201

Group


163ANNUAL REPORT

2 0 2 1

28. TERM LOAN (UNSECURED) (cont’d)

The said term loan had been drawdown on 6 May 2020, according to the PPP Agreement and subject to a covered period of 6 months from the date of drawdown to 20 October 2020. To the extent that, if the proceeds of the term loan are used for eligible expenditures such as payroll and other expenses as described in the CARES Act and subject to application and approval by the SBA, the subsidiary may submit for an application to SBA for a loan forgiveness within ten (10) months from the completion of the covered period, which is 6 September 2021 (“forgiveness covered period”) for the loan forgiveness amounts either in full or in partial sums. Pursuant to the PPP program, the subsidiary is not required to make any payments until the loan forgiveness amounts is remitted by SBA to Wells Fargo Bank. If the term loan is not fully forgiven or partially, or if the forgiveness application is denied, any remaining balance due on the term loan must be repaid by the subsidiary on or before the maturity date. During the financial year, the Group received a notice from Wells Fargo Bank that the loan forgiveness amounts has remitted by SBA to Wells Fargo Bank. Consequently, the Group is not required for loan repayment which gave rise to the recognition of income arising from loan forgiveness amounting to RM599,714 during the current financial year as disclosed in Note 7.

29. LEASE LIABILITIES

2021 2020 2021 2020RM RM RM RM

Future minimum lease payments 2,966,455 4,302,100 903,922 797,325 Less: Future finance charges (165,729) (271,625) (75,949) (61,434) Total present value of minimum lease payments 2,800,726 4,030,475 827,973 735,891

Payable within one yearFuture minimum lease payments 1,888,401 1,925,440 403,406 283,404 Less: Future finance charges (120,195) (172,000) (50,224) (31,418) Present value of minimum lease payments 1,768,206 1,753,440 353,182 251,986

Payable more than one year but not more than three yearsFuture minimum lease payments 1,078,054 2,376,660 500,516 513,921 Less: Future finance charges (45,534) (99,625) (25,725) (30,016) Present value of minimum lease payments 1,032,520 2,277,035 474,791 483,905

2,800,726 4,030,475 827,973 735,891

Group Company



29. LEASE LIABILITIES (cont’d)

The lease liabilities of the Group and the Company bear interest at rates of 3.98% to 10.31% (2020: 2.09% to 6.80%) per annum.

30. TRADE PAYABLES

(a) Trade payables are non-interest bearing with the normal trade credit terms granted to the Group range from 30 to 90 days (2020: 30 to 120 days).

(b) Retention sums held by the Group are payable upon expiry of the lapse of defect liability period of 24 months.

2021 2020 2021 2020RM RM RM RM

(cont'd)Analysis of present value of lease liabilities:Not later than 1 year 1,768,206 1,753,440 353,182 251,986 Later than 1 year and not than 2 years 965,958 1,563,904 474,791 236,230 Later than 2 years and not than 3 years 66,562 713,131 - 247,675

2,800,726 4,030,475 827,973 735,891

Representing:Current liabilities 1,768,206 1,753,440 353,182 251,986 Non-current liabilities 1,032,520 2,277,035 474,791 483,905

2,800,726 4,030,475 827,973 735,891

Group Company

Representing:Rental lease liabilities 2,404,829 3,494,538 432,076 199,954 Finance lease liabilities 395,897 535,937 395,897 535,937

2,800,726 4,030,475 827,973 735,891

2021 2020RM RM

Trade payables (Note (a)):- A corporate shareholder of a subsidiary 15,259,906 - - Third parties 3,866,436 2,917,579

19,126,342 2,917,579

Retention sums (Note (b)):- A corporate shareholder of a subsidiary 1,966,682 - - Third parties 342,368 -

2,309,050 -

21,435,392 2,917,579

Group


165ANNUAL REPORT

2 0 2 1

31. OTHER PAYABLES

32. AMOUNT DUE TO A FORMER SUBSIDIARY The amount is trade in nature, unsecured and is subject to normal credit terms of 30 days (2020: Nil).

33. AMOUNT DUE TO A RELATED PARTY

This amount is non-trade in nature, unsecured, interest-free and is repayable on demand. 34. RELATED PARTY DISCLOSURES

(a) Identity of related parties

For the purpose of these financial statements, parties are considered to be related to the Group and the Company if the Group and the Company have the ability to directly control the party or exercise significant influence over the party in making financial and operating decision, or vice versa, or where the Group and the Company and the party are subject to common control or common significant influence. Related parties may be individuals or other entities.

The Group and the Company have related party relationships with their related parties and key management personnel. Related parties refer to companies in which certain Directors of the Company have substantial financial interests and/or are Directors of the companies. The related party balances are disclosed in Notes 22, 32 and 33.

(b) Related party transactions

2021 2020 2021 2020RM RM RM RM

Accruals 1,592,861 1,854,761 171,509 192,150 Provision for unutilised leave 172,218 140,788 - - Sundry payables 2,509,352 2,318,309 84,504 369,163

4,274,431 4,313,858 256,013 561,313

Group Company

2021 2020 RM RM

GroupAssociatePurchase of raw material from associate - 1,057,936 Repayment from associate - 601,102

A related partyAdvances from 295,093 -

Corporate shareholders of a subsidiaryProgress billings (45,014,114) - Repayment from 15,766,174 - Retention sum receivable 2,250,706 - Progress claims 37,366,975 -



34. RELATED PARTY DISCLOSURES (cont’d)

(b) Related party transactions (cont’d)

(c) Compensation of key management personnel Key management personnel are defined as those persons having authority and responsibility for planning, directing and controlling the activities of the Group and of the Company either directly or indirectly, including any Directors of the Company and its subsidiaries. Key management personnel include personnel having authority and responsibility for planning, directing and controlling the activities of the entities, directly or indirectly, including any Directors of the Group and of the Company. The key management personnel compensations are as follows:

2021 2020 RM RM

(cont'd)GroupCorporate shareholders of a subsidiaryRetention sums payable 1,966,683 - Repayment to (22,107,070) -

CompanySubsidiariesRecovery of expenses received 703,843 184,272 Advance to subsidiaries (22,814,517) (10,152,540)

2021 2020 2021 2020RM RM RM RM

Key management personnelDirectorsSalaries and other 1,767,822 4,473,601 672,000 198,409 Fees 186,815 283,827 100,000 107,409 Defined contribution plan 94,544 134,699 66,240 16,368 Social security contribution 1,231 308 1,231 308 Benefits-in-kind 7,139 22,021 - -

2,057,551 4,914,456 839,471 322,494

Group Company


167ANNUAL REPORT

2 0 2 1

34. RELATED PARTY DISCLOSURES (cont’d)

(c) Compensation of key management personnel (cont’d)

The key management personnel compensations are as follows: (cont’d)

35. SEGMENT INFORMATION (a) Reporting format

Segment information is presented in respect of the Group’s business segments. Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated on a reasonable basis.

(a) Construction General construction works

(b) Interconnect solutions –

Continuing operations

Trading and marketing of cables, interconnectors and related products

(c) Investment holding and others

Investments in subsidiaries and provision of cyber security services

(d) Interconnect solutions – Discontinued operations

Manufacture and trading of cables, connectors and related products

Segment revenue and results

The accounting policies of the reportable segments are the same as the Group’s accounting policies described in Note 3. Segment results represent profit or loss before finance costs and tax of the segment. Inter-segment transactions are entered in the ordinary course of business based on terms mutually agreed upon by the parties concerned.

Segment assets

Segment assets are measured based on all assets of the segment, excluding deferred tax assets and tax assets.

2021 2020 2021 2020RM RM RM RM

(cont'd)Other key management personnelSalaries and other emoluments 204,000 188,000 204,000 188,000 Defined contribution plan 24,480 22,560 24,480 22,560

228,480 210,560 228,480 210,560

2,286,031 5,125,016 1,067,951 533,054

Group Company



35. SEGMENT INFORMATION (cont’d) (a) Reporting format (cont’d)

Segment liabilities

Segment liabilities are measured based on all liabilities of the segment, excluding deferred tax liabilities and tax liabilities.

(b) Allocation basis and transfers

Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated on a reasonable basis. Unallocated items comprise mainly corporate assets, liabilities and expenses. Segment revenue, expenses and results include transfers between business segments. These transfers are eliminated on consolidation.


169ANNUAL REPORT

2 0 2 1

35.

SEG

MEN

T IN

FOR

MA

TIO

N (c

ont’d

)

2021

2020

2021

2020

2021

2020

2021

2020

2021

2020

2021

2020

RMRM

RMRM

RMRM

RMRM

RMRM

RMRM

Reve

nue:

Exte

rnal

cus

tom

ers

60,7

35,5

27

-

31

,000

-

33,8

15,4

56

41,2

21,6

19

2,38

5,10

4

19

,589

,783

-

-

96

,967

,087

60

,811

,402

In

ter-

com

pani

es-

-

-

-

-

-

-

8,62

2,49

5

-

(8,6

22,4

95)

A

-

-

Tota

l rev

enue

60,7

35,5

27

-

31

,000

-

33,8

15,4

56

41,2

21,6

19

2,38

5,10

4

28

,212

,278

-

(8,6

22,4

95)

96

,967

,087

60

,811

,402

Resu

lts:

Dep

reci

atio

n on

:- p

lant

and

equi

pmen

t38

,289

8,

750

8,76

6

1,

384

799,

783

162,

321

52,0

74

594,

368

-

-

898,

912

766,

823

- RO

U as

sets

14,3

49

-

20

1,63

0

11

1,63

5

1,

496,

964

1,51

9,02

4

17

4,08

5

2,

039,

777

-

-

1,88

7,02

8

3,

670,

436

Inte

rest

inco

me

(542

)

-

(118

,070

)

(7

2,75

8)

-

(2

,105

)

-

(3

,319

)

-

-

(118

,612

)

(7

8,18

2)

Non-

cash

exp

ense

s(4

,200

)

-

6,

827,

970

17,1

31,8

63

8,84

3,32

8

1,

716,

768

4,93

4,38

5

(4

58,8

16)

(6,6

38,3

64)

(1

8,72

9,21

0)

B13

,963

,119

(3

39,3

95)

Fina

nce

cost

s4,

378

-

31

,418

12

3,55

5

14

4,81

1

22

7,95

9

3,

091

93,4

22

-

-

183,

698

444,

936

Prof

it/(L

oss)

bef

ore

ta

x2,

061,

689

(176

,721

)

(1

0,09

5,98

0)

(20,

668,

446)

(1

0,16

1,59

2)

(1,9

59,3

20)

(3

18,8

05)

616,

978

(4,7

32,4

45)

18

,785

,998

C

(23,

247,

133)

(3

,401

,511

)

Tax

expe

nse/

(c

redi

t)52

9,51

2

-

-

2,

582

(27,

372)

31

7,21

2

-

-

-

-

50

2,14

0

31

9,79

4

Se

gmen

t pro

fit/

(lo

ss)

1,53

2,17

7

(1

76,7

21)

(10,

095,

980)

(2

0,67

1,02

8)

(10,

134,

220)

(2

,276

,532

)

(318

,805

)

61

6,97

8

(4

,732

,445

)

18,7

85,9

98

(23,

749,

273)

(3

,721

,305

)

Asse

ts:

Addi

tion

to n

on-

cur

rent

ass

ets

1,12

0,82

3

2,

033,

818

4,64

0,72

1

-

543,

975

63,2

65

-

61

8,64

7

(1

)

(999

,999

)

D

6,30

5,51

8

1,

715,

731

Segm

ent a

sset

s43

,018

,552

27

,899

,784

53

,498

,089

8,

910,

756

20,2

62,4

53

18,8

43,2

56

-

21

,643

,075

(4

4,69

1,20

2)

(11,

766,

422)

E

72,0

87,8

92

65,5

30,4

49

Segm

ent l

iabi

litie

s40

,194

,803

12

,678

,563

8,

630,

273

7,68

1,39

8

22

,158

,240

11

,819

,673

-

22,6

94,3

85

(40,

807,

104)

(3

1,45

9,24

2)

F30

,176

,212

23

,414

,777

Gro

upCo

ntin

uing

ope

ratio

nsDi

scon

tinue

d op

erat

ions

Cons

truc

tion

othe

rsIn

terc

onne

ct s

olut

ions

elim

inat

ions

Adju

stm

ents

and

Inve

stm

ent h

oldi

ng a

nd



35. SEGMENT INFORMATION (cont’d)

A Inter-companies revenues are eliminated on consolidation

B Other material non-cash expenses/(income) other than depreciation on plant and equipment and ROU assets consist of the following items as presented in the respective notes to the financial statements:

C The following items are added to/(deducted from) segment loss to arrive at “loss before tax from continuing and discontinued operations” presented in the consolidated statement of profit or loss and other comprehensive income:

2021 2020RM RM

Addition on impairment loss: - Amount due from a former subsidiary 5,821,075 - - Trade receivables - 154,556 - Plant and equipment 4,618,585 - - Prepayments 1,993,024 - Gain on lease modification (2,878) - Gain on disposal of plant and equipment - (7,916) Gain on lease termination on ROU assets - (676) Loan forgiveness (599,714) - Plant and equipment written off 8 747 Prepayment written off 2,244,149 - Remeasurement of ICPS liability - (112,122) Rent concession (4,200) - Unrealised gain on foreign exchange (106,930) (373,984)

13,963,119 (339,395)

2021 2020RM RM

Segment loss (18,514,688) (22,187,509) (Reversal)/Allowance for impairment loss on:- Amounts due from subsidiaries 5,653,962 7,547,293 - Amounts due from fellow subsidiaries - 1,576,268 - Investment in subsidiaries 1,229,000 9,598,748 - Amount due from a former subsidiary (11,615,407) Elimination of intra group transactions - 63,689

Loss for the financial year (23,247,133) (3,401,511)


171ANNUAL REPORT

2 0 2 1

35. SEGMENT INFORMATION (cont’d)

D Additions to non-current assets consists of:

E Reconciliation of assets:

The following items are deducted from segment assets to arrive at total assets reported in the consolidated statement of financial position:

F Reconciliation of liabilities:

The following items are deducted from segment liabilities to arrive at total liabilities reported in the consolidated statement of financial position:

2021 2020RM RM

Plant and equipment 5,410,411 1,041,111 ROU assets 561,207 674,620 Other investments 333,900 -

6,305,518 1,715,731

2021 2020RM RM

Segments assets 72,087,892 65,530,449 Deferred tax assets - 403,244 Tax recoverable 162,474 -

Total assets 72,250,366 65,933,693

2021 2020RM RM

Investments in subsidiaries (3,884,098) (5,113,101) Inter-companies assets (40,807,104) (6,653,321)

(44,691,202) (11,766,422)

2021 2020RM RM

Segments liabilities 30,176,212 23,414,777 Tax payable 121,512 8,045

Total liabilities 30,297,724 23,422,822

2021 2020RM RM

Inter-companies liabilities (40,807,104) (31,459,242)



35. SEGMENT INFORMATION (cont’d) Geographical Information

In presenting information on the basis of geographical segments, segment revenue is based on geographical location of customers. Segment assets are based on the geographical location of the assets. The amounts of non-current assets do not include deferred tax assets.

*As at 31 December 2020, the non-current assets under the geographical location at People's Republic of China has been reclassified as assets of disposal group classified as held for sale as disclosed in Note 9(b). The following are major customers with revenue equal more than 10% of the Group’s total revenue:

36. FINANCIAL INSTRUMENTS

The Group’s and the Company’s financial assets and financial liabilities are measured on an ongoing basis at either fair value or at amortised cost based on their respective classification. The significant accounting policies in Note 3(l) describe how the classes of financial instruments are measured, and how income and expenses, including fair value gains and losses, are recognised. The following table analyses the financial assets and financial liabilities of the Group and the Company in the statements of financial position by the classes and categories of financial instruments to which they are assigned, and therefore by the measurement basis.

2021 2020 2021 2020RM RM RM RM

Malaysia 60,766,527 - 2,070,205 1,286,840 People’s Republic of China * (discontinued operations) 2,385,104 19,589,783 - - Singapore 2,823,120 2,550,008 577,341 647,852 The United States of America 30,992,336 38,671,611 1,676,556 3,208,515

96,967,087 60,811,402 4,324,102 5,143,207

External revenue Non-current assets

2021 2020RM RM

Customer A 60,735,527 - Customer B 19,896,826 25,807,045

80,632,353 25,807,045

Interconnect solutions

Revenue

Segment

Construction

2021 2020 2021 2020RM RM RM RM

Financial assets at:FVTPLOther investments 333,900 - - -

Group Company


173ANNUAL REPORT

2 0 2 1

36. FINANCIAL INSTRUMENTS (cont’d)

37. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES

The Group’s and the Company’s activities expose them to a variety of financial risk, including liquidity risk, interest rate risk, credit risk and foreign currency risk. The Group’s and the Company’s overall risk management strategy seeks to minimise adverse effects from the unpredictability of financial markets on the Group’s and the Company’s financial performance. The Group may use relevant financial instruments to manage certain risks. Such financial instruments are not held for trade or speculative purposes.

(a) Liquidity Risk

Liquidity risk is the risk that the Group and the Company will encounter difficulty in meeting financial obligations associated with financial liabilities. The Group’s and the Company’s exposure to liquidity risk arises primarily from mismatches of the maturities of financial assets and liabilities. The Group objective is to maintain a balance between continuity of funding and flexibility through use of stand-by credit facilities.

2021 2020 2021 2020RM RM RM RM

(cont'd)Amortised costTrade receivables 35,496,400 4,534,882 - - Other receivables, net of prepayments 578,927 872,216 32,158 41,158 Amounts due from subsidiaries - - 22,370,029 5,107,699 Short term investments 4,823,784 5,028,655 4,642,562 5,028,655 Cash and bank balances 14,348,423 15,954,965 665,989 5,782,131

55,247,534 26,390,718 27,710,738 15,959,643

Total financial assets 55,581,434 26,390,718 27,710,738 15,959,643

Financial liabilities at:Amortised costTerm loan (unsecured) - 582,201 - - Lease liabilities 2,800,726 4,030,475 827,973 735,891 Trade payables 21,435,392 2,917,579 - - Other payables, net of provision 4,102,213 4,173,070 256,013 561,313 Amount due to a former fellow subsidiary 1,125,570 - - - Amount due to a related party 295,093 - - - Total financial liabilities 29,758,994 11,703,325 1,083,986 1,297,204

Group Company



37. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (cont’d)

(a) Liquidity Risk (cont’d)

The Group’s liquidity risk management policy is to manage its debt maturity profile, operating cash flows and the availability of funding so as to ensure that refinancing, repayment and funding needs are met. In addition, the Group and the Company maintain sufficient levels of cash and available banking facilities at a reasonable level to its overall debt position to meet their working capital requirements.

Analysis of financial instruments by remaining contractual maturities

The following table sets out the maturity profile of the financial liabilities as at the end of the reporting period based on contractual undiscounted cash flows (including interest payments computed using contractual rates or, if floating, based on the rates at the end of the reporting period):

On demandCarrying Contractual or within 1amount cash flows year 1 to 3 years

RM RM RM RM

Group2021Lease liabilities 2,800,726 2,966,455 1,888,401 1,078,054 Trade payables 21,435,392 21,435,392 21,435,392 - Other payables, net of provision 4,102,213 4,102,213 4,102,213 -

28,338,331 28,504,060 27,426,006 1,078,054

2020Term loan 582,201 589,425 490,238 99,187 Lease liabilities 4,030,475 4,302,100 1,925,440 2,376,660 Trade payables 2,917,579 2,917,579 2,917,579 - Other payables, net of provision 4,173,070 4,173,070 4,173,070 - ICPS - liability component 1,227,647 1,338,135 1,338,135 -

12,930,972 13,320,309 10,844,462 2,475,847

Company2021Lease liabilities 827,973 903,922 403,406 500,516 Other payables 256,013 256,013 256,013 -

1,083,986 1,159,935 659,419 500,516


175ANNUAL REPORT

2 0 2 1


(a) Liquidity Risk (cont’d)

Analysis of financial instruments by remaining contractual maturities (cont’d)

(b) Interest Rate Risk

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

The Group’s exposure to interest rate risk arises mainly from interest-bearing financial assets and liabilities. The Group’s policies are to obtain the most favourable interest rates available. Any surplus funds of the Group and of the Company will be placed with licensed financial institutions to generate interest income.

In respect of interest-earning financial assets and interest-bearing financial liabilities, the following table indicates its effective interest rates at the reporting date and the periods in which they reprice or mature, whichever is earlier is disclosed in Notes 22 and 23 respectively. Exposure in interest rate risk

The interest rate profile of the Group’s and the Company’s significant interest-bearing financial instruments, based on carrying amounts as at the end of the reporting period was:

On demandCarrying Contractual or within 1amount cash flows year 1 to 3 years

RM RM RM RM

(cont'd)Company2020Lease liabilities 735,891 797,325 283,404 513,921 Other payables 561,313 561,313 561,313 - ICPS - liability component 1,227,647 1,338,135 1,338,135 -

2,524,851 2,696,773 2,182,852 513,921

2021 2020 2021 2020RM RM RM RM

Floating rate instrumentsFinancial assetsDeposits with licensed bank 50,816 3,561,991 50,816 3,561,991 Short-term investments 4,823,784 5,028,655 4,642,562 5,028,655

4,874,600 8,590,646 4,693,378 8,590,646

Group Company




(b) Interest Rate Risk (cont’d)

Interest rate risk sensitivity analysis

Fair value sensitivity analysis for fixed rate instruments

The Group and the Company do not account for any fixed rate financial assets and liabilities at fair value through profit or loss, and the Group does not designate derivatives as hedging instruments under a fair value hedge accounting model. Therefore, a change in interest rates as the reporting period would not affect profit or loss.

Cash flow analysis for variable rate instruments

A change of 25 basis points in interest rates at the end of the reporting period would have increased/(decreased) equity and results after tax by amount shown below.

The following table details the sensitivity analysis to a reasonably possible change in the interest rates as at the end of the reporting period, with all other variables held constant:

(c) Foreign Currency Risk

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates.

The Group has transactional currency exposures that are denominated in a currency other than respective functional currencies of Group entities, primarily Ringgit Malaysia (“RM”), Renminbi (“RMB”) and US Dollars (“USD”). The foreign currencies in which these transactions are denominated are mainly US Dollars (“USD”), Renminbi (“RMB”), Singapore Dollars (“SGD”) and Hong Kong Dollars (“HKD”).

The Group does not have any formal hedging policy for its foreign exchange exposure and did not actively engage in activities to hedge its foreign currency exposures during the financial year. The Group seeks to manage the foreign currency risk by constructing natural hedges where it matches revenue and expenses in any single currency.

The Group is also exposed to currency translation risk arising from its net investments in foreign operations. The Group’s net investment in Singapore and the United States of America are not hedged as currency position in USD is considered to be long-term in nature.

2021 2020 2021 2020Increase/ Increase/ Increase/ Increase/

(Decrease) (Decrease) (Decrease) (Decrease)RM RM RM RM

Effect on (loss)/profit after tax/equityIncrease of 25 basis points (9,262) 16,322 (8,917) 16,322 Decrease of 25 basis points 9,262 (16,322) 8,917 (16,322)

CompanyGroup


177ANNUAL REPORT

2 0 2 1

37.

FIN

AN

CIA

L R

ISK

MA

NA

GEM

ENT

OB

JEC

TIVE

S A

ND

PO

LIC

IES

(con

t’d)

(c

) Fo

reig

n C

urre

ncy

Ris

k (c

ont’d

)

The

Gro

up’s

and

the

Com

pany

’s e

xpos

ure

to fo

reig

n cu

rren

cy a

re a

s fo

llow

s:

USD

HK

DSG

DR

MB

Tota

lR

MR

MR

MR

MR

M

Gro

up20

21Fi

nanc

ial a

sset

sD

epos

its, c

ash

and

bank

bal

ance

s35

3,67

6

-

76,2

59

-

42

9,93

5

Fina

ncia

l lia

bilit

yO

ther

pay

able

s-

-

(5

8,88

2)

-

(58,

882)

353,

676

-

17

,377

-

371,

053

2020

Fina

ncia

l ass

ets

Oth

er re

ceiva

bles

-

-

24,5

09

-

24

,509

Dep

osits

, cas

h an

d ba

nk b

alan

ces

164,

841

5,

209

34,1

03

6,

388

210,

541

164,

841

5,

209

58,6

12

6,

388

235,

050

Fina

ncia

l lia

bilit

yO

ther

pay

able

s-

-

(7

8,32

6)

-

(78,

326)

164,

841

5,

209

(19,

714)

6,

388

156,

724




(c) Foreign Currency Risk (cont’d) The Group’s and the Company’s exposure to foreign currency are as follows:

Foreign currency risk sensitivity analysis

The following table details the sensitivity analysis to a reasonably possible change in the foreign currencies as at the end of the reporting period to the increase/(decrease) of loss for the year, with all other variables held constant:

USDRM

Company2021Financial assetsDeposits, cash and bank balances 353,676

2020Financial assetsAmounts due from subsidiaries 1,305,697 Deposits, cash and bank balances 164,841

1,470,538

2021 2020 2021 2020RM RM RM RM

USD against RM(2021: 5%; 2020: 5%) - strengthened (13,440) (6,264) (13,440) (55,880) - weakened 13,440 6,264 13,440 55,880

SGD against RM(2021: 5%; 2020: 5%) - strengthened (660) (749) - - - weakened 660 749 - -

HKD against RM(2021: 1%; 2020: 1%) - strengthened - (40) - - - weakened - 40 - -

RMB against RM(2021: 5%; 2020: 5%) - strengthened - (243) - - - weakened - 243 - -

Group Company


179ANNUAL REPORT

2 0 2 1


(d) Credit Risk

Credit risk is the risk of loss that may arise on outstanding financial instruments should a counterparty default on its obligations. The Group’s exposure to credit risk arises principally from its contract assets, trade receivables, amount due from a former subsidiary. The Company’s exposure to credit risk arises principally from loans and advances to subsidiaries. For other financial assets (including cash and bank balances, deposits placed with licensed banks, short term investments and other receivables and deposits), the Group and the Company minimise credit risk by dealing exclusively with high credit rating counterparties.

There are no significant changes as compared to prior financial year.

(i) Maximum risk exposure

As at the current and previous financial year end, the Group’s and the Company’s maximum exposure to credit risk is represented by the carrying amount of each class of financial asset recognised in the statements of financial position.

Risk management objectives, policies and processes for managing the risk

Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. Credit risk is minimised and monitored via strictly limiting the Group’s associations to business partners with good credit rating. Credit evaluations are performed on all customers requiring credit over a certain amount.

At each reporting date, the Group assesses whether any of the trade receivables and contract assets are credit impaired.

The gross carrying amounts of credit impaired receivables and contract assets are written off (either partially or full) when there is no realistic prospect of recovery. This is generally the case when the Group determines that the debtor does not have assets or sources of income that could generate sufficient cash flows to repay the amounts subject to write-off. Nevertheless, receivables and contract assets that are written off could still be subject to enforcement activities. There are no significant changes as compared to previous year.

(ii) Trade receivables and contract assets

Risk management objectives, policies and processes for managing the risk

Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. Credit risk is minimised and monitored via strictly limiting the Group’s and the Company’s associations to business partners with good credit rating. Credit evaluations are performed on all customers requiring credit over a certain amount. At each reporting date, the Group assesses whether any of the receivables are credit impaired. As at the end of the reporting period, the maximum exposure to credit risk from receivable is represented by the carrying amount in the statements of financial position.




(d) Credit Risk (cont’d)

(ii) Trade receivables and contract assets (cont’d)

Concentration of credit risk

Trade receivable and contract asset from construction and other segments

The Group determines concentration of credit risk by monitoring the profile of its receivable and contract asset on an ongoing basis. As at 31 December 2021, the Group has significant concentration of credit risk arising from the amount owing by 1 customer (2020: Nil customer), constituting 76% (2020: Nil%) of gross trade receivable and contract asset of the Group’s construction segments respectively. Trade receivables from interconnect solutions segments The Group determines concentration of credit risk by monitoring the profile of its receivables on an ongoing basis. As at 31 December 2021, the Group has significant concentration of credit risk arising from the amount owing by 3 customers (2020: 4 customers), constituting 20% (2020: 65%) of gross trade receivables of the Group’s interconnect solutions segments.

Recognition and measurement of impairment loss

Trade receivable and contract asset from construction and other segments The Group applies the MFRS 9 simplified approach to measure Expected Credit Losses (“ECL”) which uses a lifetime expected loss allowance for trade receivables and contract assets. The Group assesses impairment of trade receivables and contract assets on individual basis. It is due to the number of debtors is minimal and these debtors can be individually managed by the Group in an effective and efficient manner. The Group has reasonable and supportable information available to assess the impairment individually. All these customers have low risk of default.

The Group recognises a loss allowance of 100% against its trade receivables from 150 days past due because historical experience has indicated that these receivables are generally not recoverable and therefore considered as credit impaired. Trade receivables from interconnect solutions segments The Group applies the MFRS 9 simplified approach to measure Expected Credit Losses (“ECL”) which uses a lifetime expected loss allowance for trade receivables. The Group assesses impairment of trade receivables on collective basis. The Group used an allowance matrix to measure ECL of collective assessed receivables as they are grouped based on shared credit risk characteristics, the days past due and similar types of contracts which have similar risk characteristics.


181ANNUAL REPORT

2 0 2 1



(ii) Trade receivables and contract assets (cont’d) Recognition and measurement of impairment loss (cont’d) Trade receivables from interconnect solutions segments (cont’d) Loss rates under collective assessment are calculated using a ‘roll rate’ method based on the probability of a receivable progressing through successive stages of delinquency to 90 days past due. Loss rates are based on actual credit loss experienced over the past years. The Group also considers differences between (a) economic conditions during the period over which the historic data has been collected, (b) current conditions and (c) the Group’s view of economic conditions over the expected lives of the receivables. The Group recognises a loss allowance of 100% against its trade receivables ranged from 90 days to 150 days past due because historical experience has indicated that these receivables are generally not recoverable and therefore considered as credit impaired.

The movements in the allowance for loss allowance in respect of trade receivables are shown below.

In previous financial year, a total loss allowance of RM723,255 has been transfer to assets of disposal group classified as held for sale as disclosed in Note 9(b)(i). There were no loss allowances accounted for trade receivables and contract assets as at 31 December 2021.

Group2020

RM

At 1 January 540,557 Charge for the financial year 154,556 Transfer to assets of disposal group classified as held for sale (723,255) Exchange differences 28,142

At 31 December -





(ii) Trade receivables and contract assets (cont’d) Recognition and measurement of impairment loss (cont’d)

The following table provides information about the exposure to credit risk and ECLs for trade receivables as at 31 December 2021 and 2020 which are grouped together as they are expected to have similar risk nature.

Receivables that are not past due nor impaired

Construction and other segments Trade receivables and contract assets that are neither past due nor impaired are creditworthy debtors with good payment records. Interconnect solutions segments Trade receivables that are neither past due nor impaired are creditworthy debtors with good payment records and mostly are regular customers that have been transacting with the Group.

Receivables that are past due but not impaired Construction and other segments

The Group has not provided impairment for the trade receivables and contract assets as there has been no significant change in their credit quality and the amounts are still considered recoverable which are not past due for more than 150 days. These relate to several independent customers for whom there is no recent history of default.

2021 2020RM RM

Trade receivablesNot past due 7,495,582 3,537,165

Past due but not impaired:1 - 30 days 5,413,235 659,585 31 - 60 days 7,590,076 228,607 61 - 90 days 3,495,125 80,309 91 - 120 days 4,653,035 12,120 More than 120 days 4,598,641 17,096

25,750,112 997,717

33,245,694 4,534,882

Retention sums held by contract customers 2,250,706 - Contract assets 5,711,413 -

41,207,813 4,534,882

Group


183ANNUAL REPORT

2 0 2 1



(ii) Trade receivables and contract assets (cont’d) Recognition and measurement of impairment loss (cont’d)

Receivables that are past due but not impaired (cont’d)

Interconnect solutions segments

The Group has not provided impairment for the trade receivables as there has been no significant change in their credit quality and the amounts are still considered recoverable which are not past due for more than 90 days. These relate to several independent customers for whom there is no recent history of default.

Retention sums Retention sum are held by respective customers. As at the reporting period, the maximum exposure to credit risk is represented by their carrying amounts in the statement of financial position. These retention sum will be subsequently received by the Group upon the lapse of defect liability period. Hence, a loss allowance is not necessary.

(iii) Amounts due from subsidiaries

The Company provides unsecured loans and advances to subsidiaries. The Company monitors the ability of the subsidiaries to repay the loans and advances on an individual basis.

Exposure to credit risk, credit quality and collateral

As at the end of the reporting period, the maximum exposure to credit risk is represented by their carrying amounts in the statements of financial position. Loans and advances provided are not secured by any collateral or supported by any other credit enhancements.

Recognition and measurement of impairment loss

Generally, the Company considers loans and advances to subsidiaries have low credit risk. The Company assumes that there is a significant increase in credit risk when a subsidiary’s financial position deteriorates significantly. At the reporting date the Company assumes that there is a significant increase in credit risk given the subsidiaries’ financial position has deteriorated significantly which may lead to high probability of default for the advances to the subsidiaries. The Company determines the probability of default for these loans and advances individually using internal information available. The loss allowances provided on these amounts as disclosed in Note 22.

(iv) Deposits, cash and cash equivalents

The deposits, short-term investments and cash and bank balances are held with banks and financial institutions. As at the reporting period, the maximum exposure to credit risk is represented by their carrying amounts in the statements of financial position. These banks and financial institutions have low credit risks. Hence, a loss allowance is not necessary.



37. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (cont’d) (d) Credit Risk (cont’d)

(v) Other receivables and deposits

Other receivables and deposits of the Group and of the Company are generally unsecured and non-interest bearing. Expected credit loss of other receivables is determined individually after considering the financial strength of the other receivables. As at the end of the financial year, the maximum exposure to credit risks is represented by their carrying amounts in the statements of financial position.

The Group has provided allowances for expected credit losses on these amounts as disclosed as follows:

38. FAIR VALUE INFORMATION

Assets carried at fair value The valuation techniques and significant observable inputs used in determining the fair value measurement of Level 3 financial instrument as the relationship between key unobservable inputs and fair value, are detailed in the table below.

Financial instrument

Valuation technique used

Significant unobservable input

Inter-relationship between key unobservable inputs and fair value

Golf club memberships

Market approach

Counter party quotation

The higher the counter party quotation, the higher the fair value of the golf club memberships

Unquoted shares

Net asset method

Net asset value The higher the net asset, the higher the fair value

The following table provides the fair value measurement hierarchy of the Company’s assets and liabilities.

2021 2020RM RM

At 1 January - 1,639,065 Addition 5,821,075 - Expected credit loss (5,821,075) - Transfer to assets of disposal group classified as held for sale - (1,639,065)

At 31 December - -

Group

Total CarryingLevel 3 fair value amount

RM RM RMGroup2021AssetsOther investments 333,900 333,900 333,900


185ANNUAL REPORT

2 0 2 1

38. FAIR VALUE INFORMATION (cont’d)

Assets carried at fair value (cont’d)

*The fair value of other investments of RM333,900 is equivalent to the initial costs given the memberships have just been recently purchased. Level 3: The fair value of other investment (unquoted shares) is based on net asset method. The fair value of golf club memberships is determined based on market approach. Sensitivity for the Level 3 fair value measurement of the financial asset is not disclosed as the carrying amount as at 31 December 2021 is considered appropriate estimate fair value. Financial instrument other than those carried at fair value Financial instruments that are not carried at fair value and whose carrying amounts are reasonable approximation of fair values The carrying amounts of receivables, payables and cash and cash equivalents and short term borrowings approximate their fair value due to the relatively short term nature of these financial instruments and insignificant impact of discounting.

The Group assessed the fair value of the non-current term loan is approximate to the carrying amount as at reporting date. As permitted by MFRS 7, the fair value for lease liabilities is not disclosed.

There was no material transfer between Level 1, Level 2 and Level 3 during the financial year.

39. CAPITAL MANAGEMENT

The primary objective of the Group’s and the Company’s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support their business and maximise shareholder value. The Group and the Company manage their capital structure and makes adjustments to it, in light of changes in economic conditions. To maintain or adjust the capital structure, the Group and the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. No changes were made in the objectives, policies or processes during the years ended 31 December 2021 and 31 December 2020. The Group and the Company monitor capital by using the gearing ratio, which is debts comprising of lease liabilities divided by total equity attributable to the Owners of the Company.

Total CarryingLevel 3 fair value amount

RM RM RM

(cont'd)Group and Company2020AssetsOther investment - - -



39. CAPITAL MANAGEMENT (cont’d) The Group and the Company are not subject to any externally imposed capital requirements. The gearing ratio is as follows:

40. COMPARATIVE FIGURES

The comparative figures are reclassified to conform with the current year’s presentation.

41. SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR

(i) Coronavirus 2019 outbreak (“COVID-19”) The COVID-19 outbreak was identified in Wuhan, China in December 2019. The World Health Organisation (“WHO”) has declared the outbreak a Public Health Emergency of international Concern on 30 January 2020 and subsequently WHO declared the COVID-19 outbreak as global pandemic on 11 March 2020. Following the WHO’s declaration, the State of California imposed the Stay-At-Home Orders starting from 19 March 2020 to restrain in the spread of COVID-19 outbreak in United States. Throughout the Stay-At-Home Orders, most businesses were not allowed to operate, except those categorised as “Essential Services”. Since the commencement of Stay-At-Home Orders, the Group’s business operations were not badly affected as the electronic industry was categorised as “Essential Services” and was allowed to operate during COVID-19 outbreak. In addition, the Group was mainly supported customer who received order from Government, Cybersecurity and Infrastructure Security Agency (“CISA”) to provide communication sustainable and restoration support during COVID-19 outbreak.

2021 2020 2021 2020RM RM RM RM

Lease liabilities 2,800,726 4,030,475 827,973 735,891 Term loan - 582,201 - -

2,800,726 4,612,676 827,973 735,891 Total equity 40,776,785 44,547,914 31,676,753 19,805,905

Gearing ratio (times) 0.07 0.10 0.03 0.04

Group Company

As previously As classified Reclassification reclassified

RM RM RM

Company2020Statement of financial positionOther receivables 5,155,937 (5,107,699) 48,238 Amount due from subsidiaries - 5,107,699 5,107,699

Group2020Statements of cash flowsCash and cash equivalents 20,983,620 2,386,889 23,370,509


187ANNUAL REPORT

2 0 2 1

41. SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR (cont’d)

(i) Coronavirus 2019 outbreak (“COVID-19”) (cont’d) The Group continues to expose to external risks such as COVID-19 pandemic which affected the global economy particularly when there are multiple variants of the virus circulating globally. It is still uncertain about any sign of easing international trade war tensions that affects global supply chain. The global supply chain is also affected by the continuing worldwide port congestion and China’s strict lockdown policy that may affect the supplying of components. It is still uncertain about any sign of easing international trade war tensions that affects global supply chain. The global supply chain is also affected by the continuing worldwide port congestion and China’s strict lockdown policy that may affect the supplying of components. The Group’s interconnect solutions business performance in the financial year ended 31 December 2021 was adversely affected by the COVID-19 pandemic. Revenue from the interconnect solutions business declined by RM7,406,163 or 17%. The net loss of interconnect solutions business has increased by RM7,857,688 or 345% primarily arising from the impairment losses and prepayments written off as disclosed in Notes 11 and 21 respectively. Moreover, the Group’s loss also contributed by the loss of sale of discontinued operations of China’s interconnect solutions operations as disclosed in Note 9(a).

In addition, there is an ongoing fluctuation in commodity price particularly the copper price hikes due to disruption in copper production on the supply side. The fluctuation also affected other material costs. All these have already affected and will continue to affect the Group’s operations and orders. As the Group has started new business with the introduction of construction business in the financial year ended 31 December 2021, the management believes that it will serve as an avenue to improve and broaden their earning base and reduce the reliance on its existing businesses to achieve improved financial performance. Due to this unprecedented occurrence, up to the date on which this set of financial statements were authorised for issue, the Group will continue to monitor the development of the COVID-19 situation closely, assess and react actively to its impact on the financial position and operating results of the Group.

(ii) Increase in issued and paid-up share capital

As disclosed in Note 25, the issued and paid up share capital of the Company increased from RM63,200,934 to RM90,893,274 by way of issuance of new ordinary shares pursuant to conversion of ICPS, Warrants A and B.

(iii) Incorporation of a 51% owned indirect subsidiary – WBTSB

Details of the addition of WBTSB are presented in Note 13(b).

42. SUBSEQUENT EVENTS

Offer and grant of options under Employees’ Share Option Scheme (“ESOS”)

At an Extraordinary General Meeting held on 15 June 2021, the Company’s shareholders approved the establishment of an ESOS for eligible Directors and employees who meet the criteria of eligibility for participation. On 25 February 2022, the Company announced and granted 268,822,243 shares under the ESOS to eligible employees and Directors of the Company at an exercise price of RM0.1106 per share. The ESOS is governed by the By-Laws and is administered by the ESOS Committee which is appointed by the Board of Directors, in accordance with the By-Laws.


ANALYSIS OF SHAREHOLDINGS AS AT 25 MARCH 2022

Total Number of Issued Shares : 896,074,148 ordinary sharesClass of Equity Securities : Ordinary shares (“shares”)Voting Rights : One vote for every share held

DISTRIBUTION SCHEDULE OF SHAREHOLDERS

Size of Holdings No. of Holders % No. of Shares %

Less than 100 shares 64 1.70 2,423 0.00100 - 1,000 shares 387 10.28 192,801 0.021,001 - 10,000 shares 1,070 28.41 6,755,547 0.7510,001 - 100,000 shares 1,630 43.28 68,697,036 7.67100,001 - less than 5% of issued shares 614 16.30 720,426,341 80.405% and above of issued shares 1 0.03 100,000,000 11.16

Total 3,766 100.00 896,074,148 100.00

SUBSTANTIAL SHAREHOLDERS' SHAREHOLDINGS (As per the Register of Substantial Shareholders)

Direct Interest Indirect InterestName of Substantial Shareholders No. of Shares % No. of Shares %

ACE Credit (M) Sdn. Bhd. 100,000,000 11.16 - -ACE Holdings Berhad - - 100,000,000(1) 11.16Chang Ai Nee - - 100,000,000(2) 11.16

Notes:(1) Deemed interested by virtue of the interest held in ACE Credit (M) Sdn. Bhd. pursuant to Section 8 of the Companies Act 2016.(2) Deemed interested by virtue of her interest held in ACE Holdings Berhad, being the holding company of ACE Credit (M) Sdn. Bhd.

pursuant to Section 8 of the Companies Act 2016.

DIRECTORS' SHAREHOLDINGS (As per the Register of Directors’ Shareholdings)

Direct Interest Indirect InterestName of Directors No. of Shares % No. of Shares %

Yeo Wee Sun - - - -Vivek A/L Sasheendran - - - -Thong Mei Mei - - - -Leu Kok Wai 110,000 0.01 - -

189ANNUAL REPORT

2 0 2 1

ANALYSIS OF SHAREHOLDINGS AS AT 25 MARCH 2022 (cont’d)

THIRTY LARGEST SECURITIES ACCOUNT HOLDERS AS PER RECORD OF DEPOSITORS

No Name No. of Shares %

1 Mercsec Nominees (Tempatan) Sdn. Bhd. 100,000,000 11.16 Pledged Securities Account for ACE Credit (M) Sdn. Bhd.2 Amsec Nominees (Asing) Sdn. Bhd. 20,720,256 2.31 Pledged Securities Account for Ang Chuang Juay3 SK Grand Group Sdn Bhd 20,270,500 2.26

Pledged Securities Account for Keh Chuan Seng (M01)5 Amsec Nominees (Tempatan) Sdn Bhd 20,000,000 2.23 Pledged Securities Account – AmBank (M) Berhad for Peh Lian Hwa (Smart)6 CGS-CIMB Nominees (Tempatan) Sdn Bhd 20,000,000 2.23 Pledged Securities Account for Yeo Ann Seck (MY0696)7 Neo Ching Hoe 17,700,000 1.988 Quek Pei Wen 17,560,800 1.969 Lim Shook Yean 17,549,416 1.9610 CGS-CIMB Nominees (Tempatan) Sdn Bhd 17,400,000 1.94 Pledged Securities Account for Keh Chuan Seng (MP0474) 11 Teow Chee Poh 15,780,000 1.76

Pledged Securities Account for Eng Chong Him (M01)13 ACE Credit (M) Sdn. Bhd. 15,239,400 1.70 Pledged Securities Account for Leong Kim Fong14 Lim Key Shen 11,561,400 1.29

Pledged Securities Account for Chan Jin Chooi (M01)16 Kenanga Nominees (Tempatan) Sdn. Bhd. 10,562,224 1.18 Pledged Securities Account for Chiau Beng Teik17 Ang Chuang Juay 10,000,000 1.1218 Pamela Ong Mei Yu 9,541,400 1.0619 Chin Sin Hong 9,234,600 1.0320 JF Apex Nominees (Tempatan) Sdn. Bhd. 9,030,000 1.00 Pledged Securities Account for Strongleap Sdn. Bhd. (Margin)21 CGS-CIMB Nominees (Tempatan) Sdn. Bhd. 9,000,000 1.00 Pledged Securities Account for Chiau Beng Teik (MY2975)22 TA Nominees (Tempatan) Sdn Bhd 8,550,000 0.95 Pledged Securities Account for Keh Chuan Choon23 Saw Bee Ann 8,357,800 0.9324 Peh Yueh Han 7,847,000 0.8825 CGS-CIMB Nominees (Tempatan) Sdn Bhd 7,700,000 0.86 Pledged Securities Account for Keh Chuan Choon (MP0543)26 CGS-CIMB Nominees (Tempatan) Sdn Bhd 7,081,400 0.79 Pledged Securities Account for Tengku Abdul Hamid Thani Ibnisultan Badlishah (MY3722)27 Technodex Bhd 7,060,000 0.7928 JF Apex Nominees (Tempatan) Sdn. Bhd. 6,891,800 0.77 Pledged Securities Account for Lee Chong Peng (STA1)29 Lim See Chin 6,670,000 0.7430 UOB Kay Hian Nominees (Tempatan) Sdn Bhd 6,150,000 0.69 Exempt An for UOB Kay Hian Pte Ltd (A/C Clients)


NOTICE OF NINETEENTHANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the Nineteenth Annual General Meeting (“19th AGM” or “Meeting”) of WAJA KONSORTIUM BERHAD (formerly known as ConnectCounty Holdings Berhad) (“WAJA” or “the Company”) will be held on a fully virtual basis through an online meeting platform via TIIH Online website at https://tiih.online or https://tiih.com.my (Domain registration number with MYNIC: D1A282781) provided by Tricor Investor & Issuing House Services Sdn. Bhd. on Thursday, 30 June 2022 at 10:00 a.m. or at any adjournment thereof, to transact the following businesses:-

A G E N D A

Please refer to Explanatory Note 1

Ordinary Resolution 1





Special Resolution

AS ORDINARY BUSINESS:

together with the reports of the Directors and Auditors thereon.

from 1 July 2022 until the next Annual General Meeting (“AGM”) of the Company.

3. To re-elect Mr. Leu Kok Wai who retires pursuant to Clause 107 of the Company’s Constitution.

to Clause 124 of the Company’s Constitution.

5. To re-appoint Moore Stephens Associates PLT as Auditors of the Company until the

AS SPECIAL BUSINESS:

6. GENERAL AUTHORITY FOR THE DIRECTORS TO ALLOT AND ISSUE SHARES PURSUANT TO SECTIONS 75 AND 76 OF THE COMPANIES ACT 2016 (“ACT”)

“THAT subject always to the Constitution of the Company, the Act, the ACE Market Listing Requirements (“Listing Requirements”) of Bursa Malaysia Securities Berhad (“Bursa Securities”) and the approvals of the relevant governmental/regulatory authorities, where required, the Directors of the Company, be and are hereby authorised and empowered pursuant to Sections 75 and 76 of the Act, to issue and allot shares in the Company to such persons, at any time, and upon such terms and conditions and for such purposes as the

shares to be issued does not exceed twenty per centum (20%) of the total number of issued shares of the Company (excluding treasury shares) at any point of time AND THAT the Directors be and also empowered to obtain the approval for the listing of and quotation for the additional shares so issued on Bursa Securities AND THAT such authority shall continue in force until the conclusion of the next AGM is required to be held after the approval was given, whichever is the earlier.”

7. PROPOSED AMENDMENTS TO THE CONSTITUTION OF THE COMPANY

“THAT the proposed amendments to the Constitution of the Company as set out in “Appendix

of the Company be authorised to take all steps as are necessary and expedient in order to

of the Company.”

191ANNUAL REPORT

2 0 2 1

8. To transact any other business of which due notice shall have been given.

By order of the Board

TEA SOR HUA (MACS 01324) (SSM PC NO. 201908001272)Company Secretary

Petaling Jaya, Selangor Darul Ehsan29 April 2022

NOTICE OF NINETEENTHANNUAL GENERAL MEETING (cont’d)

Notes:

a) According to the Revised Guidance Note and FAQs on the Conduct of General Meetings for Listed Issuers issued by the Securities Commission Malaysia on 16 July 2021, an online meeting platform located in Malaysia is recognised as the meeting venue and all meeting participants of a fully virtual general meeting are required to participate in the meeting online.

b) A member who is entitled to attend, participate, speak and vote at the Meeting shall be entitled to appoint not more than two (2) proxies to attend, participate, speak and vote at the Meeting in his/her stead. Where a member appoints

represented by each proxy.

c) A proxy may but need not be a member of the Company and a member may appoint any person to be his/her proxy.

Meeting shall have the same rights as the member to speak at the Meeting.

d) The instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney duly authorised

duly authorised.

Depositories) Act 1991, it may appoint at least one (1) proxy but not more than two (2) proxies in respect of each securities account it holds to which shares in the Company standing to the credit of the said securities account.

f) Where a member of the Company is an exempt authorised nominee which holds deposited securities in the Company omnibus account”), there is no limit to the number

of proxies which the exempt authorised nominee may appoint in respect of each omnibus account it holds. The appointment of multiple proxies shall not be valid unless the proportion of its shareholdings represented by each proxy

g) For the purpose of determining a member who shall be entitled to attend the Meeting, the Company will be requesting Bursa Malaysia Depository Sdn. Bhd. in accordance with Clause 75 of the Company’s Constitution to issue the General Meeting Record of Depositors as at 23 June 2022. Only members whose names appear in the General Meeting Record of Depositors as at 23 June 2022 shall be regarded as members and entitled to attend, speak and vote at the Meeting.


h) To be valid, the instrument appointing a proxy may be made in a hard copy form or by an electronic form in the following manner and must be received by the Company not less than forty-eight (48) hours before the time for holding the Meeting or adjourned meeting: -

(i) In hard copy form In the case of an appointment made in hard copy form, the proxy form must be deposited at the Share Registrar

of the Company situated at Unit 32-01, Level 32, Tower A, Vertical Business Suite, Avenue 3, Bangsar South, No. 8, Jalan Kerinchi, 59200 Kuala Lumpur or its Customer Service Centre at Unit G-3, Ground Floor, Vertical Podium, Avenue 3, Bangsar South, No. 8, Jalan Kerinchi, 59200 Kuala Lumpur.

(ii) By electronic form The proxy form can be electronically lodged via TIIH Online website at https://tiih.online. Please refer to the

Administrative Guide on the procedure for electronic lodgement of the proxy form via TIIH Online.

i) All resolutions as set out in the Notice of the Meeting will be put to vote by poll.

j) The members are advised to refer to the Administrative Guide on the registration process for the Meeting.

k) Members or proxies are to attend, speak (including posing questions to the Board via real time submission of typed

RPV”) provided by Tricor Investor & Issuing House Services Sdn. Bhd. via its TIIH Online website at https://tiih.online. Please refer to the Administrative Guide of the Meeting as enclosed for further information in relation thereto.

l) A member who has appointed a proxy or attorney or authorised representative to participate at this Meeting must request his/her proxy to register himself/herself for RPV at TIIH Online website at https://tiih.online.

m) Given the constantly evolving COVID-19 situation in Malaysia, we may be required to change the arrangements of our Meeting at short notice. Kindly check Bursa Securities’ and the Company’s website at www.waja.my for the latest updates on the status of the Meeting.

EXPLANATORY NOTES TO ORDINARY AND SPECIAL BUSINESS

This Agenda is meant for discussion only as the provision of Section 340(1)(a) of the Act does not require a formal approval of shareholders for the Audited Financial Statements. Hence, this Agenda is not put forward for voting.

scheduled Board and Committee meetings to be held. This resolution is to facilitate payment of Directors’ fees and

next AGM for the shortfall.

3. Items 3 and 4 of the Agenda – Re-election of Directors pursuant to Clause 107 and 124 of the Company’s Constitution

be taken into account in determining the Directors who are to retire by rotation at the meeting. Following thereto, Mr. Leu Kok Wai who was appointed to the Board on 28 January 2022 is due to retire at the 19th AGM and being eligible

Clause 124 of the Company’s Constitution provides that one-third (1/3) of the Directors of the Company for the time being or if their number is not a multiple of three, then the number nearest to one-third (1/3) shall retire by rotation at

Bin Abdullah who was appointed to the Board on 20 March 2019 is due to retire by rotation at the 19th AGM and being


193ANNUAL REPORT

2 0 2 1

The Board has endorsed the Nomination Committee’s recommendation to seek for shareholders’ approval to re-

The Retiring Directors had abstained from all deliberations and decisions on their own eligibility to stand for re-election at the Board meeting.

Company’s Annual Report 2021.

4. Item 6 of the Agenda - General Authority for the Directors to Allot and Issue Shares pursuant to Sections 75 and 76 of the Act

The Company had at its Eighteenth AGM held on 15 June 2021 (“18th AGM”), obtained a general mandate pursuant to Sections 75 and 76 of the Act from its shareholders, to empower the Directors to issue and allot shares in the Company to such persons, at any time, and upon such terms and conditions and for such purposes as the Directors

twenty per centum (20%) of the total number of issued shares of the Company (excluding treasury shares) at any point of time (“20% General Mandate”). This 20% General Mandate will expire at the conclusion of this 19th AGM.

As at the date of this Notice, no new shares in the Company were issued and allotted pursuant to the 20% General Mandate granted to the Directors at the 18th AGM which will lapse at the conclusion of this 19th AGM.

In view of the challenging time due to the COVID-19 pandemic, Bursa Securities had on 16 April 2020 introduced this 20% General Mandate and on 23 December 2021, further extended the implementation and utilisation of this 20% General Mandate to 31 December 2022 to allow a listed issuer to seek a higher general mandate under Rule 6.04 of the Listing Requirements of Bursa Securities of not more than twenty per centum (20%) of the total number of issued shares (excluding treasury shares) for the issuance of new securities.

The Ordinary Resolution 5 proposed under item 6 is to seek the 20% General Mandate to empower the Directors of the Company pursuant to Sections 75 and 76 of the Act. This 20% General Mandate may be utilised by the Company to issue and allot new ordinary shares until 31 December 2022 and thereafter, unless extended by Bursa Securities, the 10% limit under Rule 6.04(1) of the Listing Requirements of Bursa Securities will be reinstated. This authority, unless revoked or varied at general meeting, will expire at the next AGM of the Company.

The Board of Directors’ Statement

The Board of Directors of WAJA (“Board”), after due consideration, is of the opinion that this 20% General Mandate is in the best interest of the Company and its shareholders due to the unprecedented challenges brought by the COVID-19 pandemic, this 20% General Mandate is the most appropriate avenue of fund raising at this juncture. This 20% General Mandate will enable the Company to raise funds expeditiously without having to incur interest costs

investments to ensure the long-term sustainability of the Company.

5. Item 7 of the Agenda – Proposed Amendments to the Constitution of the Company

The proposed amendments to the Constitution of the Company under item 7 of the Agenda are mainly to enhance

vote in person or by proxy at the Meeting.



(formerly known as ConnectCounty Holdings Berhad)200301016513 (618933-D) (Incorporated in Malaysia)

APPENDIX A

PROPOSED AMENDMENTS TO THE CONSTITUTION OFWAJA KONSORTIUM BERHAD (FORMERLY KNOWN AS CONNECTCOUNTY HOLDINGS BERHAD)

(“THE COMPANY”)

This is the Appendix A referred to in Agenda 7 of the Notice of Nineteenth Annual General Meeting of the Company dated 29 April 2022.

Clause No. Existing Clause Clause No. Proposed Clause

5.

Interpretation

“ICPS” means the Irredeemable Convertible Preference Shares of RM0.025 each with the issue price of RM0.025 each having the rights set out in Clause 15

5.

Interpretation)

- Deleted -

15.Terms of issue of ICPS

- Deleted as is no longer applicable -

71.Venues and technology for general meetings

The meeting of its Members may be by fully virtual or hybrid at more than one (1) venue using any technology or method that enables the Members of the Company to participate and to exercise the Members’ rights to speak and vote at the meeting, and using any available technology to provide notice, conduct and record or facilitate voting at that meeting or any adjournment of that meeting of members subject to rules, regulations and laws prevailing. The main venue of the general meeting shall be in Malaysia and subject to Clause 84, the chairman shall be present at the main venue of the meeting. For fully virtual general meeting, the broadcast venue shall be the main venue of the meeting and all the provisions of this Constitution as to meetings of Members shall also apply to such fully virtual general meeting.

71.Venues and technology for general meetings

(a) The meeting of its Members may be held by fully virtual or hybrid at more than one venue using any technology or method that allows the Members of the Company to participate and to exercise their rights to speak and vote at the meeting, and using any available technology to provide notice, conduct and record or facilitate voting at that meeting or any adjournment of that meeting of members subject to rules, regulations and laws prevailing.

(b) For a hybrid general meeting, the main venue of the meeting shall be in Malaysia and subject to Clause 84, the Chairman shall be present at the main venue of the meeting.

195ANNUAL REPORT

2 0 2 1


(c) For a fully virtual general meeting, the broadcast venue or the online meeting platform which located in Malaysia shall be recognised as the main venue of the meeting and all the provisions of this Constitution as to meetings of Members shall also apply to such fully virtual general meeting.

(d) For a fully virtual general meeting, the main venue of the meeting shall be the broadcast venue which shall be located in Malaysia and the Chairman shall be present at the broadcast venue of the meeting; or the Uniform Resource Locator (“URL”) address of the online meeting platform or the physical address of the Registrant shall be in Malaysia and the chairman who is present virtually at the meeting shall be deemed to be present at the main venue of the meeting.

174.Presentation

statements

In accordance with the provisions of the Act and the Listing Requirements, the Directors shall cause to be prepared and to be laid before the Company in general

Directors’ report. The interval between

Company and the issue of the audited

Directors’ and auditors’ reports shall not exceed four (4) months or such other period prescribed by the Act and/or the Listing Requirements.

174.Presentation

statements

In accordance with the provisions of the Act and the Listing Requirements, The Directors shall cause to be prepared and circulated and to be laid before the Company in general meeting such

report. The interval between the close

statements together with the Directors’ and auditors’ reports shall not exceed four (4) months or such other period prescribed by the Act and/or the Listing Requirements.



175.Copies of

statements

statements which is to be laid before a general meeting (including every document required by the Act or the Listing Requirements to be annexed thereto) together with a copy of the auditors’ report relating thereto and of the Directors’ report, in printed form or in CDROM form or in such form of electronic means or any combination thereof, shall at least twenty-one (21) days before the date of the general meeting be sent to every Member and every holder of debentures (if any) of the Company, every auditor of the Company, every Director of the Company and to every other person who is entitled to receive notices from the Company under the provisions of the Act or this Constitution; provided that this Clause shall not require a copy of these documents to be sent to any person of whose address the Company is not aware or the person entitled thereto in consequence of the death or bankruptcy of the holder or otherwise but any Member to whom a copy of these documents has not been sent shall be entitled to receive a copy free

175.Copies of

statements

statements which is to be laid before a general meeting (including every document required by the Act or the Listing Requirements to be annexed thereto) together with a copy of the auditors’ report relating thereto and of the Directors’ report, in printed form or in CD-ROM form or in such form of electronic means or any combination thereof, shall at least twenty-one (21) days before the date of the general meeting be sent or circulated to every Member and every holder of debentures (if any) of the Company, every auditor of the Company, every Director of the Company and to every other person who is entitled to receive notices from the Company under the provisions of the Act or this Constitution; provided that this Clause shall not require a copy of these documents to be sent to any person of whose address the Company is not aware or the person entitled thereto in consequence of the death or bankruptcy of the holder or otherwise but any Member to whom a copy of these documents has not been sent shall be entitled to receive a copy free

197ANNUAL REPORT

2 0 2 1


ADMINISTRATIVE GUIDE FOR THE FULLY VIRTUAL NINETEENTH ANNUAL GENERAL MEETING OF WAJA KONSORTIUM BERHAD

(FORMERLY KNOWN AS CONNECTCOUNTY HOLDINGS BERHAD)(“WAJA” OR “THE COMPANY”)(“19TH AGM” OR “MEETING”)

Day and Date : Thursday, 30 June 2022Time : 10:00 a.m.Online Meeting Platform : TIIH online website at https://tiih.online or https://tiih.com.my (Domain registration number with MYNIC: D1A282781)

PRECAUTIONARY MEASURES AGAINST THE CORONAVIRUS DISEASE (“COVID-19”)

• In light of the Coronavirus (COVID-19) pandemic and in line with the Guidance and Frequently Asked Questions (FAQs) on the Conduct of General Meetings for Listed Issuers issued by the Securities Commission Malaysia (including any amendment(s) that may be made from time to time) (SC Guidance), the 19th AGM of the Company will be conducted fully virtual through live streaming and online remote platform provided by Tricor Investor & Issuing House Services Sdn Bhd (“Tricor”) in Malaysia via its TIIH Online website at https://tiih.online. Members are to attend, speak (including posing questions to the Board of Directors of WAJA via real time submission of typed texts) and vote (collectively, “Participate”) remotely at this 19th AGM via Remote Participation and Voting (“RPV”) facilities provided by Tricor.

• According to the Revised Guidance Note and FAQs on the Conduct of General Meetings for Listed Issuers issued by the Securities Commission Malaysia on 16 July 2021, an online meeting platform located in Malaysia is recognised as the meeting venue and all meeting participants of a fully virtual general meeting are required to participate in the meeting online.

• We strongly encourage you to attend the 19th AGM via the RPV facilities. You may also consider appointing the Chairman of the Meeting as your proxy to attend and vote on your behalf at the 19th AGM.

• Due to the constant evolving COVID-19 situation in Malaysia, we may be required to change the arrangements of our 19th AGM at short notice. Kindly check the Company’s website or announcements for the latest updates on the status of the 19th AGM.

• The Company will continue to observe the guidelines issued by the Ministry of Health and will take all relevant precautionary measures as advised.

REMOTE PARTICIPATION AND VOTING

• The RPV facilities are available on Tricor’s TIIH Online website at https://tiih.online.

• Shareholders are to attend, speak (in the form of real time submission of typed texts) and vote (collectively, “participate”) remotely at the 19th AGM using RPV facilities from Tricor.

• Kindly refer to Procedures for RPV as set out below for the requirements and procedures.


PROCEDURES TO REMOTE PARTICIPATION AND VOTING VIA RPV FACILITIES

• Please read and follow the procedures below to engage in remote participation through live streaming and online remote voting at the 19th AGM using the RPV facilities:

Before the day of the Meeting

Procedure Action

i. Register as a user with TIIH Online

• Using your computer, access to website at https://tiih.online. Register as a user under the “e-Services”, select the “Sign Up” button and followed by “Create Account by Individual Holder”. Refer to the tutorial guide posted on the homepage for assistance.

• Registration as a user will be approved within one (1) working day and you will be

• If you are already a user with TIIH Online, you are not required to register again. You will receive an e-mail to notify you that the remote participation is available for registration at TIIH Online.

ii. Submit your request to attend 19th AGM remotely

• Registration is open from Friday, 29 April 2022 until the day of the 19th AGM on Thursday, 30 June 2022. Shareholder(s) or proxy(ies) or corporate representative(s) or attorney(s) are required to pre-register their attendance for the 19th AGM to ascertain their eligibility to participate at the 19th AGM using the RPV facilities.

• Login with your user ID (i.e. e-mail address) and password and select the corporate event: “(REGISTRATION) WAJA KONSORTIUM BERHAD 19TH AGM”.

• Select “Register for Remote Participation and Voting”.• Review your registration and proceed to register.• System will send an e-mail to notify that your registration for remote participation is

2022, the system will send you an e-mail on or after 28 June 2022 to approve or reject your registration for remote participation.

for the RPV).

On the day of the Meeting

Procedure Action

i. Login to TIIH Online

• Login with your user ID and password for remote participation at the 19th AGM at any time from 9:00 a.m. i.e. 1 hour before the commencement of meeting at 10:00 a.m. on Thursday, 30 June 2022.

ii. Participate through Live Streaming

• Select the corporate event: “(LIVE STREAM MEETING) WAJA KONSORTIUM BERHAD 19TH AGM” to engage in the proceedings of the 19th AGM remotely.

If you have any question for the Chairman/Board, you may use the query box to transmit your question. The Chairman/Board will try to respond to questions submitted by remote participants during the 19th AGM. If there is time constraint, the responses will be e-mailed to you at the earliest possible, after the meeting.

199ANNUAL REPORT

2 0 2 1

Procedure Action

iii. Online remote voting

• Voting session commences from 10:00 a.m. on Thursday, 30 June 2022 until a time when the Chairman announces the end of the session.

• Select the corporate event: “(REMOTE VOTING) WAJA KONSORTIUM BERHAD 19TH AGM” or if you are on the live stream meeting page, you can select “GO TO REMOTE VOTING PAGE” button below the Query Box.

• Select the CDS account that represents your shareholdings.• Indicate your votes for the resolutions that are tabled for voting.

iv. End of remote participation

• Upon the announcement by the Chairman on the conclusion of the 19th AGM, the Live Streaming will end.

Note to users of the RPV facilities:1. Should your registration for RPV be approved, we will make available to you the rights to join the live stream

meeting and to vote remotely. Your login to TIIH Online on the day of Meeting will indicate your presence at the virtual meeting.

2. The quality of your connection to the live broadcast is dependent on the bandwidth and stability of the internet at your location and the device you use.

3. In the event you encounter any issues with logging-in, connection to the live stream meeting or online voting on the meeting day, kindly call Tricor Help Line at 011-40805616 / 011-40803168 / 011-40803169 / 011-40803170 or e-mail to [email protected] for assistance.

ENTITLEMENT TO PARTICIPATE AND APPOINTMENT OF PROXY

• Only members whose names appear on the Record of Depositors as at 23 June 2022 shall be eligible to attend, speak and vote at the 19th AGM or appoint a proxy(ies) and/or the Chairman of the Meeting to attend and vote on his/her behalf.

• In view that the 19th AGM will be conducted on a virtual basis, a member can appoint the Chairman of the Meeting as his/her proxy and indicate the voting instruction in the Form of Proxy.

• If you wish to participate in the 19th AGM yourself, please do not submit any Form of Proxy for the 19th AGM. You will not be allowed to participate in the 19th AGM together with a proxy appointed by you.

• Accordingly, proxy forms and/or documents relating to the appointment of proxy/corporate representative/attorney for the 19th AGM whether in hard copy or by electronic means shall be deposited or submitted in the following manner not later than Tuesday, 28 June 2022 at 10:00 a.m.:

(i) In Hard copy:

32-01, Level 32, Tower A, Vertical Business Suite, Avenue 3, Bangsar South, No. 8, Jalan Kerinchi, 59200 Kuala Lumpur or its Customer Service Centre at Unit G-3, Ground Floor, Vertical Podium, Avenue 3, Bangsar South, No. 8, Jalan Kerinchi, 59200 Kuala Lumpur;


(ii) By Electronic form:

All shareholders can have the option to submit proxy forms electronically via TIIH Online and the steps to submit are summarised below:

Procedure Action

i. Steps for Individual Shareholders

Register as a User with TIIH Online

• Using your computer, please access the website at https://tiih.online. Register as a user under the “e-Services”. Please refer to the tutorial guide posted on the homepage for assistance.

• If you are already a user with TIIH Online, you are not required to register again.

Proceed with submission of form of proxy

• After the release of the Notice of Meeting by the Company, login with your user name (i.e. email address) and password.

• Select the corporate event: “WAJA KONSORTIUM BERHAD 19TH AGM - SUBMISSION OF PROXY FORM”.

• Insert your CDS account number and indicate the number of shares for your proxy(s) to vote on your behalf.

• Appoint your proxy(s) and insert the required details of your proxy(s) or appoint the Chairman as your proxy.

• Indicate your voting instructions – FOR or AGAINST, otherwise your proxy will decide on your votes.

• Print the form of proxy for your record.

ii. Steps for corporate or institutional shareholders

Register as a User with TIIH Online

• Access TIIH Online at https://tiih.online. • Under e-Services, the authorised or nominated representative of the corporation

or institutional shareholder selects the “Sign Up” button and followed by “Create Account by Representative of Corporate Holder”.

• Complete the registration form and upload the required documents.

(2) working days.• Proceed to activate your account with the temporary password given in the email

and re-set your own password.(Note: The representative of a corporation or institutional shareholder must register as a user in accordance with the above steps before he/she can subscribe to this corporate holder electronic proxy submission. Please contact our Share Registrar if

Proceed with submission of form of proxy

• Login to TIIH Online at https://tiih.online.• Select the corporate event: “WAJA KONSORTIUM BERHAD 19TH AGM -

SUBMISSION OF PROXY FORM”.

with the Guidance Note set therein.

• Login to TIIH Online, select corporate event: “WAJA KONSORTIUM BERHAD 19TH AGM - SUBMISSION OF PROXY FORM”.

• Select “Submit” to complete your submission.

201ANNUAL REPORT

2 0 2 1

VOTING AT MEETING

• The voting at the 19th AGM will be conducted on a poll pursuant to Rule 8.31A(1) of the ACE Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Malaysia”). The Company has appointed Tricor to conduct the poll voting electronically.

• Shareholders or proxies or corporate representative(s) or attorney(s) can proceed to vote on the resolutions before the end of the voting session which will be announced by the Chairman of the Meeting and submit your votes at any time from the commencement of the 19th AGM at 10:00 a.m.. Kindly refer to “Procedures to Remote Participation and Voting via RPV Facilities” provided above for guidance on how to vote remotely via TIIH Online.

DOOR GIFT OR FOOD VOUCHER

• There will be no door gifts or food vouchers for attending the 19th AGM.

NO RECORDING OR PHOTOGRAPHY

• Unauthorized recording and photography are strictly prohibited at the 19th AGM.

PRE-MEETING SUBMISSION OF QUESTIONS TO THE BOARD OF DIRECTORS

• The Board recognises that the 19th AGM is a valuable opportunity for the Board to engage with shareholders. In order to th AGM, shareholders may in advance, before the 19th AGM, submit

questions to the Board of Directors via Tricor’s TIIH Online website at https://tiih.online, by selecting “e-Services” to login, post your questions and submit it electronically no later than Tuesday, 28 June 2022 at 10:00a.m.. The Board of Directors will endeavor to address the questions received at the 19th AGM.

ENQUIRY

from 9.00 a.m. to 5.30 p.m. (except on public holidays):

Tricor Investor & Issuing House Services Sdn Bhd General Line/Fax : 603-2783 9299 / 603-2783 9222Email : [email protected] Contact Persons : Nur Qaisara Naaila - 603-2783 9272 ([email protected]) : Nor Faeayzah - 603-2783 9274 ([email protected])

This page is intentionally left blank


PROXY FORM

I/We* NRIC/Registration No.* (full name in capital letters)

of (full address)

with email address: mobile phone no.:

being a member/members* of Waja Konsortium Berhad (formerly known as ConnectCounty Holdings Berhad) (“Waja” or “the Company”)

hereby appoint(s):-

Full Name (in Block) NRIC/Passport No. Proportion of Shareholdings

No. of Shares %

Address

Email Address

Mobile Phone No.

and (if more than one (1) proxy)

Full Name (in Block) NRIC/Passport No. Proportion of Shareholdings

No. of Shares %

Address

Email Address

Mobile Phone No.

or failing him/her*, the Chairman of the Meeting as my/our* proxy to vote for me/us* on my/our* behalf at the Nineteenth Annual General Meeting (“19th AGM” or “Meeting”) of the Company to be held on a fully virtual basis through an online meeting platform via TIIH Online website at https://tiih.online or https://tiih.com.my (Domain registration number with MYNIC: D1A282781) provided by Tricor Investor & Issuing House Services Sdn. Bhd. on Thursay, 30 June 2022 at 10:00 a.m. or at any adjournment thereof.

Proxy will vote or abstain from voting at his/her*discretion.

No. Ordinary Resolutions For Against1.

period from 1 July 2022 until the next Annual General Meeting of the Company.

2. To re-elect Mr. Leu Kok Wai as Director of the Company.

3.

4. To re-appoint Moore Stephens Associates PLT as Auditors of the Company.

5. To approve the authority for Directors to allot and issue shares pursuant to Sections 75 and 76 of the Companies Act 2016.

No. Special Resolution For Against6. To approve the Proposed Amendments to the Constitution of the Company.

* delete whichever not applicable.

Dated this _________ day of ___________________ 2022

__________________________________Signature of Member(s) / Common Seal

NO. OF SHARES HELD CDS ACCOUNT NO.

NOTES:a) According to the Revised Guidance Note and FAQs on the Conduct of General Meetings for Listed Issuers issued by the Securities Commission Malaysia on 16 July 2021, an

online meeting platform located in Malaysia is recognised as the meeting venue and all meeting participants of a fully virtual general meeting are required to participate in the meeting online.

b) A member who is entitled to attend, participate, speak and vote at the Meeting shall be entitled to appoint not more than two (2) proxies to attend, participate, speak and vote

represented by each proxy.

proxy and a proxy appointed to attend and vote at the Meeting shall have the same rights as the member to speak at the Meeting. d) The instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney duly authorised in writing or, if the appointor is a corporation, either under

not more than two (2) proxies in respect of each securities account it holds to which shares in the Company standing to the credit of the said securities account.

omnibus account”), there is no limit to the number of proxies which the exempt authorised nominee may appoint in respect of each omnibus account it holds. The appointment

g) For the purpose of determining a member who shall be entitled to attend the Meeting, the Company will be requesting Bursa Malaysia Depository Sdn. Bhd. in accordance with Clause 75 of the Company’s Constitution to issue the General Meeting Record of Depositors as at 23 June 2022. Only members whose names appear in the General Meeting Record of Depositors as at 23 June 2022 shall be regarded as members and entitled to attend, speak and vote at the Meeting.

h) To be valid, the instrument appointing a proxy may be made in a hard copy form or by an electronic form in the following manner and must be received by the Company not less than forty-eight (48) hours before the time for holding the Meeting or adjourned meeting: -(i) In hard copy form In the case of an appointment made in hard copy form, the proxy form must be deposited at the Share Registrar of the Company situated at Unit 32-01, Level 32, Tower

A, Vertical Business Suite, Avenue 3, Bangsar South, No. 8, Jalan Kerinchi, 59200 Kuala Lumpur or its Customer Service Centre at Unit G-3, Ground Floor, Vertical Podium, Avenue 3, Bangsar South, No. 8, Jalan Kerinchi, 59200 Kuala Lumpur.

(ii) By electronic form The proxy form can be electronically lodged via TIIH Online website at https://tiih.online. Please refer to the Administrative Guide on the procedure for electronic

lodgement of the proxy form via TIIH Online.i) All resolutions as set out in the Notice of the Meeting will be put to vote by poll. j) The members are advised to refer to the Administrative Guide on the registration process for the Meeting.

RPV”) provided by Tricor Investor & Issuing House Services Sdn. Bhd. via its TIIH Online website at https://tiih.online. Please refer to the Administrative Guide of the Meeting as enclosed for further information in relation thereto.

l) A member who has appointed a proxy or attorney or authorised representative to participate at this meeting must request his/her proxy to register himself/herself for RPV via TIIH Online website at https://tiih.online.

m) Given the constantly evolving COVID-19 situation in Malaysia, we may be required to change the arrangements of our Meeting at short notice. Kindly check Bursa Malaysia Securities Berhad’s and the Company’s website at www.waja.my for the latest updates on the status of the Meeting.

The Share Registrar of

WAJA KONSORTIUM BERHAD (formerly known as ConnectCounty Holdings Berhad)

c/o Tricor Investor & Issuing House Services Sdn BhdUnit 32-01, Level 32, Tower A,Vertical Business Suite, Avenue 3,Bangsar South, No. 8, Jalan Kerinchi,59200 Kuala Lumpur,Wilayah Persekutuan

Please

Stamp

Please fold here

Please fold here

ANN

UAL R

EPOR

T 2021

ANNUALREPORT2 0 2 1

WAJA KO

NSO

RTIU

M BER

HAD

REG

ISTRATIO

N N

O.: 200301016513 (618933-D

)

Level 13A, ACE Tower, B02-B, Menara 3,No. 3, Jalan Bangsar, KL Eco City,

59200 Kuala Lumpur, Malaysia.Tel: +603 2636 9999Fax: +603 2636 3333

www.waja.my

annual report 2 0 2 1 - waja

Documents